<PAGE>
As filed with the Securities and Exchange Commission on April 28, 2000
Registration No. 333-53673
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Post-Effective Amendment No. 3
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)
Christopher A. Martin, Esquire
General American Life Insurance Company
700 Market Street
St. Louis, MO 63101
(Name and Address of Agent for Service of Process)
It is proposed that this filing will become effective (check appropriate
space)
[ ] immediately upon filing pursuant to paragraph (b), of Rule 485
[X] on 1 May 2000 pursuant to paragraph (b) of Rule 485
[ ] 60 days after filing pursuant to paragraph (a)(1) of Rule 485
[ ] on 1 May 1999, pursuant to paragraph (a)(1) of rule 485
[ ] 75 days after filing pursuant to paragraph (a)(2) of rule 485
[ ] on (date) pursuant to paragraph (a)(2) of Rule 485
[ ] this post-effective amendment designates a new effective date for
a previously filed post-effective amendment
<PAGE>
<PAGE>
FLEXIBLE PREMIUM JOINT AND LAST SURVIVOR
VARIABLE LIFE INSURANCE POLICY
ISSUED BY
GENERAL AMERICAN LIFE INSURANCE COMPANY
700 MARKET STREET
ST. LOUIS, MO 63101
(314) 231-1700
This Prospectus describes a flexible premium joint and last survivor
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 and to
provide maximum flexibility to vary premium payments and change the
level of death benefits payable under the Policy. This flexibility
allows you to provide for changing insurance needs under a single
insurance policy. You also have the opportunity to allocate Net
Premiums among several investment portfolios with different investment
objectives.
The Policy provides:
(1) a Cash Surrender Value that can be obtained by surrendering the
Policy;
(2) Policy Loans; and
(3) a death benefit payable at the death of the Last Insured. As long
as a Policy remains in force before the younger Insured's Attained
Age 100, the death benefit will be at least the current Face
Amount of the Policy. A Policy will remain in force as long as
its Cash Surrender Value is sufficient to pay the monthly charges.
After the end of the "Right to Examine Policy" period, you may allocate
the Net Premiums 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.
You will find a list of the Funds in the Separate Account, the fund
managers, and the investment objectives in the Summary on page 3. Note
that investment results in the Separate Account are not guaranteed --
you may either make money or lose money. Depending on investment
results, the policy could lapse or the death benefit could change. The
Prospectus of each Fund contains a full description of the Fund,
including the investment policies, restrictions, risks, and charges.
You should receive a Prospectus for each Fund along with this Prospectus
for the Policy.
In most Policies you may also invest all or part of your Cash Value in
the General Account, which guarantees at least 4% interest.
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 joint and last survivor variable life insurance policy.
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 May 1, 2000. The Policies
are 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>
<PAGE>
TABLE OF CONTENTS
Page
Summary 1
Definitions 14
The Company and the Separate Account 15
The Company
The Separate Account
General American Capital Company
Russell Insurance Funds
American Century Variable Portfolios
J.P. Morgan Series Trust II
Variable Insurance Products Fund
Variable Insurance Products Fund II
Van Eck Worldwide Insurance Trust
SEI Investments Management Corporation
Metropolitan Series Fund
New England Zenith Fund
Addition, Deletion, or Substitution of Investments 22
Policy Benefits 23
Death Benefit
Cash Value
Policy Rights 26
Loans
Surrender, Partial Withdrawals and Pro Rate Surrender
Transfers
Portfolio Rebalancing
Dollar Cost Averaging
Right to Examine Policy
Death Benefit at Attained Age 100
Payment and Allocation of Premiums 31
Issuance of a Policy
Premiums
Allocation of Net Premiums and Cash Value
Policy Lapse and Reinstatement
Charges and Deductions 33
Premium Expense Charges
Monthly Deduction
Contingent Deferred Sales Charge
Separate Account Charges
Dividends 36
The General Account 37
General Matters 38
Distribution of the Policies 41
Federal Tax Matters 41
Unisex Requirements Under Montana Law 44
Safekeeping of the Separate Account's Assets 44
Voting Rights 45
State Regulation of the Company 45
Management of the Company 46
Legal Matters 49
Legal Proceedings 49
Experts 49
Additional Information 49
Financial Statements 49
Appendix A - Illustration of Death Benefits and Cash Values 50
<PAGE>
<PAGE>
SUMMARY
THROUGHOUT THIS SUMMARY, THE TERMS "YOU" AND "YOUR" REFER TO THE OWNER
OF THE POLICY. THE OWNER MAY OR MAY NOT BE ONE OF THE PERSONS INSURED
UNDER THE POLICY. THE TERMS "WE," "US," AND "OUR" REFER TO GENERAL
AMERICAN LIFE INSURANCE COMPANY.
THE INFORMATION IN THIS SECTION IS JUST A SUMMARY, WRITTEN IN "LAYMEN'S
TERMS" TO HELP YOU UNDERSTAND THE POLICY. HOWEVER, BOTH YOUR POLICY AND
THIS PROSPECTUS ARE LEGAL DOCUMENTS. IF YOU HAVE QUESTIONS ABOUT THEM,
YOU SHOULD CONTACT YOUR AGENT OR OTHER COMPETENT PROFESSIONAL ADVISERS.
IN PREPARING THIS SUMMARY, WE ASSUME THAT THE POLICY IS IN FORCE, AND
THAT YOU HAVE NOT BORROWED ANY OF THE CASH VALUE.
THE POLICY. You are purchasing a life insurance policy. Like many life
insurance policies, it has both a death benefit and a cash value. The
death benefit is the amount of money that we will pay to the beneficiary
if both of the persons insured under the policy die while the policy is
in force. The cash value is the amount of money accumulated in your
policy as an investment at any time. The cash value consists of the
premiums you have paid, reduced by the expenses deducted for operation
of the policy, and either increased or decreased by investment results.
You have certain rights, including the right to borrow or withdraw money
from the policy's cash value and the right to select the funds in which
you will invest your premiums.
You have the right to review the policy and decide whether you want to
keep it. If you decide not to keep the policy, you may return it to us
or to your agent during the "Right to Examine Policy Period." This
period is sometimes referred to as the "Free Look Period." It normally
ends on the latter of:
1. twenty days after you receive the policy or
2. forty-five days after you signed the application.
In some states the period may be longer. Your agent can tell you if
this is the case.
During the "Right to Examine Policy Period" we will hold any premiums
you have paid in the money market fund. If you return the policy before
the end of the free look period, we will cancel the policy and return
any premiums you have paid. (For policies issued in Kansas, the rules
are different. Your agent can provide you with the details.) (See
Policy Rights - Right to Examine Policy.)
When the "Right to Examine Policy Period" ends, we will deduct any
charges due and transfer the rest of the money (your "net premium")
into the investment funds that you have selected. We will continue to
transfer future net premiums into the investments that you select as
soon as we receive the premiums.
The policy is a "flexible premium" policy. This means that you may,
within limits described below, make premium payments at any time and in
any amount you choose. You do not have to make premium payments
according to a fixed schedule, although you may choose to do so.
There are limits on the amount that you may pay into the policy without
creating tax consequences. If you make a premium payment that exceeds
the limit, we will notify you and offer to refund the excess paid.
We will deduct certain expenses from your cash value. These expenses
are described below. In addition, your cash value may increase or
decrease, depending on the investment experience of the funds you
select. Because it is possible for your cash value to decrease, you may
have to pay additional premiums in order to keep the policy in force.
As long as there is enough money in your cash value to pay the monthly
charges, your death benefit will always be at least the face amount of
your policy, minus any amount that you have borrowed from the policy.
The face amount of your policy means the amount of insurance that you
have purchased. It is shown on the specifications page of your policy.
We will notify you if your cash value is not enough to pay the monthly
charges. If that happens, you will have 62 days to make a premium
payment big enough to bring your cash value up to the amount required to
pay the charges. If you make the premium payment, the policy will stay
in force. If you don't, the policy will lapse, or end with no value.
(See Payment and Allocation of Premiums - Policy Lapse and
Reinstatement.)
INVESTING YOUR CASH VALUE. You may tell us to invest your cash value in
either the general account or the separate account, or you may split
your cash value between them.
THE GENERAL ACCOUNT. The general account is an interest-bearing
account. Money in the general account is guaranteed to earn at least 4%
interest, and it may earn more. General American determines the current
interest rate from time to time, and we will notify you in advance of
any changes. We have the right to limit the amount of money that you
may put into the general account.
1
<PAGE>
<PAGE>
THE SEPARATE ACCOUNT. The separate account consists of divisions, which
represent different types of investments. Each division may either make
money or lose money. Therefore if you invest in a division of the
separate account, you may either make money or lose money, depending on
the investment experience of that division. There is no guaranteed rate
of return in the separate account.
The divisions of the separate account represent investment funds run by
various investment companies. The investment companies hire advisers to
operate or advise on the day-to-day operation of the funds.
The following list shows the investment companies whose funds are
available under the policy, along with the managers or advisers and the
divisions that they oversee.
NOTE: THE RUSSELL INSURANCE FUNDS ARE ONLY AVAILABLE ON POLICIES WITH AN
ISSUE DATE PRIOR TO JANUARY 1, 2000.
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------
INVESTMENT COMPANY INVESTMENT
MANAGER/ADVISER
- ------------------------------------------------------------------------
<S> <C>
General American Conning Asset
Capital Company Management Company
- ------------------------------------------------------------------------
Russell Insurance Funds Frank Russell Investment
Management Company
- ------------------------------------------------------------------------
American Century American Century
Variable Portfolios Investment Management, Inc.
- ------------------------------------------------------------------------
J.P. Morgan Series Trust II J.P. Morgan Investment
Management, Inc.
- ------------------------------------------------------------------------
Fidelity Investments Fidelity Management &
Variable Insurance Research Company
Products Fund
- ------------------------------------------------------------------------
Fidelity Investments Fidelity Management &
Variable Insurance Research Company
Products Fund II
- ------------------------------------------------------------------------
Van Eck Worldwide Van Eck Associates
Insurance Trust Corporation
- ------------------------------------------------------------------------
SEI Insurance Products SEI Investments
Trust Management Company
- ------------------------------------------------------------------------
Metropolitan Series Metropolitan Life
Fund, Inc. Insurance Company
- ------------------------------------------------------------------------
New England Zenith New England Investment
Fund Management, Inc.
- ------------------------------------------------------------------------
</TABLE>
These investment funds have different investment goals and strategies,
which we have summarized in the following table. You should review the
prospectus of each fund, or seek professional guidance in determining
which fund(s) best meet your objectives.
<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------------------------
INVESTMENT FUND INVESTMENT
---------- ---- ----------
MANAGER NAME TYPE OBJECTIVE
------- ---- ---- ---------
- ----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Conning S&P 500 Index Growth & Income To achieve a rate of return that parallels the
Asset Management Fund return of the stock market as a whole, as
Company represented by the Standard and Poor's 500 Stock
Index.
- ----------------------------------------------------------------------------------------------------------------------------
Conning Money Market Money Market To obtain the highest level of current income
Asset Management Fund consistent with the preservation of capital and
Company maintenance of liquidity.
- ----------------------------------------------------------------------------------------------------------------------------
Conning Bond Index Fund Corporate Bonds To provide a rate of return that reflects the
Asset Management performance of the bond market as a whole, as
Company measured by the Lehman Brothers Government/
Corporate Bond Index.
- ----------------------------------------------------------------------------------------------------------------------------
Conning Asset Allocation Balanced To obtain a high rate of long-term return,
Asset Management Fund composed of capital growth and income.
Company
- ----------------------------------------------------------------------------------------------------------------------------
<PAGE>
Conning Managed Equity Growth To obtain long-term capital growth through
Asset Management Fund investment in common stocks.
Company
- ----------------------------------------------------------------------------------------------------------------------------
2
<PAGE>
<PAGE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------------------------
INVESTMENT FUND INVESTMENT
---------- ---- ----------
MANAGER NAME TYPE OBJECTIVE
------- ---- ---- ---------
- ----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Conning International Index Growth To obtain investment results that parallel the
Asset Management Fund International Stock price and yield performance of publicly-traded
Company common stocks in the Morgan Stanley Capital
International, Europe, Australia, and Far East
Index ("EAFE Index").
- ----------------------------------------------------------------------------------------------------------------------------
Conning Mid-Cap Equity Growth To obtain long-term capital appreciation through
Asset Management Fund investment primarily in common stocks of U.S.-
Company based, publicly traded companies with medium
market capitalization, defined as within the
range of the S&P Mid-Cap 400 at the time of the
Fund's investment.
- ----------------------------------------------------------------------------------------------------------------------------
Conning Small-Cap Equity Aggressive Growth To provide a high rate of return through
Asset Management Fund investment in the common stock of small
Company companies, making up, at one time, the smallest
20% of of U.S.-based companies on the New York
Stock Exchange.
- ----------------------------------------------------------------------------------------------------------------------------
Fidelity Management & Growth Portfolio Growth To seek capital appreciation, normally through
Research Company purchases of common stocks, although its
investments are not restricted to any one type
of security.
- ----------------------------------------------------------------------------------------------------------------------------
Fidelity Management & Equity-Income Growth & Income To seek reasonable income by investing primarily
Research Company Portfolio in income-producing equity securities.
- ----------------------------------------------------------------------------------------------------------------------------
Fidelity Management & Overseas Portfolio Growth: To seek long-term growth of capital primarily
Research Company International Stock through investment in foreign securities.
- ----------------------------------------------------------------------------------------------------------------------------
Fidelity Management & Asset Manager Balanced To seek a high total return with reduced risk
Research Company Portfolio over the long-term by allocating its assets among
domestic and foreign stocks, bonds, and short-
term fixed income instruments.
- ----------------------------------------------------------------------------------------------------------------------------
Fidelity Management & High Income High Yield Bond To seek a high level of current income by
Research Company Portfolio investing primarily in high yielding, lower-
rated, fixed income securities, while also
considering growth of capital.
- ----------------------------------------------------------------------------------------------------------------------------
Fidelity Management & Mid Cap Portfolio Long-Term Growth To seek long-term growth by investing
Research Company of Capital primarily in common stocks, with at least
65% of total assets in securities of
companies with medium market
capitalizations, similar to those in the S&P
MidCap 400. The fund may potentially invest
in domestic and foreign companies with
smaller or larger market capitalizations,
investing in "growth" and/or "value" stocks.
The fund selects investments by using
fundamental analysis of each issuer's
financial condition and industry position
and market and economic conditions.
3
<PAGE>
<PAGE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------------------------
INVESTMENT FUND INVESTMENT
---------- ---- ----------
MANAGER NAME TYPE OBJECTIVE
------- ---- ---- ---------
- ----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Van Eck Associates Worldwide Hard Aggressive Growth: To seek long-term capital appreciation by
Corporation Assets Fund Specialty investing in equity and debt securities of
companies engaged in the exploration, develop-
ment, production, and distribution of gold and
other natural resources such as strategic
and other metals, minerals, forest products,
oil, natural gas, and coal.
- ----------------------------------------------------------------------------------------------------------------------------
Van Eck Associates Worldwide Aggressive Growth: To obtain long-term capital appreciation by
Corporation Emerging Markets International Stock investing in equity securities in emerging
Fund markets around the world. The Fund emphasizes
primarily investment in countries that, compared
to the world's major economies, exhibit
relatively low gross national product per capita,
as well as the potential for rapid economic
growth.
- ----------------------------------------------------------------------------------------------------------------------------
4
<PAGE>
<PAGE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------------------------
INVESTMENT FUND INVESTMENT
---------- ---- ----------
MANAGER NAME TYPE OBJECTIVE
------- ---- ---- ---------
- ----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Frank Russell Multi-Style Equity Growth & Income To obtain income and capital growth by investing
Investment Management Fund principally in equity securities.
Company
- ----------------------------------------------------------------------------------------------------------------------------
Frank Russell Aggressive Equity Aggressive Growth To provide capital appreciation by assuming a
Investment Management Fund higher level of volatility than is ordinarily
Company expected from the Multi-Style Equity Fund, by
investing in equity securities.
- ----------------------------------------------------------------------------------------------------------------------------
Frank Russell Non-U.S. Fund Growth: To achieve favorable total return and additional
Investment Management International Stocks diversification for United States investors by
Company and Bonds investing primarily in equity and debt securities
of non-United States companies and non-United
States governments.
- ----------------------------------------------------------------------------------------------------------------------------
Frank Russell Core Bond Fund Growth & Income To maximize total return through capital
Investment Management appreciation income by assuming a level of
Company volatility consistent with the broad fixed-income
market, by and investing in fixed-income
securities.
- ----------------------------------------------------------------------------------------------------------------------------
J.P. Morgan Investment Bond Portfolio Growth & Income To provide a high total return consistent with
Management, Inc. moderate risk of capital and maintenance of
liquidity.
- ----------------------------------------------------------------------------------------------------------------------------
J.P. Morgan Investment Small Company Aggressive Growth To provide high total return from a portfolio of
Management, Inc. Portfolio equity securities of small companies. The Fund
invests at least 65% of the value of its total
assets in the common stock of small U.S.
companies primarily with market capitalizations
less than $1 billion.
- ----------------------------------------------------------------------------------------------------------------------------
American Century Income & Growth Growth & Income To attain long-term growth of capital as well as
Investment Fund current income. The Fund pursues a total return
Management, Inc. and dividend yield that exceeds those of the S&P
500 by investing in stocks of companies with
strong dividend growth potential.
- ----------------------------------------------------------------------------------------------------------------------------
American Century International Fund Aggressive Growth: To obtain capital growth over time by investing
Investment International Stock in common stocks of foreign companies considered
Management, Inc. to have better-than-average prospects for
appreciation. Because this Fund invests in
foreign securities, a higher degree of short-term
price volatility, or risk, is expected due to
factors such as currency fluctuation and
political instability.
- ----------------------------------------------------------------------------------------------------------------------------
American Century Value Fund Growth To attain long-term capital growth, with income
Investment as a secondary objective. The Fund invests
Management, Inc. primarily in equity securities of well-
established companies that are believed by
management to be undervalued at the time of
purchase.
- ----------------------------------------------------------------------------------------------------------------------------
5
<PAGE>
<PAGE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------------------------
INVESTMENT FUND INVESTMENT
---------- ---- ----------
MANAGER NAME TYPE OBJECTIVE
------- ---- ---- ---------
- ----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
SEI Investments Large Cap Value Long Term Growth Utilizing multiple specialist sub-advisers that
Management Fund of Capital and manage in a value style, the Fund invests in large
Corporation Income cap income-producing U.S. common stocks.
- ----------------------------------------------------------------------------------------------------------------------------
SEI Investments Large Cap Growth Capital Appreciation Utilizing multiple specialist sub-advisers that
Management Fund manage in a growth style, the Fund invests in
Corporation large cap U.S. common stocks.
- ----------------------------------------------------------------------------------------------------------------------------
SEI Investments Small Cap Value Capital Appreciation Utilizing multiple specialist sub-advisers that
Management Fund manage in a value style, the Fund invests in
Corporation common stocks of smaller U.S. companies.
- ----------------------------------------------------------------------------------------------------------------------------
SEI Investments Small Cap Growth Long-Term Capital Utilizing multiple specialist sub-advisers that
Management Fund Appreciation manage in a growth style, the Fund invests in
Corporation common stocks of smaller U.S. companies.
- ----------------------------------------------------------------------------------------------------------------------------
SEI Investments International Equity Capital Appreciation Utilizing multiple specialist sub-advisers, the
Management Fund Fund invests in equity securities of foreign
Corporation companies.
- ----------------------------------------------------------------------------------------------------------------------------
SEI Investments Emerging Markets Capital Appreciation Utilizing multiple specialist sub-advisers, the
Management Equity Fund Fund invests in equity securities of emerging
Corporation markets companies.
- ----------------------------------------------------------------------------------------------------------------------------
SEI Investments Core Fixed Income Current Income and Utilizing multiple specialist sub-advisers that
Management Fund Preservation of have fixed income investment expertise, the Fund
Corporation Capital invests in investment grade U.S. fixed income
securities.
- ----------------------------------------------------------------------------------------------------------------------------
SEI Investments High Yield Bond Total Return Utilizing a specialist sub-adviser that has high
Management Fund yield investment expertise, the Fund invests in
Corporation high yield, high risk securities.
- ----------------------------------------------------------------------------------------------------------------------------
SEI Investments International Fixed Capital Appreciation Utilizing a specialist sub-adviser, the Fund
Management Income Fund and Current Income invests in investment grade fixed income
Corporation securities of foreign government and corporate
issuers.
- ----------------------------------------------------------------------------------------------------------------------------
SEI Investments Emerging Markets Total Return Utilizing a specialist sub-adviser, the Fund
Management Debt Fund invests U.S. dollar denominated debt in securities
Corporation of emerging market issuers.
- ----------------------------------------------------------------------------------------------------------------------------
Metropolitan Life Janus Mid-Cap Long-Term Growth The Portfolio normally invests at least 65% of its
Insurance Company Portfolio of Capital total assets in common stocks of medium
capitalization companies selected for their growth
potential. The portfolio manager defines medium
capitalization ("mid-cap") companies as those
whose market capitalization falls within the range
of companies included in the S&P MidCap 400 Index
at the time of the purchase.
- ----------------------------------------------------------------------------------------------------------------------------
6
<PAGE>
<PAGE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------------------------
INVESTMENT FUND INVESTMENT
---------- ---- ----------
MANAGER NAME TYPE OBJECTIVE
------- ---- ---- ---------
- ----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Metropolitan Life T. Rowe Price Long-Term Growth The Portfolio normally invests at least 65% of its
Insurance Company Large Cap Growth of Capital and, total assets in a diversified group of large
Portfolio Secondarily, capitalization growth companies. The portfolio
Dividend Income managers define large capitalization ("large-cap")
companies as those whose market capitalization
falls within the range of the largest 300
companies included in the Russell 3000 Index at
the time of the purchase.
- ----------------------------------------------------------------------------------------------------------------------------
Metropolitan Life T. Rowe Price Long-Term Capital The Portfolio normally invests at least 65% of its
Insurance Company Small Cap Growth Growth total assets in a diversified group of small
Portfolio capitalization companies. The portfolio manager
defines small capitalization ("small cap")
companies as those whose market capitalization
falls within the range of companies included in
the bottom 10% of the S&P 500 Index at the time of
the purchase.
- ----------------------------------------------------------------------------------------------------------------------------
New England Alger Equity Growth Alger invests Equity Growth's assets primarily in
Investment Growth Series growth stocks. Alger will ordinarily invest at
Management, Inc. least 65% of Equity Growth's total assets in
equity securities of issues with market
capitalization of $1 billion or greater.
- ----------------------------------------------------------------------------------------------------------------------------
</TABLE>
You may change the investments that you want to use for your future
premiums by notifying our Home Office.
You may transfer your cash value among the various investment funds, and
you may withdraw money, but there are certain rules. We don't charge
you for the first twelve transfers or withdrawals in a policy year, but
we charge a $25 fee for each transfer or withdrawal after the first
twelve. (A policy year is measured beginning on the anniversary of the
date that the policy was issued, and ending on the day before the next
anniversary.)
We have the right to change or eliminate transfers in the future, although
we don't currently intend to do so.
CHARGES AND DEDUCTIONS. There are certain costs that we charge you for
issuing your policy and keeping it in force. This section describes
those charges -- what they are and what they cover.
SALES CHARGE. Each time you pay a premium, we deduct a portion to cover
expenses of the policy. Part of this deduction covers sales charges.
We guarantee that this part of the deduction will never exceed the
following amounts:
* in the first policy year, 15% of the amount you pay up to the
target premium and 5% of the amount you pay above the target
premium. (The amount of the target premium varies by age and risk
class, and is shown in your policy.)
* in the 2nd through 10th Policy Years, 5% of the actual premium you
pay;
* in the 11th Policy Year and later, 2% of the actual premium you
pay.
For policies issued in the state of Oregon we deduct an additional 2% of
actual premium paid in all policy years.
TAX CHARGE. The Federal government and many states and territories
impose taxes or charges on insurance premiums. We deduct from your
premium payment the amount required to pay these taxes and charges. We
deduct 1.3% of each premium payment to pay the Federal charge. The
amount we deduct to pay the state and territory charges varies by state.
It ranges from 0% to 4%, with an average of about 2.1%.
7
<PAGE>
<PAGE>
If the tax rates change, we may change the amount of the deduction to
cover the new charge. (See Charges and Deductions - Premium Expense
Charges.)
If we are required by law to pay taxes based on the separate account, we
may charge an appropriate share to policies that invest in the separate
account. (See Federal Tax Matters.)
SURRENDER CHARGE. If you surrender your policy or let it lapse during
the first ten policy years, we will keep part of the cash value to help
us recover the costs of selling and issuing the policy. This charge is
called a Contingent Deferred Sales Charge (CDSC) or, more simply, a
surrender charge.
The surrender charge is 45% of the target premium if you surrender the
policy or let it lapse during the first five policy years. After that
the amount of the surrender charge goes down each month. After the 10th
policy year there is no charge.
There is a table in your policy that shows the amount of the target
premium and the percentage of the surrender charge for each month.
If you withdraw money from your policy or if you surrender a portion of
your policy, we will charge a pro-rated portion of the surrender charge.
Of course, if you don't surrender all or part of your policy, or let it
lapse, or withdraw cash from it, then you will not pay a surrender
charge.
If you increase the face amount of your policy, the increase will have
its own surrender charge for the first 10 policy years following the
increase.
(See Policy Rights - Surrender, Partial Withdrawals, and Pro-Rata
Surrender; Policy Benefits - Death Benefit; and Charges and Deductions
- - Contingent Deferred Sales Charge.)
Under certain conditions, applied in a uniform and nondiscriminatory
manner, we may reduce the surrender charge. (See Adjustment of Charges.)
ADMINISTRATIVE FEE. We charge a monthly fee to cover your policy's
administrative cost. This charge is $25 each month for the first policy
year, and $6 each month after the first policy year. We will deduct the
charge from your cash value each month.
SELECTION AND ISSUE EXPENSE CHARGE. This charge allows us to recover
part of the commissions and other costs of issuing your policy. We
determine the amount of the charge based on the size of your policy and
on the age, sex, and risk class of the persons insured under the policy.
The charge ranges from about 4 cents per $1,000 of Face Amount to about
65 cents per $1,000. We deduct the charge from your cash value each
month for the first ten policy years. If you increase the face
amount of your policy, there is a new charge associated with that
increase until it has been in effect for ten policy years.
COST OF INSURANCE. Because this is a life insurance policy, it has a
death benefit. We charge an insurance cost each month to cover the risk
that you will die and we will have to pay the death benefit.
The amount of this charge varies with the age, sex, risk class of the
persons insured under the polciy, and the amount of the death benefit at
risk -- if the risk of death or the amount of the death benefit is
greater, then the cost of insurance is also greater. We deduct the cost
of insurance from your cash value each month.
We make another charge to cover mortality and expense risks under the
Policy. We calculate this charge based on a percentage of the net
assets in each division of the separate account. Rather than deducting
the charge from the cash value, we apply the charge by adjusting the net
rate of return in the separate account. We guarantee that the charge
will not exceed the following amounts, shown on an annual percentage
basis:
Policy years 1-10 .55% of net separate account assets
Policy years 11-20 .45% of net separate account assets
Policy years 21+ .35% of net separate account Assets
(See Charges and Deductions - Separate Account Charges.)
We pay the operating expenses of the separate account. The investment
funds pay for their own operating expenses and investment fees. For a
description of these charges, see Charges and Deductions - Separate
Account Charges.
The following chart shows the operating expenses of the funds as
reported for the fiscal year ending December 31, 1999:
8
<PAGE>
<PAGE>
<TABLE>
- ----------------------------------------------------------------------------------
ANNUAL FUND OPERATING EXPENSES <F1>
As a Percentage of Average Net Assets
- ----------------------------------------------------------------------------------
<CAPTION>
INVESTMENT
FUND ADVISORY / OTHER EXPENSES TOTAL
MANAGEMENT
FEE
- ----------------------------------------------------------------------------------
GENERAL AMERICAN CAPITAL COMPANY
- ----------------------------------------------------------------------------------
<S> <C> <C> <C>
S&P 500 Index Fund .25% .05% .30%
- ----------------------------------------------------------------------------------
Money Market Fund .125% .08% .205%
- ----------------------------------------------------------------------------------
Bond Index Fund .25% .05% .30%
- ----------------------------------------------------------------------------------
Managed Equity Fund .29% .10% .39%
- ----------------------------------------------------------------------------------
Asset Allocation Fund .50% .10% .60%
- ----------------------------------------------------------------------------------
International Index Fund .50% <F2> .30% .80%
- ----------------------------------------------------------------------------------
Mid-Cap Equity Fund .55% <F3> .10% .65%
- ----------------------------------------------------------------------------------
Small-Cap Equity Fund .25% .05% .30%
- ----------------------------------------------------------------------------------
<CAPTION>
RUSSELL INSURANCE FUNDS
- ----------------------------------------------------------------------------------
<S> <C> <C> <C>
Multi-Style Equity Fund .74% .18% .92% <F4>
- ----------------------------------------------------------------------------------
Aggressive Equity Fund .86% .39% 1.25% <F5>
- ----------------------------------------------------------------------------------
Non-U.S. Fund .75% .55% 1.30% <F6>
- ----------------------------------------------------------------------------------
Core Bond Fund .54% .26% .80% <F7>
- ----------------------------------------------------------------------------------
<CAPTION>
AMERICAN CENTURY VARIABLE PORTFOLIOS
- ----------------------------------------------------------------------------------
<S> <C> <C> <C>
Income & Growth Fund .70% .00% .70%
- ----------------------------------------------------------------------------------
International Fund 1.37% .00% 1.37%
- ----------------------------------------------------------------------------------
Value Fund 1.00% .00% 1.00%
- ----------------------------------------------------------------------------------
<CAPTION>
J.P. MORGAN SERIES TRUST II
- ----------------------------------------------------------------------------------
<S> <C> <C> <C>
Bond Portfolio .30% .45% .75%
- ----------------------------------------------------------------------------------
Small Company Portfolio .60% .55% 1.15%
- ----------------------------------------------------------------------------------
<CAPTION>
FIDELITY VARIABLE INSURANCE PRODUCTS FUND
- ----------------------------------------------------------------------------------
<S> <C> <C> <C>
Equity-Income Portfolio .48% .08% .56%
- ----------------------------------------------------------------------------------
Growth Portfolio .58% .07% .65%
- ----------------------------------------------------------------------------------
Overseas Portfolio .73% .14% .87%
- ----------------------------------------------------------------------------------
High Income Portfolio .58% .11% .69%
- ----------------------------------------------------------------------------------
<CAPTION>
FIDELITY VARIABLE INSURANCE PRODUCTS FUND II
- ----------------------------------------------------------------------------------
<S> <C> <C> <C>
Asset Manager .53% .09% .62%
- ----------------------------------------------------------------------------------
<CAPTION>
FIDELITY VARIABLE INSURANCE PRODUCTS FUND III
- ----------------------------------------------------------------------------------
<S> <C> <C> <C>
Mid Cap Portfolio .97% .00% .97%
- ----------------------------------------------------------------------------------
<CAPTION>
VAN ECK WORLDWIDE INSURANCE TRUST
- ----------------------------------------------------------------------------------
<S> <C> <C> <C>
Worldwide Hard Assets Fund 1.00% .34% 1.34%
- ----------------------------------------------------------------------------------
Worldwide Emerging Markets Fund 1.00% .26% 1.26%
- ----------------------------------------------------------------------------------
<PAGE>
<CAPTION>
SEI INSURANCE PRODUCTS TRUST
- ----------------------------------------------------------------------------------
<S> <C> <C> <C>
Large Cap Value Fund .35% .50% .85% <F8>
- ----------------------------------------------------------------------------------
Large Cap Growth Fund .40% .45% .85% <F8>
- ----------------------------------------------------------------------------------
Small Cap Value Fund .65% .45% 1.10% <F8>
- ----------------------------------------------------------------------------------
Small Cap Growth Fund .65% .45% 1.10% <F8>
- ----------------------------------------------------------------------------------
International Equity Fund .51% .77% 1.28% <F8>
- ----------------------------------------------------------------------------------
Emerging Markets Equity Fund 1.05% .90% 1.95% <F8>
- ----------------------------------------------------------------------------------
Core Fixed Income Fund .28% .32% .60% <F8>
- ----------------------------------------------------------------------------------
High Yield Bond Fund .49% .36% .85% <F8>
- ----------------------------------------------------------------------------------
International Fixed Income Fund .40% .60% 1.00% <F8>
- ----------------------------------------------------------------------------------
Emerging Markets Debt Fund .85% .50% 1.35% <F8>
- ----------------------------------------------------------------------------------
9
<PAGE>
<PAGE>
- ----------------------------------------------------------------------------------
<CAPTION>
METROPOLITAN SERIES FUND, INC.
- ----------------------------------------------------------------------------------
<S> <C> <C> <C>
Janus Mid-Cap Portfolio .67% .04% .71%
- ----------------------------------------------------------------------------------
T. Rowe Price Large Cap Growth Portfolio .69% .24% .93%
- ----------------------------------------------------------------------------------
T. Rowe Price Small Cap Growth Portfolio .52% .09% .61%
- ----------------------------------------------------------------------------------
<CAPTION>
NEW ENGLAND ZENITH FUND
- ----------------------------------------------------------------------------------
<S> <C> <C> <C>
Alger Equity Growth Series .80% .00% .80%
- ----------------------------------------------------------------------------------
<FN>
<F1> The Fund expenses shown above are collected from the underlying
Fund, and are not direct charges against the Separate Account assets or
reductions from the Policy's Cash Value. These underlying Fund Expenses
are taken into consideration in computing each Fund's net asset value,
which is used to calculate the unit values in the Separate Account. The
management fees and other expenses are more fully described in the
prospectus of each individual Fund. The information relating to the
Fund expenses was provided by the Fund and was not independently
verified by General American. Except as otherwise specifically noted,
the management fees and other expenses are not currently subject to fee
waivers or expense reimbursements.
<F2> The fees charged by the International Index Fund are stated as a
series of annual percentages of the average daily value of the net
assets of the Funds. The percentages decrease with respect to assets of
the Fund above certain amounts, as follows: First $10 million, 0.50%;
Next $20 million, 0.40%; Balance over $20 million, 0.30%.
<F3> The fees charged by the Mid-Cap Equity Fund are stated as a series
of annual percentages of the average daily value of the net assets of
the Funds. The percentages decrease with respect to assets of the Fund
above certain amounts, as follows: First $10 million, 0.55%; Next $10
million, 0.45%; Balance over $20 million, 0.40%.
<F4> The Manager has voluntarily agreed to waive a portion of its 0.78%
management fee, up to the full amount of that fee, equal to the amount
by which the Fund's total operating expenses exceed 0.92% of the Fund's
average daily net assets on an annual basis, and to reimburse the Fund
for all remaining expenses after fee waivers which exceed 0.92% of
average daily net assets on an annual basis. The management fee waivers
and reimbursements are intended to be in effect for 2000, but may be
revised or eliminated at any time thereafter without notice to
shareholders. Absent the waiver, the management fee would have been
0.78%, and total Fund expenses would have been 0.96% of average daily
net assets.
<F5> The Manager has voluntarily agreed to waive a portion of its 0.95%
management fee, up to the full amount of that fee, equal to the amount
by which the Fund's total operating expenses exceed 1.25% of the Fund's
average daily net assets on an annual basis, and to reimburse the Fund
for all remaining expenses after fee waivers which exceed 1.25% of
average daily net assets on an annual basis. The management fee waivers
and reimbursements are intended to be in effect for 2000, but may be
revised or eliminated at any time thereafter without notice to
shareholders. Absent the waiver, the management fee would have been
0.95%, and total Fund expenses would have been 1.34% of average daily
net assets.
<F6> The Manager has voluntarily agreed to waive a portion of its 0.95%
management fee, up to the full amount of that fee, equal to the amount
by which the Fund's total operating expenses exceed 1.30% of the Fund's
average daily net assets on an annual basis, and to reimburse the Fund
for all remaining expenses after fee waivers which exceed 1.30% of
average daily net assets on an annual basis. The management fee waivers
and reimbursements are intended to be in effect for 2000, but may be
revised or eliminated at any time thereafter without notice to
shareholders. Absent the waiver, the management fee would have been
0.95%, and total Fund expenses would have been 1.50% of average daily
net assets.
<F7> The Manager has voluntarily agreed to waive a portion of its 0.60%
management fee, up to the full amount of that fee, equal to the amount
by which the Fund's total operating expenses exceed 0.80% of the Fund's
average daily net assets on an annual basis, and to reimburse the Fund
for all remaining expenses after fee waivers which exceed 0.80% of
average daily net assets on an annual basis. The management fee waivers
and reimbursements are intended to be in effect for 2000, but may be
revised or eliminated at any time thereafter without notice to
shareholders.
<PAGE>
Absent the waiver, the management fee would have been 0.60%, and total
Fund expenses would have been 0.86% of average daily net assets.
<F8> The SEI VP Funds' total actual annual fund operating expenses for
the current fiscal year are expected to be less than the maximum amount
allowed because the Adviser will voluntarily waive a portion of its fee
in order to keep total operating expenses at a specified level. The
Adviser may discontinue all or part of its waiver at any time. With
this fee waiver, the Funds' actual total operating expenses are expected
to be the amounts shown in the table above. Absent the fee waiver, the
Funds' total operating expenses would be: Large Cap Value Fund, 0.95%;
Large Cap Growth Fund, 1.00%; Small Cap Value Fund, 1.20%; Small Cap
Growth Fund, 1.20%; International Equity Fund, 1.41%; Emerging Markets
Equity Fund, 2.34%; Core Fixed Income Fund, 0.70%; High Yield Bond
Fund, 0.99%; International Fixed Income Fund, 1.31%; Emerging Markets
Debt Fund, 1.95%.
</TABLE>
10
<PAGE>
<PAGE>
PREMIUMS. Within limits, you decide how much money you want to put into
the policy. There is a minimum premium that you have to pay to put the
policy in force. That amount is 1/12 of the "minimum initial annual
premium amount" shown on the specifications page of your policy.
After the policy is in force, you may pay any amount you want as long as
the cash value is always enough to cover the surrender charge and the
current month's expenses. If you continue to pay at least 1/12 of the
minimum initial annual premium each month (or to prepay it), and if you
don't withdraw or borrow cash from the policy, we guarantee that the
policy will not lapse during the first five policy years, even if the
cash value is not enough to cover the charges.
If you have borrowed or withdrawn money from your cash value, you can
still keep your no-lapse guarantee in force for the first five years.
Here is how it works. Each month, we look at the total amount of
premium that you have paid into the policy since it was issued. We then
subtract the amount of money that you have withdrawn or borrowed. If
the amount left is at least equal to 1/12 of the annual minimum premium,
multiplied by the number of months the policy has been in force, then
your no-lapse guarantee still applies. If not, then we will notify you
that you have 62 days to make enough of a premium payment to restore the
no-lapse guarantee. If you do not make the payment, your policy could
lapse, or end with no value.
If you have converted a General American term insurance policy to this
policy, and if the term policy includes conversion credits, you may
apply those credits to reduce your first-year minimum premium.
You can set up a schedule of payments, and we will send you reminders,
but you are not required to make the payments as long as the cash value
covers the surrender charge and the current month's expenses. (See
Payment and Allocation of Premiums.)
DEATH BENEFIT. If both of the person insured under the policy die while
the policy is in force, we will pay a death benefit to the beneficiary
following the second death. You can select one of three death benefits
at the time the policy is issued:
* Option A: The death benefit is the greater of the face amount of
the policy or an "applicable percentage" of the cash value.
* Option B: The death benefit is the greater of the face amount of
the policy plus the cash value, or an "applicable percentage" of
the cash value.
* Option C: The death benefit is the greater of the face amount of
the policy, or the cash value multiplied by an attained age
factor.
As long as the policy remains in force and the younger person insured is
less than 100 years old, the minimum death benefit under any death
benefit option will be at least the current face amount.
We will increase the death benefit by any dividends earned prior to the
death of the second person insured, and by the cost of insurance from
the date of the second death to the end of the month, and will reduce it
by any outstanding loans and interest. We will pay the death benefit
according to the settlement options available at the time of death.
(See Policy Benefits - Death Benefit.)
The minimum face amount at issue is generally $100,000 under our current
rules. Subject to certain restrictions, you may change the face amount
and the death benefit option. In certain cases we may require evidence
that the person insured under the policy is still insurable. (See
Change in Death Benefit Option, and Change In Face Amount.)
You may include additional insurance benefits with your policy. These
are described under General Matters - Additional Insurance Benefits. If
you elect any additional benefits, we will deduct the charges for those
benefits from your Cash Value.
CASH VALUE. Your Policy has a cash value that is the total amount
credited to you in the separate account, the loan account, and the
general account. The cash value increases by the amount of net premium
payments, and decreases by partial withdrawals and expense charges for
the policy. It may either increase or decrease based on the investment
experience of the separate account divisions that you have selected.
(See Policy Benefits - Cash Value.)
There is no minimum guaranteed cash value.
POLICY LOANS. You may borrow against the cash value of your policy.
The loan value is the maximum amount that you may borrow. The loan
value is:
the cash value on the date we receive the loan request;
plus interest on the loan balance to the next anniversary date,
calculated at the guaranteed general account interest rate;
minus interest on the new loan to the next policy anniversary;
minus any loans and interest already outstanding;
minus any surrender charges;
11
<PAGE>
<PAGE>
minus monthly deductions to the next policy anniversary.
When you borrow against the policy, we will take the money from the
general account and the divisions of the separate account in proportion
to your balances in each account.
Loan interest is due at each policy anniversary If you don't pay the
loan interest, we will add it to the amount of the loan.
You may repay all or part of the loan at any time. When you make a loan
payment, we will put the money back into the general account or the
divisions of the separate account in the same percentages used them to
make the loan.
When we pay out the proceeds of your policy, either as a death benefit
or as a policy surrender, we will deduct any outstanding loans and
interest from the amount we pay. (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. You may
surrender the policy at any time while it is in force. We will pay you
the cash surrender value, plus dividends (if any) earned prior to the
surrender.
After the first year you may request a partial withdrawal of your cash
surrender value. Normally, withdrawing a portion of your cash surrender
value will reduce your death benefit by the amount of the withdrawal.
However, if you have included the Anniversary Partial Withdrawal Rider
on your policy, you may withdraw a portion of your cash surrender value
without reducing the death benefit. Under this rider, there are limits
on how much you can withdraw, and the withdrawal must be at the policy
anniversary. You can find more information about the rider under
General Matters - Additional Insurance Benefits.
You may also request a pro-rata surrender of the policy, which allows
you to surrender part of the policy and keep the rest in force. You can
find more information under Policy Rights - Surrender, Partial
Withdrawals, and Pro-Rata Surrender.
A surrender, partial withdrawal, or Pro-Rata Surrender may have Federal
income tax consequences. We suggest that you discuss your situation
with a competent tax adviser before taking one of these steps. (See
Federal Tax Matters.)
ILLUSTRATIONS OF DEATH BENEFITS AND CASH SURRENDER VALUES. The death
benefit and cash surrender value of your policy will depend on how well
your investments perform. In Appendix A we have illustrated some sample
policies. Depending on the rate of return, the values may increase or
decrease. In order to help you to understand the cost of the policy, we
also show how your premium would grow if you simply invested it at 5%
interest, compounded annually.
If you surrender your policy in the first few years, the cash surrender
value that you receive may be low compared to what you would have
accumulated by investing the premiums at interest. In this case, the
insurance protection that you received while the policy was in force
will have been expensive.
We will provide you with an illustration showing projected future cash
values if you request it in writing. We may charge a fee of up to $25
for preparing the illustration.
TAX CONSEQUENCES OF THE POLICY. If your policy was issued in a standard
premium class, then we believe that it qualifies as a life insurance
contract for Federal income tax purposes. However, if the policy was
issued on a substandard basis, it is not clear whether it will qualify
as a life insurance contract for tax purposes. The IRS has provided
very limited guidance in this area.
Assuming that the policy does qualify as a life insurance contract for
Federal income tax purposes, then we believe that the cash value should
be subject to the same tax treatment as the cash value of a conventional
fixed-benefit contract. This means that growth in the cash value will
not be taxed until you receive a distribution.
There are some actions that may trigger a tax. If you transfer
ownership to someone else, or if you surrender the policy or withdraw
cash from it, you may have to pay a tax. Similarly, if you let the
policy lapse while there is an outstanding loan, or if you exchange the
policy for another policy, you may owe a tax. (See Federal Tax
Matters.)
If you pay too much in premium, your policy may become a "modified
endowment contract." If that happens, then some pre-death distributions
of cash will be taxable income. If there is more cash value in the policy
that what you actually paid in premiums, you will taxed on the excess in the
year in which you receive a distribution. You may withdraw the amount
that you paid into the policy without being taxed, but only after you
have received the excess as taxable income. In addition, any taxable
distribution that you
12
<PAGE>
<PAGE>
receive before age 59 1/2 will generally be subject to an additional 10% tax.
On the other hand, if the policy is not a modified endowment contract,
then distributions are normally treated first as a return of your "cost
basis," or investment in the contract. In this case, you may withdraw
up to the amount of the premiums you paid with no tax consequences.
After that, any additional distributions are treated as taxable income.
In addition, loans from the policy are not treated as distributions, so
they are not considered taxable income. Finally, if you policy is not a
modified endowment contract, neither distributions or loans are subject
to the 10% additional tax (See Federal Tax Matters.)
Please note that General American is neither a law firm nor a tax
adviser, so we cannot give you legal or tax advice. If you have
specific legal or tax questions, we suggest that you consult a qualified
professional in these fields.
DIVIDENDS. We do not expect to pay dividends on this Policy. (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.
13
<PAGE>
<PAGE>
DEFINITIONS
ATTAINED AGE - The Issue Age of an 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 Last
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 and the General Account, including the Loan
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. Each Division invests
exclusively in the shares of a corresponding Fund of either General
American Capital Company, Russell Insurance Funds, American Century
Variable Portfolios, J.P. Morgan Series Trust II, Variable Insurance
Products Fund, Variable Insurance Products Fund II, or Van Eck Worldwide
Insurance Trust.
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 a registered open-end investment
company. Although sometimes referred to elsewhere as "portfolios," they are
referred to in this prospectus as "Funds," except where "Portfolio" is
part of their name.
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 persons whose lives are 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 age of each Insured 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.
LAST INSURED - The Insured whose death succeeds the death of all other
Insureds under the Policy.
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.
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).
OWNER - The Owner of a Policy, as designated in the application or as
subsequently changed.
POLICY - The flexible premium joint and last survivor 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.
14
<PAGE>
<PAGE>
POLICY YEAR - A period beginning on a Policy Anniversary and ending on
the day immediately preceding the next Policy Anniversary.
PORTFOLIO - see Fund.
PRO-RATA SURRENDER - A requested reduction of both the Face Amount and
the Cash Value by a given percentage.
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.
TARGET PREMIUM - A premium calculated when a Policy is issued, based on
the Insureds' joint age, sex (except in unisex policies) and risk class.
The target premium is used to calculate the first year's premium expense
charge, the contingent deferred sales charge, and agent compensation
under the Policy. (See Charges and Deductions.)
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.
THE COMPANY AND THE SEPARATE ACCOUNT
THE COMPANY
General American Life Insurance Company ("General American" or "the
Company") was originally incorporated as a stock company in 1933. In
1936, General American initiated a program to convert to a mutual life
insurance company. In 1997, General American's policyholders approved a
reorganization of the Company into a mutual holding company structure
under which General American became a stock company wholly owned by
GenAmerica Corporation, an intermediate stock holding company.
On January 6, 2000 The Metropolitan Life Insurance Company of New York
("MetLife") acquired GenAmerica Corporation. As a result of that
transaction, General American became an indirect, wholly-owned
subsidiary of MetLife.
Headquartered in New York City since 1868, MetLife is a leading provider
of insurance and financial services to a broad spectrum of individual
and group customers. The company, with approximately $357.7 billion
worth of assets under management as of December 31, 1998, provides
individual insurance and investment products to approximately 9 million
households in the United States. MetLife also serves over 33 million
people by providing group insurance and investment products to
corporations and other institutions.
General American is principally engaged in writing individual and group
life insurance policies and annuity contracts. As of December 31, 1998,
it had consolidated assets of approximately $29 billion. It is admitted
to do business in 49 states, the District of Columbia, Puerto Rico, and
in ten Canadian provinces. The principal offices of General American
are located 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 is divided into Divisions. Divisions invest in
corresponding Funds from various open-end, diversified management investment
companies. 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
15
<PAGE>
<PAGE>
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.
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 Funds described in this section of the Prospectus are
currently available as investment choices for this Policy even though
additional Funds may be described in the prospectus for the 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 adviser is Conning Asset
Management Company ("the Advisor"), an indirect, majority-owned
subsidiary of General American. The adviser selects investments for the
Funds.
The investment objectives and policies of each Fund are summarized
below:
S&P 500 INDEX FUND: The investment objective of this Fund is to
provide investment results that parallel the price and yield
performance of publicly-traded common stocks in the aggregate.
The Fund uses the Standard & Poor's Composite Index of 500 Stocks
("the S&P Index") as its standard for performance comparison.
The Fund attempts to duplicate the performance of the S&P Index
and includes dividend income as a component of the Fund's total
return. The Fund is not managed by Standard & Poor's.
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.
BOND INDEX FUND: The investment objective of this Fund is to
provide a rate of return that reflects the performance of the
publicly-traded bond market as a whole. The Fund uses the Lehman
Brothers Government/Corporate Bond Index as its standard for
performance comparison.
MANAGED EQUITY FUND: The investment objective of this Fund is
long-term growth of capital, obtained by investing primarily in
common stocks. Securing moderate current income is a secondary
objective.
ASSET ALLOCATION FUND: The investment objective of this Fund is a
high rate of long-term total return composed of capital growth and
income payments. Preservation of capital is the secondary
objective and chief limit on investment risk. The Fund will
invest only in those types of securities that the other Capital
Company Funds may invest in. The Asset Allocation Fund invests in
a combination of common stocks, bonds, or money market instruments
in accordance with guidelines established from time to time by
Capital Company's Board of Directors.
INTERNATIONAL INDEX FUND: The investment objective of this Fund is
to obtain investment results that parallel the price and yield
performance of publicly-traded common stocks in the Morgan Stanley
Capital International ("MSCI") Europe, Australia and Far East
Index ("EAFE").
MID-CAP EQUITY FUND: The investment objective of this Fund is
capital appreciation. It pursues this objective by investing
primarily in common stocks of United States-based, publicly traded
companies with medium market capitalizations falling within the
capitalization range of the S&P Mid-Cap 400 at the time of the Fund's
investment.
SMALL-CAP EQUITY FUND: The investment objective of this Fund is to
provide a rate of return that corresponds to the performance of
the
16
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common stock of small companies, while incurring a level of risk
that is generally equal to the risks associated with small company
common stock. The Fund attempts to duplicate the performance of the
smallest 20% of companies, based on capitalization size, that are
based in the United States and listed on the New York Stock Exchange
("NYSE").
RUSSELL INSURANCE FUNDS
Russell Insurance Funds ("RIF") is organized as a Massachusetts business
trust under a Master Trust Agreement dated July 11, 1996. RIF is
authorized to issue an unlimited number of shares evidencing beneficial
interests in different investment Funds, which interests may be offered
in one or more classes. RIF is a diversified open end management
investment company, commonly known as a "mutual fund." Frank Russell
Company, which is a consultant to RIF, has been primarily engaged since
1969 in providing asset management consulting services to large
corporate employee benefit funds. Major components of its consulting
services are: (i) quantitative and qualitative research and evaluation
aimed at identifying the most appropriate investment management firms to
invest large pools of assets in accord with specific investment
objectives and styles; and (ii) the development of strategies for
investing assets using "multi-style, multi-manager diversification."
This is a method for investing large pools of assets by dividing the
assets into segments to be invested using different investment styles,
and selecting money managers for each segment based upon their expertise
in that style of investment. General management of RIF is provided by
Frank Russell Investment Management Company, a wholly-owned subsidiary
of Frank Russell Company, which furnishes officers and staff required to
manage and administer RIF on a day-to-day basis.
The investment objectives and policies of each Fund are summarized
below:
MULTI-STYLE EQUITY FUND: The investment objective of this Fund is
to provide income and capital growth by investing principally in
equity securities.
AGGRESSIVE EQUITY FUND: This Fund seeks to provide capital
appreciation by assuming a higher level of volatility than is
ordinarily expected from the Multi-Style Equity Fund while still
investing in equity securities.
NON-U.S. FUND: This Fund's objective is to provide favorable total
return and additional diversification for U.S. investors by
investing primarily in equity and fixed-income securities of non-
U.S. companies, and securities issued by non-U.S. governments.
CORE BOND FUND: This Fund's objective is to maximize total return,
through capital appreciation and income, by assuming a level of
volatility consistent with the broad fixed-income market. The
Fund invests in fixed-income securities.
AMERICAN CENTURY VARIABLE PORTFOLIOS
American Century Variable Portfolios, Inc., a part of American Century
Investments, was organized as a Maryland corporation on June 4, 1987.
It is a diversified, open-end management investment company. Its
business and affairs are managed by its officers under the Direction of
its Board of Directors. American Century Investment Management, Inc.
serves as the investment manager of the fund.
The investment objective and policies of the Funds are summarized below:
INCOME & GROWTH FUND: The investment objective of this Fund is to
attain long-term growth of capital as well as current income. The
Fund pursues a total return and dividend yield that exceed those
of the S&P 500 by investing in stocks of companies with strong
dividend growth potential. Dividends are paid monthly.
INTERNATIONAL FUND: This Fund seeks capital growth over time by
investing in common stocks of foreign companies considered to have
better-than-average prospects for appreciation. Because the Fund
invests in foreign securities, a higher degree of short-term price
volatility, or risk, is expected due to factors such as currency
fluctuation and political instability.
VALUE FUND: This Fund is a core equity fund that seeks long-term
capital growth. Income is a secondary objective. To pursue its
objectives, the fund invests primarily in equity securities of
well-established companies that are believed by management to be
undervalued at the time of purchase. Please note that this is an
equity investment and, by nature, may fluctuate in value.
J.P. MORGAN SERIES TRUST II
J.P. Morgan Series Trust II is an open-end diversified management
investment company organized as a Delaware Business Trust. The Trust's
investment adviser is J.P. Morgan Investment Management, Inc.,
17
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a registered investment adviser and a wholly owned subsidiary of J.P.
Morgan & Co., Incorporated, a bank holding company organized under the
laws of Delaware.
The investment objective and policies of the Funds are summarized below:
BOND PORTFOLIO: This Fund seeks to provide a high total return
consistent with moderate risk of capital and maintenance of
liquidity. The Fund is designed for investors who seek a total
return over time that is higher than that generally available from
a portfolio of short-term obligations while acknowledging the
greater price fluctuation of longer-term instruments.
SMALL COMPANY PORTFOLIO: The investment objective of this Fund is
to provide high total return from a portfolio of equity securities
of small companies. The Fund invests at least 65% of the value of
its total assets in the common stock of small U.S. Companies
primarily with market capitalizations less than $1 billion. The
Fund is designed for investors who are willing to assume the
somewhat higher risk of investing in small companies in order to
seek a higher return over time than might be expected from a
portfolio of stocks of large companies.
FIDELITY VARIABLE INSURANCE PRODUCTS FUND
Fidelity Variable Insurance Products Fund ("VIP") is an open-end, diversified
management investment company organized as a Massachusetts business
trust on November 13, 1981. Only the Funds described in this section of
the Prospectus are currently available as investment choices for this
Policy even though additional Funds may be described in the prospectus
for VIP. VIP shares are purchased by insurance companies to fund
benefits under variable insurance and annuity policies. Fidelity
Management & Research Company ("FMR") of Boston, Massachusetts is the
Funds' Manager.
The investment objectives and policies of each Fund are summarized
below:
EQUITY-INCOME PORTFOLIO: The investment objective of this Fund is
income, obtained by investing primarily in income-producing equity
securities. In choosing these securities, FMR will also consider
the potential for capital appreciation. The Fund's goal is to
achieve a yield which exceeds the composite yield on the
securities comprising the Standard & Poor's Composite Index of 500
Stocks.
GROWTH PORTFOLIO: The investment objective of this Fund is capital
appreciation. The Fund normally purchases common stocks, although
its investments are not restricted to any one type of security.
Capital appreciation may also be obtained from other types of
securities, including bonds and preferred stocks.
OVERSEAS PORTFOLIO: The investment objective of this Fund is long-
term growth of capital. The Fund invests primarily in foreign
securities. The Overseas Portfolio provides a means for investors
to diversify their own portfolios by participation in companies
and economies outside of the United States.
HIGH INCOME PORTFOLIO: The investment objective of this Fund is a
high level of current income. The Fund seeks to fulfill the
objective by investing primarily in high-yielding, lower-rated,
fixed-income securities, while also considering growth of capital.
Lower-rated securities, commonly referred to as "junk bonds,"
involve greater risk of default or price change than securities
assigned a higher quality rating.
FIDELITY VARIABLE INSURANCE PRODUCTS FUND II
Fidelity Variable Insurance Products Fund II ("VIP II") is an open-end,
diversified management investment company organized as a Massachusetts
business trust on March 21, 1988. Only the 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 VIP II. VIP II shares are purchased by insurance
companies to fund benefits under variable insurance and annuity
policies. FMR is the Fund's manager.
The investment objective and policies of the Funds are summarized below:
ASSET MANAGER: The investment objective of this Fund is to seek a
high total return with reduced risk over the long-term by
allocating its assets among domestic and foreign stocks, bonds,
and short-term fixed income instruments.
FIDELITY VARIABLE INSURANCE PRODUCTS FUND III
Fidelity Variable Insurance Products Fund III ("VIP III") is an open-
end, diversified management investment company organized as a
Massachusetts business trust. Only the 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
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for VIP III. VIP III shares are purchased by insurance companies to fund
benefits under variable insurance and annuity policies. FMR is the Fund's
manager.
The investment objective and policies of the Fund are summarized below:
MID CAP EQUITY FUND: This Fund seeks long-term capital growth by
investing primarily in common stocks, with at least 65% of total assets
in securities of companies with medium market capitalizations, similar
to those in the S&P MidCap 400. The fund may potentially invest in
domestic and foreign companies with smaller or larger market
capitalizations, investing in either "growth" or "value" stocks or both.
The fund selects investments by using fundamental analysis of each
issuer's financial condition and industry position and market and
economic conditions.
VAN ECK WORLDWIDE INSURANCE TRUST
Van Eck Worldwide Insurance Trust ("Van Eck") is an open-end management
investment company organized as a Massachusetts business trust on January 7,
1987. Only the Funds 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 Van Eck. Shares of Van Eck
are offered only to separate accounts of various insurance companies to
support benefits of variable insurance and annuity policies. The assets
of Van Eck are managed by Van Eck Associates Corporation of New York,
New York.
The investment objectives and policies of the Fund are summarized below:
WORLDWIDE HARD ASSETS FUND: The investment objective of the Fund
is to seek long-term capital appreciation by investing in equity
and debt securities of companies engaged in the exploration,
development, production, and distribution of one or more of the
following: (i) precious metals, (ii) ferrous and non-ferrous
metals, (iii) oil and gas, (iv) forest products, (v) real estate,
and (vi) other basic non-agricultural commodities (together, "Hard
Assets"). Current income is not an objective.
WORLDWIDE EMERGING MARKETS FUND: The investment objective of this
Fund is to obtain long-term capital appreciation by investing in
equity securities in emerging markets around the world. The Fund
emphasizes primarily investment in countries that, compared to the
world's major economies, exhibit relatively low gross national
product per capita, as well as the potential for rapid economic
growth.
SEI INSURANCE PRODUCTS TRUST
SEI Investments is a publicly-traded, diversified financial services
firm dedicated to helping investors more effectively manage their
financial assets. SEI Investments was incorporated in Pennsylvania in
1968 under the original name of Simulated Environments, Inc. SEI
Investments Management Corporation (SIMC), SEI Investments Distribution
Company (SIDCO), and SEI Trust Company are the principal wholly-owned
subsidiaries of SEI Investments. SIMC is an investment advisor
registered with the Securities and Exchange Commission (SEC) under the
Investment Advisers Act of 1940. SIDCO is a broker-dealer registered
with the SEC under the Securities Exchange Act of 1934 and a member of
the National Association of Securities Dealers, Inc.
SEI Insurance Products Trust is a mutual fund family that offers shares
in separate investment portfolios (Funds). The Funds have individual
investment goals and strategies and are designed exclusively as funding
vehicles for variable life insurance and variable annuity contracts.
SEI Investments Management Corporation is the Investment Adviser to SEI
Insurance Products Trust.
The investment objectives and policies of the Funds are summarized
below.
LARGE CAP VALUE FUND: This Fund invests primarily in common stocks of
U.S. Companies with market capitalizations of more than $1 billion. The
Fund uses a multi-manager approach, relying on Sub-Advisers to manage
the Fund's portfolio under the general supervision of SIMC. Each Sub-
Adviser, in managing its portions of the Funds' assets, selects stocks
it believes are undervalued in light of such fundamental characteristics
as earnings, book value or return on equity. The Fund's portfolio is
diversified as to issuers and industries.
LARGE CAP GROWTH FUND: This Fund invests primarily in common stocks of
U.S. companies with market capitalizations of more than $1 billion. The
Fund uses a multi-manager approach, relying on Sub-Advisers to manage
the Fund's portfolio under the general supervision of SIMC. Each Sub-
Adviser, in managing its portion of the Fund's assets, selects stocks it
believes have significant growth potential in light of such
characteristics as revenue and earnings
19
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<PAGE>
growth and positive earnings surprises. The Fund's portfolio is
diversified as to issuers and industries.
SMALL CAP VALUE FUND: This Fund invests primarily in common stocks of
U.S. Companies with market capitalizations of less than $2 billion. The
Fund uses a multi-manager approach, relying on Sub-Advisers to manage
the Fund's portfolio under the general supervision of SIMC. Each Sub-
Adviser, in managing its portions of the Funds' assets, selects stocks
it believes are undervalued in light of such fundamental characteristics
as earnings, book value or return on equity. The Fund's portfolio is
diversified as to issuers and industries.
SMALL CAP GROWTH FUND: This Fund invests primarily in common stocks of
U.S. companies with market capitalizations of less than $2 billion. The
Fund uses a multi-manager approach, relying on Sub-Advisers to manage
the Fund's portfolio under the general supervision of SIMC. Each Sub-
Adviser, in managing its portion of the Fund's assets, selects stocks it
believes have significant growth potential in light of such
characteristics as revenue and earnings growth and positive earnings
surprises. The Fund's portfolio is diversified as to issuers and
industries.
INTERNATIONAL EQUITY FUND: This Fund invests primarily in common stocks
and other equity securities of foreign companies. The Fund uses a
multi-manager approach, relying on Sub-Advisers to manage the Fund's
portfolio under the general supervision of SIMC. The Fund's portfolio
is diversified as to issuers, markets capitalization, industry and
country. The Fund primarily invests in companies located in developed
countries, but may also invest in companies located in emerging markets.
EMERGING MARKETS EQUITY FUND: This Fund invests primarily in common
stocks and other equity securities of foreign companies located in
emerging markets countries. The fund uses a multi-manager approach,
relying on Sub-Advisers to manage the Fund's portfolio under the general
supervision of SIMC. The Fund is diversified as to issuers, market
capitalization, industry and country.
CORE FIXED INCOME FUND: This Fund invests primarily in investment grade
U.S. corporate and government fixed income securities, including
mortgage-backed securities. The Fund uses a multi-manager approach,
relying on Sub-Advisers to manage the Fund's portfolio under the general
supervision of SIMC. Sub-Advisers are selected for their expertise in
managing various kinds of fixed income securities, and each Sub-Adviser
makes investment decisions based on an analysis of yield trends, credit
ratings and other factors in accordance with its particular discipline.
While each Sub-Adviser chooses securities of different types and
maturities, the Fund in the aggregate generally will have a dollar-
weighted average duration that is consistent with that of the broad U.S.
fixed income market.
HIGH YIELD BOND FUND: This Fund invests primarily in fixed income
securities rated below investment grade ("junk bonds"), including
corporate bonds and debentures, convertible and preferred securities,
and zero coupon obligations. The Sub-Adviser chooses securities that
offer a high current yield as well as total return potential. The
Fund's securities are diversified as to issuers and industries. The
Fund's average weighted maturity may vary, and will generally not exceed
ten years. There is no limit on the maturity or on the credit quality
of any security.
INTERNATIONAL FIXED INCOME FUND: This Fund invests primarily in foreign
government, corporate, and mortgage-backed securities. In selecting
investments for the Fund, the Sub-Adviser chooses investment grade
securities issued by corporations and governments located in various
developed foreign countries, looking for opportunities for capital
appreciation and gain, as well as current income. There are no
restrictions on the Fund's average portfolio maturity or on the maturity
of any specific security.
EMERGING MARKETS DEBT FUND: This Fund invests primarily in U.S. dollar
denominated debt securities of government, government-related and
corporate issuers in emerging markets countries, as well as entities
organized to restructure the outstanding debt of such issuers. The Sub-
Advisor will spread the Fund's holdings across a number of countries and
industries to limit its exposure to a single emerging market economy.
There are no restrictions on the Fund's average portfolio maturity, or
on the maturity of any specific security. There is no minimum rating
standard for the Fund's securities, and the Fund's securities will
generally be in the lower or lowest rating categories.
20
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METROPOLITAN SERIES FUND
The Metropolitan Series Fund, Inc. is a "series" type of mutual fund,
which is registered as an open-end management investment company under
the 1940 Act. The fund is divided into Portfolios, each of which
represents a different class of stock in which a corresponding
investment division of Separate Account UL invests. Separate Account UL
was established under New York law on December 13, 1988. It is
registered as a unit investment trust under the Investment Company Act
of 1940.
The investment objectives and policies of the Funds available under your
Policy are summarized below:
JANUS MID CAP PORTFOLIO: The Portfolio seeks long-term growth of
capital. It normally invests at least 65% of its total assets in common
stocks of medium capitalization companies selected for their growth
potential. The portfolio manager defines medium capitalization ("mid-
cap") companies as those whose market capitalization falls within the
range of companies included in the S&P MidCap 400 Index at the time of
the purchase. The Portfolio is non-diversified, so that it can own
larger positions in a smaller number of issuers. This means that
appreciation or depreciation of a single investment can have a greater
impact on the Portfolio's share price. The portfolio manager generally
takes a "bottom up" approach to building the Portfolio by identifying
the companies with earnings growth potential that may not be recognized
by the market at large, without regard to any industry sector or other
similar selection procedure.
T. ROWE PRICE LARGE CAP GROWTH PORTFOLIO: This Portfolio seeks long-
term growth of capital, with dividend income as a secondary goal. It
normally invests at least 65% of its total assets in a diversified group
of large capitalization growth companies. The portfolio managers
define large capitalization ("large-cap") companies as those whose
market capitalization falls within the range of the largest 300
companies included in the Russell 3000 Index at the time of the
purchase. The Portfolio generally looks for companies with above-average
growth in earnings and cash flow; the ability to sustain earnings
momentum even during economic slowdowns by operating in industries or
service sectors where earnings and dividends can outpace inflation and
the overall economy; or that have a lucrative niche in the economy where
profit margins widen due to economic factors (rather than one-time
events such as lower taxes). The Portfolio expects to invest in common
stocks of companies that normally (but not always) pay dividends that
are generally expected to rise in future years as earnings rise.
T. ROWE PRICE SMALL CAP GROWTH PORTFOLIO: The investment objective of
this Portfolio is long-term capital growth. The Portfolio normally
invests at least 65% of its total assets in a diversified group of small
capitalization companies. The portfolio manager defines small
capitalization ("small cap") companies as those whose market
capitalization falls within the range of companies included in the
bottom 10% of the S&P 500 Index at the time of the purchase. The
Portfolio expects to invest primarily in common stocks and convertible
securities of companies in the development stage of their corporate life
cycle with potential to achieve long-term earnings growth faster than
the overall market.
NEW ENGLAND ZENITH FUND
New England Zenith Fund is an open-end diversified management investment
company, more commonly known as a mutual fund, consisting of multiple
investment portfolios, known as the Series. New England Investment
Management, Inc. (NEIM) was organized in 1994 by New England Financial
to serve as the investment adviser to the Series.
The investment objectives and policies of the Fund available under your
Policy are summarized below:
ALGER EQUITY GROWTH SERIES: Alger invests Equity Growth's assets
primarily in growth stocks. Alger will ordinarily invest at least 65%
of Equity Growth's total assets in equity securities of issues with
market capitalization of $1 billion or greater. Alger seeks out and
invests primarily in companies that are traded on domestic stock
exchanges or in the domestic over-the-counter market. The companies
Alger chooses for the portfolio of the Series may still be in the
development stage. They may be older companies that appear to be
entering a new stage of growth progress due to factors like management
changes or development of new technologies, products or markets, or may
be companies providing products or services with a high unit volume
growth rate. Alger focuses on fundamental characteristics of individual
companies and does not allocate assets based on specific industry
sectors.
THERE IS NO ASSURANCE THAT ANY OF THE FUNDS WILL ACHIEVE ITS STATED
OBJECTIVE. It is conceivable that in the future it may be
disadvantageous for Funds to offer shares to separate accounts of
various insurance
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companies to serve as the investment medium for their variable products or
for both variable life and annuity separate accounts to invest simultaneously
in a Fund. The Boards of Trustees, the Boards of Directors, the respective
Advisors of each Fund, and the Company and any other insurance companies
participating in the Funds are required to monitor events to identify any
material irreconcilable conflicts that may possibly arise, and to determine
what action, if any, should be taken in response to those events or conflicts.
A more detailed description of the Funds, their investment policies,
restrictions, risks, and charges is in the prospectuses for each Fund, 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 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 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.
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 at its Home Office of proof of the Last Insured's death, 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
Last 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 current minimum Face Amount is generally $100,000.
DEATH BENEFIT OPTION A. Under Death Benefit Option A, the death benefit
until the younger Insured reaches Attained Age 100 is the current Face
Amount of the Policy or, if greater, the applicable percentage of Cash
Value on the date of death. At the younger Insured's Attained Age 100
and above, the death benefit is 101% of the Cash Value. The applicable
percentage is 250% for a younger Insured reaching Attained Age 40 or
below on the Policy Anniversary prior to the date of death. For younger
Insureds with an a 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
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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
until the younger Insured reaches Attained Age 100 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. At the younger Insured's Attained Age 100 and above, the
death benefit is 101% of the Cash Value. The applicable percentage is
the same as under Death Benefit Option A: 250% for a younger Insured
Attained Age 40 or below on the Policy Anniversary prior to the date of
death, and for younger Insureds with an Attained Age over 40 on that
Policy Anniversary the percentage declines as shown in the Applicable
Percentage of Cash Value Table shown below. 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.)
- ------------------------------------------------------------------------
APPLICABLE PERCENTAGE OF CASH VALUE TABLE
FOR YOUNGER INSUREDS LESS THAN AGE 100<F*>
- ------------------------------------------------------------------------
Younger Insured Policy Account Multiple
Person's Age Percentage
- ------------------------------------------------------------------------
40 or under 250%
- ------------------------------------------------------------------------
45 215%
- ------------------------------------------------------------------------
50 185%
- ------------------------------------------------------------------------
55 150%
- ------------------------------------------------------------------------
60 130%
- ------------------------------------------------------------------------
65 120%
- ------------------------------------------------------------------------
70 115%
- ------------------------------------------------------------------------
78 to 90 105%
- ------------------------------------------------------------------------
95 to 99 101%
- ------------------------------------------------------------------------
[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.
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"
for the younger Insured (a list of sample Attained Age factors is shown
in the Sample Attained Age Factor Table below). At the younger
Insured's Attained Age 100 and above, the death benefit is 101% of the
Cash Value. Accordingly, under Death Benefit Option C the death benefit
will remain level at the Face Amount unless the Cash Value multiplied by
the younger Insured's 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.)
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DEATH BENEFIT OPTION C
SAMPLE ATTAINED AGE FACTOR TABLE
BASED ON MALE AND FEMALE INSUREDS
BOTH AGE 35 AT ISSUE, STANDARD SMOKER RATES
- ------------------------------------------------------------------------
ATTAINED AGE LIVES FACTOR
- ------------------------------------------------------------------------
35 5.641840
- ------------------------------------------------------------------------
40 4.640444
- ------------------------------------------------------------------------
45 3.825569
- ------------------------------------------------------------------------
50 3.166936
- ------------------------------------------------------------------------
55 2.638797
- ------------------------------------------------------------------------
60 2.220327
- ------------------------------------------------------------------------
65 1.891312
- ------------------------------------------------------------------------
70 1.640024
- ------------------------------------------------------------------------
75 1.449651
- ------------------------------------------------------------------------
80 1.314918
- ------------------------------------------------------------------------
85 1.219345
- ------------------------------------------------------------------------
90 1.152999
- ------------------------------------------------------------------------
95 1.090450
- ------------------------------------------------------------------------
100+ 1.010000
- ------------------------------------------------------------------------
CHANGES IN DEATH BENEFIT OPTION. If the Policy was issued with either
Death Benefit Option A or Death Benefit Option B, the death benefit
option may be changed. 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 be changed to have 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 be changed to have 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
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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. (See Monthly Deduction - Cost of Insurance.)
REDUCTION IN FACE AMOUNT. Subject to certain limitations set forth
below, an Owner may decrease (but not increase) the Face Amount of a
Policy once each Policy Year, but not before the first Policy
Anniversary. A written request is required for a reduction in the Face
Amount. A reduction 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
reduction in the Face Amount of a Policy may have Federal income tax
consequences. (See Federal Tax Matters.)
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
($2,000 for policies issued in qualified pension plans) 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.
(See Monthly Deduction - Cost of Insurance; and Charges and Deductions -
Contingent Deferred Sales Charge.)
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 Last
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
Last 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 below),
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. For each Division of the Separate Account,
the 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
(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
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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.); plus
(11) If a Policy Anniversary occurs during the current Valuation
Period, the portion of the dividend paid, if any, allocated to the
Division.
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 a percentage of the average net assets for
each day in the Valuation Period. This charge, for mortality and
expense risks, is determined by the length of time the policy has
been in force. It will not exceed the amounts shown in the following
table:
Policy Percentage of Effective
Years Avg. Net Assets Annual Rate
1-10 0.0015027 0.55%
11-20 0.0012301 0.45%
21+ 0.0009572 0.35%;
divided by
(6) The value of the assets at the end of the preceding
Valuation Period.
POLICY RIGHTS
LOANS
LOAN PRIVILEGES. 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, less any surrender charge, plus interest
expected to be earned on the loan balance to the next loan interest due
date. 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.)
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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
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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 annual earnings rate of 4%.
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 the following schedule:
FOR LOANS ANNUAL
OUTSTANDING DURING INTEREST RATE
Policy Years 1-10 4.50%
Policy Years 11-20 4.25%
Policy Years 21+ 4.15%
General American will inform the Owner of the current borrowing rate
when a Policy Loan is requested.
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 below.) 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.
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 Last Insured or the surrender of the Policy. Upon
a complete surrender or lapse of any Policy, 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. (See Federal Tax Matters.)
REPAYMENT OF INDEBTEDNESS. A Policy Loan may be repaid in whole or in
part at any time prior to the death of the Last 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.
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SURRENDER, PARTIAL WITHDRAWALS AND PRO-RATA SURRENDER
At any time during the lifetime of the Last 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 Last 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
partial withdrawals from the Policy's Cash Surrender Value. There is no
transaction charge for the first twelve partial withdrawals or requested
transfers in a Policy Year. General American will impose a charge of
$25 for each partial withdrawal or requested transfer in excess of
twelve in a Policy Year. 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 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,
multiplied by the withdrawal percentage limit shown in the policy, or (2) 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, unless Death
Benefit Option A or Option C is in effect and the withdrawal is made
under the terms of an anniversary partial withdrawal rider. (See General
Matters - Additional Insurance Benefits.) 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 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
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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.)
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 Surrender
CHARGES ON SURRENDER, PARTIAL WITHDRAWALS AND PRO-RATA SURRENDER. If a
Policy is surrendered within the first ten Policy Years, the Contingent
Deferred Sales Charge will apply. (See Contingent Deferred Sales
Charge.)
A partial withdrawal or Pro-Rata Surrender may also result in a
Contingent Deferred Sales 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 must be in amounts of at least $500
or, if smaller, the Policy's Cash Value in a Division. The first twelve
requested transfers or partial withdrawals per policy year will be
allowed free of charge. Thereafter, the Company will impose a charge of
$25 for each requested transfer or partial withdrawal. General American
ordinarily will make transfers and determine all values in connection
with transfers as of the end of the Valuation Period during which the
transfer request is received.
All requests received on the same Valuation Date 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
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the minimum requirements, General American will make 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.
PORTFOLIO REBALANCING
Over time, the funds in the General Account and the Divisions of the
Separate Account will accumulate at different rates as a result of
different investment returns. The Owner may direct that from time to
time we automatically restore the balance of the Cash Value in the
General Account and in the Divisions of the Separate Account to the
percentages determined in advance. There are two methods of rebalancing
available - periodic and variance.
PERIODIC REBALANCING. Under this option the Owner elects a frequency
(monthly, quarterly, semiannually or annually), measured from the Policy
Anniversary. On each date elected, we will rebalance the funds by
generating transfers to reallocate the funds according to the investment
percentages elected.
VARIANCE REBALANCING. Under this option the Owner elects a specific
allocation percentage for the General Account and each Division of the
Separate Account. For each such account, the allocation percentage (if
not zero) must be a whole percentage and must not be less than one
percent (1%). The Owner also elects a maximum variance percentage (5%,
10%, 15%, or 20% only), and can exclude specific funds from being
rebalanced. On each Monthly Anniversary we will review the current fund
balances to determine whether any fund balance is outside of the
variance range (either above or below) as a percentage of the specified
allocation percentage for that fund. If any fund is outside of the
variance range, we will generate transfers to rebalance all of the
specified funds back to the predetermined percentages.
Owners should consider that portfolio rebalancing entails the transfer
of Cash Value from better performing portfolios to lesser performing
portfolios.
Transfers resulting from portfolio rebalancing will not be counted
against the total number of transfers allowed in a Policy Year before a
charge is applied.
The Owner may elect either form of portfolio rebalancing by specifying
it on the policy application, or may elect it later for an in-force
Policy, or may cancel it, by submitting a change form acceptable to
General American under its administrative rules.
Only one form of portfolio rebalancing may be elected at any one time,
and portfolio rebalancing may not be used in conjunction with dollar
cost averaging (see below).
General American reserves the right to suspend portfolio rebalancing at
any time on any class of Policies on a nondiscriminatory basis, or to
charge an administrative fee for election changes in excess of a
specified number in a Policy Year in accordance with its administrative
rules.
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.
(4) DCA transfers can only be made from the Money Market Fund,
and DCA transfers will not be allowed to the General Account.
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(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).
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.
Transfers made under Dollar Cost Averaging do not count against the
total of twelve requested transfers or partial withdrawals allowed
without charge in a Policy Year.
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.)
DEATH BENEFIT AT ATTAINED AGE 100
If the Last Insured is living and the Policy is in force when the
younger Insured reaches Attained Age 100, the death benefit will be
equal to 101% of the Cash Value of the Policy unless the Lifetime
Coverage Rider is in effect. (See Additional Insurance Benefits.) At
that point, no further premium payments will be required or accepted,
and no further monthly deductions will be taken to cover the cost of
insurance.
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 90 for regularly underwritten
contracts, and to Insureds of Issue Ages 20 through 70 for Policies
issued in qualified pension plans. (Issue age requirements vary for
policies issued in Texas.) 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
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during the lifetimes of both Insureds 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, if any, 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.)
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 1% 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 1%, the minimum
percentage is 1%, 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
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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. If, during the first five Policy Years, the
sum of all premiums paid on the Policy, reduced by any partial
withdrawals and any outstanding loan balance, is greater than or equal
to the sum of the No Lapse Monthly Premiums for the elapsed months since
the Issue Date, the Policy will not lapse as a result of the Cash Value
less any loans, loan interest due, and any surrender charge being
insufficient to pay the monthly deduction. Lapse will occur (except as
described above) 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 Last 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 younger Insured's Attained Age 100. Reinstatement is subject
to the following conditions:
1. Evidence of the insurability of the Insureds (or if one of the
Insureds was deceased when the Policy lapsed, evidence of the
insurability of the surviving Insured) satisfactory to the Company
(including evidence of insurability of any person covered by a
rider to reinstate the rider).
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
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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.
If both Insureds were alive on the date the Policy lapsed, then both
Insureds must be alive on the date the Company approves the application
for reinstatement. If only one Insured was alive on the date the
Policy lapsed, then that Insured must be alive on the date the Company
approves the request for reinstatement. If any Insured who was alive on
the date the Policy lapsed is not then alive when the Company approves
the request for reinstatement, 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 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 determined
according to the following schedule:
Policy Year 1 15% of premium up to Target
5% of premium above Target
Policy Years 2-10 5% of all premium paid
Policy Years 11+ 2% of all premium paid
For policies issued in the state of Oregon, the amounts shown above are
increased by 2%. Consistent with the requirements of the Texas non-
forfeiture laws, the guaranteed sales charge varies for policies issued
in Texas. As of the date of this prospectus, the current sales charge
for Texas policies is the same as shown above.
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 or other governing jurisdictions and
their subdivisions impose a tax on premiums received by insurance
companies. Premium taxes vary by jurisdiction. A deduction equal to
the amount of the actual premium tax (if any) is taken from each premium
payment for these taxes. The deduction allows the Company to pass
through the amount of the taxes imposed on the policy by the state or
other governing jurisdiction and any subdivisions thereof. State
premium taxes currently range from 0% to 3.5% (4% in Puerto Rico), with
an average of approximately 2.1%.
FEDERAL TAX CHARGE. This charge is designed to pass through the
equivalent of the federal tax consequences applicable to the policy.
The charge is currently 1.3% of premium paid, and is guaranteed not to
increase except to the extent of any increases in the federal tax.
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
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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.
SELECTION AND ISSUE EXPENSE CHARGE. During the first ten Policy Years,
the Company generally assesses a monthly charge to cover the costs
associated with the underwriting and issue of the policy. The monthly
charge per $1,000 of face amount ranges from approximately 4 cents to
one dollar, and varies by Issue Age, risk class, and (except on unisex
Policies) sex of the Insureds. For policies issued in Texas, the
guaranteed selection and issue expenses are level for the life of the
policy to ensure compliance with the Texas non-forfeiture laws. On a
current basis, as of the date of this prospectus, the charges stop after
ten Policy Years.
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 generally $25 per month in the
first Policy Year, and $6 per month for all Policy Years thereafter, and
is guaranteed not to increase while the Policy is in force.
The Company may administer the Policy itself, or 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. The cost of insurance is
determined in a manner that reflects the anticipated mortality of both
Insureds and the fact that the death benefit is not payable until the
death of the Last Insured. Because the cost of insurance depends upon a
number of variables, the cost will vary for each Policy Month. 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. The rates will be based on the Attained Age, duration,
rate class, and (except for unisex Policies) sex of the Insureds at
issue. (See Unisex Requirements Under Montana Law.) The cost of
insurance rates generally increase as the Insureds' 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. 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 initial Face Amount.
The Company currently places Insureds into a preferred rate class, a
standard rate class, or into rate classes involving a higher mortality
risk.
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. For Policies which are not in
a substandard risk class, the guaranteed cost of insurance rates are
equal to 100% of the rates set forth in the male/female smoker/non-
smoker 1980 CSO Mortality Tables (1980 CSO Tables NA and SA and 1980 CSO
Tables NG and SG for sex distinct Policies and Policies issued in
qualified pension plans; and 1980 CSO Tables NA and SA for unisex
policies issued in compliance with Montana law. All Policies are based
on the age nearest birthday. Higher rates apply if either Insured is
determined to be in a substandard risk class.
In two otherwise identical Policies, an Insured in the preferred rate
class will have a lower cost of insurance than an Insured in a rate
class involving higher mortality risk. Each rate class is also divided
into two categories: smokers and nonsmokers. Nonsmoker Insureds will
generally incur a lower cost of insurance than similarly situated
Insureds who smoke. (Insureds under Attained Age 20 are automatically
assigned to the non-smoker rate class.)
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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. 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 ("CDSC")
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 not
exceed the Contingent Deferred Sales Charge Percentage multiplied by the
annual Target Premium attributable to the base policy.
The Contingent Deferred Sales Charge Percentage is shown in the
following table.
CONTINGENT DEFERRED SALES CHARGE
PERCENTAGE TABLE
IF SURRENDER OR LAPSE THE PERCENTAGE OF THE
OCCURS IN THE LAST MONTH ANNUAL TARGET
OF POLICY YEAR: PREMIUM PAYABLE IS:
1 through 5 45%
6 40%
7 30%
8 20%
9 10%
10 and later 0%
In addition, the percentages are reduced equally for each Policy Month
during the years shown. For example, during the seventh year, the
percentage is reduced equally each month from 40% at the end of the
sixth Year to 30% at the end of the seventh Year. This table may be
modified if required by law or regulation of the governing jurisdiction.
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.
TRANSACTION CHARGES. There are no transaction charges for processing
the first twelve transfers or partial withdrawals in a policy year.
There is a charge of $25 for each transfer or partial withdrawal in
excess of twelve.
ADJUSTMENT 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 adjust 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 warrant an adjustment.
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, an adjustment is appropriate. The Company may modify its
criteria for qualification for adjustment of charges as experience is
gained, subject to the limitation that such adjustments 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
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Separate Account. The amount of the deduction is determined as a percentage
of the average net assets of each Division of the Separate Account. The
daily deduction percentages, and the equivalent effective annual rate, are:
POLICY YEARS DAILY CHARGE ANNUAL
FACTOR EQUIVALENT
1-10 .0015027% 0.55%
11-20 .0012301% 0.45%
21+ .0009572% 0.35%
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.
FUND EXPENSES. The value of the net assets of the Separate Account will
reflect the investment advisory fee and other expenses incurred by the
underlying investment companies. A summary of the annual Fund operating
expenses in provided on page 9 of this prospectus. See the prospectuses
for the respective Funds for a description of investment advisory fees
and other expenses.
TAXES. 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 issued both as a participating Policy, which provides the
Owner an ownership interest in General American Mutual Holding Company,
the parent company of General American Life Insurance Company and as a
non-participating Policy, which provides no ownership interest in
General American Mutual Holding Company or General American Life
Insurance Company. However, we do not anticipate that the Policy will
share in the divisible surplus of the Company in the form of a dividend.
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.
The Loan Account is part of the General Account.
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THE POLICY
This Prospectus describes a flexible premium joint and last survivor
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, a portion of Cash Value may be withdrawn
from the General Account or transferred from the General Account to the
Separate Account. 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, or (b) 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.)
There is no transaction charge for the first twelve partial withdrawals
or requested transfers in a Policy Year. General American will impose a
charge of $25 for each partial withdrawal or requested transfer in
excess of twelve in a Policy Year. General American may revoke or
modify the privilege of transferring amounts to or from the 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
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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 the Last
Insured, or 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, and any
application for reinstatement constitute the entire contract. All
statements made by the Insureds 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 Insureds jointly are the Owner of the Policy unless another person
or entity 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. 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 one or both of the Insureds, 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 Last
Insured. If there is more than one Beneficiary at the death of the Last
Insured, each Beneficiary will receive equal payments unless otherwise
provided by the Owner. If no Beneficiary is living at the death of the
Last 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.
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 Last 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 Last 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 Last
Insured's death, the Owner may, within sixty days of the Last 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.
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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 decreases in Face Amount and changes in the
death benefit option. No change will be permitted, if as a result, the
Policy would fail to satisfy the definition of life insurance in Section
7702 of the Internal Revenue Code or any applicable successor provision.
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 either Insured. An addition
of a rider after the Issue Date is incontestable after such addition has
been in force for two years from its effective date during the lifetime
of either Insured. Any reinstatement of a Policy is incontestable only
after it has been in force during the lifetime of either 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 either 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 either Insured is a Missouri citizen when the Policy is issued,
this provision does not apply on the Issue Date of the Policy, unless
that Insured intended suicide when the Policy was applied for.
MISSTATEMENT OF AGE OR SEX AND CORRECTIONS
If the age or sex (except in unisex Policies, see Unisex Requirements
Under Montana Law) of the Insureds 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.
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 SPECIFIED PREMIUM RIDER. Provides for crediting the Policy's
Cash Value with a specified monthly premium while the covered Insured is
totally
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disabled. The monthly premium selected at issue is not guaranteed to keep
the Policy in force. The covered Insured must have become disabled after
age 5 and before age 65.
ADJUSTABLE BENEFIT TERM RIDER. This rider allows an employer who is the
Owner to provide adjustable term insurance to comply with the terms of
an associated employee benefit plan. The increase in coverage occurs on
each Policy Anniversary.
ANNIVERSARY PARTIAL WITHDRAWAL RIDER. This rider allows the owner to
withdraw up to 15% of the Policy's Cash Surrender Value on any Policy
Anniversary without reducing the Face Amount. A Contingent Deferred
Sales Charge will still apply.
JOINT SUPPLEMENTAL COVERAGE TERM RIDER. This rider provides level term
insurance on the lives of the Insureds under the base policy. It can be
added only at issue. It cannot be increased or added to an existing
Policy.
SECONDARY GUARANTEE RIDER. This rider guarantees that if, during the
secondary guarantee period, the sum of all premiums paid on the Policy,
reduced by any partial withdrawals and any outstanding loan balance, is
greater than or equal to the sum of the secondary guarantee premiums
required since the Issue Date, the Policy will not lapse as a result of
a Cash Value less any loans, loans interest due, and any surrender
charge being insufficient to pay the monthly deduction.
The secondary guarantee period is the number of Policy Years until the
younger Insured reaches Attained Age 100.
LIFETIME COVERAGE RIDER. This rider provides the continuation of the
Policy's face amount beyond the younger Insured's Attained Age 100,
provided the policy remains in force to that date with a positive cash
surrender value. If the Policy is in force after the younger Insured's
Attained Age 100, the death benefit will be the greater of the face
amount or 101% of the Cash Value.
DIVORCE SPLIT RIDER. This rider allows the Policy to be split into two
separate policies in the event of the divorce of a married couple who
are the Insureds under the Policy.
ESTATE PRESERVATION TERM RIDER. This rider provides joint level term
insurance, payable at the death of the Last Insured, for a period of
four years from the date of the rider.
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 each Fund. Receipt of premium payments, transfers, partial
withdrawals, Pro-Rata Surrenders, Policy Loans, loan repayments, changes
in death benefit options, 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.
DISTRIBUTION OF THE POLICIES
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 50% of target
premiums and 2.25% of excess premium paid in Policy Year 1. In renewal
years, the agent commissions vary from 1.0% to 2.0% of premiums paid in
Policy Years 2 and later, depending on the agent's contract type. An
additional service fee, determined as a percentage of the Policy's
unloaned Cash Value, is also paid. The percentage varies by Policy Year
from 0% to 0.20% of average monthly unloaned assets. In addition, the
Company, general agent, and writing agent may enter into agreements that
compensate the writing agent for basic expenses, renewal overrides, and
incentive bonuses. Reductions may be possible under the circumstances
outlined in the section entitled Adjustment of Charges. General Agents
receive
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compensation which may be in part based on the level of agent commissions
in their agencies.
As principal underwriter for the Policies, Walnut Street receives
commission income. Walnut Street receives an administrative fee of 2%
of premium from sales of the Policies.
The general agent commission schedules and rules differ for different
types of agency contracts.
General American may use other distribution channels to sell the non-
participating version 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 the Funds, it
has entered into agreements, which require these investment companies to
be operated in compliance with the requirements prescribed by the
Treasury.
The IRS has stated in published rulings that a variable contract owner
will be considered the owner of separate account assets, for federal
income tax purposes, if the contract owner possesses incidents of
ownership in those assets, such as the ability to exercise investment
control over the assets. If that were to be determined to be the case,
income and gains from the separate account assets would be includible in
the variable contract owner's gross income. The Treasury Department has
also announced, in connection with the issuance of regulations
concerning diversification, that those regulations "do not provide
guidance concerning the circumstances in which investor control of the
investments of a segregated asset account may cause the investor (i.e.,
the Owner), rather than the insurance company, to be treated as the
owner of the assets in the account." This announcement also stated that
guidance would be issued by way of regulations or rulings on the "extent
to which policyholders may direct their investments to particular
subaccounts without being treated as owners of the underlying assets."
The ownership rights under the Policy are different in certain respects
from those described by the IRS in rulings in which it was determined
that policy owners were not owners of separate account assets. For
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example, the Owner has additional flexibility in allocating Premium
payments and Policy Values. These differences could result in an Owner
being treated as the owner of a pro rata portion of the assets of the
Separate Account. In addition, the Company does not know what standards
will be set forth, if any, in the regulations or rulings which the
Treasury Department has stated it expects to issue. The Company
therefore reserves the right to modify the Policy as necessary to
attempt to prevent an Owner from being considered the owner of a pro
rata share of the assets of the Separate Account.
The following discussion assumes that the Policy will qualify as a life
insurance contract for Federal income tax purposes.
l. 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 adviser should be consulted for further
information.
A Policy may also be used in various arrangements, including non-
qualified deferred compensation or salary continuation plans, split
dollar insurance plans, executive bonus plans, retiree medical benefit
plans and others. The tax consequences of such plans may vary depending
on the particular facts and circumstances of each individual
arrangement. Therefore, if you are contemplating the use of a Policy in
any arrangement the value of which depends in part on its tax
consequences, you should be sure to consult a qualified tax adviser
regarding the tax attributes of the particular arrangement.
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, 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 (based on the lowest
level of benefits in effect for the Policy) 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. A reduction in a Policy's
benefits may also cause such Policy to become 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
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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 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.
Accordingly, a prospective Owner should contact a competent tax adviser
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 adviser 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 59 1/2, (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 a 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, 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 life insurance Policy owned by an individual is not deductible. In
addition, interest on any loan under a life insurance Policy owned by a
business taxpayer on the life of any individual who is an officer of or
is financially interested in the business carried on by that taxpayer is
deductible only under certain very limited circumstances. AN OWNER
SHOULD CONSULT A COMPETENT TAX ADVISER BEFORE DEDUCTING ANY LOAN
INTEREST.
6. INTEREST EXPENSE ON UNRELATED INDEBTEDNESS. Under provisions
added to the Code in 1997 for policies issued after June 8, 1997, if a
business taxpayer owns or is the beneficiary of a Policy on the life of
any individual who is not an officer, director, employee, or 20 percent
owner of the business, and the taxpayer also has debt unrelated to the
Policy, a portion of the taxpayer's unrelated interest expense
deductions may be lost. No business taxpayer should purchase or
exchange a Policy on the life of any individual who is not an officer,
director, employee, or 20 percent owner of the business without first
consulting a competent tax Advisor.
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7. 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.
8. 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.
9. 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 adviser or sub-adviser of a Fund if the Company reasonably
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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 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 stock 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.
45
<PAGE>
<PAGE>
<TABLE>
MANAGEMENT OF THE COMPANY
<CAPTION>
PRINCIPAL OCCUPATION (S)
NAME DURING PAST FIVE YEARS<F*>
---- --------------------------
PRINCIPAL OFFICERS<F**>
- -----------------------
<S> <C>
Richard A. Liddy Chairman and CEO, 2/2000-present; Formerly Chairman,
President and CEO, 1/95-2/2000; Chairman of the Executive
Committee, 5/92-present. Formerly President and CEO, 5/92-1/95.
Robert J. Banstetter, Sr. Vice President, General Counsel and Secretary, 2/91-
present.
John W. Barber Vice President, 12/84-present. Formerly Controller, 12/84-2/2000.
Barry C. Cooper Vice President and Controller, 2/2000-Present
Kevin C. Eichner President, 2/2000-present. Formerly Executive Vice President of
General American, President and Chairman of GenMark, Chairman of
Walnut Street Securities, 10/97-2/2000. President and CEO,
Collaborative Strategies, 1983-Present.
E. Thomas Hughes Corporate Actuary and Treasurer, 10/94-present. Formerly
Executive Vice President-Group Pensions, 3/90-10/94
Warren J. Winer Executive Vice President-Group Life and Health, 8/95-
present. Formerly Managing Director, William M. Mercer,
Inc., 7/93-8/95; President and Chief Operating Officer,
W. F. Corroon, 1986-7/93.
Bernard H. Wolzenski Executive Vice President-Individual Insurance, 10/91-
present.
A. Greig Woodring President and Chief Executive Officer, Reinsurance Group
of America, 12/92-present.
<FN>
<F*> All positions listed are with General American unless otherwise indicated.
<F**> The principal business address of Messrs. Banstetter, Hughes, and Liddy is General
American Life Insurance Company, 700 Market Street, St. Louis, Missouri 63101. The
principal business address for Messrs. Barber, Winer and Wolzenski is 13045 Tesson Ferry
Road, St. Louis, Missouri 63128. The principal business address for Mr. Woodring is 1370
Timberlake Manor Parkway, Chesterfield, MO 63017. The principal business address for
Mr. Eichner is 670 Mason Ridge Center Drive, Suite 100, St. Louis, Missouri 63141.
46
<PAGE>
<PAGE>
<CAPTION>
PRINCIPAL OCCUPATION (S)
NAME DURING PAST FIVE YEARS<F*>
---- --------------------------
DIRECTORS
- ---------
<S> <C>
August A. Busch III Chairman of the Board and President, Anheuser-Busch
Anheuser-Busch Companies, Inc. Companies, Inc. (beer business).
One Busch Place
St. Louis, Missouri 63118
William E. Cornelius Retired Chairman and Chief Executive Officer, Union
Union Electric Company Electric Company (electric utility business).
P.O. Box 149
St. Louis, Missouri 63166
John C. Danforth Partner, Bryan Cave (law firm). Formerly, U. S. Senator,
Bryan Cave State of Missouri.
One Metropolitan Square, Suite 3600
St. Louis, Missouri 63102
Bernard A. Edison Past President, Edison Brothers Stores, Inc. (retail
Edison Brothers Stores, Inc. specialty stores).
P.O. Box 14020
St. Louis, Missouri 63178
Richard A. Liddy Chairman and CEO, General American
General American Life Insurance Co.
700 Market Street
St. Louis, MO 63101
William E. Maritz Chairman and Chief Executive Officer, Maritz, Inc.
Maritz, Inc. (motivation, travel, communications, training and
1375 North Highway Drive marketing research business).
Fenton, Missouri 63099
Craig D. Schnuck Chairman and Chief Executive Officer, Schnuck Markets,
Schnuck Markets, Inc. Inc. (retail supermarket chain).
11420 Lackland Road
P.O. Box 46928
St. Louis, Missouri 63146
William P. Stiritz Chairman, Chief Executive Officer and President,
Agribrands International, Inc. Agribrands International, Inc. Formerly Chairman, Chief
9811 So. Forty Drive Executive Officer and President, Ralston Purina Company
St. Louis, Missouri 63124 (pet food, batteries, and bread business); Chairman,
Ralcorp Holdings, Inc. (ready-to-eat cereal, baby food,
ski resorts).
Andrew C. Taylor Chief Executive Officer and President, Enterprise Rent-A-
Enterprise Rent-A-Car Car (car rental).
600 Corporate Park Drive
St. Louis, Missouri 63105
47
<PAGE>
<PAGE>
<CAPTION>
PRINCIPAL OCCUPATION (S)
NAME DURING PAST FIVE YEARS<F*>
---- --------------------------
DIRECTORS (CONTINUED)
- ---------------------
<S> <C>
Robert L. Virgil Principal, Edward Jones (investments).
Edward Jones
12555 Manchester
St. Louis, Missouri 63131-3729
Virginia V. Weldon, M.D. Director, Center for the Study of American Business,
Monsanto Company Washington University. Retired Senior Vice President,
800 North Lindbergh Public Policy, Monsanto Company (chemicals diversified
St. Louis, Missouri 63167 industry, pharmaceuticals, life science products, and
food ingredients business).
Ted C. Wetterau President, Wetterau Associates, L.L.C. Retired Chairman
Wetterau Associates, L.L.C. and Chief Executive Officer, Wetterau Incorporated
7700 Bonhomme, Suite 750 (retail and wholesale grocery, manufacturing business).
St. Louis, Missouri 63105
<FN>
<F*> All positions listed are with General American unless otherwise
indicated.
</TABLE>
48
<PAGE>
<PAGE>
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 Matthew P.
McCauley, Vice President and Associate General Counsel 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 LLP, independent certified public accountants, and on the
authority of said firm as experts in accounting and auditing.
Actuarial matters included in this Prospectus have been examined by
Susan Benjamin, FSA, MAAA, Senior Product Actuary of General American,
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.
Like all financial services providers, General American utilizes systems
that may be affected by the Year 2000 transition issues, and it relies
on services providers, including the Funds, that may also be affected.
The Company has developed, and is in the process of implementing, a Year
2000 transition plan, and is confirming that its services providers are
also so engaged. The resources that are being devoted to this effort
are substantial. It is difficult to predict with precision whether the
amount of resources ultimately devoted, or the outcome of these efforts,
will have any negative impact on the Company. However, as of the date
of this prospectus, we do not anticipate that Policy Owners will
experience negative effects on their investment, or on the services
provided in connection therewith, as a result of Year 2000 transition
implementation. General American currently anticipates that its systems
will be Year 2000 compliant, but there can be no assurance that the
Company will be successful, or that interaction with other service
providers will not impair the Company's services at that time.
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.
49
<PAGE>
<PAGE>
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 Insureds 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 illustrate a Policy issued in Missouri (using a 2%
premium tax rate and a 1.3% federal tax charge) to a male and a female
Insured, for both ages 35 and 50, in a preferred nonsmoker rate class.
If either 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 all policy charges described in this prospectus
at the guaranteed maximum rate. 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 all policy charges as described in this
prospectus at the current rate. 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 deducted from the Cash Value in the illustrations include
the sales charge, premium tax, federal tax charge, selection and issue
expense charge, monthly administrative charge, and cost of insurance.
These charges are described in the prospectus under Charges and
Deductions.
The amounts shown for Cash Value, Cash Surrender Value, and death
benefit reflect charges that produce an investment rate of return that
is lower than the gross after-tax return on the assets held in a
Division of the Separate Account. The charges include a charge for
mortality and expense risk (equivalent to .55% for Policy Years 1-10,
.45% for Policy Years 11-20, and .35% thereafter), and an assumed .78%
charge for the investment Advisory fee and Fund administrative expenses
combined, based on the average Fund expense for all available investment
Funds. The actual investment advisory fee applicable to each Division
is shown in the respective Prospectuses of each Fund. After deduction
for these amounts, the illustrated gross annual investment rates of
return of 0%, 6%, and 12% correspond to approximate initial net annual
rates of -1.33%, 4.67%, and 10.67%, respectively. The Prospectuses for
each Fund should be consulted for details about the nature and extent of
their expenses.
The hypothetical values shown in the tables do not reflect any charges
for Federal income taxes against the Separate Account (as opposed to
Premium 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, if no Policy Loans have
been made. The tables are also based on the assumptions that the Owner
has not requested a 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 Insureds' age, sex, and rate class, the Face
Amount or premium requested, the proposed frequency of premium payments,
and any available riders requested.
50
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 35
DEATH BENEFIT LEVEL (OPTION A) FEMALE PREFERRED NONSMOKER AGE 35
ANNUAL PREMIUM = $2,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 0.00% (NET RATE OF -1.33%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- -------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 35 35 2,000 2,100 952 1,245 250,000 952 1,245 250,000
2 36 36 2,000 4,305 2,468 2,761 250,000 2,468 2,761 250,000
3 37 37 2,000 6,620 3,964 4,257 250,000 3,964 4,257 250,000
4 38 38 2,000 9,051 5,438 5,731 250,000 5,438 5,731 250,000
5 39 39 2,000 11,604 6,890 7,182 250,000 6,890 7,182 250,000
6 40 40 2,000 14,284 8,353 8,613 250,000 8,353 8,613 250,000
7 41 41 2,000 17,098 9,824 10,019 250,000 9,824 10,019 250,000
8 42 42 2,000 20,053 11,274 11,404 250,000 11,274 11,404 250,000
9 43 43 2,000 23,156 12,705 12,770 250,000 12,702 12,767 250,000
10 44 44 2,000 26,414 14,115 14,115 250,000 14,104 14,104 250,000
11 45 45 2,000 29,834 15,718 15,718 250,000 15,695 15,695 250,000
12 46 46 2,000 33,426 17,301 17,301 250,000 17,261 17,261 250,000
13 47 47 2,000 37,197 18,866 18,866 250,000 18,798 18,798 250,000
14 48 48 2,000 41,157 20,407 20,407 250,000 20,307 20,307 250,000
15 49 49 2,000 45,315 21,929 21,929 250,000 21,787 21,787 250,000
16 50 50 2,000 49,681 23,430 23,430 250,000 23,235 23,235 250,000
17 51 51 2,000 54,265 24,909 24,909 250,000 24,651 24,651 250,000
18 52 52 2,000 59,078 26,366 26,366 250,000 26,030 26,030 250,000
19 53 53 2,000 64,132 27,802 27,802 250,000 27,371 27,371 250,000
20 54 54 2,000 69,439 29,218 29,218 250,000 28,669 28,669 250,000
21 55 55 2,000 75,010 30,641 30,641 250,000 29,951 29,951 250,000
22 56 56 2,000 80,861 32,041 32,041 250,000 31,185 31,185 250,000
23 57 57 2,000 87,004 33,420 33,420 250,000 32,363 32,363 250,000
24 58 58 2,000 93,454 34,774 34,774 250,000 33,481 33,481 250,000
25 59 59 2,000 100,227 36,099 36,099 250,000 34,536 34,536 250,000
26 60 60 2,000 107,338 37,397 37,397 250,000 35,515 35,515 250,000
27 61 61 2,000 114,805 38,662 38,662 250,000 36,409 36,409 250,000
28 62 62 2,000 122,645 39,895 39,895 250,000 37,202 37,202 250,000
29 63 63 2,000 130,878 41,088 41,088 250,000 37,875 37,875 250,000
30 64 64 2,000 139,522 42,241 42,241 250,000 38,403 38,403 250,000
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
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 UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. 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, THE
FUNDS, 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.
51
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 35
DEATH BENEFIT LEVEL (OPTION A) FEMALE PREFERRED NONSMOKER AGE 35
ANNUAL PREMIUM = $2,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 6.00% (NET RATE OF 4.67%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- -------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 35 35 2,000 2,100 1,042 1,334 250,000 1,042 1,334 250,000
2 36 36 2,000 4,305 2,738 3,030 250,000 2,738 3,030 250,000
3 37 37 2,000 6,620 4,513 4,806 250,000 4,513 4,806 250,000
4 38 38 2,000 9,051 6,369 6,661 250,000 6,369 6,661 250,000
5 39 39 2,000 11,604 8,309 8,601 250,000 8,309 8,601 250,000
6 40 40 2,000 14,284 10,369 10,629 250,000 10,369 10,629 250,000
7 41 41 2,000 17,098 12,552 12,747 250,000 12,552 12,747 250,000
8 42 42 2,000 20,053 14,832 14,962 250,000 14,832 14,962 250,000
9 43 43 2,000 23,156 17,214 17,279 250,000 17,211 17,276 250,000
10 44 44 2,000 26,414 19,702 19,702 250,000 19,690 19,690 250,000
11 45 45 2,000 29,834 22,529 22,529 250,000 22,506 22,506 250,000
12 46 46 2,000 33,426 25,492 25,492 250,000 25,449 25,449 250,000
13 47 47 2,000 37,197 28,596 28,596 250,000 28,523 28,523 250,000
14 48 48 2,000 41,157 31,845 31,845 250,000 31,736 31,736 250,000
15 49 49 2,000 45,315 35,249 35,249 250,000 35,092 35,092 250,000
16 50 50 2,000 49,681 38,813 38,813 250,000 38,597 38,597 250,000
17 51 51 2,000 54,265 42,544 42,544 250,000 42,255 42,255 250,000
18 52 52 2,000 59,078 46,450 46,450 250,000 46,070 46,070 250,000
19 53 53 2,000 64,132 50,540 50,540 250,000 50,048 50,048 250,000
20 54 54 2,000 69,439 54,823 54,823 250,000 54,195 54,195 250,000
21 55 55 2,000 75,010 59,361 59,361 250,000 58,570 58,570 250,000
22 56 56 2,000 80,861 64,116 64,116 250,000 63,130 63,130 250,000
23 57 57 2,000 87,004 69,098 69,098 250,000 67,881 67,881 250,000
24 58 58 2,000 93,454 74,315 74,315 250,000 72,828 72,828 250,000
25 59 59 2,000 100,227 79,778 79,778 250,000 77,980 77,980 250,000
26 60 60 2,000 107,338 85,498 85,498 250,000 83,338 83,338 250,000
27 61 61 2,000 114,805 91,484 91,484 250,000 88,909 88,909 250,000
28 62 62 2,000 122,645 97,751 97,751 250,000 94,695 94,695 250,000
29 63 63 2,000 130,878 104,309 104,309 250,000 100,695 100,695 250,000
30 64 64 2,000 139,522 111,171 111,171 250,000 106,910 106,910 250,000
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
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 UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. 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, THE
FUNDS, 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.
52
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 35
DEATH BENEFIT LEVEL (OPTION A) FEMALE PREFERRED NONSMOKER AGE 35
ANNUAL PREMIUM = $2,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 12.00% (NET RATE OF 10.67%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- -------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 35 35 2,000 2,100 1,132 1,424 250,000 1,132 1,424 250,000
2 36 36 2,000 4,305 3,019 3,311 250,000 3,019 3,311 250,000
3 37 37 2,000 6,620 5,107 5,399 250,000 5,107 5,399 250,000
4 38 38 2,000 9,051 7,415 7,708 250,000 7,415 7,708 250,000
5 39 39 2,000 11,604 9,968 10,260 250,000 9,968 10,260 250,000
6 40 40 2,000 14,284 12,822 13,082 250,000 12,822 13,082 250,000
7 41 41 2,000 17,098 16,006 16,201 250,000 16,006 16,201 250,000
8 42 42 2,000 20,053 19,520 19,650 250,000 19,520 19,650 250,000
9 43 43 2,000 23,156 23,401 23,466 250,000 23,397 23,462 250,000
10 44 44 2,000 26,414 27,686 27,686 250,000 27,675 27,675 250,000
11 45 45 2,000 29,834 32,667 32,667 250,000 32,643 32,643 250,000
12 46 46 2,000 33,426 38,185 38,185 250,000 38,140 38,140 250,000
13 47 47 2,000 37,197 44,297 44,297 250,000 44,221 44,221 250,000
14 48 48 2,000 41,157 51,065 51,065 250,000 50,950 50,950 250,000
15 49 49 2,000 45,315 58,563 58,563 250,000 58,395 58,395 250,000
16 50 50 2,000 49,681 66,866 66,866 250,000 66,633 66,633 250,000
17 51 51 2,000 54,265 76,062 76,062 250,000 75,749 75,749 250,000
18 52 52 2,000 59,078 86,247 86,247 250,000 85,834 85,834 250,000
19 53 53 2,000 64,132 97,528 97,528 250,000 96,995 96,995 250,000
20 54 54 2,000 69,439 110,023 110,023 250,000 109,347 109,347 250,000
21 55 55 2,000 75,010 123,975 123,975 250,000 123,130 123,130 250,000
22 56 56 2,000 80,861 139,442 139,442 250,000 138,404 138,404 250,000
23 57 57 2,000 87,004 156,591 156,591 250,000 155,335 155,335 250,000
24 58 58 2,000 93,454 175,607 175,607 250,000 174,110 174,110 250,000
25 59 59 2,000 100,227 196,690 196,690 250,000 194,935 194,935 261,213
26 60 60 2,000 107,338 220,062 220,062 250,000 218,014 218,014 283,418
27 61 61 2,000 114,805 245,968 245,968 250,000 243,570 243,570 311,770
28 62 62 2,000 122,645 274,681 274,681 250,000 271,868 271,868 342,553
29 63 63 2,000 130,878 306,505 306,505 250,000 303,196 303,196 375,963
30 64 64 2,000 139,522 341,777 341,777 250,000 337,874 337,874 412,207
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
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 UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. 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, THE
FUNDS, 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.
53
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 35
DEATH BENEFIT LEVEL (OPTION B) FEMALE PREFERRED NONSMOKER AGE 35
ANNUAL PREMIUM = $2,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 0.00% (NET RATE OF -1.33%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- -------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 35 35 2,000 2,100 952 1,245 251,245 952 1,245 251,245
2 36 36 2,000 4,305 2,468 2,761 252,761 2,468 2,761 252,761
3 37 37 2,000 6,620 3,964 4,257 254,257 3,964 4,257 254,257
4 38 38 2,000 9,051 5,438 5,731 255,731 5,438 5,731 255,731
5 39 39 2,000 11,604 6,890 7,182 257,182 6,890 7,182 257,182
6 40 40 2,000 14,284 8,352 8,612 258,612 8,352 8,612 258,612
7 41 41 2,000 17,098 9,823 10,018 260,018 9,823 10,018 260,018
8 42 42 2,000 20,053 11,272 11,402 261,402 11,272 11,402 261,402
9 43 43 2,000 23,156 12,702 12,767 262,767 12,698 12,763 262,763
10 44 44 2,000 26,414 14,111 14,111 264,111 14,099 14,099 264,099
11 45 45 2,000 29,834 15,712 15,712 265,712 15,688 15,688 265,688
12 46 46 2,000 33,426 17,294 17,294 267,294 17,251 17,251 267,251
13 47 47 2,000 37,197 18,757 18,757 268,857 18,784 18,784 268,784
14 48 48 2,000 41,157 20,396 20,396 270,396 20,288 20,288 270,288
15 49 49 2,000 45,315 21,916 21,916 271,916 21,762 21,762 271,762
16 50 50 2,000 49,681 23,414 23,414 273,414 23,202 23,202 273,202
17 51 51 2,000 54,265 24,890 24,890 274,890 24,608 24,608 274,608
18 52 52 2,000 59,078 26,344 26,344 276,344 25,974 25,974 275,974
19 53 53 2,000 64,132 27,776 27,776 277,776 27,298 27,298 277,298
20 54 54 2,000 69,439 29,187 29,187 279,187 28,577 28,577 278,577
21 55 55 2,000 75,010 30,603 30,603 280,603 29,833 29,833 279,833
22 56 56 2,000 80,861 31,996 31,996 281,996 31,035 31,035 281,035
23 57 57 2,000 87,004 33,366 33,366 283,366 32,174 32,174 282,174
24 58 58 2,000 93,454 34,710 34,710 284,710 33,246 33,246 283,246
25 59 59 2,000 100,227 36,022 36,022 286,022 34,243 34,243 284,243
26 60 60 2,000 107,338 37,305 37,305 287,305 35,153 35,153 285,153
27 61 61 2,000 114,805 38,550 38,550 288,550 35,963 35,963 285,963
28 62 62 2,000 122,645 39,759 39,759 289,759 36,656 36,656 286,656
29 63 63 2,000 130,878 40,923 40,923 290,923 37,206 37,206 287,206
30 64 64 2,000 139,522 42,040 42,040 292,040 37,585 37,585 287,585
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
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 UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. 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, THE
FUNDS, 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.
54
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 35
DEATH BENEFIT LEVEL (OPTION B) EMALE PREFERRED NONSMOKER AGE 35
ANNUAL PREMIUM = $2,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 6.00% (NET RATE OF 4.67%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- -------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 35 35 2,000 2,100 1,042 1,334 251,334 1,042 1,334 251,334
2 36 36 2,000 4,305 2,738 3,030 253,030 2,738 3,030 253,030
3 37 37 2,000 6,620 4,513 4,806 254,806 4,513 4,806 254,806
4 38 38 2,000 9,051 6,369 6,661 256,661 6,369 6,661 256,661
5 39 39 2,000 11,604 8,308 8,601 258,601 8,308 8,601 258,601
6 40 40 2,000 14,284 10,369 10,629 260,629 10,369 10,629 260,629
7 41 41 2,000 17,098 12,551 12,746 262,746 12,551 12,746 262,746
8 42 42 2,000 20,053 14,829 14,959 264,959 14,829 14,959 264,959
9 43 43 2,000 23,156 17,210 17,275 267,275 17,206 17,271 267,271
10 44 44 2,000 26,414 19,696 19,696 269,696 19,683 19,683 269,683
11 45 45 2,000 29,834 22,521 22,521 272,521 22,495 22,495 272,495
12 46 46 2,000 33,426 25,481 25,481 275,481 25,433 25,433 275,433
13 47 47 2,000 37,197 28,582 28,582 278,582 28,501 28,501 278,501
14 48 48 2,000 41,157 31,827 31,827 281,827 31,705 31,705 281,705
15 49 49 2,000 45,315 35,226 35,226 285,226 35,050 35,050 285,050
16 50 50 2,000 49,681 38,785 38,785 288,785 38,538 38,538 288,538
17 51 51 2,000 54,265 42,509 42,509 292,509 42,175 42,175 292,175
18 52 52 2,000 59,078 46,406 46,406 296,406 45,962 45,962 295,962
19 53 53 2,000 64,132 50,486 50,486 300,486 49,905 49,905 299,905
20 54 54 2,000 69,439 54,756 54,756 304,756 54,005 54,005 304,005
21 55 55 2,000 75,010 59,278 59,278 309,278 58,318 58,318 308,318
22 56 56 2,000 80,861 64,013 64,013 314,013 62,800 62,800 312,800
23 57 57 2,000 87,004 68,972 68,972 318,972 67,450 67,450 317,450
24 58 58 2,000 93,454 74,159 74,159 324,159 72,269 72,269 322,269
25 59 59 2,000 100,227 79,584 79,584 329,584 77,260 77,260 327,260
26 60 60 2,000 107,338 85,257 85,257 335,257 82,414 82,414 332,414
27 61 61 2,000 114,805 91,183 91,183 341,183 87,728 87,728 337,728
28 62 62 2,000 122,645 97,374 97,374 347,374 93,188 93,188 343,188
29 63 63 2,000 130,878 103,835 103,835 353,835 98,776 98,776 348,776
30 64 64 2,000 139,522 110,576 110,576 360,576 104,465 104,465 354,465
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
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 UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. 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, THE
FUNDS, 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.
55
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 35
DEATH BENEFIT LEVEL (OPTION B) FEMALE PREFERRED NONSMOKER AGE 35
ANNUAL PREMIUM = $2,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 12.00% (NET RATE OF 10.67%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- -------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 35 35 2,000 2,100 1,132 1,424 251,424 1,132 1,424 251,424
2 36 36 2,000 4,305 3,019 3,311 253,311 3,019 3,311 253,311
3 37 37 2,000 6,620 5,107 5,399 255,399 5,107 5,399 255,399
4 38 38 2,000 9,051 7,415 7,708 257,708 7,415 7,708 257,708
5 39 39 2,000 11,604 9,967 10,260 260,260 9,967 10,260 260,260
6 40 40 2,000 14,284 12,821 13,081 263,081 12,821 13,081 263,081
7 41 41 2,000 17,098 16,004 16,199 266,199 16,004 16,199 266,199
8 42 42 2,000 20,053 19,516 19,646 269,646 19,516 19,646 269,646
9 43 43 2,000 23,156 23,395 23,460 273,460 23,391 23,456 273,456
10 44 44 2,000 26,414 27,677 27,677 277,677 27,664 27,664 277,664
11 45 45 2,000 29,834 32,654 32,654 282,654 32,627 32,627 282,627
12 46 46 2,000 33,426 38,168 38,168 288,168 38,116 38,116 288,116
13 47 47 2,000 37,197 44,275 44,275 294,275 44,185 44,185 294,185
14 48 48 2,000 41,157 51,035 51,035 301,035 50,898 50,898 300,898
15 49 49 2,000 45,315 58,523 58,523 308,523 58,320 58,320 308,320
16 50 50 2,000 49,681 66,814 66,814 316,814 66,526 66,526 316,526
17 51 51 2,000 54,265 75,994 75,994 325,994 75,597 75,597 325,597
18 52 52 2,000 59,078 86,158 86,158 336,158 85,622 85,622 335,622
19 53 53 2,000 64,132 97,413 97,413 347,413 96,700 96,700 346,700
20 54 54 2,000 69,439 109,876 109,876 359,876 108,940 108,940 358,940
21 55 55 2,000 75,010 123,786 123,786 373,786 122,569 122,569 372,569
22 56 56 2,000 80,861 139,198 139,198 389,198 137,637 137,637 387,637
23 57 57 2,000 87,004 156,279 156,279 406,279 154,291 154,291 404,291
24 58 58 2,000 93,454 175,204 175,204 425,204 172,698 172,698 422,698
25 59 59 2,000 100,227 196,170 196,170 446,170 193,039 193,039 443,039
26 60 60 2,000 107,338 219,399 219,399 469,399 215,511 215,511 465,511
27 61 61 2,000 114,805 245,129 245,129 495,129 240,330 240,330 490,330
28 62 62 2,000 122,645 273,632 273,632 523,632 267,732 267,732 517,732
29 63 63 2,000 130,878 305,201 305,201 555,201 297,971 297,971 547,971
30 64 64 2,000 139,522 340,165 340,165 590,165 331,321 331,321 581,321
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
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 UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. 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, THE
FUNDS, 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.
56
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 35
DEATH BENEFIT LEVEL (OPTION C) FEMALE PREFERRED NONSMOKER AGE 35
ANNUAL PREMIUM = $2,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 0.00% (NET RATE OF -1.33%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- -------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 35 35 2,000 2,100 952 1,245 250,000 952 1,245 250,000
2 36 36 2,000 4,305 2,468 2,761 250,000 2,468 2,761 250,000
3 37 37 2,000 6,620 3,964 4,257 250,000 3,964 4,257 250,000
4 38 38 2,000 9,051 5,438 5,731 250,000 5,438 5,731 250,000
5 39 39 2,000 11,604 6,890 7,182 250,000 6,890 7,182 250,000
6 40 40 2,000 14,284 8,353 8,613 250,000 8,353 8,613 250,000
7 41 41 2,000 17,098 9,824 10,019 250,000 9,824 10,019 250,000
8 42 42 2,000 20,053 11,274 11,404 250,000 11,274 11,404 250,000
9 43 43 2,000 23,156 12,705 12,770 250,000 12,702 12,767 250,000
10 44 44 2,000 26,414 14,115 14,115 250,000 14,104 14,104 250,000
11 45 45 2,000 29,834 15,718 15,718 250,000 15,695 15,695 250,000
12 46 46 2,000 33,426 17,301 17,301 250,000 17,261 17,261 250,000
13 47 47 2,000 37,197 18,866 18,866 250,000 18,798 18,798 250,000
14 48 48 2,000 41,157 20,407 20,407 250,000 20,307 20,307 250,000
15 49 49 2,000 45,315 21,929 21,929 250,000 21,787 21,787 250,000
16 50 50 2,000 49,681 23,430 23,430 250,000 23,235 23,235 250,000
17 51 51 2,000 54,265 24,909 24,909 250,000 24,651 24,651 250,000
18 52 52 2,000 59,078 26,366 26,366 250,000 26,030 26,030 250,000
19 53 53 2,000 64,132 27,802 27,802 250,000 27,371 27,371 250,000
20 54 54 2,000 69,439 29,218 29,218 250,000 28,669 28,669 250,000
21 55 55 2,000 75,010 30,641 30,641 250,000 29,951 29,951 250,000
22 56 56 2,000 80,861 32,041 32,041 250,000 31,185 31,185 250,000
23 57 57 2,000 87,004 33,420 33,420 250,000 32,363 32,363 250,000
24 58 58 2,000 93,454 34,774 34,774 250,000 33,481 33,481 250,000
25 59 59 2,000 100,227 36,099 36,099 250,000 34,536 34,536 250,000
26 60 60 2,000 107,338 37,397 37,397 250,000 35,515 35,515 250,000
27 61 61 2,000 114,805 38,662 38,662 250,000 36,409 36,409 250,000
28 62 62 2,000 122,645 39,895 39,895 250,000 37,202 37,202 250,000
29 63 63 2,000 130,878 41,088 41,088 250,000 37,875 37,875 250,000
30 64 64 2,000 139,522 42,241 42,241 250,000 38,403 38,403 250,000
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
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 UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. 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, THE
FUNDS, 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.
57
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 35
DEATH BENEFIT LEVEL (OPTION C) FEMALE PREFERRED NONSMOKER AGE 35
ANNUAL PREMIUM = $2,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 6.00% (NET RATE OF 4.67%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- -------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 35 35 2,000 2,100 1,042 1,334 250,000 1,042 1,334 250,000
2 36 36 2,000 4,305 2,738 3,030 250,000 2,738 3,030 250,000
3 37 37 2,000 6,620 4,513 4,806 250,000 4,513 4,806 250,000
4 38 38 2,000 9,051 6,369 6,661 250,000 6,369 6,661 250,000
5 39 39 2,000 11,604 8,309 8,601 250,000 8,309 8,601 250,000
6 40 40 2,000 14,284 10,369 10,629 250,000 10,369 10,629 250,000
7 41 41 2,000 17,098 12,552 12,747 250,000 12,552 12,747 250,000
8 42 42 2,000 20,053 14,832 14,962 250,000 14,832 14,962 250,000
9 43 43 2,000 23,156 17,279 17,279 250,000 17,211 17,276 250,000
10 44 44 2,000 26,414 19,702 19,702 250,000 19,690 19,690 250,000
11 45 45 2,000 29,834 22,529 22,529 250,000 22,506 22,506 250,000
12 46 46 2,000 33,426 25,492 25,492 250,000 25,449 25,449 250,000
13 47 47 2,000 37,197 28,596 28,596 250,000 28,523 28,523 250,000
14 48 48 2,000 41,157 31,845 31,845 250,000 31,736 31,736 250,000
15 49 49 2,000 45,315 35,249 35,249 250,000 35,092 35,092 250,000
16 50 50 2,000 49,681 38,813 38,813 250,000 38,597 38,597 250,000
17 51 51 2,000 54,265 42,544 42,544 250,000 42,255 42,255 250,000
18 52 52 2,000 59,078 46,450 46,450 250,000 46,070 46,070 250,000
19 53 53 2,000 64,132 50,540 50,540 250,000 50,048 50,048 250,000
20 54 54 2,000 69,439 54,823 54,823 250,000 54,195 54,195 250,000
21 55 55 2,000 75,010 59,361 59,361 250,000 58,570 58,570 250,000
22 56 56 2,000 80,861 64,116 64,116 250,000 63,130 63,130 250,000
23 57 57 2,000 87,004 69,098 69,098 250,000 67,881 67,881 250,000
24 58 58 2,000 93,454 74,315 74,315 250,000 72,828 72,828 250,000
25 59 59 2,000 100,227 79,778 79,778 250,000 77,980 77,980 250,000
26 60 60 2,000 107,338 85,498 85,498 250,000 83,338 83,338 250,000
27 61 61 2,000 114,805 91,484 91,484 250,000 88,909 88,909 250,000
28 62 62 2,000 122,645 97,751 97,751 250,000 94,695 94,695 250,000
29 63 63 2,000 130,878 104,309 104,309 250,000 100,695 100,695 250,000
30 64 64 2,000 139,522 111,171 111,171 250,000 106,910 106,910 250,000
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
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 UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. 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, THE
FUNDS, 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.
58
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 35
DEATH BENEFIT LEVEL (OPTION C) FEMALE PREFERRED NONSMOKER AGE 35
ANNUAL PREMIUM = $2,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 12.00% (NET RATE OF 10.67%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- -------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 35 35 2,000 2,100 1,132 1,424 250,000 1,132 1,424 250,000
2 36 36 2,000 4,305 3,019 3,311 250,000 3,019 3,311 250,000
3 37 37 2,000 6,620 5,107 5,399 250,000 5,107 5,399 250,000
4 38 38 2,000 9,051 7,415 7,708 250,000 7,415 7,708 250,000
5 39 39 2,000 11,604 9,968 10,260 250,000 9,968 10,260 250,000
6 40 40 2,000 14,284 12,822 13,082 250,000 12,822 13,082 250,000
7 41 41 2,000 17,098 16,006 16,201 250,000 16,006 16,201 250,000
8 42 42 2,000 20,053 19,520 19,650 250,000 19,520 19,650 250,000
9 43 43 2,000 23,156 23,401 23,466 250,000 23,397 23,462 250,000
10 44 44 2,000 26,414 27,686 27,686 250,000 27,675 27,675 250,000
11 45 45 2,000 29,834 32,667 32,667 250,000 32,643 32,643 250,000
12 46 46 2,000 33,426 38,185 38,185 250,000 38,140 38,140 250,000
13 47 47 2,000 37,197 44,297 44,297 250,000 44,221 44,221 250,000
14 48 48 2,000 41,157 51,065 51,065 250,000 50,950 50,950 250,000
15 49 49 2,000 45,315 58,563 58,563 250,000 58,395 58,395 250,000
16 50 50 2,000 49,681 66,866 66,866 250,000 66,633 66,633 250,000
17 51 51 2,000 54,265 76,062 76,062 265,455 75,747 75,747 264,357
18 52 52 2,000 59,078 86,242 86,242 289,714 85,819 85,819 288,293
19 53 53 2,000 64,132 97,514 97,514 315,350 96,947 96,947 313,518
20 54 54 2,000 69,439 109,993 109,993 342,486 109,237 109,237 340,132
21 55 55 2,000 75,010 123,919 123,919 371,570 122,914 122,914 368,558
22 56 56 2,000 80,861 139,346 139,346 402,445 138,023 138,023 398,623
23 57 57 2,000 87,004 156,438 156,438 435,274 154,702 154,702 430,443
24 58 58 2,000 93,454 175,371 175,371 470,204 173,111 173,111 464,146
25 59 59 2,000 100,227 196,336 196,336 507,372 193,422 193,422 499,841
26 60 60 2,000 107,338 219,555 219,555 546,999 215,814 215,814 537,680
27 61 61 2,000 114,805 245,258 245,258 589,258 240,487 240,487 577,795
28 62 62 2,000 122,645 273,714 273,714 634,386 267,650 267,650 620,332
29 63 63 2,000 130,878 305,205 305,205 682,622 297,522 297,522 665,438
30 64 64 2,000 139,522 340,053 340,053 734,243 330,334 330,334 713,256
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
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 UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. 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, THE
FUNDS, 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.
59
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM JOINT AND LAST SURVIVOR VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 50
DEATH BENEFIT LEVEL (OPTION A) FEMALE PREFERRED NONSMOKER AGE 50
ANNUAL PREMIUM = $4,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 0.00% (NET RATE OF -1.33%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- -------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 50 50 4,000 4,200 2,147 2,822 250,000 2,147 2,822 250,000
2 51 51 4,000 8,610 5,294 5,969 250,000 5,294 5,969 250,000
3 52 52 4,000 13,241 8,398 9,073 250,000 8,385 9,060 250,000
4 53 53 4,000 18,103 11,458 12,133 250,000 11,419 12,094 250,000
5 54 54 4,000 23,208 14,477 15,152 250,000 14,393 15,068 250,000
6 55 55 4,000 28,568 17,528 18,128 250,000 17,377 17,977 250,000
7 56 56 4,000 34,196 20,614 21,064 250,000 20,367 20,817 250,000
8 57 57 4,000 40,106 23,656 23,956 250,000 23,285 23,585 250,000
9 58 58 4,000 46,312 26,655 26,805 250,000 26,126 26,276 250,000
10 59 59 4,000 52,827 29,610 29,610 250,000 28,886 28,886 250,000
11 60 60 4,000 59,669 32,866 32,866 250,000 31,899 31,899 250,000
12 61 61 4,000 66,852 36,071 36,071 250,000 34,812 34,812 250,000
13 62 62 4,000 74,395 39,227 39,227 250,000 37,609 37,609 250,000
14 63 63 4,000 82,314 42,326 42,326 250,000 40,277 40,277 250,000
15 64 64 4,000 90,630 45,370 45,370 250,000 42,794 42,794 250,000
16 65 65 4,000 99,361 48,335 48,335 250,000 45,138 45,138 250,000
17 66 66 4,000 108,530 51,233 51,233 250,000 47,290 47,290 250,000
18 67 67 4,000 118,156 54,056 54,056 250,000 49,228 49,228 250,000
19 68 68 4,000 128,264 56,798 56,798 250,000 50,928 50,928 250,000
20 69 69 4,000 138,877 59,449 59,449 250,000 52,361 52,361 250,000
21 70 70 4,000 150,021 62,065 62,065 250,000 53,539 53,539 250,000
22 71 71 4,000 161,722 64,572 64,572 250,000 54,334 54,334 250,000
23 72 72 4,000 174,008 66,955 66,955 250,000 54,701 54,701 250,000
24 73 73 4,000 186,908 69,196 69,196 250,000 54,525 54,525 250,000
25 74 74 4,000 200,454 71,273 71,273 250,000 53,687 53,687 250,000
26 75 75 4,000 214,677 73,159 73,159 250,000 52,062 52,062 250,000
27 76 76 4,000 229,610 74,819 74,819 250,000 49,511 49,511 250,000
28 77 77 4,000 245,291 76,213 76,213 250,000 45,877 45,877 250,000
29 78 78 4,000 261,755 77,289 77,289 250,000 40,978 40,978 250,000
30 79 79 4,000 279,043 77,990 77,990 250,000 34,581 34,581 250,000
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
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 UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. 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, THE
FUNDS, 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.
60
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM JOINT AND LAST SURVIVOR VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 50
DEATH BENEFIT LEVEL (OPTION A) FEMALE PREFERRED NONSMOKER AGE 50
ANNUAL PREMIUM = $4,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 6.00% (NET RATE OF 4.67%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- -------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 50 50 4,000 4,200 2,337 3,012 250,000 2,337 3,012 250,000
2 51 51 4,000 8,610 5,868 6,543 250,000 5,868 6,543 250,000
3 52 52 4,000 13,241 9,563 10,238 250,000 9,550 10,225 250,000
4 53 53 4,000 18,103 13,427 14,102 250,000 13,387 14,062 250,000
5 54 54 4,000 23,208 17,473 18,148 250,000 17,382 18,057 250,000
6 55 55 4,000 28,568 21,778 22,378 250,000 21,615 22,215 250,000
7 56 56 4,000 34,196 26,357 26,807 250,000 26,087 26,537 250,000
8 57 57 4,000 40,106 31,136 31,436 250,000 30,727 31,027 250,000
9 58 58 4,000 46,312 36,129 36,279 250,000 35,538 35,688 250,000
10 59 59 4,000 52,827 41,342 41,342 250,000 40,524 40,524 250,000
11 60 60 4,000 59,669 47,160 47,160 250,000 46,059 46,059 250,000
12 61 61 4,000 66,852 53,245 53,245 250,000 51,801 51,801 250,000
13 62 62 4,000 74,395 59,614 59,614 250,000 57,748 57,748 250,000
14 63 63 4,000 82,314 66,270 66,270 250,000 63,897 63,897 250,000
15 64 64 4,000 90,630 73,231 73,231 250,000 70,244 70,244 250,000
16 65 65 4,000 99,361 80,489 80,489 250,000 76,783 76,783 250,000
17 66 66 4,000 108,530 88,071 88,071 250,000 83,512 83,512 250,000
18 67 67 4,000 118,156 95,987 95,987 250,000 90,432 90,432 250,000
19 68 68 4,000 128,264 104,251 104,251 250,000 97,542 97,542 250,000
20 69 69 4,000 138,877 112,875 112,875 250,000 104,845 104,845 250,000
21 70 70 4,000 150,021 121,991 121,991 250,000 112,444 112,444 250,000
22 71 71 4,000 161,722 131,513 131,513 250,000 120,223 120,223 250,000
23 72 72 4,000 174,008 141,460 141,460 250,000 128,196 128,196 250,000
24 73 73 4,000 186,908 151,852 151,852 250,000 136,338 136,338 250,000
25 74 74 4,000 200,454 162,715 162,715 250,000 144,644 144,644 250,000
26 75 75 4,000 214,677 174,076 174,076 250,000 153,123 153,123 250,000
27 76 76 4,000 229,610 185,971 185,971 250,000 161,805 161,805 250,000
28 77 77 4,000 245,291 198,445 198,445 250,000 170,739 170,739 250,000
29 78 78 4,000 261,755 211,554 211,554 250,000 179,999 179,999 250,000
30 79 79 4,000 279,043 225,377 225,377 250,000 189,682 189,682 250,000
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
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 UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. 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, THE
FUNDS, 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.
61
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM JOINT AND LAST SURVIVOR VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 50
DEATH BENEFIT LEVEL (OPTION A) FEMALE PREFERRED NONSMOKER AGE 50
ANNUAL PREMIUM = $4,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 12.00% (NET RATE OF 10.67%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- -------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 50 50 4,000 4,200 2,527 3,202 250,000 2,527 3,202 250,000
2 51 51 4,000 8,610 6,465 7,140 250,000 6,465 7,140 250,000
3 52 52 4,000 13,241 10,823 11,498 250,000 10,809 11,484 250,000
4 53 53 4,000 18,103 15,642 16,317 250,000 15,599 16,274 250,000
5 54 54 4,000 23,208 20,976 21,651 250,000 20,880 21,555 250,000
6 55 55 4,000 28,568 26,950 27,550 250,000 26,775 27,375 250,000
7 56 56 4,000 34,196 33,630 34,080 250,000 33,336 33,786 250,000
8 57 57 4,000 40,106 41,000 41,300 250,000 40,550 40,850 250,000
9 58 58 4,000 46,312 49,139 49,289 250,000 48,482 48,632 250,000
10 59 59 4,000 52,827 58,125 58,125 250,000 57,207 57,207 250,000
11 60 60 4,000 59,669 68,459 68,459 250,000 67,213 67,213 250,000
12 61 61 4,000 66,852 79,897 79,897 250,000 78,253 78,253 250,000
13 62 62 4,000 74,395 92,563 92,563 250,000 90,433 90,433 250,000
14 63 63 4,000 82,314 106,583 106,583 250,000 103,875 103,875 250,000
15 64 64 4,000 90,630 122,107 122,107 250,000 118,715 118,715 250,000
16 65 65 4,000 99,361 139,284 139,284 250,000 135,112 135,112 250,000
17 66 66 4,000 108,530 158,307 158,307 250,000 153,251 153,251 250,000
18 67 67 4,000 118,156 179,380 179,380 250,000 173,350 173,350 250,000
19 68 68 4,000 128,264 202,732 202,732 250,000 195,666 195,666 250,000
20 69 69 4,000 138,877 228,616 228,616 265,194 220,496 220,496 255,775
21 70 70 4,000 150,021 257,506 257,506 296,131 248,216 248,216 285,449
22 71 71 4,000 161,722 289,521 289,521 327,158 278,888 278,888 315,143
23 72 72 4,000 174,008 325,000 325,000 360,750 312,838 312,838 347,250
24 73 73 4,000 186,908 364,323 364,323 397,112 350,430 350,430 381,969
25 74 74 4,000 200,454 407,913 407,913 436,467 392,084 392,084 419,530
26 75 75 4,000 214,677 456,244 456,244 479,056 438,290 438,290 460,205
27 76 76 4,000 229,610 509,781 509,781 535,270 489,344 489,344 513,811
28 77 77 4,000 245,291 569,075 569,075 597,529 545,725 545,725 573,011
29 78 78 4,000 261,755 634,728 634,728 666,464 607,953 607,953 638,351
30 79 79 4,000 279,043 707,402 707,402 742,772 676,592 676,592 710,421
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
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 UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. 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, THE
FUNDS, 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.
62
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM JOINT AND LAST SURVIVOR VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 50
DEATH BENEFIT LEVEL (OPTION B) FEMALE PREFERRED NONSMOKER AGE 50
ANNUAL PREMIUM = $4,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 0.00% (NET RATE OF -1.33%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- -------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 50 50 4,000 4,200 2,147 2,822 252,822 2,147 2,822 252,822
2 51 51 4,000 8,610 5,294 5,969 255,969 5,294 5,969 255,969
3 52 52 4,000 13,241 8,397 9,072 259,072 8,383 9,058 259,058
4 53 53 4,000 18,103 11,456 12,131 262,131 11,415 12,090 262,090
5 54 54 4,000 23,208 14,474 15,149 265,149 14,384 15,059 265,059
6 55 55 4,000 28,568 17,523 18,123 268,123 17,361 17,961 267,961
7 56 56 4,000 34,196 20,607 21,057 271,057 20,340 20,790 270,790
8 57 57 4,000 40,106 23,645 23,945 273,945 23,242 23,542 273,542
9 58 58 4,000 46,312 26,640 26,790 276,790 26,060 26,210 276,210
10 59 59 4,000 52,827 29,590 29,590 279,590 28,788 28,788 278,788
11 60 60 4,000 59,669 32,840 32,840 282,840 31,759 31,759 281,759
12 61 61 4,000 66,852 36,035 36,035 286,035 34,614 34,614 284,614
13 62 62 4,000 74,395 39,179 39,179 289,179 37,334 37,334 287,334
14 63 63 4,000 82,314 42,261 42,261 292,261 39,900 39,900 289,900
15 64 64 4,000 90,630 45,283 45,283 295,283 42,284 42,284 292,284
16 65 65 4,000 99,361 48,215 48,215 298,215 44,455 44,455 294,455
17 66 66 4,000 108,530 51,068 51,068 301,068 46,387 46,387 296,387
18 67 67 4,000 118,156 53,834 53,834 303,834 48,048 48,048 298,048
19 68 68 4,000 128,264 56,502 56,502 306,502 49,404 49,404 299,404
20 69 69 4,000 138,877 59,057 59,057 309,057 50,417 50,417 300,417
21 70 70 4,000 150,021 61,549 61,549 311,549 51,082 51,082 301,082
22 71 71 4,000 161,722 63,899 63,899 313,899 51,249 51,249 301,249
23 72 72 4,000 174,008 66,083 66,083 316,083 50,865 50,865 300,865
24 73 73 4,000 186,908 68,071 68,071 318,071 49,785 49,785 299,785
25 74 74 4,000 200,454 69,832 69,832 319,832 47,870 47,870 297,870
26 75 75 4,000 214,677 71,320 71,320 321,320 44,987 44,987 294,987
27 76 76 4,000 229,610 72,485 72,485 322,485 41,001 41,001 291,001
28 77 77 4,000 245,291 73,262 73,262 323,262 35,779 35,779 285,779
29 78 78 4,000 261,755 73,572 73,572 323,572 29,192 29,192 279,192
30 79 79 4,000 279,043 73,333 73,333 323,333 21,090 21,090 271,090
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
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 UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. 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, THE
FUNDS, 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.
63
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM JOINT AND LAST SURVIVOR VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 50
DEATH BENEFIT LEVEL (OPTION B) FEMALE PREFERRED NONSMOKER AGE 50
ANNUAL PREMIUM = $4,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 6.00% (NET RATE OF 4.67%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- -------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 50 50 4,000 4,200 2,337 3,012 253,012 2,337 3,012 253,012
2 51 51 4,000 8,610 5,867 6,542 256,542 5,867 6,542 256,542
3 52 52 4,000 13,241 9,562 10,237 260,237 9,548 10,223 260,223
4 53 53 4,000 18,103 13,425 14,100 264,100 13,382 14,057 264,057
5 54 54 4,000 23,208 17,468 18,143 268,143 17,372 18,047 268,047
6 55 55 4,000 28,568 21,771 22,371 272,371 21,595 22,195 272,195
7 56 56 4,000 34,196 26,347 26,797 276,797 26,051 26,501 276,501
8 57 57 4,000 40,106 31,121 31,421 281,421 30,668 30,968 280,968
9 58 58 4,000 46,312 36,108 36,258 286,258 35,445 35,595 285,595
10 59 59 4,000 52,827 41,312 41,312 291,312 40,381 40,381 290,381
11 60 60 4,000 59,669 47,119 47,119 297,119 45,846 45,846 295,846
12 61 61 4,000 66,852 53,188 53,188 303,188 51,489 51,489 301,489
13 62 62 4,000 74,395 59,535 59,535 309,535 57,300 57,300 307,300
14 63 63 4,000 82,314 66,160 66,160 316,160 63,262 63,262 313,262
15 64 64 4,000 90,630 73,079 73,079 323,079 69,354 69,354 319,354
16 65 65 4,000 99,361 80,272 80,272 330,272 75,547 75,547 325,547
17 66 66 4,000 108,530 87,766 87,766 337,766 81,815 81,815 331,815
18 67 67 4,000 118,156 95,562 95,562 345,562 88,128 88,128 338,128
19 68 68 4,000 128,264 103,664 103,664 353,664 94,449 94,449 344,449
20 69 69 4,000 138,877 112,071 112,071 362,071 100,734 100,734 350,734
21 70 70 4,000 150,021 120,896 120,896 370,896 107,021 107,021 357,021
22 71 71 4,000 161,722 130,035 130,035 380,035 113,110 113,110 363,110
23 72 72 4,000 174,008 139,473 139,473 389,473 118,928 118,928 368,928
24 73 73 4,000 186,908 149,196 149,196 399,196 124,308 124,308 374,308
25 74 74 4,000 200,454 159,181 159,181 409,181 129,076 129,076 379,076
26 75 75 4,000 214,677 169,392 169,392 419,392 133,057 133,057 383,057
27 76 76 4,000 229,610 179,784 179,784 429,784 136,059 136,059 386,059
28 77 77 4,000 245,291 190,295 190,295 440,295 137,889 137,889 387,889
29 78 78 4,000 261,755 200,848 200,848 450,848 138,340 138,340 388,340
30 79 79 4,000 279,043 211,352 211,352 461,352 137,175 137,175 387,175
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
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 UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. 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, THE
FUNDS, 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.
64
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM JOINT AND LAST SURVIVOR VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 50
DEATH BENEFIT LEVEL (OPTION B) FEMALE PREFERRED NONSMOKER AGE 50
ANNUAL PREMIUM = $4,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 12.00% (NET RATE OF 10.67%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- -------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 50 50 4,000 4,200 2,527 3,202 253,202 2,527 3,202 253,202
2 51 51 4,000 8,610 6,465 7,140 257,140 6,465 7,140 257,140
3 52 52 4,000 13,241 10,821 11,496 261,496 10,807 11,482 261,482
4 53 53 4,000 18,103 15,639 16,314 266,314 15,593 16,268 266,268
5 54 54 4,000 23,208 20,970 21,645 271,645 20,867 21,542 271,542
6 55 55 4,000 28,568 26,941 27,541 277,541 26,750 27,350 277,350
7 56 56 4,000 34,196 33,616 34,066 284,066 33,290 33,740 283,740
8 57 57 4,000 40,106 40,980 41,280 291,280 40,470 40,770 290,770
9 58 58 4,000 46,312 49,109 49,259 299,259 48,351 48,501 298,501
10 59 59 4,000 52,827 58,081 58,081 308,081 56,998 56,998 306,998
11 60 60 4,000 59,669 68,396 68,396 318,396 66,889 66,889 316,889
12 61 61 4,000 66,852 79,806 79,806 329,806 77,760 77,760 327,760
13 62 62 4,000 74,395 92,433 92,433 342,433 89,698 89,698 339,698
14 63 63 4,000 82,314 106,395 106,395 356,395 102,792 102,792 352,792
15 64 64 4,000 90,630 121,837 121,837 371,837 117,137 117,137 367,137
16 65 65 4,000 99,361 138,886 138,886 388,886 132,831 132,831 382,831
17 66 66 4,000 108,530 157,726 157,726 407,726 149,990 149,990 399,990
18 67 67 4,000 118,156 178,540 178,540 428,540 168,734 168,734 418,734
19 68 68 4,000 128,264 201,526 201,526 451,526 189,195 189,195 439,195
20 69 69 4,000 138,877 226,904 226,904 476,904 211,514 211,514 461,514
21 70 70 4,000 150,021 255,146 255,146 505,146 236,038 236,038 486,038
22 71 71 4,000 161,722 286,337 286,337 536,337 262,709 262,709 512,709
23 72 72 4,000 174,008 320,770 320,770 570,770 291,697 291,697 541,697
24 73 73 4,000 186,908 358,766 358,766 608,766 323,094 323,094 573,094
25 74 74 4,000 200,454 400,675 400,675 650,675 357,008 357,008 607,008
26 75 75 4,000 214,677 446,872 446,872 696,872 393,563 393,563 643,563
27 76 76 4,000 229,610 497,767 497,767 747,767 432,890 432,890 682,890
28 77 77 4,000 245,291 553,799 553,799 803,799 475,141 475,141 725,141
29 78 78 4,000 261,755 615,439 615,439 865,439 520,485 520,485 770,485
30 79 79 4,000 279,043 683,206 683,206 933,206 569,083 569,083 819,083
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
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 UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. 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, THE
FUNDS, 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.
65
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM JOINT AND LAST SURVIVOR VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 50
DEATH BENEFIT LEVEL (OPTION C) FEMALE PREFERRED NONSMOKER AGE 50
ANNUAL PREMIUM = $4,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 0.00% (NET RATE OF -1.33%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- -------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 50 50 4,000 4,200 2,147 2,822 250,000 2,147 2,822 250,000
2 51 51 4,000 8,610 5,294 5,969 250,000 5,294 5,969 250,000
3 52 52 4,000 13,241 8,398 9,073 250,000 8,385 9,060 250,000
4 53 53 4,000 18,103 11,458 12,133 250,000 11,419 12,094 250,000
5 54 54 4,000 23,208 14,477 15,152 250,000 14,393 15,068 250,000
6 55 55 4,000 28,568 17,528 18,128 250,000 17,377 17,977 250,000
7 56 56 4,000 34,196 20,614 21,064 250,000 20,367 20,817 250,000
8 57 57 4,000 40,106 23,656 23,956 250,000 23,285 23,585 250,000
9 58 58 4,000 46,312 26,655 26,805 250,000 26,126 26,276 250,000
10 59 59 4,000 52,827 29,610 29,610 250,000 28,886 28,886 250,000
11 60 60 4,000 59,669 32,866 32,866 250,000 31,899 31,899 250,000
12 61 61 4,000 66,852 36,071 36,071 250,000 34,812 34,812 250,000
13 62 62 4,000 74,395 39,227 39,227 250,000 37,609 37,609 250,000
14 63 63 4,000 82,314 42,326 42,326 250,000 40,277 40,277 250,000
15 64 64 4,000 90,630 45,370 45,370 250,000 42,794 42,794 250,000
16 65 65 4,000 99,361 48,335 48,335 250,000 45,138 45,138 250,000
17 66 66 4,000 108,530 51,233 51,233 250,000 47,290 47,290 250,000
18 67 67 4,000 118,156 54,056 54,056 250,000 49,228 49,228 250,000
19 68 68 4,000 128,264 56,798 56,798 250,000 50,928 50,928 250,000
20 69 69 4,000 138,877 59,449 59,449 250,000 52,361 52,361 250,000
21 70 70 4,000 150,021 62,065 62,065 250,000 53,539 53,539 250,000
22 71 71 4,000 161,722 64,572 64,572 250,000 54,334 54,334 250,000
23 72 72 4,000 174,008 66,955 66,955 250,000 54,701 54,701 250,000
24 73 73 4,000 186,908 69,196 69,196 250,000 54,525 54,525 250,000
25 74 74 4,000 200,454 71,273 71,273 250,000 53,687 53,687 250,000
26 75 75 4,000 214,677 73,159 73,159 250,000 52,062 52,062 250,000
27 76 76 4,000 229,610 74,819 74,819 250,000 49,511 49,511 250,000
28 77 77 4,000 245,291 76,213 76,213 250,000 45,877 45,877 250,000
29 78 78 4,000 261,755 77,289 77,289 250,000 40,987 40,987 250,000
30 79 79 4,000 279,043 77,990 77,990 250,000 34,581 34,581 250,000
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
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 UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. 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, THE
FUNDS, 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.
66
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM JOINT AND LAST SURVIVOR VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 50
DEATH BENEFIT LEVEL (OPTION C) FEMALE PREFERRED NONSMOKER AGE 50
ANNUAL PREMIUM = $4,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 6.00% (NET RATE OF 4.67%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- -------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 50 50 4,000 4,200 2,337 3,012 250,000 2,337 3,012 250,000
2 51 51 4,000 8,610 5,868 6,543 250,000 5,868 6,543 250,000
3 52 52 4,000 13,241 9,563 10,238 250,000 9,550 10,225 250,000
4 53 53 4,000 18,103 13,427 14,102 250,000 13,387 14,062 250,000
5 54 54 4,000 23,208 17,473 18,148 250,000 17,382 18,057 250,000
6 55 55 4,000 28,568 21,778 22,378 250,000 21,615 22,215 250,000
7 56 56 4,000 34,196 26,357 26,807 250,000 26,087 26,537 250,000
8 57 57 4,000 40,106 31,136 31,436 250,000 30,727 31,027 250,000
9 58 58 4,000 46,312 36,129 36,279 250,000 35,538 35,688 250,000
10 59 59 4,000 52,827 41,342 41,342 250,000 40,524 40,524 250,000
11 60 60 4,000 59,669 47,160 47,160 250,000 46,059 46,059 250,000
12 61 61 4,000 66,852 53,245 53,245 250,000 51,801 51,801 250,000
13 62 62 4,000 74,395 59,614 59,614 250,000 57,748 57,748 250,000
14 63 63 4,000 82,314 66,270 66,270 250,000 63,897 63,897 250,000
15 64 64 4,000 90,630 73,231 73,231 250,000 70,244 70,244 250,000
16 65 65 4,000 99,361 80,489 80,489 250,000 76,783 76,783 250,000
17 66 66 4,000 108,530 88,071 88,071 250,000 83,512 83,512 250,000
18 67 67 4,000 118,156 95,987 95,987 250,000 90,432 90,432 250,000
19 68 68 4,000 128,264 104,251 104,251 250,000 97,542 97,542 250,000
20 69 69 4,000 138,877 112,875 112,875 250,000 104,845 104,845 250,000
21 70 70 4,000 150,021 121,991 121,991 250,000 112,444 112,444 250,000
22 71 71 4,000 161,722 131,513 131,513 250,000 120,223 120,223 250,000
23 72 72 4,000 174,008 141,460 141,460 250,000 128,196 128,196 250,000
24 73 73 4,000 186,908 151,852 151,852 250,000 136,338 136,338 250,000
25 74 74 4,000 200,454 162,706 162,706 256,376 144,644 144,644 250,000
26 75 75 4,000 214,677 174,002 174,002 266,606 153,123 153,123 250,000
27 76 76 4,000 229,610 185,742 185,742 277,034 161,805 161,805 250,000
28 77 77 4,000 245,291 197,928 197,928 287,747 170,739 170,739 250,000
29 78 78 4,000 261,755 210,557 210,557 298,696 179,913 179,913 255,224
30 79 79 4,000 279,043 223,630 223,630 309,928 189,162 189,162 262,159
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
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 UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. 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, THE
FUNDS, 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.
67
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM JOINT AND LAST SURVIVOR VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 50
DEATH BENEFIT LEVEL (OPTION C) FEMALE PREFERRED NONSMOKER AGE 50
ANNUAL PREMIUM = $4,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 12.00% (NET RATE OF 10.67%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- -------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 50 50 4,000 4,200 2,527 3,202 250,000 2,527 3,202 250,000
2 51 51 4,000 8,610 6,465 7,140 250,000 6,465 7,140 250,000
3 52 52 4,000 13,241 10,823 11,498 250,000 10,809 11,484 250,000
4 53 53 4,000 18,103 15,642 16,317 250,000 15,599 16,274 250,000
5 54 54 4,000 23,208 20,976 21,651 250,000 20,880 21,555 250,000
6 55 55 4,000 28,568 26,950 27,550 250,000 26,775 27,375 250,000
7 56 56 4,000 34,196 33,630 34,080 250,000 33,336 33,786 250,000
8 57 57 4,000 40,106 41,000 41,300 250,000 40,550 40,850 250,000
9 58 58 4,000 46,312 49,139 49,289 250,000 48,482 48,632 250,000
10 59 59 4,000 52,827 58,125 58,125 250,000 57,207 57,207 250,000
11 60 60 4,000 59,669 68,459 68,459 250,000 67,213 67,213 250,000
12 61 61 4,000 66,852 79,897 79,897 250,000 78,253 78,253 250,000
13 62 62 4,000 74,395 92,563 92,563 250,000 90,433 90,433 250,000
14 63 63 4,000 82,314 106,583 106,583 250,000 103,875 103,875 250,000
15 64 64 4,000 90,630 122,104 122,104 266,761 118,710 118,710 259,346
16 65 65 4,000 99,361 139,259 139,259 293,614 135,019 135,019 284,675
17 66 66 4,000 108,530 158,228 158,228 322,120 152,914 152,914 311,302
18 67 67 4,000 118,156 179,194 179,194 352,456 172,527 172,527 339,344
19 68 68 4,000 128,264 202,360 202,360 384,787 194,004 194,004 368,899
20 69 69 4,000 138,877 227,947 227,947 419,286 217,498 217,498 400,066
21 70 70 4,000 150,021 256,431 256,431 456,575 243,382 243,382 433,341
22 71 71 4,000 161,722 287,898 287,898 496,537 271,619 271,619 468,461
23 72 72 4,000 174,008 322,641 322,641 539,487 302,394 302,394 505,634
24 73 73 4,000 186,908 360,981 360,981 585,655 335,837 335,837 544,862
25 74 74 4,000 200,454 403,268 403,268 635,430 372,088 372,088 586,298
26 75 75 4,000 214,677 449,873 449,873 689,295 411,298 411,298 630,191
27 76 76 4,000 229,610 501,198 501,198 747,537 453,636 453,636 676,598
28 77 77 4,000 245,291 557,672 557,672 810,743 499,285 499,285 725,861
29 78 78 4,000 261,755 619,749 619,749 879,176 548,456 548,456 778,040
30 79 79 4,000 279,043 687,925 687,925 953,395 601,362 601,362 833,427
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
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 UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. 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, THE
FUNDS, 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.
68
<PAGE>
<PAGE>
INDEPENDENT AUDITORS' REPORT
The Board of Directors
General American Life Insurance Company
and Policyholders of General American
Separate Account Eleven:
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 Index, Mid-Cap
Equity, Small-Cap Equity, Equity Income, Growth, Overseas, Asset
Manager, High Income, Worldwide Hard Assets, Worldwide Emerging Markets,
Multi-Style Equity, Core Bond, Aggressive Equity, Non-US, Income &
Growth, International, Value, Bond Portfolio, and Small Company
Portfolio Fund Divisions of General American Separate Account Eleven as
of December 31, 1999, and the related statements of operations and
changes in net assets for each of the years in the three-year period
then ended. These financial statements are the responsibility of the
management of General American Separate Account Eleven. 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. Investments owned as of December 31, 1999 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 and the Variable Insurance Products Fund II sponsored by
Fidelity Investments, the Van Eck World Wide Insurance Trust sponsored
by Van Eck Associates Corporation, the Russell Insurance Funds sponsored
by Frank Russell Investment Company, the American Century Variable
Portfolios, Inc. sponsored by American Century Investments, and the J.P.
Morgan Series Trust II sponsored by J.P. Morgan Investment Management,
Inc. 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 Index, Mid-Cap Equity, Small-Cap Equity, Equity Income,
Growth, Overseas, Asset Manager, High Income, Worldwide Hard Assets,
Worldwide Emerging Markets, Multi-Style Equity, Core Bond, Aggressive
Equity, Non-US, Income & Growth, International, Value, Bond Portfolio,
and Small Company Portfolio Fund Divisions of General American Separate
Account Eleven as of December 31, 1999, the results of their operations
and changes in their net assets for each of the years in the three-year
period then ended, in conformity with generally accepted accounting
principles.
/s/ KPMG LLP
St. Louis, Missouri
February 25, 2000
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF ASSETS AND LIABILITIES
DECEMBER 31, 1999
<CAPTION>
S & P 500 MONEY BOND MANAGED ASSET
INDEX MARKET INDEX EQUITY ALLOCATION
FUND DIVISION FUND DIVISION FUND DIVISION FUND DIVISION FUND DIVISION
------------- ------------- ------------- ------------- -------------
<S> <C> <C> <C> <C> <C>
Assets:
Investments in General American
Capital Company at market value
(see Schedule of Investments): $60,824,360 $ 9,910,022 $6,136,371 $6,380,710 $18,584,088
Receivable from General American Life
Insurance Company 0 2,220 371 3,358 0
----------- ----------- ---------- ---------- -----------
Total assets 60,824,360 9,912,242 6,136,742 6,384,068 18,584,088
----------- ----------- ---------- ---------- -----------
Liabilities:
Payable to General American Life
Insurance Company 71,634 0 0 0 10,917
----------- ----------- ---------- ---------- -----------
Total net assets $60,752,726 $ 9,912,242 $6,136,742 $6,384,068 $18,573,171
=========== =========== ========== ========== ===========
Total net assets represented by:
Individual Variable Universal Life cash
value invested in Separate Account $12,703,649 $ 1,246,838 $2,527,749 $3,074,531 $12,262,707
Individual Variable General Select Plus
cash value invested in Separate Account 19,187,903 4,130,527 1,146,565 1,061,809 2,069,787
Individual Variable Universal Life-100
cash value invested in Separate Account 21,524,430 1,380,971 1,980,671 1,945,998 2,977,444
Individual Variable Universal Life-98
cash value invested in Separate Account 6,350,278 2,778,076 417,810 264,532 1,116,362
Joint and Survivor Variable Universal Life-98
cash value invested in Separate Account 986,466 375,830 63,947 37,198 146,871
----------- ----------- ---------- ---------- -----------
Total net assets $60,752,726 $ 9,912,242 $6,136,742 $6,384,068 $18,573,171
=========== =========== ========== ========== ===========
Total units held - VUL-95 233,474 68,091 114,933 93,519 293,369
Total units held - VGSP 544,284 309,197 84,706 46,308 83,114
Total units held - VUL-100 651,714 109,972 146,452 86,947 120,924
Total units held - VUL-98 446,086 261,895 42,413 21,648 76,984
Total units held - JSVUL-98 69,296 35,430 6,492 3,044 10,128
VUL-95 Net unit value $ 54.41 $ 18.31 $ 21.99 $ 32.88 $ 41.80
VGSP Net unit value $ 35.25 $ 13.36 $ 13.54 $ 22.93 $ 24.90
VUL-100 Net unit value $ 33.03 $ 12.56 $ 13.52 $ 22.38 $ 24.62
VUL-98 Net unit value $ 14.24 $ 10.61 $ 9.85 $ 12.22 $ 14.50
JSVUL-98 Net unit value $ 14.24 $ 10.61 $ 9.85 $ 12.22 $ 14.50
Cost of investments $48,750,561 $10,202,347 $6,585,233 $6,269,958 $13,925,762
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF ASSETS AND LIABILITIES
DECEMBER 31, 1999
<CAPTION>
INTERNATIONAL MID-CAP SMALL-CAP EQUITY
INDEX EQUITY EQUITY INCOME GROWTH
FUND DIVISION<F*> FUND DIVISION<F**> FUND DIVISION FUND DIVISION FUND DIVISION
----------------- ------------------ ------------- ------------- -------------
<S> <C> <C> <C> <C> <C>
Assets:
Investments in General American
Capital Company at market value
(see Schedule of Investments): $13,006,687 $8,364,930 $2,918,058 $ 0 $ 0
Investments in Variable Insurance
Products Fund, at market value
(see Schedule of Investments): 0 0 0 24,166,662 55,713,063
Receivable from General American
Life Insurance Company 0 0 0 0 0
----------- ---------- ---------- ----------- -----------
Total assets 13,006,687 8,364,930 2,918,058 24,166,662 55,713,063
----------- ---------- ---------- ----------- -----------
Liabilities:
Payable to General American Life
Insurance Company 13,075 10,949 514 12,225 338
----------- ---------- ---------- ----------- -----------
Total net assets $12,993,612 $8,353,981 $2,917,544 $24,154,437 $55,712,725
=========== ========== ========== =========== ===========
Total net assets represented by:
Individual Variable Universal Life cash
value invested in Separate Account $ 4,025,567 $3,729,884 $ 558,241 $ 7,440,063 $15,655,055
Individual Variable General Select Plus
cash value invested in Separate Account 1,686,926 2,288,366 1,040,052 8,176,358 17,355,764
Individual Variable Universal Life-100
cash value invested in Separate Account 2,100,227 1,946,132 974,170 7,073,312 18,399,393
Individual Variable Universal Life-98
cash value invested in Separate Account 271,117 341,179 281,822 1,279,572 3,896,211
Joint and Survivor Variable Universal Life-98
cash value invested in Separate Account 65,926 48,420 63,259 185,132 406,302
General American Life Insurance
Company seed money 4,843,849 0 0 0 0
----------- ---------- ---------- ----------- -----------
Total net assets $12,993,612 $8,353,981 $2,917,544 $24,154,437 $55,712,725
=========== ========== ========== =========== ===========
Total units held - VUL-95 168,206 162,788 50,288 286,243 385,323
Total units held - VGSP 81,255 99,514 93,318 312,888 450,926
Total units held - VUL-100 119,341 93,049 87,872 314,896 522,933
Total units held - VUL-98 18,571 25,584 26,642 107,162 232,411
Total units held - JSVUL-98 4,516 3,631 5,980 15,505 24,236
Total units held - Seed Money 200,000 0 0 0 0
VUL-95 Net unit value $ 23.93 $ 22.91 $ 11.10 $ 25.99 $ 40.63
VGSP Net unit value $ 20.76 $ 23.00 $ 11.15 $ 26.13 $ 38.49
VUL-100 Net unit value $ 17.60 $ 20.92 $ 11.09 $ 22.46 $ 35.19
VUL-98 Net unit value $ 14.60 $ 13.34 $ 10.58 $ 11.94 $ 16.76
JSVUL-98 Net unit value $ 14.60 $ 13.34 $ 10.58 $ 11.94 $ 16.76
Cost of investments $ 9,240,024 $7,224,432 $3,357,966 $21,605,411 $37,093,325
<FN>
<F*>This fund was formerly known as the International Equity Fund.
<F**>This fund was formerly known as the Special Equity Fund.
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF ASSETS AND LIABILITIES
DECEMBER 31, 1999
<CAPTION>
WORLDWIDE WORLDWIDE
OVERSEAS ASSET MANAGER HIGH INCOME HARD ASSETS EMERGING MARKETS
FUND DIVISION FUND DIVISION FUND DIVISION FUND DIVISION<F*> FUND DIVISION<F**>
------------- ------------- ------------- ----------------- ------------------
<S> <C> <C> <C> <C> <C>
Assets:
Investments in Variable Insurance
Products Fund, at market value
(see Schedule of Investments): $15,052,006 $ 0 $4,375,944 $ 0 $ 0
Investments in Variable Insurance
Products Fund II, at market value
(see Schedule of Investments): 0 2,419,380 0 0 0
Investments in Van Eck Worldwide
Insurance Trust at market value
(see Schedule of Investments): 0 0 0 317,077 260,096
Receivable from General American
Life Insurance Company 0 0 0 0 8,698
----------- ---------- ---------- -------- --------
Total assets 15,052,006 2,419,380 4,375,944 317,077 268,794
----------- ---------- ---------- -------- --------
Liabilities:
Payable to General American Life
Insurance Company 655 1,459 3,325 735 0
----------- ---------- ---------- -------- --------
Total net assets $15,051,351 $2,417,921 $4,372,619 $316,342 $268,794
=========== ========== ========== ======== ========
Total net assets represented by:
Individual Variable Universal Life
cash value invested in Separate Account $ 6,592,733 $ 195,708 $ 205,386 $ 88,804 $ 42,630
Individual Variable General Select Plus
cash value invested in Separate Account 5,056,946 444,493 897,255 65,379 151,366
Individual Variable Universal Life-100
cash value invested in Separate Account 2,786,964 1,159,079 2,732,153 151,848 25,825
Individual Variable Universal Life-98
cash value invested in Separate Account 568,261 617,041 470,891 10,311 41,241
Joint and Survivor Variable Universal Life-98
cash value invested in Separate Account 46,447 1,600 66,934 0 7,732
----------- ---------- ---------- -------- --------
Total net assets $15,051,351 $2,417,921 $4,372,619 $316,342 $268,794
=========== ========== ========== ======== ========
Total units held - VUL-95 240,894 10,752 14,177 9,525 2,679
Total units held - VGSP 205,835 24,259 61,511 6,967 9,503
Total units held - VUL-100 130,771 63,821 189,022 16,322 1,623
Total units held - VUL-98 36,151 49,859 41,713 837 1,689
Total units held - JSVUL-98 2,955 129 5,929 0 317
VUL-95 Net unit value $ 27.37 $ 18.20 $ 14.49 $ 9.32 $ 15.91
VGSP Net unit value $ 24.57 $ 18.32 $ 14.59 $ 9.38 $ 15.93
VUL-100 Net unit value $ 21.31 $ 18.16 $ 14.45 $ 9.30 $ 15.91
VUL-98 Net unit value $ 15.72 $ 12.38 $ 11.29 $ 12.32 $ 24.42
JSVUL-98 Net unit value $ 15.72 $ 12.38 $ 11.29 $ 12.32 $ 24.42
Cost of investments $10,501,533 $2,240,585 $4,403,352 $345,171 $216,086
<FN>
<F*>This fund was formerly known as the Gold & Natural Resources Fund.
<F**>This fund began operations on September 15, 1998.
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF ASSETS AND LIABILITIES
DECEMBER 31, 1999
<CAPTION>
MULTI-STYLE AGGRESSIVE
EQUITY CORE BOND EQUITY NON-US
FUND DIVISION FUND DIVISION FUND DIVISION FUND DIVISION
------------- ------------- ------------- -------------
<S> <C> <C> <C> <C>
Assets:
Investments in Russell Insurance
Fund at market value
(see Schedule of Investments): $17,038,971 $ 9,823,042 $4,871,881 $5,011,427
Receivable from General American Life
Insurance Company 0 0 0 0
----------- ----------- ---------- ----------
Total assets 17,038,971 9,823,042 4,871,881 5,011,427
----------- ----------- ---------- ----------
Liabilities:
Payable to General American Life
Insurance Company 46,404 13,372 3,883 12,824
----------- ----------- ---------- ----------
Total net assets $16,992,567 $ 9,809,670 $4,867,998 $4,998,603
=========== =========== ========== ==========
Total net assets represented by:
Individual Variable Universal Life cash
value invested in Separate Account $ 486,907 $ 65,234 $ 181,480 $ 200,109
Individual Variable General Select Plus
cash value invested in Separate Account 10,828,931 7,499,806 2,498,284 2,989,925
Individual Variable Universal Life-100
cash value invested in Separate Account 526,082 81,451 145,500 129,020
Russell Variable Universal Life
cash value invested in Separate Account 4,285,907 1,828,353 1,590,579 1,450,251
Individual Variable Universal Life-98
cash value invested in Separate Account 765,958 272,395 419,622 192,687
Joint and Survivor Variable Universal Life-98
cash value invested in Separate Account 98,782 62,431 32,533 36,611
----------- ----------- ---------- ----------
Total net assets $16,992,567 $ 9,809,670 $4,867,998 $4,998,603
=========== =========== ========== ==========
Total units held - VUL-95 38,212 6,322 19,010 15,191
Total units held - VGSP 567,887 647,045 176,979 195,624
Total units held - VUL-100 41,321 7,901 15,254 9,803
Total units held - Russell VUL 224,387 158,452 111,536 97,420
Total units held - VUL-98 55,512 27,180 34,927 12,805
Total units held - JSVUL-98 7,159 6,230 2,708 2,433
VUL-95 Net unit value $ 12.74 $ 10.32 $ 9.55 $ 13.17
VGSP Net unit value $ 19.07 $ 11.59 $ 14.12 $ 15.28
VUL-100 Net unit value $ 12.73 $ 10.31 $ 9.54 $ 13.16
Russell VUL Net unit value $ 19.10 $ 11.54 $ 14.26 $ 14.89
VUL-98 Net unit value $ 13.80 $ 10.02 $ 12.01 $ 15.05
JSVUL-98 Net unit value $ 13.80 $ 10.02 $ 12.01 $ 15.05
Cost of investments $14,920,743 $10,474,158 $4,552,906 $3,878,857
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF ASSETS AND LIABILITIES
DECEMBER 31, 1999
<CAPTION>
INCOME & BOND SMALL COMPANY
GROWTH INTERNATIONAL VALUE PORTFOLIO PORTFOLIO
FUND DIVISION<F*> FUND DIVISION<F*> FUND DIVISION<F*> FUND DIVISION<F*> FUND DIVISION<F*>
----------------- ----------------- ----------------- ----------------- -----------------
<S> <C> <C> <C> <C> <C>
Assets:
Investments in American Century
Variable Portfolios, at market value
(see Schedule of Investments): $736,269 $604,334 $96,178 $ 0 $ 0
Investments in J.P. Morgan Series
Trust II, at market value 0 0 0 141,513 596,119
(see Schedule of Investments):
Receivable from General American
Life Insurance Company 0 0 700 0 1,318
-------- -------- ------- -------- --------
Total assets 736,269 604,334 96,878 141,513 597,437
-------- -------- ------- -------- --------
Liabilities:
Payable to General American Life
Insurance Company 953 140 0 53 0
-------- -------- ------- -------- --------
Total net assets $735,316 $604,194 $96,878 $141,460 $597,437
======== ======== ======= ======== ========
Total net assets represented by:
Individual Variable Universal
Life cash value invested in
Separate Account $ 31,112 $ 15,398 $ 0 $ 3,470 $ 36,948
Individual Variable General
Select Plus cash value invested
in Separate Account 20,209 69,946 7,257 9,120 144,671
Individual Variable Universal
Life-100 cash value invested
in Separate Account 27,018 109,478 0 3,258 51,290
Individual Variable Universal
Life-98 cash value invested
in Separate Account 616,396 390,766 87,054 121,401 319,153
Joint and Survivor Variable
Universal Life-98 cash value
invested in Separate Account 40,581 18,606 2,567 4,211 45,375
-------- -------- ------- -------- --------
Total net assets $735,316 $604,194 $96,878 $141,460 $597,437
======== ======== ======= ======== ========
Total units held - VUL-95 2,800 998 0 353 2,580
Total units held - VGSP 1,817 4,531 795 926 10,091
Total units held - VUL-100 2,432 7,101 0 331 3,582
Total units held - VUL-98 43,920 22,549 8,130 12,134 19,051
Total units held - JVUL-98 2,892 1,074 240 421 2,709
VUL-95 Net unit value $ 11.11 $ 15.42 $ 9.12 $ 9.84 $ 14.32
VGSP Net unit value $ 11.12 $ 15.44 $ 9.13 $ 9.85 $ 14.34
VUL-100 Net unit value $ 11.11 $ 15.42 $ 9.11 $ 9.84 $ 14.32
VUL-98 Net unit value $ 14.03 $ 17.33 $ 10.71 $ 10.00 $ 16.75
JSVUL-98 Net unit value $ 14.03 $ 17.33 $ 10.71 $ 10.00 $ 16.75
Cost of investments $692,594 $483,662 $94,343 $143,528 $499,509
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION FUND DIVISION
----------------------------------------- --------------------------------------
1999 1998 1997 1999 1998 1997
----------- ---------- ---------- --------- --------- ---------
<S> <C> <C> <C> <C> <C> <C>
Investment income<F*> $ -- $ -- $ -- $ -- $ -- $ --
Expenses:
Mortality and expense charges - VUL-95 (101,368) (81,198) (59,320) (7,041) (6,050) (7,951)
Mortality and expense charges - VGSP (127,636) (75,004) (29,674) (24,057) (23,497) (12,872)
Mortality and expense charges - VUL-100 (161,227) (89,773) (36,234) (13,766) (15,324) (13,566)
Mortality and expense charges -
Russell VUL 0 0 0 0 (183) (1,626)
Mortality and expense charges - VUL-98 (12,586) (50) 0 (13,814) (465) 0
Mortality and expense charges - JSVUL-98 (1,944) 0 0 (1,371) (85) 0
----------- ---------- ---------- --------- --------- ---------
Total expenses (404,761) (246,025) (125,228) (60,049) (45,604) (36,015)
----------- ---------- ---------- --------- --------- ---------
Net investment expense (404,761) (246,025) (125,228) (60,049) (45,604) (36,015)
----------- ---------- ---------- --------- --------- ---------
Net realized gain on investments:
Realized gain from distributions 3,826,572 2,339,803 913,559 501,472 263,305 121,801
Realized gain (loss) on sales 2,194,234 802,928 1,570,537 46,905 172,314 (48,325)
----------- ---------- ---------- --------- --------- ---------
Net realized gain on investments: 6,020,806 3,142,731 2,484,096 548,377 435,619 73,476
----------- ---------- ---------- --------- --------- ---------
Net unrealized gain (loss) on investments:
Unrealized gain (loss) on investments,
beginning of period 8,332,257 3,509,114 1,982,215 (183,578) (72,985) (256,852)
Unrealized gain (loss) on investments,
end of period 12,073,799 8,332,257 3,509,114 (292,325) (183,578) (72,985)
----------- ---------- ---------- --------- --------- ---------
Net unrealized gain (loss) on
investments 3,741,542 4,823,143 1,526,899 (108,747) (110,593) 183,867
----------- ---------- ---------- --------- --------- ---------
Net gain on investments 9,762,348 7,965,874 4,010,995 439,630 325,026 257,343
----------- ---------- ---------- --------- --------- ---------
Net increase in net assets
resulting from operations $ 9,357,587 $7,719,849 $3,885,767 $ 379,581 $ 279,422 $ 221,328
=========== ========== ========== ========= ========= =========
<FN>
<F*>See Note 2C
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
--------------------------------------- --------------------------------------
1999 1998 1997 1999 1998 1997
--------- -------- --------- --------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Investment income<F*> $ -- $ -- $ -- $ -- $ -- $ --
Expenses:
Mortality and expense charges - VUL-95 (21,090) (19,385) (14,601) (26,939) (23,907) (20,327)
Mortality and expense charges - VGSP (7,750) (5,292) (3,943) (6,933) (10,512) (4,370)
Mortality and expense charges - VUL-100 (17,629) (8,452) (4,363) (16,278) (5,764) (4,815)
Mortality and expense charges - VUL-98 (2,506) (1) 0 (485) (4) 0
Mortality and expense charges - JSVUL-98 (112) 0 0 (39) 0 0
--------- -------- --------- --------- -------- --------
Total expenses (49,087) (33,130) (22,907) (50,674) (40,187) (29,512)
--------- -------- --------- --------- -------- --------
Net investment expense (49,087) (33,130) (22,907) (50,674) (40,187) (29,512)
--------- -------- --------- --------- -------- --------
Net realized gain (loss) on investments:
Realized gain from distributions 370,745 251,095 165,804 302,748 629,297 251,405
Realized gain (loss) on sales (13,113) 20,497 (176,276) 169,830 71,424 95,532
--------- -------- --------- --------- -------- --------
Net realized gain (loss) on investments: 357,632 271,592 (10,472) 472,578 700,721 346,937
--------- -------- --------- --------- -------- --------
Net unrealized gain (loss) on investments:
Unrealized gain (loss) on investments,
beginning of period 79,646 15,812 (234,659) 436,496 485,000 116,769
Unrealized gain (loss) on investments,
end of period (448,862) 79,646 15,812 110,752 436,496 485,000
--------- -------- --------- --------- -------- --------
Net unrealized gain (loss) on
investments (528,508) 63,834 250,471 (325,744) (48,504) 368,231
--------- -------- --------- --------- -------- --------
Net gain (loss) on investments (170,876) 335,426 239,999 146,834 652,217 715,168
--------- -------- --------- --------- -------- --------
Net increase (decrease) in net assets
resulting from operations $(219,963) $302,296 $ 217,092 $ 96,160 $612,030 $685,656
========= ======== ========= ========= ======== ========
<FN>
<F*>See Note 2C
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
ASSET ALLOCATION INTERNATIONAL INDEX
FUND DIVISION FUND DIVISION<F*>
---------------------------------------- ---------------------------------------
1999 1998 1997 1999 1998 1997
---------- ---------- ---------- ---------- ---------- ---------
<S> <C> <C> <C> <C> <C> <C>
Investment income<F**> $ -- $ -- $ -- $ -- $ -- $ --
Expenses:
Mortality and expense charges - VUL-95 (93,831) (75,604) (67,466) (29,351) (25,562) (23,446)
Mortality and expense charges - VGSP (14,195) (9,318) (7,499) (9,868) (8,370) (5,564)
Mortality and expense charges - VUL-100 (20,890) (12,005) (5,279) (16,070) (11,491) (6,468)
Mortality and expense charges - VUL-98 (1,724) (2) 0 (531) (3) 0
Mortality and expense charges - JSVUL-98 (167) 0 0 (83) 0 0
Mortality and expense charges -
Seed Money 0 0 0 (34,396) (29,672) (27,476)
---------- ---------- ---------- ---------- ---------- ---------
Total expenses (130,807) (96,929) (80,244) (90,299) (75,098) (62,954)
---------- ---------- ---------- ---------- ---------- ---------
Net investment expense (130,807) (96,929) (80,244) (90,299) (75,098) (62,954)
---------- ---------- ---------- ---------- ---------- ---------
Net realized gain on investments:
Realized gain from distributions 287,031 1,145,796 311,438 164,897 120,664 220,590
Realized gain on sales 804,253 230,635 195,821 295,829 220,991 136,741
---------- ---------- ---------- ---------- ---------- ---------
Net realized gain on investments: 1,091,284 1,376,431 507,259 460,726 341,655 357,331
---------- ---------- ---------- ---------- ---------- ---------
Net unrealized gain on investments:
Unrealized gain on investments,
beginning of period 2,336,704 1,762,536 657,734 1,297,560 69,016 268,331
Unrealized gain on investments,
end of period 4,658,326 2,336,704 1,762,536 3,766,663 1,297,560 69,016
---------- ---------- ---------- ---------- ---------- ---------
Net unrealized gain (loss) on
investments 2,321,622 574,168 1,104,802 2,469,103 1,228,544 (199,315)
---------- ---------- ---------- ---------- ---------- ---------
Net gain on investments 3,412,906 1,950,599 1,612,061 2,929,829 1,570,199 158,016
---------- ---------- ---------- ---------- ---------- ---------
Net increase in net assets
resulting from operations $3,282,099 $1,853,670 $1,531,817 $2,839,530 $1,495,101 $ 95,062
========== ========== ========== ========== ========== =========
<FN>
<F*>This fund was formerly known as the International Equity Fund.
<F**>See Note 2C
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
MID-CAP EQUITY SMALL-CAP EQUITY
FUND DIVISION<F*> FUND DIVISION
---------------------------------------- ----------------------------------------
1999 1998 1997 1999 1998 1997<F***>
---------- --------- ---------- --------- --------- ----------
<S> <C> <C> <C> <C> <C> <C>
Investment income<F**> $ -- $ -- $ -- $ -- $ -- $ --
Expenses:
Mortality and expense charges - VUL-95 (28,421) (29,781) (26,828) (4,815) (4,514) (787)
Mortality and expense charges - VGSP (13,677) (13,465) (7,567) (6,607) (4,623) (869)
Mortality and expense charges - VUL-100 (14,697) (11,694) (6,142) (8,869) (5,535) (627)
Mortality and expense charges - VUL-98 (524) (2) 0 (674) (2) 0
Mortality and expense charges - JSVUL-98 (108) (2) 0 (173) (2) 0
---------- --------- ---------- --------- --------- ---------
Total expenses (57,427) (54,944) (40,537) (21,138) (14,676) (2,283)
---------- --------- ---------- --------- --------- ---------
Net investment expense (57,427) (54,944) (40,537) (21,138) (14,676) (2,283)
---------- --------- ---------- --------- --------- ---------
Net realized gain (loss) on investments:
Realized gain from distributions 16,722 208,897 262,603 116,957 112,685 149,353
Realized gain (loss) on sales 239,296 192,934 188,905 (200,146) (67,010) 1,064
---------- --------- ---------- --------- --------- ---------
Net realized gain (loss) on
investments: 256,018 401,831 451,508 (83,189) 45,675 150,417
---------- --------- ---------- --------- --------- ---------
Net unrealized gain (loss) on investments:
Unrealized gain (loss) on investments,
beginning of period 389,305 969,578 24,121 (414,321) (133,375) 0
Unrealized gain (loss) on investments,
end of period 1,140,498 389,305 969,578 (439,908) (414,321) (133,375)
---------- --------- ---------- --------- --------- ---------
Net unrealized gain (loss) on
investments 751,193 (580,273) 945,457 (25,587) (280,946) (133,375)
---------- --------- ---------- --------- --------- ---------
Net gain (loss) on investments 1,007,211 (178,442) 1,396,965 (108,776) (235,271) 17,042
---------- --------- ---------- --------- --------- ---------
Net increase (decrease) in net assets
resulting from operations $ 949,784 $(233,386) $1,356,428 $(129,914) $(249,947) $ 14,759
========== ========= ========== ========= ========= =========
<FN>
<F*>This fund was formerly known as the Special Equity Fund.
<F**>See Note 2C
<F***>The Small-Cap Equity Fund began operations on May 1, 1997.
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
EQUITY INCOME GROWTH
FUND DIVISION FUND DIVISION
---------------------------------------- ----------------------------------------
1999 1998 1997 1999 1998 1997
---------- ---------- ---------- ----------- ----------- ----------
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Dividend income $ 314,148 $ 247,254 $ 186,680 $ 64,208 $ 116,859 $ 94,061
Expenses:
Mortality and expense charges - VUL-95 (66,672) (59,688) (49,108) (114,678) (86,045) (65,287)
Mortality and expense charges - VGSP (54,738) (42,329) (27,082) (93,832) (56,854) (37,459)
Mortality and expense charges - VUL-100 (63,116) (63,128) (34,605) (132,573) (84,948) (42,613)
Mortality and expense charges - VUL-98 (3,380) (9) 0 (6,291) (12) 0
Mortality and expense charges - JSVUL-98 (250) (2) 0 (559) 0 0
---------- ---------- ---------- ----------- ----------- ----------
Total expenses (188,156) (165,156) (110,795) (347,933) (227,859) (145,359)
---------- ---------- ---------- ----------- ----------- ----------
Net investment income (expense) 125,992 82,098 75,885 (283,725) (111,000) (51,298)
---------- ---------- ---------- ----------- ----------- ----------
Net realized gain on investments:
Realized gain from distributions 694,432 879,933 938,582 4,037,056 3,056,780 421,033
Realized gain on sales 803,421 1,352,865 310,747 1,981,320 1,016,065 381,175
---------- ---------- ---------- ----------- ----------- ----------
Net realized gain on investments: 1,497,853 2,232,798 1,249,329 6,018,376 4,072,845 802,208
---------- ---------- ---------- ----------- ----------- ----------
Net unrealized gain on investments:
Unrealized gain on investments,
beginning of period 3,031,759 3,330,524 1,528,943 10,185,551 4,728,383 2,039,425
Unrealized gain on investments,
end of period 2,561,251 3,031,759 3,330,524 18,619,738 10,185,551 4,728,383
---------- ---------- ---------- ----------- ----------- ----------
Net unrealized gain (loss) on
investments (470,508) (298,765) 1,801,581 8,434,187 5,457,168 2,688,958
---------- ---------- ---------- ----------- ----------- ----------
Net gain on investments 1,027,345 1,934,033 3,050,910 14,452,563 9,530,013 3,491,166
---------- ---------- ---------- ----------- ----------- ----------
Net increase in net assets
resulting from operations $1,153,337 $2,016,131 $3,126,795 $14,168,838 $ 9,419,013 $3,439,868
========== ========== ========== =========== =========== ==========
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION
---------------------------------------- -------------------------------------
1999 1998 1997 1999 1998 1997
---------- -------- -------- -------- -------- -------
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Dividend income $ 155,887 $163,318 $ 98,942 $ 41,846 $ 21,154 $ 9,219
Expenses:
Mortality and expense charges - VUL-95 (44,402) (38,993) (32,823) (1,503) (806) (219)
Mortality and expense charges - VGSP (25,313) (20,879) (15,095) (2,528) (1,194) (597)
Mortality and expense charges - VUL-100 (19,996) (15,142) (9,246) (9,469) (5,819) (2,776)
Mortality and expense charges - VUL-98 (1,027) (1) 0 (1,934) (4) 0
Mortality and expense charges - JSVUL-98 (102) (2) 0 (4) 0 0
---------- -------- -------- -------- -------- -------
Total expenses (90,840) (75,017) (57,164) (15,438) (7,823) (3,592)
---------- -------- -------- -------- -------- -------
Net investment income 65,047 88,301 41,778 26,408 13,331 5,627
---------- -------- -------- -------- -------- -------
Net realized gain on investments:
Realized gain from distributions 251,431 481,359 392,769 53,005 63,464 23,126
Realized gain on sales 344,512 205,251 73,551 31,755 11,108 10,620
---------- -------- -------- -------- -------- -------
Net realized gain on investments: 595,943 686,610 466,320 84,760 74,572 33,746
---------- -------- -------- -------- -------- -------
Net unrealized gain on investments:
Unrealized gain on investments,
beginning of period 898,037 701,980 639,437 93,508 54,259 19,793
Unrealized gain on investments,
end of period 4,550,473 898,037 701,980 178,795 93,508 54,259
---------- -------- -------- -------- -------- -------
Net unrealized gain on investments 3,652,436 196,057 62,543 85,287 39,249 34,466
---------- -------- -------- -------- -------- -------
Net gain on investments 4,248,379 882,667 528,863 170,047 113,821 68,212
---------- -------- -------- -------- -------- -------
Net increase in net assets
resulting from operations $4,313,426 $970,968 $570,641 $196,455 $127,152 $73,839
========== ======== ======== ======== ======== =======
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
HIGH INCOME WORLDWIDE HARD ASSETS
FUND DIVISION FUND DIVISION<F*>
-------------------------------------- --------------------------------------
1999 1998 1997 1999 1998 1997
--------- --------- -------- --------- --------- --------
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Dividend income $ 282,249 $ 162,896 $ 91,441 $ 3,217 $ 1,564 $ 3,388
Expenses:
Mortality and expense charges - VUL-95 (2,058) (2,432) (2,255) (722) (759) (754)
Mortality and expense charges - VGSP (6,873) (7,426) (4,993) (316) (180) (186)
Mortality and expense charges - VUL-100 (19,402) (10,806) (6,583) (1,242) (1,123) (917)
Mortality and expense charges - VUL-98 (938) (3) 0 (23) 0 0
Mortality and expense charges - JSVUL-98 (284) (2) 0 0 0 0
--------- --------- -------- --------- --------- --------
Total expenses (29,555) (20,669) (13,831) (2,303) (2,062) (1,857)
--------- --------- -------- --------- --------- --------
Net investment income (expense) 252,694 142,227 77,610 914 (498) 1,531
--------- --------- -------- --------- --------- --------
Net realized gain (loss) on investments:
Realized gain from distributions 10,551 103,507 11,302 0 38,415 4,590
Realized gain (loss) on sales (195,235) 17,158 17,736 (40,905) (23,214) (1,380)
--------- --------- -------- --------- --------- --------
Net realized gain (loss) on investments: (184,684) 120,665 29,038 (40,905) 15,201 3,210
--------- --------- -------- --------- --------- --------
Net unrealized gain (loss) on investments:
Unrealized gain (loss) on investments,
beginning of period (198,858) 220,773 57,062 (115,608) (10,760) 3,346
Unrealized gain (loss) on investments,
end of period (27,408) (198,858) 220,773 (28,094) (115,608) (10,760)
--------- --------- -------- --------- --------- --------
Net unrealized gain (loss) on
investments 171,450 (419,631) 163,711 87,514 (104,848) (14,106)
--------- --------- -------- --------- --------- --------
Net gain (loss) on investments (13,234) (298,966) 192,749 46,609 (89,647) (10,896)
--------- --------- -------- --------- --------- --------
Net increase (decrease) in net assets
resulting from operations $ 239,460 $(156,739) $270,359 $ 47,523 $ (90,145) $ (9,365)
========= ========= ======== ========= ========= ========
<FN>
<F*>This fund was formerly known as the Gold & Natural Resources Fund.
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
PERIOD AND YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
WORLDWIDE
EMERGING MARKETS MULTI-STYLE EQUITY
FUND DIVISION FUND DIVISION<F**>
------------------- -------------------------------------
1999 1998<F*> 1999 1998 1997
-------- -------- ---------- ---------- -------
<S> <C> <C> <C> <C> <C>
Investment income $ 0 $ 0 $ 104,649 $ 34,444 $ 599
Expenses:
Mortality and expense charges - VUL-95 (32) 0 (3,542) (344) 0
Mortality and expense charges - VGSP (88) 0 (65,628) (27,236) (996)
Mortality and expense charges - VUL-100 (340) 0 (3,741) (164) 0
Mortality and expense charges - Russell VUL 0 0 (19,658) (12,992) (1,582)
Mortality and expense charges - VUL-98 (115) (2) (1,847) (20) 0
Mortality and expense charges - JSVUL-98 (8) 0 (282) (4) 0
------- ----- ---------- ---------- -------
Total expenses (583) (2) (94,698) (40,760) (2,578)
------- ----- ---------- ---------- -------
Net investment income (expense) (583) (2) 9,951 (6,316) (1,979)
------- ----- ---------- ---------- -------
Net realized gain on investments:
Realized gain from distributions 0 0 1,357,954 72,664 0
Realized gain (loss) on sales 29,159 0 281,283 66,462 5,224
------- ----- ---------- ---------- -------
Net realized gain on investments: 29,159 0 1,639,237 139,126 5,224
------- ----- ---------- ---------- -------
Net unrealized gain (loss) on investments:
Unrealized gain on investments,
beginning of period 143 0 1,504,566 1,553 0
Unrealized gain (loss) on investments,
end of period 44,010 143 2,118,228 1,504,566 1,553
------- ----- ---------- ---------- -------
Net unrealized gain (loss) on investments 43,867 143 613,662 1,503,013 1,553
------- ----- ---------- ---------- -------
Net gain (loss) on investments 73,026 143 2,252,899 1,642,139 6,777
------- ----- ---------- ---------- -------
Net increase (decrease) in net assets
resulting from operations $72,443 $ 141 $2,262,850 $1,635,823 $ 4,798
======= ===== ========== ========== =======
<FN>
<F*>The Worldwide Emerging Markets Fund began operations on September 15, 1998.
<F**>The Multi-Style Equity Fund and the Core Bond Fund began operations on January 2, 1997. (continued)
See accompanying notes to the financial statements.
<PAGE>
<CAPTION>
CORE BOND
FUND DIVISION<F**>
----------------------------------
1999 1998 1997
--------- -------- -------
<S> <C> <C> <C>
Investment income $ 476,170 $157,233 $ 2,483
Expenses:
Mortality and expense charges - VUL-95 (500) (84) 0
Mortality and expense charges - VGSP (36,113) (17,465) (408)
Mortality and expense charges - VUL-100 (1,424) (20) 0
Mortality and expense charges - Russell VUL (8,800) (6,579) (1,146)
Mortality and expense charges - VUL-98 (1,426) (2) 0
Mortality and expense charges - JSVUL-98 (118) (2) 0
--------- -------- -------
Total expenses (48,381) (24,152) (1,554)
--------- -------- -------
Net investment income (expense) 427,789 133,081 929
--------- -------- -------
Net realized gain on investments:
Realized gain from distributions 292,845 8,034 0
Realized gain (loss) on sales (62,678) 27,645 705
--------- -------- -------
Net realized gain on investments: 230,167 35,679 705
--------- -------- -------
Net unrealized gain (loss) on investments:
Unrealized gain on investments,
beginning of period 99,544 27,482 0
Unrealized gain (loss) on investments,
end of period (651,116) 99,544 27,482
--------- -------- -------
Net unrealized gain (loss) on investments (750,660) 72,062 27,482
--------- -------- -------
Net gain (loss) on investments (520,493) 107,741 28,187
--------- -------- -------
Net increase (decrease) in net assets
resulting from operations $ (92,704) $240,822 $29,116
========= ======== =======
<FN>
<F**>The Multi-Style Equity Fund and the Core Bond Fund began operations on January 2, 1997. (continued)
See accompanying notes to the financial statements.
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
AGGRESSIVE EQUITY NON-US
FUND DIVISION<F*> FUND DIVISION<F*>
----------------------------------- --------------------------------------
1999 1998 1997 1999 1998 1997
-------- -------- ------- ---------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Dividend income $ 13,632 $ 3,204 $ 23 $ 75,751 $ 18,758 $ 0
Expenses:
Mortality and expense charges - VUL-95 (1,191) (233) 0 (1,218) (207) 0
Mortality and expense charges - VGSP (15,730) (9,648) (505) (16,258) (9,418) (496)
Mortality and expense charges - VUL-100 (891) (47) 0 (1,045) (21) 0
Mortality and expense charges -
Russell VUL (6,519) (5,729) (682) (5,664) (3,734) (649)
Mortality and expense charges - VUL-98 (1,111) (18) 0 (458) (3) 0
Mortality and expense charges - JSVUL-98 (84) 0 0 (98) (2) 0
-------- -------- ------- ---------- -------- --------
Total expenses (25,526) (15,675) (1,187) (24,741) (13,385) (1,145)
-------- -------- ------- ---------- -------- --------
Net investment income (expense) (11,894) (12,471) (1,164) 51,010 5,373 (1,145)
-------- -------- ------- ---------- -------- --------
Net realized gain (loss) on investments:
Realized gain from distributions 21,933 103,600 0 104,370 5,331 0
Realized gain (loss) on sales (47,751) (61,039) 2,158 109,735 (18,787) 78
-------- -------- ------- ---------- -------- --------
Net realized gain (loss) on
investments: (25,818) 42,561 2,158 214,105 (13,456) 78
-------- -------- ------- ---------- -------- --------
Net unrealized gain (loss) on investments:
Unrealized gain (loss) on investments,
beginning of period (22,415) 23,627 0 160,666 (57,317) 0
Unrealized gain (loss) on investments,
end of period 318,975 (22,415) 23,627 1,132,570 160,666 (57,317)
-------- -------- ------- ---------- -------- --------
Net unrealized gain (loss) on
investments 341,390 (46,042) 23,627 971,904 217,983 (57,317)
-------- -------- ------- ---------- -------- --------
Net gain (loss) on investments 315,572 (3,481) 25,785 1,186,009 204,527 (57,239)
-------- -------- ------- ---------- -------- --------
Net increase (decrease) in net assets
resulting from operations $303,678 $(15,952) $24,621 $1,237,019 $209,900 $(58,384)
======== ======== ======= ========== ======== ========
<FN>
<F*>The Aggressive Equity Fund and the Non-US Fund began operations on January 2, 1997.
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1999, AND 1998
<CAPTION>
INCOME & GROWTH INTERNATIONAL VALUE
FUND DIVISION FUND DIVISION FUND DIVISION
--------------------- ---------------------- ----------------------
1999 1998<F*> 1999 1998<F*> 1999 1998<F*>
------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Dividend income $ 8 $ 35 $ 0 $ 0 $ 48 $ 0
Expenses:
Mortality and expense charges - VUL-95 (39) 0 (12) 0 0 0
Mortality and expense charges - VGSP (31) 0 (92) 0 (22) 0
Mortality and expense charges - VUL-100 (680) 0 (389) 0 (305) 0
Mortality and expense charges - VUL-98 (1,556) (3) (475) 0 (208) (1)
Mortality and expense charges - JSVUL-98 (58) 0 (21) 0 (6) 0
------- ----- -------- ----- -------- -----
Total expenses (2,364) (3) (989) 0 (541) (1)
------- ----- -------- ----- -------- -----
Net investment income (expense) (2,356) 32 (989) 0 (493) (1)
------- ----- -------- ----- -------- -----
Net realized gain on investments:
Realized gain from distributions 0 0 0 0 450 0
Realized gain (loss) on sales 34,901 12 49,932 5 (14,864) 0
------- ----- -------- ----- -------- -----
Net realized gain (loss) on investments: 34,901 12 49,932 5 (14,414) 0
------- ----- -------- ----- -------- -----
Net unrealized gain on investments:
Unrealized gain on investments,
beginning of period 471 0 45 0 85 0
Unrealized gain on investments,
end of period 43,675 471 120,672 45 1,835 85
------- ----- -------- ----- -------- -----
Net unrealized gain on investments 43,204 471 120,627 45 1,750 85
------- ----- -------- ----- -------- -----
Net gain (loss) on investments 78,105 483 170,559 50 (12,664) 85
------- ----- -------- ----- -------- -----
Net increase (decrease) in net assets
resulting from operations $75,749 $ 515 $169,570 $ 50 $(13,157) $ 84
======= ===== ======== ===== ======== =====
<FN>
<F*>The Income & Growth Fund, International Fund, and Value Fund began operations on September 15, 1998. (continued)
See accompanying notes to the financial statements.
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1999, AND 1998
<CAPTION>
BOND PORTFOLIO SMALL COMPANY
FUND DIVISION FUND DIVISION
--------------------- ----------------------
1999 1998<F*> 1999 1998<F*>
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Investment income:
Dividend income $ 2,328 $ 0 $ 104 $ 4
Expenses:
Mortality and expense charges - VUL-95 (15) 0 (36) 0
Mortality and expense charges - VGSP (20) 0 (91) 0
Mortality and expense charges - VUL-100 (8) 0 (32) 0
Mortality and expense charges - VUL-98 (171) (1) (519) (4)
Mortality and expense charges - JSVUL-98 (7) 0 (53) 0
------- ----- -------- -----
Total expenses (221) (1) (731) (4)
------- ----- -------- -----
Net investment income (expense) 2,107 (1) (627) 0
------- ----- -------- -----
Net realized gain (loss) on investments:
Realized gain from distributions 40 0 11,337 71
Realized gain (loss) on sales (262) 0 4,540 9
------- ----- -------- -----
Net realized gain (loss) on investments: (222) 0 15,877 80
------- ----- -------- -----
Net unrealized gain (loss) on investments:
Unrealized gain on investments,
beginning of period 3 0 187 0
Unrealized gain (loss) on investments,
end of period (2,015) 3 96,610 187
------- ----- -------- -----
Net unrealized gain (loss) on investments (2,018) 3 96,423 187
------- ----- -------- -----
Net gain (loss) on investments (2,240) 3 112,300 267
------- ----- -------- -----
Net increase (decrease) in net assets
resulting from operations $ (133) $ 2 $111,673 $ 267
======= ===== ======== =====
<FN>
<F*>The Bond Portfolio Fund and Small Company Portfolio Fund began operations on September 15, 1998.
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION FUND DIVISION
----------------------------------------- --------------------------------------
1999 1998 1997 1999 1998 1997
----------- ----------- ----------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment expense $ (404,761) $ (246,025) $ (125,228) $ (60,049) $ (45,604) $ (36,015)
Net realized gain on investments 6,020,806 3,142,731 2,484,096 548,377 435,619 73,476
Net unrealized gain (loss) on
investments 3,741,542 4,823,143 1,526,899 (108,747) (110,593) 183,867
----------- ----------- ----------- ---------- ---------- ----------
Net increase in net assets
resulting from operations 9,357,587 7,719,849 3,885,767 379,581 279,422 221,328
Net deposits into (deductions from)
Separate Account 8,977,500 14,119,467 2,209,424 2,797,074 (2,860,090) 932,501
----------- ----------- ----------- ---------- ---------- ----------
Increase (decrease) in net assets 18,335,087 21,839,316 6,095,191 3,176,655 (2,580,668) 1,153,829
Net assets, beginning of period 42,417,639 20,578,323 14,483,132 6,735,587 9,316,255 8,162,426
----------- ----------- ----------- ---------- ---------- ----------
Net assets, end of period $60,752,726 $42,417,639 $20,578,323 $9,912,242 $6,735,587 $9,316,255
=========== =========== =========== ========== ========== ==========
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
--------------------------------------- --------------------------------------
1999 1998 1997 1999 1998 1997
---------- ---------- ----------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment expense $ (49,087) $ (33,130) $ (22,907) $ (50,674) $ (40,187) $ (29,512)
Net realized gain (loss) on investments 357,632 271,592 (10,472) 472,578 700,721 346,937
Net unrealized gain (loss) on
investments (528,508) 63,834 250,471 (325,744) (48,504) 368,231
---------- ---------- ----------- ---------- ---------- ----------
Net increase in net assets
resulting from operations (219,963) 302,296 217,092 96,160 612,030 685,656
Net deposits into (deductions from)
Separate Account 1,249,584 1,356,281 (3,532,130) 761,498 679,065 779,803
---------- ---------- ----------- ---------- ---------- ----------
Increase (decrease) in net assets 1,029,621 1,658,577 (3,315,038) 857,658 1,291,095 1,465,459
Net assets, beginning of period 5,107,121 3,448,544 6,763,582 5,526,410 4,235,315 2,769,856
---------- ---------- ----------- ---------- ---------- ----------
Net assets, end of period $6,136,742 $5,107,121 $ 3,448,544 $6,384,068 $5,526,410 $4,235,315
========== ========== =========== ========== ========== ==========
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
ASSET ALLOCATION INTERNATIONAL INDEX
FUND DIVISION FUND DIVISION<F*>
----------------------------------------- ---------------------------------------
1999 1998 1997 1999 1998 1997
----------- ----------- ----------- ----------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment expense $ (130,807) $ (96,929) $ (80,244) $ (90,299) $ (75,098) $ (62,954)
Net realized gain on investments 1,091,284 1,376,431 507,259 460,726 341,655 357,331
Net unrealized gain (loss) on
investments 2,321,622 574,168 1,104,802 2,469,103 1,228,544 (199,315)
----------- ----------- ----------- ----------- ---------- ----------
Net increase in net assets
resulting from operations 3,282,099 1,853,670 1,531,817 2,839,530 1,495,101 95,062
Net deposits into
Separate Account 1,858,100 1,102,997 909,812 237,255 557,433 979,833
----------- ----------- ----------- ----------- ---------- ----------
Increase in net assets 5,140,199 2,956,667 2,441,629 3,076,785 2,052,534 1,074,895
Net assets, beginning of period 13,432,972 10,476,305 8,034,676 9,916,827 7,864,293 6,789,398
----------- ----------- ----------- ----------- ---------- ----------
Net assets, end of period $18,573,171 $13,432,972 $10,476,305 $12,993,612 $9,916,827 $7,864,293
=========== =========== =========== =========== ========== ==========
<FN>
<F*>This fund was formerly known as the International Equity Fund.
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
MID-CAP EQUITY SMALL-CAP EQUITY
FUND DIVISION<F*> FUND DIVISION
-------------------------------------- --------------------------------------
1999 1998 1997 1999 1998 1997<F**>
---------- ---------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment expense $ (57,427) $ (54,944) $ (40,537) $ (21,138) $ (14,676) $ (2,283)
Net realized gain (loss) on investments 256,018 401,831 451,508 (83,189) 45,675 150,417
Net unrealized gain (loss) on
investments 751,193 (580,273) 945,457 (25,587) (280,946) (133,375)
---------- ---------- ---------- ---------- ---------- ----------
Net increase (decrease) in net assets
resulting from operations 949,784 (233,386) 1,356,428 (129,914) (249,947) 14,759
Net deposits into (deductions from)
Separate Account 26,099 1,376,768 793,111 672,746 1,480,805 1,129,095
---------- ---------- ---------- ---------- ---------- ----------
Increase in net assets 975,883 1,143,382 2,149,539 542,832 1,230,858 1,143,854
Net assets, beginning of period 7,378,098 6,234,716 4,085,177 2,374,712 1,143,854 0
---------- ---------- ---------- ---------- ---------- ----------
Net assets, end of period $8,353,981 $7,378,098 $6,234,716 $2,917,544 $2,374,712 $1,143,854
========== ========== ========== ========== ========== ==========
<FN>
<F*>This fund was formerly known as the Special Equity Fund.
<F**>The Small-Cap Equity Fund began operations on May 1, 1997.
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
EQUITY INCOME GROWTH
FUND DIVISION FUND DIVISION
----------------------------------------- -----------------------------------------
1999 1998 1997 1999 1998 1997
----------- ----------- ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment income (expense) $ 125,992 $ 82,098 $ 75,885 $ (283,725) $ (111,000) $ (51,298)
Net realized gain on investments 1,497,853 2,232,798 1,249,329 6,018,376 4,072,845 802,208
Net unrealized gain (loss) on
investments (470,508) (298,765) 1,801,581 8,434,187 5,457,168 2,688,958
----------- ----------- ----------- ----------- ----------- -----------
Net increase in net assets
resulting from operations 1,153,337 2,016,131 3,126,795 14,168,838 9,419,013 3,439,868
Net deposits into
Separate Account 2,171,008 1,818,144 3,516,214 6,264,467 3,631,816 5,418,111
----------- ----------- ----------- ----------- ----------- -----------
Increase in net assets 3,324,345 3,834,275 6,643,009 20,433,305 13,050,829 8,857,979
Net assets, beginning of period 20,830,092 16,995,817 10,352,808 35,279,420 22,228,591 13,370,612
----------- ----------- ----------- ----------- ----------- -----------
Net assets, end of period $24,154,437 $20,830,092 $16,995,817 $55,712,725 $35,279,420 $22,228,591
=========== =========== =========== =========== =========== ===========
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION
--------------------------------------- ------------------------------------
1999 1998 1997 1999 1998 1997
----------- ---------- ---------- ---------- ---------- --------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment income $ 65,047 $ 88,301 $ 41,778 $ 26,408 $ 13,331 $ 5,627
Net realized gain on investments 595,943 686,610 466,320 84,760 74,572 33,746
Net unrealized gain on investments 3,652,436 196,057 62,543 85,287 39,249 34,466
----------- ---------- ---------- ---------- ---------- --------
Net increase in net assets
resulting from operations 4,313,426 970,968 570,641 196,455 127,152 73,839
Net deposits into
Separate Account 765,467 830,006 2,154,913 984,955 531,902 227,154
----------- ---------- ---------- ---------- ---------- --------
Increase in net assets 5,078,893 1,800,974 2,725,554 1,181,410 659,054 300,993
Net assets, beginning of period 9,972,458 8,171,484 5,445,930 1,236,511 577,457 276,464
----------- ---------- ---------- ---------- ---------- --------
Net assets, end of period $15,051,351 $9,972,458 $8,171,484 $2,417,921 $1,236,511 $577,457
=========== ========== ========== ========== ========== ========
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
HIGH INCOME WORLDWIDE HARD ASSETS
FUND DIVISION FUND DIVISION<F*>
-------------------------------------- --------------------------------
1999 1998 1997 1999 1998 1997
---------- ---------- ---------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment income (expense) $ 252,694 $ 142,227 $ 77,610 $ 914 $ (498) $ 1,531
Net realized gain (loss) on investments (184,684) 120,665 29,038 (40,905) 15,201 3,210
Net unrealized gain (loss) on
investments 171,450 (419,631) 163,711 87,514 (104,848) (14,106)
---------- ---------- ---------- -------- -------- --------
Net increase (decrease) in net assets
resulting from operations 239,460 (156,739) 270,359 47,523 (90,145) (9,365)
Net deposits into
Separate Account 1,146,113 970,866 711,529 47,731 41,428 92,851
---------- ---------- ---------- -------- -------- --------
Increase (decrease) in net assets 1,385,573 814,127 981,888 95,254 (48,717) 83,486
Net assets, beginning of period 2,987,046 2,172,919 1,191,031 221,088 269,805 186,319
---------- ---------- ---------- -------- -------- --------
Net assets, end of period $4,372,619 $2,987,046 $2,172,919 $316,342 $221,088 $269,805
========== ========== ========== ======== ======== ========
<FN>
<F*>This fund was formerly known as the Gold & Natural Rescources Fund.
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
WORLDWIDE
EMERGING MARKETS MULTI-STYLE EQUITY
FUND DIVISION FUND DIVISION<F**>
--------------------- ------------------------------------------
1999 1998<F*> 1999 1998 1997
-------- -------- ----------- ----------- ----------
<S> <C> <C> <C> <C> <C>
Operations:
Net investment income (expense) $ (583) $ (2) $ 9,951 $ (6,316) $ (1,979)
Net realized gain on investments 29,159 0 1,639,237 139,126 5,224
Net unrealized gain (loss) on investments 43,867 143 613,662 1,503,013 1,553
-------- ------ ----------- ----------- ----------
Net increase (decrease) in net assets
resulting from operations 72,443 141 2,262,850 1,635,823 4,798
Net deposits into
Separate Account 194,510 1,700 3,014,155 7,540,459 2,534,482
-------- ------ ----------- ----------- ----------
Increase in net assets 266,953 1,841 5,277,005 9,176,282 2,539,280
Net assets, beginning of period 1,841 0 11,715,562 2,539,280 0
-------- ------ ----------- ----------- ----------
Net assets, end of period $268,794 $1,841 $16,992,567 $11,715,562 $2,539,280
======== ====== =========== =========== ==========
<CAPTION>
CORE BOND
FUND DIVISION<F**>
--------------------------------------
1999 1998 1997
---------- ---------- ----------
<S> <C> <C> <C>
Operations:
Net investment income (expense) $ 427,789 $ 133,081 $ 929
Net realized gain on investments 230,167 35,679 705
Net unrealized gain (loss) on investments (750,660) 72,062 27,482
---------- ---------- ----------
Net increase (decrease) in net assets
resulting from operations (92,704) 240,822 29,116
Net deposits into
Separate Account 3,244,804 5,262,341 1,125,291
---------- ---------- ----------
Increase in net assets 3,152,100 5,503,163 1,154,407
Net assets, beginning of period 6,657,570 1,154,407 0
---------- ---------- ----------
Net assets, end of period $9,809,670 $6,657,570 $1,154,407
========== ========== ==========
<FN>
<F*>The Worldwide Emerging Markets Fund Fund began operations on September 15,1998.
<F**>The Multi-Style Equity Fund, and Core Bond Fund began operations on January 2, 1997.
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
AGGRESSIVE EQUITY NON-US
FUND DIVISION<F*> FUND DIVISION<F*>
-------------------------------------- ------------------------------------
1999 1998 1997 1999 1998 1997
---------- ---------- ---------- ---------- ---------- --------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment income (expense) $ (11,894) $ (12,471) $ (1,164) $ 51,010 $ 5,373 $ (1,145)
Net realized gain (loss) on investments (25,818) 42,561 2,158 214,105 (13,456) 78
Net unrealized gain (loss) on investments 341,390 (46,042) 23,627 971,904 217,983 (57,317)
---------- ---------- ---------- ---------- ---------- --------
Net increase (decrease) in net assets
resulting from operations 303,678 (15,952) 24,621 1,237,019 209,900 (58,384)
Net deposits into
Separate Account 607,124 2,627,723 1,320,804 349,703 2,418,138 842,227
---------- ---------- ---------- ---------- ---------- --------
Increase in net assets 910,802 2,611,771 1,345,425 1,586,722 2,628,038 783,843
Net assets, beginning of period 3,957,196 1,345,425 0 3,411,881 783,843 0
---------- ---------- ---------- ---------- ---------- --------
Net assets, end of period $4,867,998 $3,957,196 $1,345,425 $4,998,603 $3,411,881 $783,843
========== ========== ========== ========== ========== ========
<FN>
<F*>The Aggressive Equity Fund and Non-U.S. Fund began operations on January 2, 1997.
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1999, AND 1998
<CAPTION>
INCOME & GROWTH INTERNATIONAL VALUE
FUND DIVISION FUND DIVISION FUND DIVISION
--------------------- --------------------- ---------------------
1999 1998<F*> 1999 1998<F*> 1999 1998<F*>
-------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment income (expense) $ (2,356) $ 32 $ (989) $ 0 $ (493) $ (1)
Net realized gain (loss) on investments 34,901 12 49,932 5 (14,414) 0
Net unrealized gain on investments 43,204 471 120,627 45 1,750 85
-------- ------ -------- ---- -------- ------
Net increase (decrease) in net assets
resulting from operations 75,749 515 169,570 50 (13,157) 84
Net deposits into
Separate Account 652,207 6,845 433,721 853 106,165 3,786
-------- ------ -------- ---- -------- ------
Increase in net assets 727,956 7,360 603,291 903 93,008 3,870
Net assets, beginning of period 7,360 0 903 0 3,870 0
-------- ------ -------- ---- -------- ------
Net assets, end of period $735,316 $7,360 $604,194 $903 $ 96,878 $3,870
======== ====== ======== ==== ======== ======
<FN>
<F*>The Income & Growth Fund, International Fund, and Value Fund began operations on September 15, 1998.
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1999, AND 1998
<CAPTION>
BOND PORTFOLIO SMALL COMPANY
FUND DIVISION FUND DIVISION
-------------------- ---------------------
1999 1998<F*> 1999 1998<F*>
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Operations:
Net investment income (expense) $ 2,107 $ (1) $ (627) $ 0
Net realized gain (loss) on investments (222) 0 15,877 80
Net unrealized gain (loss) on investments (2,018) 3 96,423 187
-------- ------ -------- ------
Net increase (decrease) in net assets
resulting from operations (133) 2 111,673 267
Net deposits into
Separate Account 138,293 3,299 482,575 2,922
-------- ------ -------- ------
Increase in net assets 138,160 3,301 594,248 3,189
Net assets, beginning of period 3,301 0 3,189 0
-------- ------ -------- ------
Net assets, end of period $141,461 $3,301 $597,437 $3,189
======== ====== ======== ======
<FN>
<F*>The Bond Portfolio Fund and Small Company Fund began operations on September 15, 1998.
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1999
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 six products: Variable Universal Life
(VUL-95), Variable General Select Plus (VGSP), Variable Universal Life
(VUL-100), Russell Variable Universal Life (Russell VUL) Variable
Universal Life (VUL-98), and Joint and Survivor Universal Life (JSVUL-98)
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 twenty-four Divisions. Each Division invests exclusively in shares
of a single Fund of either General American Capital Company, Variable
Insurance Products Fund, Variable Insurance Products Fund II, Van Eck
Worldwide Insurance Trust, Russell Insurance Funds, American Century
Variable Portfolios, Inc. or J.P. Morgan Series Trust II 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 Index (formerly International
Equity), Mid-Cap Equity (formerly Special Equity), and the Small-Cap
Equity Fund Divisions. The Funds of the Variable Insurance Products
Fund, managed by Fidelity Management & Research Company, are the Equity
Income, Growth, Overseas, and the High Income Fund Divisions. The Funds
of the Variable Insurance Products Fund II, managed by Fidelity
Management and Research Company is the Asset Manager Fund. The Funds of
the Van Eck Worldwide Insurance Trust, managed by Van Eck Associates
Corporation, are the Worldwide Hard Assets Fund, formerly known as the
Gold and Natural Resources Fund and the Worldwide Emerging Markets Fund
Divisions. The Funds of the Russell Variable Insurance Product, managed
by Frank Russell Investment Management Company are the Multi-style
Equity, Core Bond, Aggressive Equity, and Non-US Fund Divisions. The
Funds of the American Century Variable Portfolios, Inc. managed by
American Century Investments are the Income & Growth, International, and
Value Fund Divisions. The Funds of the J.P. Morgan Trust II, managed by
J.P. Morgan Investment Management, Inc. are the Bond Portfolio and Small
Company Portfolio 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.
On January 6, 2000, Metropolitan Life Insurance Company (Metlife),
headquartered in New York City, purchased 100% of GenAmerica Corporation
(the Company) for $1.2 billion in cash. The acquisition was a result of
liquidity problems encountered by the Company's wholly-owned subsidiary
General American Life Insurance Company (General American) during 1999.
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 twenty-four 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, Variable Insurance Products Fund, Variable
Insurance Products Fund II, Van Eck Worldwide Insurance Trust,
Russell Insurance Funds, American Century Portfolios, and J.P.
Morgan Series Trust II. 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.
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.
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1999
C. Distribution of Income and Realized Capital Gains
General American Capital Company follows the federal income tax
practice known as consent dividending, whereby substantially all
of its net investment income and realized gains are deemed to be
passed through to the Separate Account. As a result, General
American Capital Company does not pay any dividends or capital
gain distributions. During December of each year, accumulated
investment income and capital gains of the underlying Capital
Company Fund are allocated to the Separate Account by increasing
the cost basis and recognizing a capital gain in the Separate
Account. The Variable Insurance Products Fund, Variable Insurance
Products Fund II, Van Eck Worldwide Insurance Trust, Russell
Insurance Funds, American Century Variable Portfolios, and J.P.
Morgan Series Trust II intend to pay out all of their 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.
D. Use of Estimates
The preparation of financial statements in conformity with
generally accepted accounting principles requires management to
make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the
reported amounts of increase and decrease in net assets from
operations during the period. Actual results could differ from
those estimates.
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.
A maximum sales charge of 5% in years one through ten and a
maximum 2.25% thereafter based on initial deposit is deducted from
each Russell VUL premium paid. A sales charge equal to 15% up to
the target premium and 5% on the excess in the first policy year
is deducted from each VUL-98 and JSVUL-98 premium paid. The sales
charge is 5% on all premiums in policy years two to ten, and 2%
on all premiums in policy years eleven or later. This charge is
deducted to partially reimburse General American for expenses
incurred in distributing the policy and any additional benefits
provided by rider. No sales charge is deducted from VUL-100
premiums.
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, 2.5% of each VGSP premium, 2.10% of each VUL-100 premium,
2.5% of each Russell VUL premium, and the actual tax rate for VUL-98
and JSVUL-98 is made from each premium payment for these taxes.
In addition, a 1.25% deduction is taken from VUL-100 premiums and
a 1.3% deduction is taken from VUL-98 and JSVUL-98 to cover the
company's Federal income tax costs attributable to the amount of
premium received.
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.
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1999
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 and Russell VUL contracts. The charge is $13 per
month during the first 12 policy months and $6 per month
thereafter for VUL-100 contracts. The charge is $25 per month in
the first policy year and $6 per month in each subsequent policy
year for VUL-98 and JSVUL-98 contracts.
Insurance Underwriting and Acquisition Expense Charge: An
------------------------------------------------------
additional administrative charge is deducted from the 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. For VUL-100, the
charge during the first 12 policy months is $0.16 per month
multiplied by the face amount divided by 1,000, and in all policy
years thereafter, the charge is $0.01 per month multiplied by the
face amount divided by 1,000. For VUL-98 and JSVUL-98, there is a
charge per $1,000 of face amount, determined by age, sex, and
smoker class, payable for ten years following the policy issue or
an increase in the face amount.
Cost of Insurance: The cost of insurance is deducted on each
------------------
monthly anniversary date for the following policy month. Because
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 for VUL-95, VGSP, and Russell VUL, and the first fifteen
years for VUL-100, 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. For VUL-98 and JSVUL-
98, the charge is bases on the annual target premium, rather than
the premiums actually received by General American.
Mortality and Expense Charge: In addition to the above charges, a
-----------------------------
daily charge is made at the separate account level 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, .0019111% for VGSP, .002455% for VUL-100,
.001366% for Russell VUL, and .0015027% for VUL-98 and JSVUL-98 of
the net assets of each division of the Separate Account, which equals
an annual rate of .85%, .70%, .90%, .50%, .55%, and .55% for VUL-95,
VGSP, VUL-100, Russell VUL, VUL 98, and JSVUL-98, respectively.
VUL-95, VGSP, VUL-100, Russell VUL, VUL-98, and JSVUL-98 mortality
and expense charges for 1999 were $583,872, $528,396, $524,079,
$40,641, $54,323, and $5,931 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.
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1999
NOTE 4 - INVESTMENT OBJECTIVES, MANAGER CHANGES AND NEW DIVISIONS
Effective April 30, 1998, the four divisions of the Frank Russell funds
became available for Variable Universal Life (VUL-95) and Variable
Universal Life (VUL 100).
On September 15, 1998, six new divisions and two new products - VUL-98
and JSVUL-98 were added to Separate Account Eleven. Three of the new
divisions are the Income & Growth Fund, the International Fund, and the
Value Fund. The underlying funds in these divisions are offered by
American Century Variable Portfolios and managed by American Century
Investments. Two of the new divisions are the Bond Portfolio Fund and
the Small Company Portfolio Fund. The underlying funds in these
divisions are offered by J.P. Morgan Trust II and managed by J.P. Morgan
Investment Management, Inc. The Worldwide Emerging Markets Fund
Division is offered by Van Eck World Wide Insurance Trust and managed by
Van Eck Associates Corporation. The investment objectives of each of
these new divisions are as follows:
Income & Growth Fund - To provide dividend growth, current income and
- --------------------
capital appreciation by investing in common stocks.
International Fund - To provide capital growth by investing primarily in
- ------------------
an internationally diversified portfolio of common stocks that are
considered by management to have prospects for appreciation.
Value Fund - To provide long-term capital growth by investing in
- ----------
securities that management believes to be undervalued at the time of
purchase.
Bond Portfolio Fund - To provide a high total return consistent with
- -------------------
moderate risk of capital and maintenance of liquidity.
Small Company Portfolio Fund - To provide a high total return from a
- ----------------------------
portfolio of equity securities of small companies.
Worldwide Emerging Markets Fund - To provide long-term capital
- -------------------------------
appreciation by investing primarily in equity securities in emerging
markets around the world.
Effective April 30, 1999, the three divisions of the American Century
funds, the two divisions of the J. P. Morgan funds, and the Worldwide
Emerging Markets Division offered by Van Eck Associates became available
for Variable Universal Life (VUL-95), Variable General Select Plus
(VGSP), and Variable Universal Life (VUL-100).
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1999
NOTE 5 - PURCHASES AND SALES
During the year ended December 31, 1999, purchases including net
realized gain and income from distribution and proceeds from sales of
General American Capital Company shares were as follows:
<TABLE>
<CAPTION>
S & P 500 MONEY BOND MANAGED ASSET INTERNATIONAL MID-CAP SMALL-CAP
INDEX MARKET INDEX EQUITY ALLOCATION INDEX EQUITY EQUITY
FUND FUND FUND FUND FUND FUND FUND FUND
----------- ----------- ---------- ---------- ---------- ------------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Purchases $17,996,914 $20,864,176 $2,462,394 $1,821,337 $4,740,174 $1,395,034 $1,564,641 $1,455,784
=========== =========== ========== ========== ========== ========== ========== ==========
Sales $ 5,552,782 $17,520,562 $ 896,592 $ 809,643 $2,550,835 $1,076,698 $1,568,690 $ 678,628
=========== =========== ========== ========== ========== ========== ========== ==========
</TABLE>
During the year ended December 31, 1999, purchases (including dividend
reinvestment) and proceeds from sales of Variable Insurance Products
Fund Shares were as follows:
<TABLE>
<CAPTION>
EQUITY INCOME GROWTH OVERSEAS HIGH INCOME
FUND FUND FUND FUND
------------- ----------- ---------- -----------
<S> <C> <C> <C> <C>
Purchases $5,903,602 $13,832,577 $2,346,334 $3,304,883
========== =========== ========== ==========
Sales $2,961,663 $ 3,848,234 $1,263,050 $1,892,920
========== =========== ========== ==========
</TABLE>
During the year ended December 31, 1999, purchases (including dividend
reinvestment) and proceeds from sales of Variable Insurance Products
Fund II shares were as follows:
<TABLE>
<CAPTION>
ASSET MANAGER
FUND
-------------
<S> <C>
Purchases $1,731,627
==========
Sales $ 664,603
==========
</TABLE>
During the year ended December 31, 1999, purchases (including dividend
reinvestment) and proceeds from sales of Van Eck Worldwide Insurance
Trust shares were as follows:
<TABLE>
<CAPTION>
WORLDWIDE WORLDWIDE
HARD ASSETS EMERGING
FUND MARKETS FUND
----------- ------------
<S> <C> <C>
Purchases $122,599 $529,983
======== ========
Sales $ 72,844 $344,809
======== ========
</TABLE>
During the year ended December 31, 1999, purchases (including dividend
reinvestment) and proceeds from sales of Russell Insurance Funds shares
were as follows:
<TABLE>
<CAPTION>
MULTI-STYLE CORE BOND AGGRESSIVE NON-US
EQUITY FUND FUND EQUITY FUND FUND
----------- ---------- ----------- ----------
<S> <C> <C> <C> <C>
Purchases $6,023,787 $5,542,508 $1,238,176 $1,216,509
========== ========== ========== ==========
Sales $1,281,297 $1,342,535 $ 630,824 $ 703,797
========== ========== ========== ==========
</TABLE>
<PAGE>
<PAGE>
During the period ended December 31, 1999, purchases (including dividend
reinvestment) and proceeds from sales of American Century Variable
Portfolios shares were as follows:
<TABLE>
<CAPTION>
INCOME & INTERNATIONAL
GROWTH FUND FUND VALUE FUND
----------- ------------- ----------
<S> <C> <C> <C>
Purchases $1,164,782 $792,441 $399,886
========== ======== ========
Sales $ 514,040 $359,568 $293,873
========== ======== ========
</TABLE>
During the period ended December 31, 1999, purchases (including dividend
reinvestment) and proceeds from sales of J.P. Morgan Series Trust II
shares were as follows:
<TABLE>
<CAPTION>
SMALL
BOND PORTFOLIO COMPANY
FUND PORTFOLIO FUND
-------------- --------------
<S> <C> <C>
Purchases $154,493 $541,150
======== ========
Sales $ 14,002 $ 49,236
======== ========
</TABLE>
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999, 1998, and 1997:
<TABLE>
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION FUND DIVISION
----------------------------------- ---------------------------------------
1999 1998 1997 1999 1998 1997
-------- ------- -------- -------- ---------- --------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life - 95:
Deposits 40,318 53,610 70,404 56,074 63,693 98,719
Withdrawals (51,800) (44,959) (29,686) (31,779) (66,600) (110,821)
Outstanding units, beginning of year 244,956 236,305 195,587 43,796 46,703 58,805
-------- ------- -------- -------- ---------- --------
Outstanding units, end of year 233,474 244,956 236,305 68,091 43,796 46,703
======== ======= ======== ======== ========== ========
Variable General Select Plus:
Deposits 143,955 313,540 146,632 636,987 1,380,901 942,448
Withdrawals (105,975) (55,730) (305,772) (500,114) (1,744,430) (900,950)
Outstanding units, beginning of year 506,304 248,494 407,634 172,324 535,853 494,355
-------- ------- -------- -------- ---------- --------
Outstanding units, end of year 544,284 506,304 248,494 309,197 172,324 535,853
======== ======= ======== ======== ========== ========
Variable Universal Life - 100:
Deposits 195,193 384,015 212,106 343,675 825,392 738,912
Withdrawals (130,533) (89,826) (41,462) (400,299) (824,924) (707,676)
Outstanding units, beginning of year 587,054 292,865 122,221 166,596 166,128 134,892
-------- ------- -------- -------- ---------- --------
Outstanding units, end of year 651,714 587,054 292,865 109,972 166,596 166,128
======== ======= ======== ======== ========== ========
Russell Variable Universal Life:<F*>
Deposits 0 36,281 435,785
Withdrawals 0 (44,828) (427,238)
Outstanding units, beginning of year 0 8,547 0
-------- ---------- --------
Outstanding units, end of year 0 0 8,547
======== ========== ========
<FN>
<F*>The Russell Variable Universal Life product was introduced in 1997, and the first deposit was received
on May 6, 1997. (continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999, and 1998:
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION FUND DIVISION
---------------------- --------------------------
1999 1998 1999 1998
------- ------ ---------- -------
<S> <C> <C> <C> <C>
Variable Universal Life - 98:<F*>
Deposits 493,771 12,188 1,665,714 190,317
Withdrawals (59,617) (256) (1,553,256) (40,880)
Outstanding units, beginning of year 11,932 0 149,437 0
------- ------ ---------- -------
Outstanding units, end of year 446,086 11,932 261,895 149,437
======= ====== ========== =======
Joint and Survivor Variable Universal Life - 98:<F*>
Deposits 93,119 105 206,783 27,427
Withdrawals (23,926) (2) (195,215) (3,565)
Outstanding units, beginning of year 103 0 23,862 0
------- ------ ---------- -------
Outstanding units, end of year 69,296 103 35,430 23,862
======= ====== ========== =======
<FN>
<F*>The Variable Universal Life 98 and Joint And Survivor Variable Universal Life products were introduced in 1998,
and the first deposits were received on September 29, 1998 and October 14, 1998, respectively. (continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY, (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999, 1998, and 1997:
<CAPTION>
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
----------------------------------- ---------------------------------
1999 1998 1997 1999 1998 1997
------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life - 95:
Deposits 19,306 25,406 45,996 12,253 16,942 20,213
Withdrawals (14,321) (12,912) (19,985) (14,768) (13,618) (19,170)
Outstanding units, beginning of year 109,948 97,454 71,443 96,034 92,710 91,667
------- ------- ------- ------- ------- -------
Outstanding units, end of year 114,933 109,948 97,454 93,519 96,034 92,710
======= ======= ======= ======= ======= =======
Variable General Select Plus:
Deposits 23,730 29,830 26,599 11,280 12,156 22,411
Withdrawals (9,825) (9,429) (398,540) (6,022) (8,587) (10,526)
Outstanding units, beginning of year 70,801 50,400 422,341 41,050 37,481 25,596
------- ------- -------- ------- ------- -------
Outstanding units, end of year 84,706 70,801 50,400 46,308 41,050 37,481
======= ======= ======== ======= ======= =======
Variable Universal Life - 100:
Deposits 63,648 84,402 38,781 34,949 40,129 38,918
Withdrawals (30,779) (26,455) (8,471) (16,792) (15,741) (8,793)
Outstanding units, beginning of year 113,583 55,636 25,326 68,790 44,402 14,277
------- ------- -------- ------- ------- -------
Outstanding units, end of year 146,452 113,583 55,636 86,947 68,790 44,402
======= ======= ======== ======= ======= =======
(continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999, and 1998:
<CAPTION>
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
------------------- -------------------
1999 1998 1999 1998
------- ---- ------ ----
<S> <C> <C> <C> <C>
Variable Universal Life - 98:<F*>
Deposits 65,154 558 23,377 727
Withdrawals (23,294) (5) (2,443) (13)
Outstanding units, beginning of year 553 0 714 0
------- --- ------ ---
Outstanding units, end of year 42,413 553 21,648 714
======= === ====== ===
Joint and Survivor Variable Universal Life - 98:<F*>
Deposits 6,676 88 3,213 0
Withdrawals (270) (2) (169) 0
Outstanding units, beginning of year 86 0 0 0
------- --- ------ ---
Outstanding units, end of year 6,492 86 3,044 0
======= === ====== ===
<FN>
<F*>The Variable Universal Life 98 and Joint And Survivor Variable Universal Life products
were introduced in 1998, and the first deposits were received on September 29, 1998 and
October 14, 1998, respectively. (continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY, (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999, 1998, and 1997:
<CAPTION>
ASSET ALLOCATION INTERNATIONAL INDEX
FUND DIVISION FUND DIVISION<F*>
---------------------------------- -----------------------------------
1999 1998 1997 1999 1998 1997
------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life - 95:
Deposits 36,270 44,015 58,255 24,166 35,296 56,157
Withdrawals (37,511) (32,243) (49,785) (30,239) (36,243) (45,488)
Outstanding units, beginning of year 294,610 282,838 274,368 174,279 175,226 164,557
------- ------- ------- ------- ------- -------
Outstanding units, end of year 293,369 294,610 282,838 168,206 174,279 175,226
======= ======= ======= ======= ======= =======
Variable General Select Plus:
Deposits 62,080 29,160 21,682 15,664 42,140 35,709
Withdrawals (56,513) (24,120) (10,372) (11,959) (34,648) (10,776)
Outstanding units, beginning of year 77,547 72,507 61,197 77,550 70,058 45,125
------- ------- ------- ------- ------- -------
Outstanding units, end of year 83,114 77,547 72,507 81,255 77,550 70,058
======= ======= ======= ======= ======= =======
Variable Universal Life - 100:
Deposits 58,534 49,412 44,721 43,793 54,490 56,601
Withdrawals (25,963) (16,133) (11,617) (41,530) (20,835) (15,926)
Outstanding units, beginning of year 88,353 55,074 21,970 117,078 83,423 42,748
------- ------- ------- ------- ------- -------
Outstanding units, end of year 120,924 88,353 55,074 119,341 117,078 83,423
======= ======= ======= ======= ======= =======
General American Life Insurance Company
seed money:
Deposits 0 0 0
Withdrawals 0 0 0
Outstanding units, beginning of year 200,000 200,000 200,000
------- ------- -------
Outstanding units, end of year 200,000 200,000 200,000
======= ======= =======
<FN>
<F*>This fund was formerly known as the International Equity Fund.
(continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999, and 1998:
<CAPTION>
ASSET ALLOCATION INTERNATIONAL INDEX
FUND DIVISION FUND DIVISION<F*>
--------------------- -------------------
1999 1998 1999 1998
------ ----- ------ ----
<S> <C> <C> <C> <C>
Variable Universal Life - 98:<F**>
Deposits 77,838 1,037 19,887 710
Withdrawals (1,877) (14) (2,009) (17)
Outstanding units, beginning of year 1,023 0 693 0
------ ----- ------ ---
Outstanding units, end of year 76,984 1,023 18,571 693
====== ===== ====== ===
Joint and Survivor Variable Universal Life - 98:<F**>
Deposits 10,560 0 4,680 83
Withdrawals (432) 0 (245) (2)
Outstanding units, beginning of year 0 0 81 0
------ ----- ------ ---
Outstanding units, end of year 10,128 0 4,516 81
====== ===== ====== ===
<FN>
<F*>This fund was formerly known as the International Equity Fund.
<F**>The Variable Universal Life 98 and Joint And Survivor Variable Universal Life products
were introduced in 1998, and the first deposits were received on September 29, 1998 and
October 14, 1998, respectively. (continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY, (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999, 1998, and 1997 for the Mid-Cap Equity
Fund Division and the year ended December 31, 1999, 1998 and period
ended December 31, 1997 for the Small-Cap Equity Fund Division.
<CAPTION>
MID-CAP EQUITY SMALL-CAP EQUITY
FUND DIVISION<F*> FUND DIVISION
----------------------------------- ----------------------------------
1999 1998 1997 1999 1998 1997<F**>
------- ------- ------- ------ ------ ---------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life - 95:
Deposits 23,187 33,622 50,013 8,482 19,324 35,503
Withdrawals (35,782) (32,360) (61,032) (7,148) (5,547) (326)
Outstanding units, beginning of period 175,383 174,121 185,140 48,954 35,177 0
------- ------- ------- ------ ------ ------
Outstanding units, end of period 162,788 175,383 174,121 50,288 48,954 35,177
======= ======= ======= ====== ====== ======
Variable General Select Plus:
Deposits 23,177 58,976 43,764 45,417 65,121 30,298
Withdrawals (31,804) (28,754) (14,054) (23,263) (23,984) (271)
Outstanding units, beginning of period 108,141 77,919 48,209 71,164 30,027 0
------- ------- ------- ------ ------ ------
Outstanding units, end of period 99,514 108,141 77,919 93,318 71,164 30,027
======= ======= ======= ====== ====== ======
Variable Universal Life - 100:
Deposits 46,286 56,900 36,664 43,499 70,656 23,110
Withdrawals (40,979) (22,387) (15,674) (38,432) (10,421) (540)
Outstanding units, beginning of period 87,742 53,229 32,239 82,805 22,570 0
------- ------- ------- ------ ------ ------
Outstanding units, end of period 93,049 87,742 53,229 87,872 82,805 22,570
======= ======= ======= ====== ====== ======
<FN>
<F*>This fund was formerly known as the Special Equity Fund.
<F**>The Small-Cap Equity Fund began operations on May 1, 1997. (continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999, and 1998:
<CAPTION>
MID-CAP EQUITY SMALL-CAP EQUITY
FUND DIVISION<F*> FUND DIVISION
------------------- -------------------
1999 1998 1999 1998
------ ---- ------ ----
<S> <C> <C> <C> <C>
Variable Universal Life - 98:<F**>
Deposits 27,940 595 30,720 644
Withdrawals (2,928) (23) (4,697) (25)
Outstanding units, beginning of year 572 0 619 0
------ ---- ------ ---
Outstanding units, end of year 25,584 572 26,642 619
====== ==== ====== ===
Joint and Survivor Variable Universal Life - 98:<F**>
Deposits 4,042 168 6,826 168
Withdrawals (574) (5) (1,009) (5)
Outstanding units, beginning of year 163 0 163 0
------ ---- ------ ---
Outstanding units, end of year 3,631 163 5,980 163
====== ==== ====== ===
<FN>
<F*>This fund was formerly known as the Special Equity Fund.
<F**> The Variable Universal Life 98 and Joint And Survivor Variable Universal Life products were introduced in 1998,
and the first deposits were received on September 29, 1998 and October 14, 1998, respectively. (continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY, (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999, 1998, and 1997:
<CAPTION>
EQUITY INCOME GROWTH
FUND DIVISION FUND DIVISION
------------------------------------ ------------------------------------
1999 1998 1997 1999 1998 1997
------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life - 95:
Deposits 54,849 59,416 73,369 58,832 69,876 110,237
Withdrawals (72,847) (47,519) (68,932) (78,887) (72,411) (69,361)
Outstanding units, beginning of year 304,241 292,344 287,907 405,378 407,913 367,037
------- ------- ------- ------- ------- -------
Outstanding units, end of year 286,243 304,241 292,344 385,323 405,378 407,913
======= ======= ======= ======= ======= =======
Variable General Select Plus:
Deposits 97,662 99,382 107,293 158,244 99,249 151,169
Withdrawals (67,788) (42,509) (41,943) (93,901) (40,684) (56,898)
Outstanding units, beginning of year 283,014 226,141 160,791 386,583 328,018 233,747
------- ------- ------- ------- ------- -------
Outstanding units, end of year 312,888 283,014 226,141 450,926 386,583 328,018
======= ======= ======= ======= ======= =======
Variable Universal Life - 100:
Deposits 99,022 179,653 161,018 158,445 226,944 227,448
Withdrawals (79,710) (166,343) (42,604) (109,918) (114,919) (64,065)
Outstanding units, beginning of year 295,584 282,274 163,860 474,406 362,381 198,998
------- ------- ------- ------- ------- -------
Outstanding units, end of year 314,896 295,584 282,274 522,933 474,406 362,381
======= ======= ======= ======= ======= =======
(continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
year ended December 31, 1999, and 1998:
<CAPTION>
EQUITY INCOME GROWTH
FUND DIVISION FUND DIVISION
--------------------- ---------------------
1999 1998 1999 1998
------- ----- ------- -----
<S> <C> <C> <C> <C>
Variable Universal Life - 98:<F*>
Deposits 113,215 2,270 250,110 3,901
Withdrawals (8,208) (115) (21,492) (108)
Outstanding units, beginning of year 2,155 0 3,793 0
------- ----- ------- -----
Outstanding units, end of year 107,162 2,155 232,411 3,793
======= ===== ======= =====
Joint and Survivor Variable Universal Life - 98:<F*>
Deposits 16,121 247 26,076 79
Withdrawals (856) (7) (1,917) (2)
Outstanding units, beginning of year 240 0 77 0
------- ----- ------- -----
Outstanding units, end of year 15,505 240 24,236 77
======= ===== ======= =====
<FN>
<F*>The Variable Universal Life 98 and Joint And Survivor Variable Universal Life products
were introduced in 1998, and the first deposits were received on September 29, 1998 and
October 14, 1998, respectively. (continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY, (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999, 1998, and 1997:
<CAPTION>
OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION
----------------------------------- --------------------------------
1999 1998 1997 1999 1998 1997
------- ------- ------- ------ ------ ------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life-95:
Deposits 32,130 46,762 73,211 6,173 7,584 1,053
Withdrawals (38,877) (41,684) (33,419) (4,532) (605) (364)
Outstanding units, beginning of year 247,641 242,563 202,771 9,111 2,132 1,443
------- ------- ------- ------ ------ ------
Outstanding units, end of year 240,894 247,641 242,563 10,752 9,111 2,132
======= ======= ======= ====== ====== ======
Variable General Select Plus:
Deposits 50,014 60,426 78,015 14,236 7,255 4,792
Withdrawals (24,381) (48,932) (24,003) (4,489) (423) (1,323)
Outstanding units, beginning of year 180,202 168,708 114,696 14,512 7,680 4,211
------- ------- ------- ------ ------ ------
Outstanding units, end of year 205,835 180,202 168,708 24,259 14,512 7,680
======= ======= ======= ====== ====== ======
Variable Universal Life-100:
Deposits 47,585 62,350 61,939 34,209 30,521 19,775
Withdrawals (52,739) (27,368) (16,003) (21,189) (9,795) (6,893)
Outstanding units, beginning of year 135,925 100,943 55,007 50,801 30,075 17,193
------- ------- ------- ------ ------ ------
Outstanding units, end of year 130,771 135,925 100,943 63,821 50,801 30,075
======= ======= ======= ====== ====== ======
(continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
year ended December 31, 1999, and 1998:
<CAPTION>
OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION
------------------- -------------------
1999 1998 1999 1998
------ ---- ------ ----
<S> <C> <C> <C> <C>
Variable Universal Life - 98:<F*>
Deposits 39,237 601 53,511 697
Withdrawals (3,669) (18) (4,287) (62)
Outstanding units, beginning of year 583 0 635 0
------ --- ------ ---
Outstanding units, end of year 36,151 583 49,859 635
====== === ====== ===
Joint and Survivor Variable Universal Life - 98:<F*>
Deposits 3,258 168 431 0
Withdrawals (466) (5) (302) 0
Outstanding units, beginning of year 163 0 0 0
------ --- ------ ---
Outstanding units, end of year 2,955 163 129 0
====== === ====== ===
<FN>
<F*>The Variable Universal Life 98 and Joint And Survivor Variable Universal Life products
were introduced in 1998, and the first deposits were received on September 29, 1998 and
October 14, 1998, respectively. (continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY, (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999, 1998,and 1997:
<CAPTION>
HIGH INCOME WORLDWIDE HARD ASSET
FUND DIVISION FUND DIVISION<F*>
----------------------------------- --------------------------------
1999 1998 1997 1999 1998 1997
------- ------- ------- ------ ------ ------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life-95:
Deposits 2,853 6,498 8,197 865 3,234 5,256
Withdrawals (11,513) (2,233) (10,956) (1,622) (3,278) (857)
Outstanding units, beginning of period 22,837 18,572 21,331 10,282 10,326 5,927
------- ------- ------- ------ ------ ------
Outstanding units, end of period 14,177 22,837 18,572 9,525 10,282 10,326
======= ======= ======= ====== ====== ======
Variable General Select Plus:
Deposits 21,266 28,629 36,763 4,811 513 1,994
Withdrawals (47,125) (5,891) (8,788) (312) (937) (3,232)
Outstanding units, beginning of year 87,370 64,632 36,657 2,468 2,892 4,130
------- ------- ------- ------ ------ ------
Outstanding units, end of year 61,511 87,370 64,632 6,967 2,468 2,892
======= ======= ======= ====== ====== ======
Variable Universal Life-100:
Deposits 143,496 57,671 39,145 7,343 8,405 7,159
Withdrawals (64,124) (17,259) (9,470) (6,724) (3,275) (2,531)
Outstanding units, beginning of year 109,650 69,238 39,563 15,703 10,573 5,945
------- ------- ------- ------ ------ ------
Outstanding units, end of year 189,022 109,650 69,238 16,322 15,703 10,573
======= ======= ======= ====== ====== ======
<CAPTION>
WORLDWIDE
EMERGING MARKETS
FUND DIVISION<F**>
--------------------
1999
------
<S> <C>
Variable Universal Life-95:
Deposits 4,159
Withdrawals (1,480)
Outstanding units, beginning of period 0
------
Outstanding units, end of period 2,679
======
Variable General Select Plus:
Deposits 9,565
Withdrawals (62)
Outstanding units, beginning of year 0
------
Outstanding units, end of year 9,503
======
Variable Universal Life-100:
Deposits 11,327
Withdrawals (9,704)
Outstanding units, beginning of year 0
------
Outstanding units, end of year 1,623
======
<FN>
<F*>This fund was formerly known as the Gold & Natural Resources Fund.
<F**>The Worldwide Emerging Markets Fund began operations on September 15, 1998. (continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
year ended December 31, 1999, and 1998:
<CAPTION>
WORLDWIDE
HIGH INCOME WORLDWIDE HARD ASSETS EMERGING MARKETS
FUND DIVISION FUND DIVISION<F**> FUND DIVISION
------------------ --------------------- -------------------
1999 1998 1999 1998 1999 1998<F***>
------ ------ ------ ------- ------ ----------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life - 98:<F*>
Deposits 44,520 1,163 950 11 1,992 159
Withdrawals (3,941) (29) (124) 0 (453) (9)
Outstanding units, beginning of year 1,134 0 11 0 150 0
------ ----- ---- -- ----- ---
Outstanding units, end of year 41,713 1,134 837 11 1,689 150
====== ===== ==== == ===== ===
Joint and Survivor Variable Universal Life - 98:<F*>
Deposits 6,839 175 345 0
Withdrawals (1,080) (5) (28) 0
Outstanding units, beginning of year 170 0 0 0
------ ----- ----- ---
Outstanding units, end of year 5,929 170 317 0
====== ===== ===== ===
<FN>
<F*>The Variable Universal Life 98 and Joint And Survivor Variable Universal Life products were introduced in 1998,
and the first deposits were received on September 29, 1998 and October 14, 1998, respectively.
<F**>This fund was formerly known as the Gold & Natural Resources Fund.
<F***> The Worldwide Emerging Markets Fund began operations on September 15, 1998. (continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
period ended December 31, 1999, 1998 and 1997:
<CAPTION>
MULTI-STYLE EQUITY CORE BOND
FUND DIVISION<F*> FUND DIVISION<F*>
----------------------------------- -----------------------------------
1999 1998 1997 1999 1998 1997
------- ------- ------- ------- ------- ------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life - 95:<F**>
Deposits 25,719 15,537 0 2,587 4,116 0
Withdrawals (2,365) (679) 0 (335) (46) 0
Outstanding units, beginning of period 14,858 0 0 4,070 0 0
------- ------- ------- ------- ------- ------
Outstanding units, end of period 38,212 14,858 0 6,322 4,070 0
======= ======= ======= ======= ======= ======
Variable General Select Plus:<F***>
Deposits 167,069 456,763 47,597 310,229 450,004 21,805
Withdrawals (72,422) (30,453) (667) (60,786) (73,816) (391)
Outstanding units, beginning of period 473,240 46,930 0 397,602 21,414 0
------- ------- ------- ------- ------- ------
Outstanding units, end of period 567,887 473,240 46,930 647,045 397,602 21,414
======= ======= ======= ======= ======= ======
Variable Universal Life - 100:<F****>
Deposits 56,809 8,637 0 39,861 807 0
Withdrawals (22,765) (1,360) 0 (32,644) (123) 0
Outstanding units, beginning of year 7,277 0 0 684 0 0
------- ------- ------- ------- ------- ------
Outstanding units, end of year 41,321 7,277 0 7,901 684 0
======= ======= ======= ======= ======= ======
Russell Variable Universal Life: <F*****>
Deposits 9,282 81,464 153,054 3,615 91,724 86,149
Withdrawals (8,686) (9,164) (1,563) (10,478) (10,534) (2,024)
Outstanding units, beginning of period 223,791 151,491 0 165,315 84,125 0
------- ------- ------- ------- ------- ------
Outstanding units, end of period 224,387 223,791 151,491 158,452 165,315 84,125
======= ======= ======= ======= ======= ======
<FN>
<F*>The Multi-style Equity Fund and Core Bond Fund began operations on January 2, 1997.
<F**>The Variable Universal Life - 95 product was introduced to the Frank Russell funds on April 30, 1998, and the first deposit
was received on May 14, 1998.
<F***>The Variable General Select Plus product was introduced in 1997, and the first deposit was received on June 26, 1997.
<F****>The Variable Universal Life - 100 product was introduced to the Frank Russell funds on April 30, 1998, and the first deposit
was received on May 22, 1998.
<F*****>The Russell Variable Universal Life product was introduced in 1997, and the first deposit was received on June 6, 1997.
(continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
year ended December 31, 1999, and 1998:
<CAPTION>
MULTI-STYLE EQUITY CORE BOND
FUND DIVISION<F*> FUND DIVISION<F*>
--------------------- ---------------------
1999 1998 1999 1998
------ ----- ------ -----
<S> <C> <C> <C> <C>
Variable Universal Life - 98:<F**>
Deposits 59,760 4,052 36,182 788
Withdrawals (8,199) (101) (9,781) (9)
Outstanding units, beginning of year 3,951 0 779 0
------ ----- ------ ---
Outstanding units, end of year 55,512 3,951 27,180 779
====== ===== ====== ===
Joint and Survivor Variable Universal Life - 98:<F**>
Deposits 7,599 410 6,321 169
Withdrawals (838) (12) (255) (5)
Outstanding units, beginning of year 398 0 164 0
------ ----- ------ ---
Outstanding units, end of year 7,159 398 6,230 164
====== ===== ====== ===
<FN>
<F*>The Multi-style Equity Fund and Core Bond Fund began operations on January 2, 1997.
<F**>The Variable Universal Life 98 and Joint And Survivor Variable Universal Life products were introduced in 1998,
and the first deposits were received on September 29, 1998 and October 14, 1998, respectively. (continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
period ended December 31, 1999, 1998 and 1997:
<CAPTION>
AGGRESSIVE EQUITY NON-US
FUND DIVISION<F*> FUND DIVISION<F*>
---------------------------------- ---------------------------------
1999 1998 1997 1999 1998 1997
------- ------- ------ ------- ------- ------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life - 95:<F**>
Deposits 6,833 14,484 0 7,044 10,028 0
Withdrawals (1,715) (592) 0 (1,673) (208) 0
Outstanding units, beginning of period 13,892 0 0 9,820 0 0
------- ------- ------ ------- ------- ------
Outstanding units, end of period 19,010 13,892 0 15,191 9,820 0
======= ======= ====== ======= ======= ======
Variable General Select Plus:<F***>
Deposits 62,730 192,091 25,379 33,941 188,887 28,863
Withdrawals (59,340) (43,602) (279) (26,047) (29,735) (285)
Outstanding units, beginning of period 173,589 25,100 0 187,730 28,578 0
------- ------- ------ ------- ------- ------
Outstanding units, end of period 176,979 173,589 25,100 195,624 187,730 28,578
======= ======= ====== ======= ======= ======
Variable Universal Life - 100:<F****>
Deposits 16,636 3,083 0 21,192 1,576 0
Withdrawals (4,051) (414) 0 (12,838) (127) 0
Outstanding units, beginning of year 2,669 0 0 1,449 0 0
------- ------- ------ ------- ------- ------
Outstanding units, end of year 15,254 2,669 0 9,803 1,449 0
======= ======= ====== ======= ======= ======
Russell Variable Universal Life: <F*****>
Deposits 8,286 34,380 75,650 3,570 56,596 50,101
Withdrawals (3,252) (3,034) (494) (6,141) (5,688) (1,018)
Outstanding units, beginning of period 106,502 75,156 0 99,991 49,083 0
------- ------- ------ ------- ------- ------
Outstanding units, end of period 111,536 106,502 75,156 97,420 99,991 49,083
======= ======= ====== ======= ======= ======
<FN>
<F*>The Aggressive Equity Fund and Non-US Fund began operations on January 2, 1997.
<F**>The Variable Universal Life - 95 product was introduced to the Frank Russell funds on April 30, 1998, and the first deposit
was received on May 14, 1998.
<F***>The Variable General Select Plus product was introduced in 1997, and the first deposit was received on June 26, 1997.
<F****>The Variable Universal Life - 100 product was introduced to the Frank Russell funds on April 30, 1998, and the first deposit
was received on May 22, 1998.
<F*****>The Russell Variable Universal Life product was introduced in 1997, and the first deposit was received on June 6, 1997.
(continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
year ended December 31, 1999 and 1998:
<CAPTION>
AGGRESSIVE EQUITY NON-US
FUND DIVISION<F*> FUND DIVISION<F*>
--------------------- ---------------------
1999 1998 1999 1998
------ ----- ------ -----
<S> <C> <C> <C> <C>
Variable Universal Life - 98:<F**>
Deposits 36,276 3,760 14,411 885
Withdrawals (5,039) (70) (2,475) (16)
Outstanding units, beginning of year 3,690 0 869 0
------ ----- ------ ---
Outstanding units, end of year 34,927 3,690 12,805 869
====== ===== ====== ===
Joint and Survivor Variable Universal Life - 98:<F**>
Deposits 3,172 0 2,535 165
Withdrawals (464) 0 (262) (5)
Outstanding units, beginning of year 0 0 160 0
------ ----- ------ ---
Outstanding units, end of year 2,708 0 2,433 160
====== ===== ====== ===
<FN>
<F*>The Aggressive Equity Fund and Non-US Fund began operations on January 2, 1997.
<F**>The Variable Universal Life 98 and Joint And Survivor Variable Universal Life products were introduced in 1998,
and the first deposits were received on September 29, 1998 and October 14, 1998, respectively.
(continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
year ended December 31, 1999:
<CAPTION>
INCOME & GROWTH INTERNATIONAL VALUE
FUND DIVISION<F*> FUND DIVISION<F*> FUND DIVISION<F*>
------------------- ------------------ ------------------
1999 1999 1999
------- ------- -------
<S> <C> <C> <C>
Variable Universal Life - 95:<F**>
Deposits 2,824 1,001 0
Withdrawals (24) (3) 0
Outstanding units, beginning of year 0 0 0
------- ------- -------
Outstanding units, end of year 2,800 998 0
======= ======= =======
Variable General Select Plus:<F**>
Deposits 1,838 5,156 805
Withdrawals (21) (625) (10)
Outstanding units, beginning of year 0 0 0
------- ------- -------
Outstanding units, end of year 1,817 4,531 795
======= ======= =======
Variable Universal Life - 100:<F**>
Deposits 19,391 17,730 10,510
Withdrawals (16,959) (10,629) (10,510)
Outstanding units, beginning of year 0 0 0
------- ------- -------
Outstanding units, end of year 2,432 7,101 0
======= ======= =======
<FN>
<F*>The Income & Growth Fund, International Fund, and Value Fund began operations on September 15, 1998.
<F**>The Variable Universal Life - 95, Variable General Select Plus, and Variable Universal Life - 100 products were introduced to
the American Century funds on April 30, 1999, and the first deposits were received on July 7, 1999, May 17, 1999, and June 18,
1999, respectively.
(continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
period ended December 31, 1999 and 1998:
<CAPTION>
INCOME & GROWTH INTERNATIONAL VALUE
FUND DIVISION FUND DIVISION FUND DIVISION
-------------------- --------------------- --------------------
1999 1998<F*> 1999 1998<F*> 1999 1998<F*>
------ -------- ------ -------- ------ --------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life - 98:<F**>
Deposits 48,580 631 24,488 92 9,149 360
Withdrawals (5,275) (16) (2,024) (7) (1,376) (3)
Outstanding units, beginning of period 615 0 85 0 357 0
------ --- ------ -- ------ ---
Outstanding units, end of period 43,920 615 22,549 85 8,130 357
====== === ====== == ====== ===
Joint and Survivor Variable Universal Life - 98:
Deposits 3,433 0 1,188 0 302 0
Withdrawals (541) 0 (114) 0 (62) 0
Outstanding units, beginning of year 0 0 0 0 0 0
------ --- ------ -- ------ ---
Outstanding units, end of year 2,892 0 1,074 0 240 0
====== === ====== == ====== ===
<FN>
<F*>The Income & Growth Fund, International Fund, and Value Fund began operations on September 15, 1998.
<F**>The Variable Universal Life 98 product was introduced in 1998, and the first deposit was received on September 29, 1998.
(continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
year ended December 31, 1999:
<CAPTION>
BOND PORTFOLIO SMALL COMPANY
FUND DIVISION<F*> FUND DIVISION<F*>
-------------------- --------------------
1999 1999
----- ------
<S> <C> <C>
Variable Universal Life-95:<F**>
Deposits 896 4,033
Withdrawals (543) (1,453)
Outstanding units, beginning of year 0 0
---- ------
Outstanding units, end of year 353 2,580
==== ======
Variable General Select Plus:<F**>
Deposits 932 10,153
Withdrawals (6) (62)
Outstanding units, beginning of year 0 0
---- ------
Outstanding units, end of year 926 10,091
==== ======
Variable Universal Life-100:<F**>
Deposits 340 3,598
Withdrawals (9) (16)
Outstanding units, beginning of year 0 0
---- ------
Outstanding units, end of year 331 3,582
==== ======
<FN>
<F*>The Bond Portfolio Fund and Small Company Fund began operations on September 15, 1998.
<F**>The Variable Universal Life - 95, Variable General Select Plus, and Variable Universal Life - 100 products were introduced to
the J. P. Morgan funds on April 30, 1999, and the first deposits were received on July 1, 1999, May 17, 1999, and May 19, 1999,
respectively.
(continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999 and 1998:
<CAPTION>
BOND PORTFOLIO SMALL COMPANY
FUND DIVISION FUND DIVISION
--------------------- ------------------------
1999 1998<F*> 1999 1998<F*>
------ -------- ------ --------
<S> <C> <C> <C> <C>
Variable Universal Life - 98:<F**>
Deposits 12,486 330 22,053 292
Withdrawals (680) (2) (3,275) (19)
Outstanding units, beginning of period 328 0 273 0
------ --- ------ ---
Outstanding units, end of period 12,134 328 19,051 273
====== === ====== ===
Joint and Survivor Variable Universal Life - 98:
Deposits 528 0 3,035 0
Withdrawals (107) 0 (326) 0
Outstanding units, beginning of year 0 0 0 0
------ --- ------ ---
Outstanding units, end of year 421 0 2,709 0
====== === ====== ===
<FN>
<F*>The Bond Portfolio Fund and Small Company Fund began operations on September 15, 1998.
<F**>The Variable Universal Life 98 product was introduced in 1998, and the first deposit was received on September 29, 1998.
(continued)
</TABLE>
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT
Deposits into the Separate Account are used to purchase shares in the
Capital Company, Variable Insurance Products Funds, Variable Insurance
Products Fund II, Van Eck Worldwide Insurance Trust, Russell Insurance
Funds, American Century Variable Portfolios, or J.P. Morgan Series Trust
II. Net deposits represent the amounts available for investment 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.
Variable Universal Life - 95:
- -----------------------------
<TABLE>
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION FUND DIVISION
---------------------------------------- ---------------------------------------
1999 1998 1997 1999 1998 1997
---------- ----------- ----------- --------- ---------- ------------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 185,198 $1,456,349 $1,099,723 $ 70,185 $ 813,595 $ 1,794,475
Transfers between fund divisions and
General American 42,863 150,022 931,860 248,848 (578,617) (1,471,521)
Surrenders and withdrawals (254,901) (471,926) (144,131) (1,251) (1,674) (20,934)
--------- ---------- ---------- -------- --------- -----------
Total gross deposits, transfers, and
surrenders between fund divisions (26,840) 1,134,445 1,887,452 317,782 233,304 302,020
--------- ---------- ---------- -------- --------- -----------
Deductions:
Premium load charges 87,826 115,481 84,994 18,195 63,307 371,169
Cost of insurance and administrative
expenses 64,409 702,222 481,051 6,770 217,403 135,973
--------- ---------- ---------- -------- --------- -----------
Total deductions 152,235 817,703 566,045 24,965 280,710 507,142
--------- ---------- ---------- -------- --------- -----------
Net deposits into (withdrawals from)
Separate Account $(179,075) $ 316,742 $1,321,407 $292,817 $ (47,406) $ (205,122)
========= ========== ========== ======== ========= ===========
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 95:
- -----------------------------
<CAPTION>
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
--------------------------------------- -------------------------------------
1999 1998 1997 1999 1998 1997
--------- --------- ---------- -------- --------- ----------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 61,294 $443,018 $ 312,433 $62,997 $364,076 $ 359,432
Transfers between fund divisions and
General American (33,145) 39,732 504,481 5,215 1,644 53,604
Surrenders and withdrawals (762) (48,407) (161,856) (8,463) (48,475) (162,045)
-------- -------- --------- ------- -------- ---------
Total gross deposits, transfers, and
surrenders between fund divisions 27,387 434,343 655,058 59,749 317,245 250,991
-------- -------- --------- ------- -------- ---------
Deductions:
Premium load charges 20,736 33,733 24,355 25,178 28,257 27,564
Cost of insurance and administrative
expenses 9,997 124,148 111,704 21,239 197,695 191,337
-------- -------- --------- ------- -------- ---------
Total deductions 30,733 157,881 136,059 46,417 225,952 218,901
-------- -------- --------- ------- -------- ---------
Net deposits into (withdrawals from)
Separate Account $ (3,346) $276,462 $ 518,999 $13,332 $ 91,293 $ 32,090
======== ======== ========= ======= ======== =========
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 95:
- -----------------------------
<CAPTION>
ASSET ALLOCATION INTERNATIONAL INDEX
FUND DIVISION FUND DIVISION<F*>
---------------------------------------- -------------------------------------
1999 1998 1997 1999 1998 1997
---------- ----------- ----------- --------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 185,694 $1,409,425 $1,571,785 $ 92,422 $ 577,527 $ 674,809
Transfers between fund divisions and
General American (110,411) (240,301) (542,327) (38,915) (287,016) (244,489)
Surrenders and withdrawals (5,907) (237,885) (261,445) (24,993) (53,267) (27,295)
--------- ---------- ---------- -------- ---------- ---------
Total gross deposits, transfers, and
surrenders between fund divisions 69,376 931,239 768,013 28,514 237,244 403,025
--------- ---------- ---------- -------- ---------- ---------
Deductions:
Premium load charges 71,154 101,603 115,555 32,153 45,221 53,326
Cost of insurance and administrative
expenses 38,489 453,887 472,278 18,992 203,189 206,172
--------- ---------- ---------- -------- ---------- ---------
Total deductions 109,643 555,490 587,833 51,145 248,410 259,498
--------- ---------- ---------- -------- ---------- ---------
Net deposits into (withdrawals from)
Separate Account $ (40,267) $ 375,749 $ 180,180 $(22,631) $ (11,166) $ 143,527
========= ========== ========== ======== ========= =========
<FN>
<F*>This fund was formerly known as the International Equity Fund. (continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 95:
- -----------------------------
<CAPTION>
MID-CAP EQUITY SMALL-CAP EQUITY
FUND DIVISION<F*> FUND DIVISION
--------------------------------------- ------------------------------------
1999 1998 1997 1999 1998 1997<F**>
--------- ---------- ---------- --------- --------- ---------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 73,750 $ 535,140 $ 731,205 $ 14,728 $ 92,984 $ 81,175
Transfers between fund divisions and
General American (11,030) (161,251) (545,250) (24,848) 123,494 386,732
Surrenders and withdrawals (23,853) (60,979) (30,828) 0 (13,142) 0
-------- --------- --------- -------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 38,867 312,910 155,127 (10,120) 203,336 467,907
-------- --------- --------- -------- -------- --------
Deductions:
Premium load charges 28,879 40,775 55,258 4,367 7,292 6,341
Cost of insurance and administrative
expenses 17,499 229,610 226,846 1,828 23,300 4,229
-------- --------- --------- -------- -------- --------
Total deductions 46,378 270,385 282,104 6,195 30,592 10,570
-------- --------- --------- -------- -------- --------
Net deposits into (withdrawals from)
Separate Account $ (7,511) $ 42,525 $(126,977) $(16,315) $172,744 $457,337
======== ========= ========= ======== ======== ========
<FN>
<F*>This fund was formerly known as the Special Equity Fund.
<F**>The Small-Cap Equity Fund began operations on May 1, 1997. (continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 95:
- -----------------------------
<CAPTION>
EQUITY-INCOME GROWTH
FUND DIVISION FUND DIVISION
---------------------------------------- --------------------------------------
1999 1998 1997 1999 1998 1997
---------- ----------- ----------- ---------- ----------- -----------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 198,741 $1,154,929 $1,258,958 $ 241,466 $1,514,732 $1,700,056
Transfers between fund divisions and
General American (227,879) (50,446) (346,404) (157,307) (487,503) 124,428
Surrenders and withdrawals (163,472) (247,987) (243,196) (316,618) (324,276) (260,054)
--------- ---------- ---------- --------- ---------- ----------
Total gross deposits, transfers, and
surrenders between fund divisions (192,610) 856,496 669,358 (232,459) 702,953 1,564,430
--------- ---------- ---------- --------- ---------- ----------
Deductions:
Premium load charges 81,278 91,178 98,808 114,323 118,852 134,071
Cost of insurance and administrative
expenses 37,192 484,812 470,011 72,257 664,659 606,328
--------- ---------- ---------- --------- ---------- ----------
Total deductions 118,470 575,990 568,819 186,580 783,511 740,399
--------- ---------- ---------- --------- ---------- ----------
Net deposits into (withdrawals from)
Separate Account $(311,080) $ 280,506 $ 100,539 $(419,039) $ (80,558) $ 824,031
========= ========== ========== ========= ========== ==========
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 95:
- -----------------------------
<CAPTION>
OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION
---------------------------------------- -----------------------------------
1999 1998 1997 1999 1998 1997
--------- ---------- ----------- -------- --------- --------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $105,041 $ 792,155 $ 927,173 $ 9,248 $ 28,935 $ 9,236
Transfers between fund divisions and
General American (65,913) (249,954) 262,454 (1,899) 85,499 3,098
Surrenders and withdrawals (1,091) (84,661) (121,639) 0 (1,077) 0
-------- --------- ---------- ------- -------- -------
Total gross deposits, transfers, and
surrenders between fund divisions 38,037 457,540 1,067,988 7,349 113,357 12,334
-------- --------- ---------- ------- -------- -------
Deductions:
Premium load charges 47,051 60,018 71,458 3,698 2,699 706
Cost of insurance and administrative
expenses 28,789 304,803 302,840 1,120 8,127 1,874
-------- --------- ---------- ------- -------- -------
Total deductions 75,840 364,821 374,298 4,818 10,826 2,580
-------- --------- ---------- ------- -------- -------
Net deposits into (withdrawals from)
Separate Account $(37,803) $ 92,719 $ 693,690 $ 2,531 $102,531 $ 9,754
======== ========= ========== ======= ======== =======
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 95:
- -----------------------------
<CAPTION>
HIGH INCOME WORLDWIDE HARD ASSETS
FUND DIVISION FUND DIVISION<F*>
-------------------------------------- ----------------------------------
1999 1998 1997 1999 1998 1997
--------- -------- --------- -------- --------- -------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 5,222 $52,060 $ 61,425 $ 12 $ 21,677 $29,642
Transfers between fund divisions and
General American (20,051) 34,487 (76,243) (1,088) (21,580) 31,281
Surrenders and withdrawals 0 (29) 0 0 (10) 0
-------- ------- -------- ------- -------- -------
Total gross deposits, transfers, and
surrenders between fund divisions (14,829) 86,518 (14,818) (1,076) 87 60,923
-------- ------- -------- ------- -------- -------
Deductions:
Premium load charges 2,499 4,139 4,910 310 1,790 2,223
Cost of insurance and administrative
expenses 1,345 22,068 19,821 287 3,541 5,330
-------- ------- -------- ------- -------- -------
Total deductions 3,844 26,207 24,731 597 5,331 7,553
-------- ------- -------- ------- -------- -------
Net deposits into (withdrawals from)
Separate Account $(18,673) $60,311 $(39,549) $(1,673) $ (5,244) $53,370
======== ======= ======== ======= ======== =======
<FN>
<F*>This fund was formerly known as the Gold & Natural Resources Fund. (continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 95:
- -----------------------------
<CAPTION>
WORLDWIDE
EMERGING MARKETS MULTI-STYLE EQUITY CORE BOND
FUND DIVISION FUND DIVISION FUND DIVISION
---------------- --------------------- --------------------
1999<F**> 1999 1998<F*> 1999 1998<F*>
--------- ------- -------- ------ --------
<S> <C> <C> <C> <C> <C>
Total gross deposits $ 632 $11,094 $ 11,160 $1,310 $ 558
Transfers between fund divisions and
General American 26,701 0 129,908 0 42,124
Surrenders and withdrawals (20,109) 0 (1,571) 0 0
-------- ------- -------- ------ -------
Total gross deposits, transfers, and
surrenders between fund divisions 7,224 11,094 139,497 1,310 42,682
-------- ------- -------- ------ -------
Deductions:
Premium load charges 22 3,558 1,059 314 33
Cost of insurance and administrative expenses 271 1,703 2,418 261 479
-------- ------- -------- ------ -------
Total deductions 293 5,261 3,477 575 512
-------- ------- -------- ------ -------
Net deposits into Separate Account $ 6,931 $ 5,833 $136,020 $ 735 $42,170
======== ======= ======== ====== =======
<FN>
<F*>The Variable Universal Life - 95 product became available to these funds on April 30, 1998. (continued)
<F**>The Variable Universal Life - 95 product became available to this fund on April 30, 1999.
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 95:
- -----------------------------
<CAPTION>
AGGRESSIVE EQUITY NON-US INCOME & GROWTH
FUND DIVISION FUND DIVISION FUND DIVISION
--------------------- -------------------- ---------------
1999 1998<F*> 1999 1998<F*> 1999<F**>
------ --------- ------ -------- ---------
<S> <C> <C> <C> <C> <C>
Total gross deposits $5,123 $ 3,900 $8,286 $ 5,027 $ 350
Transfers between fund divisions and
General American 0 111,676 0 81,549 4,916
Surrenders and withdrawals 0 (721) 0 0 0
------ -------- ------ ------- ------
Total gross deposits, transfers, and
surrenders between fund divisions 5,123 114,855 8,286 86,576 5,266
------ -------- ------ ------- ------
Deductions:
Premium load charges 1,837 512 1,307 536 45
Cost of insurance and administrative expenses 1,058 2,054 596 1,957 93
------ -------- ------ ------- ------
Total deductions 2,895 2,566 1,903 2,493 138
------ -------- ------ ------- ------
Net deposits into Separate Account $2,228 $112,289 $6,383 $84,083 $5,128
====== ======== ====== ======= ======
<FN>
<F*>The Variable Universal Life - 95 product became available to these funds on April 30, 1998.
<F**>The Variable Universal Life - 95 product became available to this fund on April 30, 1999.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 95:
- -----------------------------
<CAPTION>
SMALL COMPANY
INTERNATIONAL BOND PORTFOLIO PORTFOLIO
FUND DIVISION FUND DIVISION FUND DIVISION
------------- ---------------- ---------------
1999<F*> 1999<F*> 1999<F*>
-------- -------- --------
<S> <C> <C> <C>
Total gross deposits $ 150 $ 18 $ 871
Transfers between fund divisions and
General American 6,911 3,471 21,899
Surrenders and withdrawals 0 0 (18,684)
------ ------ --------
Total gross deposits, transfers, and
surrenders between fund divisions 7,061 3,489 4,086
------ ------ --------
Deductions:
Premium load charges 16 0 22
Cost of insurance and administrative expenses 14 0 269
------ ------ --------
Total deductions 30 0 291
------ ------ --------
Net deposits into Separate Account $7,031 $3,489 $ 3,795
====== ====== ========
<FN>
<F*>The Variable Universal Life - 95 product became available to these funds on April 30, 1999. (continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable General Select Plus:
- -----------------------------
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION FUND DIVISION
----------------------------------------- -----------------------------------------
1999 1998 1997 1999 1998 1997
------------ ----------- ------------ ---------- ------------- ------------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 9,516,696 $1,357,475 $ 1,229,167 $3,414,103 $ 16,933,833 $11,949,827
Transfers between fund divisions and
General American 60,389 5,431,739 1,639,191 27,242 (20,254,746) (6,333,824)
Surrenders and withdrawals (1,040,805) (152,414) (5,100,149) 0 (214,226) (4,042,319)
----------- ---------- ----------- ---------- ------------ -----------
Total gross deposits, transfers, and
surrenders between fund divisions 8,536,280 6,636,800 (2,231,791) 3,441,345 (3,535,139) 1,573,684
----------- ---------- ----------- ---------- ------------ -----------
Deductions:
Premium load charges 172,275 99,759 88,924 544,962 1,299,538 870,893
Cost of insurance and administrative
expenses 38,868 293,438 158,092 7,722 221,400 158,166
----------- ---------- ----------- ---------- ------------ -----------
Total deductions 211,143 393,197 247,016 552,684 1,520,938 1,029,059
----------- ---------- ----------- ---------- ------------ -----------
Net deposits into (withdrawals from)
Separate Account $ 8,325,137 $6,243,603 $(2,478,807) $2,888,661 $ (5,056,077) $ 544,625
=========== ========== =========== ========== ============ ===========
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable General Select Plus:
- -----------------------------
<CAPTION>
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
---------------------------------------- -----------------------------------
1999 1998 1997 1999 1998 1997
----------- --------- ------------ --------- --------- ---------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $1,499,923 $146,938 $ 170,971 $686,238 $185,192 $225,421
Transfers between fund divisions and
General American (51,332) 205,041 109,381 (5,378) (477) 49,038
Surrenders and withdrawals (8,668) (27,635) (4,675,478) (1,579) (44,810) (28,866)
---------- -------- ----------- -------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 1,439,923 324,344 (4,395,126) 679,281 139,905 245,593
---------- -------- ----------- -------- -------- --------
Deductions:
Premium load charges 17,017 10,813 12,639 14,026 12,749 16,872
Cost of insurance and administrative
expenses 3,507 29,846 24,838 2,662 29,578 24,211
---------- -------- ----------- -------- -------- --------
Total deductions 20,524 40,659 37,477 16,688 42,327 41,083
---------- -------- ----------- -------- -------- --------
Net deposits into (withdrawals from)
Separate Account $1,419,399 $283,685 $(4,432,603) $662,593 $ 97,578 $204,510
========== ======== =========== ======== ======== ========
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable General Select Plus:
- -----------------------------
<CAPTION>
ASSET ALLOCATION INTERNATIONAL INDEX
FUND DIVISION FUND DIVISION<F*>
--------------------------------------- -----------------------------------
1999 1998 1997 1999 1998 1997
----------- ---------- --------- --------- --------- ---------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $1,791,144 $ 231,397 $225,188 $347,511 $244,143 $273,454
Transfers between fund divisions and
General American (4,461) 160,811 92,485 (30,925) (26,160) 190,371
Surrenders and withdrawals (21,717) (166,928) (48,400) (18,143) (16,419) (47,175)
---------- --------- -------- -------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 1,764,966 225,280 269,273 298,443 201,564 416,650
---------- --------- -------- -------- -------- --------
Deductions:
Premium load charges 22,493 14,905 17,168 15,706 16,859 19,728
Cost of insurance and administrative
expenses 8,155 84,944 67,268 4,823 44,378 37,091
---------- --------- -------- -------- -------- --------
Total deductions 30,648 99,849 84,436 20,529 61,237 56,819
---------- --------- -------- -------- -------- --------
Net deposits into Separate Account $1,734,318 $ 125,431 $184,837 $277,914 $140,327 $359,831
========== ========= ======== ======== ======== ========
<FN>
<F*>This fund was formerly known as the International Equity Fund. (continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable General Select Plus:
- -----------------------------
<CAPTION>
MID-CAP EQUITY SMALL-CAP EQUITY
FUND DIVISION<F*> FUND DIVISION
--------------------------------------- -----------------------------------
1999 1998 1997 1999 1998 1997<F**>
--------- --------- --------- --------- --------- ---------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $190,421 $338,015 $376,253 $826,906 $263,673 $ 59,270
Transfers between fund divisions and
General American (54,387) 458,678 301,956 (43,257) 330,151 326,392
Surrenders and withdrawals (16,526) (25,379) (53,267) 0 0 0
-------- -------- -------- -------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 119,508 771,314 624,942 783,649 593,824 385,662
-------- -------- -------- -------- -------- --------
Deductions:
Premium load charges 22,927 24,362 29,256 24,112 19,071 4,711
Cost of insurance and administrative
expenses 5,491 67,262 40,346 2,329 19,764 3,518
-------- -------- -------- -------- -------- --------
Total deductions 28,418 91,624 69,602 26,441 38,835 8,229
-------- -------- -------- -------- -------- --------
Net deposits into Separate Account $ 91,090 $679,690 $555,340 $757,208 $554,989 $377,433
======== ======== ======== ======== ======== ========
<FN>
<F*>This fund was formerly known as the Special Equity Fund.
<F**>The Small-Cap Equity Fund began operations on May 1, 1997.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable General Select Plus:
- -----------------------------
<CAPTION>
EQUITY-INCOME GROWTH
FUND DIVISION FUND DIVISION
----------------------------------------- -----------------------------------------
1999 1998 1997 1999 1998 1997
----------- ----------- ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $2,525,240 $1,492,223 $1,043,306 $5,816,419 $1,297,862 $1,354,928
Transfers between fund divisions and
General American (83,685) 748,006 658,129 361,192 891,558 957,813
Surrenders and withdrawals (50,381) (183,143) (148,279) (74,872) (255,377) (268,257)
---------- ---------- ---------- ---------- ---------- ----------
Total gross deposits, transfers, and
surrenders between fund divisions 2,391,174 2,057,086 1,553,156 6,102,739 1,934,043 2,044,484
---------- ---------- ---------- ---------- ---------- ----------
Deductions:
Premium load charges 80,926 82,617 78,543 108,587 84,087 101,854
Cost of insurance and administrative
expenses 21,370 216,335 163,469 34,735 250,176 206,497
---------- ---------- ---------- ---------- ---------- ----------
Total deductions 102,296 298,952 242,012 143,322 334,263 308,351
---------- ---------- ---------- ---------- ---------- ----------
Net deposits into Separate Account $2,288,878 $1,758,134 $1,311,144 $5,959,417 $1,599,780 $1,736,133
========== ========== ========== ========== ========== ==========
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable General Select Plus:
- -----------------------------
<CAPTION>
OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION
------------------------------------ ----------------------------------
1999 1998 1997 1999 1998 1997
--------- ---------- --------- --------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $616,304 $ 557,583 $763,625 $869,266 $ 27,818 $53,004
Transfers between fund divisions and
General American 86,786 (150,747) 265,722 (2,696) 93,342 3,027
Surrenders and withdrawals (16,745) (55,531) (56,432) 0 0 (2,184)
-------- --------- -------- -------- -------- -------
Total gross deposits, transfers, and
surrenders between fund divisions 686,345 351,305 972,915 866,570 121,160 53,847
-------- --------- -------- -------- -------- -------
Deductions:
Premium load charges 46,057 40,327 57,640 4,522 1,654 3,927
Cost of insurance and administrative
expenses 8,922 79,907 71,616 1,055 6,502 3,625
-------- --------- -------- -------- -------- -------
Total deductions 54,979 120,234 129,256 5,577 8,156 7,552
-------- --------- -------- -------- -------- -------
Net deposits into Separate Account $631,366 $ 231,071 $843,659 $860,993 $113,004 $46,295
======== ========= ======== ======== ======== =======
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable General Select Plus:
- -----------------------------
<CAPTION>
HIGH INCOME WORLDWIDE HARD ASSETS
FUND DIVISION FUND DIVISION<F*>
----------------------------------- ---------------------------------
1999 1998 1997 1999 1998 1997
--------- --------- --------- ------- -------- ---------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $941,150 $241,925 $201,994 $51,609 $ 6,454 $ 22,621
Transfers between fund divisions and
General American 11,214 156,540 207,353 0 (6,638) 1,823
Surrenders and withdrawals (10,166) (16,195) (6,433) 0 (841) (36,871)
-------- -------- -------- ------- ------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 942,198 382,270 402,914 51,609 (1,025) (12,427)
-------- -------- -------- ------- ------- --------
Deductions:
Premium load charges 16,895 17,692 15,004 447 376 1,715
Cost of insurance and administrative
expenses 2,659 34,790 25,526 159 1,055 890
-------- -------- -------- ------- ------- --------
Total deductions 19,554 52,482 40,530 606 1,431 2,605
-------- -------- -------- ------- ------- --------
Net deposits into (withdrawals from)
Separate Account $922,644 $329,788 $362,384 $51,003 $(2,456) $(15,032)
======== ======== ======== ======= ======= ========
<CAPTION>
WORLDWIDE
EMERGING MARKETS
FUND DIVISION
-----------------
1999<F**>
-----------
<S> <C>
Total gross deposits $159,565
Transfers between fund divisions and
General American 27,490
Surrenders and withdrawals 0
--------
Total gross deposits, transfers, and
surrenders between fund divisions 187,055
--------
Deductions:
Premium load charges 61
Cost of insurance and administrative
expenses 578
--------
Total deductions 639
--------
Net deposits into (withdrawals from)
Separate Account $186,416
========
<FN>
<F*>This fund was formerly known as the Gold & Natural Resources Fund.
<F**>The Variable General Select Plus product became available to these funds on April 30, 1999. (continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable General Select Plus:
- -----------------------------
<CAPTION>
MULTI-STYLE EQUITY CORE BOND
FUND DIVISION FUND DIVISION
-------------------------------------- --------------------------------------
1999 1998 1997<F*> 1999 1998 1997<F*>
----------- ----------- -------- ---------- ---------- --------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $3,354,781 $1,940,731 $ 80,451 $3,385,014 $1,482,889 $ 17,978
Transfers between fund divisions and
General American (238,145) 4,822,163 532,364 109,400 3,101,165 215,118
Surrenders and withdrawals 0 (187) 0 0 0 0
---------- ---------- -------- ---------- ---------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 3,116,636 6,762,707 612,815 3,494,414 4,584,054 233,096
---------- ---------- -------- ---------- ---------- --------
Deductions:
Premium load charges 192,138 204,842 5,866 162,629 117,137 1,346
Cost of insurance and administrative
expenses 33,513 255,638 8,425 21,037 182,736 2,474
---------- ---------- -------- ---------- ---------- --------
Total deductions 225,651 460,480 14,291 183,666 299,873 3,820
---------- ---------- -------- ---------- ---------- --------
Net deposits into Separate Account $2,890,985 $6,302,227 $598,524 $3,310,748 $4,284,181 $229,276
========== ========== ======== ========== ========== ========
<FN>
<F*>The Multi-style Equity Fund, Core Bond Fund, Aggressive Equity Fund, and Non-US Fund began operations on January 2, 1997.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable General Select Plus:
- -----------------------------
<CAPTION>
AGGRESSIVE EQUITY NON-US
FUND DIVISION FUND DIVISION
-------------------------------------- --------------------------------------
1999 1998 1997<F*> 1999 1998 1997<F*>
-------- ---------- -------- --------- ---------- --------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $686,381 $ 502,264 $ 54,099 $ 453,079 $ 264,324 $ 42,059
Transfers between fund divisions and
General American (84,039) 1,704,740 281,507 (109,436) 1,609,166 276,242
Surrenders and withdrawals 0 (116) 0 0 (119) 0
-------- ---------- -------- --------- ---------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 602,342 2,206,888 335,606 343,643 1,873,371 318,301
-------- ---------- -------- --------- ---------- --------
Deductions:
Premium load charges 47,306 71,141 3,761 26,226 34,958 3,283
Cost of insurance and administrative
expenses 6,671 47,691 3,632 7,300 38,906 3,028
-------- ---------- -------- --------- ---------- --------
Total deductions 53,977 118,832 7,393 33,526 73,864 6,311
-------- ---------- -------- --------- ---------- --------
Net deposits into Separate Account $548,365 $2,088,056 $328,213 $ 310,117 $1,799,507 $311,990
======== ========== ======== ========= ========== ========
<FN>
<F*>The Multi-style Equity Fund, Core Bond Fund, Aggressive Equity Fund, and Non-US Fund began operations on January 2, 1997.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable General Select Plus:
- -----------------------------
<CAPTION>
INCOME & GROWTH INTERNATIONAL VALUE BOND PORTFOLIO SMALL COMPANY
FUND DIVISION FUND DIVISION FUND DIVISION FUND DIVISION FUND DIVISION
--------------- ------------- ------------- -------------- -------------
1999<F*> 1999<F*> 1999<F*> 1999<F*> 1999<F*>
-------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C>
Total gross deposits $584,148 $306,558 $89,282 $128,073 $375,118
Transfers between fund divisions and
General American 10,803 9,583 0 0 36,269
Surrenders and withdrawals 0 0 0 0 0
-------- -------- ------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 594,951 316,141 89,282 128,073 411,387
-------- -------- ------- -------- --------
Deductions:
Premium load charges 57 57 70 0 72
Cost of insurance and administrative expenses 41 126 18 18 566
-------- -------- ------- -------- --------
Total deductions 98 183 88 18 638
-------- -------- ------- -------- --------
Net deposits into Separate Account $594,853 $315,958 $89,194 $128,055 $410,749
======== ======== ======= ======== ========
<FN>
<F*>The Variable General Select Plus product became available to these funds on April 30, 1999.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 100:
- ------------------------------
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION FUND DIVISION
--------------------------------------- ---------------------------------------
1999 1998 1997 1999 1998 1997
--------- ---------- ---------- --------- ----------- -----------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 497,709 $3,774,275 $1,995,433 $ 144,058 $ 9,507,851 $ 8,679,144
Transfers between fund divisions and
General American (19,257) 5,484,204 2,177,143 (223,896) (8,000,842) (7,303,949)
Surrenders and withdrawals (140,100) (299,771) (68,513) 0 (11,635) (3,421)
--------- ---------- ---------- --------- ----------- -----------
Total gross deposits, transfers, and
surrenders between fund divisions 338,352 8,958,708 4,104,063 (79,838) 1,495,374 1,371,774
--------- ---------- ---------- --------- ----------- -----------
Deductions:
Premium load charges 157,232 126,277 66,092 121,639 296,413 286,729
Cost of insurance and administrative
expenses 140,651 1,411,705 671,147 9,414 639,686 599,119
--------- ---------- ---------- --------- ----------- -----------
Total deductions 297,883 1,537,982 737,239 131,053 936,099 885,848
--------- ---------- ---------- --------- ----------- -----------
Net deposits into (withdrawals from)
Separate Account $ 40,469 $7,420,726 $3,366,824 $(210,891) $ 559,275 $ 485,926
========= ========== ========== ========= =========== ===========
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 100:
- ------------------------------
<CAPTION>
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
------------------------------------- -------------------------------------
1999 1998 1997 1999 1998 1997
------- -------- -------- ------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $27,523 $279,989 $184,259 $78,693 $488,098 $228,756
Transfers between fund divisions and
General American (7,468) 613,426 265,500 3,494 247,910 432,012
Surrenders and withdrawals (1,636) (10,480) (4,282) (2,376) (59,153) (13,613)
------- -------- -------- ------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 18,419 882,935 445,477 79,811 676,855 647,155
------- -------- -------- ------- -------- --------
Deductions:
Premium load charges 10,567 9,514 6,186 16,793 16,604 7,603
Cost of insurance and administrative
expenses 7,925 83,804 57,817 14,086 178,243 96,349
------- -------- -------- ------- -------- --------
Total deductions 18,492 93,318 64,003 30,879 194,847 103,952
------- -------- -------- ------- -------- --------
Net deposits into (withdrawals from)
Separate Account $ (73) $789,617 $381,474 $48,932 $482,008 $543,203
======= ======== ======== ======= ======== ========
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 100:
- ------------------------------
<CAPTION>
ASSET ALLOCATION INTERNATIONAL INDEX
FUND DIVISION FUND DIVISION<F*>
-------------------------------------- --------------------------------------
1999 1998 1997 1999 1998 1997
-------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $174,486 $652,869 $297,431 $ 30,589 $542,245 $380,598
Transfers between fund divisions and
General American (14,732) 212,547 423,970 (74,184) 82,381 259,917
Surrenders and withdrawals (1,320) (16,485) (7,250) (1,545) (13,406) (12,338)
-------- -------- -------- -------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 158,434 848,931 714,151 (45,140) 611,220 628,177
-------- -------- -------- -------- -------- --------
Deductions:
Premium load charges 31,177 21,971 10,273 19,041 18,719 12,990
Cost of insurance and administrative
expenses 29,388 237,042 159,083 13,745 172,801 138,712
-------- -------- -------- -------- -------- --------
Total deductions 60,565 259,013 169,356 32,786 191,520 151,702
-------- -------- -------- -------- -------- --------
Net deposits into (withdrawals from)
Separate Account $ 97,869 $589,918 $544,795 $(77,926) $419,700 $476,475
======== ======== ======== ======== ======== ========
<FN>
<F*>This fund was formerly known as the International Equity Fund.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 100:
- ------------------------------
<CAPTION>
MID-CAP EQUITY SMALL-CAP EQUITY
FUND DIVISION<F*> FUND DIVISION
--------------------------------------- ---------------------------------------
1999 1998 1997 1999 1998 1997<F**>
--------- -------- -------- --------- -------- ---------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 60,351 $694,795 $405,467 $ 37,239 $390,118 $ 48,912
Transfers between fund divisions and
General American (121,007) 218,584 129,102 (118,733) 485,204 254,044
Surrenders and withdrawals (2,516) (36,811) (15,375) 0 (2,420) 0
--------- -------- -------- --------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions (63,172) 876,568 519,194 (81,494) 872,902 302,956
--------- -------- -------- --------- -------- --------
Deductions:
Premium load charges 22,088 23,485 13,537 15,661 13,324 1,579
Cost of insurance and administrative
expenses 14,426 206,508 140,909 8,182 114,663 7,052
--------- -------- -------- --------- -------- --------
Total deductions 36,514 229,993 154,446 23,843 127,987 8,631
--------- -------- -------- --------- -------- --------
Net deposits into (withdrawals from)
Separate Account $ (99,686) $646,575 $364,748 $(105,337) $744,915 $294,325
========= ======== ======== ========= ======== ========
<FN>
<F*>This fund was formerly known as the Special Equity Fund.
<F**>The Small-Cap Equity Fund began operations on May 1, 1997.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 100:
- ------------------------------
<CAPTION>
EQUITY INCOME GROWTH
FUND DIVISION FUND DIVISION
-------------------------------------- ---------------------------------------
1999 1998 1997 1999 1998 1997
-------- ----------- ---------- --------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $191,931 $ 2,136,531 $1,996,233 $ 345,160 $2,942,824 $2,402,233
Transfers between fund divisions and
General American (87,709) (1,236,416) 792,184 122,542 694,369 1,492,743
Surrenders and withdrawals (9,312) (127,426) (44,826) (341,338) (279,188) (114,282)
-------- ----------- ---------- --------- ---------- ----------
Total gross deposits, transfers, and
surrenders between fund divisions 94,910 772,689 2,743,591 126,364 3,358,005 3,780,694
-------- ----------- ---------- --------- ---------- ----------
Deductions:
Premium load charges 62,308 78,973 66,340 101,279 103,369 80,190
Cost of insurance and administrative
expenses 45,170 940,207 572,720 106,234 1,188,418 842,557
-------- ----------- ---------- --------- ---------- ----------
Total deductions 107,478 1,019,180 639,060 207,513 1,291,787 922,747
-------- ----------- ---------- --------- ---------- ----------
Net deposits into (withdrawals from)
Separate Account $(12,568) $ (246,491) $2,104,531 $ (81,149) $2,066,218 $2,857,947
======== =========== ========== ========= ========== ==========
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 100:
- ------------------------------
<CAPTION>
OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION
-------------------------------------- -------------------------------------
1999 1998 1997 1999 1998 1997
-------- -------- -------- ------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 60,624 $630,759 $508,810 $36,199 $317,439 $147,295
Transfers between fund divisions and
General American 86,259 143,337 313,710 2,278 146,214 109,004
Surrenders and withdrawals (4,693) (59,595) (22,505) (1,984) (26,187) (5,778)
-------- -------- -------- ------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 142,190 714,501 800,015 36,493 437,466 250,521
-------- -------- -------- ------- -------- --------
Deductions:
Premium load charges 21,350 21,503 17,197 11,474 10,729 4,955
Cost of insurance and administrative
expenses 16,685 195,007 165,254 10,603 117,605 74,461
-------- -------- -------- ------- -------- --------
Total deductions 38,035 216,510 182,451 22,077 128,334 79,416
-------- -------- -------- ------- -------- --------
Net deposits into Separate Account $104,155 $497,991 $617,564 $14,416 $309,132 $171,105
======== ======== ======== ======= ======== ========
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 100:
- ------------------------------
<CAPTION>
HIGH INCOME WORLDWIDE HARD ASSETS
FUND DIVISION FUND DIVISION<F*>
-------------------------------------- -------------------------------------
1999 1998 1997 1999 1998 1997
-------- -------- -------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 61,798 $469,183 $300,761 $ 4,754 $60,696 $63,004
Transfers between fund divisions and
General American 174,344 256,832 224,109 (3,654) 10,164 18,216
Surrenders and withdrawals 0 (12,240) (20,348) 0 (2,562) (4,909)
-------- -------- -------- ------- ------- -------
Total gross deposits, transfers, and
surrenders between fund divisions 236,142 713,775 504,522 1,100 68,298 76,311
-------- -------- -------- ------- ------- -------
Deductions:
Premium load charges 23,688 15,948 10,110 1,670 2,007 2,147
Cost of insurance and administrative
expenses 15,033 130,579 105,718 1,229 17,277 19,651
-------- -------- -------- ------- ------- -------
Total deductions 38,721 146,527 115,828 2,899 19,284 21,798
-------- -------- -------- ------- ------- -------
Net deposits into (withdrawals from)
Separate Account $197,421 $567,248 $388,694 $(1,799) $49,014 $54,513
======== ======== ======== ======= ======= =======
<FN>
<F*>This fund was formerly known as the Gold & Natural Resources Fund.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 100:
- ------------------------------
<CAPTION>
WORLDWIDE
EMERGING MARKETS MULTI-STYLE EQUITY CORE BOND
FUND DIVISION FUND DIVISION FUND DIVISION
---------------- ------------------------- -------------------------
1999<F**> 1999 1998<F*> 1999 1998<F*>
--------- ------- -------- ------ --------
<S> <C> <C> <C> <C> <C>
Total gross deposits $ 52 $29,816 $11,281 $7,874 $1,071
Transfers between fund divisions and
General American 2,925 (584) 62,902 (56) 7,124
Surrenders and withdrawals (3,567) 114 (69) 1,463 0
------- ------- ------- ------ ------
Total gross deposits, transfers, and
surrenders between fund divisions (590) 29,346 74,114 9,281 8,195
------- ------- ------- ------ ------
Deductions:
Premium load charges 7 6,946 460 886 40
Cost of insurance and administrative expenses 88 5,732 5,703 475 1,266
------- ------- ------- ------ ------
Total deductions 95 12,678 6,163 1,361 1,306
------- ------- ------- ------ ------
Net deposits into (withdrawals from)
Separate Account $ (685) $16,668 $67,951 $7,920 $6,889
======= ======= ======= ====== ======
<FN>
<F*>The Variable Universal Life - 100 product became available to these funds on April 30, 1998.
<F**>The Variable Universal Life - 100 product became available to this fund on April 30, 1999.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 100:
- ------------------------------
<CAPTION>
AGGRESSIVE EQUITY NON-US
FUND DIVISION FUND DIVISION
---------------------- -----------------------
1999 1998<F*> 1999 1998<F*>
------ -------- ------- --------
<S> <C> <C> <C> <C>
Total gross deposits $5,962 $(3,957) $ 5,131 $ 1,368
Transfers between fund divisions and
General American (656) 20,863 (194) 12,106
Surrenders and withdrawals 0 0 (1,225) 0
------ ------- ------- -------
Total gross deposits, transfers, and
surrenders between fund divisions 5,306 16,906 3,712 13,474
------ ------- ------- -------
Deductions:
Premium load charges 1,972 167 1,252 103
Cost of insurance and administrative expenses 2,098 3,404 1,797 1,186
------ ------- ------- -------
Total deductions 4,070 3,571 3,049 1,289
------ ------- ------- -------
Net deposits into Separate Account $1,236 $13,335 $ 663 $12,185
====== ======= ======= =======
<FN>
<F*>The Variable Universal Life - 100 product became available to these funds on April 30, 1998.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 100:
- ------------------------------
<CAPTION>
SMALL COMPANY
INCOME & GROWTH INTERNATIONAL VALUE BOND PORTFOLIO PORTFOLIO
FUND DIVISION FUND DIVISION FUND DIVISION FUND DIVISION FUND DIVISION
--------------- ------------- ------------- -------------- -------------
1999<F*> 1999<F*> 1999<F*> 1999<F*> 1999<F*>
-------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C>
Total gross deposits $ 7,302 $ 4,437 $(2,632) $ 68 $ 1,074
Transfers between fund divisions and
General American (13,611) 89,802 0 0 30,306
Surrenders and withdrawals (872) (524) 704 0 0
-------- ------- ------- ----- -------
Total gross deposits, transfers, and
surrenders between fund divisions (7,181) 93,715 (1,928) 68 31,380
-------- ------- ------- ----- -------
Deductions:
Premium load charges 428 90 0 7 39
Cost of insurance and administrative expenses 169 15 2 29 72
-------- ------- ------- ----- -------
Total deductions 597 105 2 36 111
-------- ------- ------- ----- -------
Net deposits into (withdrawals from)
Separate Account $ (7,778) $93,610 $(1,930) $ 32 $31,269
======== ======= ======= ===== =======
<FN>
<F*>The Variable Universal Life - 100 product became available to these funds on April 30, 1999.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Russell Variable Universal Life:<F*>
- ------------------------------------
<CAPTION>
MONEY MARKET MULTI-STYLE EQUITY
FUND DIVISION FUND DIVISION
--------------------------- --------------------------------------------
1998 1997 1999 1998 1997<F**>
--------- ----------- -------- ---------- ----------
<S> <C> <C> <C> <C> <C>
Total gross deposits $ 415,709 $ 4,627,386 $ 11,757 $1,037,690 $ 19,255
Transfers between fund divisions and
General American (469,090) (4,374,607) 0 154,284 1,937,967
Surrenders and withdrawals 0 0 0 (13,263) (328)
--------- ----------- -------- ---------- ----------
Total gross deposits, transfers, and
surrenders between fund divisions (53,381) 252,779 11,757 1,178,711 1,956,894
--------- ----------- -------- ---------- ----------
Deductions:
Premium load charges 27,188 72,762 11,910 75,029 1,369
Cost of insurance and administrative expenses 10,537 72,945 11,989 108,054 19,567
--------- ----------- -------- ---------- ----------
Total deductions 37,725 145,707 23,899 183,083 20,936
--------- ----------- -------- ---------- ----------
Net deposits into (withdrawals from)
Separate Account $ (91,106) $ 107,072 $(12,142) $ 995,628 $1,935,958
========= =========== ======== ========== ==========
<CAPTION>
CORE BOND
FUND DIVISION
-----------------------------------------------
1999 1998 1997<F**>
------- ---------- ---------
<S> <C> <C> <C>
Total gross deposits $ 2,104 $ 932,874 $ 3,472
Transfers between fund divisions and
General American 0 167,553 914,278
Surrenders and withdrawals 0 (15,205) 0
------- ---------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 2,104 1,085,222 917,750
------- ---------- --------
Deductions:
Premium load charges 2,839 62,053 0
Cost of insurance and administrative expenses 9,047 102,484 21,735
------- ---------- --------
Total deductions 11,886 164,537 21,735
------- ---------- --------
Net deposits into (withdrawals from)
Separate Account $(9,782) $ 920,685 $896,015
======= ========== ========
<FN>
<F*>Russell Variable Universal Life product was introduced in 1997, and the first deposit was received on June 6, 1997.
<F**>The Multi-style Equity Fund and Core Bond Fund began operations on January 2, 1997.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Russell Variable Universal Life:<F*>
- ------------------------------------
<CAPTION>
AGGRESSIVE EQUITY NON-US
FUND DIVISION FUND DIVISION
-------------------------------------- --------------------------------------
1999 1998 1997<F**> 1999 1998 1997<F**>
------- -------- --------- ------- -------- ---------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 6,989 $397,370 $ 12,641 $ 2,513 $514,239 $ 8,990
Transfers between fund divisions and
General American 0 54,038 987,308 0 91,705 532,277
Surrenders and withdrawals 0 (3,526) (94) 0 (6,050) (137)
------- -------- -------- ------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 6,989 447,882 999,855 2,513 599,894 541,130
------- -------- -------- ------- -------- --------
Deductions:
Premium load charges 7,446 28,279 822 3,137 36,821 548
Cost of insurance and administrative
expenses 3,346 35,589 6,442 5,864 50,919 10,345
------- -------- -------- ------- -------- --------
Total deductions 10,792 63,868 7,264 9,001 87,740 10,893
------- -------- -------- ------- -------- --------
Net deposits into (withdrawals from)
Separate Account $(3,803) $384,014 $992,591 $(6,488) $512,154 $530,237
======= ======== ======== ======= ======== ========
<FN>
<F*>Russell Variable Universal Life product was introduced in 1997, and the first deposit was received on June 6, 1997.
<F**>The Aggressive Equity Fund and Non-US Fund began operations on January 2, 1997.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION FUND DIVISION
----------------------- --------------------------
1999 1998 1999 1998
-------- -------- ----------- ----------
<S> <C> <C> <C> <C>
Total gross deposits $445,984 $ 4,307 $ 3,382,823 $2,186,833
Transfers between fund divisions and
General American 306,257 136,331 (1,591,945) (337,148)
Surrenders and withdrawals (611) 0 (5,968) 0
-------- -------- ----------- ----------
Total gross deposits, transfers, and
surrenders between fund divisions 751,630 140,638 1,784,910 1,849,685
-------- -------- ----------- ----------
Deductions:
Premium load charges 178,933 555 1,942,937 262,833
Cost of insurance and administrative expenses 77,279 2,864 65,472 52,876
-------- -------- ----------- ----------
Total deductions 256,212 3,419 2,008,409 315,709
-------- -------- ----------- ----------
Net deposits into (withdrawals from)
Separate Account $495,418 $137,219 $ (223,499) $1,533,976
======== ======== =========== ==========
<FN>
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998, and the first
deposit was received on September 29, 1998.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
------------------------ -----------------------
1999 1998 1999 1998
---------- ------ ------- ------
<S> <C> <C> <C> <C>
Total gross deposits $ 23,548 $ 86 $14,479 $ 186
Transfers between fund divisions and
General American (187,277) 5,616 11,989 8,181
Surrenders and withdrawals (195) 0 0 0
--------- ------ ------- ------
Total gross deposits, transfers, and
surrenders between fund divisions (163,924) 5,702 26,468 8,367
--------- ------ ------- ------
Deductions:
Premium load charges 7,871 14 10,119 27
Cost of insurance and administrative expenses 3,174 52 3,388 154
--------- ------ ------- ------
Total deductions 11,045 66 13,507 181
--------- ------ ------- ------
Net deposits into (withdrawals from)
Separate Account $(174,969) $5,636 $12,961 $8,186
========= ====== ======= ======
<FN>
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998, and the first
deposit was received on September 29, 1998. (continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
ASSET ALLOCATION INTERNATIONAL INDEX
FUND DIVISION FUND DIVISION<F**>
------------------------- -----------------------
1999 1998 1999 1998
------- ------- ------- ------
<S> <C> <C> <C> <C>
Total gross deposits $23,556 $ 294 $22,587 $ 398
Transfers between fund divisions and
General American 33,414 11,801 37,150 7,529
Surrenders and withdrawals 0 0 (173) 0
------- ------- ------- ------
Total gross deposits, transfers, and
surrenders between fund divisions 56,970 12,095 59,564 7,927
------- ------- ------- ------
Deductions:
Premium load charges 8,354 30 8,623 44
Cost of insurance and administrative expenses 4,085 166 3,251 192
------- ------- ------- ------
Total deductions 12,439 196 11,874 236
------- ------- ------- ------
Net deposits into Separate Account $44,531 $11,899 $47,690 $7,691
======= ======= ======= ======
<FN>
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998, and the
first deposit was received on September 29, 1998.
<F**>This fund was formerly known as the International Equity Fund. (continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
MID-CAP EQUITY SMALL-CAP EQUITY
FUND DIVISION<F**> FUND DIVISION
---------------------- -----------------------
1999 1998 1999 1998
-------- ------ ------- ------
<S> <C> <C> <C> <C>
Total gross deposits $18,623 $ 269 $20,399 $ 506
Transfers between fund divisions and
General American 21,442 6,292 16,055 6,347
Surrenders and withdrawals (330) 0 (277) 0
------- ------ ------- ------
Total gross deposits, transfers, and
surrenders between fund divisions 39,735 6,561 36,177 6,853
------- ------ ------- ------
Deductions:
Premium load charges 11,545 34 10,879 68
Cost of insurance and administrative expenses 3,828 247 4,124 265
------- ------ ------- ------
Total deductions 15,373 281 15,003 333
------- ------ ------- ------
Net deposits into Separate Account $24,362 $6,280 $21,174 $6,520
======= ====== ======= ======
<FN>
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998, and the
first deposit was received on September 29, 1998.
<F**>This fund was formerly known as the Special Equity Fund.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
EQUITY INCOME GROWTH
FUND DIVISION FUND DIVISION
------------------------- ------------------------
1999 1998 1999 1998
--------- ------- --------- -------
<S> <C> <C> <C> <C>
Total gross deposits $ 69,744 $ 2,126 $264,768 $ 3,312
Transfers between fund divisions and
General American 159,840 22,773 639,837 43,658
Surrenders and withdrawals (44) 0 (2,741) 0
-------- ------- -------- -------
Total gross deposits, transfers, and
surrenders between fund divisions 229,540 24,899 901,864 46,970
-------- ------- -------- -------
Deductions:
Premium load charges 32,639 235 99,411 248
Cost of insurance and administrative expenses 13,365 1,202 38,779 1,227
-------- ------- -------- -------
Total deductions 46,004 1,437 138,190 1,475
-------- ------- -------- -------
Net deposits into Separate Account $183,536 $23,462 $763,674 $45,495
======== ======= ======== =======
<FN>
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998, and the
first deposit was received on September 29, 1998.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION
------------------------ -----------------------
1999 1998 1999 1998
------- ------ --------- ------
<S> <C> <C> <C> <C>
Total gross deposits $46,521 $ 550 $ 25,593 $1,890
Transfers between fund divisions and
General American 32,045 6,272 94,012 6,091
Surrenders and withdrawals 0 0 (403) 0
------- ------ -------- ------
Total gross deposits, transfers, and
surrenders between fund divisions 78,566 6,822 119,202 7,981
------- ------ -------- ------
Deductions:
Premium load charges 18,594 55 7,359 111
Cost of insurance and administrative expenses 5,846 195 4,946 635
------- ------ -------- ------
Total deductions 24,440 250 12,305 746
------- ------ -------- ------
Net deposits into Separate Account $54,126 $6,572 $106,897 $7,235
======= ====== ======== ======
<FN>
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998, and the
first deposit was received on September 29, 1998.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
WORLWIDE
HIGH INCOME HARD ASSETS
FUND DIVISION FUND DIVISION
------------------------- --------------------
1999 1998 1999 1998
-------- ------- ---- ----
<S> <C> <C> <C> <C>
Total gross deposits $24,835 $ 582 $584 $ 74
Transfers between fund divisions and
General American 26,973 11,663 211 56
Surrenders and withdrawals (193) 0 0 0
------- ------- ---- ----
Total gross deposits, transfers, and
surrenders between fund divisions 51,615 12,245 795 130
------- ------- ---- ----
Deductions:
Premium load charges 12,198 84 359 12
Cost of insurance and administrative expenses 3,939 300 236 4
------- ------- ---- ----
Total deductions 16,137 384 595 16
------- ------- ---- ----
Net deposits into Separate Account $35,478 $11,861 $200 $114
======= ======= ==== ====
<FN>
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998, and the
first deposit was received on September 29, 1998.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
WORLDWIDE MULTI-STYLE
EMERGING MARKETS EQUITY
FUND DIVISION FUND DIVISION
------------------------- -----------------------
1999<F**> 1998 1999 1998
--------- ------ -------- -------
<S> <C> <C> <C> <C>
Total gross deposits $3,360 $ 45 $ 68,210 $26,946
Transfers between fund divisions and
General American 3,702 1,753 78,386 12,531
Surrenders and withdrawals 0 0 (198) 0
------ ------ -------- -------
Total gross deposits, transfers, and
surrenders between fund divisions 7,062 1,798 146,398 39,477
------ ------ -------- -------
Deductions:
Premium load charges 1,161 7 30,461 3,877
Cost of insurance and administrative expenses 861 91 11,758 1,140
------ ------ -------- -------
Total deductions 2,022 98 42,219 5,017
------ ------ -------- -------
Net deposits into Separate Account $5,040 $1,700 $104,179 $34,460
====== ====== ======== =======
<FN>
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998, and the
first deposit was received on September 29, 1998.
<F**>The Variable Universal Life Insurance 98 product became available to these funds
on April 30, 1999.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
AGGRESSIVE
CORE BOND EQUITY
FUND DIVISION FUND DIVISION
------------------------ ------------------------
1999 1998 1999 1998
-------- ------ ------- -------
<S> <C> <C> <C> <C>
Total gross deposits $ 20,212 $2,978 $41,552 $23,310
Transfers between fund divisions and
General American (72,338) 4,298 39,906 10,915
-------- ------ ------- -------
Total gross deposits and transfers
between fund divisions (52,126) 7,276 81,458 34,225
-------- ------ ------- -------
Deductions:
Premium load charges 9,225 420 19,244 3,441
Cost of insurance and administrative expenses 2,396 98 5,509 755
-------- ------ ------- -------
Total deductions 11,621 518 24,753 4,196
-------- ------ ------- -------
Net deposits into (withdrawals from)
Separate Account $(63,747) $6,758 $56,705 $30,029
======== ====== ======= =======
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998, and the
first deposit was received on September 29, 1998.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
NON-US INCOME & GROWTH
FUND DIVISION FUND DIVISION
---------------------- -----------------------
1999 1998 1999<F**> 1998
------- ------ --------- ------
<S> <C> <C> <C> <C>
Total gross deposits $24,901 $3,248 $51,993 $ 126
Transfers between fund divisions and
General American 24,138 5,871 27,806 6,880
------- ------ ------- ------
Total gross deposits, transfers, and
surrenders between fund divisions 49,039 9,119 79,799 7,006
------- ------ ------- ------
Deductions:
Premium load charges 8,263 448 17,313 29
Cost of insurance and administrative expenses 3,119 184 7,281 132
------- ------ ------- ------
Total deductions 11,382 632 24,594 161
------- ------ ------- ------
Net deposits into Separate Account $37,657 $8,487 $55,205 $6,845
======= ====== ======= ======
<FN>
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998, and the
first deposit was received on September 29, 1998.
<F**>The Variable Universal Life Insurance 98 product became available to this fund
on April 30, 1999.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
INTERNATIONAL VALUE
FUND DIVISION FUND DIVISION
------------------------ -----------------------
1999<F**> 1998 1999<F**> 1998
--------- ---- --------- ------
<S> <C> <C> <C> <C>
Total gross deposits $10,629 $258 $25,993 $ 93
Transfers between fund divisions and
General American 14,268 713 1,261 3,740
Surrenders and withdrawals 0 0 0 0
------- ---- ------- ------
Total gross deposits, transfers, and
surrenders between fund divisions 24,897 971 27,254 3,833
------- ---- ------- ------
Deductions:
Premium load charges 4,785 44 7,137 17
Cost of insurance and administrative expenses 3,739 74 1,689 30
------- ---- ------- ------
Total deductions 8,524 118 8,826 47
------- ---- ------- ------
Net deposits into Separate Account $16,373 $853 $18,428 $3,786
======= ==== ======= ======
<FN>
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998, and the
first deposit was received on September 29, 1998.
<F**>The Variable Universal Life Insurance 98 product became available to these funds
on April 30, 1999.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
SMALL COMPANY
BOND PORTFOLIO PORTFOLIO
FUND DIVISION FUND DIVISION
----------------------- -----------------------
1999<F**> 1998 1999<F**> 1998
--------- ------ --------- ------
<S> <C> <C> <C> <C>
Total gross deposits $ 9,118 $ 117 $18,644 $ 54
Transfers between fund divisions and
General American 1,306 3,219 26,022 3,034
------- ------ ------- ------
Total gross deposits and transfers
between fund divisions 10,424 3,336 44,666 3,088
------- ------ ------- ------
Deductions:
Premium load charges 3,529 14 5,354 12
Cost of insurance and administrative expenses 860 23 3,005 154
------- ------ ------- ------
Total deductions 4,389 37 8,359 166
------- ------ ------- ------
Net deposits into Separate Account $ 6,035 $3,299 $36,307 $2,922
======= ====== ======= ======
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998, and the
first deposit was received on September 29, 1998.
<F**>The Variable Universal Life Insurance 98 product became available to these funds
on April 30, 1999.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION FUND DIVISION
----------------------- ------------------------
1999 1998 1999 1998
-------- ------ --------- --------
<S> <C> <C> <C> <C>
Total gross deposits $148,524 $ 0 $ 646,197 $327,992
Transfers between fund divisions and
General American 183,394 1,201 (251,824) (21,803)
-------- ------ --------- --------
Total gross deposits and transfers
between fund divisions 331,918 1,201 394,373 306,189
-------- ------ --------- --------
Deductions:
Premium load charges 21,033 0 327,573 50,777
Cost of insurance and administrative expenses 15,334 24 16,814 14,164
-------- ------ --------- --------
Total deductions 36,367 24 344,387 64,941
-------- ------ --------- --------
Net deposits into Separate Account $295,551 $1,177 $ 49,986 $241,248
======== ====== ========= ========
<FN>
<F*>The Joint and Survivor Variable Universal Life Insurance 98 product was introduced in 1998,
and the first deposit was received on October 14, 1998.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
<CAPTION>
BOND INDEX MANAGED EQUITY ASSET ALLOCATION
FUND DIVISION FUND DIVISION FUND DIVISION
---------------------- -------------- ----------------
1999 1998 1999 1999
------- ---- ------- -------
<S> <C> <C> <C> <C>
Total gross deposits $10,088 0 $ 5,156 $ 6,904
Transfers between fund divisions and
General American 55 $905 19,546 17,414
------- ---- ------- -------
Total gross deposits and transfers
between fund divisions 10,143 905 24,702 24,318
------- ---- ------- -------
Deductions:
Premium load charges 934 0 702 1,074
Cost of insurance and administrative expenses 636 24 320 1,595
------- ---- ------- -------
Total deductions 1,570 24 1,022 2,669
------- ---- ------- -------
Net deposits into Separate Account $ 8,573 $881 $23,680 $21,649
======= ==== ======= =======
<FN>
<F*>The Joint and Survivor Variable Universal Life Insurance 98 product was introduced in 1998,
and the first deposit was received on October 14, 1998.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
<CAPTION>
INTERNATIONAL INDEX MID-CAP EQUITY
FUND DIVISION FUND DIVISION
---------------------- ----------------------
1999 1998 1999 1998
------- ---- ------- ------
<S> <C> <C> <C> <C>
Total gross deposits $12,937 $ 0 $20,543 $ 0
Transfers between fund divisions and
General American 734 905 0 1,752
------- ---- ------- ------
Total gross deposits and transfers
between fund divisions 13,671 905 20,543 1,752
------- ---- ------- ------
Deductions:
Premium load charges 1,043 0 2,004 0
Cost of insurance and administrative expenses 420 24 695 54
------- ---- ------- ------
Total deductions 1,463 24 2,699 54
------- ---- ------- ------
Net deposits into Separate Account $12,208 $881 $17,844 $1,698
======= ==== ======= ======
<FN>
<F*>The Joint and Survivor Variable Universal Life Insurance 98 product was introduced in 1998,
and the first deposit was received on October 14, 1998.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
<CAPTION>
SMALL-CAP EQUITY EQUITY INCOME
FUND DIVISION FUND DIVISION
---------------------- ----------------------
1999 1998 1999 1998
------- ------ ------- ------
<S> <C> <C> <C> <C>
Total gross deposits $19,313 $ 0 $18,515 $ 0
Transfers between fund divisions and
General American 347 1,692 8,184 2,609
------- ------ ------- ------
Total gross deposits and transfers
between fund divisions 19,660 1,692 26,699 2,609
------- ------ ------- ------
Deductions:
Premium load charges 2,807 0 2,920 0
Cost of insurance and administrative expenses 837 53 1,537 76
------- ------ ------- ------
Total deductions 3,644 53 4,457 76
------- ------ ------- ------
Net deposits into Separate Account $16,016 $1,639 $22,242 $2,533
======= ====== ======= ======
<FN>
<F*>The Joint and Survivor Variable Universal Life Insurance 98 product was introduced in 1998,
and the first deposit was received on October 14, 1998.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
<CAPTION>
GROWTH OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION FUND DIVISION
--------------------- ---------------------- -------------
1999 1998 1999 1998 1999
------- ---- ------- ------ ----
<S> <C> <C> <C> <C> <C>
Total gross deposits $43,496 $ 0 $15,097 $ 0 $144
Transfers between fund divisions and
General American 11,264 905 1,000 1,706 0
------- ---- ------- ------ ----
Total gross deposits and transfers
between fund divisions 54,760 905 16,097 1,706 144
------- ---- ------- ------ ----
Deductions:
Premium load charges 8,888 0 1,866 0 0
Cost of insurance and administrative expenses 4,308 24 608 53 26
------- ---- ------- ------ ----
Total deductions 13,196 24 2,474 53 26
------- ---- ------- ------ ----
Net deposits into Separate Account $41,564 $881 $13,623 $1,653 $118
======= ==== ======= ====== ====
<FN>
<F*>The Joint and Survivor Variable Universal Life Insurance 98 product was introduced in 1998,
and the first deposit was received on October 14, 1998.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
<CAPTION>
HIGH INCOME MULTI-SYTLE EQUITY
FUND DIVISION FUND DIVISION
---------------------- ----------------------
1999 1998 1999 1998
------- ------ ------- ------
<S> <C> <C> <C> <C>
Total gross deposits $10,880 $ 0 $ 9,127 $ 0
Transfers between fund divisions and
General American 0 1,711 4,922 4,306
------- ------ ------- ------
Total gross deposits and transfers
between fund divisions 10,880 1,711 14,049 4,306
------- ------ ------- ------
Deductions:
Premium load charges 913 0 4,155 0
Cost of insurance and administrative expenses 724 53 1,262 133
------- ------ ------- ------
Total deductions 1,637 53 5,417 133
------- ------ ------- ------
Net deposits into Separate Account $ 9,243 $1,658 $ 8,632 $4,173
======= ====== ======= ======
<FN>
<F*>The Joint and Survivor Variable Universal Life Insurance 98 product was introduced in 1998,
and the first deposit was received on October 14, 1998.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
<CAPTION>
WORLDWIDE
EMERGING MARKETS CORE BOND
FUND DIVISION FUND DIVISION
---------------- ----------------------
1999 1999 1998
------- ------- ------
<S> <C> <C> <C>
Total gross deposits $(3,046) $ 263 $ 0
Transfers between fund divisions and
General American 0 128 1,708
------- ------- ------
Total gross deposits and transfers
between fund divisions (3,046) 391 1,708
------- ------- ------
Deductions:
Premium load charges 0 1,166 0
Cost of insurance and administrative expenses 146 295 50
------- ------- ------
Total deductions 146 1,461 50
------- ------- ------
Net deposits into (withdrawals from) Separate Account $(3,192) $(1,070) $1,658
======= ======= ======
<FN>
<F*>The Joint and Survivor Variable Universal Life Insurance 98 product was introduced in 1998,
and the first deposit was received on October 14, 1998.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
<CAPTION>
AGGRESSIVE EQUITY NON-US
FUND DIVISION FUND DIVISION
----------------- ---------------------
1999 1999 1998
------- ------ ------
<S> <C> <C> <C>
Total gross deposits $5,046 $3,039 $ 0
Transfers between fund divisions and
General American 3 (110) 1,774
------ ------ ------
Total gross deposits and transfers
between fund divisions 5,049 2,929 1,774
------ ------ ------
Deductions:
Premium load charges 2,119 1,260 0
Cost of insurance and administrative expenses 537 298 52
------ ------ ------
Total deductions 2,656 1,558 52
------ ------ ------
Net deposits into Separate Account $2,393 $1,371 $1,722
====== ====== ======
<FN>
<F*>The Joint and Survivor Variable Universal Life Insurance 98 product was introduced in 1998,
and the first deposit was received on October 14, 1998.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
<CAPTION>
INCOME & GROWTH INTERNATIONAL VALUE
FUND DIVISION FUND DIVISION FUND DIVISION
--------------- ------------- -------------
1999 1999 1999<F**>
------ ------ ---------
<S> <C> <C> <C>
Total gross deposits $2,399 $1,597 $1,014
Transfers between fund divisions and
General American 4,943 0 0
------ ------ ------
Total gross deposits and transfers
between fund divisions 7,342 1,597 1,014
------ ------ ------
Deductions:
Premium load charges 1,930 510 422
Cost of insurance and administrative expenses 613 338 119
------ ------ ------
Total deductions 2,543 848 541
------ ------ ------
Net deposits into Separate Account $4,799 $ 749 $ 473
====== ====== ======
<FN>
<F*>The Joint and Survivor Variable Universal Life Insurance 98 product was introduced in 1998,
and the first deposit was received on October 14, 1998.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
<CAPTION>
BOND PORTFOLIO SMALL COMPANY
FUND DIVISION FUND DIVISION
-------------- -------------
1999 1999
------ ----
<S> <C> <C>
Total gross deposits $1,551 $981
Deductions:
Premium load charges 632 211
Cost of insurance and administrative expenses 237 315
------ ----
Total deductions 869 526
------ ----
Net deposits into Separate Account $ 682 $455
====== ====
<FN>
<F*>The Joint and Survivor Variable Universal Life Insurance 98 product was introduced in 1998,
and the first deposit was received on October 14, 1998.
</TABLE>
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
SCHEDULE OF INVESTMENTS
DECEMBER 31, 1999
<CAPTION>
No. of Shares Market Value
--------------- --------------
<S> <C> <C>
S & P 500 Index Fund
General American Capital Company <F*> 999,187 $60,824,360
Money Market Fund
General American Capital Company <F*> 489,328 9,910,022
Bond Index Fund
General American Capital Company <F*> 250,830 6,136,371
Managed Equity Fund
General American Capital Company <F*> 173,817 6,380,710
Asset Allocation Fund
General American Capital Company <F*> 401,176 18,584,088
International Index Fund <F**>
General American Capital Company <F*> 507,022 13,006,687
Mid-Cap Equity Fund <F***>
General American Capital Company <F*> 337,135 8,364,930
Small-Cap Equity Fund
General American Capital Company <F*> 69,740 2,918,058
Equity-Income Fund
Variable Insurance Products Fund 939,971 24,166,662
Growth Fund
Variable Insurance Products Fund 1,014,256 55,713,063
Overseas Fund
Variable Insurance Products Fund 548,542 15,052,006
Asset Manager Fund
Variable Insurance Products Fund II 129,586 2,419,380
High Income Fund
Variable Insurance Products Fund 386,909 4,375,944
Worldwide Hard Assets Fund <F****>
Van Eck Worldwide Insurance Trust 28,930 317,077
Worldwide Emerging Markets Fund
Van Eck Worldwide Insurance Trust 18,240 260,096
<FN>
<F*>These funds use consent dividending. See Note 2C.
<F**>This fund was formerly known as the International Equity Fund.
<F***>This fund was formerly known as the Special Equity Fund.
<F****>This fund was formerly known as the Gold & Natural Resources Fund
See accompanying notes to financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
SCHEDULE OF INVESTMENTS (CONTINUED)
DECEMBER 31, 1999
<CAPTION>
No. of Shares Market Value
--------------- --------------
<S> <C> <C>
Multi-Style Equity Fund
Russell Insurance Funds 1,014,829 $17,038,971
Core Bond Fund
Russell Insurance Funds 1,018,988 9,823,042
Aggressive Equity Fund
Russell Insurance Funds 364,662 4,871,881
Non-US Fund
Russell Insurance Funds 353,166 5,011,427
Income & Growth Fund
American Century Variable Portfolios 92,034 736,269
International Fund
American Century Variable Portfolios 48,347 604,334
Value Fund
American Century Variable Portfolios 16,164 96,178
Bond Portfolio
J.P. Morgan Series Trust II 12,590 141,513
Small Company Portfolio
J.P. Morgan Series Trust II 35,632 596,119
See accompanying notes to financial statements.
</TABLE>
<PAGE>
<PAGE>
LEGAL COUNSEL
Stephen E. Roth
Sutherland, Asbill & Brennan, Washington, D.C.
INDEPENDENT AUDITORS
KPMG 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>
<PAGE>
GENERAL AMERICAN LIFE INSURANCE
COMPANY AND SUBSIDIARIES
Consolidated Financial Statements
December 31, 1999 and 1998
(With Independent Auditors' Report Thereon)
<PAGE>
<PAGE>
INDEPENDENT AUDITORS' REPORT
Board of Directors and Members of General American Life Insurance
Company:
We have audited the accompanying consolidated balance sheets of General
American Life Insurance Company and subsidiaries as of December 31, 1999
and 1998, and the related consolidated statements of operations,
comprehensive income, stockholder equity, and cash flows for each of the
years in the three-year period ended December 31, 1999. These
consolidated financial statements are the responsibility of the
Company's management. Our responsibility is to express an opinion on
these consolidated 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 audits
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 consolidated financial statements referred to above
present fairly, in all material respects, the financial position of
General American Life Insurance Company and subsidiaries as of December
31, 1999 and 1998, and the results of their operations and their cash
flows for each of the years in the three-year period ended December 31,
1999, in conformity with generally accepted accounting principles.
St. Louis, Missouri
February 4, 2000
<PAGE>
<PAGE>
<TABLE>
General American Life Insurance Company and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(dollars in millions, except share data)
<CAPTION>
As of December 31
-----------------
1999 1998
--------- --------
<S> <C> <C>
ASSETS
- ----------------------------------------------------------------
Fixed maturities:
Available-for-sale, at fair value $ 6,826.1 11,068.3
Mortgage loans, net 1,678.9 2,337.5
Real estate, net 127.2 129.9
Equity securities, at fair value 49.3 48.6
Policy loans 2,243.9 2,151.0
Short-term investments 292.4 195.3
Other invested assets 898.8 457.6
--------- --------
Total investments 12,116.6 16,388.2
Cash and cash equivalents 790.0 591.1
Accrued investment income 153.9 205.6
Reinsurance recoverables 863.3 905.0
Other contract deposits 325.5 4,094.8
Deferred tax asset, net 197.6 -
Deferred policy acquisition costs 1,286.1 773.8
Other assets 781.1 675.7
Separate account assets 6,915.6 5,214.8
--------- --------
Total assets $23,429.7 28,849.0
========= ========
LIABILITIES AND STOCKHOLDER EQUITY
- ----------------------------------------------------------------
Policy and contract liabilities:
Future policy benefits $ 5,995.6 5,589.5
Policyholder account balances:
Universal life 3,032.1 2,960.9
Annuities 3,709.8 3,714.5
Pension funds and interest sensitive contract liabilities 556.8 7,581.3
Policy and contract claims 702.1 591.1
Dividends payable to policyholders 120.6 121.7
--------- --------
Total policy and contract liabilities 14,117.0 20,559.0
Amounts payable to reinsurers 79.2 201.4
Long-term debt and notes payable 216.6 221.9
Other liabilities and accrued expenses 825.0 912.4
Deferred tax liability, net - 75.4
Separate account liabilities 6,892.0 5,194.9
--------- --------
Total liabilities 22,129.8 27,165.0
Minority interests 420.0 383.1
Stockholder equity:
Common stock, $1 par value, 5,000,000 shares authorized,
3,000,000 shares issued and outstanding 3.0 3.0
Additional paid in capital 71.1 3.0
Retained earnings 1,074.1 1,242.0
Accumulated other comprehensive (loss) income (268.3) 52.9
--------- --------
Total stockholder equity 879.9 1,300.9
--------- --------
Total liabilities and stockholder equity $23,429.7 28,849.0
========= ========
See accompanying notes to consolidated financial statements.
</TABLE>
2
<PAGE>
<PAGE>
<TABLE>
General American Life Insurance Company and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS
(dollars in millions)
<CAPTION>
Years ended December 31
-----------------------
1999 1998 1997
-------- ------- -------
<S> <C> <C> <C>
REVENUES
- -------------------------------------------------------
Insurance premiums $2,207.6 2,028.0 1,671.3
Other considerations 183.2 173.6 135.8
Net investment income 1,157.2 1,135.8 945.5
Ceded commissions 21.7 39.9 44.9
Other income 386.0 323.0 362.3
Net realized investment (losses) gains (200.6) 13.7 28.5
-------- ------- -------
Total revenues 3,755.1 3,714.0 3,188.3
-------- ------- -------
BENEFITS AND EXPENSES
- -------------------------------------------------------
Policy benefits 1,978.4 1,832.9 1,517.7
Interest credited to policyholder account balances 533.9 516.8 399.4
-------- ------- -------
Total policyholder benefits 2,512.3 2,349.7 1,917.1
Dividends to policyholders 191.6 192.1 182.1
Policy acquisition costs 154.0 240.7 171.1
Other insurance and operating expenses 917.5 713.7 712.8
Interest expense 17.7 17.9 20.2
Demutualization expense 13.3 - -
Fees to exit funding agreement business 141.4 - -
-------- ------- -------
Total benefits and expenses 3,947.8 3,514.1 3,003.3
-------- ------- -------
(Loss) income before provision for income taxes (192.7) 199.9 185.0
-------- ------- -------
Income tax (benefit) provision:
Current (23.6) 35.2 65.8
Deferred (40.7) 18.4 (0.1)
-------- ------- -------
Total income tax (benefit) provision (64.3) 53.6 65.7
-------- ------- -------
(Loss) income before minority interest (128.4) 146.3 119.3
Minority interest in earnings of consolidated subsidiaries (24.8) (29.2) (22.1)
-------- ------- -------
Net (loss) income $ (153.2) 117.1 97.2
======== ======= =======
See accompanying notes to consolidated financial statements.
</TABLE>
3
<PAGE>
<PAGE>
<TABLE>
General American Life Insurance Company and Subsidiaries
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(dollars in millions)
<CAPTION>
Years ended December 31
-----------------------
1999 1998 1997
------- ----- -----
<S> <C> <C> <C>
Net (loss) income $(153.2) 117.1 97.2
Other comprehensive (loss) income (321.2) (54.0) 75.6
------- ----- -----
Comprehensive (loss) income $(474.4) 63.1 172.8
======= ===== =====
See accompanying notes to consolidated financial statements.
</TABLE>
4
<PAGE>
<PAGE>
<TABLE>
General American Life Insurance Company and Subsidiaries
CONSOLIDATED STATEMENTS OF STOCKHOLDER EQUITY
(dollars in millions)
<CAPTION>
ACCUMULATED
OTHER
ADDITIONAL COMPREHENSIVE TOTAL
COMMON PAID-IN RETAINED (LOSS) STOCKHOLDER
STOCK CAPITAL EARNINGS INCOME EQUITY
------ ---------- -------- ------------- -----------
<S> <C> <C> <C> <C> <C>
Balance at December 31, 1996 $ - - 966.5 31.3 997.8
Net income 97.2 97.2
Other comprehensive income 75.6 75.6
Issuance of common stock 3.0 3.0 (6.0) -
Dividend to parent (4.5) (4.5)
Other, net 4.4 4.4
---- ---- ------- ------ -------
Balance at December 31, 1997 3.0 3.0 1,057.6 106.9 1,170.5
Net income 117.1 117.1
Other comprehensive loss (54.0) (54.0)
Parent's share of subsidiary's
issuance of non-voting stock 68.6 68.6
Other, net (1.3) (1.3)
---- ---- ------- ------ -------
Balance at December 31, 1998 3.0 3.0 1,242.0 52.9 1,300.9
Net loss (153.2) (153.2)
Other comprehensive loss (321.2) (321.2)
Parent's share of subsidiaries'
capital stock transactions 25.3 25.3
Capital contribution from parent 68.1 68.1
Dividends (40.0) (40.0)
---- ---- ------- ------ -------
Balance at December 31, 1999 $3.0 71.1 1,074.1 (268.3) 879.9
==== ==== ======= ====== =======
See accompanying notes to consolidated financial statements.
</TABLE>
5
<PAGE>
<PAGE>
<TABLE>
General American Life Insurance Company and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWS
(dollars in millions)
<CAPTION>
Years ended December 31
-----------------------
1999 1998 1997
--------- ------- -------
<S> <C> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
- ----------------------------------------------------------------
Net (loss) income $ (153.2) 117.1 97.2
Adjustments to reconcile net income to net cash provided by
(used in) operating activities:
Change in:
Accrued investment income 50.9 (37.4) (20.6)
Reinsurance recoverables and
other contract deposits 463.9 496.1 203.7
Deferred policy acquisition costs (165.9) (102.1) (113.0)
Other assets (39.5) (172.1) (61.8)
Future policy benefits 406.2 655.5 693.1
Policy and contract claims 111.0 132.5 105.5
Other liabilities and accrued expenses (78.1) 48.2 319.8
Deferred income tax provision (40.7) 18.4 (0.1)
Policyholder considerations (183.2) (173.6) (135.8)
Interest credited to policyholder account balances 533.9 516.8 399.4
Amortization and depreciation (32.5) 34.6 32.7
Net realized investment losses (gains) 200.6 (13.7) (28.5)
Other, net 12.0 7.4 0.4
--------- ------- -------
Net cash provided by operating activities 1,085.4 1,527.7 1,492.0
--------- ------- -------
CASH FLOWS FROM INVESTING ACTIVITIES
- ----------------------------------------------------------------
Proceeds from investments sold or redeemed:
Fixed maturities available-for-sale 10,891.4 2,027.4 2,070.7
Mortgage loans 1,442.8 370.4 594.2
Equity securities 10.3 2.1 31.6
Cost of investments purchased:
Fixed maturities available-for-sale (8,110.5) (4,251.1) (4,463.1)
Mortgage loan originations (800.2) (594.5) (439.0)
Equity securities (19.2) (17.4) (47.3)
Maturity of fixed maturities available-for-sale 310.6 145.3 281.7
Increase in policy loans, net (92.9) (77.9) (153.4)
Increase in short-term and other invested assets, net (521.8) (215.2) (130.4)
Investments in subsidiaries 81.3 (24.5) (6.0)
--------- ------- -------
Net cash provided by (used in) investing activities 3,191.8 (2,635.4) (2,261.0)
--------- ------- -------
CASH FLOWS FROM FINANCING ACTIVITIES
- ----------------------------------------------------------------
Net policyholder account and contract (withdrawals) deposits (4,186.7) 1,108.8 1,024.5
Proceeds from subsidiary stock offering 124.9 221.8 -
Issuance of debt - 2.3 1.9
Repayment of debt (0.7) (0.4) (80.6)
Dividends (45.8) (3.8) (2.1)
Other, net 28.9 27.5 46.8
--------- ------- -------
Net cash (used in) provided by financing activities (4,079.4) 1,356.2 990.5
--------- ------- -------
Effect of exchange rate changes 1.1 (16.3) (5.3)
--------- ------- -------
Net increase in cash and cash equivalents 198.9 232.2 216.2
Cash and cash equivalents at beginning of year 591.1 358.9 142.7
--------- ------- -------
Cash and cash equivalents at end of year $ 790.0 591.1 358.9
========= ======= =======
See accompanying notes to consolidated financial statements.
</TABLE>
6
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
(1) BASIS OF PRESENTATION AND SUMMARY OF
SIGNIFICANT ACCOUNTING POLICIES
ACQUISITION BY METLIFE
On January 6, 2000, Metropolitan Life Insurance Company (MetLife),
headquartered in New York City, purchased 100% of GenAmerica Corporation
(GenAmerica), General American Life Insurance Company's (General American
or the Company) parent, for $1.2 billion in cash. The acquisition was a
result of liquidity problems encountered by General American.
On August 10, 1999, at management's request, the Missouri Department of
Insurance placed the Company under an order of administrative supervision
(the order). The immediate cause of the order was the Company's inability
to immediately satisfy approximately $4 billion in institutional funding
agreement contract surrenders. The funding agreements guaranteed the
holder a return on principal at a stated interest rate for a specified
period of time. The contracts also allowed the holder to "put" the
contract to the Company for a payout of principal and interest within
designated time periods of 7, 30 or 90 days. The Company had reinsured 50%
of the funding agreement contracts with ARM Financial Group, Inc. (ARM).
In July 1999, Moody's Investors Services, Inc. downgraded the claims paying
ability rating of ARM due to the relative illiquidity of certain of its
invested assets, which resulted in the Company recapturing the obligations
and assets related to the funding agreements reinsured by ARM. As a result
of the recapture, Moody's downgraded the Company's claims paying ability
rating. Upon announcement of the downgrade, a large number of funding
agreement holders surrendered their contracts. The Company was unable to
liquidate sufficient assets in an orderly fashion without incurring
significant losses and therefore management requested the order.
In connection with the acquisition, MetLife offered each holder of a
General American funding agreement the option to exchange its funding
agreement for a MetLife funding agreement with substantially identical
terms and conditions or receive cash equal to the principal amount plus
accrued interest. In consideration of this exchange offer, the Company
transferred to MetLife assets having a market value equal to the market
value of the funding agreement liabilities, approximately $5.7 billion.
As a result of its efforts to raise liquidity to meet the funding agreement
requests and the transfer of assets to MetLife, the Company incurred
approximately $214.7 million in pretax capital losses. In addition to the
capital losses, the Company incurred $141.4 million in fees associated with
the recapture and transfer of the funding agreement business. With the
transfer, the Company fully exited the funding agreement business.
GenAmerica will operate as a wholly-owned stock subsidiary of MetLife.
The $1.2 billion purchase price was paid to GenAmerica's parent General
American Mutual Holding Company (GAMHC) and deposited in an account for the
benefit of the Company's policyholders. Ultimately, these funds, minus
adjustments, will be distributed to participating General American
policyholders, with accumulated interest and GAMHC will be dissolved.
7
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
REORGANIZATION
In September 1996, the Board of Directors of General American adopted the
Plan which authorized the reorganization (Reorganization) of the Company
into a mutual insurance holding company structure. The Missouri Department
of Insurance held a public hearing on the Reorganization on December 19,
1996 and approved the Plan on January 24, 1997. The policyholders of the
Company approved the Plan on January 28, 1997 and the Reorganization became
effective on April 24, 1997 (effective date). The Company was the first
company to obtain approval and to form a mutual insurance holding company
under the Missouri Mutual Holding Company Statute.
Pursuant to the Reorganization, the Company (i) formed GAMHC as a mutual
insurance holding company under the insurance laws of the State of
Missouri, (ii) formed GenAmerica as an intermediate stock holding company
under the general laws of the State of Missouri, and (iii) amended and
restated its Charter and Articles of Incorporation to authorize the
issuance of capital stock and the continuance of its existence as a stock
life insurance company under the same name. GAMHC may, among other things,
elect all of the directors of GenAmerica and approve matters submitted for
shareholder approval. As of the effective date of the Reorganization, the
membership interests and the contractual rights of the policyholders of the
Company were separated - the membership interests automatically became, by
operation of law, membership interests in GAMHC and the contractual rights
remained with the Company. Each person who became the owner of a
designated policy or contract of insurance or annuity issued by the Company
after the effective date of the Reorganization (subject to certain
exceptions and conditions set forth in the Articles of Incorporation of
GAMHC) became a member of GAMHC and had a membership interest in GAMHC by
operation of law so long as such policy or contract remains in force. The
membership interests in GAMHC follow, and are not severable, from the
insurance or annuity policy or contract from which the membership interest
in GAMHC is derived.
On the effective date, the Company issued three million shares of its
authorized shares of capital stock to GAMHC. GAMHC then contributed all of
these to GenAmerica in exchange for one thousand shares of its common
stock. As a result, GenAmerica directly owned the Company, and GAMHC
indirectly owned the Company, through GenAmerica. The Reorganization was
accounted for at historical cost in a manner similar to a pooling of
interests.
The consolidated financial statements include the assets, liabilities, and
results of operations of the Company and the following wholly owned
insurance subsidiaries: Cova Corporation (COVA), an insurance holding
company, Paragon Life Insurance Company, Security Equity Life Insurance
Company, General Life Insurance Company of America, General Life Insurance
Company (GLIC), GenAm Benefits Insurance Company, and its 48.3 percent
owned subsidiary, Reinsurance Group of America, Incorporated (RGA), an
insurance holding company. In addition, the financial statements include
the assets, liabilities, and results of operations of the following wholly
owned non-insurance subsidiaries: Red Oak Realty Company, White Oak
Royalty Company, GenMark, Inc., and its 60.4 percent owned subsidiary,
Conning Corporation (Conning).
The Company's principal lines of business, conducted through General
American or one of its subsidiaries, are: Individual Life Insurance,
Annuities, Group Life and Health Insurance, Asset Management, and
Reinsurance. The Company distributes its products and services primarily
through a nationwide network of general agencies, independent brokers, and
group sales and claims offices. The Company and its subsidiaries are
licensed to do business in all fifty states, ten Canadian provinces, Puerto
Rico, and the District of Columbia. Through its subsidiaries, the Company
has operations in Europe, Pacific Rim countries, Latin America, and Africa.
INITIAL PUBLIC OFFERING
In December 1997, Conning successfully completed an Initial Public Offering
of 2.875 million shares of its common stock. Conning received net proceeds
of approximately $34.5 million from the offering. The
8
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<PAGE>
General American Life Insurance Company and Subsidiaries
Company owned 60.4 and 62.7 percent of the total shares outstanding of
Conning's common stock at December 31, 1999 and 1998 respectively. The
publicly held stock of Conning is listed on the NASDAQ National Market
System.
OTHER OFFERINGS
At RGA's annual stockholders' meeting on May 27, 1998, a new class of non-
voting common stock was authorized. In June 1998, RGA completed a
secondary public offering in which it sold 7,417,500 million shares of non-
voting common stock traded on the New York Stock Exchange under the symbol
RGA.A. The offering provided net proceeds of approximately $221.8 million,
which have been utilized to finance the continued growth of RGA's
operations domestically and internationally. After the subsequent
offering, the Company's ownership percentage decreased from 63.8% to 53.3%.
On September 14, 1999 RGA held a special shareholder's meeting at which an
amendment to its restated articles of incorporation, as amended, was
approved which converted 7,417,496 shares of non-voting common stock into
7,194,971 shares of voting common stock, with cash paid in lieu of any
fractional shares. After the non-voting stock conversion, the Company's
ownership percentage was 53.5%.
On November 23, 1999, RGA completed a private placement of securities in
which it sold 4,784,689 shares of its common stock, $0.01 par value per
share to MetLife. The price per share was $26.125, and the aggregate value
of the transaction was approximately $125 million. Proceeds from the
private placement will be used for general corporate purposes, including
the immediate capital needs associated with the Company's primary
businesses. After the private offering, the Company's ownership percentage
was 48.3%.
SIGNIFICANT ACCOUNTING POLICIES
The accompanying consolidated financial statements are prepared on the
basis of generally accepted accounting principles (GAAP) and include the
accounts of the Company and its majority owned subsidiaries. Less than
majority-owned entities in which the Company has at least a 20 percent
interest are reported on the equity basis. The Company continues to
consolidate the financial statements of RGA even though its ownership
percentage has declined to below 50 percent since the Company has retained
control of RGA through a majority representation on RGA's Board of
Directors at December 31, 1999 and through January 6, 2000. All
significant intercompany accounts and transactions have been eliminated in
consolidation. The preparation of financial statements requires the use of
estimates by management, which affect the amounts reflected in the
financial statements. Actual results could differ from those estimates.
Accounts that the Company deems to be sensitive to changes in estimates
include future policy benefits and policy and contract claims, deferred
acquisition costs, and investment and deferred tax valuation allowances.
The significant accounting policies of the Company are as follows:
RECOGNITION OF REVENUE
For traditional life insurance policies, including participating
businesses, premiums are recognized when due, less allowances for estimated
uncollectible balances. For limited payment contracts, net premiums are
recorded as revenue, and the difference between the gross premium and the
net premium is deferred and recognized in income in a constant relationship
to insurance in force over the estimated policy life.
For universal life and annuity products, contract charges for mortality,
surrender, and expense, other than front-end expense charges, are reported
as income when charged to policyholders' accounts.
Other income represents the fees generated from the Company's non-insurance
operations, primarily service and contract fees relating to concessions,
asset management, system development, and third-party administration.
Amounts are recognized when earned.
9
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
INVESTED ASSETS
FIXED MATURITIES AND EQUITY SECURITIES: All of the Company's securities are
classified as available-for-sale. Fixed maturities available-for-sale are
reported at fair value and are so classified based on the possibility that
such securities could be sold prior to maturity if that action enables the
Company to execute its investment philosophy and appropriately match
investment results to operating and liquidity needs. Equity securities are
carried at fair value.
Realized gains or losses on the sale of securities are determined on the
basis of specific identification. Unrealized gains and losses are
recorded, net of related income tax effects as well as related adjustments
to deferred acquisition costs, in accumulated other comprehensive income, a
separate component of stockholder equity.
The Company recognizes its proportionate share of the resultant gains or
losses on the issuance or repurchase of its subsidiaries' stock as a direct
credit or charge to retained earnings.
MORTGAGE LOANS: Mortgage loans on real estate are stated at an unpaid
principal balance, net of unamortized discounts, and valuation allowances
for possible impairment in value. The Company discontinues the accrual of
interest on mortgage loans which are more than 90 days delinquent.
Interest received on nonaccrual mortgage loans is generally reported as
interest income.
POLICY LOANS, REAL ESTATE AND OTHER INVESTED ASSETS: Policy loans are
carried at an unpaid principal balance and are generally secured by the
cash surrender value of the underlying contracts. Investment real estate
which the Company intends to hold for the production of income is carried
at depreciated cost, net of writedowns for other than temporary declines in
fair value and encumbrances. Properties held for sale (primarily acquired
through foreclosure) are carried at the lower of depreciated cost (fair
value at foreclosure plus capital additions less accumulated depreciation
and encumbrances) or fair value. Adjustments to carrying value of
properties held for sale are recorded in a valuation reserve when the fair
value is below depreciated cost. The accumulated depreciation and
encumbrances on real estate amounted to $44.0 million and $52.4 million at
December 31, 1999 and 1998, respectively. Direct valuation allowances
amounted to $4.7 million and $7.3 million at December 31, 1999 and 1998,
respectively. Other invested assets are principally recorded at fair
value.
SHORT-TERM INVESTMENTS: Short-term investments, consisting primarily of
money market instruments and other debt issues purchased with an original
maturity of less than a year, are carried at amortized cost, which
approximates fair value.
INVESTED ASSET IMPAIRMENT AND VALUATION ALLOWANCES: Invested assets are
considered impaired when the Company determines that collection of all
amounts due under the contractual terms is doubtful. The Company adjusts
invested assets to their estimated net realizable value at the point at
which it determines an impairment is other than temporary. In addition,
the Company has established valuation allowances for mortgage loans and
other invested assets. Valuation allowances for other than temporary
impairments in value are netted against the asset categories to which they
apply. Additions to valuation allowances are included in realized gains
and losses.
10
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
CASH AND CASH EQUIVALENTS: For purposes of reporting cash flows, cash and
cash equivalents represent cash, demand deposits, and highly liquid short-
term investments, which include U.S. Treasury bills, commercial paper, and
repurchase agreements with original or remaining maturities of 90 days or
less when purchased.
INVESTMENT INCOME
Fixed maturity premium and discounts are amortized into income using the
scientific yield method over the term of the security. Amortization of the
premium or discount on mortgage-backed securities is recognized using a
scientific yield method which considers the estimated timing and amount of
prepayments of underlying mortgage loans. Actual prepayment experience is
periodically reviewed and effective yields are adjusted when differences
arise between the prepayments originally anticipated and the actual
prepayments received and those prepayments currently anticipated. When
such differences occur, the net investment in the mortgage-backed security
is adjusted to the amount that would have existed had the new effective
yield been applied since the acquisition of the security with a
corresponding charge or credit to interest income (the "retrospective
method").
POLICY AND CONTRACT LIABILITIES
For traditional life insurance policies, future policy benefits are
computed using a net level premium method taking into account actuarial
assumptions as to mortality, persistency, and interest established at
policy issue. Assumptions established at policy issue as to mortality and
persistency are based on industry standards and the Company's historical
experience which, together with interest and expense assumptions, provide a
margin for adverse deviation. Interest rate assumptions generally range
from 2.5 percent to 11.0 percent. When the liabilities for future policy
benefits plus the present value of expected future gross premiums are
insufficient to provide for expected policy benefits and expenses,
unrecoverable deferred policy acquisition costs are written off and
thereafter a premium deficiency reserve is established through a charge to
earnings.
For participating policies, future policy benefits are computed using a net
level premium method based on the guaranteed cash value basis for mortality
and interest. Mortality rates are similar to those used for statutory
valuation purposes. Interest rates generally range from 2.5 percent to 6.0
percent. Dividend liabilities are established when earned.
Policyholder account balances for universal life and annuity policies are
equal to the policyholder account value before deduction of any surrender
charges. The policyholder account value represents an accumulation of
gross premium payments plus credited interest less expense, mortality
charges, and withdrawals. These expense charges are recognized in income
as earned.
The range of weighted average interest crediting rates used by the
Company's life insurance subsidiaries were as follows:
1999 1998 1997
Universal life 4.00-8.00% 5.25-7.10% 6.00-7.10%
Annuities 3.00-9.10% 4.00-9.20% 5.70-9.30%
Accident and health benefits for active lives are calculated using the net
level premium method and assumptions as to future morbidity, withdrawals,
and interest, which provide a margin for adverse deviation. Benefit
liabilities for disabled lives are calculated using the present value of
future benefits and experience assumptions for claim termination, expense,
and interest which also provide a margin for adverse deviation.
11
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
POLICY AND CONTRACT CLAIMS
The Company establishes a liability for unpaid claims based on estimates of
the ultimate cost of claims incurred, which is comprised of aggregate case
basis estimates, average claim costs for reported claims, and estimates of
incurred but not reported losses based on past experience. Policy and
contract claims include a provision for both life and accident and health
claims. Management believes the liabilities for unpaid claims are adequate
to cover the ultimate liability; however, due to the underlying risks and
the high degree of uncertainty associated with the determination of the
liability for unpaid claims, the amounts which will ultimately be paid to
settle these liabilities cannot be precisely determined and may vary from
the estimated amount included in the consolidated balance sheets.
DEFERRED POLICY ACQUISITION COSTS
The costs, which vary with and are primarily related to the production of
new and renewal business, have been deferred to the extent that such costs
are deemed recoverable from future profitability of the underlying
business. Such costs include commissions, premium taxes, as well as
certain other costs of policy issuance and underwriting.
For limited payment and other nonparticipating traditional life insurance
policies, the deferred policy acquisition costs are amortized, with
interest, in proportion to the ratio of the expected annual premium revenue
to the expected total premium revenue. Expected future premium revenue is
estimated utilizing the same assumptions used for computing liabilities for
future policy benefits for these policies.
For participating life insurance, universal life, and annuity type
contracts, the deferred policy acquisition costs are amortized over a
period of not more than thirty years in relation to the present value of
estimated gross profits arising from interest margin, cost of insurance,
policy administration, and surrender charges.
The range of average rates of assumed interest used by the Company's
insurance subsidiaries in estimated gross margins were as follows:
1999 1998 1997
Participating life 7.76% 8.25% 8.17%
Universal life 6.00-9.20% 6.25-7.50% 6.25-7.79%
Annuities 3.00-7.00% 7.00-7.83% 7.00-7.84%
The estimates of expected gross margins are evaluated regularly and are
revised if actual experience or other evidence indicates that revision is
appropriate. Upon revision, total amortization recorded to date is
adjusted by a charge or credit to current earnings. Deferred policy
acquisition costs are adjusted for the impact on estimated gross margins as
if the net unrealized gains and losses on securities had actually been
realized.
REINSURANCE AND OTHER CONTRACT DEPOSITS
In the normal course of business, the Company seeks to limit its exposure
to loss on any single insured by ceding risks to other insurance
enterprises or reinsurers under various types of contracts including
coinsurance and excess coverage. The Company's retention level per
individual life ranges between $50 thousand and $2.5 million depending on
the entity writing the policy.
The Company assumes and retrocedes financial reinsurance contracts, which
represent low mortality risk reinsurance treaties. These contracts are
reported as deposits and are included in other contract deposits in the
consolidated balance sheets. The amount of revenue reported on these
contracts represents fees and the cost of insurance under the terms of the
reinsurance agreement.
12
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
Reinsurance activities are accounted for consistent with terms of the
underlying contracts. Premiums ceded to other companies have been reported
as a reduction of premiums. Amounts applicable to reinsurance ceded for
future policy benefits and claim liabilities have been reported as assets
for these items, and commissions and expense allowances received in
connection with reinsurance ceded have been accounted for in income as
earned. Reinsurance does not relieve the Company from its primary
responsibility to meet claim obligations. The Company evaluates the
financial conditions of its reinsurers annually.
FEDERAL INCOME TAXES
The Company and certain of its U.S. subsidiaries file consolidated federal
income tax returns. Any acquired life insurance company is not included in
the consolidated return until the acquired company has been a member of the
consolidated group for five years. Prior to satisfying the five-year
requirement, the subsidiary files a separate federal return. RGA Barbados,
a subsidiary of RGA, also files a U.S. tax return. The Company's foreign
subsidiaries are taxed under applicable local statutes. No deferred tax
liabilities have been recognized for the foreign subsidiaries per
Accounting Principles Board (APB) Opinion 23, Accounting for Income Taxes -
Special Areas.
The Company uses the asset and liability method to record deferred income
taxes. Accordingly, deferred tax assets and liabilities are recognized
for the future tax consequences attributable to differences between the
financial statement carrying amounts of existing assets and liabilities and
their respective tax bases, using enacted tax rates, expected to apply to
taxable income in the years in which those temporary differences are
expected to be recovered or settled. The Company has not recognized a
deferred tax liability for the excess of financial statement carrying
amount over the tax basis of its less-than-80 percent owned domestic
subsidiaries as the tax law provides a means by which the reported amount
of that investment can be recovered tax-free and the Company expects that
it will ultimately use that means.
SEPARATE ACCOUNT BUSINESS
The assets and liabilities of the separate account represent segregated
funds administered and invested by the Company for purposes of funding
variable life insurance and annuity contracts for the exclusive benefit of
the contractholders.
The Company charges the separate account for cost of insurance and
administrative expense associated with a contract and charges related to
early withdrawals by contractholders. The assets and liabilities of the
separate account are carried at fair value. The Company's participation in
the separate account (seed money) is carried at fair value in the separate
account, and amounted to $27.2 million and $19.9 million at December 31,
1999 and 1998, respectively.
FAIR VALUE OF FINANCIAL INSTRUMENTS
Fair value estimates are made at a specific point in time, based on
relevant market information and information about the financial instrument.
These estimates do not reflect any premium or discount that could result
from offering for sale at one time the Company's entire holdings of a
particular financial instrument. Although fair value estimates are
calculated using assumptions that management believes are appropriate,
changes in assumptions could significantly affect the estimates and such
estimates should be used with care. The following assumptions were used to
estimate the fair value of each class of financial instrument for which it
was practicable to estimate fair value:
INVESTMENT SECURITIES: Fixed maturities are valued using quoted market
prices, if available. For 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 investments. The fair values of equity securities
are based on quoted market prices.
13
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<PAGE>
General American Life Insurance Company and Subsidiaries
DERIVATIVES: Derivatives are valued using quoted market prices, if
available. For derivatives not actively traded, fair values are estimated
using values obtained from independent pricing services.
MORTGAGE LOANS: The fair values of mortgage loans are estimated using
discounted cash flow analyses and 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 fair value of policy loans approximates the carrying
value. The majority of these loans are indexed, with a yield tied to a
stated return.
POLICYHOLDER ACCOUNT BALANCES ON INVESTMENT TYPE CONTRACTS: Fair values for
the Company's liabilities under investment-type contracts are estimated
using cash surrender values. For contracts with no defined maturity date,
the carrying value approximates fair value.
PENSION FUNDS AND INTEREST SENSITIVE CONTRACT LIABILITIES: Fair values for
the Company's interest sensitive contract liabilities are estimated using
cash surrender values. For contracts with no defined maturity date, the
carrying value approximates fair value.
SEPARATE ACCOUNT ASSETS AND LIABILITIES: The separate account assets and
liabilities are carried at fair value as determined by the market value of
the underlying segregated investments.
SHORT-TERM INVESTMENTS AND CASH AND CASH EQUIVALENTS: The carrying amount
approximates fair value.
LONG-TERM DEBT AND NOTES PAYABLE: The fair value of long-term debt and
notes payable is estimated using discounted cash flow calculations based on
interest rates currently being offered for similar instruments.
Refer to Note 3 & Note 4 for additional information on fair value of
financial instruments.
NEW ACCOUNTING STANDARDS
In June 1997, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards (SFAS) No. 133, Accounting for Derivative
Instruments and Hedging Activities, effective for fiscal years beginning
after June 15, 2000, and is effective for interim periods in the initial
year of adoption. SFAS No. 133 requires companies to record derivatives on
the balance sheet as assets or liabilities, measured at fair value. It
also requires that gains or losses resulting from changes in the values of
those derivatives be reported depending on the use of the derivative and
whether it qualifies for hedge accounting. The Company has not yet
determined the effect of the implementation of SFAS No. 133 on the results
of operation, financial position, or liquidity. The Company plans to adopt
the provisions of SFAS No. 133 in 2001.
RECLASSIFICATION
The Company has reclassified the presentation of certain prior period
information to conform to the 1999 presentation.
(2) ACQUISITIONS AND DIVESTITURES
On September 30, 1999, the Company sold its 100 percent ownership in
Consultec, LLC to ACS Enterprise Solutions, Inc. Proceeds received net of
expenses were $65.7 million and the realized gain, net of tax, on the sale
was $28.4 million.
14
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<PAGE>
General American Life Insurance Company and Subsidiaries
(3) INVESTMENTS
Fixed Maturities and Equity Securities
The amortized cost and estimated fair value of fixed maturities and equity
securities at December 31, 1999 and 1998 are as follows (in millions):
<TABLE>
<CAPTION>
1999
- ---------------------------------------------------------------------------------------------
GROSS GROSS ESTIMATED
AMORTIZED UNREALIZED UNREALIZED FAIR
COST GAINS LOSSES VALUE
--------- ---------- ---------- ---------
<S> <C> <C> <C> <C>
Available-for-sale:
U. S. Treasury securities $ 88.6 0.2 (4.8) 84.0
Government agency
obligations 686.8 55.3 (54.8) 687.3
Corporate securities 4,298.6 104.6 (318.2) 4,085.0
Mortgage-backed securities 970.3 1.2 (106.7) 864.8
Asset-backed securities 1,441.5 1.0 (337.5) 1,105.0
-------- ----- ------ -------
Total fixed maturities
available-for-sale $7,485.8 162.3 (822.0) 6,826.1
======== ===== ====== =======
Equity securities $ 42.7 9.5 (2.9) 49.3
======== ===== ====== =======
<CAPTION>
1998
- ---------------------------------------------------------------------------------------------
GROSS GROSS ESTIMATED
AMORTIZED UNREALIZED UNREALIZED FAIR
COST GAINS LOSSES VALUE
--------- ---------- ---------- ---------
<S> <C> <C> <C> <C>
Available-for-sale:
U. S. Treasury securities $ 20.7 0.4 -- 21.1
Government agency
obligations 1,151.5 122.5 (11.2) 1,262.8
Corporate securities 6,889.9 380.1 (164.1) 7,105.9
Mortgage-backed securities 1,812.4 34.0 (38.5) 1,807.9
Asset-backed securities 861.7 13.1 (4.2) 870.6
--------- ----- ------ --------
Total fixed maturities
available-for-sale $10,736.2 550.1 (218.0) 11,068.3
========= ===== ====== ========
Equity securities $ 39.1 9.5 -- 48.6
========= ===== ====== ========
</TABLE>
The Company manages its credit risk associated with fixed maturities by
diversifying its portfolio. At December 31, 1999, the Company held no
corporate debt securities or foreign government debt securities of a
single issuer, which had a carrying value in excess of ten percent of
stockholder equity.
15
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<PAGE>
General American Life Insurance Company and Subsidiaries
The amortized cost and estimated fair value of fixed maturity
investments at December 31, 1999 are shown by contractual maturity for
all securities except, U.S. Government agencies mortgage-backed
securities which are distributed by maturity year based on the Company's
estimate of the rate of future prepayments of principal over the
remaining lives of the securities (in millions). These estimates are
developed using prepayment speeds provided in broker consensus data.
Such estimates are derived from prepayment speed experience at the
interest rate levels projected for the applicable underlying collateral
and can be expected to vary from actual experience. Expected maturities
may differ from contractual maturities because borrowers may have the
right to call or prepay obligations with or without call or prepayment
penalties.
ESTIMATED
AMORTIZED FAIR
COST VALUE
--------- ---------
Due in one year or less $ 147.8 149.0
Due after one year through five years 1,122.9 1,086.1
Due after five years through ten years 1,641.7 1,482.9
Due after ten years through twenty years 3,603.1 3,243.3
Mortgage-backed securities 970.3 864.8
-------- -------
Total $7,485.8 6,826.1
======== =======
The sources of net investment income follow (in millions):
1999 1998 1997
-------- ------- -----
Fixed maturities $ 749.6 744.3 561.7
Mortgage loans 175.4 188.8 194.5
Real estate 25.0 25.7 34.1
Equity securities 2.0 1.2 1.3
Policy loans 144.9 152.2 148.3
Short-term investments 46.5 22.4 16.6
Other 33.0 18.9 14.0
-------- ------- -----
Investment revenue 1,176.4 1,153.5 970.5
Investment expenses (19.2) (17.7) (25.0)
-------- ------- -----
Net investment income $1,157.2 1,135.8 945.5
======== ======= =====
16
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<PAGE>
General American Life Insurance Company and Subsidiaries
Net realized gains (losses) from sales of investments consist of the
following (in millions):
1999 1998 1997
------- ----- -----
Fixed maturities:
Realized gains $ 70.4 19.0 24.0
Realized losses (330.8) (14.0) (16.8)
Equity securities:
Realized gains 48.2 2.0 1.8
Realized losses (0.4) (0.2) (1.5)
Other investments, net 12.0 6.9 21.0
------- ----- -----
Net realized investment gains $(200.6) 13.7 28.5
======= ===== =====
Included in net realized losses are permanent write-downs of
approximately $67.6 million and $5.5 million during 1999 and 1998,
respectively.
A summary of the components of the net unrealized appreciation
(depreciation) on invested assets carried at fair value is as follows
(in millions):
1999 1998
------- ------
Unrealized (depreciation) appreciation:
Fixed maturities available-for-sale $(659.7) 332.1
Equity securities 6.6 9.5
Derivatives (33.8) (5.3)
Effect of unrealized appreciation (depreciation) on:
Deferred policy acquisition costs 186.0 (155.7)
Present value of future profits 14.6 (0.5)
Deferred income taxes 169.7 (69.1)
Other 1.5 (2.9)
Minority interest, net of taxes 69.4 (19.6)
------- ------
Net unrealized (depreciation) appreciation $(245.7) 88.5
======= ======
The Company has securities on deposit with various state insurance
departments and regulatory authorities with an amortized cost of
approximately $881.8 million and $545.7 million at December 31, 1999 and
1998, respectively.
The Company's credit review procedures are designed to promote timely
identification of investments that require a higher-than-normal degree
of scrutiny. Each quarter a review is performed of impaired assets.
Factors considered in the evaluation include the collateral values,
credit quality of the issuer, amount of the exposure, our ability to
reduce exposure in situations of deteriorating credit worthiness, and
loss probabilities. Once a charge-off is taken, income is no longer
accrued, all cash is applied to principal. The Company's total impaired
assets amount to $31.8 million and $35.6 million at December 31, 1999
and 1998, respectively.
17
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
MORTGAGE LOANS
The Company originates 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 percent or less. The Company minimizes risk through a
thorough credit approval process and through geographic and property
type diversification.
During 1999, the Company entered into an agreement whereby approximately
$625.6 million of mortgage loans were sold by the Company for
securitization and resale by a financial institution as mortgage pass-
through certificates. The sale of these mortgage loans resulted in a
net gain of approximately $0.6 million. These amounts are reflected
within net investment income in the consolidated statement of
operations.
The Company's mortgage loans were distributed as follows (in millions):
<TABLE>
<CAPTION>
1999 1998
-------------------- --------------------
PERCENT PERCENT
CARRYING OF CARRYING OF
VALUE TOTAL VALUE TOTAL
-------------------- --------------------
<S> <C> <C> <C> <C>
Arizona $ 125.6 7.4% $ 167.6 7.1%
California 298.0 17.4 395.3 16.6
Colorado 150.5 8.8 228.1 9.6
Florida 134.0 7.9 171.6 7.2
Georgia 137.6 8.1 176.1 7.4
Illinois 91.9 5.4 162.2 6.8
Maryland 78.2 4.6 102.9 4.3
Missouri 98.1 5.7 93.5 3.9
Texas 157.8 9.2 197.4 8.3
Washington 69.1 4.0 99.6 4.2
Other 367.2 21.5 581.7 24.6
-------------------- --------------------
Subtotal 1,708.0 100.0% 2,376.0 100.0%
===== =====
Valuation reserve (29.1) (38.5)
-------- --------
Total $1,678.9 $2,337.5
======== ========
<CAPTION>
1999 1998
-------------------- --------------------
PERCENT PERCENT
CARRYING OF CARRYING OF
VALUE TOTAL VALUE TOTAL
-------------------- --------------------
<S> <C> <C> <C> <C>
Property type:
Apartment $ 143.0 8.4% $ 77.1 3.2%
Retail 490.8 28.7 872.2 36.7
Office building 604.6 35.4 747.8 31.5
Industrial 391.6 22.9 422.6 17.8
Other commercial 78.0 4.6 256.3 10.8
-------------------- --------------------
Subtotal 1,708.0 100.0% 2,376.0 100.0%
===== =====
Valuation reserve (29.1) (38.5)
-------- --------
Total $1,678.9 $2,337.5
======== ========
</TABLE>
18
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
An impaired loan is measured at the present value of expected future
cash flows or, alternatively, the observable market price or the fair
value of the collateral.
Mortgage loans which have been non-income producing for the preceding
twelve months were $6.5 million and $20.1 million at December 31, 1999
and 1998, respectively. At December 31, 1999 and 1998, the recorded
investment in mortgage loans that were considered impaired was $48.8
million and $100.7 million, respectively, with related allowances for
credit losses of $4.0 million and $12.6 million, respectively. The
average recorded investment in impaired loans during 1999 and 1998 was
$74.8 million and $110.2 million, respectively.
For the years ended December 31, 1999, 1998, and 1997, the Company
recognized $3.6 million, $6.8 million, and $9.7 million, respectively,
of interest income on those impaired loans, which included $3.6 million,
$7.0 million, and $9.9 million, respectively, of interest income
recognized using the cash basis method of income recognition.
As of December 31, 1999, the Company has outstanding fixed rate
Commercial mortgage loan commitments totaling $68.9 million with a
market value of $67.0 million at rates ranging from 7.125% to 8.50%, and
total variable rate commitments totaling $143.3 million with a market
value of $140.9 million.
SECURITIES LENDING
The Company participates in a securities lending program. In the
Company's agreements, collateral is held on certain fixed maturity
securities loaned to other institutions through a lending agreement.
The minimum collateral on securities loaned is 102% of the market value
of the loaned securities, marked to market daily. The Company retains
full ownership of the loaned securities and is indemnified by the
lending agent in the event a borrower becomes insolvent or fails to
return the securities. The amount on loan at December 31, 1999 and 1998
was $60.3 million and $122.5 million, respectively, and was
appropriately collateralized.
DERIVATIVES
The Company has a variety of reasons to use derivative instruments, such
as to attempt to protect the Company against possible changes in the
market value of its portfolio as a result of interest rate changes and
to manage the portfolio's effective yield, maturity, and duration. The
Company does not invest in derivatives for speculative purposes. Upon
disposition, a realized gain or loss is recognized accordingly, except
when exercising an option contract or taking delivery of a security
underlying a futures contract. In these instances, the recognition of
gain or loss is postponed until the disposal of the security underlying
the option of futures contract.
Summarized below are the specific types of derivative instruments used
by the Company:
INTEREST RATE SWAPS: The Company manages interest rate risk on certain
contracts, primarily through the utilization of interest rate swaps.
Under interest rate swaps, the Company agrees with counterparties to
exchange, at specified intervals, the payments between floating and
fixed-rate interest amounts calculated by reference to notional amounts.
Net interest payments are recognized within net investment income in the
consolidated statements of operations.
At December 31, 1999, the Company had 19 outstanding interest rate swap
agreements which expire at various dates through 2024. Under 18 of the
agreements, the Company receives a fixed rate ranging from 6.065 percent
to 6.842 percent on a notional amount of $1.5 billion and pays a
floating rate based on London Interbank Offered Rate (LIBOR). Under the
remaining outstanding interest rate swap agreement, the Company receives
a floating rate based on LIBOR on a notional amount of $2 million and
pays a fixed rate of 6.495 percent. The estimated fair value of the
agreements at December 31, 1999 was a net loss of approximately $33.8
million, which is recognized in accumulated other comprehensive income.
19
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
At December 31, 1998, the Company had 35 outstanding interest rate swap
agreements which expire at various dates through 2025. Under 19
outstanding interest rate swap agreements, the Company receives a
floating rate based on LIBOR on a notional amount of $116.0 million and
pays a fixed rate ranging from 3.13 percent to 8.56 percent. Under 15
of the agreements, the Company receives a fixed rate ranging from 5.79
percent to 7.57 percent on a notional amount of $80.5 million and pays a
floating rate based on LIBOR. On the remaining swap agreement, the
Company receives a floating rate based on LIBOR on a notional amount of
$5 million and pays a floating rate based on LIBOR. The estimated fair
value of the agreements at December 31, 1998 was a net loss of
approximately $4.7 million, which is recognized in accumulated other
comprehensive income.
CURRENCY, SWAPS AND CROSS CURRENCY SWAPS: Under foreign currency swaps,
the Company agrees with other parties to exchange at specified
intervals, the difference between two currencies on an exchange rate
basis the interest amounts calculated by reference to an agreed notional
principal amount. Under cross currency swaps, the Company swaps the
difference between two currencies and between floating and fixed-rate
interest amounts calculated by reference to notional amounts. The
Company uses this technique for foreign denominated assets to match
dollar denominated liabilities of various fixed income products. Net
interest payments are recognized within net investment income in the
consolidated statements of operations.
At December 31, 1999, the Company held no currency or cross currency
swaps. At December 31, 1998 the Company had one outstanding currency
swap agreement and five outstanding cross currency swaps which expire at
various dates through 2016. The notional amount was $34.2 million. The
1998 estimated fair value of the agreements was a net loss of $5.5
million and is recognized in accumulated other comprehensive income.
TOTAL RETURN SWAP: The Company uses the total return swap to construct a
structured product that resembles an equity linked note. The total
return swap is used to obtain equity participation. The Company agrees
with other parties to pay at specified intervals, floating-rate interest
amounts calculated by reference to an agreed notional principal amount.
In return the Company receives equity participation, which is calculated
by reference to an agreed equity market index and a notional principal
amount. If the amount is positive at the termination date, the Company
receives such amount. If the amount is negative at the termination date,
the Company pays out such amount to the counterparty.
At December 31, 1999, the Company held no total return swap agreements.
At December 31, 1998, the Company had one outstanding total return swap,
which expires in 2028. The notional amount was $14.0 million and the
estimated fair value of the agreement was a net profit of $1.9 million,
which is recognized in accumulated other comprehensive income.
FUTURES: A futures contract is an agreement involving the delivery of a
particular asset on a specified future date at an agreed upon price.
The Company generally invests in futures on U.S. Treasury Bonds, U.S.
Treasury Notes, and the S&P 500 Index and typically closes the contract
prior to the delivery date. These contracts are generally used to manage
the portfolio's effective maturity and duration.
At December 31, 1999, the Company held no futures contracts. At
December 31, 1998, futures contracts outstanding were as follows (in
millions):
Net Sold Notional Fair Unrealized
Position Amount Value Gain
-------- -------- ----- -----------
(0.3) $33.1 $32.9 $0.2
The 1998 unrealized gain was recognized in accumulated other
comprehensive income.
20
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
The Company is exposed to credit related risk in the event of
nonperformance by counterparties to financial instruments but does not
expect any counterparties to fail to meet their obligations. Where
appropriate, master netting agreements are arranged and collateral is
obtained in the form of rights to securities to lower the Company's
exposure to credit risk. It is the Company's policy to deal only with
highly rated companies. At December 31, 1999 and 1998, there were not
any significant concentrations with counterparties.
(4) FAIR VALUE OF FINANCIAL INSTRUMENTS
The fair value of a financial instrument is the amount at which the
instrument could be exchanged in a current transaction between willing
parties. The following table presents the carrying amounts and estimated
fair values of the Company's financial instruments at December 31, 1999
and 1998 (in millions). Refer to Note 3 for the estimated fair values
of the Company's derivative instruments.
<TABLE>
<CAPTION>
1999 1998
-------------------- --------------------
ESTIMATED ESTIMATED
CARRYING FAIR CARRYING FAIR
VALUE VALUE VALUE VALUE
-------------------- --------------------
<S> <C> <C> <C> <C>
Assets:
Fixed maturities $6,826.1 6,826.1 11,068.3 11,068.3
Mortgage loans 1,678.9 1,691.7 2,337.5 2,472.5
Policy loans 2,243.9 2,243.9 2,151.0 2,151.0
Short-term investments 292.4 292.4 195.3 195.3
Other invested assets 898.8 898.8 457.6 457.6
Separate account assets 6,915.6 6,915.6 5,214.8 5,214.8
Liabilities:
Policyholder account balances
relating to investment
Contracts $5,179.4 5,279.8 5,044.8 4,929.7
Pension funds and other
interest sensitive liabilities 556.8 551.2 7,581.3 7,592.0
Long-term debt and
notes payable 216.6 209.8 221.9 216.6
Separate account liabilities 6,892.0 6,892.0 5,194.9 5,194.9
======== ======= ======== ========
</TABLE>
(5) REINSURANCE
The Company is a reinsurer to the life and health industry. The effect
of reinsurance on premiums and other considerations is as follows
(in millions):
<TABLE>
<CAPTION>
1999 1998 1997
-------- ------- -------
<S> <C> <C> <C>
Direct $1,139.5 1,210.8 1,159.1
Assumed 1,667.7 1,422.3 996.9
Ceded (416.4) (431.5) (348.9)
-------- ------- -------
Net insurance premiums and other
considerations $2,390.8 2,201.6 1,807.1
======== ======= =======
</TABLE>
21
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
(6) FEDERAL INCOME TAXES
Income tax (benefit) expense attributable to income from operations
consists of the following (in millions):
<TABLE>
<CAPTION>
1999 1998 1997
------ ---- ----
<S> <C> <C> <C>
Current income tax (benefit) expense $(23.6) 35.2 65.8
Deferred income tax (benefit) expense (40.7) 18.4 (0.1)
------ ---- ----
Provision for income taxes $(64.3) 53.6 65.7
====== ==== ====
</TABLE>
Income tax (benefit) expense attributable to income from operations
differed from the amounts computed by applying the U.S. federal
income tax rate of 35 percent to pre-tax income as a result of
the following (in millions):
<TABLE>
<CAPTION>
1999 1998 1997
------ ----- ----
<C> <C> <C> <C>
Computed "expected" tax (benefit) expense $(67.4) 70.0 64.8
Increase (decrease) in income tax resulting
from:
Surplus (benefit) tax on mutual life
insurance companies - (7.5) 5.3
Foreign tax rate in excess of U.S. tax
rate 1.0 0.8 0.6
Tax preferred investment income (11.4) (10.9) (6.6)
State tax net of federal benefit 1.7 1.6 0.8
Corporate owned life insurance (3.3) (3.6) -
Foreign tax credit - (1.3) (0.6)
Goodwill amortization 1.9 1.5 1.0
Difference in book vs. tax basis in
domestic subsidiaries 1.6 2.8 2.2
Valuation allowance for loss
carryforwards 5.7 - -
Capitalized acquisition costs 2.4 - -
Other, net 3.5 0.2 (1.8)
------ ---- ----
Provision for income taxes $(64.3) 53.6 65.7
====== ==== ====
</TABLE>
Total income taxes were allocated as follows:
<TABLE>
<CAPTION>
1999 1998 1997
------- ----- -----
<S> <C> <C> <C>
Provision for income taxes $ (64.3) 53.6 65.7
Income tax from stockholder equity:
Unrealized investment (loss) gain
recognized for financial reporting
purposes (237.0) (22.6) 55.9
Foreign currency translation 7.8 (9.4) (12.1)
Other (2.4) (1.4) (0.5)
------- ----- -----
Provision for income taxes $(295.9) 20.2 109.0
======= ===== =====
</TABLE>
22
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
The tax effects of temporary differences that give rise to significant
portions of deferred tax assets and liabilities at December 31, 1999
and 1998 are presented below (in millions):
<TABLE>
<CAPTION>
1999 1998
------ -----
<S> <C> <C>
Deferred tax assets:
Reserve for future policy benefits $158.9 90.9
Deferred acquisition costs capitalized for tax 147.4 128.8
Employee benefits 41.5 28.2
Investments 46.2 -
Net operating and capital loss 57.2 46.8
Unrealized loss on investments 163.9 -
Other, net 95.5 98.5
------ -----
Gross deferred tax assets 710.6 393.2
Less valuation allowance 7.2 1.5
------ -----
Total deferred tax assets after valuation allowance $703.4 391.7
====== =====
<CAPTION>
1999 1998
------- -----
<S> <C> <C>
Deferred tax liabilities:
Unrealized gain on investments $ - 79.1
Deferred acquisition costs capitalized for financial
reporting 385.0 274.5
Investments - 3.7
Other, net 120.8 109.8
------- -----
Total deferred tax liabilities 505.8 467.1
------- -----
Total deferred tax (asset) liability $(197.6) 75.4
======= =====
</TABLE>
The Company has not recognized a deferred tax liability for the
undistributed earnings of its wholly owned domestic and foreign
subsidiaries because the Company currently does not expect those
unremitted earnings to become taxable to the Company in the foreseeable
future. In addition, the Company has not recognized a deferred tax
liability of approximately $106 million for the excess of financial
statement carrying amount over the tax basis of its less-than-80-percent
owned domestic subsidiaries. This is because the unremitted earnings of
foreign subsidiaries will not be repatriated in the foreseeable future,
or because the excess of the financial statement carrying amount over
the tax basis of its less-that-80 percent owned domestic subsidiaries
will not become taxable as the tax law provides a means by which the
reported amount of that investment can be recovered tax-free and the
Company expects that it will ultimately use that means.
The Company believes that it is more likely than not that the deferred
tax assets established will be realized except for the amount of the
valuation allowance. As of December 31, 1999 and 1998, the Company has
provided for a 100 percent valuation allowance against the deferred tax
asset related to the net operating losses of the Company's foreign
subsidiaries including RGA's Australian, Argentine, South African and UK
subsidiaries and NaviSys' Mexican subsidiary. At December 31, 1999, the
Company's subsidiaries had capital loss carryforwards of $89.4 million,
and net operating loss carryforwards of $146.7 million. The capital and
net operating losses are expected to be utilized during the period
allowed for carryforwards.
23
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
The Company has been audited by the Internal Revenue Service for the
years through and including 1994. The Company is currently being
audited for the years 1995 and 1996. The Company believes that any
adjustments that might be required for open years will not have a
material effect on the Company's consolidated financial statements.
During 1999, 1998, and 1997 the Company paid income taxes totaling
approximately $77.0 million, $59.6 million, and $70.8 million,
respectively.
(7) DEFERRED POLICY ACQUISITION COSTS
A summary of the policy acquisition costs deferred and amortized is as
follows (in millions):
<TABLE>
<CAPTION>
1999 1998 1997
-------- ------ ------
<S> <C> <C> <C>
Balance at beginning of year $ 773.8 695.3 652.3
Transfer of present value of future profits -- -- 19.3
Prior year adjustment due to change in
reserving methods -- (0.2) --
Policy acquisition costs deferred 324.6 332.9 267.0
Policy acquisition cost amortized (214.4) (280.0) (211.9)
Interest credited 60.4 39.3 40.8
Deferred policy acquisition costs relating to
change in unrealized (gain) loss on
investments available-for-sale 341.7 (13.5) (72.2)
-------- ------ ------
Balance at end of year $1,286.1 773.8 695.3
======== ====== ======
</TABLE>
(8) 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.
Associates of the Company also are offered several non-qualified,
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. Effective April
30, 1999, the liabilities that relate to these plans are managed at
GenAmerica Management Corporation, a subsidiary of GenAmerica. The
Company recognized expense of $12.9 million, $8.2 million, and $7.7
million for the years ended December 31, 1999, 1998, and 1997,
respectively, related to these plans.
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.
The Company uses the accrual method to account for the costs of its
retiree plans and amortizes its transition obligation for retirees and
fully eligible or vested employees over 20 years. The unamortized
transition obligation was $13.4 million and $14.4 million at December
31, 1999 and 1998, respectively.
24
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
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 annually by the Board
of Directors and are based upon salaries of eligible associates. Full
vesting occurs after five years of continuous service. The Company's
contribution to the plan was $4.3 million, $10.4 million, and $10.4
million for 1999, 1998, and 1997 respectively.
At December 31, 1999, plan assets were invested 79.2% in the S&P Stock
Fund, 6.9% in the Small-Cap Stock Fund, 9.1% in the Separately Managed
Account Fund, and 4.8% in the Long-Term Bond Fund. At December 31, 1998
plan assets were invested 70.1% in the S&P 500 Stock Fund, 7.4% in the
Small-Cap Stock Fund, 17.3% in the Separately Managed Account Fund, and
5.2% in the Long-Term Bond Fund. These assets are invested in General
American separate accounts and held in a trust by an unrelated third
party administrator.
The following tables summarize the Company's associate benefit plans and
postretirement benefits (in millions):
<TABLE>
<CAPTION>
Pension Benefits Other Benefits
------------------ -----------------
1999 1998 1999 1998
------ ----- ----- ----
<S> <C> <C> <C> <C>
Change in benefit obligation:
Benefit obligation at beginning of year $149.1 129.8 $45.7 37.7
Service cost 6.5 5.8 1.7 1.7
Interest cost 10.3 9.2 2.8 2.9
Participant contributions -- -- 0.2 0.2
Plan amendments 0.3 (0.4) -- (1.3)
Curtailments 2.4 -- -- --
Special termination benefits 1.2 -- -- --
Benefits paid (8.0) (6.6) (1.9) (1.4)
Actuarial (gain) loss (1.9) 11.3 (7.8) 5.9
------ ----- ----- ----
Benefit obligation at end of year 159.9 149.1 40.7 45.7
------ ----- ----- ----
Change in plan assets:
Fair value of plan assets at
beginning of year 174.8 150.5 -- --
Actual return on plan assets 10.5 29.2 -- --
Employer contributions 2.1 1.7 1.7 1.2
Associates contributions -- -- 0.2 0.2
Benefits paid (8.0) (6.6) (1.9) (1.4)
------ ----- ----- ----
Fair value of plan assets at end of year $179.4 174.8 $-- --
====== ===== ===== ====
</TABLE>
25
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
<TABLE>
<CAPTION>
Pension Benefits Other Benefits
1999 1998 1997 1999 1998 1997
------ ----- ----- ------ ----- -----
<S> <C> <C> <C> <C> <C> <C>
Reconciliation of funded status:
Funded status $ 19.4 25.7 20.7 $(40.7) (45.7) (37.7)
Unrecognized actuarial gain (12.3) (14.5) (8.2) (9.6) (1.9) (7.8)
Unrecognized transition
obligation 0.2 0.3 1.1 13.4 14.4 16.8
Unrecognized prior service
cost (0.3) (0.8) (2.2) -- -- --
------ ----- ----- ------ ----- -----
Net amount recognized at end
of year 7.0 10.7 11.4 (36.9) (33.2) (28.7)
------ ----- ----- ------ ----- -----
Amounts recognized in the
statement of financial
position consist of:
Prepaid benefit cost 40.6 37.9 35.9 -- -- --
Accrued benefit liability (38.2) (32.2) (28.2) (36.9) (33.2) (28.7)
Intangible asset 0.1 0.9 0.9 -- -- --
Accumulated other
comprehensive loss 4.5 4.1 2.8 -- -- --
------ ----- ----- ------ ----- -----
Net amount recognized at end
of year $ 7.0 10.7 11.4 $(36.9) (33.2) (28.7)
====== ===== ===== ====== ===== =====
Other comprehensive loss
(income) attributable to
change in additional
minimum liability
recognition $ 0.3 1.3 (0.5) $ -- -- --
====== ===== ===== ====== ===== =====
</TABLE>
26
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
<TABLE>
<CAPTION>
Pension Benefits Other Benefits
1999 1998 1997 1999 1998 1997
------ ----- ----- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C>
Additional year-end
information for plans with
benefit obligations in
excess of plan assets:
Benefit obligation 47.6 36.6 32.2 40.7 45.7 37.7
Additional year-end
information for pension
plans with accumulated
benefit obligations in
excess of plan assets:
Projected benefit
obligation 40.5 36.6 32.2 -- -- --
Accumulated benefit
obligation 37.8 32.1 28.0 -- -- --
Fair value of plan assets 0.1 0.1 -- -- -- --
====== ===== ===== ==== ==== ====
Components of net periodic
benefit cost:
Service cost 6.5 5.8 5.9 1.7 1.7 1.7
Interest cost 10.3 9.2 8.6 2.8 2.9 2.5
Expected return on plan
assets (15.3) (13.2) (11.1) -- -- --
Amortization of prior
service cost (0.1) (0.1) 0.1 -- -- --
Amortization of
transitional
obligation 0.1 0.1 0.3 1.0 1.0 1.1
Recognized actuarial
loss (gain) 0.6 0.4 0.4 (0.1) -- (0.2)
------ ----- ----- ---- ---- ----
Net periodic benefit cost $ 2.1 2.2 4.2 5.4 5.6 5.1
====== ===== ===== ==== ==== ====
Additional loss recognized due to:
Curtailment $ 2.3 0.1 -- -- -- --
Special Termination Benefit 1.4 -- -- -- -- --
====== ===== ===== ==== ==== ====
Weighted-average assumptions as
of December 31:
Discount rate 7.50% 6.75% 7.25% 7.50% 6.75% 7.25%
Expected long-term rate of
return on plan assets 9.00% 9.00% 9.00% -- -- --
Rate of compensation
increase (qualified plan) 4.95% 4.20% 4.20% -- -- --
====== ===== ===== ==== ==== ====
</TABLE>
27
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
ASSUMED HEALTH CARE COST TREND: For measurement purposes, a 7.0% annual
rate of increase in the per capita cost of covered health care benefits
was assumed for 1999. The rate assumed to decrease gradually to 5% for
2003 and remain at that level thereafter.
Assumed health care cost trend rates have a significant effect on the
amounts reported for the health care plan. A one-percentage point change
in assumed health care cost trend rates would have the following effects
(in thousands):
One Percentage One Percentage
Point Increase Point Decrease
-------------- --------------
Effect on total service and interest cost
components for 1999 $0.9 (0.7)
Effect on end of year 1999
postretirement benefit obligation $5.8 (4.7)
(9) DEBT
The Company's long-term debt and notes payable consists of the
following (in millions):
<TABLE>
<CAPTION>
Face Value at December 31,
Description Rate Maturity 1999 1998
- ----------- ---- -------- ---- ----
<S> <C> <C> <C> <C>
Long-term debt:
General American surplus note 7.625% January 2024 $107.0 107.0
RGA senior note 7.250% April 2006 100.0 100.0
Notes payable:
RGA Australia Hldgs. 5.180% April 2000 9.5 8.9
------ -----
Total long-term debt and notes payable $216.5 215.9
====== =====
</TABLE>
The difference between the face value of debt and the carrying value per
the consolidated balance sheets is unamortized discount.
General American's surplus note pays interest on January 15 and July 15
of each year. The note is not subject to redemption prior to maturity.
Payment of principal and interest on the note may be made only with the
approval of the Missouri Director of Insurance.
The RGA senior note pays interest semiannually on April 1 and October 1.
The ability of RGA to make debt principal and interest payments as well
as make dividend payments to shareholders is ultimately dependent on the
earnings and surplus of its subsidiaries and the investment earnings on
the undeployed debt proceeds. The transfer of funds from the insurance
subsidiaries to RGA is subject to applicable insurance laws and
regulations. Principal repayments are due in April 2000 and are
expected to be renewed under the terms of the line of credit. This
agreement contained various restrictive covenants which primarily
pertain to limitations on the quality and types of investments, minimum
requirements of net worth, and minimum rating requirements.
Interest paid on debt during 1999, 1998, and 1997 amounted to $17.8
million, $17.0 million, and $20.0 million, respectively.
As of December 31, 1999, the Company was in compliance with all
covenants under its debt agreements.
28
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
(10) COMPREHENSIVE INCOME
In June 1997, the Financial Accounting Standards Board issued SFAS No.
130, Reporting Comprehensive Income, effective for years beginning after
December 15, 1997. SFAS No. 130 establishes standards for reporting and
display of comprehensive income but does not affect results of
operations. Effective January 1, 1998, the Company adopted SFAS No. 130.
The components of comprehensive income, other than net income, are as
follows (in millions):
<TABLE>
<CAPTION>
1999
---------------------------------------------
TAX NET-
BEFORE-TAX (EXPENSE) OF-TAX
AMOUNT BENEFIT AMOUNT
---------------------------------------------
<S> <C> <C> <C>
Foreign currency translation adjustments $ 19.5 (6.8) 12.7
Unrealized gains (losses) on securities:
Unrealized holding gains (losses) arising during
period (753.1) 266.9 (486.2)
Less: Reclassification adjustment for gains
(losses) realized in net income (233.5) 81.5 (152.0)
---------------------------------------------
Net unrealized gains (losses) on securities (519.6) 185.4 (334.2)
Minimum benefit liability (1.0) 1.3 0.3
---------------------------------------------
Total other comprehensive (loss) income $(501.1) 179.9 (321.2)
=============================================
<CAPTION>
1998
---------------------------------------------
TAX NET-
BEFORE-TAX (EXPENSE) OF-TAX
AMOUNT BENEFIT AMOUNT
---------------------------------------------
<S> <C> <C> <C>
Foreign currency translation adjustments $(20.6) 7.2 (13.4)
Unrealized gains (losses) on securities:
Unrealized holding gains (losses) arising during
period (56.6) 19.3 (37.3)
Less: Reclassification adjustment for gains
(losses) realized in net income 4.7 (1.7) 3.0
--------------------------------------------
Net unrealized gains (losses) on securities (61.3) 21.0 (40.3)
Minimum benefit liability (0.3) -- (0.3)
--------------------------------------------
Total other comprehensive (loss) income $(82.2) 28.2 (54.0)
============================================
</TABLE>
29
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
<TABLE>
<CAPTION>
1997
---------------------------------------------
TAX NET-
BEFORE-TAX (EXPENSE) OF-TAX
AMOUNT BENEFIT AMOUNT
---------------------------------------------
<S> <C> <C> <C>
Foreign currency translation adjustments $(14.3) 10.6 (3.7)
Unrealized gains (losses) on securities:
Unrealized holding gains (losses) arising during
period 132.3 (49.1) 83.2
Less: Reclassification adjustment for gains
(losses) realized in net income 7.4 (2.6) 4.8
---------------------------------------------
Net unrealized gains (losses) on securities 124.9 (46.5) 78.4
Minimum benefit liability 0.9 -- 0.9
---------------------------------------------
Total other comprehensive (loss) income $111.5 (35.9) 75.6
=============================================
</TABLE>
The following schedule reflects the change in net accumulated other
comprehensive (loss) income for the periods ending December 31, 1999
and 1998 (in millions):
<TABLE>
<CAPTION>
CURRENT
BALANCE AS PERIOD BALANCE AS
OF 12/31/98 CHANGE OF 12/31/99
----------- ------- -----------
<S> <C> <C> <C>
Foreign currency adjustments $(32.9) 12.7 (20.2)
Unrealized gains (losses) on securities 88.5 (334.2) (245.7)
Minimum benefit liability (2.7) 0.3 (2.4)
----------- ------- -----------
Total accumulated other comprehensive
(loss) income $ 52.9 (321.2) (268.3)
----------- ------- -----------
<CAPTION>
CURRENT
BALANCE AS PERIOD BALANCE AS
OF 12/31/97 CHANGE OF 12/31/98
----------- ------- -----------
<S> <C> <C> <C>
Foreign currency adjustments $(19.5) (13.4) (32.9)
Unrealized gains (losses) on securities 128.8 (40.3) 88.5
Minimum benefit liability (2.4) (0.3) (2.7)
----------- ------- -----------
Total accumulated other comprehensive
(loss) income $106.9 (54.0) 52.9
=========== ======= ===========
</TABLE>
30
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
(11) REGULATORY MATTERS
The Company and its insurance subsidiaries are subject to financial
statement filing requirements in their respective state of domicile, as
well as the states in which they transact business. Such financial
statements, generally referred to as statutory financial statements, are
prepared on a basis of accounting which varies in some respects from
GAAP. Statutory accounting practices include: (1) charging of policy
acquisition costs to income as incurred; (2) establishment of a
liability for future policy benefits computed using required valuation
standards; (3) nonprovision of deferred federal income taxes resulting
from temporary differences between financial reporting and tax bases of
assets and liabilities; (4) recognition of statutory liabilities for
asset impairments and yield stabilization on fixed maturity dispositions
prior to maturity with asset valuation reserves based on statutorily
determined formulas; and (5) valuation of investments in bonds at
amortized cost.
Combined net income and policyholders' surplus of the Company and its
consolidated insurance subsidiaries, for the years ended and at December
31, 1999, 1998, and 1997, as determined in accordance with statutory
accounting practices, are as follows (in millions):
1999 1998 1997
------- ------- -----
Net (loss) income $(190.8) 60.8 39.7
Policyholders' surplus 741.3 1,147.4 844.1
======= ======= =====
For the year ended December 31, 1999, General American has changed its
method for recording equity in earnings of subsidiaries on a statutory
basis to reflect such earnings as a direct charge or credit to surplus,
and not a component of investment income.
Under Risk-Based Capital (RBC) requirements, General American and its
insurance subsidiaries are required to measure their solvency against
certain parameters. As of December 31, 1999, the Company's insurance
subsidiaries exceeded the established RBC minimums. In addition, the
Company's insurance subsidiaries exceeded the minimum statutory capital
and surplus requirements of their respective states of domicile.
The Company's insurance subsidiaries are subject to limitations on the
payment of dividends to the Company. Generally, dividends during any
year may not be paid without prior regulatory approval, in excess of the
lessor of (and with respect to life and health subsidiaries in Missouri,
in excess of the greater of): (a) ten percent of the insurance
subsidiaries' statutory surplus as of the preceding December 31 or (b)
the insurance subsidiaries' statutory gain from operations for the
preceding year.
31
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
(12) PARTICIPATING POLICIES AND DIVIDENDS TO POLICYHOLDERS
Over 18.9 percent and 22.8 percent of the Company's business in force
relates to participating policies as of December 31, 1999 and 1998,
respectively. These participating policies allow the policyholders to
receive dividends based on actual interest, mortality, and expense
experience for the related policies. These dividends are distributed to
the policyholders through an annual dividend, using current dividend
scales which are approved by the Board of Directors.
(13) CONTINGENT LIABILITIES
The Company was named as a defendant in a lawsuit that was filed in 1996
in Arizona State Court. The lawsuit claimed benefits under a disability
policy and damages for bad faith termination of such benefits. In
November 1998, the jury entered a verdict against the Company, awarding
the plaintiff approximately $59 million in damages, including $58
million in punitive damages. In January 1999, the Company filed a motion
for judgment notwithstanding the verdict, a motion for a new trial, and
a request for reduction of the punitive damages awarded. The Trial
Court reduced the punitive damage award to $18 million. The Company has
appealed the verdict and the award of the Court.
The Company was named as a defendant in a lawsuit filed in a federal
district court in Phoenix, Arizona along with Paul Revere Life Insurance
Company. The lawsuit claimed that Paul Revere denied benefits which was
a breach of the implied duty of good faith and that both companies were
liable due to being in a joint venture relationship. The jury found for
the plaintiff and assessed punitive damages against the company in the
sum of $10.2 million and against Paul Revere in the sum of $6.8 million.
Both companies have filed post-trial motions aimed at setting aside the
jury verdict and/or reducing the jury awards. The Company intends to
vigorously appeal the verdict if it is allowed to stand.
The Company was named as defendant in the following purported class
action lawsuits: Chain v. General American Life Insurance Company (filed
in the U.S. District Court for the Northern District of Mississippi in
1996); Newburg Trust v. General American Life Insurance Company (filed
in the U.S. District Court for the District of Massachusetts in 1996);
and Ludwig, Sippil, DAllesandro and Cunningham v. General American Life
Insurance Company (filed in the U.S. District Court for the Southern
District of Illinois in 1997). These lawsuits allege that the Company
engaged in deceptive sales practices in connection with the sale of
certain life insurance policies. None of these lawsuits has been
certified as a class action. Although the claims asserted in each
lawsuit are not identical, the plaintiffs seek unspecified actual and
punitive damages under similar claims, including breach of contract,
fraud, intentional or negligent misrepresentation, breach of fiduciary
duty and unjust enrichment. The Company filed a motion to dismiss all
of the claims in each of the lawsuits. The Court in each of these
lawsuits has dismissed certain of the plaintiffs' claims while allowing
others to proceed. These three cases have been consolidated with one
individual case in the U.S. District Court for the Eastern District of
Missouri. The Company has negotiated a settlement agreement with counsel
for plaintiffs which resolves all matters concerning the relief for the
class. There is, however, no agreement on the attorneys' fees or
expenses of class counsel. This settlement is in the process of being
finalized. It will then be submitted to the Court for review and
approval along with the issue of attorneys' fees and expenses. If the
settlement is not approved the Company intends to continue to oppose the
lawsuits vigorously.
In addition to the matters discussed above, the Company is involved in
pending and threatened litigation in the normal course of its business.
While the outcome of these matters cannot be predicted with certainty,
at the present time and based on information currently available,
management does not believe that the Company's liability arising from
pending or threatened litigation will have a material adverse affect on
the Company's financial condition or results of operations.
32
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
(14) RELATED PARTY TRANSACTIONS
In 1999, GenAmerica made capital contributions to the Company of $38.0
million, $10.1 million of NaviSys Incorporated's (NaviSys) equity, and
$20.0 million of NaviSys' bonds. The $38.0 million contribution
consisted of a promissory note from ARM, and was expensed by the Company
after it became uncollectible.
The following related party transactions occurred in the connection with
MetLife's acquisition of GenAmerica.
The Company paid and expensed approximately $20 million to MetLife
as consideration for MetLife's willingness to accept the funding
agreement business of General American as described in Note 1.
The Company paid $40 million to MetLife during 1999 which
ultimately was returned to GAMHC at the closing on January 6,
2000. This transaction has been recorded as a dividend by the
Company to GAMHC in the accompanying financial statements.
Subsequent to December 31, 1999 an additional $40 million was paid
to MetLife on behalf of GAMHC.
During 1999, GenAmerica paid and expensed $12 million of
investment advisory fees for which GAMHC and GenAmerica were
jointly and severably liable.
RGA also has reinsurance transactions between MetLife and certain of its
subsidiaries. Under these agreements, RGA reflected earned premiums of
approximately $108 million and $113 million in 1999 and 1998,
respectively. The earned premiums reflect the net of business assumed
from and ceded to MetLife and its subsidiaries. Underwriting gain
(loss) on this business was approximately $12 million and $13 million in
1999 and 1998, respectively.
(15) SUBSEQUENT EVENTS
On January 1, 2000, the Company exited the Group Health business through
the Asset Purchase Agreement and related reinsurance arrangements with
Great-West Life & Annuity Insurance Company (Great-West). This
agreement also includes any life business that is directly associated to
the health business.
The Company is required to reimburse Great-West for up to $10 million in
net operating losses incurred during 2000. These amounts have been
fully accrued in the 1999 consolidated financial statements of the
Company. The Company must also compensate Great-West for certain
receivables related to this business should they be deemed uncollectible.
On January 18, 2000, MetLife proposed to acquire all of Conning's
outstanding shares of common stock not already controlled by MetLife for
$10.50 per share in cash. MetLife acquired a beneficial interest of
approximately 61% in Conning as a result of its January 6, 2000
acquisition of GenAmerica. Conning has received MetLife's proposal and
the Conning Board of Directors is evaluating the proposed transaction.
33
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
On January 24, 2000, Conning announced that it had learned of a
complaint purporting to be a shareholder class action suit that has been
filed in the Supreme Court of the State of New York, naming Conning and
MetLife as co-defendants. The complaint follows the January 18, 2000
announcement of MetLife's proposal to acquire all of the outstanding
shares of common stock not already controlled by MetLife for $10.50 per
share in cash. The complaint alleges that MetLife's proposal to acquire
the remaining equity interest in Conning fails to offer a fair price to
Conning's shareholders and lacks adequate procedural protections.
Additionally, the complaint alleges that as a result of MetLife's
proposal, the defendants have engaged in acts of self-dealing and
breeches of fiduciary duty in connection with the proposed transaction.
Conning was subsequently served with the complaint and believes the
plaintiff's claims are without merit.
34
<PAGE>
<PAGE>
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
(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
II-1
<PAGE>
<PAGE>
(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 SECTION 26(E)
General American Life Insurance Company hereby represents that the fees
and charges deducted under the Policies described in the prospectus are,
in the aggregate, reasonable in relation to the services rendered, the
expenses expected, and the risks assumed by General American Life
Insurance Company.
II-2
<PAGE>
<PAGE>
CONTENTS OF REGISTRATION STATEMENT
This Registration Statement comprises the following Papers and
Documents:
The facing sheet.
Joint and Survivor Variable Universal Life 98 Prospectus,
consisting of 220 pages.
The undertaking to file reports required by Section 15(d) of the
1934 Act.
The undertaking pursuant to Rule 484 of the 1933 Act.
Representations pursuant to Section 26(e) of the 1940 Act.
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) Form of Joint and Survivor Variable Universal Life 98
Policy <F2>
(6) (a) Amended Charter and Articles of Incorporation of
General American <F3>
(b) Amended and Restated By-Laws of General American <F3>
(7) Not applicable
(8) (a) Form of Agreement to Purchase Shares of General
American Capital Company <F1>
(b) Participation Agreement with Variable Insurance
Products Fund <F4>
(c) Participation Agreement with Variable Insurance
Products Fund II <F4>
(d) Form of Participation Agreement with J.P. Morgan
Series Trust II <F2>
(e) Form of Participation Agreement with VanEck Worldwide
Insurance Trust <F4>
(f) Form of Shareholder Services Agreement with American
Century Variable Portfolios <F2>
(g) Participation Agreement with SEI Insurance Products
Trust <F4>
(9) Not applicable
(10) (a) Form of Application, one application required for each
insured. <F2>
2. 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.
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) Opinion of Christopher A. Martin, Counsel of General
American <F5>
II-3
<PAGE>
<PAGE>
(3) No financial statements will be omitted from the
Prospectuses pursuant to prospectus instructions 1(b)
or (c)
(4) Not applicable
(5) Not applicable
[FN]
- ---------------------
<F1> Incorporated by reference to Post-Effective Amendment No. 16, File
No. 33-10146 (VUL 95), April 28, 2000.
<F2> Incorporated by reference to Pre-Effective Amendment No. 1 to the
Registration Statement, File No. 333-53477 (VUL 98), July 31,
1998.
<F3> Incorporated by reference to the initial filing of 333-53673
(JSVUL 98) on May 27, 1998.
<F4> Incorporated by reference to Post-Effective Amendment No. 3 to the
Registration Statement, File No. 333-53477 (VUL 98), April 28,
2000.
<F5> Filed herewith.
II-4
<PAGE>
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, General
American Life Insurance Company and General American Separate Account
Eleven represent that this Post-Effective Amendment meets all the
requirements for effectiveness under Rule 485(b) of that Act and have
duly caused this amended 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 28th
day of April 2000.
GENERAL AMERICAN SEPARATE
ACCOUNT ELEVEN (Registrant)
(Seal) BY: GENERAL AMERICAN LIFE
INSURANCE COMPANY (for
Registrant and as Depositor)
Attest: /s/ Robert J. Banstetter By: /s/ Kevin C. Eichner
-------------------------- --------------------------
Robert J. Banstetter, Sr. Kevin C. Eichner
Secretary President
General American Life
Insurance Company
II-5
<PAGE>
<PAGE>
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.
Signature Title Date
- --------- ----- ----
/s/ Richard A. Liddy Chairman, Chief 4/28/00
- ------------------------------ Executive Officer
Richard A. Liddy (Principal Executive
Officer)
/s/ Kevin C. Eichner President 4/28/00
- ------------------------------
Kevin C. Eichner
/s/ Barry C. Cooper Vice President 4/28/00
- ------------------------------ Controller
Barry C. Cooper (Principal Accounting
Officer)
- ------------------------------
August A. Busch, III<F*> Director
- ------------------------------
William E. Cornelius<F*> Director
- ------------------------------
John C. Danforth<F*> Director
- ------------------------------
Bernard A. Edison<F*> Director
/s/ Richard A. Liddy
- ------------------------------
Richard A. Liddy Director 4/28/00
- ------------------------------
William E. Maritz<F*> Director
- ------------------------------
Craig D. Schnuck<F*> Director
II-6
<PAGE>
<PAGE>
- ------------------------------
William P. Stiritz<F*> Director
- ------------------------------
Andrew C. Taylor<F*> Director
- ------------------------------
Robert L. Virgil, Jr.<F*> Director
- ------------------------------
Virginia V. Weldon<F*> Director
- ------------------------------
Ted C. Wetterau<F*> Director
By /s/ Christopher A. Martin 4/28/00
---------------------------
Christopher A. Martin
[FN]
<F*> Original powers of attorney authorizing the Registrant's Secretary
and Assistant Secretaries as well as Matthew P. McCauley, William L.
Hutton, and Christopher A. Martin to sign this Registration Statement
and Amendments thereto on behalf of the Board of Directors of General
American Life Insurance Company are incorporated by reference to Post-
Effective Amendment No. 3 to the Registration Statement, File No. 333-
53477 (VUL 98), April 28, 2000.
II-7
<PAGE>
<PAGE>
The Board of Directors
General American Life Insurance Company
Re: Joint and Survivor Variable Universal Life 98
We consent to the use of our reports included herein and to the
reference to our firm under the heading "Experts" in the Registration
Statement and Prospectus for General American Separate Account Eleven.
KPMG LLP
St. Louis, Missouri
April 28, 2000
<PAGE>
EXHIBIT 3(2)
General American Life Insurance Company
700 Market Street
St. Louis, MO 63101
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
Registration Statement No. 333-53673 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 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 has been duly formed 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. The Account is duly created and
validly existing as a separate account pursuant to the above-cited
provisions of Missouri law.
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/ Christopher A. Martin
Christopher A. Martin
Counsel
