Registration Nos. 33-43390
811-2441
As filed with the Commission on November 1, 1996
--------------------------------------
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-4
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Pre-Effective Amendment No. __ __
Post-Effective Amendment No. 10 X
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
Amendment No. 55 X
AMERICAN GENERAL LIFE INSURANCE COMPANY
SEPARATE ACCOUNT D
(Exact Name of Registrant)
AMERICAN GENERAL LIFE INSURANCE COMPANY
(Name of Depositor)
2727-A Allen Parkway
Houston, Texas 77019-2191
(Address of Depositor's Principal Executive Officers) (Zip Code)
(713) 831-3632
(Depositor's Telephone Number, including Area Code)
Steven A. Glover, Esq.
Associate General Counsel and Assistant Secretary
American General Life Insurance Company
2727-A Allen Parkway, Houston, Texas 77019
(Name and Address of Agent for Service)
Copies of all communications to Freedman, Levy, Kroll & Simonds
1050 Connecticut Avenue, N.W., Suite 825
Washington, D.C. 20036
Attention: Gary O. Cohen, Esq.
Approximate Date of Proposed Public Offering: December 1, 1996, pursuant to
requested acceleration of effective date.
It is proposed that this filing will become effective (check appropriate box)
|_| Immediately upon filing pursuant to paragraph (b) of Rule 485
|_| On (date) pursuant to paragraph (b) of Rule 485
|X| 60 days after filing pursuant to paragraph (a)(1) of Rule 485
<PAGE>
|_| On pursuant to paragraph (a)(1) of Rule 485
---------------------
If appropriate, check the following:
|X| This post-effective amendment designates a new effective date for a
previously filed post-effective amendment
Pursuant to the provisions of Rule 24f-2 under the Investment Company Act of
1940, Registrant has elected to register an indefinite number or amount of its
securities under the Securities Act of 1933. That election was previously
filed in Registrant's Form N-4 registration statement (File No. 2-49805).
Registrant filed a Rule 24f-2 Notice on February 21, 1996, for its most recent
fiscal year ended December 31, 1995.
<PAGE>
AMERICAN GENERAL LIFE INSURANCE COMPANY
SEPARATE ACCOUNT D
FORM N-4
Cross Reference Sheet
Pursuant to Rule 495(a)
Under the Securities Act of 1933
<TABLE>
PART A
Showing Location of Information in Prospectuses(1)
<CAPTION>
Form N-4
Item No. Prospectus Caption
<S> <C>
1. Cover Page. . . . . . . . . . . . . . . . . . . . . . . Cover Page
2. Definitions . . . . . . . . . . . . . . . . . . . . . . Glossary
3. Synopsis or Highlights. . . . . . . . . . . . . . . . . Synopsis of Contract Provisions
4. Condensed Financial Information . . . . . . . . . . . . Synopsis of Contract Provisions - Financial
and Performance Information; Cover Page;
Selected Accumulation Unit Data(2);
Financial Information(3)
5. General Description of Registrant,
Depositor and Portfolio Companies . . . . . . . . . . . AGL; Separate Account D; The Series(3);
Cover Page
6. Deductions and Expenses . . . . . . . . . . . . . . . . Charges Under the Contracts; Long-Term Care
and Terminal Illness
7. General Description of Variable
Annuity Contracts . . . . . . . . . . . . . . . . . . . Synopsis of Contract Provisions -
Communications to Us; Owner Account Value;
Transfer, Automatic Rebalancing, Surrender
and Partial Withdrawal of Owner Account
Value(2); Transfer, Automatic Rebalancing,
Surrender and Partial Withdrawal of Owner
Account Value(3), Owners, Annuitants and
Beneficiaries; Assignments; Rights Reserved
by Us
--------
<FN>
(1) This registration statement contains two prospectuses that relate to
successive versions of the same form of variable annuity contract.
Each successive version generally reflects enhancements made to the
form of contract over time. Except as otherwise noted, the information
required by Part A of Form N-4 is located under the captions
identified below in each prospectus contained herein.
</FN>
<FN>
(2) Contained in the Prospectus relating to Contract Form No. 93020 and
Contract Form No. 93021 (See Part C, Item 24. 4(f)(i) and (f)(ii)).
</FN>
<FN>
(3) Contained in the Prospectus relating to Contract Form No. 95020 Rev
896 and Contract Form No. 95021 Rev 896 (See Part C, Item 24. 4(g)(i)
and (g)(ii)).
</FN>
</TABLE>
i
<PAGE>
<TABLE>
PART A
<CAPTION>
Form N-4
Item No. Prospectus Caption
<S> <C>
8. Annuity Period. . . . . . . . . . . . . . . . . . . . . Annuity Period and Annuity Payment Options
9. Death Benefit . . . . . . . . . . . . . . . . . . . . . Death Proceeds
10. Purchases and Contract Value. . . . . . . . . . . . . . Contract Issuance and Purchase Payments;
Variable Ac count Value; Distribution
Arrangements; One-Time Re instatement
Privilege
11. Redemptions . . . . . . . . . . . . . . . . . . . . . . Transfer, Surrender and Partial Withdrawal
of Owner Account Value(2); Transfer,
Automatic Rebalancing, Surrender and Partial
Withdrawal of Owner Account Value(3);
Annuity Payment Options; Contract Issuance
and Purchase Payments; Synopsis of Contract
Provisions - Surrenders, Withdrawals and
Cancellations; Payment and Deferment
12. Taxes . . . . . . . . . . . . . . . . . . . . . . . . . Federal Income Tax Matters; Synopsis of
Contract Provisions -Limitations Imposed by
Retirement Plans and Employers
13. Legal Proceedings . . . . . . . . . . . . . . . . . . . Not Applicable
14. Table of Contents of Statement
of Additional Information . . . . . . . . . . . . . . . Contents of Statement of Additional
Information
--------
<FN>
(2) Contained in the Prospectus relating to Contract Form No. 93020 and
Contract Form No. 93021 (See Part C, Item 24. 4(f)(i) and (f)(ii)).
</FN>
<FN>
(3) Contained in the Prospectus relating to Contract Form No. 95020 Rev
896 and Contract Form No. 95021 Rev 896 (See Part C, Item 24. 4(g)(i)
and (g)(ii)).
</FN>
</TABLE>
ii
<PAGE>
<TABLE>
PART B
Showing Location of Information in Statement of Additional Information4
Caption in
<CAPTION>
Form N-4 Statement of
Item No. Additional Information
<S> <C>
15. Cover Page. . . . . . . . . . . . . . . . . . . . . . . Cover Page
16. Table of Contents . . . . . . . . . . . . . . . . . . . Cover Page
17. General Information and
History . . . . . . . . . . . . . . . . . . . . . . . . General Information; Regulation and Reserves
18. Services. . . . . . . . . . . . . . . . . . . . . . . . Independent Auditors; Services
19. Purchase of Securities
Being Offered . . . . . . . . . . . . . . . . . . . . . Not Applicable(5)
20. Underwriters. . . . . . . . . . . . . . . . . . . . . . Principal Underwriter
21. Calculation of Performance
Data. . . . . . . . . . . . . . . . . . . . . . . . . . Performance Data for the Divisions; Effect
of Tax-Deferred Accumulation
22. Annuity Payments. . . . . . . . . . . . . . . . . . . . Not Applicable(5)
23. Financial Statements. . . . . . . . . . . . . . . . . . Financial Statements
<FN>
--------
(4) This registration statement contains two statements of additional
information that relate to successive versions of the same form of
variable annuity contract. Each successive version generally reflects
enhancements made to the contract over time. Except as otherwise
noted, the information required by Part B of Form N-4 is located under
the captions identified below in each statement of additional
information contained herein.
(5) All required information is included in Prospectus.
</FN>
</TABLE>
PART C
Information required to be set forth in Part C is set forth under the
appropriate item, so numbered, in Part C of the Registration Statement.
iii
<PAGE>
Registrant is filing this Post-Effective Amendment No. 10 for the
principal purpose of adding to the Registration Statement a prospectus and a
statement of additional information with respect to an enhanced version of the
Combination Fixed and Variable Annuity Contract offered by American General
Life Insurance Company.
Registrant does not intend for this Post-Effective Amendment No. 10 to
delete, from the Registration Statement, any document included in the
Registration Statement, including any currently effective prospectus,
supplement thereto, or statement of additional information.
iv
<PAGE>
COMBINATION FIXED AND VARIABLE ANNUITY CONTRACTS
OFFERED BY
AMERICAN GENERAL LIFE INSURANCE COMPANY
ANNUITY ADMINISTRATION DEPARTMENT
P.O. BOX 1401, HOUSTON, TEXAS 77251-1401
1-800-200-3883 713/831-3505
American General Life Insurance Company ("AGL") is offering the flexible
payment deferred individual annuity contracts (the "Contracts") described in
this Prospectus.
You may use AGL's Separate Account D for a variable investment return under
the Contracts based on one or more of the following mutual fund series of the
Van Kampen American Capital Life Investment Trust ("Trust") - the Emerging
Growth Portfolio, the Enterprise Portfolio, the Growth and Income Portfolio,
the Domestic Income Portfolio, the Government Portfolio, and the Money Market
Portfolio; and one or more of the following mutual fund series of the Morgan
Stanley Universal Funds, Inc. ("Fund") - the Emerging Markets Equity
Portfolio, the International Magnum Portfolio, the Global Equity Portfolio,
the Growth Portfolio, the U.S. Real Estate Portfolio, the Value Portfolio, the
Mid Cap Value Portfolio, the High Yield Portfolio and the Fixed Income
Portfolio.
You may also use AGL's guaranteed interest accumulation option. This option
currently has one guarantee period, with a guaranteed interest rate.
This Prospectus is designed to provide information about the Contracts that
you should know before investing. Please read it carefully and keep it for
future reference. Information about certain aspects of the Contracts, in
addition to that found in this Prospectus, has been filed with the Securities
and Exchange Commission in the Statement of Additional Information (the
"Statement"). The Statement, dated December 1, 1996, is incorporated by
reference into this Prospectus. The "Table of Contents" of the Statement
appears at page 39 of this Prospectus. You may obtain a free copy of the
Statement upon written or oral request to AGL's Annuity Administration
Department in our Home Office, which is located at 2727-A Allen Parkway,
Houston, Texas 77019-2191. The mailing address and telephone numbers are set
forth above.
NO PERSON HAS BEEN AUTHORIZED TO GIVE ANY INFORMATION OR TO MAKE ANY
REPRESENTATIONS OTHER THAN THOSE CONTAINED IN THIS PROSPECTUS AND THE RELATED
STATEMENT (OR ANY SALES LITERATURE APPROVED BY AGL) IN CONNECTION WITH THE
OFFER CONTAINED IN THIS PROSPECTUS, AND, IF GIVEN OR MADE, SUCH INFORMATION OR
REPRESENTATIONS MUST NOT BE RELIED UPON AS HAVING BEEN AUTHORIZED. THE
CONTRACTS ARE NOT AVAILABLE IN ALL STATES AND THIS PROSPECTUS DOES NOT
CONSTITUTE AN OFFER IN ANY JURISDICTION TO ANY PERSON TO WHOM SUCH OFFER WOULD
BE UNLAWFUL THEREIN.
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 REPRESENTA TION TO THE CONTRARY IS A CRIMINAL
OFFENSE.
THIS PROSPECTUS IS VALID ONLY WHEN ACCOMPANIED BY CURRENT PROSPECTUSES OF THE
VAN KAMPEN AMERICAN CAPITAL LIFE INVESTMENT TRUST AND THE MORGAN STANLEY
UNIVERSAL FUNDS, INC. AS OF THE DATE OF THIS PROSPECTUS, NOT ALL OF THE MUTUAL
FUND SERIES DESCRIBED IN THOSE PROSPECTUSES WERE AVAILABLE UNDER THE
CONTRACTS. PLEASE CONSULT WITH YOUR SALES REPRESENTATIVE.
PROSPECTUS DATED DECEMBER 1, 1996
1
<PAGE>
CONTENTS
Glossary............................................................... 4
Fee Table.............................................................. 7
Synopsis of Contract Provisions........................................ 9
Financial Information.................................................. 13
AGL.................................................................... 14
Separate Account D..................................................... 14
The Series ............................................................ 14
The Fixed Account...................................................... 16
Contract Issuance and Purchase Payments................................ 18
Owner Account Value.................................................... 19
Variable Account Value............................................... 19
Fixed Account Value.................................................. 19
Transfer, Automatic Rebalancing, Surrender and Partial
Withdrawal of Owner Account Value.................................... 20
Transfers............................................................ 20
Automatic Rebalancing................................................ 21
Surrenders and Partial Withdrawals................................... 21
Annuity Period and Annuity Payment Options............................. 22
Annuity Commencement Date............................................ 22
Application of Owner Account Value................................... 22
Fixed and Variable Annuity Payments.................................. 23
Annuity Payment Options.............................................. 23
Transfers............................................................ 26
Death Proceeds......................................................... 26
Death Proceeds Prior to the Annuity Commencement Date................ 26
Death Proceeds After the Annuity Commencement Date................... 27
Proof of Death....................................................... 27
Charges Under the Contracts............................................ 28
Premium Taxes........................................................ 28
Surrender Charge..................................................... 28
Transfer Charges..................................................... 30
Annual Contract Fee.................................................. 30
Charge to Separate Account D......................................... 30
Miscellaneous........................................................ 30
Systematic Withdrawal Plan .......................................... 31
One-Time Reinstatement Privilege..................................... 31
Reduction in Surrender Charges and Administrative Charges............ 31
Long-Term Care and Terminal Illness.................................... 31
Long-Term Care....................................................... 31
Terminal Illness..................................................... 31
Other Aspects of the Contracts......................................... 32
Owners, Annuitants and Beneficiaries; Assignments.................... 32
Reports.............................................................. 32
Rights Reserved by Us................................................ 32
Payment and Deferment................................................ 33
Federal Income Tax Matters............................................. 33
2
<PAGE>
General.............................................................. 33
Non-Qualified Contracts.............................................. 34
Individual Retirement Annuities ("IRAs")............................. 35
Simplified Employee Pension Plans.................................... 36
Simple Retirement Accounts........................................... 36
Other Qualified Plans................................................ 36
Private Employer Unfunded Deferred Compensation Plans................ 37
Excess Distributions - 15% Tax....................................... 38
Federal Income Tax Withholding and Reporting......................... 38
Taxes Payable by AGL and Separate Account D.......................... 38
Distribution Arrangements.............................................. 38
Legal Matters.......................................................... 39
Other Information on File.............................................. 39
Contents of Statement of Additional Information........................ 39
3
<PAGE>
GLOSSARY
WE, OUR AND US - American General Life Insurance Company ("AGL").
YOU AND YOUR - a reader of this Prospectus who is contemplating making
purchase payments or taking any other action in connection with a Contract.
This would generally be the Owner.
ACCOUNT VALUE - the sum of your Fixed Account Value and Variable Account Value
after deduction of any fees.
ACCUMULATION UNIT - a measuring unit used in calculating your interest in a
Division of Separate Account D prior to the Annuity Commencement Date.
ANNUITANT - the person named as such in the application for a Contract and on
whose life annuity payments may be based.
ANNUITY COMMENCEMENT DATE - the date on which we begin making payments under
an Annuity Payment Option, unless a lump-sum distribution is elected instead.
ANNUITY PAYMENT OPTION - one of the several forms in which you can request us
to make annuity payments.
ANNUITY PERIOD - the period during which we make annuity payments under an
Annuity Payment Option.
ANNUITY UNIT - a measuring unit used in calculating the amount of Variable
Annuity Payments.
BENEFICIARY - the person that you designate to receive any proceeds due under
a Contract following the death of an Owner or an Annuitant.
CODE - the Internal Revenue Code of 1986, as amended.
CONTINGENT ANNUITANT - a person that you designate under a Non-Qualified
Contract to become the Annuitant if the Annuitant dies before the Annuity
Commencement Date and the Contingent Annuitant survives the Annuitant.
CONTINGENT BENEFICIARY - a person that you designate to receive any proceeds
due under a Contract following the death of an Owner or an Annuitant, if the
Beneficiary has died but the Contingent Beneficiary survives at the time such
proceeds become payable.
CONTRACT - an individual annuity Contract offered by this Prospectus.
CONTRACT ANNIVERSARY - each anniversary of the date of issue of the Contract.
CONTRACT YEAR - each year beginning with the date of issue of the Contract.
DIVISION - one of the several different investment options into which Separate
Account D is divided.
4
<PAGE>
FIXED ACCOUNT - the name of the investment alternative under which purchase
payments are allocated to AGL's General Account.
FIXED ACCOUNT VALUE - the amount of your Account Value which is in the Fixed
Account.
FIXED ANNUITY PAYMENTS - annuity payments that are fixed in amount and do not
vary with the investment experience of any Division of Separate Account D.
GENERAL ACCOUNT - all assets of AGL other than those in Separate Account D or
any other legally-segregated separate account established by AGL.
GUARANTEED INTEREST RATE - the rate of interest we credit during any Guarantee
Period, on an effective annual basis.
GUARANTEE PERIOD - the period for which a Guaranteed Interest Rate is
credited.
HOME OFFICE - our office at the following addresses and phone numbers:
American General Life Insurance Company, Annuity Administration Department,
2727-A Allen Parkway, Houston, Texas 77019-2191; mailing address - P.O. Box
1401, Houston, Texas 77251-1401; 1-800-200-3883 or 713-831-3505.
INVESTMENT COMPANY ACT OF 1940 ("1940 ACT") - a federal law governing the
operations of investment companies such as the Series and Separate Account D.
NON-QUALIFIED - not eligible for the special federal income tax treatment
applicable in connection with retirement plans pursuant to Sections 401, 403,
or 408 of the Code.
OWNER - the holder of record of a Contract, except that the employer or
trustee may be the Owner of the Contract in connection with a retirement plan.
QUALIFIED - eligible for the special federal income tax treatment applicable
in connection with retirement plans pursuant to sections 401, 403, or 408 of
the Code.
SEPARATE ACCOUNT D - the segregated asset account referred to as American
General Life Insurance Company Separate Account D established to receive and
invest purchase payments under the Contracts.
SERIES - an individual portfolio of a mutual fund available for investment
under the Contracts. Currently, the series available under the Contracts are
part of either the Van Kampen American Capital Life Investment Trust or the
Morgan Stanley Universal Funds, Inc.
SURRENDER CHARGE - a charge for sales expenses that may be assessed upon
surrenders of and payments of certain other amounts from a Contract.
VALUATION DATE - all days on which we are open for business except, with
respect to any Division, days on which the related Series does not value its
shares.
VALUATION PERIOD - the period that starts at the close of regular trading on
the New York Stock Exchange on a Valuation Date and ends at the close of
regular trading on the exchange on the next succeeding Valuation Date.
5
<PAGE>
VARIABLE ANNUITY PAYMENTS - annuity payments that vary in amount based on the
investment experience of one or more of the Divisions of Separate Account D.
VARIABLE ACCOUNT VALUE - the amount of your Account Value that is in Separate
Account D.
WRITTEN - signed, dated, in form and substance satisfactory to us and received
at our Home Office. See "Synopsis of Contract Provisions - Communications to
Us." You must use special forms provided by us or your sales representative to
authorize telephone transfers, elect an Annuity Option or exercise your
one-time reinstatement privilege.
6
<PAGE>
FEE TABLE
The purpose of this Fee Table is to assist you in understanding the
various costs and expenses that you will bear directly or indirectly pursuant
to a Contract and in connection with the Series. The table reflects expenses
of the Separate Account as well as the Series. Amounts for state premium taxes
or similar assessments may also be deducted, where applicable.
<TABLE>
PARTICIPANT TRANSACTION CHARGES
<S> <C>
Front-End Sales Charge Imposed on Purchases..................... 0%
Maximum Surrender Charge(1)..................................... 6%
(computed as a percentage of purchase payments surrendered)
Transfer Fee.................................................... $ 0 (2)
</TABLE>
<TABLE>
<S> <C>
ANNUAL CONTRACT FEE(3)............................................... $30
</TABLE>
<TABLE>
SEPARATE ACCOUNT D ANNUAL EXPENSES (as a percentage of average daily net asset
value)
<S> <C>
Mortality and Expense Risk Charge.............................. 1.25%
Administrative Expense Charge.................................. 0.15%
Total Separate Account D Annual Expenses..................... 1.40%
--------
<FN>
(1) This charge does not apply or is reduced under certain circumstances. See "Surrender
Charge."
(2) This charge is $25 after the twelfth transfer during each Contract Year prior to the
Annuity Commencement Date. There is an exception to this charge. See "Automatic
Rebalancing."
(3) This charge is not imposed during the Annuity Period.
</FN>
</TABLE>
7
<PAGE>
<TABLE>
THE SERIES' ANNUAL EXPENSES(1) (as a percentage of average net assets)
<CAPTION>
Management Other
Fees After Expenses Total Series
Expense Re- After Expense Operating
mbursement(2) Reimbursement(2) Expenses
------------- ---------------- ------------
<S> <C> <C> <C>
Emerging Growth(2) 0.70% 0.15% 0.85%
Enterprise(2) 0.42% 0.18% 0.60%
Growth and Income 0.60% 0.15% 0.75%
Domestic Income(2) 0.17% 0.43% 0.60%
Government(2) 0.38% 0.22% 0.60%
Money Market(2) 0.17% 0.43% 0.60%
Emerging Markets Equity 1.25% 0.50% 1.75%
International Magnum 0.80% 0.35% 1.15%
Global Equity 0.80% 0.35% 1.15%
Growth 0.55% 0.30% 0.85%
U.S. Real Estate 0.80% 0.30% 1.10%
Value 0.55% 0.30% 0.85%
Mid Cap Value 0.75% 0.30% 1.05%
High Yield 0.50% 0.30% 0.80%
Fixed Income 0.40% 0.30% 0.70%
</TABLE>
Example(3) If you surrender your Contract (or if you annuitize under
circumstances where a surrender charge is payable)(4) at the
end of the applicable time period, a $1,000 investment would be
subject to the following expenses, assuming a 5% annual return
on assets:
<TABLE>
<CAPTION>
If all amounts are invested 1 year 3 years 5 years 10 years
in one of the following ------ ------- ------- --------
Series:
<S> <C> <C> <C> <C>
Emerging Growth $ 78 $ 118 N/A N/A
Enterprise 75 110 $ 147 $ 239
Growth and Income 77 114 N/A N/A
Domestic Income 75 110 147 239
Government 75 110 147 239
Money Market 75 110 147 239
Emerging Markets Equity 87 144 N/A N/A
International Magnum 81 127 N/A N/A
Global Equity 81 127 N/A N/A
Growth 78 118 N/A N/A
U.S. Real Estate 80 125 N/A N/A
Value 78 118 N/A N/A
Mid Cap Value 80 124 N/A N/A
High Yield 78 118 N/A N/A
Fixed Income 76 113 N/A N/A
<FN>
(1) The annual expenses are estimated for the current fiscal year for the Emerging
Growth, Growth and Income, Emerging Markets Equity, International Magnum, Global Equity,
Growth, U.S. Real Estate, Value, Mid Cap Value, High Yield and Fixed Income Portfolios
because none of the Series has financial statements covering a period of at least ten
months.
(2) If certain voluntary expense reimbursements from the investment adviser were
terminated, management fees and other expenses would have been as set out in the following
table. Information about annual expenses excluding voluntary expense reimbursements is not
available for the other Portfolios since none of the other Series has financial statements
covering a period of at least ten months.
</FN>
</TABLE>
<TABLE>
<CAPTION>
Management Other Total
Fees Expenses Expenses
<S> <C> <C> <C>
Enterprise 0.50% 0.18% 0.68%
Domestic Income 0.50% 0.43% 0.93%
Government 0.50% 0.22% 0.72%
Money Market 0.50% 0.43% 0.93%
8
<PAGE>
<FN>
(3) In this Example and the Example that follows, "N/A" indicates that SEC rules
require that the Emerging Growth, Growth and Income, Emerging Markets Equity,
International Magnum, Global Equity, Growth, U.S. Real Estate, Value, Mid Cap Value, High
Yield and Fixed Income Portfolios complete the Example for only the one and three year
periods.
(4) For a description of the circumstances under which the Surrender Charge may be
payable under annuitization, see "Surrender Charge."
</FN>
</TABLE>
Example If you do not surrender your Contract (or if you annuitize
under circumstances where a surrender charge is not payable)(5)
at the end of the applicable time period a $1,000 investment
would be subject to the following expenses, assuming a 5%
annual return on assets:
<TABLE>
<CAPTION>
If all amounts are invested 1 year 3 years 5 years 10 years
in one of the following ------ ------- ------- --------
Series:
<S> <C> <C> <C> <C>
Emerging Growth $ 24 $ 73 N/A N/A
Enterprise 21 65 $ 111 $239
Growth and Income 23 69 N/A N/A
Domestic Income 21 65 111 239
Government 21 65 111 239
Money Market 21 65 111 239
Emerging Markets Equity 33 99 N/A N/A
International Magnum 27 82 N/A N/A
Global Equity 27 82 N/A N/A
Growth 24 73 N/A N/A
U.S. Real Estate 26 80 N/A N/A
Value 24 73 N/A N/A
Mid Cap Value 26 79 N/A N/A
High Yield 24 73 N/A N/A
Fixed Income 22 68 N/A N/A
<FN>
(5) For a description of the circumstances under which the Surrender Charge may be
payable under annuitization, see "Surrender Charge."
</FN>
</TABLE>
THE EXAMPLES SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
EXPENSES. ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN. Similarly,
the assumed 5% annual rate of return is not an estimate or a guarantee of
future investment performance. The Examples are based, with respect to all of
the Series, on an estimated Average Account Value of $40,000.
SYNOPSIS OF CONTRACT PROVISIONS
This synopsis should be read together with the other information set
forth in this Prospectus. Variations due to requirements particular to your
state are described in this Prospectus, or in your Contract, as appropriate.
The Contracts are designed to provide retirement benefits through the
accumulation of purchase payments on a fixed or variable basis, and by the
application of such accumulations to provide Fixed or Variable Annuity
Payments.
9
<PAGE>
MINIMUM INVESTMENT REQUIREMENTS
Your initial purchase payment must be at least $5,000. The amount of any
subsequent purchase payment that you make must be at least $100. If your
Account Value falls below $500, we may cancel your interest in the Contract
and treat it as a full surrender. We also may transfer funds from a Division
(other than the Money Market Division) or Guarantee Period under your Contract
without charge to the Money Market Division if the Account Value of that
Division or Guarantee Period falls below $500. See "Contract Issuance and
Purchase Payments."
PURCHASE PAYMENT ACCUMULATION
Purchase payments will be accumulated on a variable or fixed basis until
the Annuity Commencement Date. For variable accumulation, you may allocate
part or all of your Account Value to one or more of the fifteen available
Divisions of Separate Account D. Each such Division invests solely in shares
of one of fifteen corresponding Series. See "The Series." As the value of the
investments in a Series' shares increases or decreases, the value of
accumulated purchase payments allocated to the corresponding Division
increases or decreases, subject to applicable charges and deductions. See
"Variable Account Value."
For fixed accumulation, you may allocate part or all of your Account
Value to one or more of the Guarantee Periods available in our Fixed Account
at the time you make your allocation. Each Guarantee Period is for a different
period of time and has a different Guaranteed Interest Rate. While allocated
to a Guarantee Period, the value of accumulated purchase payments increases at
the Guaranteed Interest Rate applicable to that Guarantee Period. See "The
Fixed Account."
Over the lifetime of your Contract, you may allocate part or all of your
Account Value to no more than eighteen Divisions and Guarantee Periods. This
limit includes those Divisions and Guarantee Periods from which you have
either transferred or withdrawn all of your Account Value previously allocated
to such Divisions or Guarantee Periods.
FIXED AND VARIABLE ANNUITY PAYMENTS
You may elect to receive Fixed or Variable Annuity Payments, or a
combination thereof, commencing on the Annuity Commencement Date. Fixed
Annuity Payments are periodic payments from AGL, the amount of which is fixed
and guaranteed by AGL. The amount of the payments will depend on the Annuity
Payment Option chosen, the age and, in some cases, sex of the Annuitant, and
the total amount of Account Value applied to the fixed Annuity Payment Option.
Variable Annuity Payments are similar to Fixed Annuity Payments, except
that the amount of each periodic payment from AGL will vary reflecting the net
investment return of the Division or Divisions chosen in connection with a
variable Annuity Payment Option. If the net investment return for a given
month exceeds the assumed interest rate used in the Contract's annuity tables,
the monthly payment will be greater than the previous payment. If the net
investment return for a month is less than the assumed interest rate, the
monthly payment will be less than the previous payment. The assumed interest
rate used in the Contract's annuity tables is 3.5%. AGL may in the future
offer other forms of the Contract with a lower assumed interest rate, and
reserves the right to discontinue the offering of the higher interest rate
form of Contract. See "Annuity Period and Annuity Payment Options."
10
<PAGE>
CHANGES IN ALLOCATIONS AMONG DIVISIONS AND GUARANTEE PERIODS
Prior to the Annuity Commencement Date, you may modify your election with
respect to the allocation of future purchase payments to each of the various
Divisions and Guarantee Periods, without charge.
In addition, you may reallocate your Account Value among the Divisions
and Guarantee Periods prior to the Annuity Commencement Date. Transfers out of
a Guarantee Period, however, are subject to limitations as to amount. For
these and other terms and conditions of transfer, see "Transfer, Surrender and
Partial Withdrawal of Owner Account Value - Transfers."
After the Annuity Commencement Date, you may make transfers among the
Divisions or to a fixed Annuity Payment Option, but you may not make transfers
from a fixed Annuity Payment Option. See "Annuity Period and Annuity Payment
Options - Transfers."
SURRENDERS, WITHDRAWALS AND CANCELLATIONS
You may make a total surrender of or partial withdrawal from your
Contract at any time prior to the Annuity Commencement Date, by Written
request to us. A Surrender Charge may be assessed and some surrenders and
withdrawals may subject you to tax penalties. See "Surrenders and Partial
Withdrawals."
You may cancel your Contract by delivering it or mailing it with a
Written cancellation request to our Home Office or to the sales representative
through whom it was purchased, before the close of business on the tenth day
after you receive the Contract. (In some cases, the Contract may provide for a
20 or 30-day, rather than a ten-day period.) If the foregoing items are sent
by mail, properly addressed and postage prepaid, they will be deemed to be
received by us on the date actually received.
We will refund to you the Owner Account Value plus any premium taxes and
Annual Contract Fee that have been deducted. In states where the law so
requires, however, we will refund the greater of that amount or the amount of
your purchase payments, or, if the law permits, the amount of your purchase
payments.
DEATH PROCEEDS
In the event that the Annuitant or Owner dies prior to the Annuity
Commencement Date, a benefit is payable to the Beneficiary. See "Death
Proceeds Prior to the Annuity Commencement Date."
LIMITATIONS IMPOSED BY RETIREMENT PLANS AND EMPLOYERS
Certain rights you would otherwise have under a Contract may be limited
by the terms of any applicable employee benefit plan. These limitations may
restrict such things as total and partial surrenders, the amount or timing of
purchase payments that may be made, when annuity payments must start and the
type of annuity options that may be selected. Accordingly, you should
familiarize yourself with these and all other aspects of any retirement plan
in connection with which a Contract is used. We are not responsible for
monitoring or assuring compliance with the provisions of any retirement plan.
11
<PAGE>
COMMUNICATIONS TO US
All communications to us should include your Contract number, your name
and, if different, the Annuitant's name. Communications may be directed to the
addresses and phone numbers on the cover of this Prospectus.
Except as otherwise specified in this Prospectus, purchase payments or
other communications are deemed received at our Home Office on the actual date
of receipt there in proper form unless received (1) after the close of regular
trading on The New York Stock Exchange or (2) on a date that is not a
Valuation Date. In either of these two cases, the date of receipt will be
deemed to be the next Valuation Date.
PERFORMANCE INFORMATION
From time to time, Separate Account D may include in advertisements and
other sales materials several types of performance information for the
Divisions, including "average annual total return," "total return," and
"cumulative total return." The Domestic Income Division, the Government
Division, and the Growth and Income Division may also advertise "yield." The
Money Market Division may advertise "yield" and "effective yield."
The performance information that may be presented is not an estimate or
guarantee of future investment performance and does not represent the actual
experience of amounts invested by a particular Owner. Additional information
concerning a Division's performance appears in the Statement.
TOTAL RETURN AND YIELD QUOTATIONS. Average annual total return, total
return, and cumulative total return calculations measure the net income of a
Division plus the effect of any realized or unrealized appreciation or
depreciation of the underlying investments in the Division for the period in
question. Average annual total return figures are annualized and, therefore,
represent the average annual percentage change in the value of an investment
in a Division over the applicable period. Total return figures are also
annualized, but do not, as described below, include the effect of any
applicable Surrender Charge or Annual Contract Fee. Cumulative total return
figures represent the cumulative change in value of an investment in a
Division for various periods.
Yield is a measure of the net dividend and interest income earned over a
specific one month or 30-day period (seven-day period for the Money Market
Division) expressed as a percentage of the value of the Division's
Accumulation Units. Yield is an annualized figure, which means that it is
assumed that the Division generates the same level of net income over a one
year period which is compounded on a semi-annual basis. The effective yield
for the Money Market Division is calculated similarly but includes the effect
of assumed compounding. The Money Market Division's effective yield will be
slightly higher than its yield due to this compounding effect.
Average annual total return figures include the deduction of all
recurring charges and fees applicable under the Contract to all Owner
accounts, including the Mortality and Expense Risk Charge, the Administrative
Expense Charge, the applicable Surrender Charge that may be imposed at the end
of the period in question, and a pro-rated portion of the Annual Contract Fee.
Yield, effective yield, total return, and cumulative total return figures do
not include the effect of any
12
<PAGE>
Surrender Charge that may be imposed upon the redemption of Accumulation
Units, and thus may be higher than if such charge were deducted. Total return
and cumulative total return figures also do not include the effect of the
Annual Contract Fee.
DIVISION PERFORMANCE. The investment performance for each Division that
invests in a corresponding Series of the Trust will generally reflect the
investment performance of that corresponding Series for the periods stated.
This information appears in the Statement. For periods prior to the date the
Contracts became available, the performance information for a Division will be
calculated on a hypothetical basis by applying current Separate Account fees
and charges under the Contract to the historical performance of the
corresponding Series. We may waive or reimburse certain fees or charges
applicable to the Contract and such waivers or reimbursements will affect each
Divisions's performance results.
Information about the experience of the investment advisers to the Series
of the Fund appears in the prospectus for the Fund.
FINANCIAL RATINGS
AGL may also advertise its ratings by independent financial rating
services, such as A.M. Best Company, Standard & Poor's, and Duff & Phelps.
Best's Insurance Reports, Life-Health Edition, 1996 reaffirmed AGL's rating of
A++ (Superior) as of June, 1996 for financial position and operating
performance. AGL has received the highest rating of AAA (Superior) from
Standard & Poor's Corporation, reaffirmed as of November, 1995, and the
highest rating of AAA from Duff & Phelps Credit Rating Co., reaffirmed as of
August, 1996. The ratings from these three nationally recognized rating
organizations reflect the claims paying ability and financial strength of AGL
and are not a rating of investment performance that purchasers of insurance
products have experienced or are likely to experience in the future.
OTHER INFORMATION
In addition, AGL may include in certain advertisements endorsements in
the form of a list of organizations, individuals or other parties that
recommend the Company or the Contracts. AGL may occasionally include in
advertisements comparisons of currently taxable and tax-deferred investment
programs, based on selected tax brackets, or discussions of alternative
investment vehicles and general economic conditions.
FINANCIAL INFORMATION
The financial statements of AGL are located in the Statement. See the
cover page of the Prospectus for information on how to obtain a copy of the
Statement. The financial statements of AGL should be considered only as
bearing on the ability of AGL to meet its contractual obligations under the
Contracts; they do not bear on the investment performance of Separate Account
D.
Financial statements of AGL and Separate Account D, including financial
information about the Divisions which invest in the Series of the Trust are
included in the Statement. See "Contents of Statement of Additional
Information."
13
<PAGE>
AGL
AGL is a stock life insurance company organized under the laws of the
State of Texas, which is a successor in interest to a company originally
organized under the laws of the State of Delaware in 1917. AGL is an indirect,
wholly-owned subsidiary of American General Corporation (formerly American
General Insurance Company), a diversified financial services holding company
engaged primarily in the insurance business. The commitments under the
Contracts are AGL's, and American General Corporation has no legal obligation
to back those commitments.
SEPARATE ACCOUNT D
Separate Account D was originally established on November 19, 1973 and
consists of thirty-seven Divisions, fifteen of which are available under the
Contracts offered by this Prospectus. Separate Account D is registered with
the Securities and Exchange Commission as a unit investment trust under the
1940 Act.
Each Division of Separate Account D is part of AGL's general business and
the assets of Separate Account D belong to AGL. Under Texas law and the terms
of the Contracts, the assets of Separate Account D will not be chargeable with
liabilities arising out of any other business which AGL may conduct, but will
be held exclusively to meet AGL's obligations under variable annuity
contracts. Furthermore, the income, gains, and losses, whether or not
realized, from assets allocated to Separate Account D, are, in accordance with
the Contracts, credited to or charged against the Separate Account without
regard to other income, gains, or losses of AGL.
THE SERIES
The variable benefits under the Contracts are funded by fifteen Divisions
of the Separate Account. These Divisions invest in shares of six separate
investment Series of the Trust and nine separate Series of the Fund. The Trust
and the Fund offer shares of these Series, without sales charges, exclusively
to insurance company variable annuity and variable life insurance separate
accounts and not directly to the public. The Trust and the Fund offer shares
to variable annuity and variable life insurance separate accounts of insurers
that are not affiliated with AGL. We do not see any conflict between Owners of
Contracts and owners of variable life insurance policies or variable annuity
contracts issued by insurance companies not affiliated with AGL. Nevertheless,
the Board of Trustees of the Trust and the Board of Directors of the Fund will
monitor to identify any material irreconcilable conflicts that may develop and
determine what, if any, action should be taken in response. If it becomes
necessary for any separate account to replace shares of any Series with
another investment, the Series may have to liquidate securities on a
disadvantageous basis.
Any dividends or capital gain distributions attributable to Contracts are
automatically reinvested in shares of the Series from which they are received
at the Series' net asset value on the date payable. Such dividends and
distributions will have the effect of reducing the net asset value of each
share of the corresponding Series and increasing, by an equivalent value, the
number of shares outstanding of the Series. However, the value of your
interest in the corresponding Division will not change as a result of any such
dividends and distributions.
14
<PAGE>
The names of the Series of the Trust in which the available Divisions
invest are as follows:
VAN KAMPEN AMERICAN CAPITAL LIFE INVESTMENT TRUST
Emerging Growth Portfolio
Enterprise Portfolio
Growth and Income Portfolio
Domestic Income Portfolio
Government Portfolio
Money Market Portfolio
Van Kampen American Capital Asset Management, Inc. is the investment adviser
of each Series of the Trust. Van Kampen American Capital Distributors, Inc.,
is the distributor of shares of each Series of the Trust. The investment
adviser and the distributor are wholly-owned indirect subsidiaries of Morgan
Stanley Group Inc. Morgan Stanley Group Inc. and various of its directly or
indirectly owned subsidiaries, including Morgan Stanley & Co. Incorporated, a
registered broker-dealer and investment adviser and Morgan Stanley
International, are engaged in a wide range of financial services. Their
principal businesses include securities underwriting, distribution and
trading; merger, acquisition, restructuring and other corporate finance
advisor activities; merchant banking; stock brokerage and research services;
asset management; trading of futures, options, foreign exchange, commodities
and swaps (involving foreign exchange, commodities, indices and interest
rates); real estate advice, financing and investing; and global custody,
securities clearance services and securities lending.
The names of the Series of the Fund in which the available Divisions
invest are as follows:
MORGAN STANLEY UNIVERSAL FUNDS, INC.
Emerging Markets Equity Portfolio
International Magnum Portfolio
Global Equity Portfolio
Growth Portfolio
U.S. Real Estate Portfolio
Value Portfolio
Mid Cap Value Portfolio
High Yield Portfolio
Fixed Income Portfolio
Morgan Stanley Asset Management Inc. Is the investment adviser of the
Emerging Markets Equity, International Magnum, Global Equity, Growth, and U.S.
Real Estate Portfolios. Miller Anderson & Sherrerd, LLP is the investment
adviser of the Value, Mid Cap Value, High Yield and Fixed Income Portfolios.
Before selecting any Division, you should carefully read the prospectus
that includes more complete information about the Series in which that
Division invests, including investment objectives and policies, charges and
expenses. You can find information about the investment performance of the
Series of the Trust in the Statement and information about the experience of
the investment advisers to the Series of the Fund in the prospectus for the
Fund. You may obtain additional copies of such a prospectus by contacting
AGL's Annuity Administration Department at the addresses and phone number set
forth on the cover page of this Prospectus. When making your request, please
specify the single or the several Series in which you are interested.
15
<PAGE>
High yielding fixed-income securities such as those in which the Domestic
Income Portfolio invests are subject to greater market fluctuations and risk
of loss of income and principal than investments in lower yielding
fixed-income securities. Potential investors in this Division should carefully
read the prospectus and related statement of additional information that
pertains to this Series and consider their ability to assume the risks of
making an investment in this Division.
VOTING PRIVILEGES
The Owner prior to the Annuity Commencement Date and the Annuitant or
other payee during the Annuity Period will be entitled to give us instructions
as to how Series shares held in the Divisions of Separate Account D
attributable to their Contract should be voted at meetings of shareholders of
the Series. Those persons entitled to give voting instructions and the number
of votes for which they may give directions will be determined as of the
record date for a meeting. Separate Account D will vote all shares of each
Series that it holds of record in accordance with instructions received with
respect to all AGL annuity contracts participating in that Series.
Separate Account D will also vote all shares of each Series for which no
instructions have been received for or against any proposition in the same
proportion as the shares for which voting instructions were received.
Prior to the Annuity Commencement Date, the number of votes each Owner is
entitled to direct with respect to a particular Series is equal to (a) the
Owner's Variable Account Value attri butable to that Series divided by (b) the
net asset value of one share of that Series. In determining the number of
votes, fractional votes will be recognized. While a variable Annuity Payment
Option is in effect, the number of votes an Annuitant or payee is entitled to
direct with respect to a particular Series will be computed in a comparable
manner, based on our liability for future Variable Annuity Payments with
respect to that Annuitant or payee as of the record date. Such liability for
future payments will be calculated on the basis of the mortality assumptions
and the assumed interest rate used in determining the number of Annuity Units
under a Contract and the applicable value of an Annuity Unit on the record
date.
Series shares held by insurance company separate accounts other than
Separate Account D will generally be voted in accordance with instructions of
participants in such other separate accounts.
We believe that AGL's voting instruction procedures comply with current
federal securities law requirements and interpretations thereof. However, AGL
reserves the right to modify these procedures in any manner consistent with
applicable legal requirements and interpretations as in effect from time to
time.
THE FIXED ACCOUNT
AMOUNTS IN THE FIXED ACCOUNT OR SUPPORTING FIXED ANNUITY PAYMENTS BECOME
PART OF OUR GENERAL ACCOUNT. BECAUSE OF EXEMPTIVE AND EXCLUSIONARY PROVISIONS,
INTERESTS IN THE GENERAL ACCOUNT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES
ACT OF 1933, NOR IS THE GENERAL ACCOUNT REGISTERED AS AN INVESTMENT COMPANY
UNDER THE 1940 ACT. WE HAVE BEEN ADVISED THAT THE STAFF OF THE SECURITIES AND
EXCHANGE COMMISSION HAS NOT REVIEWED THE DISCLOSURES IN THIS PROSPECTUS THAT
RELATE TO THE FIXED ACCOUNT OR FIXED ANNUITY PAYMENTS. DISCLOSURES REGARDING
THESE MATTERS, HOWEVER, MAY BE SUBJECT TO CERTAIN GENERALLY-APPLICABLE
PROVISIONS OF THE FEDERAL SECURITIES LAWS RELATING TO THE ACCURACY AND
COMPLETENESS OF STATEMENTS IN PROSPECTUSES.
16
<PAGE>
Our obligations with respect to the Fixed Account are legal obligations
of AGL and are supported by our General Account assets, which also support
obligations incurred by us under other insurance and annuity contracts.
Investments purchased with amounts allocated to the Fixed Account are the
property of AGL, and Owners have no legal rights in such investments.
Account Value that is allocated by the Owner to the Fixed Account earns a
Guaranteed Interest Rate commencing with the date of such allocation. This
Guaranteed Interest Rate continues for a number of years selected by the Owner
from among the Guarantee Periods that we then offer. At the end of a Guarantee
Period, the Owner's Account Value in that Guarantee Period, including interest
accrued thereon, will be allocated to a new Guarantee Period of the same
length unless AGL has received a Written request from the Owner to allocate
this amount to a different Guarantee Period or Periods or to one or more of
the Divisions of Separate Account D. We must receive this Written request at
least three business days prior to the end of the Guarantee Period. If the
Owner has not provided such Written request and the renewed Guarantee Period
extends beyond the scheduled Annuity Commencement Date, we will nevertheless
contact the Owner regarding the scheduled Annuity Commencement Date. If the
Owner elects to annuitize in this circumstance, the Surrender Charge may be
waived. (See "Annuity Payment Options" and "Surrender Charge.") The first day
of the new Guarantee Period (or other reallocation) will be the day after the
end of the prior Guaran tee Period. We will notify the Owner at least 30 days
and not more than 60 days prior to the end of any Guarantee Period. If the
Owner's Account Value in a Guarantee Period is less than $500, we reserve the
right to automatically transfer without charge, the balance to the Money
Market Division at the end of that Guarantee Period, unless we have received
in good order Written instructions to transfer such balance to a different
Division.
We declare the Guaranteed Interest Rates from time to time as market
conditions dictate. We advise an Owner of the Guaranteed Interest Rate for a
chosen Guarantee Period at the time a pur chase payment is received, a
transfer is effectuated or a Guarantee Period is renewed. A different rate of
interest may be credited to one Guarantee Period than to another Guarantee
Period that is the same length but that began on a different date. The minimum
Guaranteed Interest Rate is an effective annual rate of 3%.
Each Guarantee Period has its own Guaranteed Interest Rate, which may
differ from those for other Guarantee Periods. From time to time we will, at
our discretion, change the Guaranteed Interest Rate for future Guarantee
Periods of various lengths. These changes will not affect the Guaranteed
Interest Rates being paid on Guarantee Periods that have already commenced.
Each allocation or transfer of an amount to a Guarantee Period commences the
running of a new Guarantee Period with respect to that amount, which will earn
a Guaranteed Interest Rate that will continue unchanged until the end of that
Period. The Guaranteed Interest Rate will never be less than the minimum
Guaranteed Interest Rate stated in your Contract. Currently we make available
a one year Guarantee Period, and no others. However we reserve the right to
change the Guarantee Periods that we are making available at any time.
AGL'S MANAGEMENT MAKES THE FINAL DETERMINATION OF THE GUARANTEED INTEREST
RATES TO BE DECLARED. AGL CANNOT PREDICT OR ASSURE THE LEVEL OF ANY FUTURE
GUARANTEED INTEREST RATES IN EXCESS OF THE MINIMUM GUARANTEED INTEREST RATE
STATED IN YOUR CONTRACT.
17
<PAGE>
Information concerning the Guaranteed Interest Rates applicable to the
various Guarantee Periods at any time may be obtained from your sales
representative or from the addresses or phone numbers set forth on the cover
page of this Prospectus.
CONTRACT ISSUANCE AND PURCHASE PAYMENTS
The minimum initial purchase payment is $5,000. The amount of any
subsequent purchase payment allocated to any Division or Guarantee Period must
be at least $100. We reserve the right to modify these minimums, in our
discretion.
An application to purchase a Contract must be made by signed Written
application form provided by AGL or by such other medium or format as may be
agreed to by AGL and Van Kampen American Capital Distributors, Inc. as
distributor of the Contracts. When a purchase payment accompanies an
application to purchase a Contract and the application is properly completed,
we will either process the application, credit the purchase payment, and issue
the Contract or reject the application and return the purchase payment within
two Valuation Dates after receipt of the application at our Home Office.
If the application is not complete or is incorrectly completed, we will
request additional documents or information within five Valuation Dates after
receipt of the application at our Home Office. If a correctly-completed
application is not received within five Valuation Dates after receipt of the
purchase payment at our Home Office, we will return the purchase payment
immediately unless the prospective purchaser specifically consents to our
retaining the purchase payment until the application is made complete, in
which case the initial purchase payment is credited as of the end of the
Valuation Period in which we receive at our Home Office the last information
required to process the application. Subsequent purchase payments are credited
as of the end of the Valuation Period in which they and any required Written
identifying information, are received at our Home Office. We reserve the right
to reject any application or purchase payment for any reason.
If the Owner's Account Value in any Division falls below $500 because of
a partial withdrawal from the Contract, we reserve the right to transfer,
without charge, the remaining balance to the Money Market Division. If the
Owner's Account value in any Division falls below $500 because of a transfer
to another Division or to the Fixed Account, we reserve the right to transfer
the remaining balance in that Division, without charge and pro rata, to the
Division, Divisions or Fixed Account to which the transfer was made. These
minimum requirements are waived for transfers under the Automatic Rebalancing
program. See "Automatic Rebalancing." If the Owner's total Account Value falls
below $500, we may cancel the Contract. Such a cancellation would be
considered a full surrender of the Contract. We will provide you with 60 days'
advance notice of any such cancellation.
So long as the Account Value does not fall below $500, you need make no
further purchase payments. You may, however, elect to make subsequent purchase
payments at any time prior to the Annuity Commencement Date and while the
Owner and Annuitant are still living. Checks for subsequent purchase payments
should be made payable to American General Life Insurance Company and
forwarded directly to our Home Office. We also accept purchase payments by
wire or by exchange from another insurance company. You may obtain further
information about how to make purchase payments by either of these methods
from your sales representative or from us at the
18
<PAGE>
addresses and telephone numbers on the cover page of this Prospectus. Purchase
payments pursuant to salary reduction plans may be made only with our
agreement.
Your purchase payments begin to earn a return in the Divisions of
Separate Account D or the Guarantee Periods of the Fixed Account as of the
date we credit the purchase payments to your Contract. In your application
form, you select (in whole percentages) the amount of each purchase payment
that is to be allocated to each Division and each Guarantee Period. You can
change these allocation percentages at any time by Written notice to us.
OWNER ACCOUNT VALUE
Prior to the Annuity Commencement Date, your Account Value under a
Contract is the sum of your Variable Account Value and Fixed Account Value, as
discussed below.
VARIABLE ACCOUNT VALUE
Your Variable Account Value as of any Valuation Date prior to the Annuity
Commencement Date is the sum of your Variable Account Values in each Division
of Separate Account D as of that date. Your Variable Account Value in any such
Division is the product of the number of your Accumulation Units in that
Division multiplied by the value of one such Accumulation Unit as of that
Valuation Date. There is no guaranteed minimum Variable Account Value. To the
extent that your Account Value is allocated to Separate Account D, you bear
the entire risk of investment losses.
Accumulation Units in a Division are credited to you when you allocate
purchase payments or transferred amounts to that Division. Similarly, such
Accumulation Units are canceled to the extent you transfer or withdraw amounts
from a Division or to the extent necessary to pay certain charges under the
Contract. The crediting or cancellation of Accumulation Units is based on the
value of such Accumulation Units at the end of the Valuation Date as of which
the related amounts are being credited to or charged against your Variable
Account Value, as the case may be.
The value of an Accumulation Unit for a Division on any Valuation Date is
equal to the previous value of that Division's Accumulation Unit multiplied by
that Division's net investment factor for the Valuation Period ending on that
Valuation Date.
The net investment factor for a Division is determined by dividing (1)
the net asset value per share of the Series shares held by the Division,
determined at the end of the current Valuation Period, plus the per share
amount of any dividend or capital gains distribution made with respect to the
Series shares held by the Division during the current Valuation Period, by (2)
the net asset value per share of the Series shares held in the Division as
determined at the end of the previous Valuation Period, and subtracting from
that result a factor representing the mortality risk, expense risk and
administrative expense charge.
FIXED ACCOUNT VALUE
Your Fixed Account Value as of any Valuation Date prior to the Annuity
Commencement Date is the sum of your Fixed Account Value in each Guarantee
Period as of that date. Your Fixed Account Value in any Guarantee Period is
equal to the following amounts, in each case increased by
19
<PAGE>
accrued interest at the applicable Guaranteed Interest Rate: (1) the amount of
net purchase payments, renewals and transferred amounts allocated to the
Guarantee Period less (2) the amount of any transfers or withdrawals out of
the Guarantee Period, including withdrawals to pay applicable charges.
The Fixed Account Value is guaranteed by AGL. Therefore, AGL bears the
investment risk with respect to amounts allocated to the Fixed Account, except
to the extent that AGL may vary the Guaranteed Interest Rate for future
Guarantee Periods (subject to the minimum Guaranteed Interest Rate stated in
your Contract).
TRANSFER, AUTOMATIC REBALANCING, SURRENDER AND PARTIAL
WITHDRAWAL OF OWNER ACCOUNT VALUE
TRANSFERS
Commencing 30 days after the Contract's date of issue and prior to the
Annuity Commence ment Date, you may transfer your Account Value at any time
among the available Divisions of Separate Account D and Guarantee Periods,
subject to the conditions described below. Such transfers will be effective at
the end of the Valuation Period in which we receive your Written or telephone
transfer request.
If a transfer would cause your Account Value in any Division or Guarantee
Period to fall below $500, we reserve the right to also transfer the remaining
balance in that Division or Guarantee Period in the same proportions as the
transfer request.
Prior to the Annuity Commencement Date and after the first 30 days
following the date the Contract was issued, you may make up to twelve
transfers each Contact Year without charge, but additional transfers will be
subject to a $25 charge. Also, no more than 25% of the Account Value you
allocated to a Guarantee Period at its inception may be transferred during any
Contract Year. This 25% limitation does not apply to transfers from the
one-year Guarantee Period, to transfers within 15 days before or after the end
of the Guarantee Period in which the transferred amounts were being held or to
a renewal at the end of the Guarantee Period to the same Guarantee Period.
Subject to the above general rules concerning transfers, you may
establish an automatic transfer plan, whereby amounts are automatically
transferred by us from the Money Market Division or the one-year Guarantee
Period to one or more other Divisions or Guarantee Periods (if available) on a
monthly, quarterly, semi-annual or annual basis. Transfers under such
automatic transfer plan will not count towards the twelve free transfers each
Contract Year, and will not incur a $25 charge. You may obtain additional
information about how to establish an automatic transfer program from your
sales representative or from us at the telephone numbers and addresses on the
front cover of this Prospectus.
If the person or persons that are entitled to make transfers have
provided a Written request for the Telephone Transfer Privilege form that is
on file with us, transfers may be made pursuant to telephone instructions,
subject to the terms of the Telephone Transfer Privilege authorization. We
will honor telephone transfer instructions from any person who provides the
correct information, so there is a risk of possible loss to you if
unauthorized persons use this service in your name. Currently
20
<PAGE>
we attempt to limit the availability of telephone transfer instructions only
to the Owner of the Contract for which instruction is received. Under the
Telephone Transfer Privilege we are not liable for any acts or omissions based
upon instructions that we reasonably believe to be genuine, including losses
arising from errors in the communication of transfer instructions. We have
established procedures for accepting telephone transfer instructions, which
include verification of the Contract number, the identity of the caller, both
the Annuitant's and Owner's names, and a form of personal identification from
the caller. We will mail to the Owner a written confirmation of the
transaction. If several persons seek to effect telephone transfers at or about
the same time, or if our recording equipment malfunctions, it may be
impossible for you to make a telephone transfer at the time you wish. If this
occurs, you should submit a Written transfer request. Also, if, due to
malfunction or other circumstances, the recording of your telephone request is
incomplete or not fully comprehensible, we will not process the transaction.
The phone number for telephone exchanges is 1-800-200-3883.
The Contracts are not designed for professional market timing organizations or
other entities utilizing programmed and frequent transfers. We reserve the
right at any time and without prior notice to any party to terminate, suspend,
or modify our policy regarding transfers.
AUTOMATIC REBALANCING
Automatic Rebalancing within the Separate Account is available for
Contracts with an Account Value of $25,000 and larger at the time the
application for Automatic Rebalancing is received. Application for Automatic
Rebalancing can be made either at issue or after issue, and may subsequently
be discontinued.
Automatic Rebalancing occurs when funds are transferred by us among the
Separate Account Divisions so that the values in each Division match the
Owner's percentage allocation for Automatic Rebalancing then in effect.
Automatic Rebalancing is available on a quarterly, semi-annual or annual
basis, measured from the Contract Anniversary date. A Contract Anniversary
date which falls on the 29th, 30th, or 31st of the month will result in
Automatic Rebalancing as of the 1st of the next month. Automatic Rebalancing
does not permit transfers to or from any Guarantee Period. Transfers under
Automatic Rebalancing will not count towards the twelve free transfers each
Contract Year, and will not incur a $25 charge.
SURRENDERS AND PARTIAL WITHDRAWALS
At any time prior to the Annuity Commencement Date and while the
Annuitant is still living, the Owner may make a full surrender of or partial
withdrawal from his or her Contract.
The amount payable to the Owner upon full surrender is the Owner's
Account Value at the end of the Valuation Period in which we receive a Written
surrender request in good order, minus any applicable Surrender Charge, minus
the amount of any uncollected Contract Fee (see "Annual Contract Fee") and
minus any applicable premium tax. Our current practice is to require that you
return the Contract with any request for a full surrender. After a full
surrender, or if the Owner's Account Value falls to zero, all rights of the
Owner, Annuitant or any other person with respect to the Contract will
terminate, subject to a right to reinstate the Contract. (See "One-Time
Reinstatement Privilege.") All collateral assignees of record must consent to
any full surrender or partial withdrawal.
21
<PAGE>
Your Written request for a partial withdrawal should specify the
Divisions of Separate Account D, or the Guarantee Periods of the Fixed
Account, from which you wish the partial withdrawal to be made. If you do not
specify, or if the withdrawal cannot be made in accordance with your
specification, to the extent necessary the withdrawal will be taken pro-rata
from the Divisions and Guarantee Periods, based on your Account Value in each.
Partial withdrawal requests must be for at least $100 or, if less, all of your
Account Value. If your remaining Account Value in a Division or Guarantee
Period would be less than $500 as a result of the withdrawal (except for the
Money Market Division), we reserve the right to transfer, without charge, the
remaining balance to the Money Market Division. Unless you request otherwise,
upon a partial withdrawal, your Accumulation Units and Fixed Account interests
that are cancelled will have a total value equal to the amount of the
withdrawal request, and the amount payable to you will be the amount of the
withdrawal request less any Surrender Charge, and premium tax if applicable,
payable upon the partial withdrawal.
We also make available a systematic withdrawal plan under which you may
make automatic partial withdrawals at periodic intervals in a specified
amount, subject to the terms and conditions applicable to other partial
withdrawals. Additional information about how to establish such a systematic
withdrawal program may be obtained from your sales representative or from us
at the addresses and phone numbers set forth on the cover page of this
Prospectus. We reserve the right to modify or terminate our procedures for
systematic withdrawals at any time.
The Code provides that a penalty tax will be imposed on certain premature
surrenders or withdrawals. For a discussion of this and other tax implications
of total surrenders and systematic and other partial withdrawals, including
withholding requirements, see "Federal Income Tax Matters."
ANNUITY PERIOD AND ANNUITY PAYMENT OPTIONS
ANNUITY COMMENCEMENT DATE
The Owner may select the Annuity Commencement Date when applying to
purchase a Contract and may change a previously-selected date at any time
prior to the beginning of an Annuity Payment Option by submitting a Written
request, subject to Company approval. The Annuity Commencement Date may be any
day of any month up to the Annuitant's one hundredth birthday inclusive.
(Pennsylvania has special limitations which may require the Annuity
Commencement Date to be as early as age 85 but in no event beyond age 90.) See
"Federal Income Tax Matters" for a description of the penalties that may
attach to distributions prior to the Annuitant's attaining age 59 1/2 under
any Contract or after April 1 of the year following the calendar year in which
the Annuitant attains age 70 1/2 under Qualified Contracts.
APPLICATION OF OWNER ACCOUNT VALUE
We will automatically apply your Variable Account Value in any Division
to provide Variable Annuity Payments based on that Division and your Fixed
Account Value to provide Fixed Annuity Payments. However, if you give us other
Written instructions at least thirty days prior to the Annuity Commencement
Date, we will apply your Account Value in different proportions.
22
<PAGE>
We deduct any applicable state and local premium taxes from the amount of
Account Value being applied to an Annuity Payment Option. In some cases, we
may deduct a Surrender Charge from the amount being applied. See "Surrender
Charge." Subject to any such adjustments, your Variable and Fixed Account
Value are applied to an Annuity Payment Option, as discussed below, as of the
end of the Valuation Period that contains the tenth day prior to the Annuity
Commencement Date.
FIXED AND VARIABLE ANNUITY PAYMENTS
The amount of the first monthly Fixed or Variable Annuity Payment will be
at least as favorable as that produced by the annuity tables set forth in the
Contract, based on the amount of your Account Value that is applied to provide
the Fixed or Variable Annuity Payments. Thereafter, the amount of each monthly
Fixed Annuity Payment is fixed and specified by the terms of the Annuity
Payment Option selected.
The Account Value that is applied to provide Variable Annuity Payments is
converted to a number of Annuity Units by dividing the amount of the first
Variable Annuity Payment by the value of an Annuity Unit of the relevant
Division as of the end of the Valuation Period that includes the tenth day
prior to the Annuity Commencement Date. This number of Annuity Units
thereafter remains constant with respect to any Annuitant, and the amount of
each subsequent Variable Annuity Payment is determined by multiplying this
number by the value of an Annuity Unit as of the end of the Valuation Period
that contains the tenth day prior to the date of each payment. If the Variable
Annuity Payments are based on more than one Division, these calculations are
performed separately for each Division. The value of an Annuity Unit at the
end of a Valuation Period is the value of the Annuity Unit at the end of the
previous Valuation Period, multiplied by the net investment factor (see
"Variable Account Value") for the Valuation Period, with an offset for the
3.5% assumed interest rate used in the Contract's annuity tables.
As a result of the foregoing computations, if the net investment return
for a Division for any month is at an annual rate of more than the assumed
interest rate used in the Contract's annuity tables, any Variable Annuity
Payment based on that Division will be greater than the Variable Annuity
Payment based on that Division for the previous month. If the net investment
return for a Division for any month is at an annual rate of less than the
assumed interest rate used in the Contract's annuity tables, any Variable
Annuity Payment based on that Division will be less than the Variable Annuity
Payment based on that Division for the previous month.
ANNUITY PAYMENT OPTIONS
The Owner may elect to have annuity payments made beginning on the
Annuity Commence ment Date under any one of the Annuity Payment Options
described below. We will notify the Owner 60 to 90 days prior to the scheduled
Annuity Commencement Date that the Contract is scheduled to mature, and
request that an Annuity Payment Option be selected. If the Owner has not
selected an Annuity Payment Option ten days prior to the Annuity Commencement
Date, we will proceed as follows: (1) if the scheduled Annuity Commencement
Date is any date prior to the Annuitant's one hundredth birthday, we will
extend the Annuity Commencement Date to the Annuitant's one hundredth
birthday; or (2) if the scheduled Annuity Commencement Date is the Annuitant's
one hundredth birthday, the Account Value less any applicable charges and
premium taxes will be paid in one sum to the Owner. This procedure is
different in Pennsylvania because the Annuity Commencement Date cannot exceed
age 90.
23
<PAGE>
The Code imposes minimum distribution requirements that have a bearing on
the Annuity Payment Option that should be chosen in connection with Qualified
Contracts. See "Federal Income Tax Matters." We are not responsible for
monitoring or advising Owners as to whether the minimum distribution
requirements are being met, unless we have received a specific Written request
to do so.
No election of any Annuity Payment Option may be made unless an initial
annuity payment of at least $100 would be provided, where only a Fixed or only
Variable Annuity Payments are elected, and $50 on each basis when a
combination of Variable and Fixed Annuity Payments is elected. If these
minimums are not met, we will first reduce the frequency of annuity payments,
and if the minimums are still not met, we will make a lump-sum payment to the
Annuitant or other properly-designated payee in the amount of the Owner's
Account Value, less any applicable Surrender Charge, any uncollected Annual
Contract Fee, and any applicable premium tax.
The Owner, or if the Owner has not done so, the Beneficiary may, within
60 days after the death of the Owner or Annuitant, elect that any amount due
to the Beneficiary be applied under any option described below, subject to
certain tax law requirements. See "Death Proceeds." Thereafter, the
Beneficiary will have all the remaining rights and powers under the Contract
and be subject to all the terms and conditions thereof. The first annuity
payment will be made at the beginning of the second month following the month
in which we approve the settlement request. Annuity Units will be credited
based on Annuity Unit Values at the end of the Valuation Period that contains
the tenth day prior to the beginning of said second month.
When an Annuity Payment Option becomes effective, the Contract must be
delivered to our Home Office, in exchange for a payment contract providing for
the option elected.
Information about the relationship between the Annuitant's sex and the
amount of annuity payments, including requirements for gender-neutral annuity
rates in certain states and in connection with certain employee benefit plans
is set forth under "Gender of Annuitant" in the Statement. See "Contents of
Statement of Additional Information."
OPTION 1 - LIFE ANNUITY - Annuity payments are payable monthly during the
lifetime of the Annuitant, ceasing with the last payment due prior to the
death of the Annuitant. It would be possible under this arrangement for the
Annuitant or other payee to receive only one annuity payment if the Annuitant
died prior to the second annuity payment, since no minimum number of payments
is guaranteed.
OPTION 2 - LIFE ANNUITY WITH 120, 180, OR 240 MONTHLY PAYMENTS CERTAIN -
Annuity payments are payable monthly during the lifetime of an Annuitant;
provided, that if the Annuitant dies during the period certain, the
Beneficiary is entitled to receive monthly payments for the remainder of the
period certain.
OPTION 3 - JOINT AND LAST SURVIVOR LIFE ANNUITY - Annuity payments are payable
monthly during the lifetime of the Annuitant and another payee and continue
during the lifetime of the survivor, ceasing with the last payment prior to
the death of the survivor. It is possible under this option for the Annuitant
or other payee to receive only one annuity payment if both die before the
second annuity payment, since no minimum number of payments is guaranteed. If
one of these persons dies before the Annuity Commencement Date, the election
of this option is revoked, the survivor becomes the sole Annuitant, and no
death proceeds are payable by virtue of the death of the other Annuitant.
24
<PAGE>
OPTION 4 - PAYMENTS FOR DESIGNATED PERIOD - Annuity payments are payable
monthly to an Annuitant or other properly-designated payee, or at his or her
death, the Beneficiary, for a selected number of years ranging from five to
forty. If this option is selected on a variable basis, the designated period
may not exceed the life expectancy of such Annuitant or other
properly-designated payee.
OPTION 5 - PAYMENTS OF A SPECIFIC DOLLAR AMOUNT - The amount due is paid in
equal monthly installments of a designated dollar amount (not less than $125
nor more than $200 per annum per $1,000 of the original amount due) until the
remaining balance is less than the amount of one installment. If the person
receiving these payments dies, the remaining payments continue to be made to
the Beneficiary. Payments under this option are available on a fixed basis
only. To determine the remaining balance at the end of any month, such balance
at the end of the previous month is decreased by the amount of any installment
paid during the month and the result will be accumulated at an interest rate
not less than 3.5% compounded annually. If the remaining balance at any time
is less than the amount of one installment, such balance will be paid and will
be the final payment under the option.
Under the fourth option there is no mortality guarantee by us, even
though Variable Annuity Payments will be reduced as a result of a charge to
Separate Account D which is partially for mortality risks. See "Charge to
Separate Account D."
A payee receiving Variable (but not Fixed) Annuity Payments under the
fourth option can elect at any time to commute (terminate) such option and
receive the current value of the annuity, which would be based on the values
next determined after the Written request for payment is received by us. The
current value of the annuity under the fourth option is the value of all
remaining annuity payments, assumed to be level, discounted to present value
at an annual rate of 3.5%. Other than by election of such a lump-sum payment
under the fourth option, an Annuity Payment Option may not be terminated once
annuity payments have commenced.
Under federal tax regulations, the election of the fourth or fifth
options may be treated in the same manner as a surrender of the total account.
For tax consequences of such treatment, see "Federal Income Tax Matters."
Also, in such a case, tax-deferred treatment of subsequent earnings may not be
available.
ALTERNATIVE AMOUNT UNDER FIXED LIFE ANNUITY OPTIONS - Each Contract
provides that when Fixed Annuity Payments are to be made under one of the
first three Annuity Payment Options described above, the Owner (or if the
Owner has not elected a payment option, the Beneficiary) may elect monthly
payments to the Annuitant or other properly-designated payee equal to the
monthly payment available under similar circumstances based on single payment
immediate fixed annuity rates then in use by us. The purpose of this provision
is to assure the Annuitant that, at retirement, if the fixed annuity purchase
rate then offered by us for new single payment immediate annuity contracts is
more favorable than the annuity rates guaranteed by the Contract, the
Annuitant or other properly-designated payee will be given the benefit of the
new annuity rates.
In lieu of monthly payments, payments may be elected on a quarterly,
semi-annual or annual basis, in which case the amount of each annuity payment
will be determined on a basis consistent with that described above for monthly
payments.
25
<PAGE>
TRANSFERS
After the Annuity Commencement Date, the Annuitant or other
properly-designated payee may make one transfer every 180 days among the
available Divisions of Separate Account D or from the Divisions to a fixed
Annuity Payment Option. No charge will be assessed for such transfer. No
transfers from a fixed to a variable Annuity Payment Option are permitted. If
a transfer would cause the value that is attributable to a Contract in any
Division to fall below $500, we reserve the right to transfer the remaining
balance in that Division in the same proportion as the transfer request.
Transfers will be effected at the end of the Valuation Period in which we
receive the Written transfer request at our Home Office. We reserve the right
to terminate or restrict transfers at any time.
DEATH PROCEEDS
DEATH PROCEEDS PRIOR TO THE ANNUITY COMMENCEMENT DATE
The death proceeds described below are payable to the Beneficiary under
the Contract if, prior to the Annuity Commencement Date, any of the following
events occurs: (a) the Annuitant dies and no Contingent Annuitant has been
named under a Non-Qualified Contract; (b) the Annuitant dies and we also
receive proof of death of any named Contingent Annuitant; or (c) the Owner
(including the first to die in the case of joint Owners) of a Non-Qualified
Contract dies, regardless of whether said deceased Owner was also the
Annuitant (however, if the Beneficiary is the Owner's surviving spouse, the
Beneficiary may elect to continue the Contract as described in the second
paragraph below). The death proceeds, prior to deduction of any applicable
premium taxes, will equal the greatest of (1) the sum of all net purchase
payments made (less any previously-deducted premium taxes and all prior
partial withdrawals), (2) the Owner's Account Value as of the end of the
Valuation Period in which we receive, at our Home Office, proof of death and
the Written request as to the manner of payment, or (3) the Highest
Anniversary Value prior to the date of death, as defined below.
The Highest Anniversary Value prior to the date of death will be
determined as follows:
First, we will calculate the Account Values at the end of each of
the past Contract Anniversaries that occurred prior to the
deceased's 81st birthday;
Second, each of the Account Values will be increased by the amount
of net purchase payments made since the end of such Contract Years;
and
Third, the result will be reduced by the amount of any withdrawals
made since the end of such Contract Years.
The Highest Anniversary Value will be an amount equal to the highest of
such values. The Highest Anniversary Value will not be calculated after the
81st birthday. Net purchase payments are purchase payments less applicable
premium tax.
We will pay the death proceeds to the Beneficiary as of the date the
proceeds become payable. Such date is the end of the Valuation Period in which
we receive proof of the Owner's or Annuitant's death and a Written request in
good order from the Beneficiary as to the manner of payment.
26
<PAGE>
If the Owner has not already done so, the Beneficiary may, within sixty
days after the date the death proceeds become payable, elect to receive the
death proceeds as a lump sum or in the form of one of the Annuity Payment
Options provided in the Contract. See "Annuity Payment Options." If we receive
no request as to the manner of payment, we will make a lump-sum payment, based
on values determined at that time.
If the Owner under a Non-Qualified Contract dies prior to the Annuity
Commencement Date, the Code requires that all amounts payable under the
Contract be distributed (a) within five years of the date of death or (b) as
annuity payments beginning within one year of the date of death and continuing
over a period not extending beyond the life expectancy of the Beneficiary. If
the Beneficiary is the Owner's surviving spouse, the spouse may elect to
continue the Contract as the new Owner and, if the original Owner was the
Annuitant, as the new Annuitant. If the Owner is not a natural person, these
requirements apply upon the death of the primary Annuitant within the meaning
of the Code. Failure to satisfy these Code distribution requirements may
result in serious adverse tax consequences. Under a parallel section of the
Code, similar requirements apply to retirement plans in connection with which
Qualified Contracts are issued.
DEATH PROCEEDS AFTER THE ANNUITY COMMENCEMENT DATE
If the Annuitant dies following the Annuity Commencement Date, the only
amounts payable to the Beneficiary or other properly-designated payee are any
continuing payments provided for under the Annuity Payment Option selected.
See "Annuity Payment Options." In such a case, the payee will have all the
remaining rights and powers under a Contract and be subject to all the terms
and conditions thereof. Also, if the Annuitant dies following the Annuity
Commencement Date, no previously named Contingent Annuitant can become the
Annuitant.
If the payee under a Non-Qualified Contract dies after the Annuity
Commencement Date, any remaining amounts payable under the terms of the
Annuity Payment Option must be distributed at least as rapidly as under the
method of distribution then in effect. If the payee is not a natural person,
this requirement applies upon the death of the primary Annuitant within the
meaning of the Code. Failure to satisfy these requirements of the Code may
result in serious adverse tax consequences. Under a parallel section of the
Code, similar requirements apply to the retirement plans in connection with
which Qualified Contracts are issued.
PROOF OF DEATH
We accept the following as proof of any person's death: a copy of a
certified death certificate; a copy of a certified decree of a court of
competent jurisdiction as to the finding of death; a written statement by a
medical doctor who attended the deceased at the time of death; or any other
proof satisfactory to us.
Once we have paid the death proceeds, the Contract terminates and we have
no further obligations thereunder.
27
<PAGE>
CHARGES UNDER THE CONTRACTS
PREMIUM TAXES
When applicable, we will deduct an amount to cover premium taxes imposed by
certain states. We may deduct such amount either at the time the tax is
imposed or later. Such deduction may be made, in accordance with applicable
state law:
(1) from purchase payment(s) when received; or
(2) from the Owner's Account Value at the time annuity payments begin; or
(3) from the amount of any partial withdrawal; or
(4) from proceeds payable upon termination of the Contract for any other
reason, including death of the Annuitant or Owner, or surrender of the
Contract.
If premium tax is paid, AGL may reimburse itself for such tax when deduction
is being made under items 2, 3, or 4 above calculated by multiplying the sum
of Purchase Payments being withdrawn by the applicable premium tax percentage.
Applicable premium tax rates depend upon the Owner's then-current place
of residence. Applicable rates currently range from 0% to 3.5% and are subject
to change by legislation, administrative interpretations or judicial acts. We
will not make a profit on this charge.
SURRENDER CHARGE
The Surrender Charge reimburses us for part of our expenses related to
distributing the Contracts. We believe, however, that the amount of such
expenses will exceed the amount of revenues generated by the Surrender Charge.
We will pay such excess out of our general surplus, which might include
profits from the charge for the assumption of mortality and expense risks.
Unless a withdrawal is exempt from the Surrender Charge (as discussed
below), the Surrender Charge is a percentage of the amount of each purchase
payment that is withdrawn during the first seven years after it was received.
The percentage declines depending on how many years have passed since the
withdrawn purchase payment was originally credited to your Account Value, as
follows:
<TABLE>
<CAPTION>
Surrender Charge as a
Year of Purchase Percentage of Purchase
Payment Withdrawal Payment Withdrawn
<S> <C>
1st 6%
2nd 6%
3rd 5%
4th 5%
5th 4%
6th 3%
7th 2%
Thereafter 0%
</TABLE>
Only for the purpose of computing the Surrender Charge, the earliest
purchase payments are deemed to be withdrawn first, and before any amounts in
excess of purchase payments are withdrawn from your Account Value. The
following transactions will be considered as withdrawals for purposes of
assessing the Surrender Charge: total surrender, partial withdrawal,
commencement of an Annuity Payment Option, and termination due to insufficient
Account Value.
28
<PAGE>
Nevertheless, the Surrender Charge will NOT apply to withdrawals in the
following circumstances:
The amount of withdrawals that exceeds the cumulative amount of your
purchase payments;
Death of the Annuitant, at any age, after the Annuity Commencement Date;
Death of the Annuitant, at any age, prior to the Annuity Commencement
Date, provided no Contingent Annuitant survives;
Death of the Owner, including the first to die in the case of joint
Owners of a Non-Qualified Contract;
Annuitization over at least 10 years, or life contingent annuitization
where the life expectancy is at least 10 years;
Within the 30 day window under the One-Time Reinstatement Privilege;
If the Annuitant has been confined to a long-term care facility or is
subject to a terminal illness (to the extent that the rider for these
matters is available in your state), as set forth under "Long-Term Care
and Terminal Illness".
The Surrender Charge also does NOT apply to the surrender of a Contract,
or to the withdrawal of Contract Value (limited to the Variable Account Value
and the one year Guarantee Period) of a Contract, issued to owners who are:
(1) employees or registered representatives (or the spouses or minor children
of employees or registered representatives) of any broker-dealer authorized to
sell the Contracts, or (2) officers, directors, or bona-fide full-time
employees of AGL or American General Securities Incorporated, the principal
underwriter of the Contracts, or their affiliated companies, or Van Kampen
American Capital Distributors, Inc., the distributor of the Contracts. These
waivers of Surrender Charge are based upon the Contract Owner's status at the
time the Contract was purchased.
In addition, the Surrender Charge does NOT apply to the portion of your
first withdrawal or total surrender in any Contract Year that does not exceed
10% of the amount of your purchase payments that (a) have not previously been
withdrawn and (b) have been credited to the Contract for at least one year. If
multiple withdrawals are made during a Contract Year, the amount eligible for
the free withdrawal will be recalculated at the time of each withdrawal. After
the first Contract Year, non-automatic and automatic withdrawals may be made
in the same Contract Year subject to the 10% limitation. For withdrawals under
a systematic withdrawal plan, Purchase Payments credited for 30 days or more
are eligible for the 10% free withdrawal.
The Surrender Charge will not apply to any amounts withdrawn which are in
excess of the amount permitted by the 10% free withdrawal privilege, described
above, if such amounts are required to be withdrawn to obtain or retain
favorable tax treatment. This exception is subject to our approval.
A free withdrawal pursuant to any of the foregoing Surrender Charge
exceptions is not deemed to be a withdrawal of purchase payments, except for
purposes of computing the 10% free withdrawal
29
<PAGE>
described in the preceding paragraph. A penalty tax may be imposed on
distributions if the recipient is under age 59 1/2. See "Penalty Tax on
Premature Distributions."
TRANSFER CHARGES
The charges to defray the expense of effecting transfers are described
under "Transfer, Automatic Rebalancing, Surrender and Partial Withdrawal of
Owner Account Value - Transfers" and "Annuity Period and Annuity Payment
Options - Transfers." These charges are designed not to yield a profit to us.
ANNUAL CONTRACT FEE
An Annual Contract Fee of $30 will be deducted from each Owner's Account
Value at the end of each Contract Year prior to the Annuity Commencement Date.
This Fee is for administrative expenses (which do not include expenses of
distributing the Contracts), and we do not expect that the revenues we will
derive from this Fee will exceed such expenses. Unless paid directly, the Fee
will be allocated among the Guarantee Periods and Divisions in proportion to
your Account Value in each. The entire Fee for the year will be deducted from
the proceeds of any full surrender. We reserve the right to waive the Fee.
CHARGE TO SEPARATE ACCOUNT D
To offset other administrative expenses not covered by the Annual
Contract Fee discussed above, and to compensate us for assuming mortality and
expense risks under the Contracts, Separate Account D will incur a daily
charge at an annualized rate of 1.40% of the average daily net asset value of
Separate Account D attributable to the Contracts. Of this amount, .15% is for
administrative expenses and 1.25% is for the assumption of mortality and
expense risks. We do not expect to earn a profit on that portion of the charge
which is for administrative expenses, but we do expect to derive a profit from
the portion which is for the assumption of mortality and expense risks. There
is no necessary relationship between the amount of administrative charges
imposed on a given Contract and the amount of expenses actually attributable
to that Contract.
In assuming the mortality risk, we are subject to the risk that our
actuarial estimate of mortality rates may prove erroneous and that Annuitants
will live longer than expected, or that more Owners or Annuitants than
expected will die at a time when the death benefit guaranteed by us is higher
than the net surrender value of their interests in the Contracts. In assuming
the expense risk, we are subject to the risk that the revenues from the
expense charges under the Contracts (which charges are guaranteed not to be
increased) will not cover our expense of administering the Contracts.
MISCELLANEOUS
Charges and expenses are paid out of the assets of each Series, as
described in the prospectus relating to that Series. We reserve the right to
impose charges or establish reserves for any federal or local taxes incurred
or that may be incurred by us, and that may be deemed attributable to the
Contracts.
30
<PAGE>
SYSTEMATIC WITHDRAWAL PLAN
Automatic partial withdrawals, with minimum payments of $100, may be made
at periodic intervals through a systematic withdrawal program and the Contract
Owner may choose from payment schedules of monthly, quarterly, semi-annually,
or annually, and may start, stop, increase or decrease payments. Withdrawals
may start as early as 30 days after the issue date of the Contract and may be
taken from the Fixed Account or any Division, as specified by the Owner.
Systematic withdrawals are subject to the terms and conditions applicable to
other partial withdrawals, including Surrender Charges and exceptions to
Surrender Charges.
ONE-TIME REINSTATEMENT PRIVILEGE
If the Account Value is at least $500, the Owner may elect to reinvest
all of the proceeds that were previously liquidated from the Contract within
the past 30 days and have the Surrender Charge and any Annual Contract Fee not
then due credited back to the Contract. The funds will be reinvested at the
value next following the date of receipt of the reinstated Account Value.
Unless you request otherwise, the reinstated Account Value will be allocated
among the Divisions and Guarantee Periods in the same proportions as the prior
surrender. You may use this privilege only once.
REDUCTION IN SURRENDER CHARGES OR ADMINISTRATIVE CHARGES
We may reduce the Surrender Charges or administrative charges imposed
under certain Qualified Contracts in connection with employer-sponsored plans.
Any such reductions will reflect differences in costs or services (due to such
factors as reduced sales expenses or administrative efficiencies relating to
serving a large number of employees of a single employer and functions assumed
by the employer that we otherwise would have to perform) and will not be
unfairly discriminatory as to any person.
LONG-TERM CARE AND TERMINAL ILLNESS
THE RIDER DESCRIBED BELOW IS NOT AVAILABLE IN ALL STATES, AND YOU SHOULD
THEREFORE CONSULT YOUR SALES REPRESENTATIVE OR OUR HOME OFFICE AS TO WHETHER
IT WILL APPLY TO YOU. THERE IS NO SEPARATE CHARGE FOR THIS RIDER.
LONG-TERM CARE
Pursuant to a special Contract rider, no Surrender Charge will apply to a
partial withdrawal or total surrender made during any period of time that the
Annuitant is confined for 30 days or more (or within 30 days after discharge)
in a hospital or state-licensed in-patient nursing facility. We must receive
Written proof of such confinement that is satisfactory to us.
TERMINAL ILLNESS
The rider also provides that no Surrender Charge will apply to a partial
withdrawal or total surrender if we have received a physician's Written
certification that the Annuitant is considered to be terminally ill and not
expected to live more than twelve months and have waived or exercised our
right to a second physician's opinion.
31
<PAGE>
OTHER ASPECTS OF THE CONTRACTS
Only an officer of AGL can agree to change or waive the provisions of any
Contract. The Contracts are non-participating and are not entitled to share in
any dividends, profits or surplus of AGL.
OWNERS, ANNUITANTS, AND BENEFICIARIES; ASSIGNMENTS
The Owner of a Contract will be the same as the Annuitant, unless the
purchaser designates a different Owner when applying to purchase a Contract.
In the case of joint ownership, both Owners must join in the exercise of any
rights or privileges under the Contract. The Annuitant and any Contingent
Annuitant are designated in the application for a Contract and may not
thereafter be changed.
The Beneficiary and any Contingent Beneficiary are designated when
applying to purchase a Contract. A Beneficiary or Contingent Beneficiary may
be changed by the Owner prior to the Annuity Commencement Date, while the
Annuitant is still alive, and by the payee following the Annuity Commencement
Date. Any designation of a new Beneficiary or Contingent Beneficiary is
effective as of the date it is signed but will not affect any payments we make
or action we take before receiving the Written request. We also need the
Written consent of any irrevocably-named Beneficiary or Contingent Beneficiary
before making a change. Under certain retirement programs, spousal consent may
be required to name a Beneficiary other than the spouse or to change a
Beneficiary to a person other than the spouse. We are not responsible for the
validity of any designation of a Beneficiary or Contingent Beneficiary.
If no named Beneficiary or Contingent Beneficiary is living at the time
any payment is to be made, the Owner will be the Beneficiary, or if the Owner
is not then living, the Owner's estate will be the Beneficiary.
Rights under a Qualified Contract may be assigned only in certain narrow
circumstances referred to therein. Owners and other payees may assign their
rights under Non-Qualified Contracts, including their ownership rights. We
take no responsibility for the validity of any assignment. A change in
ownership rights must be made in Writing and a copy must be sent to our Home
Office. The change will be effective on the date it was made, although we are
not bound by a change until the date we record it. The rights under a Contract
are subject to any assignment of record at our Home Office. An assignment or
pledge of a Contract may have adverse tax consequences. See "Federal Income
Tax Matters."
REPORTS
We will mail to Owners (or persons receiving payments following the
Annuity Commencement Date), at their last known address of record, any reports
and communications required by applicable law or regulation. You should
therefore give us prompt written notice of any address change.
RIGHTS RESERVED BY US
Upon notice to the Owner, a Contract may be modified by us, to the extent
necessary in order to (1) operate Separate Account D in any form permitted
under the 1940 Act or in any other form permitted by law; (2) transfer any
assets in any Division to another Division, or to one or more separate
accounts, or the Fixed Account; (3) add, combine or remove Divisions in
Separate Account D, or combine the Separate Account with another separate
account; (4) add, restrict or remove
32
<PAGE>
Guarantee Periods of the Fixed Account; (5) make any new Division available to
you on a basis to be determined by us; (6)substitute, for the shares held in
any Division, the shares of another Series or the shares of another investment
company or any other investment permitted by law; (7) make any changes
required by the Code or by any other applicable law, regulation or
interpretation in order to continue treatment of the Contract as an annuity;
(8) commence deducting premium taxes or adjust the amount of premium taxes
deducted in accordance with applicable state law; or (9) make any changes
required to comply with the rules of any Series. When required by law, we will
obtain your approval of changes and the approval of any appropriate regulatory
authority.
PAYMENT AND DEFERMENT
Amounts surrendered or withdrawn from a Contract will normally be paid
within seven calendar days after the end of the Valuation Period in which we
receive the Written surrender or withdrawal request in good order. In the case
of payment of death proceeds, if we do not receive a Written request as to the
manner of payment within 60 days after the death proceeds become payable, any
death benefit proceeds will be paid as a lump sum, normally within seven
calendar days after the end of the Valuation Period that contains the last day
of said 60 day period. We reserve the right, however, to defer payment or
transfers of amounts out of the Fixed Account for up to six months. Also, we
reserve the right to defer payment of that portion of your Account Value that
is attributable to a purchase payment made by check for a reasonable period of
time (not to exceed 15 days) to allow the check to clear the banking system.
Finally, we reserve the right to defer payment of any surrender and
annuity payment amounts or death benefit amounts of any portion of the
Variable Account Value if (a) the New York Stock Exchange is closed other than
customary weekend and holiday closings, or trading on the New York Stock
Exchange is restricted; (b) an emergency exists, as a result of which disposal
of securities is not reasonably practicable or it is not reasonably
practicable to fairly determine the Variable Account Value; or (c) the
Securities and Exchange Commission by order permits the delay for the
protection of Owners. Transfers and allocations of Account Value among the
Divisions and the Fixed Account may also be postponed under these
circumstances.
FEDERAL INCOME TAX MATTERS
GENERAL
It is not possible to comment on all of the federal income tax
consequences associated with the Contracts. Federal income tax law is complex
and its application to a particular person may vary according to facts
peculiar to such person. Consequently, this discussion is not intended as tax
advice, and you should consult with a competent tax adviser before purchasing
a Contract.
The discussion is based on the law, regulations and interpretations
existing on the date of this Prospectus. These authorities, however, are
subject to change by Congress, the Treasury Department and judicial decisions.
The discussion does not address state or local tax, estate and gift tax,
or social security tax consequences associated with the Contracts.
33
<PAGE>
NON-QUALIFIED CONTRACTS
PURCHASE PAYMENTS. Purchasers of a Contract that does not qualify for
special tax treatment and is therefore "Non-Qualified" may not deduct from
their gross income the amount of purchase payments made.
TAX DEFERRAL PRIOR TO ANNUITY COMMENCEMENT DATE. Owners who are natural
persons are not taxed currently on increases in their Account Value resulting
from interest earned in the Fixed Account or, if certain diversification
requirements are met, the investment experience of Separate Account D. This
treatment applies to Separate Account D only if it invests in Series that are
"adequately diversified" in accordance with Treasury Department regulations.
Although we do not control the Series, the investment advisers to the Series
have undertaken to use their best efforts to operate the Series in compliance
with these diversification requirements. A Contract investing in a Series that
failed to meet the diversification requirements would subject Owners to
current taxation of income in the Contract that has not previously been taxed.
Income means the excess of the Account Value over the Owner's investment in
the Contract (discussed below).
Current regulations do not provide guidance as to any circumstances in
which control over allocation of values among different investment
alternatives may cause Owners or persons receiving annuity payments to be
treated as the owners of Separate Account D assets for tax purposes. We
reserve the right to amend the Contracts in any way necessary to avoid any
such result. The Treasury Department has stated that it may establish
standards in this regard through regulations or rulings. Such standards may
apply only prospectively, although retroactive application is possible if such
standards are considered not to embody a new position.
Owners that are not natural persons -- that is, Owners such as
corporations -- are taxed currently on annual increases in their Account Value
unless an exception applies. Exceptions exist for, among other things, Owners
that are not natural persons but that hold the Contract as an agent for a
natural person.
TAXATION OF ANNUITY PAYMENTS. Each annuity payment received after the
Annuity Commencement Date is excludible from gross income in part. In the case
of Fixed Annuity Payments, the excludible portion is determined by multiplying
the amount paid by the ratio of the investment in the Contract (discussed
below) to the expected return under the fixed Annuity Payment Option. In the
case of Variable Annuity Payments, the amount paid is multiplied by the ratio
of the investment in the Contract to the number of expected payments. In both
cases, the remaining portion of each annuity payment, and all payments made
after the investment in the Contract has been reduced to zero, are included in
the payee's income. Should annuity payments cease on account of the death of
the Annuitant before the investment in the Contract has been fully recovered,
the payee is allowed a deduction for the unrecovered amount. If the payee is
the Annuitant, the deduction is taken on the final tax return. If the payee is
a Beneficiary, that Beneficiary may recover the balance of the total
investment as payments are made or on the Beneficiary's final tax return. An
Owner's "investment in the Contract" is the amount equal to the portions of
purchase payments made by or on behalf of the Owner that have not been
excluded or deducted from the individual's gross income, less amounts
previously received under the Contract that were not included in income.
TAXATION OF PARTIAL WITHDRAWALS AND TOTAL SURRENDERS. Partial withdrawals
from a Contract are includible in income to the extent that the Owner's
Account Value exceeds the investment in the
34
<PAGE>
Contract. In the event a Contract is surrendered in its entirety, any amount
received in excess of the investment in the Contract is includible in income,
and any remaining amount received is excludible from income. All annuity
contracts issued by us to the same Owner during any calendar year are to be
aggregated for purposes of determining the amount of any distribution that is
includible in gross income.
PENALTY TAX ON PREMATURE DISTRIBUTIONS. A penalty tax is imposed on
distributions under a Contract equal to 10% of the amount includible in
income. The penalty tax will not apply, however, to (1) distributions made on
or after the recipient attains age 59 1/2, (2) distributions on account of the
recipient's becoming disabled, (3) distributions that are made after the death
of the Owner prior to the Annuity Commencement Date or the payee after the
Annuity Commencement Date (or if such person is not a natural person, that are
made after the death of the primary Annuitant, as defined in the Code), and
(4) distributions that are part of a series of substantially equal periodic
payments made over the life (or life expectancy) of the Annuitant or the joint
life (or joint life expectancies) of the Annuitant and the Beneficiary.
Premature distributions may result, for example, from an early Annuity
Commencement Date, an early surrender, partial withdrawal from or assignment
of a Contract, or the early death of an Annuitant, unless clause (3) above
applies.
PAYMENT OF DEATH PROCEEDS. Special rules apply to the distribution of any
death proceeds payable under the Contract. See "Death Proceeds."
ASSIGNMENTS AND LOANS. An assignment, loan, or pledge with respect to a
Non-Qualified Contract is taxed in the same manner as a partial withdrawal, as
described above. Repayment of a loan or release of an assignment or pledge is
treated as a new purchase payment.
INDIVIDUAL RETIREMENT ANNUITIES ("IRAS")
PURCHASE PAYMENTS. Individuals who are not active participants in a tax
qualified retirement plan may, in any year, deduct from their taxable income
purchase payments for an IRA equal to the lesser of $2,000 or 100% of the
individual's earned income. In the case of married individuals filing a joint
return, the deduction will, in general, be the lesser of $4,000 or 100% of the
combined earned income of both spouses, reduced by any deduction for an IRA
purchase payment allowed to the spouse. Single persons who participate in a
tax-qualified retirement plan and who have adjusted gross income not in excess
of $25,000 may fully deduct their IRA purchase payments. Those who have
adjusted gross income in excess of $35,000 will not be able to deduct purchase
payments, and for those with adjusted gross income between $25,000 and $35,000
the deduction is phased out based on the amount of income. Similarly, the
otherwise deductible portion of an IRA purchase payment will be phased out, in
the case of married individuals filing joint tax returns, with adjusted gross
income between $40,000 and $50,000, and in the case of married individuals
filing separately, with adjusted gross income between $0 and $10,000.
Individuals who are precluded from deducting all or a portion of their
purchase payments because of participation in a tax-qualified retirement plan
may still make non-deductible contributions on which earnings will be tax
deferred. The total of deductible and non-deductible contributions may not
exceed the lesser of $2,000 or 100% of earned income, or, in the case of
married individuals filing a joint return, the lesser of $4,000 or 100% of the
combined earned income of both spouses.
DISTRIBUTIONS FROM AN IRA. Amounts received under an IRA as annuity
payments, upon partial withdrawal or total surrender, or on the death of the
Annuitant, are included in the Annuitant's or other recipient's income. If
nondeductible purchase payments have been made, a pro rata portion of such
distributions may not be included in income. A 10% penalty tax is imposed on
the amount
35
<PAGE>
includible in gross income from distributions that occur before the Annuitant
attains age 59 1/2 and that are not made on account of death or disability,
with certain exceptions. These exceptions include distributions that are part
of a series of substantially equal periodic payments made over the life (or
life expectancy) of the Annuitant or the joint lives (or joint life
expectancies) of the Annuitant and the Beneficiary. Distributions of minimum
amounts specified by the Code must commence by April 1 of the calendar year
following the calendar year in which the Annuitant attains age 70 1/2.
Additional distribution rules apply after the death of the Annuitant. These
rules are similar to those governing distributions on the death of an Owner
(or other payee during the Annuity Period) under a Non-Qualified Contract. See
"Death Proceeds." Failure to comply with the minimum distribution rules will
result in the imposition of a penalty tax of 50% of the amount by which the
minimum distribution required exceeds the actual distribution.
TAX FREE ROLLOVERS. Amounts may be transferred in a tax-free rollover
from a tax-qualified plan to an IRA (and from one IRA to another IRA) if
certain conditions are met. All taxable distributions ("eligible rollover
distributions") from tax qualified plans are eligible to be rolled over with
the exception of (1) annuities paid over a life or life expectancy, (2)
installments for a period of ten years or more, and (3) required minimum
distributions under section 401(a)(9) of the Code.
Rollovers may be accomplished in two ways. First, an eligible rollover
distribution may be paid directly to an IRA (a "direct rollover"). Second, the
distribution may be paid directly to the Annuitant and then, within 60 days of
receipt, the amount may be rolled over to an IRA. However, any amount that was
not distributed as a direct rollover will be subject to 20% income tax
withholding.
SIMPLIFIED EMPLOYEE PENSION PLANS
Employees and employers may establish an IRA plan known as a simplified
employee pension plan ("SEP"), if certain requirements are met. An employee
may make contributions to a SEP in accordance with the rules applicable to
IRAs discussed above. Employer contributions to an employee's SEP are
deductible by the employer and are not currently includible in the taxable
income of the employee. However, total employer contributions are limited to
15% of an employee's compensation or $30,000, whichever is less.
SIMPLE RETIREMENT ACCOUNTS
Employees and employers may establish an IRA plan known as a simple
retirement account ("SRA"), if certain requirements are met. Under an SRA, the
employer contributes elective employee compensation deferrals up to a maximum
of $6,000 a year. The employer must, in general, make a fully vested matching
contribution for employee deferrals up to 3% of compensation.
OTHER QUALIFIED PLANS
PURCHASE PAYMENTS. Purchase payments made by an employer under a pension,
profit-sharing, or annuity plan qualified under section 401 or 403(a) of the
Code, not in excess of certain limits, are deductible by the employer. Such
purchase payments are also excluded from the current income of the employee.
DISTRIBUTIONS PRIOR TO THE ANNUITY COMMENCEMENT DATE. To the extent that
purchase payments are includible in an employee's taxable income, they (less
any amounts previously received that were not includible in the employee's
taxable income) represent his or her "investment in the Contract." Amounts
received prior to the Annuity Commencement Date under a Contract in connection
with a section 401 or 403(a) plan are generally allocated on a pro-rata basis
between the employee's
36
<PAGE>
investment in the Contract and other amounts. A lump-sum distribution will not
be includible in income in the year of distribution if the employee transfers,
within 60 days of receipt, all amounts received, less the employee's
investment in the Contract), to another tax-qualified plan or to an individual
retirement account or an IRA in accordance with the rollover rules under the
Code. However, any amount that is not distributed as a direct rollover will be
subject to 20% income tax withholding. See "Tax Free Rollovers." Special tax
treatment may be available in the case of certain lump-sum distributions that
are not rolled over to another plan or IRA.
A 10% penalty tax is imposed on the amount includible in gross income
from distributions that occur before the employee's attaining age 59 1/2 and
that are not made on account of death or disability, with certain exceptions.
These exceptions include distributions that are (1) part of a series of
substantially equal periodic payments beginning after the employee separates
from service and made over the life (or life expectancy) of the employee or
the joint lives (or joint life expectancies) of the employee and the
Beneficiary, (2) made after the employee's separation from service on account
of early retirement after attaining age 55, or (3) made to an alternate payee
pursuant to a qualified domestic relations order.
ANNUITY PAYMENTS. A portion of annuity payments received under Contracts
in connection with section 401 and 403(a) plans after the Annuity Commencement
Date may be excludible from the employee's income, in the manner discussed
above, in connection with Variable Annuity Payments, under "Non-Qualified
Contracts - Taxation of Annuity Payments," except that the number of expected
payments is determined under a provision in the Code. Distributions of minimum
amounts specified by the Code generally must commence by April 1 of the
calendar year following the calendar year in which the employee attains age 70
1/2 or retires, if later. Failure to comply with the minimum distribution
rules will result in the imposition of a penalty tax of 50% of the amount by
which the minimum distribution required exceeds the actual distribution.
SELF-EMPLOYED INDIVIDUALS. Various special rules apply to tax-qualified
plans established by self-employed individuals.
PRIVATE EMPLOYER UNFUNDED DEFERRED COMPENSATION PLANS
PURCHASE PAYMENTS. Private taxable employers may establish unfunded,
Non-Qualified deferred compensation plans for a select group of management or
highly compensated employees and/or for independent contractors.
These types of programs allow individuals to defer receipt of up to 100%
of compensation that would otherwise be includible in income and therefore to
defer the payment of federal income taxes on such amounts, as well as earnings
thereon. Purchase payments made by the employer, however, are not immediately
deductible by the employer, and the employer is currently taxed on any
increase in Account Value.
Deferred compensation plans represent a contractual promise on the part
of the employer to pay current compensation at some future time. The Contract
is owned by the employer and is subject to the claims of the employer's
creditors. The individual has no right or interest in the Contract and is
entitled only to payment from the employer's general assets in accordance with
plan provisions.
TAXATION OF DISTRIBUTIONS. Amounts received by an individual from a
private employer deferred compensation plan are includible in gross income for
the taxable year in which such amounts are paid or otherwise made available.
37
<PAGE>
EXCESS DISTRIBUTIONS - 15% TAX
Certain persons, particularly those who participate in more than one
tax-qualified retirement plan, may be subject to an additional tax of 15% on
certain excess aggregate distributions from those plans. In general, excess
distributions are taxable distributions for all tax qualified plans in excess
of a specified annual limit for payments made in the form of an annuity
(currently $155,000) or five times the annual limit for lump-sum
distributions.
FEDERAL INCOME TAX WITHHOLDING AND REPORTING
Amounts distributed from a Contract, to the extent includible in taxable
income, are subject to federal income tax withholding. The payee may, however,
elect to have no income tax withheld by submitting a withholding exemption
certificate to us.
In some cases, if you own more than one Qualified annuity contract, such
contracts may be aggregated for purposes of determining whether the federal
tax law requirement for minimum distributions after age 70 1/2, or retirement
in appropriate circumstances, has been satisfied. If, under this aggregation
procedure, you are relying on distributions pursuant to another annuity
contract to satisfy the minimum distribution requirement under a Qualified
Contract issued by us, you must sign a waiver releasing us from any liability
to you for not calculating and reporting the amount of taxes and penalties
payable for failure to make required minimum distributions under the Contract.
TAXES PAYABLE BY AGL AND SEPARATE ACCOUNT D
AGL is taxed as a life insurance company under the Code. The operations
of Separate Account D are part of the total operations of AGL and are not
taxed separately. Under existing federal income tax laws, AGL is not taxed on
investment income derived by Separate Account D (including realized and
unrealized capital gains) with respect to the Contracts. AGL reserves the
right to allocate to the Contracts any federal, state or other tax liability
that may result in the future from maintenance of Separate Account D or the
Contracts.
Certain Series may elect to pass through to AGL any taxes withheld by
foreign taxing jurisdictions on foreign source income. Such an election will
result in additional taxable income and income tax to AGL. The amount of
additional income tax, however, may be more than offset by credits for the
foreign taxes withheld which are also passed through. These credits may
provide a benefit to AGL.
DISTRIBUTION ARRANGEMENTS
The Contracts will be sold by individuals who, in addition to being
licensed by state insurance authorities to sell the Contracts of AGL, are also
registered representatives of American General Securities Incorporated
("AGSI"), the principal underwriter of the Contracts, or registered
representatives of Van Kampen American Capital Distributors, Inc. or other
broker-dealer firms or representatives of other firms that are exempt from
broker-dealer regulation. AGSI, Van Kampen American Capital Distributors, Inc.
and any such other broker-dealer firms are registered with the Securities and
Exchange Commission under the Securities Exchange Act of 1934 as
broker-dealers and are members of the National Association of Securities
Dealers, Inc. AGSI is a wholly-owned subsidiary of AGL. AGSI's principal
business address is the same as that of our Home Office. The interests under
the Contracts are offered on a continuous basis. AGSI and Van Kampen American
Capital Distributors, Inc. have entered into certain revenue and cost-sharing
arrangements in connection with the marketing of the Contracts.
38
<PAGE>
AGL compensates Van Kampen American Capital Distributors, Inc. ("VKAC
Distributors") and other broker-dealers that sell the Contracts according to
one or more compensation schedules. The schedules provide for commissions
ranging from 4.75% up to 6% of first year purchase payments received pursuant
to the Contracts. In addition, depending on the schedule selected, AGL may pay
continuing "trail" commissions ranging from 0.25% to 0.50% of Contract Account
Value. AGL also has agreed to pay VKAC Distributors for its promotional
activities such as the solicitation of selling group agreements between
broker-dealers and AGL, agent appointments with AGL, printing and development
of sales literature to be used by AGL appointed agents as well as related
marketing support and related special promotional campaigns. These
distribution expenses do not result in any additional charges under the
Contracts that are not described under "Charges under the Contracts."
LEGAL MATTERS
The legality of the Contracts described in this Prospectus has been
passed upon by Steven A. Glover, Esquire, with the law department of AGL.
Freedman, Levy, Kroll & Simonds, Washington, D.C., has advised AGL on certain
federal securities law matters.
OTHER INFORMATION ON FILE
A Registration Statement has been filed with the Securities and Exchange
Commission under the Securities Act of 1933 with respect to the Contracts
discussed in this Prospectus. Not all of the information set forth in the
Registration Statement and exhibits thereto has been included in this
Prospectus. Statements contained in this Prospectus concerning the Contracts
and other legal instruments are intended to be summaries. For a complete
statement of the terms of these documents, reference should be made to the
instruments filed with the Securities and Exchange Commission.
A Statement is available from us on request. Its contents are as follows:
<TABLE>
CONTENTS OF STATEMENT OF ADDITIONAL INFORMATION
<S> <C>
General Information ..................................................... 2
Regulation and Reserves ................................................. 2
Independent Auditors..................................................... 2
Services................................................................. 3
Principal Underwriter.................................................... 3
Annuity Payments......................................................... 3
A. Gender of Annuitant................................................ 3
B. Misstatement of Age or Sex and Other Errors ....................... 3
Change of Investment Adviser or Investment Policy ....................... 4
Terms of Exemptive Relief in Connection with Mortality
and Expense Risk Charge ............................................... 4
Performance Data for the Divisions ...................................... 4
Effect of Tax-Deferred Accumulation...................................... 8
Financial Statements..................................................... 9
Index to Financial Statements ........................................... 10
</TABLE>
39
<PAGE>
[THIS PAGE INTENTIONALLY LEFT BLANK]
<PAGE>
(THE FOLLOWING DOCUMENTS ARE NOT PART OF A PROSPECTUS)
GENERATIONS VARIABLE ANNUITY
DISCLOSURES AND FORMS SECTION
<TABLE>
INDEX
<S> <C>
Individual Retirement Annuity
Disclosure Statement and Financial Dislcosure . . . . . . . . . . . . page 1
1035 Exchange Instructions. . . . . . . . . . . . . . . . . . . . . . page 9
Qualified and Non Qualified Funds Transfer Instructions . . . . . . . page 10
Absolute Assignment Form . . . . . . . . . . . . . . . . . . . . . . page 11
Qualified Funds Transfer Form . . . . . . . . . . . . . . . . . . . . page 13
Non-Qualifed Funds Transfer Form. . . . . . . . . . . . . . . . . . . page 14
Change Request Form . . . . . . . . . . . . . . . . . . . . . . . . . page 15
Systematic Withdrawals Request Form . . . . . . . . . . . . . . . . . page 17
Automatic Additional Purchase Payment Form. . . . . . . . . . . . . . page 19
Change of Beneficiary Form. . . . . . . . . . . . . . . . . . . . . . page 21
Statement of Additional Information Request Form. . . . . . . . . . . page 23
</TABLE>
<PAGE>
[THIS PAGE INTENTIONALLY LEFT BLANK]
<PAGE>
(THIS DOCUMENT IS NOT PART OF A PROSPECTUS)
INDIVIDUAL RETIREMENT ANNUITY DISCLOSURE STATEMENT
INTRODUCTION
THIS DISCLOSURE STATEMENT IS DESIGNED FOR PRESENT OWNERS OF IRAS ISSUED BY
AMERICAN GENERAL LIFE INSURANCE COMPANY AFTER DECEMBER 31, 1996.
This Disclosure Statement is not part of your contract but contains general
and standardized information which must be furnished to each person who is
issued an Individual Retirement Annuity. You must refer to your policy to
determine your specific rights and obligations thereunder.
REVOCATION
If you are purchasing a new or rollover IRA, then if for any reason you, as a
recipient of this Disclosure Statement, decide within 20 days from the date
your policy is delivered that you do not desire to retain your IRA, written
notification to the Company must be mailed, together with your policy, within
that period. If such notice is mailed within 20 days, all contributions,
without adjustments for any applicable sales commissions or administrative
expenses, will be refunded.
Mail notification of revocation and your policy to:
American General Life Insurance Company
Annuity Administration Department
P. O. Box 1401
Houston, Texas 77251-1401
(Phone No. (800) 247-6584).
ELIGIBILITY
Under Internal Revenue Code ("Code") Section 219, if you are not an active
participant (see A. below), you may make a contribution of up to the lesser of
$2,000 or 100% of compensation and take a deduction for the entire amount
contributed. If you are a married individual filing a joint return, and your
compensation is less than your spouse's, the deduction will, in general, be
the lesser of $4,000 or 100% of the combined earned income of both spouses,
reduced by any deduction for an IRA purchase payment allowed to your spouse.
If you are an active participant, but have an adjusted gross income(AGI) below
a certain level (see B. below), you may still make a deductible contribution.
If, however, you or your spouse is an active participant and your combined AGI
is above the specified level, the amount of the deductible contribution you
may make to an IRA will be phased down and eventually eliminated.
A. Active Participant
You are an "active participant" for a year if you are covered by a retirement
plan. You are covered by a "retirement plan" for a year if your employer or
union has a retirement plan under which money is added to your account or you
are eligible to earn retirement credits. For example, if you are covered under
a profit-sharing plan, certain government plans, a salary reduction
arrangement (such as a tax sheltered annuity arrangement or a 401(k) plan), a
Simplified Employee Pension program
Page 1
<PAGE>
(SEP), any Simple Retirement Account or a plan which promises you a retirement
benefit which is based upon the number of years of service you have with the
employer, you are likely to be an active participant. Your Form W-2 for the
year should indicate your participation status.
You are an active participant for a year even if you are not yet vested in
your retirement benefit. Also, if you make required contributions or voluntary
employee contributions to a retirement plan, you are an active participant. In
certain plans, you may be an active participant even if you were only with the
employer for part of the year.
You are not considered an active participant if you are covered in a plan only
because of your service as 1) an Armed Forces Reservist for less than 90 days
of active service, or 2) a volunteer firefighter covered for firefighting
service by a government plan. Of course, if you are covered in any other plan,
these exceptions do not apply.
If you are married, filed a separate tax return, and did not live with your
spouse at any time during the year, your spouse's active participation will
not affect your ability to make deductible contributions.
B. Adjusted Gross Income (AGI)
If you are an active participant, you must look at your Adjusted Gross Income
for the year (if you and your spouse file a joint tax return, you use your
combined AGI) to determine whether you can make a deductible IRA contribution.
Your tax return will show you how to calculate your AGI for this purpose. If
you are at or below a certain AGI level, called the Threshold Level, you are
treated as if you were not an active participant and can make a deductible
contribution under the same rules as a person who is not an active
participant.
If you are single, your Threshold AGI Level is $25,000. The Threshold Level if
you are married and file a joint tax return is $40,000, and if you are married
but file a separate tax return, the Threshold Level is $0.
If your AGI is less than $10,000 above your Threshold Level, you will still be
able to make a deductible contribution, but it will be limited in amount. The
amount by which your AGI exceeds your Threshold Level (AGI - Threshold Level)
is called your Excess AGI. The Maximum Allowable Deduction is $2,000 (or
$4,000 if you are married, file a joint return and earn less compensation than
your spouse). You can estimate your Deduction Limit as follows:
(Your Deduction Limit may be slightly higher if you use this formula rather
than the table provided by the IRS.)
$10,000 - Excess AGI
-------------------- x Maximum Allowable Deduction = Deduction Limit
$10,000
You must round up the result to the next highest $10 level (the next highest
number which ends in zero). For example, if the result is $1,525, you must
round it up to $1,530. If the final result is below $200 but above zero, your
Deduction Limit is $200. Your Deduction Limit cannot, in any event, exceed
100% of your compensation.
Page 2
<PAGE>
EXAMPLE 1: Ms. Smith, a single person, is an active participant and has an
AGI of $31,619. She calculates her deductible IRA contribution as follows:
Her AGI is $31,619
Her Threshold Level is $25,000
Her Excess AGI is (AGI - Threshold Level) or ($31,619-$25,000) = $6,619
Her Maximum Allowable Deduction is $2,000
So, her IRA deduction limit is:
$10,000 - $6,619
---------------- x $2,000 = $676 (rounded to $680)
$10,000
Example 2: Mr. and Mrs. Young file a joint tax return. Each spouse earns more
than $2,000 and one is an active participant. They have a combined AGI of
$44,255. They may each contribute to an IRA and calculate their deductible
contributions to each IRA as follows:
Their AGI is $44,255
Their Threshold Level is $40,000
Their Excess AGI is (AGI - Threshold Level) or ($44,255 - $40,000) =
$4,255
The Maximum Allowable Deduction for each spouse is $2,000
So, each spouse may compute his or her IRA deduction limit as follows:
$10,000 - 4,255
--------------- x $2,000 = $1,149 (rounded to $1,150)
$10,000
Example 3: If, in Example 2, Mr. Young did not earn any compensation, each
spouse may still contribute to an IRA and calculate their deductible
contribution to each IRA as in Example 2.
Example 4: Mr. Jones, a married person, files a separate tax return and is an
active participant. He has $1,500 of compensation and wishes to make a
deductible contribution to an IRA.
His AGI is $1,500
His Threshold Level is $0
His Excess AGI is (AGI - Threshold Level) or $1,500-$0) = $1,500
His Maximum Allowable Deduction is $2,000
So, his IRA deduction limit is:
$10,000 - $1,500
---------------- x $2,000 = $1,700
$10,000
Even though his IRA deduction limit under the formula is $1,700, Mr. Jones may
not deduct an amount in excess of his compensation, so, his actual deduction
is limited to $1,500.
Page 3
<PAGE>
NON-DEDUCTIBLE CONTRIBUTIONS TO IRAs
Even if you are above the Threshold Level and thus may not make a deductible
contribution of up to $2,000 (or up to $4,000 in the case of married
individuals filing a joint return), you may still contribute up to the lesser
of 100% of compensation or $2,000 to an IRA ($4,000 in the case of married
individuals filing a joint return). The amount of your contribution which is
not deductible will be a non-deductible contribution to the IRA. You may also
choose to make a contribution non-deductible even if you could have deducted
part or all of the contribution. Interest or other earnings on your IRA
contribution, whether from deductible or non-deductible contributions, will
not be taxed until taken out of your IRA and distributed to you.
If you make a non-deductible contribution to an IRA, you must report the
amount of the non-deductible contribution to the IRS on Form 8606 as a part of
your tax return for the year.
You may make a $2,000 contribution at any time during the year, if your
compensation for the year will be at least $2,000, without having to know how
much will be deductible. When you fill out your return, you may then figure
out how much is deductible.
You may withdraw an IRA contribution made for a year any time before April 15
of the following year. If you do so, you must also withdraw the earnings
attributable to that portion and report the earnings as income for the year
for which the contribution was made. If some portion of your contribution is
not deductible, you may decide either to withdraw the non-deductible amount,
or to leave it in the IRA and designate that portion as a non-deductible
contribution on your tax return.
IRA DISTRIBUTIONS
Generally, IRA distributions which are not rolled over (see "Rollover IRA
Rules", below) are included in your gross income in the year they are
received. Non-deductible IRA contributions, however, are made using income
which has already been taxed (that is, they are not deductible contributions).
Thus, the portion of the IRA distributions consisting of non-deductible
contributions will not be taxed again when received by you. If you make any
non-deductible IRA contributions, each distribution from your IRA(s) will
consist of a non-taxable portion (return of deductible contributions, if any,
and account earnings).
Thus, you may not take a distribution which is entirely tax-free. The
following formula is used to determine the non-taxable portion of your
distributions for a taxable year:
Remaining
Non-Deductible Contributions
---------------------------- x Total Distributions = Nontaxable Distributions
Year-End Total IRA Balances (for the year) (for the year)
To figure the year-end total IRA balance, you treat all of your IRAs as a
single IRA. This includes all regular IRAs (whether accounts or annuities), as
well as Simplified Employee Pension (SEP) IRAs, and Rollover IRAs. You also
add back the distributions taken during the year.
Page 4
<PAGE>
EXAMPLE: An individual makes the following contributions to his or her
IRA(s).
Year Deductible Non-deductible
---- ---------- --------------
1986 $ 2,000
1987 1,800
1990 1,000 $ 1,000
1992 600 1,400
------- -------
$ 5,400 $ 2,400
Deductible Contributions: $ 5,400
Non-Deductible Contributions: 2,400
Earnings on IRAs: 1,200
Total Account Balance of IRA(s) as of 12/31/95: $ 9,000
(including distributions in 1995).
In 1995, the individual takes a distribution of $3,000. The total account
balance in the IRAs on 12/31/95 before 1995 distributions is $9,000. The
non-taxable portion of the distributions for 1995 is figured as follows:
Total non-deductible contributions $2,400
------ x $3,000 = $800
Total account balance in the IRAs, plus distributions $9,000
Thus, $800 of the $3,000 distribution in 1995 will not be included in the
individual's taxable income. The remaining $2,200 will be taxable for 1995.
ROLLOVER IRA RULES
1. IRA TO IRA
You may withdraw, tax-free, all or part of the assets from an IRA and reinvest
them in one or more IRAs. The reinvestment must be completed within 60 days of
the withdrawal. No IRA deduction is allowed for the reinvestment. Amounts
required to be distributed because the individual has reached age 70 1/2 may
not be rolled over.
2. EMPLOYER PLAN DISTRIBUTIONS TO IRA
All taxable distributions (known as "eligible rollover distributions") from
qualified pension, profit-sharing, stock bonus and tax sheltered annuity plans
may be rolled over to an IRA, with the exception of (1) annuities paid over a
life or life expectancy, (2) installments for a period of ten years or more,
and (3) required minimum distributions under section 401(a)(9).
Rollovers may be accomplished in two ways. First, you may elect to have an
eligible rollover distribution paid directly to an IRA (a "direct rollover").
Second, you may receive the distribution directly and then, within 60 days of
receipt, roll the amount over to an IRA. Under the Act, however, any amount
that you elect not to have distributed as a direct rollover will be subject to
20 percent income tax withholding, and, if you are younger than age 59 1/2,
may result in a 10% excise tax on any amount of the distribution that is
included in income. Questions regarding distribution options under the Act
should be directed to your Plan Trustee or Plan Administrator, or may be
answered by consulting IRS Temporary Regulations ss.1.401(a)(31)-1,
ss.1.402(c)-2T and ss.31.3405(c)-1.
Page 5
<PAGE>
PENALTIES FOR PREMATURE DISTRIBUTIONS
If you receive a distribution from your IRA before you reach age 59 1/2, an
additional tax of 10 percent will be imposed under Code ss.72(t), unless the
distribution (a) occurs because of your death or disability, (b) is for
certain medical care expenses or to an unemployed individual for health
insurance premiums, (c) is received as a part of a series of substantially
equal payments over your life or life expectancy, (d) is received as a part of
a series of substantially equal payments over the lives or life expectancy of
you and your beneficiary, or (e) the distribution is contributed to a rollover
IRA.
MINIMUM DISTRIBUTIONS
Under the rules set forth in Code ss.408(b)(3) and ss.401(a)(9), you may not
leave the funds in your contract indefinitely. Certain minimum distributions
are required. These required distributions may be taken in one of two ways:
(a) by withdrawing the balance of your contract by a "required beginning
date," usually April 1 of the year following the date at which you reach age
70 1/2; or (b) by withdrawing periodic distributions of the balance in your
contract by the required beginning date. These periodic distributions may be
taken over (a) your life; (b) the lives of you and your named beneficiary; (c)
a period not extending beyond your life expectancy; or (d) a period not
extending beyond the joint life expectancy of you and your named beneficiary.
If you do not satisfy the minimum distribution requirements, then, pursuant to
Code ss.4974, you may have to pay a 50% excise tax on the amount not
distributed as required that year.
The foregoing minimum distribution rules are discussed in detail in IRS
Publication 590, "Individual Retirement Arrangements."
REPORTING
You are required to report penalty taxes due on excess contributions, excess
accumulations, premature distributions, and prohibited transactions.
Currently, IRS Form 5329 is used to report such information to the Internal
Revenue Service.
PROHIBITED TRANSACTIONS
Neither you nor your beneficiary may engage in a prohibited transaction, as
that term is defined in Code ss.4975.
Borrowing any money from this IRA would, under Code ss.408(e)(3), cause the
contract to cease to be an Individual Retirement Annuity and would result in
the value of the annuity being included in the owner's gross income in the
taxable year in which such loan is made.
Use of this contract as security for a loan from the Company, if such loan
were otherwise permitted, would, under Code ss.408(e)(4), cause the portion so
used to be treated as a taxable distribution.
EXCESS CONTRIBUTIONS
Tax Code ss.4973 imposes a 6 percent excise tax as a penalty for an excess
contribution to an IRA. An excess contribution is the excess of the deductible
and nondeductible amounts contributed by the Owner to an IRA for that year
over the lesser of his or her taxable compensation or $2,000. (Different
limits apply in the case of a spousal IRA arrangement.) If the excess
contribution is not withdrawn by the due date of your tax return (including
extensions) you will be subject to the penalty.
Page 6
<PAGE>
IRS APPROVAL
On September 20, 1996, your contract, IRA endorsement and this disclosure form
were filed for approval with the Internal Revenue Service as a tax qualified
Individual Retirement Annuity. Such approval by the Internal Revenue Service
is a determination only as to the form of the annuity and does not represent a
determination of the merits of such annuity.
This disclosure statement is intended to provide an overview of the applicable
tax laws relating to Individual Retirement Arrangements. It is not intended to
constitute a comprehensive explanation as to the tax consequences of your IRA.
AS WITH ALL SIGNIFICANT TRANSACTIONS SUCH AS THE ESTABLISHMENT OR MAINTENANCE
OF, OR WITHDRAWAL FROM AN IRA, APPROPRIATE TAX AND LEGAL COUNSEL SHOULD BE
CONSULTED. Further information may also be acquired by contacting your IRS
District Office or consulting IRS Publication 590.
FINANCIAL DISCLOSURE
(GENERATIONS VARIABLE ANNUITY, FORM NOS. 95020 REV 896 AND 95021 REV 896)
This Financial Disclosure is applicable to IRAs using a Generations Variable
Annuity (contract form numbers 95020 Rev 896 or 95021 Rev 896) purchased from
American General Life Insurance Company on or after December 1, 1996.
Earnings under variable annuities are not guaranteed, and depend on the
performance of the investment option(s) selected. As such, earnings cannot be
projected. Set forth below are the charges associated with such annuities.
CHARGES:
(a) Annual contract maintenance charges of $30 deducted at the end of
each contract year (waived if cumulative contributions are $100,000
or more).
(b) A maximum charge of $25 for each transfer, in excess of 12 free
transfers annually, of contract value between divisions of the
Separate Account.
(c) To compensate for mortality and expense risks assumed under the
contract, variable divisions only will incur a daily charge at an
annualized rate of 1.25% of the average Separate Account Value of the
contract during both the Accumulation and the Payout Phase.
(d) Premium taxes, if applicable, may be charged against Accumulation
Value at time of annuitization, a full or partial surrender or upon
the death of the Annuitant. If a jurisdiction imposes premium taxes
at the time purchase payments are made, the Company may deduct a
charge at that time.
(e) If the contract is surrendered, or if a withdrawal is made, there may
be a Surrender Charge. The Surrender Charge equals the sum of the
following:
6% of purchase payments for surrenders and withdrawals made
during the first contract year following receipt of the
purchase payments surrendered;
Page 7
<PAGE>
6% of purchase payments for surrenders and withdrawals made
during the second contract year following receipt of the
purchase payments surrendered;
5% of purchase payments for surrenders and withdrawals made
during the third contract year following receipt of the
purchase payments surrendered;
5% of purchase payments for surrenders and withdrawals made
during the fourth contract year following receipt of the
purchase payments surrendered;
4% of purchase payments for surrenders and withdrawals made
during the fifth contract year following receipt of the
purchase payments surrendered;
3% of purchase payments for surrenders and withdrawals made
during the sixth contract year following receipt of the
purchase payments surrendered;
2% of purchase payments for surrenders and withdrawals made
during the seventh contract year following receipt of the
purchase payments surrendered.
There will be no charge imposed for surrenders and withdrawals
made during the eighth and subsequent contract years following
receipt of the purchase payments surrendered.
Under certain circumstances described in the contract, portions of
a partial withdrawal may be exempt from the Surrender Charge.
(f) To compensate for administrative expenses, a daily charge will be
incurred at an annualized rate of .15% of the average Separate
Account Value of the contract during the Accumulation and the Payout
Phase.
(g) Each variable division will be charged a fee for asset management and
other expenses deducted directly from the underlying fund during the
Accumulation and Payout Phase. Total fees will range between .60% and
1.25%.
Page 8
<PAGE>
[THIS PAGE INTENTIONALLY LEFT BLANK
<PAGE>
1035 EXCHANGE INSTRUCTIONS
-----------------------------------------------------------------------------
1. PROCESSING RULES
A 1035 exchange is one that qualified under IRC Section 1035 guidelines.
A 1035 exchange is for non-qualified funds only.
The Home Office does not offer tax advice. Applicants and contractowners
should contact their own tax advisors.
To qualify as a 1035 exchange, the following contract types are required:
* An annuity or life insurance contract in exchange for an annuity
contract.
In addition, the following contract type exchanges are required:
* Individual contract to individual contract.
* Joint contract to joint contract, and
* Two individual contracts on same annuitant(s) with the same owner(s) to
individual or joint contract.
The annuitant and owner on the exchanged contract must be the same on the
new contract.
To qualify as a full 1035 exchange, all existing cash value must be
transferred to the new contract and none of the cash value can be refunded.
Money from a 1035 exchange cannot be added to an existing annuity contract,
it mst fund a new contract.
-----------------------------------------------------------------------------
2. FORMS REQUIREMENTS
Annuity Application (form number which is approved in the state of
application).
Replacement form as required by state, if applicable.
Absolute Assignment form (L8714) for IRC Section 1035(A) Exchange.
External company's contract/policy or lost contract/policy statement.
-----------------------------------------------------------------------------
3. SIGNATURE REQUIREMENTS
The annuitant of the new application (age 15 or older) must sign the
Annuity Application.
The proposed owner of the new contract must sign the Annuity Application
and the Absolute Assignment Form (L8714).
If the owner is a trust, the trustee must sign the application and Absolute
Assignment Form (L8714) along with the trustee's title.
<PAGE>
[THIS PAGE INTENTIONALLY LEFT BLANK]
<PAGE>
QUALIFIED AND NON QUALIFIED FUNDS
TRANSFER INSTRUCTIONS
-----------------------------------------------------------------------------
1. PROCESSING RULES
A transfer occurs when an existing policy/contract or account is
liquidated and proceeds are forwarded to another company or to the client.
There are three types of transfers:
* Trustee-to-Trustee (or Custodian) transfer: Proceeds are sent from one
company directly to another company to fund a like plan (Example: TSA or
TSA, IRA to IRA, Nonqualified to Nonqualified).
* Direct Rollover: Proceeds are sent from one company directly to another
company to fund a different type of plan (Example: TXA to IRA, 401k to
IRA, etc.).
* Rollover: Proceeds are not sent from the original company to the owner.
The owner then forwards the check to the new company within 60 days.
Partial transfers are allowed.
Please consult a tax advisor for any tax consequences.
These types of transfers are not 1035 exchanges and do not qualify under
IRC Section 1035 guidelines.
A transfer may be qualified or nonqualified.
NOTE: The Home Office is responsible for qualified administration of
IRAs/SEPs only. Other than IRA's, qualified plans' administration is the
responsibility of the customer or plan administrator. The Home Office does
not provide a plan prototype.
-----------------------------------------------------------------------------
2. FORM REQUIREMENTS
Annuity Application (form number which is approved in the state of
application).
Replacement form as required by state, if applicable, and only when
another annuity contract is being replaced.
External company/institution's contract or lost contract/contract
statement.
Qualified Funds Transfer Form (L6742) if the funds are qualified and the
Home Office is to request the funds.
Non-Qualified Funds Transfer Authorization (L8190) if the funds are
non-qualified and coming from a non-insurance/annuity contract and the
Home Office is to request the funds.
If the plan type is IRA, refer the customer to the IRA disclosure attached
to the prospectus.
If the plan type is SEP, submit IRA Form 5305 with the application.
-----------------------------------------------------------------------------
3. SIGNATURE REQUIREMENTS
The annuitant/proposed owner of the new contract (age 15 or older) must
sign the Annuity Application (if different individuals, both must sign).
The owner must sign the Qualified Funds Transfer Form (L6742) or the
Non-Qualified Funds Transfer Authorization (L8190) (whichever is
applicable).
If the owner is a trust, then the trustee's signature and title is
required on all appropriate forms.
<PAGE>
[THIS PAGE INTENTIONALLY LEFT BLANK]
<PAGE>
AMERICAN GENERAL LIFE INSURANCE COMPANY
Subsidiaries of American General Corporation
P.O. Box 1401 Houston, Texas 77251-1401
[American General Logo]
ABSOLUTE ASSIGNMENT
TO EFFECT A SECTION 1035(a) EXCHANGE AND ROLLOVER OF
A LIFE INSURANCE OR AN ANNUITY CONTRACT
-----------------------------------------------------------------------------
TO BE COMPLETED ON THE EXISTING CONTRACT:
Contract No.:________________________ Cash Value:_________________________
Annuitant/Insured:___________________ Insurer:____________________________
Owner:_______________________________ Address_____________________________
of Insurer:_________________________
-----------------------------------------------------------------------------
I hereby assign and transfer to American General Life Insurance Company all
rights, title and interest of every nature and transfer to character in and
to the contract described above (contract) in an exchange intended to qualify
under Section 1035(a) of the Internal Revenue Code. In accordance with
Section 1035 and its regulations, the Owner and Annuitant on the contract
described above will be the same as on the contract to be issued.
I understand that if the Company underwrites, approves my application for,
and issues to me anew annuity contract which I accept on the life of the same
annuitant in the contract, then the Company intends to surrender the contract
for its cash value.
I UNDERSTAND THAT AS OF THE DATE OF SURRENDER OF THE CONTRACT BY THE COMPANY,
THE CONTRACT WILL NO LONGER PROVIDE ANY COVERAGE.
I UNDERSTAND THAT UPON RECEIPT OF THE SURRENDER VALUE BY THE COMPANY, THE
PROCEEDS WILL BE APPLIED AS AN INITIAL OR ADDITIONAL PREMIUM FOR THE NEW
ANNUITY CONTRACT. The first premium must be paid no later than when the new
contract is delivered. The contract assigned shall not be considered a
premium until the cash surrender value is actually received by the Company. A
contract will not be in effect until the first premium is paid while all
statements and answers in all parts of my application remain correct.
I understand that by executing this assignment, I irrevocably waive all
rights, claims and demands under the contract.
I represent and agree that the Company is furnished this form and is
participating in this transaction at my specific request and as an
accommodation to me.
I represent and warrant that no person, firm or corporation has a legal or
equitable interest in the contract, except the undersigned and that no
proceedings of either a legal or equitable nature have been instituted or are
pending against undersigned.
I UNDERSTAND THAT THE FIRST PREMIUM MUST BE PAID NO LATER THAN THE TIME THE
CONTRACT APPLIED FOR IS DELIVERED AND THAT THE CASH VALUE OF THE ASSIGNED
CONTRACT SHALL NOT BE CONSIDERED PART OF THE PREMIUM UNTIL THE CASH SURRENDER
VALUE IS ACTUALLY RECEIVED BY THE COMPANY. I FURTHER UNDERSTAND THAT AN
ANNUITY CONTRACT WILL NOT COME INTO FORCE AS A RESULT OF THIS ASSIGNMENT.
Signed this______day of___________, 19___ at_________________________________
___________________________________ _____________________________________
WITNESS SIGNATURE OF OWNER(ASSIGNEE)
___________________________________ _____________________________________
WITNESS SIGNATURE OF CO-OWNER
(IF APPLICABLE)
-----------------------------------------------------------------------------
HOME OFFICE USE ONLY
Received and duplicated filed at the Home Office of the Company at P.O. Box
1401 or 2727A Allen Parkway, Houston, Texas 77251-1401.
By________________________, ___________________________
(TITLE)
<PAGE>
[THIS PAGE INTENTIONALLY LEFT BLANK]
<PAGE>
[American General Logo]
QUALIFIED FUNDS TRANSFER FORM
For use by customers transferring Qualified funds (IRA, 401(K), pension plan,
or other qualified deferred compensation) to American General Life Insurance
Company when funds to be invested are not in a life insurance contract or
policy - THIS FORM IS NOT TO BE USED FOR 1035 EXCHANGES. Disclosure forms
required of the Insurer must be delivered to the customer.
-----------------------------------------------------------------------------
CURRENT TRUSTEE OR CUSTODIAN
Name:______________________________________________________________
Address:___________________________________________________________
-----------------------------------------------------------------------------
PARTICIPANT
Name:______________________________________________________________
Account Number:____________________________________________________
Sum to be transferred: [ ]Full Account Balance [ ]Other___________
-----------------------------------------------------------------------------
NOTICE TO CURRENT TRUSTEE OR CUSTODIAN
You are directed to convert to cash the assets held for the Participant under
the IRC ss.408(a) Individual Retirement Annuity or Account) or other
qualified account indicated above and transfer the funds to American General
Life Insurance Company as described under "Transfer Information".
Signature--Participant:_______________________________________
-----------------------------------------------------------------------------
TRANSFER INFORMATION
Make check payable as follows: American General Life Insurance Company
for the benefit (FBO) of______________________________________
Print Name of Participant
P.O. Box 1401
Houston, TX 77251-1401
-----------------------------------------------------------------------------
ACCEPTANCE
American General Life Insurance Company will accept on behalf of the above
named Participant, the transfer of funds from the above account and deposit
said funds into an IRC Section 408(b) Individual Retirement Annuity or other
qualified account as directed with American General Life Insurance Company
subject to the terms and conditions of said annuity or account.
By:_____________________________________________/_________________
American General Life Insurance Company Date
-----------------------------------------------------------------------------
If this is a full account balance transfer, Participants who have reached
their required distribution age (701/2) or older must take any required
distribution prior to completing this transaction.
<PAGE>
[THIS PAGE INTENTIONALLY LEFT BLANK]
<PAGE>
[American General Logo]
NON-QUALIFIED FUND TRANSFER AUTHORIZATION
For use by customers transferring Non-Qualified funds from a Financial
Institution or Mutual Fund to American General Life Insurance Company. THIS
FORM IS NOT TO BE USED FOR 1035 EXCHANGES
-----------------------------------------------------------------------------
CURRENT FINANCIAL INSTITUTION
Name: ______________________________________________________________
Address: ___________________________________________________________
___________________________________________________________
Phone No.: _________________________________________________________
-----------------------------------------------------------------------------
ACCOUNT OWNER
Name: ______________________________________________________________
Account/Certificate Number(s): 1. __________________________________
2.______________________________________________
3.______________________________________________
-----------------------------------------------------------------------------
NOTICE TO CURRENT FINANCIAL INSTITUTION
I hereby request and direct the following action to be taken in order to
transfer the proceeds of the account/certificate identified above (Complete
number 1, 2, or 3 as appropriate):
1.[ ] Certificate of Deposit Withdrawal:
[ ] Full [ ] Partial $____________________
Indicate Amount
(Complete a or b)
a.[ ] On the Maturity date of___/___/___ .
b.[ ] Upon receipt of this request.
2. Fully liquidate Mutual Fund Account (copy of recent
statement attached).
3.[ ] Other type of Account (e.g. savings, checking)
[ ]Full [ ]Partial $____________________
Indicate Amount
Signature--Account Owner:_________________________________________
-----------------------------------------------------------------------------
TRANSFER INFORMATION
Make check payable as follows: American General Life Insurance Company
for the benefit(FBO) of_______________________________
Print name of Account Owner
Funds should be sent to:
P.O. Box 1401 OR 2727A Allen Parkway, 3-50
Houston, TX 77251-1401 Houston, TX 77019
(713) 522-1111
-----------------------------------------------------------------------------
ACCEPTANCE
American General Life Insurance Company will accept on behalf of the above
named Participant, the transfer of funds from the above account(s) and
deposit said funds in a flexible premium deferred annuity or other account as
directed with American General Life Insurance Company subject to the terms
and conditions of said annuity or account.
By:______________________________________________________________________
Authorized Representative of American General Life Insurance Company
___/___/___
DATE
<PAGE>
[THIS PAGE INTENTIONALLY LEFT BLANK]
<PAGE>
AMERICAN GENERAL LIFE INSURANCE COMPANY
--------------------------------------------
A Subsidiary of American General Corporation
--------------------------------------------
Houston, TX
CHANGE REQUEST
COMPLETE AND RETURN THIS REQUEST TO:
Annuity Administration
P.O. Box 1401
Houston, Texas 77251-1401
(888)200-3883
[Van Kampen American Capital]
GENERATIONS
===========
Variable Annuity
[X] CONTRACT IDENTIFICATION (COMPLETE SECTION 1 AND 6 FOR ALL REQUESTS.)
INDICATE CHANGE OR REQUEST DESIRED BELOW.
1. CONTRACT #:______________________ ANNUITANT:______________________
CONTRACT OWNER(S):_________________________________________________
(Name and__________________________________________________________
Address:)
__________________________________________________________
[ ] Check here if change of address
S.S. NO. OR TAX I.D. NO.:___/___/___ Phone Number:(___)___________
[ ] DOLLAR COST AVERAGING
6. Dollar-cost average [ ] $______ OR [ ] %______% (whole % only)
Begin Date:__/__/__
Taken from the [ ]Money Market OR [ ]1-Year Fixed Account
Frequency: [ ]Monthly [ ]Quarterly [ ]Semiannually [ ]Annually
Duration: [ ]12 months [ ]24 months [ ]36 months
[ ]48 months [ ]60 months
to be allocated to the following division(s) as indicated. (Use only
dollars OR percentages)
<TABLE>
<S> <C> <C> <C> <C> <C>
[(80) Domestic Income _____ (85) Global Equity _____ (90) International Magnum _____
(81) Emerging Growth _____ (86) Government _____ (91) Mid Cap _____
(82) Emerging Markets Equity _____ (87) Growth _____ (92) Money Market _____
(83) Enterprise _____ (88) Growth and Income _____ (93) U.S. Real Estate _____
(84) Fixed Income _____ (89) High Yield _____ (94) Value _____
Other ______________________ _____ Other________________________ _____ (121) 1 Year Fixed Account _____]
</TABLE>
[ ] AUTOMATIC REBALANCING
($25,000 MINIMUM)
Use whole percentages. Total must equal 100%
7. [ ]ADD [ ]CHANGE automatic rebalancing of variable investments to the
percentage allocations indicated below:
[ ]Quarterly [ ]Semiannually [ ]Annually (Based on contract anniversary)
<TABLE>
<S> <C> <C> <C> <C> <C>
[(80)Domestic Income ____% (85)Global Equity ____% (90)International Magnum ____%
(81)Emerging Growth ____% (86)Government ____% (91)Mid Cap Value ____%
(92)Emerging Markets Equity ____% (87)Growth ____% (92)Money Market ____%
(83)Enterprise ____% (88)Growth and Income ____% (93)U.S. Real Estate ____%
(84)Fixed Income ____% (89)High Yield ____% (94)Value ____%
Other_____________________ ____% Other_____________________ ____%]
</TABLE>
[ ]STOP automatic rebalancing
NOTE: Automatic rebalancing is only available for variable divisions.
Automatic Rebalancing will not change allocation of future purchase
payments.
[ ] CHANGE ALLOCATION OF FUTURE PURCHASE PAYMENTS
Use whole percentages. Total must equal 100%
8.<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C>
[(80) Domestic Income ____% (85) Global Equity ____% (90) International Magnum ____%
(81) Emerging Growth ____% (86) Government ____% (91) Mid Cap ____%
(82) Emerging Markets Equity ____% (87) Growth ____% (92) Money Market ____%
(83) Enterprise ____% (88) Growth and Income ____% (93) U.S. Real Estate ____%
(84) Fixed Income ____% (89) High Yield ____% (94) Value ____%
Other ______________________ ____% Other________________________ ____% (121) 1 Year Fixed Account ____%]
</TABLE>
NOTE: A change to the allocation of future purchase payments, will not
alter Automatic Rebalancing allocations.
[ ] TRANSFER OF ACCUMULATED VALUES
(Available by either $ or % allocation)
9. Indicate division number along with gross dollar or percentage amount.
(Maintain $ or % consistency)
<TABLE>
<S> <C>
________ from Div.________ to Div. ________ ________ from Div.________ to Div.________
________ from Div.________ to Div. ________ ________ from Div.________ to Div.________
________ from Div.________ to Div. ________ ________ from Div.________ to Div.________
________ from Div.________ to Div. ________ ________ from Div.________ to Div.________
</TABLE>
NOTE: If a transfer is elected and Automatic Rebalancing is active on your
account, you may want to consider changing the Automatic Rebalancing
allocations (Section 3). Otherwise, the Automatic Rebalancing will
transfer funds in accordance with instructions on file.
[ ] AFFIRMATION/SIGNATURE
(COMPLETE THIS SECTION FOR ALL REQUESTS.)
17. CERTIFICATION: Under penalties of perjury, I certify (1) that the number
shown on this form is my correct taxpayer identification number: (2) that
I am subject to backup withholding under Section 3406(a)(1)(c) of the
Internal Revenue Code; and (3) that the information provided on this form
is true, correct and complete.
_________________ _____________________________________
DATE SIGNATURE OF OWNER(S)
<PAGE>
[THIS PAGE INTENTIONALLY LEFT BLANK]
<PAGE>
AMERICAN GENERAL LIFE INSURANCE COMPANY
--------------------------------------------
A Subsidiary of American General Corporation
--------------------------------------------
Houston, Texas
SYSTEMATIC WITHDRAWELS REQUEST
[Van Kampen American Capital]
GENERATIONS
===========
Variable Annuity
COMPLETE AND RETURN THIS REQUEST TO:
Annuity Administration
P.O. Box 1401
Houston, TX 77251-1401
(888)200-3883
CONTRACT INDENTIFICATION (COMPLETE THIS SECTION FOR ALL REQUESTS.)
1. CONTRACT#:__________________________ ANNUITANT:___________________________
CONTRACT OWNER(S):________________________________________________________
(Name and
Address:) ________________________________________________________
[ ] Check here
if change ________________________________________________________
of address
S.S. NO. OR TAX I.D. NO.:____/____/____ Phone Number:____________________
SYSTEMATIC WITHDRAWEL ELECTION (Minimum check amount is $100)
(USE WHOLE PERCENTAGES. TOTAL MUST EQUAL 100%)
2. WITHDRAWALS PRIOR TO AGE 59 1/2 MAY BE SUBJECT TO AN IRS
PENALTY.
Consult your tax advisor for additional information.
HOW OFTEN SHOULD PAYMENTS BE MADE:
[ ]MONTHLY [ ]QUARTERLY [ ]SEMIANNUALLY [ ]ANNUALLY
First check to be processed on ____/____/____. Subsequent checks will be
MM DD YY
processed at the next payout dates. on the SAME DAY of the month elected
as your start date. (Date must be between the 5th and 24th of the month
and at least 30 days after issue date.) SPECIFIED DOLLAR AMOUNT
$_______________ (Not to be used for partial withdrawal request) Unless
specified below, withdrawals will be taken from the divisions as they are
currently allocated in your contract.
<TABLE>
<S> <C> <C>
____%(80)Domestic Income ____%(85)Global Equity ____%(90)International Magnum ____%
____%(81)Emerging Growth ____%(86)Government ____%(91)Mid Cap Value ____%
____%(82)Emerging Markets Equity ____%(87)Growth ____%(92)Money Market ____%
____%(83)Enterprise ____%(88)Growth and Income ____%(93)U.S. Real Estate ____%
____%(84)Fixed Income ____%(89)High Yield ____%(94)Value ____%
____%Other ____________________ ____%Other ____________________ ____%(121)1 Year Fixed Account]
</TABLE>
MAILING OF YOUR SYSTEMATIC WITHDRAWEL
3. [ ] Mail to owner at address in Section 1. [ ] Mail to name/address other
than owner (complete information below:
__________________________________________________________________________
Individual or Bank Name
__________________________________________________________________________
Address
__________________________________________________________________________
City/State/Zip
__________________________________________________________________________
If bank, provide account number to be referenced for deposit
NOTICE OF WITHHOLDING (COMPLETE THE SECTION FOR ALL REQUESTS.)
4. The taxable portion of the distribution you receive from your annuity
contract is subject to federal income tax withholding unless you elect not
to have withholding apply. Withholding of state income tax may also be
required by your state of residence. You may elect not to have withholding
apply by checking the appropriate box below. If you elect not to have
withholding apply to your distribution or if you do not have enough income
tax withheld, you may be responsible for payment of estimated tax. You may
incur penalties under the estimated tax rules if your withholding and
estimated tax are not sufficient.
[ ] I do NOT want income tax withheld from each distribution.
[ ] I do want _____% or [ ] 10% income tax withheld from each distribution.
AFFIRMATION/SIGNATURE
(COMPLETE THIS SECTION FOR ALL REQUESTS)
5. CERTIFICATION: Under penalties of perjury, I certify that (1) the number
shown on this form is my correct taxpayer identification number; (2) that I
am not subject to backup withholding under Section 3406(a)(1)(c) of the
Internal Revenue Code; and (3) that the information provided on this form
is true, correct and complete.
Dated __________________ this ______ day of ___________ 19 ___________
____________________________
OWNER
_______________________________ ____________________________
WITNESS CO-OWNER (if applicable)
<PAGE>
[THIS PAGE INTENTIONALLY LEFT BLANK]
<PAGE>
AMERICAN GENERAL LIFE INSURANCE COMPANY
--------------------------------------------
A Subsidiary of American General Corporation
--------------------------------------------
Houston, Texas
AUTOMATIC ADDITIONAL PURCHASE PAYMENT
[Van Kampen American Capital]
GENERATIONS
===========
Variable Annuity
COMPLETE AND RETURN THIS REQUEST TO:
Annuity Administration
P.O. Box 1401
Houston, TX 77251-1401
(888)644-6443
Contract #:_______________________________________
Annuitant:___________________________________________________________________
Contract Owner(s):___________________________________________________________
(Name and ___________________________________________________________________
Address:)
___________________________________________________________________
Amount of Investment:_____________________________
(Minimum $100 per contract)
Frequency: [ ]Monthly [ ]Quarterly [ ]Semiannually [ ]Annually
Date of 1st withdrawal:_____/______/______
Name of Bank:_____________________________________________________
Account Number:___________________________________________________
ATTACH A VOIDED CHECK
___________________________________________________________________________
| |
| |
| |
| |
| |
| |
| |
| |
| |
|___________________________________________________________________________|
PLEASE SIGN AND DATE THE AUTHORIZATION BELOW.
I, the undersigned bank account owner, hereby authorize and request American
General Life Insurance Company ("Company") to initiate electronic or other
commercially accepted type debits against the indicated bank account in the
depository institution named above ("Depository") for purchase payments due
on the contract listed above. I hereby agree to indemnify and hold the
Company harmless from any loss, claim or liability of any kind by reason or
dishonor of any debit.
I agree that this Authorization may be terminated by me or the Company at any
time and for any reason by providing written notice of such termination to
the non-terminating party and may be terminated by the Company immediately if
any debit is not honored by the Depository named above for any reason.
______________________________________ __________________________
Signature of Bank Account Owner(s) Date
<PAGE>
[THIS PAGE INTENTIONALLY LEFT BLANK]
<PAGE>
AMERICAN GENERAL LIFE INSURANCE COMPANY
--------------------------------------------
A Subsidiary of American General Corporation
--------------------------------------------
Houston, Texas
[Van Kampen American Capital]
GENERATIONS
===========
Variable Annuity
COMPLETE AND RETURN THIS REQUEST TO:
Annuity Administration
P.O. Box 1401
Houston, TX 77251-1401
(888)644-6443
CHANGE OF BENEFICIARY
(Before completing this form
please read instructions below and on reverse side.)
_____________________________________________________________________________
| |
Contract No. | Contract Owner | Annuitant
____________________|______________________________|_________________________
METHOD OF PAYMENT: The death proceeds shall be payable in equal shares to the
designated beneficiaries as may be living, unless otherwise provided below.
In the event no beneficiary survives the Annuitant or Owner, and if this
form, or the Contract does not provide otherwise, the proceeds will be paid
to the executors or administrators of the deceased's Estate.
=============================================================================
PRIMARY BENEFICIARY:
Full Name Relationship to Annuitant Percentages (if applicable)
--------- ------------------------- ---------------------------
_____________________________________________________________________________
_____________________________________________________________________________
_____________________________________________________________________________
If a living or non-testamentary trust is designated as a primary beneficiary,
complete the following:
____________________________________________ Dated:_________________________
Name of Trust
CONTINGENT BENEFICIARY (proceeds payable under this designation only if non
of the designated primary beneficiaries survive the deceased Annuitant or
Owner):
Full Name Relationship to Annuitant Percentages (if applicable)
--------- ------------------------- ---------------------------
_____________________________________________________________________________
_____________________________________________________________________________
_____________________________________________________________________________
If a living or non-testamentary trust is designated as a contingent
beneficiary, complete the following:
____________________________________________ Dated:_________________________
Name of Trust
=============================================================================
The undersigned contract owner hereby revokes any previous beneficiary
designation and any optional mode of settlement with respect to any death
benefit proceeds payable at the death of the annuitant or owner.
I represent and certify that no insolvency or bankruptcy proceedings are now
pending against me.
Dated at___________________________this________day of_____________, 19_____.
_______________________________________ ___________________________________
WITNESS CONTRACT OWNER
_______________________________________ ___________________________________
WITNESS Additional Signature if Required
=============================================================================
This change of beneficiary and/or method of settlement has been approved by
the Company at its Home Office, and presentation of the Contracts for
endorsement has been waived.
AMERICAN GENERAL LIFE INSURANCE COMPANY
DATE OF APPROVAL:_____________ BY:___________________________________________
INSTRUCTIONS FOR DESIGNATING BENEFICIARY
1. All signatures must be in INK and should appear exactly as the name is
given in the contract. A separate election for change of beneficiary must
be completed for each contract.
2. The full name of the new Beneficiary, relationship to the Annuitant,
current mailing address and taxpayer identification number (S.S. No.)
should be given for all Beneficiaries. If Beneficiary is to receive
payment under life income option, give date of birth.
3. If a Beneficiary is a married woman, her full given name should be used.
For example, Mary E. Jones, not Mrs. J.F. Jones. If a Trustee is
designated, notification as to the type of trust created should be
furnished by the Company.
4. If two Beneficiaries are to share jointly, the last name entered should be
followed by the words "equally, or to the survivor," if three or more
Beneficiaries are to share jointly, the last name entered should be
followed by the words "equally, or to the survivors or survivor." If the
interest of one Beneficiary is to be contingent to the interest of
another, after the name of the first Beneficiary the following words
should be placed: "if living; otherwise to."
For you assistance, examples of the wording to be used in some of the more
common designations are set out below. In difficult cases where there is
doubt as to the proper wording, the Company will prepare a special form for
you signature on request.
1. One Beneficiary Jane Doe, wife of the Annuitant.
2. Two Primary Beneficiaries Jane Doe, wife of the Annuitant,
and John Doe, son, equally, or to the
survivor.
3. One Primary and Two Contingent Jane Doe, wife of the Annuitant,
Beneficiaries if living; otherwise to John Doe and
Mary Doe, children of the Annuitant,
equally, or to the survivor.
4. One Primary and One Contingent Jane Doe, wife of the Annuitant, if
Beneficiary living: otherwise to John Doe, son.
5. Two Primary and One Contingent John Doe and Mary Doe, parents of the
Beneficiaries Annuitant, equally, or to the
survivor; otherwise, to Jane Doe,
sister of the Annuitant.
6. Wife, Primary; Named and Jane Doe, wife of the Annuitant,
Un-named Children, if living; otherwise to Henry Doe,
Contingent Beneficiaries Barbara Doe, and Paul Doe, children
of the Annuitant, and any other
then living children born of the
marriage of the Annuitant and said
wife, equally, or to the survivors.
7. Wife, Primary; Children Mary doe, wife of the Annuitant,
and Step-Children if living; otherwise, Henry Doe,
Contingents son of the Annuitant, Mary Doe,
step-daughter of the Annuitant,
and any then living children born
of the marriage of the Annuitant and
said wife, equally, or to the
survivor.
8. Wife, Primary; Unnamed Children Jane Doe, wife of the Annuitant, if
with Second Contingents living; otherwise any then living
children born of the marriage of the
Annuitant and said wife, equally, or
to the survivor; otherwise to Harry
Doe and Mabel Doe, parents of the
Annuitant, equally, or to the
survivor.
9. Business Designations A. The Beacon Oil Company,
Incorporated, a Texas Corporation
Houston, Texas, employer (or
creditor), or its successors or
assigns.
B. John Doe, Business Partner.
C. Harry Doe, Employer (or employee).
10. Trustee - Written Trust The American General Bank, Houston,
Texas, as Trustee, or its successors
in Trust, under Trust Instrument dated
May 31, 1995.
Trustee-Testamentary Trust Trustee as provided in the Last
Will and Testament of the Annuitant,
or successors thereunder.
11. Estate The Executors, Administrators, or
Assigns of the Annuitant.
<PAGE>
[THIS PAGE INTENTIONALLY LEFT BLANK]
<PAGE>
AMERICAN GENERAL LIFE INSURANCE COMPANY
--------------------------------------------
A Subsidiary of American General Corporation
--------------------------------------------
Houston, Texas
[VAN KAMPEN AMERICAN CAPITAL]
GENERATIONS
===========
Variable Annuity
To Obtain a Statement of Additional Information, please complete the form
below and mail to:
American General Life Insurance Company
Attn: Annuity Correspondence Unit
P.O. Box 1401
Houston, TX 77251-1401
Please send a Statement of Additional Information for the Generations
Variable Annuity to me at the following address:
___________________________
Name
___________________________
Address
___________________________
City/State Zip Code
<PAGE>
AMERICAN GENERAL LIFE INSURANCE COMPANY SEPARATE ACCOUNT D
COMBINATION FIXED AND VARIABLE ANNUITY CONTRACTS
OFFERED BY
AMERICAN GENERAL LIFE INSURANCE COMPANY
ANNUITY ADMINISTRATION DEPARTMENT
P.O. BOX 1401, HOUSTON, TEXAS 77251-1401
1-800-200-3883 713-831-3102 (IN TEXAS)
STATEMENT OF ADDITIONAL INFORMATION
Dated December 1, 1996
This Statement of Additional Information is not a prospectus. It should
be read with the Prospectus for American General Life Insurance Company
Separate Account D ("Separate Account D"), dated December 1, 1996, concerning
flexible payment deferred individual annuity Contracts investing in certain
Series of the Van Kampen American Capital Life Investment Trust and the Morgan
Stanley Universal Funds, Inc.. You can obtain a copy of the Prospectus for the
Contracts, and any supplements thereto, by contacting American General Life
Insurance Company ("AGL") at the address or telephone numbers given above. You
have the option of receiving benefits on a fixed basis through AGL's Fixed
Account or on a variable basis through AGL's Separate Account D. Terms used in
this Statement of Additional Information have the same meanings as are defined
in the Prospectus under the heading "Glossary."
<TABLE>
TABLE OF CONTENTS
<S> <C>
General Information........................................................ 2
Regulation and Reserves ................................................... 2
Independent Auditors....................................................... 2
Services................................................................... 3
Principal Underwriter...................................................... 3
Annuity Payments........................................................... 3
A. Gender of Annuitant................................................... 3
B. Misstatement of Age or Sex and Other Errors........................... 3
Change of Investment Adviser or Investment Policy.......................... 4
Terms of Exemptive Relief in Connection With Mortality
and Expense Risk Charge................................................... 4
Performance Data for the Divisions......................................... 4
Effect of Tax-Deferred Accumulation........................................ 8
Financial Statements....................................................... 9
Index to Financial Statements.............................................. 10
</TABLE>
1
<PAGE>
GENERAL INFORMATION
AGL (formerly American General Life Insurance Company of Delaware) is a
successor in interest to a company previously organized as a Delaware
corporation in 1917. Effective December 31, 1991, AGL redomesticated as a
Texas insurer and changed its name to American General Life Insurance Company.
AGL is a wholly-owned subsidiary of AGC Life Insurance Company, a Missouri
corporation ("AG Missouri") engaged primarily in the life insurance business
and annuity business. AG Missouri, in turn, is a wholly-owned subsidiary of
American General Corporation, a Texas holding corporation engaged primarily in
the insurance business.
REGULATION AND RESERVES
AGL is subject to regulation and supervision by the insurance departments of
the states in which it is licensed to do business. This regulation covers a
variety of areas, including benefit reserve requirements, adequacy of
insurance company capital and surplus, various operational standards, and
accounting and financial reporting procedures. AGL's operations and accounts
are subject to periodic examination by insurance regulatory authorities.
Under insurance guaranty fund laws in most states, insurers doing business
therein can be assessed up to prescribed limits for insurance contract losses,
if covered, incurred by insolvent companies. The amount of any future
assessments of AGL under these laws cannot be reasonably estimated. Most of
these laws do provide, however, that an assessment may be excused or deferred
if it would threaten an insurer's own financial strength.
Although the federal government generally has not directly regulated the
business of insurance, federal initiatives often have an impact on the
business in a variety of ways. Federal measures that may adversely affect the
insurance business include employee benefit regulation, tax law changes
affecting the taxation of insurance companies or of insurance products,
changes in the relative desirability of various personal investment vehicles,
and removal of impediments on the entry of banking institutions into the
business of insurance. Also, both the executive and legislative branches of
the federal government have under consideration various insurance regulatory
matters, which could ultimately result in direct federal regulation of some
aspects of the insurance business. It is not possible to predict whether this
will occur or, if so, what the effect on AGL would be.
Pursuant to state insurance laws and regulations, AGL is obligated to carry on
its books, as liabilities, reserves to meet its obligations under outstanding
insurance contracts. These reserves are based on assumptions about, among
other things, future claims experience and investment returns. Neither the
reserve requirements nor the other aspects of state insurance regulation
provide absolute protection to holders of insurance contracts, including the
Contracts, if AGL were to incur claims or expenses at rates significantly
higher than expected, for example, due to acquired immune deficiency syndrome
or other infectious diseases or catastrophes, or significant unexpected losses
on its investments.
INDEPENDENT AUDITORS
The consolidated financial statements of AGL and the financial statements of
Separate Account D included in this Statement of Additional Information have
been audited by Ernst & Young LLP,
2
<PAGE>
independent auditors, as set forth in their respective reports thereon
appearing elsewhere herein. Such financial statements have been included in
this Statement of Additional Information in reliance upon such reports of
Ernst & Young LLP given upon the authority of such firm as experts in
accounting and auditing. Ernst & Young LLP is located at One Houston Center,
1221 McKinney, Suite 2400, Houston, TX 77010-2007.
SERVICES
A Service Agreement exists between AGL and Continuum Computer Systems, Inc.
("Continuum") to provide certain services in connection with Separate Account
D. Continuum has developed a computerized data processing record keeping
system for annuity accounting and has the necessary data processing equipment
and personnel to provide and support remote terminal access to its system for
the maintenance of annuity records, processing information, and the generation
of output with respect to the records and information. AGL has contracted with
Continuum for the right to use Continuum's system. For these services AGL paid
Continuum $28,080 in 1995, $78,840 in 1994, and $62,691 in 1993.
PRINCIPAL UNDERWRITER
American General Securities Incorporated ("AGSI") is the principal underwriter
with respect to the Contracts. AGSI also serves as principal underwriter to
American General Life Insurance Company of New York Separate Account E and
AGL's Separate Account A, both of which are unit investment trusts registered
under the Investment Company Act of 1940. AGSI, a Texas corporation, is a
wholly owned subsidiary of AGL and a member of the National Association of
Securities Dealers, Inc.
As principal underwriter, with respect to Separate Account D, AGSI received
from AGL less than $1,000 of compensation for each of the last three fiscal
years.
The securities offered pursuant to the Contracts are offered on a continuous
basis.
ANNUITY PAYMENTS
A. GENDER OF ANNUITANT
When annuity payments are based on life expectancy, the amount of each annuity
payment ordinarily will be higher if the Annuitant or other measuring life is
a male, as compared with a female under an otherwise identical Contract. This
is because, statistically, females tend to have longer life expectancies than
males.
However, there will be no differences between males and females in any
jurisdiction, including Montana, where such differences are not permitted. We
will also make available Contracts with no such differences in connection with
certain employer-sponsored benefit plans. Employers should be aware that,
under most such plans, Contracts that make distinctions based on gender are
prohibited by law.
B. MISSTATEMENT OF AGE OR SEX AND OTHER ERRORS
If the age or sex of an Annuitant has been misstated to us, any amount payable
will be that which the purchase payments paid would have purchased at the
correct age and sex. If we made any
3
<PAGE>
overpayments because of incorrect information about age or sex, or any error
or miscalculation, we will deduct the overpayment from the next payment or
payments due. We will add any underpayments to the next payment. The amount of
any adjustment will be credited or charged with interest at the assumed
interest rate used in the Contract's annuity tables.
CHANGE OF INVESTMENT ADVISER OR INVESTMENT POLICY
Unless otherwise required by law or regulation, neither the investment adviser
to any Series nor any investment policy may be changed without the consent of
AGL. If required, approval of or change of any investment objective will be
filed with the insurance department of each state where a Contract has been
delivered. The Owner (or, after annuity payments start, the payee) will be
notified of any material investment policy change that has been approved. You
will be notified of any investment policy change prior to its implementation
by Separate Account D if your comment or vote is required for such change.
TERMS OF EXEMPTIVE RELIEF IN CONNECTION WITH MORTALITY
AND EXPENSE RISK CHARGE
AGL and AGSI have obtained exemptive relief from the Securities and Exchange
Commission ("SEC") in connection with deducting the mortality and expense risk
charge pursuant to the Contracts. In the application for the exemption, AGL
and AGSI have represented and undertaken, among other things, that:
o The level of the mortality and expense risk charge is within the
range of industry practice for comparable annuity contracts;
o This conclusion is based upon a review that AGL and AGSI have
conducted of publicly-available information regarding annuity
contracts of other companies which they will maintain at their Home
Office, and make available on request to the Commission or its
staff, a memorandum setting forth the variable annuity products
analyzed and the methodology and results of the comparative review;
o There is a reasonable likelihood that the proposed distribution
financing arrangements with respect to the Contracts will benefit
Separate Account D and investors in the Contracts, and the basis for
this conclusion is set forth in a memorandum which will be
maintained by AGL at its Home Office and will be available to the
Commission or its staff on request.
PERFORMANCE DATA FOR THE DIVISIONS
AVERAGE ANNUAL TOTAL RETURN CALCULATIONS
Each Division may advertise its average annual total return. Each
Division's average annual total return quotation is computed in accordance
with a standard method prescribed by the SEC. The average annual total return
for a Division for a specific period is found by first taking a hypothetical
$1,000 investment in the Division's Accumulation Units on the first day of the
period at the maximum offering price, which is the Accumulation Unit value per
unit ("initial investment"), and computing the ending redeemable value
("redeemable value") of that investment at the end of the period. The
redeemable value reflects the effect of the applicable Surrender Charge that
may be imposed at the end of the period as well as all other recurring charges
and fees applicable under the Contract to all Owner accounts. Such other
charges and fees include the Mortality and Expense Risk Charge, the
Administrative Expense Charge, and the Annual
4
<PAGE>
Contract Fee. Any premium taxes are not reflected. The redeemable value is
then divided by the initial investment and this quotient is taken to the Nth
root (N represents the number of years in the period) and 1 is subtracted from
the result, which is then expressed as a percentage.
TOTAL RETURN CALCULATIONS (WITHOUT SURRENDER CHARGE OR ANNUAL CONTRACT FEE)
Each Division may also advertise its non-standardized total return, which
is calculated in the same manner and for the same time periods as the
standardized average annual total returns described immediately above, except
that the redeemable value does not reflect the deduction of any applicable
Surrender Charge that may be imposed at the end of the period, since it is
assumed that the Contract will continue through the end of each period, or the
deduction of the Annual Contract Fee. If reflected, these charges would reduce
the performance results presented.
CUMULATIVE TOTAL RETURN CALCULATIONS
No standardized formula has been prescribed by the SEC for calculating
cumulative total return performance. Cumulative total return performance is
the compound rate of return on a hypothetical initial investment of $1,000 in
each Division's Accumulation Units on the first day of the period at the
maximum offering price, which is the Accumulation Unit value per unit
("initial investment"). Cumulative total return figures (and the related
"Growth of a $1,000 Investment" figures set forth below) do not include the
effect of any premium taxes or any applicable Surrender Charge or the Annual
Contract Fee. Cumulative total return quotations reflect changes in
Accumulation Unit value and are calculated by finding the cumulative rates of
return of the hypothetical initial investment over various periods, according
to the following formula, and then expressing that as a percentage:
C = (ERV/P) - 1
Where:
C = cumulative total return
P = a hypothetical initial investment of $1,000
ERV = ending redeemable value is the value at the end of the
applicable period of a hypothetical $1,000 investment made
at the beginning of the applicable period.
HYPOTHETICAL PERFORMANCE
The tables below provide hypothetical performance information for six of
the available Divisions of Separate Account D based on the actual historical
performance of the corresponding Series in which each of these Divisions
invests. This information reflects all actual charges and deductions of these
Series and all Separate Account charges and deductions, with respect to the
Contracts, that hypothetically would have been made had the Separate Account,
with respect to the Contracts, been invested in these Series for all the
periods indicated.
5
<PAGE>
<TABLE>
Hypothetical Historical Average Annual Total Returns
(Through December 31, 1995)
<CAPTION>
Since
Series
Investment Division One Year Five Years Inception*
<S> <C> <C> <C>
Emerging Growth N/A N/A 23.01%
Enterprise 28.98% 14.05% 8.26
Growth and Income N/A N/A N/A
Domestic Income 13.59 10.88 6.54
Government 9.45 6.04 5.82
Money Market (2.08) 1.98 4.19
</TABLE>
<TABLE>
Hypothetical Historical Total Returns
(Through December 31, 1995)
<CAPTION>
Since
Series
Investment Division One Year Five Years Inception*
<S> <C> <C> <C>
Emerging Growth N/A N/A 35.61%
Enterprise 35.08% 14.54% 8.31
Growth and Income N/A N/A N/A
Domestic Income 19.68 11.43 6.61
Government 15.54 6.67 5.89
Money Market 4.00 2.71 4.26
</TABLE>
<TABLE>
Hypothetical Historical Cumulative Total Returns
(Through December 31, 1995)
<CAPTION>
Since
Series
Investment Division One Year Five Years Inception*
<S> <C> <C> <C>
Emerging Growth N/A N/A 16.29%
Enterprise 35.08% 97.14% 117.48
Growth and Income N/A N/A N/A
Domestic Income 19.68 71.75 68.53
Government 15.54 38.11 74.47
Money Market 4.00 14.30 50.15
</TABLE>
<TABLE>
Hypothetical Historical Growth of a $1,000 Investment in the Divisions
(Through December 31, 1995)
<CAPTION>
Since
Series
Investment Division One Year Five Years Inception*
<S> <C> <C> <C>
Emerging Growth N/A N/A $1,162.95
Enterprise $1,350.85 $1,971.41 2,174.81
Growth and Income N/A N/A N/A
Domestic Income 1,196.85 1,717.46 1,685.25
Government 1,155.41 1,381.14 1,744.74
Money Market 1,039.98 1,143.02 1,501.46
6
<PAGE>
<FN>
- ---------------
* The inception dates for each Series funding the Divisions are: April 4, 1986
for the Money Market, Enterprise, and Government Divisions; November 4, 1987
for the Domestic Income Division; July 3, 1995 for the Emerging Growth
Division. No information is provided for the Growth and Income Division
because the Series funding such Division had not commenced operations prior to
the date of this Statement of Additional Information.
</FN>
</TABLE>
YIELD CALCULATIONS
The yields for the Domestic Income Division and the Government Division are
each computed in accordance with a standard method prescribed by the SEC. The
hypothetical yields for the Domestic Income Division and the Government
Division, based upon the one month period ended December 31, 1995, were 6.61%
and 5.28%, respectively. The yield quotation is computed by dividing the net
investment income per Accumulation Unit earned during the specified one month
or 30-day period by the Accumulation Unit values on the last day of the
period, according to the following formula that assumes a semi-annual
reinvestment of income:
a - b 6
YIELD = 2[(------- +1) - 1]
cd
a = net dividends and interest earned during the period by the Portfolio
attributable to the Division
b = expenses accrued for the period (net of reimbursements)
c = the average daily number of Accumulation Units outstanding during the
period
d = the Accumulation Unit value per unit on the last day of the period
The yield of each Division reflects the deduction of all recurring fees and
charges applicable to each Division, such as the Mortality and Expense Risk
Charge, and the Administrative Expense Charge but does not reflect the
deduction of Surrender Charges or premium taxes.
MONEY MARKET DIVISION YIELD AND EFFECTIVE YIELD CALCULATIONS
The Money Market Division's yield is computed in accordance with a
standard method prescribed by the SEC. Under that method, the current yield
quotation is based on a seven-day period and computed as follows: the net
change in the Accumulation Unit value during the period is divided by the
Accumulation Unit value at the beginning of the period to obtain the base
period return; the base period return is then multiplied by the fraction 365/7
to obtain the current yield figure, which is carried to the nearest
one-hundredth of one percent. Realized capital gains or losses and unrealized
appreciation or depreciation of the Division's Portfolio are not included in
the calculation. The Money Market Division's hypothetical historical yield for
the seven day period ended December 31, 1995 was 3.75%.
The Money Market Division's effective yield is determined by taking the
base period return (computed as described above) and calculating the effect of
assumed compounding. The formula for the effective yield is: (base period
return +1)365/7-1. The Money Market Division's hypothetical historical
effective yield for the seven day period ended December 31, 1995 was 3.82%.
7
<PAGE>
Yield and effective yield do not reflect the deduction of Surrender Charges or
premium taxes that may be imposed upon the redemption of Accumulation Units.
PERFORMANCE COMPARISONS
The performance of each or all of the available Divisions of Separate
Account D may be compared in advertisements and sales literature to the
performance of other variable annuity issuers in general or to the performance
of particular types of variable annuities investing in mutual funds, or series
of mutual funds, with investment objectives similar to each of the Divisions
of Separate Account D. Lipper Analytical Services, Inc. ("Lipper") and the
Variable Annuity Research and Data Service ("VARDSR") are independent services
which monitor and rank the performance of variable annuity issuers in each of
the major categories of investment objectives on an industry-wide basis.
Lipper's rankings include variable life issuers as well as variable annuity
issuers. VARDSR rankings compare only variable annuity issuers. The
performance analyses prepared by Lipper and VARDSR rank such issuers on the
basis of total return, assuming reinvestment of dividends and distributions,
but do not take sales charges, redemption fees or certain expense deductions
at the separate account level into consideration. In addition, VARDSR prepares
risk adjusted rankings, which consider the effects of market risk on total
return performance.
In addition, each Division's performance may be compared in
advertisements and sales literature to the following benchmarks: (1) the
Standard & Poor's 500 Composite Stock Price Index, an unmanaged weighted index
of 500 leading domestic companies that represents approximately 80% of the
market capitalization of the United States equity market; (2) the Dow Jones
Industrial Average, an unmanaged unweighted average of thirty blue chip
industrial corporations listed on the New York Stock Exchange and generally
considered representative of the United States stock market; (3) the Consumer
Price Index, published by the U.S. Bureau of Labor Statistics, a statistical
measure of change, over time, in the prices of goods and services in major
expenditure groups and generally is considered to be a measure of inflation;
(4) the Lehman Brothers Government and Domestic Strategic Income Index, the
Salomon Brothers High Grade Domestic Strategic Income Index, and the Merrill
Lynch Government/Corporate Master Index, unmanaged indices that are generally
considered to represent the performance of intermediate and long term bonds
during various market cycles; and (5) the Morgan Stanley Capital International
Europe Australia Far East Index, an unmanaged index that is considered to be
generally representative of major non-United States stock markets.
EFFECT OF TAX-DEFERRED ACCUMULATION
The Contracts qualify for tax-deferred treatment on earnings. This
tax-deferred treatment increases the amount available for accumulation by
deferring taxes on any earnings until the earnings are withdrawn. The longer
the taxes are deferred, the more the accumulation potential effectively grows
over the term of the Contracts.
The hypothetical tables set out below illustrate this potential. The
tables compare accumulations based on a single initial purchase payment of
$100,000 compounded annually under (1) a Contract, under which earnings are
not taxed until withdrawn in connection with a full surrender, partial
withdrawal, or annuitization, or termination due to insufficient Account Value
("withdrawal of earnings") and (2) an investment under which earnings are
taxed on a current basis ("Taxable Investment"), based on an assumed tax rate
of 28%, and the assumed earning rates specified.
8
<PAGE>
<TABLE>
<CAPTION>
5 Years 10 Years 20 Years
(7.50% earnings rate)
<S> <C> <C> <C>
Contract $143,563 $206,103 $424,785
Contract (after Taxes) $131,365 $176,394 $333,845
Taxable Investment $130,078 $169,202 $286,294
</TABLE>
<TABLE>
<CAPTION>
(10.00% earnings rate)
<S> <C> <C> <C>
Contract $161,051 $259,374 $672,750
Contract (after Taxes) $143,957 $214,749 $512,380
Taxable Investment $141,571 $200,423 $401,694
</TABLE>
The hypothetical tables do not reflect any fees or charges imposed under
a Contract or Taxable Investment. However, the Contracts impose a Mortality
and Expense Risk Charge of 1.25%, a Surrender Charge (applicable to withdrawal
of earnings for the first seven Contract years) up to a maximum of 6%, an
Administrative Expense Charge of 0.15%, and an Annual Contract Fee of $30. A
Taxable Investment could incur comparable fees or charges. Fees and charges
would reduce the return from a Contract or Taxable Investment.
Under the Contracts, a withdrawal of earnings is subject to tax, and may
be subject to an additional 10% penalty before age 59 1/2.
These tables are only illustrations of the effect of tax-deferred
accumulations and are not a guarantee of future performance.
FINANCIAL STATEMENTS
Separate Account D has a total of 37 Divisions. The financial statements for
Separate Account D that are included herein relate to 26 of its Divisions, of
which only four are available pursuant to the Contracts that are the subject
of this Statement of Additional Information. One of the additional Divisions,
which is available under the Contracts, has commenced operations but has not
previously been available under any contracts related to Separate Account D.
None of the remaining ten Divisions, all of which are available under the
Contracts that are the subject of this Statement of Additional Information,
had commenced operations as of the date of this Statement.
Certain names of the available Divisions of Separate Account D have changed.
Subsequent to December 31, 1995 the names of the Domestic Strategic Income
Fund and the Common Stock Fund were changed to Domestic Income Portfolio and
Enterprise Portfolio, respectively. In addition, the Emerging Growth Fund, the
Government Fund, and the Money Market Fund are now referred to as the Emerging
Growth Portfolio, the Government Portfolio, and the Money Market Portfolio,
respectively.
9
<PAGE>
The financial statements of AGL that are included in this Statement of
Additional Information should be considered primarily as bearing on the
ability of AGL to meet its obligations under the Contracts.
<TABLE>
INDEX TO
FINANCIAL STATEMENTS
<CAPTION>
Page No.
<S> <C>
I. Separate Account D Financial Statements
Report of Ernst & Young LLP, Independent Auditors................. 11
Statement of Net Assets .......................................... 12
Statement of Operations........................................... 12
Statements of Changes in Net Assets............................... 13
Notes to Financial Statements..................................... 14
II. AGL Consolidated Financial Statements
Report of Ernst & Young LLP, Independent Auditors................. 26
Consolidated Balance Sheets....................................... 27
Consolidated Statements of Income................................. 29
Consolidated Statements of Shareholders' Equity................... 30
Consolidated Statements of Cash Flows............................. 31
Notes to Consolidated Financial Statements........................ 32
</TABLE>
10
<PAGE>
[GRAPHIC OMITTED]
ERNST & YOUNG LLP One Houston Center Phone: 713-750-1500
Suite 2400 Fax: 713-750-1501
1221 McKinney Street
Houston, Texas 77010-2007
Report of Independent Auditors
Board of Directors of
American General Life Insurance Company
and Contract Owners of
American General Life Insurance Company
Separate Account D
We have audited the accompanying statement of net assets of American
General Life Insurance Company (the "Company") Separate Account D as of
December 31, 1995, the related statement of operations for the year then ended
and the statement of changes in net assets for each of the two years in the
period then ended. These financial statements are the responsibility of the
Company's management. Our responsibility is to express an opinion on these
financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. Our
procedures included confirmation of securities owned as of December 31,1995,
by correspondence with the transfer agents. 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 American General
Life Insurance Company Separate Account D at December 31, 1995, the results of
its operations for the year then ended and the changes in its net assets for
each of the two years in the period then ended, in conformity with generally
accepted accounting principles.
/s/ERNST & YOUNG LLP
Houston, Texas
January 31, 1996
11
<PAGE>
American General Life Insurance Company
SEPARATE ACCOUNT D
<TABLE>
STATEMENT OF NET ASSETS
December 31, 1995
<CAPTION>
TOTAL Sierra VAriety All
ALL Advantage Plus Other
DIVISIONS Divisions Divisions Divisions
<S> <C> <C> <C> <C>
ASSETS:
Investment securities - at market (cost $413,244,463)....... $464,987,803 $407,547,576 $ 14,084,919 $ 43,355,308
Due from (to) American General Life Insurance Company....... (30) (19) (6) (55)
------------- ------------- ------------- -------------
NET ASSETS............................................... $464,987,773 $407,547,595 $ 14,084,925 $ 43,355,253
============= ============= ============= =============
CONTRACT OWNER RESERVES:
Reserves for redeemable annuity contracts.................. $462,233,496 $407,499,242 $ 14,084,925 $ 40,649,329
Reserves for annuity contracts on benefit.................. 2,754,277 48,353 0 2,705,924
------------- ------------- ------------- -------------
TOTAL CONTRACT OWNER RESERVES............................ $464,987,773 $407,547,595 $ 14,084,925 $ 43,355,253
============= ============= ============= =============
</TABLE>
<TABLE>
STATEMENT OF OPERATIONS
Year Ended December 31, 1995
<CAPTION>
TOTAL Sierra VAriety All
ALL Advantage Plus Other
DIVISIONS Divisions Divisions Divisions
<S> <C> <C> <C> <C>
INVESTMENT INCOME:
Dividends from mutual funds................................ $ 12,516,480 $ 9,681,081 $ 414,631 $ 2,420,768
EXPENSES:
Expense and mortality fee.................................. 5,735,875 5,136,366 197,690 401,819
------------- ------------- ------------- -------------
NET INVESTMENT INCOME.................................... 6,780,605 4,544,715 216,941 2,018,949
------------- ------------- ------------- -------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain (loss) on investments.................... (623,550) (348,580) 6,817 (281,787)
Capital gain distributions from mutual funds............... 3,557,290 721,066 800,809 2,035,415
Net unrealized gain on investments......................... 65,361,002 59,082,619 2,006,733 4,271,650
------------- ------------- ------------- -------------
NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS.......... 68,294,742 59,455,105 2,814,359 6,025,278
------------- ------------- ------------- -------------
INCREASE IN NET ASSETS RESULTING FROM OPERATIONS ........ $ 75,075,347 $ 63,999,820 $ 3,031,300 $ 8,044,227
============= ============= ============= =============
See accompanying notes.
</TABLE>
12
<PAGE>
American General Life Insurance Company
SEPARATE ACCOUNT D
<TABLE>
STATEMENT OF CHANGES IN NET ASSETS
Year Ended December 31, 1995
<CAPTION>
TOTAL Sierra VAriety All
ALL Advantage Plus Other
DIVISIONS Divisions Divisions Divisions
<S> <C> <C> <C> <C>
OPERATIONS:
Net investment income...................................... $ 6,780,605 $ 4,544,715 $ 216,941 $ 2,018,949
Net realized gain (loss) on investments.................... (623,550) (348,580) 6,817 (281,787)
Capital gain distributions from mutual funds............... 3,557,290 721,066 800,809 2,035,415
Net unrealized gain on investments......................... 65,361,002 59,082,619 2,006,733 4,271,650
------------- ------------- ------------- -------------
Increase in net assets resulting from operations......... 75,075,347 63,999,820 3,031,300 8,044,227
------------- ------------- ------------- -------------
PRINCIPAL TRANSACTIONS:
Contract purchase payments, less sales and
administrative expenses and premium taxes................. 67,939,767 66,850,917 1,000,953 87,897
Payments to contract owners:
Annuity benefits........................................... (8,505,642) (7,148,527) (47,580) (1,309,535)
Terminations and withdrawals............................... (25,014,962) (20,016,039) (1,260,750) (3,738,173)
------------- ------------- ------------- -------------
Increase (Decrease) in net assets resulting from
principal transactions.................................. 34,419,163 39,686,351 (307,377) (4,959,811)
------------- ------------- ------------- -------------
TOTAL INCREASE IN NET ASSETS............................ 109,494,510 103,686,171 2,723,923 3,084,416
NET ASSETS:
Beginning of year.......................................... 355,493,263 303,861,424 11,361,002 40,270,837
------------- ------------- ------------- -------------
End of year................................................ $464,987,773 $407,547,595 $ 14,084,925 $ 43,355,253
============= ============= ============= =============
</TABLE>
<TABLE>
STATEMENT OF CHANGES IN NET ASSETS
Year Ended December 31, 1994
<CAPTION>
TOTAL Sierra VAriety All
ALL Advantage Plus Other
DIVISIONS Divisions Divisions Divisions
<S> <C> <C> <C> <C>
OPERATIONS:
Net investment income...................................... $ 4,574,508 $ 2,394,711 $ 233,762 $ 1,946,035
Net realized loss on investments........................... (995,826) (669,265) (635) (325,926)
Capital gain distributions from mutual funds............... 2,976,546 556,737 565,769 1,854,040
Net unrealized loss on investments......................... (16,409,622) (10,298,339) (1,232,273) (4,879,010)
------------- ------------- ------------- -------------
Decrease in net assets resulting from operations......... (9,854,394) (8,016,156) (433,377) (1,404,861)
------------- ------------- ------------- -------------
PRINCIPAL TRANSACTIONS:
Contract purchase payments, less sales and
administrative expenses and premium taxes................. 216,407,388 212,537,864 3,790,446 79,078
Payments to contract owners:
Annuity benefits......................................... (3,248,875) (1,307,677) 0 (1,941,198)
Terminations and withdrawals............................. (12,906,311) (7,255,982) (294,322) (5,356,007)
------------- ------------- ------------- -------------
Increase (Decrease) in net assets resulting from
principal transactions................................... 200,252,202 203,974,205 3,496,124 (7,218,127)
------------- ------------- ------------- -------------
TOTAL INCREASE (DECREASE) IN NET ASSETS.................. 190,397,808 195,958,049 3,062,747 (8,622,988)
NET ASSETS:
Beginning of year......................................... 165,095,455 107,903,375 8,298,255 48,893,825
------------- ------------- ------------- -------------
End of year............................................... $355,493,263 $303,861,424 $ 11,361,002 $ 40,270,837
============= ============= ============= =============
See accompanying notes.
</TABLE>
13
<PAGE>
NOTES TO FINANCIAL STATEMENTS
Note A - Organization
Separate Account D (the "Separate Account"), established by American
General Life Insurance Company (the "Company") on November 19, 1973, is
registered under the Investment Company Act of 1940 as a unit investment
trust. The Separate Account now consists of twenty-six Divisions which are
available to investors through four different American General annuity
contracts. The divisions available in each contract are as follows:
NOTES TO FINANCIAL STATEMENTS
Note A - Organization
Separate Account D (the "Separate Account"), established by American
General Life Insurance Company (the "Company") on November 19, 1973, is
registered under the Investment Company Act of 1940 as a unit investment
trust. The Separate Account now consists of twenty-six Divisions which are
available to investors through four different American General annuity
contracts. The divisions available in each contract are as follows:
<TABLE>
<S> <C>
SIERRA ADVANTAGE: VARIETY PLUS (CONTINUED)
Sierra Variable Trust ("Sierra") International Growth Fund Neuberger & Berman Advisors Management Trust ("AMT")
Sierra Short Term Global Government Fund Balanced Portfolio
Sierra Growth Fund Neuberger & Berman AMT Partners Portfolio
Sierra Global Money Fund American General Series Portfolio Company ("AGSPC")
Sierra US. Government Fund Stock Index Fund
Sierra Growth & Income Fund AGSPC Social Awareness Fund
Sierra Corporate Income Fund AGSPC International Equities Fund
Sierra Short Term High Quality Bond Fund
Sierra Emerging Growth Fund SEPARATE ACCOUNT D (DEFERRED LOAD):
Van Kampen LIT Money Market Fund*
Van Kampen LIT Domestic Strategic Income Fund*
VAriety Plus: Van Kampen LIT Common Stock Fund*
Van Kampen American Capital ("Van Kampen")
Life Investment Trust ("LIT") Money Market Fund* All Other Separate Account D Contracts:
Van Kampen LIT Domestic Strategic Income Fund* (Issued prior to January 1, 1982)
Van Kampen LIT Common Stock Fund* Van Kampen Comstock Fund*
Van Kampen LIT Government Fund* Van Kampen Corporate Bond Fund*
Van Kampen LIT Multiple Strategy Fund* Van Kampen Reserve Fund*
Fidelity Variable Insurance Product ("VIP") Van Kampen High Income Corporate Bond Fund*
Asset Manager Portfolio (formerly, American Capital High Yield Investments, Inc.)
Fidelity VIP Overseas Portfolio Van Kampen LIT Money Market Fund*
Fidelity VIP Index 500 Portfolio Van Kampen LIT Domestic Strategic Income Fund*
Van Kampen LIT Common Stock Fund*
<FN>
* Resulting from the December 20, 1994 merger, the former American Capital
portfolios were renamed Van Kampen American Capital funds as of September
18, 1995.
</FN>
</TABLE>
Note B - Summary of Significant Accounting Policies & Basis of Presentation
The accompanying financial statements of the Divisions of the Separate
Account have been prepared on the basis of generally accepted accounting
principles ("GAAP"). The accounting principles followed by the Divisions and
the methods of applying those principles are presented below or in the
footnotes which follow:
Security Valuation - The investment in shares of Van Kampen, AGSPC,
Fidelity, Neuberger & Berman and Sierra mutual funds are valued at the closing
net asset value (market) per share as determined by the fund on the day of
measurement.
Security transactions and related investment income - Security
transactions are accounted for on the date the order to buy or sell is
executed (trade date). Dividend income and distributions of capital gains are
recorded on the ex-dividend date and reinvested upon receipt. Realized gains
and losses from security transactions are determined on the basis of
identified cost.
Administrative expenses and mortality and expense risk charge -
Deductions for administrative expenses and mortality and expense risks assumed
by the Company are calculated daily, at an annual rate, on the average daily
net asset value of the Separate Account and are paid to the Company.
An annual maintenance charge may be imposed on the last day of each
contract year during the accumulation period for administrative expenses with
respect to each contract. A surrender charge is applicable to certain
withdrawal amounts and is payable to the Company. The deductions are as
follows for the period ended December 31, 1995:
<TABLE>
<CAPTION>
Administrative
Expenses, Annual
Mortality & Annual Maintenance Surrender
Expense Risk Maintenance Charges Charges
Contracts Annual Rate Charge Collected Collected
- - ---------------------------------------------------------- --------------- -------------- --------------
<S> <C> <C> <C> <C>
Sierra Advantage.......................... 1.50% N/A N/A $865,057
VAriety Plus.............................. 1.55% $36 $ 11,844 $ 36,988
Separate Account D (deferred load)........ 1.25% $30 $ 19,530 4,407
Separate Account D (Issued prior to
January 1, 1982)......................... 0.75% N/A N/A N/A
</TABLE>
14
<PAGE>
Note B - Summary of Significant Accounting Policies & Basis of Presentation -
Continued
Administrative expenses - continued - Sales and other administrative
charges are applicable to certain transaction amounts on contracts, excluding
Sierra Advantage and VAriety Plus contracts, and are payable to the Company.
The total sales and administrative charges collected for the period ended
December 31, 1995 were $ 1,376.
The funds pay their investment advisors, Van Kampen American Capital
Asset Management, Inc., The Variable Annuity Life Insurance Company ("VALIC"),
Fidelity Management & Research Company, Neuberger & Berman Management
Incorporated and Sierra Investment Advisors Corporation, a monthly fee based
on the fund's average net asset value.
Annuity Reserves - Sierra Advantage and VAriety Plus annuity reserves are
computed for currently payable contracts according to the 1983a Individual
Annuity Mortality Table projected under Scale G factors at an assumed interest
rate of 3.5%. The other contracts annuity reserves are computed for currently
payable contracts according to the Progressive Annuity Mortality Table at an
assumed interest rate of 3%. Charges to annuity reserves for mortality and
expense risks experience are reimbursed to the Company if the reserves
required are less than originally estimated. If additional reserves are
required, the Company reimburses the separate account.
Note C - Investments
Fund shares are purchased at net asset value with net contract payments
(contract purchase payments less surrenders and amounts payable to the Company
for administrative and surrender charges) and reinvestment of distributions
made by the funds. The following is a summary of fund shares owned as of
December 31, 1995.
<TABLE>
<CAPTION>
Net Value of Cost of Unrealized
Asset Shares at Shares Appreciation
Fund Shares Value Market Held (Depreciation)
<S> <C> <C> <C> <C> <C>
Van Kampen Comstock Fund...................... 397,871.441 14.54 5,785,051 6,114,190 (329,139)
Van Kampen Corporate Bond Fund................ 83,309.022 7.19 598,992 574,664 24,328
Van Kampen Reserve Fund....................... 1,449,960.896 1.00 1,449,961 1,449,961 0
Van Kampen High Income Corporate Bond Fund.... 2,072,807.504 6.22 12,892,862 12,454,029 438,833
Van Kampen LIT Money Market Fund............. 5,256,319.660 1.00 5,256,320 5,256,320 0
Van Kampen LIT Domestic Strategic Income Fund. 845,560.773 8.21 6,942,054 6,871,698 70,356
Van Kampen LIT Common Stock Fund.............. 1,105,667.807 14.69 16,242,260 14,810,352 1,431,908
Van Kampen LIT Government Fund................ 123,110.077 9.06 1,115,377 1,101,202 14,175
Van Kampen LIT Multiple Strategic Fund........ 244,020.900 11.64 2,840,403 2,867,267 (26,864)
Fidelity VIP Asset Manager Portfolio.......... 42,749.054 15.79 675,008 605,159 69,849
Fidelity VIP Overseas Portfolio............... 14,405.591 17.05 245,615 230,068 15,547
Fidelity VIP Index 500 Portfolio.............. 5,182.323 75.71 392,354 341,153 51,201
Neuberger & Berman AMT Balanced Portfolio..... 11,663.151 17.52 204,338 179,486 24,852
Neuberger & Berman AMT Partners Portfolio..... 56,277.979 13.23 744,558 616,777 127,781
AGSPC Stock Index Fund........................ 76,073.219 19.03 1447,673 1,125,215 322,458
AGSPC Social Awareness Fund................... 5,228.185 14.15 73,979 64,249 9,730
AGSPC International Equities Fund............. 49,899.180 10.69 533,422 503,870 29,552
Sierra International Growth Fund.............. 3,790,502.626 12.11 45,902,987 44,613,770 1,289,217
Sierra Short Term Global Government Fund...... 9,536,788.388 2.50 23,841,971 23,405,442 436,529
Sierra Growth Fund............................ 6,342,411.894 15.72 99,702,715 74,205,625 25,497,090
Sierra Global Money Fund...................... 20,369,542.760 1.00 20,369,543 20,369,543 0
Sierra US. Government Fund.................... 5,229,507.917 10.00 52,295,079 51,443,597 851,482
Sierra Growth and Income Fund................. 3,612,541.492 12.83 46,348,907 38,181,110 8,167,797
Sierra Corporate Income Fund.................. 5,792,000.280 10.48 60,700,163 57,157,534 3,542,629
Sierra Short Term High Quality Bond Fund...... 4,957,331.689 2.49 12,343,756 12,186,237 157,519
Sierra Emerging Growth Fund................... 3,350,979.240 13.74 46,042,455 36,515,945 9,526,510
------------- ------------- -------------
$464,987,803 $413,244,463 $ 51,743,340
============= ============= =============
</TABLE>
The aggregate cost of purchases and proceeds from sales of investments
for the period ended December 31, 1995 were $113,813,641 and $69,055,852,
respectively. The cost of total investments owned at December 31, 1995 was the
same for both financial reporting and federal income tax purposes. Gross
unrealized appreciation and gross unrealized depreciation for the year ended
December 31,1995 are $52,099,343 and $356,003, respectively.
15
<PAGE>
Note D - Federal Income Taxes
The Company is taxed as a life insurance company under the Internal
Revenue Code and includes the operations of the Separate Account in
determining its federal income tax liability. Under existing federal income
tax law, the investment income and capital gains from sale of investments
realized by the Separate Account are not taxable. Therefore, no federal income
tax provision has been made.
Note E - Summary of Changes in Units
<TABLE>
Changes in Units for the Year Ended December 31, 1995
<CAPTION>
SIERRA ADVANTAGE Short Term
Global U. S.
International Government Global Government
ACCUMULATION PERIOD Growth Fund Fund Growth Fund Money Fund Fund
<S> <C> <C> <C> <C> <C>
Outstanding at beginning of period... 41,411,804.816 31,104,117.951 55,968,698.496 5,990,768.122 45,519,220.818
Purchase payments.................... 6,282,094.793 1,812,247.957 10,358,765.174 6,190,469.801 5,994,381.877
Surrenders........................... (2,694,405.713) (2,698,365.189) (3,773,253.685) (998,774.884) (4,016,271.339)
Transfers to annuity................. 0.000 (23,165.130) (5,463.976) 0.000 0.000
Transfers between funds.............. (6,117,358.452) (6,818,339.186) 3,183,924.345 7,887,964.142 (56579.761)
--------------- --------------- --------------- --------------- ---------------
Outstanding at end of period......... 38,882,135.444 23,376,496.403 65,732,670.354 19,070,427.181 47,440,751.595
=============== =============== =============== =============== ===============
</TABLE>
<TABLE>
<CAPTION>
Short Term
High
Growth and Corporate Quality Emerging
Income Fund Income Fund Bond Fund Growth Fund
<S> <C> <C> <C> <C>
Outstanding at beginning of period... 25,711,520.731 57,776,195.507 16,054,361.321 19,161,715.815
Purchase payments.................... 10,091,361.789 7,002,703.784 1,828,154.900 8,135,229.721
Surrenders........................... (1,677,052.520) (4,392,921.746) (1,168,254.384) (1,459,588.916)
Transfers to annuity................. 0.000 (26,597.560) 0.000 0.000
Transfers between funds.............. 2,549,195.766 (8,345,279.937) (4,891,533.560) 8,541,930.500
--------------- --------------- --------------- ---------------
Outstanding at end of period......... 36,675,025.766 52,014,100.048 11,822,728.277 34,379,287.120
=============== =============== =============== ===============
</TABLE>
<TABLE>
<CAPTION>
VAriety Plus
Van Kampen Van Kampen
LIT LIT Domestic Van Kampen Van Kampen
Money Strategic Van Kampen LIT LIT
Market Income LIT Common Government Multiple
ACCUMULATION PERIOD Fund Fund Stock Fund Fund Strategy
<S> <C> <C> <C> <C> <C>
Non-Qualified Contracts:
Outstanding at beginning of period... 172,772.518 752,632.015 2,129,473.068 745,153.812 1,653,659.302
Purchase payments.................... 7,565.950 29,682.191 53,334.914 51,285.660 10,871.291
Surrenders........................... (29,257.425) (58,883.265) (61,649.058) (68,410.031) (193,168.817)
Transfers to annuity................. 0.000 0.000 0.000 0.000 0.000
Transfers between funds.............. (120,057.945) (79,961.354) 72,108.571 (79,919.021) (84,228.017)
--------------- --------------- --------------- --------------- ---------------
Outstanding at end of period......... 31,023.098 643,469.587 2,193,267.495 648,110.420 1,387,133.759
=============== =============== =============== =============== ===============
</TABLE>
<TABLE>
<CAPTION>
Fidelity VIP Neuberger & Neuberger &
Asset Fidelity VIP Fidelity VIP Berman AMT Berman AMT
Manager Overseas Index 500 Balanced Partners
Portfolio Portfolio Portfolio Portfolio Portfolio
<S> <C> <C> <C> <C> <C>
Outstanding at beginning of period... 325,839.561 93,593.434 50,474.334 90,936.949 268,546.384
Purchase payments.................... 42,938.182 60,103.179 149,398.976 36,135.056 169,410.794
Surrenders........................... (9,767.561) (93.893) (805.962) (4,199.243) (4,954.470)
Transfers to annuity................. 0.000 0.000 0.000 0.000 0.000
Transfers between funds.............. 9,496.631 (3,446.496) (56,852.220) 3,564.179 140,996.898
--------------- --------------- --------------- --------------- ---------------
Outstanding at end of period......... 368,506.813 150,156.224 255,919.568 126,436.941 573,999.606
=============== =============== =============== =============== ===============
</TABLE>
16
<PAGE>
Note E - Summary of Changes in Units - Continued
Changes in Units for the Year Ended December 31, 1995
<TABLE>
<CAPTION>
VAriety Plus - Continued
AGSPC Stock
AGSPC Social AGSPC
Stock Awareness International
Accumulation PERIOD Index Fund Fund Equities Fund
<S> <C> <C> <C>
Non-Qualified Contracts:
Outstanding at beginning of period... 673,760.206 41,120.891 680,590.894
Purchase payments.................... 29,287.805 10,732.299 33,337.090
Surrenders........................... (49,857.945) (8,661.175) (45,933.686)
Transfers to annuity................. 0.000 0.000 0.000
Transfers between funds.............. (4,977.152) (1,582.397) (189,448.798)
--------------- --------------- ---------------
Outstanding at end of period......... 648,212.914 41,609.618 478,545.500
=============== =============== ===============
</TABLE>
<TABLE>
OTHER CONTRACTS
<CAPTION>
Van Kampen
Van Kampen High Income Van Kampen
Van Kampen Corporate Van Kampen Corporate LIT Money
ACCUMULATION PERIOD Comstock Fund Bond Fund Reserve Fund Bond Fund Market Fund
<S> <C> <C> <C> <C> <C>
Non-Qualified Contracts:
Outstanding at beginning of period... 371,579.671 169,794.267 411,195.680 3,265,868.129 827,101.817
Purchase payments.................... 0.000 0.000 0.000 0.000 0.000
Surrenders........................... (11,922.632) (32,929.866) (53,584.102) (287,888.359) (53,606.690)
Transfers to annuity................. (1,422.004) 0.000 0.000 0.000 0.000
Transfers between funds.............. (2,771.286) 503.426 (28,908.394) 15,499.924 (71,071.960)
--------------- --------------- --------------- --------------- ---------------
Outstanding at end of period......... 355,463.749 137,367.827 328,703.184 299,3479.694 702,423.167
=============== =============== =============== =============== ===============
Qualified Contracts:
Outstanding at beginning of period... 164,204.905 0.000 78,075.084 73,443.858 30,159.958
Purchase payments.................... 536.521 0.000 199.421 1,358.750 0.000
Surrenders........................... (13,592.794) 0.000 (30,158.692) 0.000 (7,733.785)
Transfers to annuity................. 0.000 0.000 0.000 0.000 0.000
Transfers between funds.............. 0.000 0.000 0.000 0.000 0.000
--------------- --------------- --------------- --------------- ---------------
Outstanding at end of period......... 151,148.632 0.000 48,115.813 74,802.608 22,426.173
=============== =============== =============== =============== ===============
</TABLE>
<TABLE>
<CAPTION>
Van Kampen
Van Kampen Van Kampen LIT Domestic Van Kampen
LIT Money LIT Domestic Strategic Van Kampen LIT Common
Market Fund Strategic Income Fund LIT Common Stock Fund
(Deferred Load) Income Fund (Deferred Load) Stock Fund (Deferred Load)
<S> <C> <C> <C> <C> <C>
Non-Qualified Contracts:
Outstanding at beginning of period... 1,223,781.737 575,240.379 1,069,872.228 291,228.921 1,786,702.024
Purchase payments.................... 586.468 0.000 0.000 0.000 0.000
Surrenders........................... (197,634.925) (18,257.613) (94,843.512) (20,092.499) (303,559.749)
Transfers to annuity................. 0.000 0.000 (11,088.000) 0.000 (8,357.577)
Transfers between funds.............. (177,782.776) 27700.701 (12,558.495) 17,174.197 121,298.758
--------------- --------------- --------------- --------------- ---------------
Outstanding at end of period......... 848,950.504 584,683.467 951,382.221 288,310.619 1,596,083.456
=============== =============== =============== =============== ===============
Qualified Contracts:
Outstanding at beginning of period... 426,837.882 58,279.672 271,027.407 4,202.245 818,076.293
Purchase payments.................... 14,302.609 0.000 388.105 0.000 12,584.870
Surrenders........................... (47,564.306) (17,162.626) (40,747.940) 0.000 (70,354.102)
Transfers to annuity................. 0.000 0.000 0.000 0.000 0.000
Transfers between funds.............. (22,209.354) 0.000 7,992.516 0.000 6,308.737
--------------- --------------- --------------- --------------- ---------------
Outstanding at end of period......... 371,366.831 41,117.046 238,660.088 4,202.245 766,615.798
=============== =============== =============== =============== ===============
</TABLE>
17
<PAGE>
Note E - Summary of Changes in Units - Continued
Changes in Units for the Year Ended December 31, 1995
<TABLE>
<CAPTION>
SIERRA ADVANTAGE Short
Term
Global Corporate
Government Growth Income
Fund Fund Fund
ANNUITY PERIOD
<S> <C> <C> <C>
Outstanding at beginning of period... 0.000 0.000 0.000
Transfers from accumulation.......... 23,165.130 5,463.976 26,597.560
Annuity payments..................... (5,363.864) (1,265.214) (6,158.617)
--------------- --------------- ---------------
Outstanding at end of period......... 17,801.266 4,198.762 20,438.943
=============== =============== ===============
</TABLE>
<TABLE>
OTHER CONTRACTS
<CAPTION>
Van Kampen
Van Kampen High Income Van Kampen
Van Kampen Corporate Van Kampen Corporate LIT Money
ANNUITY PERIOD Comstock Fund Bond Fund Reserve Fund Bond Fund Market Fund
<S> <C> <C> <C> <C> <C>
Non-Qualified Contracts:
Outstanding at beginning of period... 27,397.375 0.000 71,670.134 103,542.880 23,060.131
Transfers from accumulation.......... 1,422.004 0.000 0.000 0.000 0.000
Annuity payments..................... (2,786.345) 0.000 (12,467.155) (15,445.732) (4,208.289)
Transfers between funds.............. (1,230.549) 0.000 0.000 0.000 0.000
--------------- --------------- --------------- --------------- ---------------
Outstanding at end of period......... 24,802.485 0.000 59,202.979 88,097.148 18,851.842
=============== =============== =============== =============== ===============
Qualified Contracts:
Outstanding at beginning of period... 0.000 0.000 0.000 5,688.339 0.000
Transfers from accumulation.......... 0.000 0.000 0.000 0.000 0.000
Annuity payments..................... 0.000 0.000 0.000 (787.991) 0.000
Transfers between funds.............. 0.000 0.000 0.000 0.000 0.000
--------------- --------------- --------------- --------------- ---------------
Outstanding at end of period......... 0.000 0.000 0.000 4,900.348 0.000
=============== =============== =============== =============== ===============
</TABLE>
<TABLE>
<CAPTION>
Van Kampen
Van Kampen Van Kampen LIT Domestic Van Kampen
LIT Money LIT Domestic Strategic Van Kampen LIT Common
Market Fund Strategic Income Fund LIT Common Stock Fund
(Deferred Load) Income Fund (Deferred Load) Stock Fund (Deferred Load)
<S> <C> <C> <C> <C> <C>
Non-Qualified Contracts:
Outstanding at beginning of period... 594,477.542 14,952.887 116,752.801 2,820.817 156,484.254
Transfers from accumulation.......... 0.000 0.000 11,088.000 0.000 8,357.577
Annuity payments..................... (154,892.897) (5,700.288) (34,337.425) (636.058) (40,684.171)
Transfers between funds.............. 0.000 0.000 0.000 0.000 0.000
--------------- --------------- --------------- --------------- ---------------
Outstanding at end of period......... 439,584.645 9,252.599 93,503.376 2,184.759 124,157.660
=============== =============== =============== =============== ===============
Qualified Contracts:
Outstanding at beginning of period... 11,363.088 89.380 22,429.259 0.000 7,273.025
Transfers from accumulation.......... 0.000 0.000 0.000 0.000 0.000
Annuity payments..................... (6,546.927) 0.000 (5,119.590) 0.000 (3,174.485)
Transfers between funds.............. 0.000 0.000 0.000 0.000 0.000
--------------- --------------- --------------- --------------- ---------------
Outstanding at end of period......... 4,816.161 89.380 17,309.669 0.000 4,098.540
=============== =============== =============== =============== ===============
</TABLE>
18
<PAGE>
Note E - Summary of Changes in Units - Continued
Changes in Units for the Year Ended December 31, 1994
<TABLE>
<CAPTION>
SIERRA ADVANTAGE Short Term
Global U. S.
International Government Global Government
ACCUMULATION PERIOD Growth Fund Fund Growth Fund Money Fund Fund
<S> <C> <C> <C> <C> <C>
Outstanding at beginning of period... 9,502,246.682 19,320,639.816 20,576,053.109 1,479,140.661 24,761,033.965
Purchase payments.................... 30,488,798.822 16,302,480.036 37,607,137.094 4,545,287.776 28,567,151.722
Surrenders........................... (901,652.705) (1,043,267.503) (1,549,373.517) (491,141.154) (1,505,658.408)
Transfers to annuity................. 0.000 0.000 0.000 0.000 0.000
Transfers between funds.............. 2,322,412.017 (3,475,734.398) (665,118.190) 457,480.839 (6,303,306.461)
--------------- --------------- --------------- --------------- ---------------
Outstanding at end of period......... 41,411,804.816 31,104,117.951 55,968,698.496 5,990,768.122 45,519,220.818
=============== =============== =============== =============== ===============
</TABLE>
<TABLE>
<CAPTION>
Short Term
High
Growth and Corporate Quality Emerging
Income Fund Income Fund Bond Fund Growth Fund
<S> <C> <C> <C> <C>
Outstanding at beginning of period... 0.000 27,478,746.085 0.000 0.000
Purchase payments.................... 20,284,289.617 40,062,344.908 12,264,554.507 16,997,627.089
Surrenders........................... (357,973.182) (2,056,737.876) (216,083.075) (317,716.395)
Transfers to annuity................. 0.000 0.000 0.000 0.000
Transfers between funds.............. 5,785,204.296 (7,708,157.610) 4,005,889.889 2,481,805.121
--------------- --------------- --------------- ---------------
Outstanding at end of period......... 25,711,520.731 57,776,195.507 16,054,361.321 19,161,715.815
=============== =============== =============== ===============
</TABLE>
<TABLE>
<CAPTION>
Van Kampen Van Kampen
LIT LIT Domestic Van Kampen Van Kampen
Money Strategic Van Kampen LIT LIT
Market Income LIT Common Government Multiple
ACCUMULATION PERIOD Fund Fund Stock Fund Fund Strategy
<S> <C> <C> <C> <C> <C>
Non-Qualified Contracts:
Outstanding at beginning of period... 470,416.365 514,099.213 1,585,990.094 562,146.987 1,235,477.125
Purchase payments.................... 95,956.177 243,505.408 601,165.155 145,633.331 465,519.757
Surrenders........................... (53,016.211) (6,302.835) (9,704.707) (15,779.419) (41,420.840)
Transfers to annuity................. 0.000 0.000 0.000 0.000 0.000
Transfers between funds.............. (340,583.813) 1,330.229 (47,977.474) 53,152.913 (5,916.740)
--------------- --------------- --------------- --------------- ---------------
Outstanding at end of period 172,772.518 752,632.015 2,129,473.068 745,153.812 1,653,659.302
=============== =============== =============== =============== ===============
</TABLE>
<TABLE>
<CAPTION>
Fidelity VIP Neuberger & Neuberger &
Asset Fidelity VIP Fidelity VIP Berman AMT Berman AMT
Manager Overseas Index 500 Balanced Partners
Portfolio Portfolio Portfolio Portfolio Portfolio
<S> <C> <C> <C> <C> <C>
Outstanding at beginning of period... 0.000 0.000 0.000 0.000 0.000
Purchase payments.................... 244,179.110 53,306.655 31,235.853 69,990.072 139,667.643
Surrenders........................... (2,994.287) (1.934) 0.000 (2.822) 0.000
Transfers to annuity................. 0.000 0.000 0.000 0.000 0.000
Transfers between funds.............. 84,654.738 40,288.713 19,238.481 20,949.699 128,878.741
--------------- --------------- --------------- --------------- ---------------
Outstanding at end of period......... 325,839.561 93,593.434 50,474.334 90,936.949 268,546.384
=============== =============== =============== =============== ===============
</TABLE>
19
<PAGE>
Note E - Summary of Changes in Units - Continued
Changes in Units for the Year Ended December 31, 1994 - Continued
<TABLE>
<CAPTION>
VAriety Plus - Continued
AGSPC Stock
AGSPC Social AGSPC
Stock Awareness International
ACCUMULATION PERIOD Index Fund Fund Equities Fund
<S> <C> <C> <C>
Non-Qualified Contracts:
Outstanding at beginning of period... 515,549.476 28,357.707 402,977.973
Purchase payments.................... 193,079.043 21,480.143 278,710.049
Surrenders........................... (3,0373.387) (16,487.492) (28,312.083)
Transfers to annuity................. 0.000 0.000 0.000
Transfers between funds.............. (4,494.926) 7,770.533 27,214.955
--------------- --------------- ---------------
Outstanding at end of period......... 673,760.206 41,120.891 680,590.894
=============== =============== ===============
</TABLE>
<TABLE>
OTHER CONTRACTS
<CAPTION>
Van Kampen
Van Kampen High Income Van Kampen
Van Kampen Corporate Van Kampen Corporate LIT Money
ACCUMULATION PERIOD Comstock Fund Bond Fund Reserve Fund Bond Fund Market Fund
<S> <C> <C> <C> <C> <C>
Non-Qualified Contracts:
Outstanding at beginning of period... 365,095.021 226,722.085 536,073.195 3,691,686.193 906,934.270
Purchase payments.................... 0.000 0.000 0.000 0.000 0.000
Surrenders........................... (33,689.933) (31,013.499) (98,822.017) (305,617.624) (276,250.648)
Transfers to annuity................. (6,132.477) 0.000 0.000 0.000 0.000
Transfers between funds.............. 46,307.060 (25,914.319) (26,055.498) (120,200.440) 196,418.195
--------------- --------------- --------------- --------------- ---------------
Outstanding at end of period......... 371,579.671 169,794.267 411,195.680 3,265,868.129 827,101.817
=============== =============== =============== =============== ===============
Qualified Contracts:
Outstanding at beginning of period... 200,055.262 0.000 80,922.264 71,668.595 30,159.958
Purchase payments.................... 549.904 0.000 437.330 954.472 0.000
Surrenders........................... (36,168.880) 0.000 (2,138.454) 0.000 0.000
Transfers to annuity................. 0.000 0.000 0.000 0.000 0.000
Transfers between funds.............. (231.381) 0.000 (1,146.056) 820.791 0.000
--------------- --------------- --------------- --------------- ---------------
Outstanding at end of period......... 164,204.905 0.000 78,075.084 73,443.858 30,159.958
=============== =============== =============== =============== ===============
</TABLE>
<TABLE>
<CAPTION>
Van Kampen
Van Kampen Van Kampen LIT Domestic Van Kampen
LIT Money LIT Domestic Strategic Van Kampen LIT Common
Market Fund Strategic Income Fund LIT Common Stock Fund
(Deferred Load) Income Fund (Deferred Load) Stock Fund (Deferred Load)
<S> <C> <C> <C> <C> <C>
Non-Qualified Contracts:
Outstanding at beginning of period... 1,664,269.126 764,147.026 1,337,610.914 409,558.477 2,038,605.732
Purchase payments.................... 0.000 0.000 0.000 83.257 0.000
Surrenders........................... (449,670.189) (90,138.390) (279,842.492) (118,412.813) (216,864.376)
Transfers to annuity................. (3,821.260) 0.000 (7,531.261) 0.000 (15,133.587)
Transfers between funds.............. 13,004.060 (98,768.257) 19,635.067 0.000 (19,905.745)
--------------- --------------- --------------- --------------- ---------------
Outstanding at end of period......... 1,223,781.737 575,240.379 1,069,872.228 291,228.921 1,786,702.024
=============== =============== =============== =============== ===============
Qualified Contracts:
Outstanding at beginning of period... 479,512.428 58,279.672 350,133.062 4,202.245 917,581.645
Purchase payments.................... 11,786.955 0.000 394.276 0.000 14,118.689
Surrenders........................... (43,484.664) 0.000 (79,540.515) 0.000 (126,859.194)
Transfers to annuity................. 0.000 0.000 0.000 0.000 0.000
Transfers between funds.............. (20,976.837) 0.000 40.584 0.000 13,235.153
--------------- --------------- --------------- --------------- ---------------
Outstanding at end of period......... 426,837.882 58,279.672 271,027.407 4,202.245 818,076.293
=============== =============== =============== =============== ===============
</TABLE>
20
<PAGE>
Note E - Summary of Changes in Units - Continued
Changes in Units for the Year Ended December 31, 1994
<TABLE>
OTHER CONTRACTS
<CAPTION>
Van Kampen
Van Kampen High Income Van Kampen
Van Kampen Corporate Van Kampen Corporate LIT Money
ANNUITY PERIOD Comstock Fund Bond Fund Reserve Fund Bond Fund Market Fund
<S> <C> <C> <C> <C> <C>
Non-Qualified Contracts:
Outstanding at beginning of period... 24,882.973 0.000 84,510.759 135,437.248 26,186.518
Annuity payments..................... (3,618.075) 0.000 (12,840.625) (31,894.368) (3,126.387)
Transfers from accumulation.......... 6,132.477 0.000 0.000 0.000 0.000
Transfers between funds.............. 0.000 0.000 0.000 0.000 0.000
--------------- --------------- --------------- --------------- ---------------
Outstanding at end of period......... 27,397.375 0.000 71,670.134 103,542.880 23,060.131
=============== =============== =============== =============== ===============
Qualified Contracts:
Outstanding at beginning of period 0.000 0.000 0.000 6,517.949 0.000
Annuity payments 0.000 0.000 0.000 (829.610) 0.000
Transfers from accumulation 0.000 0.000 0.000 0.000 0.000
Transfers between funds 0.000 0.000 0.000 0.000 0.000
--------------- --------------- --------------- --------------- ---------------
Outstanding at end of period 0.000 0.000 0.000 5688.339 0.000
=============== =============== =============== =============== ===============
</TABLE>
<TABLE>
<CAPTION>
Van Kampen
Van Kampen Van Kampen LIT Domestic Van Kampen
LIT Money LIT Domestic Strategic Van Kampen LIT Common
Market Fund Strategic Income Fund LIT Common Stock Fund
(Deferred Load) Income Fund (Deferred Load) Stock Fund (Deferred Load)
<S> <C> <C> <C> <C> <C>
Non-Qualified Contracts:
Outstanding at beginning of period... 759,226.707 20,824.113 215,354.665 3,545.037 136,132.883
Annuity payments..................... (168,570.425) (5,871.226) (58,040.628) (724.220) (32,003.242)
Transfers from accumulation.......... 3,821.260 0.000 7,531.261 0.000 15,133.587
Transfers between funds.............. 0.000 0.000 (48092.497) 0.000 37,221.026
--------------- --------------- --------------- --------------- ---------------
Outstanding at end of period......... 594,477.542 14,952.887 116,752.801 2,820.817 156,484.254
=============== =============== =============== =============== ===============
Qualified Contracts:
Outstanding at beginning of period... 18,146.507 136.068 27,923.470 0.000 10,542.691
Annuity payments..................... (6,783.419) (46.688) (5,494.211) 0.000 (3,269.666)
Transfers from accumulation.......... 0.000 0.000 0.000 0.000 0.000
Transfers between funds.............. 0.000 0.000 0.000 0.000 0.000
--------------- --------------- --------------- --------------- ---------------
Outstanding at end of period......... 11,363.088 89.380 22,429.259 0.000 7,273.025
=============== =============== =============== =============== ===============
</TABLE>
21
<PAGE>
Note F - Assets Represented By:
<TABLE>
<CAPTION>
December 31,1995
ACCUMULATION PERIOD:
Units Unit Value Amount
<S> <C> <C> <C>
SIERRA ADVANTAGE:
International Growth Fund...................... 38,882,135.444 $ 1.180567 $ 45,902,966
Short Term Global Government Fund.............. 23,376,496.403 1.019136 23,823,829
Growth Fund.................................... 65,732,670.354 1.516694 99,696,347
Global Money Fund.............................. 19,070,427.181 1.068122 20,369,543
US. Government Fund............................ 47,440,751.595 1.102324 52,295,079
Growth and Income Fund......................... 36,675,025.766 1.263773 46,348,907
Corporate Income Fund.......................... 52,014,100.048 1.166536 60,676,320
Short Term High Quality Bond Fund.............. 11,822,728.277 1.044070 12,343,756
Emerging Growth Fund........................... 34,379,287.120 1.339251 46,042,495
-------------
407,499,242
-------------
VAriety Plus:
Van Kampen LIT Money Market Fund............... 31,023.098 1.477475 45,836
Van Kampen LIT Domestic Strategic Income Fund.. 643,469.587 1.661247 1,068,962
Van Kampen LIT Common Stock Fund............... 2,193,267.495 2.141736 4,697,400
Van Kampen LIT Government Fund................. 648,110.420 1.720968 1,115,377
Van Kampen LIT Multiple Strategy Fund.......... 1,387,133.759 2.047678 2,840,403
Fidelity VIP Asset Manager Portfolio........... 368,506.813 1.831737 675,008
Fidelity VIP Overseas Portfolio................ 150,156.224 1.635732 245,615
Fidelity VIP Index 500 Portfolio............... 255,919.568 1.533115 392,354
Neuberger and Berman AMT Balanced Portfolio.... 126,436.941 1.616129 204,338
Neuberger and Berman AMT Partners Portfolio.... 573,999.606 1.297141 744,558
AGSPC Stock Index Fund......................... 648,212.914 2.233330 1,447,673
AGSPC Social Awareness Fund.................... 41,609.618 1.777926 73,979
AGSPC International Equities Fund.............. 478,545.500 1.114674 533,422
-------------
14,084,925
-------------
OTHER CONTRACTS:
Non Qualified:
Van Kampen Comstock Fund....................... 355,463.749 10.114739 3,595,423
Van Kampen Corporate Bond Fund................. 137,367.827 4.360496 598,992
Van Kampen Reserve Fund........................ 328,703.184 3.325272 1,093,027
Van Kampen High Income Corporate Bond Fund..... 2,993,479.694 4.077748 12,206,656
Van Kampen LIT Money Market Fund............... 702,423.167 2.263550 1,589,970
Van Kampen LIT Money Market Fund (deferred load) 848,950.504 2.118700 1,798,671
Van Kampen LIT Domestic Strategic Income Fund.. 584,683.467 3.185024 1,862,231
Van Kampen LIT Domestic Strategic Income Fund
(deferred load).............................. 951,382.221 2.920774 2,778,772
Van Kampen LIT Common Stock Fund............... 288,310.619 4.395486 1,267,265
Van Kampen LIT Common Stock Fund (deferred load) 1,596,083.456 4.123383 6,581,263
Qualified:
Van Kampen Comstock Fund....................... 151,148.632 12.826825 1,938,757
Van Kampen Reserve Fund........................ 48,115.813 3.326430 160,054
Van Kampen High Income Corporate Bond Fund..... 74,802.608 4.102343 306,866
Van Kampen LIT Money Market Fund............... 22,426.173 2.263550 50,763
Van Kampen LIT Money Market Fund (deferred load) 371,366.831 2.118700 786,815
Van Kampen LIT Domestic Strategic Income Fund.. 41,117.046 3.393373 139,525
Van Kampen LIT Domestic Strategic Income Fund
(deferred load).............................. 238,660.088 3.085083 736,286
Van Kampen LIT Common Stock Fund............... 4,202.245 4.058526 17,055
Van Kampen LIT Common Stock Fund (deferred load) 766,615.798 4.097147 3,140,938
-------------
40,649,329
-------------
Total Accumulation Period....................................................... 462,233,496
-------------
</TABLE>
22
<PAGE>
Note F - Assets Represented By: - Continued
<TABLE>
<CAPTION>
December 31,1995
ANNUITY PERIOD:
Units Unit Value Amount
<S> <C> <C> <C>
SIERRA ADVANTAGE:
Short Term Global Government Fund.............. 17,801.266 $ 1.019136 $ 18,142
Growth Fund.................................... 4,198.762 1.516694 6,368
Corporate Income Fund.......................... 20,438.943 1.166536 23,843
-------------
48,353
-------------
OTHER CONTRACTS:
Non Qualified:
Van Kampen Comstock Fund....................... 24,802.485 10.114739 250,871
Van Kampen Corporate Bond Fund................. 0.000 4.360496 0
Van Kampen Reserve Fund........................ 59,202.979 3.325272 196,866
Van Kampen High Income Corporate Bond Fund..... 88,097.148 4.077748 359,238
Van Kampen LIT Money Market Fund............... 18,851.842 2.263550 42,672
Van Kampen LIT Money Market Fund (deferred load) 439,584.645 2.118700 931,348
Van Kampen LIT Domestic Strategic Income Fund.. 9,252.599 3.185024 29,470
Van Kampen LIT Domestic Strategic Income Fund
(deferred load).............................. 93,503.376 2.920774 273,102
Van Kampen LIT Common Stock Fund............... 2,184.759 4.395486 9,603
Van Kampen LIT Common Stock Fund (deferred load) 124,157.660 4.123383 511,950
Qualified:
Van Kampen Comstock Fund....................... 0.000 12.826825 0
Van Kampen Corporate Bond Fund................. 0.000 4.379575 0
Van Kampen Reserve Fund........................ 0.000 3.326430 0
Van Kampen High Income Corporate Bond Fund..... 4,900.348 4.102343 20,103
Van Kampen LIT Money Market Fund............... 0.000 2.263550 0
Van Kampen LIT Money Market Fund (deferred load) 4,816.161 2.118700 10,204
Van Kampen LIT Domestic Strategic Income Fund.. 89.380 3.393373 303
Van Kampen LIT Domestic Strategic Income Fund
(deferred load).............................. 17,309.669 3.085083 53,402
Van Kampen LIT Common Stock Fund............... 0.000 4.058526 0
Van Kampen LIT Common Stock Fund (deferred load) 4,098.540 4.097147 16,792
-------------
2,705,924
-------------
Total Annuity Period............................................................ 2,754,277
-------------
Total Contract Owner Reserves................................................... $464,987,773
=============
</TABLE>
23
<PAGE>
Note F - Assets Represented By: - Continued
<TABLE>
<CAPTION>
December 31,1994
ACCUMULATION PERIOD:
Units Unit Value Amount
<S> <C> <C> <C>
SIERRA ADVANTAGE:
International Growth Fund...................... 41,411,804.816 $ 1.124150 $ 46,553,080
Short Term Global Government Fund.............. 31,104,117.951 0.957146 29,771,182
Growth Fund.................................... 55,968,698.496 1.121034 62,742,814
Global Money Fund.............................. 5,990,768.122 1.028063 6,15,8887
US. Government Fund............................ 45,519,220.818 0.957302 43,575,641
Growth and Income Fund......................... 25,711,520.731 0.968879 24,911,352
Corporate Income Fund.......................... 57,776,195.507 0.946638 54,693,142
Short Term High Quality Bond Fund.............. 16,054,361.321 0.969705 15,567,994
Emerging Growth Fund........................... 19,161,715.815 1.037868 19,887,332
-------------
303,861,424
-------------
VAriety Plus:
Van Kampen LIT Money Market Fund.............. 172,772.518 1.422570 245,781
Van Kampen LIT Domestic Strategic Income Fund. 752,632.015 1.390051 1,046,197
Van Kampen LIT Common Stock Fund.............. 2,129,473.068 1.587803 3,381,184
Van Kampen LIT Government Fund................ 745,153.812 1.491029 1,111,046
Van Kampen LIT Multiple Strategy Fund......... 1,653,659.302 1.583079 2,617,873
Fidelity VIP Asset Manager Portfolio.......... 325,839.561 1.590509 518,251
Fidelity VIP Overseas Portfolio............... 93,593.434 1.514590 141,756
Fidelity VIP Index 500 Portfolio.............. 50,474.334 1.134860 57,281
Neuberger and Berman AMT Balanced Portfolio... 90,936.949 1.326154 120,596
Neuberger and Berman AMT Partners Portfolio... 268,546.384 0.965260 259,217
AGSPC Stock Index Fund........................ 673,760.206 1.651802 1,112,918
AGSPC Social Awareness Fund................... 41,120.891 1.299353 53,431
AGSPC International Equities Fund............. 680,590.894 1.021863 695,471
-------------
11,361,002
-------------
OTHER CONTRACTS:
Non Qualified:
Van Kampen Comstock Fund...................... 371,579.671 7.486244 2,781,736
Van Kampen Corporate Bond Fund................ 169,794.267 3.623990 615,333
Van Kampen Reserve Fund....................... 411,195.680 3.191319 1,312,257
Van Kampen High Income Corporate Bond Fund.... 3,265,868.129 3.499106 11,427,619
Van Kampen LIT Money Market Fund.............. 827,101.817 2.162877 1,788,919
Van Kampen LIT Money Market Fund (deferred load) 1,223,781.737 2.034116 2,489,314
Van Kampen LIT Domestic Strategic Income Fund. 575,240.379 2.644527 1,521,239
Van Kampen LIT Domestic Strategic Income Fund
(deferred load).............................. 1,069,872.228 2.436668 2,606,923
Van Kampen LIT Common Stock Fund............... 291,228.921 3.233513 941,693
Van Kampen LIT Common Stock Fund (deferred load) 1,786,702.024 3.047783 5,445,480
Qualified:
Van Kampen Comstock Fund...................... 164,204.905 9.493541 1,558,886
Van Kampen Reserve Fund....................... 78,075.084 3.192430 249,249
Van Kampen High Income Corporate Bond Fund.... 73,443.858 3.520222 258,539
Van Kampen LIT Money Market Fund.............. 30,159.958 2.162877 65,232
Van Kampen LIT Money Market Fund (deferred load) 426,837.882 2.034116 868,238
Van Kampen LIT Domestic Strategic Income Fund. 58,279.672 2.817521 164,204
Van Kampen LIT Domestic Strategic Income Fund
(deferred load)............................. 271,027.407 2.573757 697,559
Van Kampen LIT Common Stock Fund.............. 4,202.245 2.985622 12,546
Van Kampen LIT Common Stock Fund (deferred load) 818,076.293 3.028400 2,477,462
-------------
37,282,428
-------------
Total Accumulation Period....................................................... 352,504,854
-------------
</TABLE>
24
<PAGE>
Note F - Assets Represented By: - Continued
<TABLE>
<CAPTION>
December 31,1994
ANNUITY PERIOD:
Units Unit Value Amount
<S> <C> <C> <C>
OTHER CONTRACTS:
Non Qualified:
Van Kampen Comstock Fund 27,397.375 $ 7.486244 205,103
Van Kampen Corporate Bond Fund 0.000 3.623990 0
Van Kampen Reserve Fund 71,670.134 3.191319 228,722
Van Kampen High Income Corporate Bond Fund 103,542.880 3.499106 362,308
Van Kampen LIT Money Market Fund 23,060.131 2.162877 49,876
Van Kampen LIT Money Market Fund (deferred load) 594,477.542 2.034116 1,209,236
Van Kampen LIT Domestic Strategic Income Fund 14,952.887 2.644527 39,543
Van Kampen LIT Domestic Strategic Income Fund
(deferred load) 116,752.801 2.436668 284,488
Van Kampen LIT Common Stock Fund 2,820.817 3.233513 9,121
Van Kampen LIT Common Stock Fund (deferred load) 156,464.254 3.047783 476,869
Qualified:
Van Kampen Comstock Fund 0.000 9.493541 0
Van Kampen Corporate Bond Fund 0.000 3.639851 0
Van Kampen Reserve Fund 0.000 3.192430 0
Van Kampen High Income Corporate Bond Fund 5,688.339 3.520222 20,024
Van Kampen LIT Money Market Fund 0.000 2.162877 0
Van Kampen LIT Money Market Fund (deferred load) 11,363.088 2.034116 23,114
Van Kampen LIT Domestic Strategic Income Fund 89.380 2.817521 252
Van Kampen LIT Domestic Strategic Income Fund
(deferred load) 22,429.059 2.573757 57,727
Van Kampen LIT Common Stock Fund 0.000 2.985622 0
Van Kampen LIT Common Stock Fund (deferred load) 7,273.025 3.028400 22,026
-------------
Total Annuity Period 2,988,409
-------------
Total Contract Owner Reserves $355,493,263
=============
</TABLE>
25
<PAGE>
[GRAPHIC OMITTED]
ERNST & YOUNG LLP One Houston Center Phone: 713-750-1500
Suite 2400 Fax: 713-750-1501
1221 McKinney Street
Houston, Texas 77010-2007
Report of Independent Auditors
Board of Directors
American General Life Insurance Company
We have audited the accompanying consolidated balance sheets of American
General Life Insurance Company (a wholly owned subsidiary of American General
Corporation) and subsidiaries as of December 31, 1995 and 1994, and the
related consolidated statements of income, shareholders' equity, and cash
flows for each of the three years in the period ended December 31, 1995. These
financial statements are the responsibility of the Company's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the consolidated financial position of American General
Life Insurance Company and subsidiaries at December 31, 1995 and 1994, and the
consolidated results of their operations and their cash flows for each of the
three years in the period ended December 31, 1995, in conformity with
generally accepted accounting principles.
As discussed in Note 1.2 to the financial statements, in 1993 the Company
changed certain of its accounting methods as a result of adopting new,
required accounting standards.
/s/Ernst & Young LLP
February 12, 1996
26
<PAGE>
American General Life Insurance Company
Consolidated Balance Sheets
<TABLE>
<CAPTION>
December 31
1995 1994
---------------------------
(In Thousands)
<S> <C> <C>
ASSETS
Investments:
Fixed maturity securities - at fair value
(amortized cost - $23,349,517 in 1995 and
$21,125,289 in 1994) $ 24,769,751 $ 20,010,569
Equity securities - at fair value (cost -
$72,443 in 1995 and $101,663 in 1994) 92,318 106,455
Mortgage loans on real estate 1,790,110 1,895,561
Investment real estate 141,927 138,768
Policy loans 918,465 822,047
Other long-term investments 23,819 14,852
Short-term investments 65,262 186,945
------------- -------------
Total investments 27,801,652 23,175,197
Cash 43,944 12,862
Investment in parent company (cost - $8,597,000 in
1995 and 1994) 24,399 19,764
Indebtedness from affiliates 90,664 98,276
Accrued investment income 392,832 345,275
Accounts and notes receivable 174,303 155,649
Deferred policy acquisition costs 605,501 1,479,115
Property and equipment 38,275 36,952
Other assets 124,919 102,565
Assets held in separate accounts 5,051,112 2,900,366
------------- -------------
Total assets $ 34,347,601 $ 28,326,021
============= =============
</TABLE>
27
<PAGE>
<TABLE>
<CAPTION>
December 31
1995 1994
---------------------------
(In Thousands)
<S> <C> <C>
LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities:
Insurance and annuity liabilities $ 25,276,305 $ 23,198,143
Other policy claims and benefits payable 43,175 42,448
Other policyholders' funds 445,801 382,627
Federal income taxes 560,538 235,031
Indebtedness to affiliates 3,120 3,136
Other liabilities 284,328 189,703
Liabilities related to separate accounts 5,051,112 2,900,366
------------- -------------
Total liabilities 31,664,379 26,951,454
Shareholders' equity:
Common stock, $10 par value, 600,000 shares
authorized, issued, and outstanding 6,000 6,000
Preferred stock, $100 par value, 8,500 shares
authorized, issued and outstanding 850 -
Additional paid-in capital 858,075 850,358
Net unrealized investment gains (losses) 493,594 (730,900)
Retained earnings 1,324,703 1,249,109
------------- -------------
Total shareholders' equity 2,683,222 1,374,567
Total liabilities and shareholders' equity $ 34,347,601 $ 28,326,021
============= =============
</TABLE>
See accompanying notes.
28
<PAGE>
American General Life Insurance Company
Consolidated Statements of Income
<TABLE>
<CAPTION>
Year ended December 31
1995 1994 1993
---------------------------------------------
(In Thousands)
<S> <C> <C> <C>
Revenues:
Premiums and other considerations $ 342,420 $ 324,521 $ 325,296
Net investment income 2,011,088 1,874,323 1,816,948
Realized investment gains (losses) (1,942) (61,268) 53,804
Other 27,172 30,841 31,207
------------ ------------ ------------
Total revenues 2,378,738 2,168,417 2,227,255
Benefits and expenses:
Benefits 1,641,206 1,514,544 1,529,084
Operating costs and expenses 309,110 297,498 280,011
Goodwill write-down - - 293,127
Interest expense, net 2,180 1,254 997
------------ ------------ ------------
Total benefits and expenses 1,952,496 1,813,296 2,103,219
------------ ------------ ------------
Income before income taxes and cumulative effect
of accounting changes 426,242 355,121 124,036
Income tax expense 143,947 128,188 154,380
------------ ------------ ------------
Income (loss) before cumulative effect of
accounting changes 282,295 226,933 (30,344)
Cumulative effect of accounting changes, net - - (24,463)
------------ ------------ ------------
Net income (loss) $ 282,295 $ 226,933 $ (54,807)
============ ============ ============
</TABLE>
See accompanying notes.
29
<PAGE>
American General Life Insurance Company
Consolidated Statements of Shareholders' Equity
<TABLE>
<CAPTION>
Year ended December 31
1995 1994 1993
---------------------------------------------
(In Thousands)
<S> <C> <C> <C>
Common stock:
Balance at beginning of year $ 6,000 $ 6,000 $ 6,000
Change during year - - -
------------ ------------ ------------
Balance at end of year 6,000 6,000 6,000
Preferred stock:
Balance at beginning of year - - -
Change during year 850 - -
------------ ------------ ------------
Balance at end of year 850 - -
Additional paid-in capital:
Balance at beginning of year 850,358 850,236 809,658
Change during year 7,717 122 40,578
------------ ------------ ------------
Balance at end of year 858,075 850,358 850,236
Net unrealized investment gains (losses):
Balance at beginning of year (730,900) 427,471 29,160
Change during year 1,224,494 (1,158,371) (12,972)
Effect of accounting change - - 411,283
------------ ------------ ------------
Balance at end of year 493,594 (730,900) 427,471
Retained earnings:
Balance at beginning of year 1,249,109 1,261,676 1,320,199
Net income (loss) 282,295 226,933 (54,807)
Dividends paid (206,701) (239,500) (3,716)
------------ ------------ ------------
Balance at end of year 1,324,703 1,249,109 1,261,676
------------ ------------ ------------
Total shareholders' equity $ 2,683,222 $ 1,374,567 $ 2,545,383
============ ============ ============
</TABLE>
See accompanying notes.
30
<PAGE>
American General Life Insurance Company
Consolidated Statements of Cash Flows
<TABLE>
<CAPTION>
Year ended December 31
1995 1994 1993
---------------------------------------------
(In Thousands)
<S> <C> <C> <C>
OPERATING ACTIVITIES
Net income (loss) $ 282,295 $ 226,933 $ (54,807)
Adjustments to reconcile net income (loss) to net
cash provided by operating activities:
Change in accounts and note receivable (18,654) (8,942) (59,368)
Change in insurance and annuity liabilities (70,383) 120,756 749,222
Amortization of policy acquisition costs 68,295 56,662 67,424
Policy acquisition costs deferred (203,607) (194,974) (198,210)
Change in other policyholders' funds 63,174 38,379 11,561
Provision for deferred income taxes (9,773) 24,043 (20,144)
Goodwill write-down - - 293,127
Depreciation and amortization (17,706) (41,268) (41,253)
Change in indebtedness to/from affiliates 7,596 (113,620) 7,514
Change in amounts payable to brokers 30,964 23,806 (51,801)
(Gain) loss on sale of investment 1,942 61,268 (53,804)
Other, net 46,863 (61,093) 40,641
------------ ------------ ------------
Net cash provided by operating activities 181,006 131,950 690,102
INVESTING ACTIVITIES
Purchases of investments and loans made (14,573,323) (15,723,196) (14,901,818)
Sales or maturities of investments and receipts
from repayment of loans 12,528,185 13,939,720 12,172,430
Sales and purchases of property and equipment, net (12,114) (5,529) (6,833)
------------ ------------ ------------
Net cash used in investing activities (2,057,252) (1,789,005) (2,736,221)
FINANCING ACTIVITIES
Policyholder account deposits 3,372,522 3,136,341 2,856,485
Policyholder account withdrawals (1,258,560) (1,227,046) (851,094)
Dividends paid (206,701) (239,500) -
Other 67 122 40,578
------------ ------------ ------------
Net cash provided by financing activities 1,907,328 1,669,917 2,045,969
------------ ------------ ------------
Increase (decrease) in cash 31,082 12,862 (150)
Cash at beginning of year 12,862 - 150
------------ ------------ ------------
Cash at end of year $ 43,944 $ 12,862 $ -
============ ============ ============
</TABLE>
Interest paid amounted to approximately $1,933,000, $1,207,000, and $1,359,000
in 1995, 1994, and 1993, respectively.
See accompanying notes.
31
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements
December 31, 1994
NATURE OF OPERATIONS
American General Life Insurance Company (the "Company") is a wholly owned
subsidiary of AGC Life Insurance Company, which is a wholly owned subsidiary
of American General Corporation (the "Parent Company"). The Company's wholly
owned life insurance subsidiaries are American General Life Insurance Company
of New York ("AGNY") and the Variable Annuity Life Insurance Company
("VALIC").
The Company offers a complete portfolio of the standard forms of universal
life, interest-sensitive whole life, term life, fixed and variable annuities
throughout the United States, and a variety of equity products through its
broker/dealer, American General Securities Incorporated. In addition, the
Company recently entered into the structured settlement arena. The Company
serves the estate planning needs of middle- and upper-income households and
the insurance needs of small- to medium-size businesses. AGNY offers a broad
array of traditional and interest-sensitive insurance, in addition to
individual annuity products. VALIC provides tax-deferred retirement annuities
and employer-sponsored retirement plans to employees of healthcare, education,
public sector, and other not-for-profit organizations throughout the United
States.
1. ACCOUNTING POLICIES
1.1 PREPARATION OF FINANCIAL STATEMENTS
The consolidated financial statements have been prepared in accordance with
generally accepted accounting principles ("GAAP"). These principles are
established primarily by the Financial Accounting Standards Board ("FASB") and
the American Institute of Certified Public Accountants.
The preparation of financial statements requires management to make estimates
and assumptions that affect (1) the reported amounts of assets and
liabilities, (2) disclosures of contingent assets and liabilities, and (3) the
reported amounts of revenues and expenses during the reporting periods.
Ultimate results could differ from those estimates.
The consolidated financial statements include the accounts of the Company and
its wholly owned life insurance subsidiaries, AGNY and VALIC. Transactions
with the Parent Company and other subsidiaries of the Parent Company are not
eliminated from the financial statements of the Company. All other material
intercompany transactions have been eliminated in consolidation.
32
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
1. ACCOUNTING POLICIES (CONTINUED)
1.2 ACCOUNTING CHANGES
During 1995, the Company adopted Statement of Financial Accounting Standards
("SFAS") 120, "Accounting and Reporting by Mutual Life Insurance Enterprises
and by Enterprises for Certain Long-Duration Participating Contracts," and
SFAS 121, "Accounting for the Impairment of Long-Lived Assets and for
Long-Lived Assets to be Disposed Of." SFAS 120 establishes accounting for
certain participating life insurance contracts. SFAS 121 establishes
accounting standards for (1) the impairment of long-lived assets, certain
identifiable intangibles, and goodwill related to those assets to be held and
used in the business, and (2) long-lived assets and certain identifiable
intangibles to be disposed of. With the adoption of SFAS 121, the Company
measures impairment of certain investment real estate based on fair value,
rather than net realizable value as previously required. Adoption of these
standards did not have a material impact on the consolidated financial
statements.
During 1994, the Company adopted the following accounting standards:
SFAS 118, "Accounting by Creditors for Impairment of a Loan - Income
Recognition and Disclosures." This standard requires disclosures about
the recorded investment in certain impaired loans and the recognition of
related interest income (see Note 2.4). This standard did not impact the
consolidated financial statements.
SFAS 119, "Disclosure About Derivative Financial Instruments and Fair
Value of Financial Instruments" requires additional disclosures about
derivative financial instruments and amends existing fair value
disclosure requirements (see Notes 6 and 7). This standard did not impact
the consolidated financial statements.
Effective January 1, 1993, the Company adopted the following accounting
standards:
SFAS 106, "Employers' Accounting for Postretirement Benefits Other Than
Pensions," resulted in a one-time reduction of net income of $4 million.
This standard requires accrual of a liability for postretirement benefits
other than pensions.
SFAS 109, "Accounting for Income Taxes," resulted in a one-time decrease
of net income of $19 million. This standard changes the way income tax
expense is determined for financial reporting purposes.
33
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
1. ACCOUNTING POLICIES (CONTINUED)
1.2 ACCOUNTING CHANGES (CONTINUED)
SFAS 112, "Employers' Accounting for Postemployment Benefits," resulted
in a one-time reduction of net income of $1 million. This standard
requires the accrual of benefits provided to employees after employment
but before retirement.
SFAS 113, "Accounting and Reporting for Reinsurance of Short-Duration and
Long-Duration Contracts," requires that reinsurance receivables and
prepaid reinsurance premiums be reported as assets, rather than netted
against the related insurance liabilities. This standard did not have a
material impact on the consolidated financial statements.
SFAS 114, "Accounting by Creditors for Impairment of a Loan," requires
that certain impaired loans be reported at either the present value of
expected future cash flows, the loan's observable market price, or the
fair value of underlying collateral. This standard did not have a
material impact on the consolidated financial statements.
At December 31, 1993, the Company adopted SFAS 115, "Accounting for
Certain Investments in Debt and Equity Securities." This statement
requires that debt and equity securities be carried at fair value unless
the company has the positive intent and ability to hold these investments
to maturity. Debt and equity securities must be classified into one of
three categories: (1) held-to-maturity, (2) available-for-sale, or (3)
trading securities. At December 31, 1993, the Company classified all debt
and equity securities as available-for-sale and recorded net unrealized
gains on fixed maturity securities (net of applicable deferred income
taxes) of $411 million to shareholders' equity.
34
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
1. ACCOUNTING POLICIES (CONTINUED)
1.3 STATUTORY ACCOUNTING
The Company and its wholly owned life insurance subsidiaries are required to
file financial statements with state regulatory authorities. State insurance
laws prescribe accounting practices for calculating statutory net income and
equity. In addition, state regulators may allow permitted statutory accounting
practices that differ from prescribed practices. The use of such permitted
practices by the Company and its wholly owned life insurance subsidiaries did
not have a material effect on the statutory equity at December 31, 1995.
Statutory financial statements differ from GAAP. Significant differences were
as follows (in thousands):
<TABLE>
<CAPTION>
1995 1994 1993
---------------------------------------------
<S> <C> <C> <C>
Net income:
Statutory net income (1995 balance
is unaudited) $ 197,769 $ 281,344 $ 221,272
Deferred policy acquisition costs 135,312 138,312 130,786
Deferred income taxes 9,773 (24,043) 20,144
Tax rate-related adjustment - - (10,729)
Adjustments to policy reserves (77,591) (76,458) (116,297)
Goodwill write-down - - (293,127)
Goodwill amortization (2,195) (2,200) (12,115)
Cumulative effect of accounting changes - - (24,463)
Realized gain (loss) on investments 22,874 (19,654) 37,811
Gain on sale of subsidiary 661 (41,956) -
Other, net (4,308) (28,412) (8,089)
------------ ------------ ------------
GAAP net income (loss) $ 282,295 $ 226,933 $ (54,807)
============ ============ ============
Shareholders' equity:
Statutory capital and surplus (1995 balance
is unaudited) $ 1,298,323 $ 1,283,268 $ 1,262,381
Deferred policy acquisition costs 605,501 1,479,115 481,615
Deferred income taxes (549,663) (284,832) (505,315)
Adjustments to policy reserves (311,065) (208,913) (155,862)
Acquisition-related goodwill 57,795 59,990 62,190
Asset valuation reserve (AVR) 263,295 223,382 195,655
Interest maintenance reserve (IMR) 3,114 (272) 57,110
Investment valuation differences 1,417,775 (1,115,921) 1,160,682
Benefit plans (pretax) 6,023 4,421 4,290
Surplus from separate accounts (76,645) (51,704) (37,354)
Other, net (31,231) (13,967) 19,991
------------ ------------ ------------
Total GAAP shareholders' equity $ 2,683,222 $ 1,374,567 $ 2,545,383
============ ============ ============
</TABLE>
35
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
1. ACCOUNTING POLICIES (CONTINUED)
1.3 STATUTORY ACCOUNTING (CONTINUED)
The more significant differences between GAAP and statutory accounting
principles are that under GAAP: (a) acquisition costs related to acquiring new
business are deferred and amortized over the expected lives of the policies
rather than being charged to operations as incurred; (b) future policy
benefits are based on estimates of mortality, interest, and withdrawals
generally representing the companies' experience, which may differ from those
based on statutory mortality and interest requirements without consideration
of withdrawals; (c) deferred federal income taxes are provided for significant
timing differences between income reported for financial reporting purposes
and income reported for federal income tax purposes; (d) certain assets
(principally furniture and equipment, agents' debit balances, and certain
other receivables) are reported as assets rather than being charged to
retained earnings; (e) acquisitions are accounted for using the purchase
method of accounting rather than being accounted for as equity investments;
and (f) fixed maturity investments are carried at fair value rather than
amortized cost.
1.4 INSURANCE CONTRACTS
The insurance contracts accounted for in these financial statements include
primarily long-duration contracts. Long-duration contracts include traditional
whole life, endowment, guaranteed renewable term life, universal life, limited
payment, and investment contracts. Long-duration contracts generally require
the performance of various functions and services over a period of more than
one year. The contract provisions generally cannot be changed or canceled by
the insurer during the contract period. However, most new contracts written by
the Company allow the insurer to revise certain elements used in determining
premium rates or policy benefits subject to guarantees stated in the
contracts.
1.5 INVESTMENTS
FIXED MATURITY AND EQUITY SECURITIES
All fixed maturity and equity securities are currently classified as
available-for-sale and recorded at fair value. After adjusting related balance
sheet accounts as if the unrealized gains (losses) had been realized, the net
adjustment is recorded in net unrealized gains (losses) on securities within
shareholders' equity. If the fair value of a security classified
36
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
1. ACCOUNTING POLICIES (CONTINUED)
1.5 INVESTMENTS (CONTINUED)
as available-for-sale declines below its cost and this decline is considered
to be other than temporary, the security is reduced to its fair value, and the
reduction is recorded as a realized loss.
MORTGAGE LOANS
Mortgage loans are reported at amortized cost, net of an allowance for losses.
The allowance for losses covers all nonperforming loans, consisting of loans
restructured or delinquent 60 days or more. The allowance also covers loans
for which there is concern based on management's assessment of risk factors,
such as potential nonpayment or nonmonetary default. The allowance is based on
a loan-specific review and a formula that reflects past results and current
trends.
Impaired loans, those for which the Company determines that it is probable
that all amounts due under the contractual terms will not be collected, are
reported at the lower of amortized cost or fair value of the underlying
collateral, less estimated costs to sell.
POLICY LOANS
Policy loans are reported at unpaid principal balances adjusted periodically
for uncollectible amounts.
INVESTMENT REAL ESTATE
Investment real estate consists of income-producing real estate, foreclosed
real estate, and the American General Center, an office complex in Houston.
During 1995, the Company adopted SFAS 121, "Accounting for the Impairment of
Long-Lived Assets and for Long-Lived Assets to Be Disposed Of." Under SFAS
121, investment real estate is classified as held for investment or available
for sale, depending on management's intent.
The Company classifies all investment real estate, except the American General
Center, as available for sale. Real estate available for sale is carried at
the lower of cost (less accumulated depreciation at December 31, 1994, prior
to adoption of SFAS 121) or fair value less cost to sell. Changes in estimates
of fair value less cost to sell are recognized as realized gains (losses)
through a valuation allowance.
37
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
1. ACCOUNTING POLICIES (CONTINUED)
1.5 INVESTMENTS (CONTINUED)
At December 31, 1995, real estate held for investment is carried at cost, less
accumulated depreciation and impairment reserves and write-downs, if
applicable. Impairment losses are recorded whenever circumstances indicate
that a property might be impaired and the estimated undiscounted cash flows to
be generated by the property are less than the carrying amount. In such event,
the property is written down to fair value, determined by observable market
prices, third-party appraisals, or expected future cash flows discounted at
market rates. Any write-down is recognized as a realized loss, and a new cost
basis is established.
Prior to 1995, real estate held for investment was carried at cost less
accumulated depreciation and an allowance for any impairment in value. When
the net realizable value was less than the carrying value, the deficiency was
recognized as a realized loss through a valuation allowance specifically
identified with the associated real estate asset.
INVESTMENT INCOME
Interest on fixed maturity securities and performing mortgage loans is
recorded as income when earned and is adjusted for any amortization of premium
or discount. Interest on restructured mortgage loans is recorded as income
when earned based on the new contractual rate. Interest on delinquent mortgage
loans is recorded as income on a cash basis. Dividends are recorded as income
on ex-dividend dates.
REALIZED INVESTMENT GAINS OR LOSSES
Realized investment gains or losses are recognized using the specific
identification method and include declines in fair value of investments below
cost that are considered to be other than temporary.
1.6 SEPARATE ACCOUNTS
Separate accounts are assets and liabilities associated with certain
contracts, principally annuities. The investment risk lies solely with the
holder of the contract rather than the Company. Consequently, the insurer's
liability for these accounts equals the value of the account assets.
Investment income, realized investment gains (losses), and policyholder
38
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
1. ACCOUNTING POLICIES (CONTINUED)
1.6 SEPARATE ACCOUNTS (CONTINUED)
account deposits and withdrawals related to Separate Accounts are excluded
from the consolidated statements of income and cash flows. Assets held in
Separate Accounts are primarily shares in mutual funds, which are carried at
fair value, based on the quoted net asset value per share.
1.7 DEFERRED POLICY ACQUISITION COSTS ("DPAC")
The costs of writing an insurance policy, including agents' commissions,
underwriting and marketing expenses, are deferred and included in the DPAC
asset.
DPAC associated with interest-sensitive life contracts, insurance investment
contracts, and participating life insurance contracts is charged to expense in
relation to the estimated gross profits of those contracts. DPAC associated
with all other insurance contracts is charged to expense over the
premium-paying period, or as the premiums are earned over the life of the
contracts.
Gross profits include realized investment gains (losses). In addition, DPAC is
adjusted for the impact on estimated future gross profits as if net unrealized
gains (losses) on securities had been realized at the balance sheet date. The
impact of this adjustment is included in the net unrealized gains (losses) on
securities within shareholders' equity.
The Company reviews the carrying value of DPAC on at least an annual basis. In
determining whether the carrying amount is appropriate, the Company considers
estimated future gross profits or future premiums, as applicable for the type
of contract. In all cases, the Company considers expected mortality, interest
earned and credited rates, persistency and expenses. The reported value and
the remaining life of DPAC are considered appropriate.
39
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
1. ACCOUNTING POLICIES (CONTINUED)
1.7 DEFERRED POLICY ACQUISITION COSTS ("DPAC") (CONTINUED)
The balance of DPAC at December 31 and the components of the change reported
in operating costs and expenses for the years then ended were as follows:
<TABLE>
<CAPTION>
1995 1994 1993
---------------------------------------------
(In Thousands)
<S> <C> <C> <C>
Balance at January 1 $ 1,479,115 $ 481,615 $ 909,925
Capitalization 203,607 194,974 198,210
Amortization (60,676) (56,662) (67,424)
Reclassification to net assets of life
insurance company held for sale - - (66,764)
Change in the effect of SFAS 115 (1,016,545) 859,188 -
Cumulative effect of accounting changes:
Fair value (SFAS 115) - - (502,108)
Income taxes (SFAS 109) - - 9,776
------------ ------------ ------------
Balance at December 31 $ 605,501 $ 1,479,115 $ 481,615
============ ============ ============
</TABLE>
1.8 PREMIUM RECOGNITION
Most receipts for annuities and interest-sensitive life insurance policies are
classified as deposits instead of revenue. Revenues for these contracts
consist of mortality, expense, and surrender charges assessed against the
account balance. Policy charges that are designed to compensate the Company
for future services are deferred and recognized in income over the period
earned using the same assumptions used to amortize DPAC (see Note 1.7).
For limited payment contracts, net premiums are recorded as revenue and the
difference between the gross premium received and the net premium is deferred
and recognized in income in a constant relationship to insurance in force. For
all other long-duration contracts, premiums are recognized when due. When the
revenue is recorded, an estimate of the cost of the related benefit is
recorded in the future policy benefits account on the consolidated balance
sheets. Also, this cost is recorded in the consolidated statements of income
as a benefit in the current year and in all future years during which the
policy is expected to be renewed.
40
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
1. ACCOUNTING POLICIES (CONTINUED)
1.9 SALE OF SUBSIDIARY
On November 29, 1993, the Parent Company announced its intent to offer the
Company's wholly owned life insurance subsidiary, American-Amicable Life
Insurance Company of Texas, for sale. On August 31, 1994, the Company
completed the sale of American-Amicable Life Insurance Company of Texas to
PennCorp Financial Group, Inc., resulting in a net loss of $19.5 million.
1.10 OTHER ASSETS
Other assets were comprised of the following:
<TABLE>
<CAPTION>
December 31
1995 1994
--------------------------------
(In Thousands)
<S> <C> <C>
Goodwill $ 57,795 $ 59,990
Other 67,124 42,575
--------------------------------
Other assets $124,919 $102,565
================================
</TABLE>
Acquisition-related goodwill is charged to expense in equal amounts over 40
years. The carrying value of goodwill is regularly reviewed for indicators of
impairment in value.
In 1993, the Company recorded a noncash charge of $293 million to reduce
acquisition-related goodwill. The write-down was the result of a strategic
review completed in 1993 of the Company's operations by management and outside
advisors, which indicated the book value of the Company exceeded fair value.
After this charge, the reported value and remaining life of
acquisition-related goodwill are considered appropriate.
This review also resulted in the decision to sell American-Amicable Life
Insurance Company of Texas and its subsidiaries (see Note 1.9).
41
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
1. ACCOUNTING POLICIES (CONTINUED)
1.11 DEPRECIATION
Provision for depreciation of American General Center, data processing
equipment, and furniture and fixtures is computed on the straight-line method
over the estimated useful lives of the assets.
1.12 Policy and Contract Claims Reserves
Substantially all of the Company's insurance and annuity liabilities relate to
long-duration contracts which generally require performance over a period of
more than one year. The contract provisions normally cannot be changed or
canceled by the Company during the contract period.
For interest-sensitive and investment contracts, reserves are equal to the sum
of the policy account balance and deferred revenue charges. In establishing
reserves for limited payment and other long-duration contracts, an estimate is
made of the cost of future policy benefits to be paid as a result of present
and future claims due to death, disability, surrender of a policy, and payment
of an endowment. Reserves for traditional insurance products are determined
using the net level premium method. Based on past experience, consideration is
given to the number of policyholder deaths that might be expected, policy
lapses, surrenders, and terminations. Consideration is also given to the
possibility that the Company's experience with policyholders will be worse
than expected. Interest assumptions used to compute reserves ranged from 2.5%
to 13.5% at December 31, 1995.
The claim reserves are determined using case-basis evaluation and statistical
analyses and represent estimates of the ultimate net cost of unpaid claims.
These estimates are reviewed and as adjustments become necessary, such
adjustments are reflected in current operations. Since these reserves are
based on estimates, the ultimate settlement of claims may vary from the
amounts included in the accompanying financial statements. Although it is not
possible to measure the degree of variability inherent in such estimates,
management believes claim reserves are reasonable.
42
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
1. ACCOUNTING POLICIES (CONTINUED)
1.13 REINSURANCE
The Company is routinely involved in reinsurance transactions. Ceded
reinsurance becomes a liability of the reinsurer that assumes the risk. The
Company diversifies its risk of exposure to reinsurance loss by using several
reinsurers and entering into reinsurance transactions with life reinsurers
that have strong claims-paying ability ratings. The maximum retention on one
life (in the case of individual life insurance) is $1.5 million. If the
reinsurer could not meet its obligations, the Company would reassume the
liability. The likelihood of a material reinsurance liability being reassumed
by the Company is considered to be remote.
Amounts paid or deemed to have been paid in connection with ceded reinsurance
contracts are recorded as reinsurance receivables. The cost of reinsurance
related to long-duration contracts is recognized over the life of the
underlying reinsured policies using assumptions consistent with those used to
account for the underlying policies.
1.14 PARTICIPATING POLICY CONTRACTS
Participating life insurance contracts contain dividend payment provisions
that entitle the policyholder to participate in the earnings of the contracts.
Participating life insurance accounted for 2.48% and 1.81% of life insurance
in force at December 31, 1995 and 1994, respectively. Such business is
accounted for in accordance with SFAS 120.
1.15 INCOME TAXES
The Company and its life insurance subsidiaries, together with certain other
life insurance subsidiaries of the Parent Company, are included in a
life/nonlife consolidated tax return with the Parent Company and its
noninsurance subsidiaries. The Company participates in a tax-sharing agreement
with other companies included in the consolidated tax return. Under this
agreement, tax payments are made to the Parent Company as if the companies
filed separate tax returns and companies incurring operating and/or capital
losses are reimbursed for the use of these losses by the consolidated return
group.
43
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
1. ACCOUNTING POLICIES (CONTINUED)
1.16 RECLASSIFICATION
Certain amounts in the 1994 and 1993 financial statements have been
reclassified to conform with the current year presentation.
2. INVESTMENTS
2.1 INVESTMENT INCOME
Investment income by type of investment was as follows:
<TABLE>
<CAPTION>
1995 1994 1993
---------------------------------------------
(In Thousands)
<S> <C> <C> <C>
Investment income:
Fixed maturities $ 1,759,358 $ 1,611,355 $ 1,521,320
Equity securities 6,773 5,860 7,387
Mortgage loans on real estate 185,022 202,399 231,461
Investment real estate 16,397 15,049 21,408
Policy loans 52,939 48,973 45,292
Other long-term investments 1,996 1,389 4,820
Short-term investments 6,234 9,753 3,343
Investment income from affiliates 12,570 13,632 11,304
------------ ------------ ------------
Gross investment income 2,041,289 1,908,410 1,846,335
Investment expenses 30,201 34,087 29,387
------------ ------------ ------------
Net investment income $ 2,011,088 $ 1,874,323 $ 1,816,948
============ ============ ============
</TABLE>
The carrying value of investments that have produced no investment income
during 1995 totaled $142 million or 0.5% of total invested assets. The
ultimate disposition of these assets is not expected to have a material effect
on the Company's results of operations or financial position.
44
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
2. INVESTMENTS (CONTINUED)
2.2 NET REALIZED INVESTMENT GAINS (LOSSES)
Realized gains (losses) by type of investment were as follows:
<TABLE>
<CAPTION>
1995 1994 1993
---------------------------------------------
(In Thousands)
<S> <C> <C> <C>
Fixed maturities:
Gross gains $ 38,657 $ 21,780 $ 126,756
Gross losses (41,022) (116,217) (46,531)
------------ ------------ ------------
Total fixed maturities (2,365) (94,437) 80,225
Equity securities 9,710 14,313 37,278
Other investments (9,287) 18,856 (63,699)
------------ ------------ ------------
Realized gains before tax (1,942) (61,268) 53,804
Income tax expense (benefit) 547 (13,996) 18,839
------------ ------------ ------------
Net realized gains (losses) $ (2,489) $ (47,272) $ 34,965
============ ============ ============
</TABLE>
2.3 FIXED MATURITY AND EQUITY SECURITIES
All fixed maturity and equity securities are classified as available-for-sale
and reported at fair value (see Note 1.5). Amortized cost and fair value at
December 31, 1995 and 1994 were as follows:
<TABLE>
<CAPTION>
Gross Gross
Amortized Cost Unrealized Gain Unrealized Loss Fair Value
-----------------------------------------------------------------------------------
(In Thousands)
<S> <C> <C> <C> <C>
DECEMBER 31, 1995
Fixed maturity securities:
Corporate securities:
Investment grade $ 13,368,369 $ 929,067 $ 20,649 $ 14,276,787
Below investment grade* 939,223 41,325 5,215 975,333
Mortgage-backed securities** 8,459,110 412,700 5,182 8,866,628
U.S. government obligations 245,860 43,771 116 289,515
Foreign governments 294,619 22,854 - 317,473
State and political subdivisions 38,640 1,531 20 40,151
Redeemable preferred stocks 3,696 263 95 3,864
-----------------------------------------------------------------------------
Total fixed maturity securities $ 23,349,517 $ 1,451,511 $ 31,277 $ 24,769,751
=============================================================================
Equity securities $ 72,443 $ 19,915 $ 40 $ 92,318
=============================================================================
Investment in Parent Company $ 8,597 $ 15,802 $ - $ 24,399
=============================================================================
</TABLE>
45
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
2. INVESTMENTS (CONTINUED)
2.3 FIXED MATURITY AND EQUITY SECURITIES (CONTINUED)
<TABLE>
<CAPTION>
Gross Gross
Amortized Cost Unrealized Gain Unrealized Loss Fair Value
-----------------------------------------------------------------------------------
(In Thousands)
<S> <C> <C> <C> <C>
December 31, 1994
Fixed maturity securities:
Corporate securities:
Investment grade $ 11,075,980 $ 102,107 $ 554,011 $ 10,624,076
Below investment grade* 723,497 9,903 52,509 680,891
Mortgage-backed securities** 8,729,224 42,619 643,977 8,127,866
U.S. government obligations 217,610 4,257 3,728 218,139
Foreign governments 356,177 1,493 19,178 338,492
State and political subdivisions 20,166 15 1,683 18,498
Redeemable preferred stocks 2,635 38 66 2,607
-----------------------------------------------------------------------------
Total fixed maturity securities $ 21,125,289 $ 160,432 $ 1,275,152 $ 20,010,569
=============================================================================
Equity securities $ 101,663 $ 8,324 $ 3,532 $ 106,455
=============================================================================
Investment in Parent Company $ 8,597 $ 11,167 $ - $ 19,764
=============================================================================
<FN>
* No allowance for losses was held as of December 31, 1995 and 1994.
** Primarily includes pass-through securities guaranteed by and mortgage
obligations (CMOs) collateralized by the U.S. government and government
agencies.
</FN>
</TABLE>
Fair values of fixed maturity and equity securities were based on quoted
market prices, where available. For investments not actively traded, fair
values were estimated using values obtained from independent pricing services
or, in the case of private placements, by discounting expected future cash
flows using a current market rate applicable to yield, credit quality, and the
maturity of the investments. The reporting of fixed maturity securities at
fair value without a corresponding revaluation of related policyholder
liabilities can be misinterpreted, and care should be exercised in drawing
conclusions from such data.
46
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
2. INVESTMENTS (CONTINUED)
2.3 FIXED MATURITY AND EQUITY SECURITIES (CONTINUED)
Net unrealized gains (losses) on securities included in shareholders' equity
at December 31 were as follows:
<TABLE>
<CAPTION>
1995 1994 1993
---------------------------------------------
(In Thousands)
<S> <C> <C> <C>
Gross unrealized gains $ 1,487,228 $ 179,922 $ 1,271,489
Gross unrealized losses (31,317) (1,278,684) (97,471)
DPAC and other fair value adjustments (687,773) 363,574 (516,368)
Deferred federal income taxes (274,544) 4,288 (230,179)
------------ ------------ ------------
Net unrealized gains (losses) on securities $ 493,594 $ (730,900) $ 427,471
============ ============ ============
</TABLE>
The contractual maturities of fixed maturity securities at December 31, 1995
were as follows:
<TABLE>
<CAPTION>
Amortized Cost Market Value
(In Thousands)
<S> <C> <C>
Fixed maturity securities, excluding
mortgage-backed securities:
Due in one year or less $ 113,285 $ 114,777
Due after one year through five years 3,043,199 3,197,577
Due after five years through ten years 9,128,405 9,727,292
Due after ten years 2,605,518 2,863,477
Mortgage-backed securities 8,459,110 8,866,628
------------ ------------
Total fixed maturity securities $23,349,517 $24,769,751
============ ============
</TABLE>
Actual maturities may differ from contractual maturities, since borrowers may
have the right to call or prepay obligations with or without call or
prepayment penalties. In addition, corporate requirements and investment
strategies may result in the sale of investments before maturity. Proceeds
from sales of fixed maturities were $7,344 million and $3,688 million during
1995 and 1994, respectively.
47
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
2. INVESTMENTS (CONTINUED)
2.4 MORTGAGE LOANS ON REAL ESTATE
Diversification of the geographic location and type of property
collateralizing mortgage loans reduces the concentration of credit risk. For
new loans, the Company requires loan-to-value ratios of 75% or less, based on
management's credit assessment of the borrower. The mortgage loan portfolio
was distributed as follows at December 31, 1995 and 1994:
<TABLE>
<CAPTION>
Outstanding Percent Percent
Amount of Total Nonperforming
------------ -------- -------------
(In millions)
<S> <C> <C> <C>
December 31, 1995
Geographic distribution:
South Atlantic $ 551 30.8% 7.8%
Pacific 491 27.4 8.9
West South Central 189 10.6 11.4
East South Central 112 6.3 0.0
East North Central 192 10.6 0.0
Mid-Atlantic 220 12.3 0.0
Mountain 81 4.5 5.3
West North Central 9 0.5 0.0
New England 9 0.5 0.0
Allowance for losses (64) (3.5) 0.0
--------- -------
Total $ 1,790 100.0% 6.1%
========= =======
Property type:
Retail $ 520 29.0% 3.2%
Office 591 33.0 2.1
Residential 56 3.1 6.9
Industrial 306 17.1 2.2
Apartments 315 17.6 12.4
Hotel/motel 21 1.2 0.0
Other 45 2.5 75.6
Allowance for losses (64) (3.5) 0.0
--------- -------
Total $ 1,790 100.0% 6.1%
========= =======
</TABLE>
48
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
2. INVESTMENTS (CONTINUED)
2.4 MORTGAGE LOANS ON REAL ESTATE (CONTINUED)
<TABLE>
<CAPTION>
Outstanding Percent Percent
Amount of Total Nonperforming
------------ -------- -------------
(In millions)
<S> <C> <C> <C>
December 31, 1994
Geographic distribution:
South Atlantic $ 595 31.4% 5.1%
Pacific 535 28.2 7.1
West South Central 231 12.2 5.5
East South Central 63 3.3 0.6
East North Central 211 11.1 0.0
Mid-Atlantic 199 10.5 9.1
Mountain 102 5.4 23.8
West North Central 17 .9 0.0
New England 10 .5 0.0
Allowance for losses (67) (3.5) 0.0
--------- -------
Total $ 1,896 100.0% 6.3%
========= =======
Property type:
Retail $ 548 28.9% 6.0%
Office 634 33.4 4.0
Residential 70 3.7 4.2
Industrial 359 18.9 8.4
Apartments 273 14.4 9.4
Hotel/motel 26 1.4 0.9
Other 53 2.8 11.2
Allowance for losses (67) (3.5) 0.0
--------- -------
Total $ 1,896 100.0% 6.3%
========= =======
</TABLE>
49
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
2. INVESTMENTS (CONTINUED)
2.4 MORTGAGE LOANS ON REAL ESTATE (CONTINUED)
Impaired mortgage loans on real estate and related interest income were as
follows:
<TABLE>
<CAPTION>
1995 1994
------------------------
(In Millions)
<S> <C> <C>
Impaired loans:
With allowance* $ 79 $ 117
Without allowance 4 3
------------------------
Total impaired loans $ 83 $ 120
========================
Average investment $ 102 $ 100
Interest income earned $ 8 $ 6
Interest income - cash basis $ 8 $ 3
<FN>
* Represents gross amounts before allowance for mortgage loan losses of $22
million and $30 million, respectively.
</FN>
</TABLE>
50
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
2. INVESTMENTS (CONTINUED)
2.5 INVESTMENT SUMMARY
Investments of the Company were as follows:
<TABLE>
<CAPTION>
Amount at
Which Shown in
the Balance
Cost Value Sheet
---------------------------------------------
(In Thousands)
<S> <C> <C> <C>
Fixed maturities:
Bonds:
United States government and government
agencies and authorities $ 245,860 $ 289,515 $ 289,515
States, municipalities, and political
subdivisions 38,640 40,151 40,151
Foreign governments 294,619 317,473 317,473
Public utilities 2,207,848 2,362,698 2,362,698
Mortgage-backed securities 8,459,110 8,866,628 8,866,628
All other corporate bonds 12,099,744 12,889,422 12,889,422
Redeemable preferred stocks 3,696 3,864 3,864
------------ ------------ ------------
Total fixed maturities 23,349,517 24,769,751 24,769,751
Equity securities:
Common stocks:
Banks, trust, and insurance companies - - -
Industrial, miscellaneous, and other 57,402 72,563 72,563
Nonredeemable preferred stocks 15,041 19,755 19,755
------------ ------------ ------------
Total equity securities 72,443 92,318 92,318
Mortgage loans on real estate* 1,790,110 xxxx 1,790,110
Investment real estate 141,927 xxxx 141,927
Policy loans 918,465 xxxx 918,465
Other long-term investments 23,819 xxxx 23,819
Short-term investments 65,262 xxxx 65,262
------------ ------------ ------------
Total investments $26,361,543 xxxx $27,801,652
============ ============ ============
<FN>
* Amount is net of a $63 million allowance for losses.
</FN>
</TABLE>
51
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
3. FEDERAL INCOME TAXES
3.1 ACCOUNTING POLICY
Income taxes are provided in accordance with SFAS 109 (see Note 1.2). Under
this standard, deferred tax assets and liabilities are calculated using the
differences between the financial reporting basis and the tax basis of assets
and liabilities, using the enacted tax rate. The effect of a tax rate change
is recognized in income in the period of enactment. Under SFAS 109, state
income taxes are included in income tax expense.
3.2 TAX LIABILITIES
Income tax liabilities were as follows:
<TABLE>
<CAPTION>
December 31
1995 1994
------------------------
(In Thousands)
<S> <C> <C>
Current tax liabilities (assets) $ 10,875 $ (49,801)
Deferred applicable to:
Net income 275,119 289,120
Net unrealized investment gains (losses) 274,544 (4,288)
---------- ----------
Deferred tax liabilities 549,663 284,832
---------- ----------
Income tax liabilities $ 560,538 $ 235,031
========== ==========
</TABLE>
52
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
3. FEDERAL INCOME TAXES (CONTINUED)
3.2 TAX LIABILITIES (CONTINUED)
Components of deferred tax liabilities and assets at December 31 were as
follows:
<TABLE>
<CAPTION>
1995 1994
--------------------------
(In Thousands)
<S> <C> <C>
Deferred tax liabilities applicable to:
Deferred policy acquisition costs $ 163,017 $ 471,268
Basis differential of investments 534,942 -
Other 117,436 109,278
----------- -----------
Total deferred tax liabilities 815,395 580,546
Deferred tax assets applicable to:
Basis differential of investments - (373,984)
Policy reserves (227,656) (170,168)
Other (38,076) (10,447)
----------- -----------
Total deferred tax assets before
valuation allowance (265,732) (554,599)
Valuation allowance - 258,885
----------- -----------
Total deferred tax assets, net of
valuation allowance (265,732) (295,714)
=========== ===========
Net deferred tax liabilities $ 549,663 $ 284,832
=========== ===========
</TABLE>
A portion of life insurance income earned prior to 1984 is not taxable unless
it exceeds certain statutory limitations or is distributed as dividends. Such
income, accumulated in policyholders' surplus accounts, totaled $93.6 million
at December 31, 1995. At current corporate rates, the maximum amount of tax on
such income is approximately $32.8 million. Deferred income taxes on these
accumulations are not required because no distributions are expected.
53
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
3. FEDERAL INCOME TAXES (CONTINUED)
3.3 TAX EXPENSE
Components of income tax expense were as follows:
<TABLE>
<CAPTION>
December 31
1995 1994 1993
---------------------------------------------
(In Thousands)
<S> <C> <C> <C>
Current expense $ 153,720 $ 104,145 $ 163,795
Deferred expense (benefit):
Deferred policy acquisition cost 38,275 30,234 31,444
Policy reserves (49,177) (42,302) (60,350)
Insurance in force (SFAS 109 reclassification) - - 9,539
Basis differential of investments 3,710 23,482 (4,564)
Other, net (2,581) 12,629 14,516
---------- ---------- ----------
Total deferred (9,773) 24,043 (9,415)
---------- ---------- ----------
Income tax expense $ 143,947 $ 128,188 $ 154,380
========== ========== ==========
</TABLE>
A reconciliation between the income tax expense computed by applying the
federal income tax rate (35%) to income before taxes and the income tax
expense reported in the financial statement is presented below.
<TABLE>
<CAPTION>
1995 1994 1993
---------------------------------------------
(In Thousands)
<S> <C> <C> <C>
Income tax at statutory percentage of GAAP
pretax income $ 149,185 $ 124,292 $ 43,413
Tax-exempt investment income (10,185) (9,725) (7,778)
Goodwill 768 770 106,835
Tax on sale of subsidiary (661) 10,722 -
Other 4,840 2,129 11,910
---------- ---------- ----------
Income tax expense $ 143,947 $ 128,188 $ 154,380
========== ========== ==========
</TABLE>
54
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
3. FEDERAL INCOME TAXES (CONTINUED)
3.4 TAXES PAID
Income taxes paid amounted to approximately $90 million, $181 million, and
$124 million in 1995, 1994, and 1993, respectively.
3.5 TAX RETURN EXAMINATIONS
The Company and its life insurance subsidiaries, together with certain other
life insurance subsidiaries of the Parent Company, file a consolidated federal
income tax return. The Internal Revenue Service (IRS) has completed
examinations of the Company's returns through 1988. The IRS is continuing to
dispute the Company's tax treatment of some items for the years 1977 through
1988. Some of these issues will require litigation to resolve, and any amounts
ultimately settled with the IRS would also include interest. Although the
final outcome is uncertain, the Company believes that the ultimate liability,
including interest, resulting from these issues will not exceed amounts
currently provided in the consolidated financial statements. The IRS is
currently examining the Company's tax returns for the years 1989 through 1992.
In April 1992, the IRS issued Notices of Deficiency for the 1977 - 1981 tax
years of certain insurance subsidiaries. The basis of the dispute was the tax
treatment of modified coinsurance agreements. The Company elected to pay all
related assessments plus associated interest. A claim for refund of tax and
interest was disallowed by the IRS in January 1993. On June 30, 1993, a suit
for refund was filed in the United States Court of Federal Claims. On February
7, 1996, the court ruled in favor of the Company on all legal issues related
to this contingency. The Company does not yet know whether the IRS will appeal
this decision; however, the Company intends to pursue a full refund of the
amounts paid. Accordingly, no provision has been made in the consolidated
financial statements related to this contingency.
55
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
4. OTHER AFFILIATE INFORMATION
A SCHEDULE OF AFFILIATED NOTES AND ACCOUNTS RECEIVABLE IS PRESENTED AS
FOLLOWS:
<TABLE>
<CAPTION>
December 31, 1995 December 31, 1994
Par Value Book Value Par Value Book Value
-------------------------------------------------------------------
(In Thousands)
<S> <C> <C> <C> <C>
American General Corporation,
9 3/8%, due 2008 $ 4,725 $ 3,197 $ 4,725 $ 3,159
American General Corporation,
8 1/4%, due 2004 22,018 22,018 24,465 24,465
American General Corporation
Restricted Subordinated Note,
13 1/2%, due 2002 35,608 35,608 37,664 37,664
-------------------------------------------------------------------
Total notes receivable from affiliates 62,351 60,823 66,854 65,288
Accounts receivable from affiliates - 29,841 - 32,988
-------------------------------------------------------------------
Indebtedness from affiliates $ 62,351 $ 90,664 $ 66,854 $ 98,276
===================================================================
</TABLE>
Various companies in the American General Group provide services to the
Company, principally mortgage servicing and investment advisory services. The
Company paid approximately $21,006,000, $21,161,000, and $20,204,000 for such
services in 1995, 1994, and 1993, respectively. Accounts payable for such
services at December 31, 1995 and 1994 were not material. In addition, the
Company rents facilities and provides services to various companies in the
American General Group. The Company received approximately $2,086,000,
$2,486,000, and $5,412,000 for such services and rent in 1995, 1994, and 1993,
respectively. Accounts receivable for rent and services at December 31, 1995
and 1994 were not material.
The Company has 8,500 shares of $100 par value cumulative preferred stock
authorized and outstanding, with an $80 dividend rate, redeemable at $1,000
per share after December 31, 2000. The holder of this stock, which is an
affiliated company, shall be entitled to one vote per share, voting together
with the holders of common stock.
56
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
5. BENEFIT PLANS
5.1 PENSION PLANS
The Company has a noncontributory, defined-benefit pension plan covering most
employees. The pension plan provides pension benefits that are based on the
participant's average monthly compensation and length of credited service
offset by an amount that complies with federal regulations. The Company's
funding policy for this plan is to contribute annually no more than the
maximum amount that can be deducted for federal income tax purposes. The
Company uses the projected unit credit method for computing pension expense.
The components of pension expense were as follows:
<TABLE>
<CAPTION>
1995 1994 1993
---------------------------------------------
(In Thousands)
<S> <C> <C> <C>
Service cost - benefits earned during period $ 1,346 $ 1,825 $ 1,586
Interest cost on projected benefit obligation 2,215 2,007 1,853
Actual return on plan assets (10,178) (523) (6,199)
Amortization of unrecognized net asset existing at
date of initial application of projected unit
credit method (888) (900) (994)
Amortization of unrecognized prior service cost 197 222 231
Deferral of net asset gain (loss) 5,724 (3,586) 2,158
Amortization of gain 38 102 -
--------- --------- ---------
Total pension income $ (1,546) $ (853) $ (1,365)
========= ========= =========
</TABLE>
<TABLE>
<CAPTION>
1995 1994 1993
---------------------------------------------
<S> <C> <C> <C>
Assumptions:
Weighted-average discount rate on benefit
obligation 7.25% 8.50% 7.25%
Rate of increase in compensation levels 4.00% 4.00% 4.00%
Expected long-term rate of return on plan assets 10.00% 10.00% 10.00%
</TABLE>
57
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
5. BENEFIT PLANS (CONTINUED)
5.1 PENSION PLANS (CONTINUED)
The funded status of the plan and the prepaid pension expense asset included
in other assets at December 31 were as follows:
<TABLE>
<CAPTION>
1995 1994
--------------------------
(In Thousands)
<S> <C> <C>
Actuarial present value of benefit
obligation:
Vested $ 24,972 $ 20,061
Nonvested 3,933 493
Additional minimum liability 323 -
--------- ---------
Accumulated benefit obligation 29,228 20,554
Effect of increase in compensation levels 5,536 4,516
--------- ---------
Projected benefit obligation 34,764 25,070
Plan assets at fair value 56,598 46,876
--------- ---------
Plan assets in excess of projected benefit
obligation 21,834 21,806
Unrecognized net gain (9,715) (10,252)
Unrecognized prior service cost 473 670
Unrecognized transition asset (261) (1,147)
--------- ---------
Prepaid pension expense $ 12,331 $ 11,077
========= =========
</TABLE>
More than 98% of the plan assets were invested in fixed maturity and equity
securities at the plan's most recent balance sheet date.
5.2 POSTRETIREMENT BENEFITS OTHER THAN PENSIONS
The Company and its life insurance subsidiaries, together with certain other
insurance subsidiaries of the Parent Company, have life, supplemental major
medical, and dental plans for certain retired employees and agents. Most plans
are contributory, with retiree contributions adjusted annually to limit
employer contributions to predetermined amounts. For individuals retiring
after December 31, 1992, the cost of the supplemental major medical plan is
borne entirely by retirees. The Company has reserved the right to change or
eliminate these benefits at any time.
58
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
5. BENEFIT PLANS (CONTINUED)
5.2 POSTRETIREMENT BENEFITS OTHER THAN PENSIONS (CONTINUED)
The life plans are fully insured. A portion of the retiree medical and dental
plans are funded through a voluntary employees' beneficiary association
("VEBA") established in 1994; the remainder is unfunded and self-insured. All
of the retiree medical and dental plans' assets held in the VEBA were invested
in readily marketable securities at the plans' most recent balance sheet date.
The plans' combined funded status and the accrued postretirement benefit cost
included in other liabilities were as follows:
<TABLE>
<CAPTION>
1995 1994
--------------------------
(In Thousands)
<S> <C> <C>
Actuarial present value of benefit
obligation:
Retirees $ 6,242 $ 4,057
Fully eligible active plan participants 143 686
Other active plan participants 2,580 1,539
--------- ---------
Accumulated postretirement benefit obligation 8,965 6,282
Plan assets at fair value 203 225
--------- ---------
Accumulated postretirement benefit obligation
in excess of plan assets at fair value 8,762 6,057
Unrecognized net loss (gain) (1,855) 505
--------- ---------
Accrued postretirement benefit cost $ 6,907 $ 6,562
========= =========
Weighted-average discount rate on postretirement
benefit obligation 7.25% 8.50%
</TABLE>
The components of postretirement benefit expense were as follows:
<TABLE>
<CAPTION>
1995 1994 1993
-----------------------------
(In Thousands)
<S> <C> <C> <C>
Service cost (benefits earned) $171 $208 $140
Interest cost on accumulated postretirement
benefit obligation 638 527 496
---- ---- ----
Postretirement benefit expense $809 $735 $636
==== ==== ====
</TABLE>
59
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
5. BENEFIT PLANS (CONTINUED)
5.2 POSTRETIREMENT BENEFITS OTHER THAN PENSIONS (CONTINUED)
For measurement purposes, an 11.5% annual rate of increase in the per capita
cost of covered health care benefits was assumed in 1996; the rate was assumed
to decrease gradually to 6.0% in 2007 and remain at that level. A 1% increase
in the assumed annual rate of increase in per capita cost of health care
benefits results in a $545,584 increase in accumulated postretirement benefit
obligation and a $47,104 increase in postretirement benefit expense.
6. DERIVATIVE FINANCIAL INSTRUMENTS
6.1 USE OF DERIVATIVE FINANCIAL INSTRUMENTS
The Company's objectives for using interest rate swap agreements on its
investment securities are to effectively convert specific investment
securities from a floating to a fixed-rate basis, or vice versa, and to hedge
against the risk of rising prices on anticipated investment security
purchases.
The Company's objectives for using currency swap agreements are to effectively
convert cash flows from specific investment securities denominated in foreign
currencies into U.S. dollars at specified exchange rates and to hedge against
currency rate fluctuations on anticipated investment security purchases.
Derivative financial instruments related to investment securities, which were
not used prior to 1994, did not have a material effect on net investment
income in 1995 or 1994. The Company is neither a dealer nor a trader in
derivative financial instruments.
6.2 CREDIT AND MARKET RISK
The Company is exposed to credit risk in the event of nonperformance by
counterparties to swap agreements. The Company limits its exposure to credit
risk by entering into swap agreements with counterparties having high credit
ratings, basing the amount and term of agreements on these credit ratings, and
regularly monitoring the ratings.
60
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
6. DERIVATIVE FINANCIAL INSTRUMENTS (CONTINUED)
6.2 CREDIT AND MARKET RISK (CONTINUED)
The Company's credit exposure on swaps is limited to the fair value of swap
agreements that are favorable to the Company. The Company does not expect any
counterparty to fail to meet its obligation; however, nonperformance would not
have a material impact on the consolidated financial statements.
The Company's exposure to market risk is mitigated by the offsetting effects
of changes in the value of swap agreements and of the related investment
securities.
6.3 ACCOUNTING POLICIES
The difference between amounts paid and received on swap agreements is
recorded on an accrual basis as an adjustment to investment income, as
appropriate, over the periods covered by the agreements. The related amount
payable to or receivable from counterparties is included in other liabilities
or assets.
The fair values of the swap agreements are recognized in the consolidated
balance sheet if they hedge investment securities carried at fair value or
anticipated investment purchases. In this event, changes in the fair value of
a swap agreement are reported in net unrealized gains (losses) on securities
included in shareholders' equity, consistent with the treatment of the related
investment security.
For swap agreements hedging anticipated investment security purchases, the net
swap settlement amount or unrealized gain or loss is deferred and included in
the measurement of the anticipated transaction when it occurs.
Any gain or loss from early termination of swap agreements is recognized in
income if the related investment security is sold. Otherwise, the gain or loss
from early termination is deferred and amortized into income over the
remaining term of the related investment security.
61
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
6. DERIVATIVE FINANCIAL INSTRUMENTS (CONTINUED)
6.4 TERMS OF DERIVATIVE FINANCIAL INSTRUMENTS
Derivative financial instruments related to investment securities at December
31 were as follows:
<TABLE>
<CAPTION>
1995 1994
---------------------------------------
(Dollars In Millions)
<S> <C> <C>
Interest rate swap agreements to pay fixed rate:
Notional amount $ 45 $ -
Average receive rate 5.82% -
Average pay rate 6.41 -
Interest rate swap agreements to receive fixed rate:
Notional amount 24 9
Average receive rate 7.03% 6.92%
Average pay rate 6.82 6.96
Currency swap agreements (receive U.S. $/pay Canadian
dollar):
Notional amount (in U.S. $) 72 -
Average exchange rate 1.62 -
</TABLE>
Average floating rates may change significantly, thereby affecting future cash
flows. Swap agreements generally have terms of two to ten years.
At December 31, 1995, the Company had entered into forward interest rate swap
agreements with effective dates in 1996. These swaps, with a total notional
amount of $14.5 million, were entered into to hedge anticipated investment
purchases expected to occur in 1996 and to synthetically modify the yield on
specific fixed-rate securities.
7. FAIR VALUE OF FINANCIAL INSTRUMENTS
SFAS 107, "Disclosures About Fair Value of Financial Instruments," requires
disclosure of the fair value of financial instruments. This standard excludes
certain financial instruments and all nonfinancial instruments, including
policyholder liabilities, from its disclosure requirements. Care should be
exercised in drawing conclusions based on fair
62
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
7. FAIR VALUE OF FINANCIAL INSTRUMENTS (CONTINUED)
value, since (1) the fair values presented do not include the value associated
with all of the Company's assets and liabilities and (2) the reporting of
investments at fair value without a corresponding revaluation of related
policyholder liabilities can be misinterpreted.
Carrying amounts and fair values for those financial instruments covered by
SFAS 107 at December 31 are presented below:
<TABLE>
<CAPTION>
1995
-------------------------
Fair Carrying
Value Amount
-------------------------
(In Millions)
<S> <C> <C>
Assets:
Fixed maturity and equity securities * $ 24,862 $ 24,862
Mortgage loans on real estate 1,833 1,790
Policy loans 959 918
Investment in parent company 24 24
Liabilities:
Insurance investment contracts 22,047 22,362
<FN>
* Includes derivative financial instruments with negative fair value of $4
million and positive fair value of $1 million at December 31, 1995, and
with negative fair value of $1 million and positive fair value of $2
million at December 31, 1994.
</FN>
</TABLE>
The following methods and assumptions were used to estimate the fair values of
financial instruments:
FIXED MATURITY AND EQUITY SECURITIES
Fair values of fixed maturity and equity securities were based on quoted
market prices, where available. For investments not actively traded, fair
values were estimated using values obtained from independent pricing services
or, in the case of private placements, by discounting expected future cash
flows using a current market rate applicable to yield, credit quality, and
average life of investments.
63
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
7. FAIR VALUE OF FINANCIAL INSTRUMENTS (CONTINUED)
MORTGAGE LOANS ON REAL ESTATE
Fair value of mortgage loans was estimated primarily using discounted cash
flows, based on contractual maturities and discount rates that were based on
U.S. Treasury rates for similar maturity ranges, adjusted for risk, based on
property type.
POLICY LOANS
Fair value of policy loans was estimated using discounted cash flows and
actuarially determined assumptions, incorporating market rates.
INSURANCE INVESTMENT CONTRACTS
Insurance investment contracts do not subject the Company to significant risks
arising from policyholder mortality or morbidity. The majority of the
Company's annuity products are considered insurance investment contracts. Fair
value of insurance investment contracts was estimated using cash flows
discounted at market interest rates. Care should be exercised in drawing
conclusions based on the estimated fair value, since the estimates are based
on assumptions regarding future economic activity.
8. DIVIDENDS PAID
American General Life Insurance Company paid $206.7 million, $239.5 million,
and $3.7 million in dividends during 1995, 1994, and 1993, respectively. The
1995 and 1993 dividends included $.7 million and $3.7 million, respectively,
in the form of furniture and equipment.
9. RESTRICTIONS, COMMITMENTS, AND CONTINGENCIES
The Company and its insurance subsidiaries are restricted by state insurance
laws as to the amounts they may pay as dividends without prior approval from
their respective state insurance departments. At December 31, 1995,
approximately $2.5 billion of consolidated shareholders' equity represents net
assets of the Company which cannot be transferred in the form of dividends,
loans, or advances to the Parent Company. Approximately $1.8 billion of
consolidated shareholders' equity is similarly restricted as to transfer from
its subsidiaries to the Company.
64
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
9. RESTRICTIONS, COMMITMENTS, AND CONTINGENCIES (CONTINUED)
Generally, the net assets of the Company's subsidiaries available for transfer
to the Parent are limited to the amounts that the subsidiaries' net assets, as
determined in accordance with statutory accounting practices, exceed minimum
statutory capital requirements. However, payments of such amounts as dividends
may be subject to approval by regulatory authorities and are generally limited
to the greater of 10% of policyholders' surplus or the previous year's
statutory net gain from operations.
The Company has various leases, substantially all of which are for office
space and facilities. Rentals under financing leases, contingent rentals, and
future minimum rental commitments and rental expense under operating leases
are not material.
The Company is a defendant in lawsuits which arose in the ordinary course of
business. The Company believes that it has a valid and substantial defense to
each of these actions and is defending them vigorously. Further, it is the
Company's opinion and the opinion of counsel for the Company that the outcome
of these actions will not have a materially adverse effect on the financial
position or results of operations of the Company.
The increase in the number of insurance companies that are under regulatory
supervision has resulted, and is expected to continue to result, in increased
assessments by state guaranty funds to cover losses to policyholders of
insolvent or rehabilitated insurance companies. Those mandatory assessments
may be partially recovered through a reduction in future premium taxes in
certain states. At December 31, 1995 and 1994, the Company has accrued $21.3
million and $10.4 million, respectively, for guaranty fund assessments, net of
$4.3 million and $2.9 million, respectively, of premium tax deductions. The
Company has recorded receivables of $7.4 million and $6.0 million at December
31, 1995 and 1994, respectively, for expected recoveries against the payment
of future premium taxes. Expenses incurred for guaranty fund assessments were
$22.4 million, $8.7 million, and $8.8 million in 1995, 1994, and 1993,
respectively.
65
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
10. REINSURANCE
Reinsurance transactions for the years ended December 31, 1995, 1994, and 1993
were as follows:
<TABLE>
<CAPTION>
Percentage
Ceded to Assumed of Amount
Gross Other From Other Assumed
Amount Companies Companies Net Amount to Net
---------------------------------------------------------------------------
(In Thousands)
<S> <C> <C> <C> <C> <C>
December 31, 1995
Life insurance in force $44,637,599 $7,189,493 $5,771 $37,453,877 0.02%
==============================================================
Premiums:
Life insurance and
annuities $ 103,780 $ 26,875 $ 171 $ 77,076 0.22%
Accident and health insurance 1,510 82 - 1,428 0.00%
--------------------------------------------------------------
Total premiums $ 105,290 $ 26,957 $ 171 $ 78,504 0.22%
==============================================================
December 31, 1994
Life insurance in force $41,360,465 $4,519,564 $6,813 $36,847,714 0.02%
==============================================================
Premiums:
Life insurance and
annuities $ 110,089 $ 26,390 $ 147 $ 83,846 0.18%
Accident and health insurance 1,723 146 - 1,577 0.00%
--------------------------------------------------------------
Total premiums $ 111,812 $ 26,536 $ 147 $ 85,423 0.17%
==============================================================
December 31, 1993
Life insurance in force $47,067,961 $4,109,758 $8,372 $42,966,575 0.02%
==============================================================
Premiums:
Life insurance and
annuities $ 136,581 $ 23,032 $ 191 $ 113,740 0.17%
Accident and health insurance 1,991 156 - 1,835 0.00%
--------------------------------------------------------------
Total premiums $ 138,572 $ 23,188 $ 191 $ 115,575 0.17%
==============================================================
</TABLE>
66
<PAGE>
American General Life Insurance Company
Notes to Consolidated Financial Statements (continued)
10. REINSURANCE (CONTINUED)
Reinsurance recoverable on paid losses was approximately $6,190,000 and
$3,671,000 at December 31, 1995 and 1994, respectively. Reinsurance
recoverable on unpaid losses was approximately $2,775,000 and $5,371,000 at
December 31, 1995 and 1994, respectively.
11. OTHER ITEMS
Effective July 31, 1993, the Company acquired the in-force business of the New
Jersey Life Insurance Company in Rehabilitation. The acquisition resulted in
the assumption of approximately 34,000 policies and life insurance in force of
$1.8 billion, with assets transferred of $208 million. No gain or loss was
recorded at acquisition.
Effective December 31, 1995, the Company purchased Franklin United Life
Insurance Company (FULIC), a subsidiary of Franklin Life Insurance Company
(FL) which is a wholly owned subsidiary of the Parent Company. This purchase
was effected through issuance of $8.5 million in preferred stock to FL. The
acquisition was accounted for using the purchase method of accounting and is
not material to the operations of the Company. Additionally, FULIC was
contributed and merged into AGNY at December 31, 1995.
67
<PAGE>
PART C
OTHER INFORMATION
ITEM 24. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements
PART A: None
PART B:
(1) Financial Statements of American General Life Insurance
Company Separate Account D:
Report of Ernst & Young LLP, Independent Auditors
Statement of Net Assets as of December 31, 1995
Statement of Operations for the year ended December 31, 1995
Statements of Changes in Net Assets for the years ended
December 31, 1995 and 1994
Notes to Financial Statements
(2) Consolidated Financial Statements of American General Life
Insurance Company:
Report of Ernst & Young LLP, Independent Auditors
Consolidated Balance Sheets as of December 31, 1995 and 1994
Consolidated Statements of Income for the years ended December
31, 1995, 1994 and 1993
Consolidated Statements of Shareholder's Equity for the years
ended December 31, 1995, 1994 and 1993
Consolidated Statements of Cash Flows for the years ended
December 31, 1995, 1994 and 1993
Notes to Consolidated Financial Statements
PART C: None
(b) Exhibits
1(a) American General Life Insurance Company of Delaware Board of Directors
resolution authorizing the establishment of Separate Account D.(1)
(b) Resolution of the Board of Directors of American General Life
Insurance Company of Delaware authorizing, among other things, the
redomestication of that company in Texas and the renaming of that
company as American General Life Insurance Company.(2)
C-1
<PAGE>
(c) Resolution of the Board of Directors of American General Life
Insurance Company of Delaware providing, inter alia, for Registered
Separate Accounts' Standards of Conduct.(3)
2 None
3(a)(i) Distribution Agreement dated October 3, 1991, between American
General Securities Incorporated and American General Life
Insurance Company.(2)
(ii) Form of Master Marketing and Distribution Agreement by and among
American General Life Insurance Company, American General
Securities Incorporated, and Van Kampen American Capital
Distributors, Inc.(12)
(b)(i) Form of Selling Group and General Agent Agreement utilizing
American Capital Marketing, Inc. as distributor.(4)
(ii) Form of Selling Group and General Agent Agreement utilizing
American General Securities Incorporated as distributor.(4)
(iii) Concession Schedule A, attached to and forming a part of each form
of Selling Group Agreement.(4)
(iv) Form of Selling Group Agreement by and among American General Life
Insurance Company, American General Securities Incorporated, and
Van Kampen American Capital Distributors, Inc.(12)
(c)(i)(A) Fund Participation Agreement, dated March 27, 1992, between
American General Life Insurance Company and American Capital Life
Investment Trust.(4)
(B) Form of Participation Agreement by and among American General Life
Insurance Company, American General Securities Incorporated, Van
Kampen American Capital Life Investment Trust, Van Kampen American
Capital Asset Management, Inc., and Van Kampen American Capital
Distributors, Inc.(12)
(ii) Sales Agreement, dated July 7, 1994, among Neuberger & Berman
Advisers Management Trust, Neuberger & Berman Management
Incorporated, and American General Life Insurance Company.(6)
(iii) Participation Agreement, dated February 2, 1994, among Variable
Insurance Products Fund, Fidelity Distributors Corporation, and
American General Life Insurance Company.(5)
(iv) Participation Agreement, dated February 2, 1994, among Variable
Insurance Products Fund II, Fidelity Distributors Corporation, and
American General Life Insurance Company.(5)
C-2
<PAGE>
(v) Form of Participation Agreement by and among American General Life
Insurance Company, Morgan Stanley Universal Funds, Inc., Morgan
Stanley Asset Management, Inc. and Miller Anderson & Sherrerd LLP.
(d) Form of Agreement between American General Life Insurance Company
and Dealer regarding exchange and allocation transaction
requests.(4)
4(a) Specimen form of Combination Fixed and Variable Annuity Contract
(Form No. 93010).(2)
(b) Form of Waiver of Surrender Charge Rider.(2)
(c) Form of Qualified Contract Endorsement.(2)
(d)(i) Revised pages to Specimen form of Combination Fixed and Variable
Annuity Contract.(3)
(ii) Revised Schedule Page to Specimen form of Combination Fixed and
Variable Annuity Contract.(4)
(e)(i)(A) Specimen form of Individual Retirement Annuity Disclosure
Statement available under Contract Form Nos. 93020 and 93021.9
(B) Specimen form of Individual Retirement Annuity Disclosure
Statement available under Contract Form Nos. 95020 and 95021.(8)
(C) Specimen form of Individual Retirement Annuity Disclosure
Statement and additional specialized forms available under
Contract Form Nos. 95020 Rev 896 and 95021 Rev 896.(10)
(ii) Specimen form of Individual Retirement Annuity Endorsement.(6)
(iii) Specimen form of IRA Instruction Form.(4)
(f)(i) Specimen form of Combination Fixed and Variable Annuity Contract
(Form No. 93020).(7)
(ii) Specimen form of Combination Fixed and Variable Annuity Contract
(Form No. 93021).(7)
(iii) Specimen form of pages for Contract Forms 93020 and 93021, filed
in the following states: California, Minnesota, North Carolina,
North Dakota, Oklahoma.(7)
(g)(i) Specimen form of Combination Fixed and Variable Annuity Contract
(Form No. 95020 Rev 896).(12)
(ii) Specimen form of Combination Fixed and Variable Annuity contract
(Form No. 95021 Rev 896).(12)
(iii) Specimen form of pages for Contract Forms 95020 Rev 896 and 95021
Rev 896, filed in the following states: California, Idaho, Kansas,
Massachusetts, Minnesota, North Carolina, North Dakota, Oklahoma,
Pennsylvania, South Carolina, Texas, Utah, and West Virginia.(12)
(iv) Specimen form of Waiver of Surrender Charges Rider for Contract
Form Nos. 95020 Rev 896 and 95021 Rev 896.(12)
C-3
<PAGE>
5(a)(i) Specimen form of Application for Contract Form Nos. 93020 and
93021.(4)
(ii) Specimen form of Application for Contract Form Nos. 95020 Rev 896
and 95021 Rev 896.
(b)(i) Specimen form of Separate Account D Election of Annuity Payment
Option/Change Form.(4)
(ii) Specimen form of Absolute Assignment to Effect Section 1035(a)
Exchange and Rollover of a Life Insurance Policy or Annuity
Contract.(4)
(c)(i) Specimen form of VAriety Plus Service Request, including telephone
transfer authorization.(4)
(ii) Form of Authorization Limited to Execution of Transaction Requests
for VAriety Plus Variable Annuity.(4)
(iii) Form of Transaction Request Form.(4)
(iv) Specimen form of Generations Service Request, including telephone
transfer authorization.
(v) Specimen from of Annuity Ticket Order under Contract Form Nos.
95020 Rev 896 and 95021 Rev 896.
(vi) Specimen form of confirmation of initial purchase payment under
Contract Form Nos. 95020 Rev 896 and 95021 Rev 896.
(vii) Specimen form of Special Request for Surrender Charge Waiver under
Contract Form Nos. 95020 Rev 896 and 95021 Rev 896.
6(a) Amended and Restated Articles of Incorporation of American General
Life Insurance Company, effective December 31, 1991.(2)
(b) Bylaws of American General Life Insurance Company, adopted January
22, 1992.(4)
7 None
8 None
9 Opinion and consent of Counsel.(4)
10 Consent of Independent Auditors.
11 None
12 None
C-4
<PAGE>
13(a)(i) Computations of standardized average annual total returns for each
Division available under Contract Form Nos. 93020 and 93021 for
the one and five year periods ended December 31, 1995, and since
inception.(9)
(ii) Computations of non-standardized total returns for each Division
available under Contract Form Nos. 93020 and 93021 for the one and
five year periods ended December 31, 1995, and since inception.(9)
(iii) Computations of non-standardized cumulative total returns for each
Division available under Contract Form Nos. 93020 and 93021 for
the one and five year periods ended December 31, 1995, and since
inception.(9)
(iv) Computations of 30 day yield for the Domestic Income Division, the
Government Division, and the Multiple Strategy Division available
under Contract Form Nos. 93020 and 93021 for the one month period
ended December 31, 1993.(5)
(v) Computations of seven day yield and effective yield for the Money
Market Division available under Contract Form Nos. 93020 and 93021
for the seven day period ended December 31, 1993.(5)
(b)(i) Computations of hypothetical historical standardized average
annual total returns for the Emerging Growth, Enterprise, Domestic
Income, Government, and Money Market Divisions, available under
Contract Form Nos. 95020 Rev 896 and 95021 Rev 896 for the one and
five year periods ended December 31, 1995, and since inception.
(ii) Computations of hypothetical historical non-standardized total
returns for the Emerging Growth, Enterprise, Domestic Income,
Government, and Money Market Divisions, available under Contract
Form Nos. 95020 Rev 896 and 95021 Rev 896 for the one and five
year periods ended December 31, 1995, and since inception.
(iii) Computations of hypothetical historical non-standardized
cumulative total returns for the Emerging Growth, Enterprise,
Domestic Income, Government, and Money Market Divisions, available
under Contract Form Nos. 95020 Rev 896 and 95021 Rev 896 for the
one and five year periods ended December 31, 1995, and since
inception.
(iv) Computations of hypothetical historical 30 day yield for the
Domestic Income Division and the Government Division, available
under Contract Form Nos. 95020 Rev 896 and 95021 Rev 896 for the
one month period ended December 31, 1995.
(v) Computations of hypothetical historical seven day yield and
effective yield for the Money Market Division, available under
Contract Form Nos. 95020 Rev 896 and 95021 Rev 896 for the seven
day period ended December 31, 1995.
14 A Financial Data Schedule meeting the requirements of Rule 483(e)
of the Securities Act of 1933 is filed as Exhibit 27 hereof.
15(a) Power of Attorney with respect to Registration Statements and
Amendments thereto signed by the following persons in their
capacities as directors and, where applicable, officers of
American General Life Insurance Company: Messrs. Devlin, Rashid,
Reddick and Luther.(2)
C-5
<PAGE>
(b) Power of Attorney with respect to Registration Statements and
Amendments thereto signed by Robert S. Cauthen, Jr. in his
capacity as a director and officer of American General Life
Insurance Company.(4)
(c) Power of Attorney with respect to Registration Statements and
Amendments thereto signed by James R. Tuerff in his capacity as a
director or officer of American General Life Insurance Company.(6)
(d) Power of Attorney with respect to Registration Statements and
Amendments thereto signed by Peter V. Tuters in his capacity as a
director or officer of American General Life Insurance Company.(5)
(e) Power of Attorney with respect to Registration Statements and
Amendments thereto signed by the following persons in their
capacities as directors and, where applicable, officers of
American General Life Insurance Company: Messrs. Kelley, Pulliam,
and Young.(6)
(f) Power of Attorney with respect to Registration Statements and
Amendments thereto signed by George W. Bentham in his capacity as
a director or officer of American General Life Insurance Company.
(7)
(g) Power of Attorney with respect to Registration Statements and
Amendments thereto signed by the following persons in their
capacities as directors and, where applicable, officers of
American General Life Insurance Company : Messrs. Atnip and
Newton.(11)
(h) Power of Attorney with respect to Registration Statements and
Amendments thereto signed by Rodney O. Martin, Jr. and Robert F.
Herbert, Jr.(12)
16 Amended Statement of Exemptive Relief Relied Upon.(12)
17 Representation Regarding Reasonableness of Fees and Charges
Deducted Under the Contracts, under Contract Form Nos. 95020 Rev
896 and 95021 Rev 896.
27 Financial Data Schedule.
_____________________________
(1) Incorporated herein by reference to the initial filing of
Registrant's Form N-4 Registration Statement (File No. 2-49805) on
December 6, 1973.
(2) Previously filed in the initial filing of this Registration
Statement (File No. 33-43390) on October 16, 1991.
(3) Previously filed in Pre-Effective Amendment No. 1 to this
Registration Statement (File No. 33-43390), filed on December 31,
1991.
(4) Previously filed in Post-Effective Amendment No. 1 to this
Registration Statement (File No. 33-43390), filed on April 30,
1992.
(5) Previously filed in Post-Effective Amendment No. 3 to this
Registration Statement (File No. 33-43390), filed on March 2,
1994.
C-6
<PAGE>
(6) Previously filed in Post-Effective Amendment No. 4 to this
Registration Statement (File No. 33-43390), filed on April 28,
1995.
(7) Previously filed in Post-Effective Amendment No. 5 to this
Registration Statement (File No. 33-43390), filed on December 27,
1995.
(8) Included in Part A of Post-Effective Amendment No. 6 to this
Registration Statement (File No. 33-43390), filed on March 14,
1996.
(9) Included in Part A of Post-Effective Amendment No. 7 to this
Registration Statement (File No. 33-43390), filed on April 30,
1996.
(10) Included in Part A of this Amendment.
(11) Previously filed in preliminary form in Post-Effective Amendment
No. 7 to this Registration Statement (File No. 33-43390), filed on
April 30, 1996. These exhibits have not been filed in definitive
form in reliance on Rule 483(d)(3) under the Securities Act of
1933.
(12) Previously filed in Post-Effective Amendment No. 9 to this
Registration Statement (File No. 33-43390), filed on August 16,
1996.
ITEM 25. DIRECTORS AND OFFICERS OF THE DEPOSITOR
The directors, executive officers, and, to the extent responsible for
variable annuity operations, other officers of the depositor are listed
below.
<TABLE>
<CAPTION>
POSITIONS AND OFFICES
NAME AND PRINCIPAL WITH THE
BUSINESS ADDRESS DEPOSITOR
<S> <C>
Harold S. Hook Senior Chairman
2929 Allen Parkway
Houston, TX 77019
Robert M. Devlin Chairman
2929 Allen Parkway
Houston, TX 77019
Jon P. Newton Vice-Chairman
2929 Allen Parkway
Houston, TX 77019
Rodney O. Martin, Jr. Director, President, &
2727-A Allen Parkway Chief Executive Officer
Houston, TX 77019
C-7
<PAGE>
Michael G. Atnip Director
2929 Allen Parkway
Houston, TX 77019
George W. Bentham Director, Senior Vice President &
2727-A Allen Parkway Chief Marketing Officer
Houston, TX 77019
John V. LaGrasse Director, Senior Vice President &
2727-A Allen Parkway Chief Systems Officer
Houston, TX 77019
Bill B. Luther Director & Senior Vice President,
2727-A Allen Parkway Administration
Houston, TX 77019
Robert F. Herbert, Jr. Director, Senior Vice President,
2727-A Allen Parkway Chief Financial Officer, Treasurer
Houston, TX 77019 & Controller
Peter V. Tuters Director, Vice President, &
2929 Allen Parkway Chief Investment Officer
Houston, TX 77019
Thomas B. Phillips Vice President, General
2727-A Allen Parkway Counsel & Secretary
Houston, TX 77019
Wayne A. Barnard Vice President & Chief Actuary
2727-A Allen Parkway
Houston, Texas 77019
Dennis H. Roberts Vice President
2727-A Allen Parkway
Houston, Texas 77019
Timothy W. Still Vice President
2727-A Allen Parkway
Houston, Texas 77019
Steven A. Glover Associate General Counsel &
2727-A Allen Parkway Assistant Secretary
Houston, TX 77019
Joyce R. Bilski Administrative Officer
2727-A Allen Parkway
Houston, TX 77019
C-8
<PAGE>
Farideh Farrokhi Assistant Controller & Assistant
2727-A Allen Parkway Secretary
Houston, TX 77019
Kenneth D. Nunley Associate Tax Officer
2727-A Allen Parkway
Houston, TX 77019
</TABLE>
Item 26. Persons Controlled by or Under Common Control With the Depositor or
Registrant
SUBSIDIARIES OF AMERICAN GENERAL CORPORATION(1)
The following is a list of American General Corporation's subsidiaries as of
September 30, 1996. All subsidiaries listed are corporations, unless otherwise
indicated. Subsidiaries of subsidiaries are indicated by indentations and
unless otherwise indicated, all subsidiaries are wholly owned. Inactive
subsidiaries are denoted by an asterisk (*).
<TABLE>
<CAPTION>
Jurisdiction of
Name Incorporation
-------------------------------------------------------------- ---------------
<S> <C>
AGC Life Insurance Company(2)................................ Missouri
The Franklin Life Insurance Company ....................... Illinois
The American Franklin Life Insurance Company ............ Illinois
Franklin Financial Services Corporation ................. Delaware
American General Life and Accident Insurance Company ...... Tennessee
American General Exchange, Inc. ......................... Tennessee
American General Life Insurance Company ................... Texas
American General Annuity Service Corporation ............ Texas
American General Life Insurance Company of New York ..... New York
The Winchester Agency Ltd. ............................ New York
American General Securities Incorporated(3).............. Texas
American General Insurance Agency, Inc. ............... Missouri
American General Insurance Agency of Hawaii, Inc. ..... Hawaii
American General Insurance Agency of
Massachusetts, Inc. ................................... Mass.
The Variable Annuity Life Insurance Company ............. Texas
The Variable Annuity Marketing Company ................ Texas
Independent Investment Advisory Services, Inc.............. Florida
The Independent Life and Accident Insurance Company........ Florida
Freedom Distribution Corporation........................... Delaware
Freedom POS Corporation.................................... Delaware
Freedom Stylus Corporation................................. Delaware
Independent Fire Insurance Company....................... Florida
Herald Underwriters, Inc............................... Florida
Independent Fire Insurance Company of Florida.......... Florida
C-9
<PAGE>
Independent Service Company............................ Florida
Old Faithful General Agency, Inc....................... Texas
Thomas Jefferson Insurance Company....................... Florida
Independent Property & Casualty Insurance Company.......... Florida
Independent Real Estate Management Corporation............. Florida
Allen Property Company ...................................... Delaware
Florida Westchase Corporation.............................. Delaware
Greatwood Development, Inc................................. Delaware
Greatwood Golf Club, Inc. ................................. Delaware
Highland Creek Golf Club, Inc. ............................ No. Carolina
Hunter's Creek Communications Corporation ................. Florida
Pebble Creek Corporation .................................. Delaware
Pebble Creek Development Corporation ...................... Florida
Westchase Development Corporation.......................... Delaware
Westchase Golf Corporation ................................ Florida
American General Capital Services, Inc. ...................... Delaware
American General Delaware Management Corporation1 ............ Delaware
American General Finance, Inc. ............................... Indiana
AGF Investment Corp. ...................................... Indiana
American General Auto Finance, Inc. ....................... Delaware
American General Finance Corporation(4).................... Indiana
American General Finance Group, Inc. .................... Delaware
American General Financial Services, Inc.(5)........... Delaware
The National Life and Accident Insurance Company .... Texas
Merit Life Insurance Co. ................................ Indiana
Yosemite Insurance Company .............................. California
American General Finance, Inc.............................. Alabama
American General Financial Center ......................... Utah
American General Financial Center, Inc.* .................. Indiana
American General Financial Center, Incorporated* .......... Indiana
American General Financial Center Thrift Company* ......... California
Thrift, Incorporated* ..................................... Indiana
American General Realty Investment Corporation ............... Texas
American Athletic Club, Inc. .............................. Texas
American General Mortgage Company.......................... Delaware
Ontario Vineyard Corporation .............................. Delaware
Pebble Creek Country Club Corporation ..................... Florida
Pebble Creek Service Corporation .......................... Florida
SR/HP/CM Corporation ...................................... Texas
American General Mortgage and Land Development, Inc........... Delaware
American General Land Development, Inc. ................... Delaware
American General Realty Advisors, Inc. .................... Delaware
American General Property Insurance Company .................. Tennessee
Bayou Property Company........................................ Delaware
AGLL Corporation(6)........................................ Delaware
American General Land Holding Company ..................... Delaware
AG Land Associates, LLC(6)............................... California
C-10
<PAGE>
Hunter's Creek Realty, Inc.* ............................ Florida
Summit Realty Company, Inc. ............................. So. Carolina
Lincoln American Corporation............................... Delaware
Financial Life Assurance Company of Canada ................... Canada
Florida GL Corporation ....................................... Delaware
GPC Property Company ......................................... Delaware
Cinco Ranch Development Corporation ....................... Delaware
Cinco Ranch East Development, Inc. ........................ Delaware
Cinco Ranch West Development, Inc. ........................ Delaware
The Colonies Development, Inc. ............................ Delaware
Fieldstone Farms Development, Inc. ........................ Delaware
Hickory Downs Development, Inc. ........................... Delaware
Lake Houston Development, Inc. ............................ Delaware
South Padre Development, Inc. ............................. Delaware
Green Hills Corporation ...................................... Delaware
INFL Corporation ............................................. Delaware
Knickerbocker Corporation .................................... Texas
Pavilions Corporation......................................... Delaware
American General Finance Foundation, Inc. is not included on this list. It is
a non-profit corporation.
<FN>
(1) The following limited liability companies were formed in the State of
Delaware on March 28, 1995. The limited liability interests of each are
jointly owned by AGC and AGDMC and the business and affairs of each are
managed by AGDMC:
American General Capital, L.L.C.
American General Delaware, L.L.C.
(2) The following companies became approximately 40% owned by AGCL on December
23, 1994:
Western National Corporation ("WNC") (DE)
WNL Holding Corporation
Western National Life Insurance Company (TX)
WesternSave (401K Plan)
Independent Advantage Financial & Insurance Services, Inc.
WNL Investment Advisory Services, Inc.
Conseco Annuity Guarantee Corp.
WNL Brokerage Services, Inc.
WNL Insurance Services, Inc.
Accordingly, these companies became AGCL affiliates under insurance
holding company laws. However the WNC stock is held for investment
purposes by AGCL and there are no plans for AGCL to direct the operations
of any of these companies.
(3) The following companies are indirectly controlled by, or related to, AGSI:
</FN>
C-11
<PAGE>
<FN>
American General Insurance Agency of Ohio, Inc.
American General Insurance Agency of Texas, Inc.
American General Insurance Agency of Oklahoma, Inc.
Insurance Masters Agency, Inc.
(4) American General Finance Corporation is the parent of an additional 41
wholly owned subsidiaries incorporated in 26 states for the purpose of
conducting its consumer finance operations.
(5) American General Financial Services, Inc. is the parent of an additional 7
wholly owned subsidiaries incorporated in 4 states and Puerto Rico for the
purpose of conducting its consumer finance operations.
(6) AG Land Associates, LLC is jointly owned by AGLH and AGLL. AGLH holds a
98.75% managing interest and AGLL owns a 1.25% managing interest.
</FN>
</TABLE>
All of the subsidiaries of AGL are included in its consolidated financial
statements, which are filed in Part B of this Registration Statement.
ITEM 27. NUMBER OF CONTRACT OWNERS
As of September 30, 1996, there were 364 owners of Contracts of the class
presently offered by this registration statement.
ITEM 28. INDEMNIFICATION
Article VII, section 1, of the Company's By-Laws provides, in part, that the
Company shall have power to indemnify any person who was or is a party or is
threatened to be made a party to any proceeding (other than an action by or in
the right of the Company) by reason of the fact that such person is or was
serving at the request of the Company, against expenses, judgments, fines,
settlements, and other amounts actually and reasonably incurred in connection
with such proceeding if such person acted in good faith and in a manner such
person reasonably believed to be in the best interest of the Company and, in
the case of a criminal proceeding, had no reasonable cause to believe the
conduct of such person was unlawful.
Article VII, section 1 (in part), section 2, and section 3, provide that the
Company shall have power to indemnify any person who was or is a party or is
threatened to be made a party to any threatened, pending, or completed action
by or in the right of the Company to procure a judgment in its favor by reason
of the fact that such person is or was acting in behalf of the Company,
against expenses actually and reasonably incurred by such person in connection
with the defense or settlement of such action if such person acted in good
faith, in a manner such person believed to be in the best interests of the
Company, and with such care, including reasonable inquiry, as an ordinarily
prudent person in a like position would use under similar circumstances. No
indemnification shall be made under section 1: (a) in respect of any claim,
issue, or matter as to which such person shall have been adjudged to be liable
to the Company, unless and only to the extent that the court in which such
action was brought shall determine upon application that, in view of all the
circumstances of the case, such person is fairly and reasonably entitled to
C-12
<PAGE>
indemnity for the expenses which such court shall determine; (b) of amounts
paid in settling or otherwise disposing of a threatened or pending action with
or without court approval; or (c) of expense incurred in defending a
threatened or pending action which is settled or otherwise disposed of without
court approval.
Article VII, section 3, provides that, with certain exceptions, any
indemnification under Article VII shall be made by the Company only if
authorized in the specific case, upon a determination that indemnification of
the person is proper in the circumstances because the person has met the
applicable standard of conduct set forth in section 1 of Article VII by (a) a
majority vote of a quorum consisting of directors who are not parties to such
proceeding; (b) approval of the shareholders, with the shares owned by the
person to be indemnified not being entitled to vote thereon; or (c) the court
in which such proceeding is or was pending upon application made by the
Company or the indemnified person or the attorney or other persons rendering
services in connection with the defense, whether or not such application by
the attorney or indemnified person is opposed by the Company.
Article VII, section 7, provides that for purposes of Article VII, those
persons subject to indemnification include 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, or employee of another foreign
or domestic corporation which was a predecessor corporation of the Company or
of another enterprise at the request of such predecessor corporation.
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.
ITEM 29. PRINCIPAL UNDERWRITERS
(a) Registrant's principal underwriter, American General Securities
Incorporated, also acts as principal underwriter for American
General Life Insurance Company of New York Separate Account E and
American General Life Insurance Company Separate Account A.
(b) The directors and principal officers of the principal underwriter
are:
<TABLE>
<S> <C>
Position and Offices
with Underwriter,
Name and Principal American General
C-13
<PAGE>
Business Address Securities Incorporated
---------------- -----------------------
F. Paul Kovach, Jr. Director & President
American General Securities
Incorporated
2727 Allen Parkway
Houston, TX 77019
George W. Bentham Director, Senior Vice President &
American General Life Chief Marketing Officer
2727-A Allen Parkway
Houston, TX 77019
Robert F. Herbert, Jr. Director, Vice President &
American General Life Treasurer
2727-A Allen Parkway
Houston, TX 77019
John V. LaGrasse Director & Vice President
American General Life
2727-A Allen Parkway
Houston, TX 77019
Bill B. Luther Director & Vice President
American General Life
2727-A Allen Parkway
Houston, TX 77019
Thomas B. Phillips Director & Secretary
American General Life
2727-A Allen Parkway
Houston, TX 77019
Rodney O. Martin, Jr. Director
American General Life
2727-A Allen Parkway
Houston, TX 77019
Fred G. Fram Vice President
American General Securities
Incorporated
2727 Allen Parkway
Houston, TX 77019
Steven A. Glover Assistant Secretary
American General Life
2727-A Allen Parkway
Houston, TX 77019
C-14
<PAGE>
Carole D. Hlozek Administrative Officer
American General Securities
Incorporated
2727 Allen Parkway
Houston, TX 77019
J. Andrew Kalbaugh Administrative Officer
American General Securities
Incorporated
2727 Allen Parkway
Houston, TX 77019
Kenneth D. Nunley Associate Tax Officer
American General Life
2727-A Allen Parkway
Houston, TX 77019
(c) Not Applicable.
</TABLE>
ITEM 30. LOCATION OF RECORDS
All records referenced under Section 31(a) of the 1940 Act, and Rules 31a-1
through 31a-3 thereunder, are maintained and in the custody of American
General Life Insurance Company at its principal executive office located at
2727-A Allen Parkway, Houston, TX 77019.
ITEM 31. MANAGEMENT SERVICES
Not Applicable.
ITEM 32. UNDERTAKINGS
The Registrant undertakes: A) to file a post-effective amendment to this
Registration Statement as frequently as is necessary to ensure that the
audited financial statements in the Registration Statement are never more than
16 months old for so long as payments under the Contracts may be accepted; B)
to include either (1) as part of any application to purchase a Contract
offered by these prospectuses, a space that an applicant can check to request
a Statement of Additional Information, or (2) a toll-free number or a post
card or similar written communication affixed to or included in the applicable
prospectus that the applicant can remove to send for a Statement of Additional
Information; C) to deliver any Statement of Additional Information and any
financial statements required to be made available under this form promptly
upon written or oral request.
C-15
<PAGE>
SIGNATURES
As required by the Securities Act of 1933 and the Investment Company Act
of 1940, the Registrant, American General Life Insurance Company Separate
Account D, certifies that it meets the requirements of Securities Act Rule
485(a), for effectiveness of this Amendment to the Registration Statement and
has duly caused this Amendment to the Registration Statement to be signed on
its behalf, in the City of Houston, and State of Texas on this 29th day of
October, 1996.
AMERICAN GENERAL LIFE INSURANCE AMERICAN GENERAL LIFE INSURANCE
COMPANY SEPARATE ACCOUNT D COMPANY
(Registrant) (Depositor)
By: /s/ Robert F. Herbert, Jr. By: /s/ Robert F. Herbert, Jr.
-------------------------- --------------------------
ROBERT F. HERBERT, JR. ROBERT F. HERBERT, JR.
Senior Vice President of Senior Vice President
American General Life
Insurance Company
As required by the Securities Act of 1933, this Amendment to the
Registration Statement has been signed by the following persons in the
capacities and on the dates indicated.
Signature Title Date
RODNEY O. MARTIN, JR.* Principal Executive October 29, 1996
------------------------ Officer
(Rodney O. Martin, Jr.)
ROBERT F. HERBERT, JR.* Principal Financial and October 29, 1996
------------------------ Accounting Officer
(Robert F. Herbert, Jr.)
DIRECTORS
ROBERT F. HERBERT, JR.*
------------------------ ------------------------
(Harold S. Hook) (Robert F. Herbert, Jr.)
RODNEY O. MARTIN, JR.* JOHN V. LaGRASSE
------------------------ ------------------------
(Rodney O. Martin, Jr.) (John V. LaGrasse)
MICHAEL G. ATNIP* BILL B. LUTHER*
------------------------ ------------------------
(Michael G. Atnip) (Bill B. Luther)
ROBERT M. DEVLIN* JON P. NEWTON*
------------------------ ------------------------
(Robert M. Devlin) (Jon P. Newton)
GEORGE W. BENTHAM* PETER V. TUTERS*
------------------------ ------------------------
(George W. Bentham) (Peter V. Tuters)
/s/ Steven A. Glover October 29, 1996
-------------------------------------
*By Steven A. Glover, Attorney-in-Fact
<PAGE>
EXHIBIT INDEX
3(c)(v) Form of Participation Agreement by and among American General Life
Insurance Company, Morgan Stanley Universal Funds, Inc., Morgan
Stanley Asset Management, Inc. and Miller Anderson & Sherrerd LLP.
4(e)(i)(C) Specimen form of Individual Retirement Annuity Disclosure
Statement and additional specialized forms available under
Contract Form Nos. 95020 Rev 896 and 95021 Rev 896. (Included in
Part A of this Amendment.)
5(a)(ii) Specimen form of Application for Contract Form Nos. 95020 Rev 896
and 95021 Rev 896.
5(c)(iv) Specimen form of Generations Service Request, including telephone
transfer authorization
5(c)(v) Specimen from of Annuity Ticket Order under Contract Form Nos.
95020 Rev 896 and 95021 Rev 896.
5(c)(vi) Specimen form of confirmation of initial purchase payment under
Contract Form Nos. 95020 Rev 896 and 95021 Rev 896.
5(c)(vii) Specimen form of Special Request for Surrender Charge Waiver under
Contract Form Nos. 95020 Rev 896 and 95021 Rev 896.
10 Consent of Independent Auditors.
13(b)(i) Computations of hypothetical historical standardized average
annual total returns for the Emerging Growth, Enterprise, Domestic
Income, Government, and Money Market Divisions, available under
Contract Form Nos. 95020 Rev 896 and 95021 Rev 896 for the one and
five year periods ended December 31, 1995, and since inception.
13(b)(ii) Computations of hypothetical historical non-standardized total
returns for the Emerging Growth, Enterprise, Domestic Income,
Government, and Money Market Divisions, available under Contract
Form Nos. 95020 Rev 896 and 95021 Rev 896 for the one and five
year periods ended December 31, 1995, and since inception.
13(b)(iii) Computations of hypothetical historical non-standardized
cumulative total returns for the Emerging Growth, Enterprise,
Domestic Income, Government, and Money Market Divisions, available
under Contract Form Nos. 95020 Rev 896 and 95021 Rev 896 for the
one and five year periods ended December 31, 1995, and since
inception.
13(b)(iv) Computations of hypothetical historical 30 day yield for the
Domestic Income Division and the Government Division, available
under Contract Form Nos. 95020 Rev 896 and 95021 Rev 896 for the
one month period ended December 31, 1995.
13(b)(v) Computations of hypothetical historical seven day yield and
effective yield for the Money Market Division, available under
Contract Form Nos. 95020 Rev 896 and 95021 Rev 896 for the seven
day period ended December 31, 1995.
17 Representation Regarding Reasonableness of Fees and Charges
Deducted Under the Contracts, under Contract Form Nos. 95020 Rev
896 and 95021 Rev 896.
27 Financial Data Schedule.
C-16
EXHIBIT 3
FORM OF
PARTICIPATION AGREEMENT
Among
MORGAN STANLEY UNIVERSAL FUNDS, INC.,
MORGAN STANLEY ASSET MANAGEMENT INC.
MILLER ANDERSON & SHERRERD, LLP
and
[NAME OF INSURANCE COMPANY]
THIS AGREEMENT, made and entered into as of the ________________ day of
______________, 1996 by and among [NAME OF INSURANCE COMPANY] (hereinafter the
"Company"), a _________________________________________ corporation, on its
own behalf and on behalf of each segregated asset account of the Company set
forth on Schedule A hereto as may be amended from time to time (each such
account hereinafter referred to as the "Account"), and MORGAN STANLEY
UNIVERSAL FUNDS, INC. (hereinafter the "Fund"), a Maryland corporation, and
MORGAN STANLEY ASSET MANAGEMENT INC. AND MILLER ANDERSON & SHERRERD LLP
(hereinafter collectively the "Advisers" and individually the "Adviser"), a
Delaware corporation and a Pennsylvania limited partnership, respectively.
WHEREAS, the Fund engages in business as an open-end management
investment company and is available to act as (i) the investment vehicle for
separate accounts established for variable life insurance policies and
variable annuity contracts (collectively, the "Variable Insurance Products")
to be offered by insurance companies which have entered into participation
agreements with the Fund and the Advisers (hereinafter "Participating
Insurance Companies") and (ii) the investment vehicle for certain qualified
pension and retirement plans ("Qualified Plans"); and
WHEREAS, the beneficial interest in the Fund is divided into several
series of shares, each representing the interest in a particular managed
portfolio of securities and other assets, any one or more of which may be made
available under this Agreement, as may be amended from time to time by mutual
agreement of the parties hereto (each such series hereinafter referred to as a
"Portfolio"); and
WHEREAS, the Fund has obtained an order from the Securities and Exchange
Commission, dated __________, 1996 (File No. _________ ), granting
Participating Insurance Companies and variable annuity and variable life
insurance separate accounts exemptions from the provisions of Sections 9(a),
13(a), 15(a), and 15(b) of the Investment Company Act of 1940, as amended,
(hereinafter the "1940 Act") and Rules 6e-2(b)(15) and 6e-3(T)(b)(15)
thereunder, to the extent necessary to permit shares of the Fund to be sold to
and held by variable annuity and variable life insurance separate accounts of
both affiliated and unaffiliated life insurance companies and Qualified Plans
(hereinafter the "Shared Funding Exemptive Order"); and
WHEREAS, the Fund is registered as an open-end management investment
company under the 1940 Act and its shares are registered under the Securities
Act of 1933, as amended (hereinafter the "Shared Funding Exemptive Order") and
WHEREAS, the Advisers are duly registered as an investment advisers under
the Investment Advisers Act of 1940, as amended, and any applicable state
securities laws; and
WHEREAS, each Adviser manages certain Portfolios of the Fund; and
1
<PAGE>
WHEREAS, Morgan Stanley & Co. Incorporated (the "Underwriter") is
registered as a broke/dealer under the Securities Exchange Act of 1934, as
amended, (hereinafter the "1934 Act"), is a member in good standing of the
National Association of Securities Dealers, Inc. (hereinafter "NASD") and
serves as principal underwriter of the shares of the Fund; and
WHEREAS, the Company has registered or will register certain variable
life insurance and/or variable annuity contracts under the 1933 Act; and
WHEREAS, each Account is a duly organized, validly existing segregated
asset account, established by resolution of the Board of Directors of the
Company, on the date shown for such Account on Schedule A hereto, to set aside
and invest assets attributable to the aforesaid variable annuity contracts;
and
WHEREAS, the Company has registered or will register each Account as a
unit investment trust under the 1940 Act; and
WHEREAS, to the extent permitted by applicable insurance laws and
regulations, the Company intends to purchase shares in the Portfolios on
behalf of each Account to fund certain of the aforesaid variable life and/or
variable annuity contracts and the Underwriter is authorized to sell such
shares to unit investment trusts such as each Account at net asset value;
NOW, THEREFORE, in consideration of their mutual promises, the Company,
the Fund and the Underwriter agree as follows:
ARTICLE I. PURCHASE OF FUND SHARES
1.1. The Fund agrees to make available for purchase by the Company shares
of the Fund and shall execute orders placed for each Account on a daily basis
at the net asset value next computed after receipt by the Fund or its designee
of such order. For purposes of this Section 1.1, the Company shall be the
designee of the Fund for receipt of such orders from each Account and receipt
by such designee shall constitute receipt by the Fund; provided that the Fund
receives notice of such order by 10:00 a.m. Easter time on the next following
Business Day. "Business Day" shall mean any day on which the New York Stock
Exchange is open for trading and on which the Fund calculates its net asset
value pursuant to the rules of the Securities and Exchange Commission.
1.2. The Fund, so long as the Agreement is in effect, agrees to make its
shares available indefinitely for purchase at the applicable net asset value
per share by the Company and its Accounts on those days on which the Fund
calculates its net asset value pursuant to rules of the Securities and
Exchange Commission and the Fund shall use reasonable efforts to calculate
such net asset value on each day which the New York Stock Exchange is open for
trading. Notwithstanding the foregoing, the Board of Directors of the Fund
(hereinafter the "Board") may refuse to permit the Fund to sell shares of any
Portfolio to any person, or suspend or terminate the offering of shares of any
Portfolio if such action is required by law or by regulatory authorities
having jurisdiction or is, in the sole discretion of the Board acting in good
faith and in light of their fiduciary duties under federal and any applicable
state laws, necessary in the best interests of the shareholders of such
Portfolio.
1.3. The Fund agrees that shares of the Fund will be sold only to
Participating Insurance Companies and their separate accounts and to certain
Qualified Plans. No shares of any Portfolio will be sold to the general
public.
1.4. The Fund will not make its shares available for purchase by any
insurance company or separate account unless an agreement containing
provisions substantially the same as Articles I, III, V, VII and Section 2.5
of Article II of this Agreement is in effect to govern such sales.
2
<PAGE>
1.5. The Fund agrees to redeem for cash, on the Company's request, any
full or fractional shares of the Fund held by the Company, executing such
requests on a daily basis at the net asset value next computed after receipt
by the Fund or its designee of the request for redemption. For purposes of
this Section 1.5, the Company shall be the designee of the Fund for receipt of
requests for redemption from each Account and receipt by such designee shall
constitute receipt by the Fund; provided that the Fund receives notice of such
request for redemption on the next following Business Day.
1.6. The Company agrees that purchases and redemptions of Portfolio
shares offered by the then current prospectus of the Fund shall be made in
accordance with the provisions of such prospectus. The variable annuity
contracts and/or variable life insurance policies issued by the Company, under
which amounts may be invested in the Fund (the "Contracts"), are listed on
Schedule A attached hereto and incorporated herein by reference, as such
Schedule A may be amended from time to time by mutual written agreement of all
of the parties hereto. The Company will give the Fund and the managing Adviser
45 days written notice of its intention to make available in t he future, as a
funding vehicle under the Contracts, any other investment company.
1.7. The Company shall pay for Fund shares on the next Business Day after
an order to purchase Fund shares is made in accordance with the provisions of
Section 1.1 hereof. Payment shall be in federal funds transmitted by wire. For
purpose of Section 2.10 and 2.11, upon receipt by the Fund of the federal
funds so wired, such funds shall cease to be the responsibility of the Company
and shall become the responsibility of the Fund.
1.8. Issuance and transfer of the Fund's shares will be by book entry
only. Stock certificates will not be issued to the Company or any Account.
Shares ordered from the Fund will be recorded in an appropriate title for each
Account or the appropriate subaccount of each Account.
1.9. The Fund shall furnish same day notice (by wire or telephone,
followed by written confirmation) to the Company of any income, dividends or
capital gain distributions payable on the Fund's shares. The Company hereby
elects to receive all such income dividends and capital gain distributions as
are payable on the Portfolio shares in additional shares of that Portfolio.
The Company reserves the right to revoke this election and to receive all such
income dividends and capital gain distributions in cash. The Fund shall notify
the Company of the number of shares so issued as payment of such dividends and
distributions.
1.10. The Fund shall make the net asset value per share of each Portfolio
available to the Company on a daily basis as soon as reasonably practical
after the net asset value per share is calculated (normally by 6:30 p.m.
Eastern time) and shall use its best efforts to make such net asset value per
share available by 7 p.m. Eastern time.
ARTICLE II. REPRESENTATIONS AND WARRANTIES
2.1. The Company represents and warrants that the Contracts are or will
be registered under the 1933 Act; that the Contracts will be issued and sold
in compliance in all material respects with all applicable Federal and State
laws and that the sale of the Contracts shall comply in all material respects
with state insurance suitability requirements. The Company further represents
and warrants that it is an insurance company duly organized and in good
standing under applicable law and that it has legally and validly established
each Account prior to any issuance or sale thereof as a segregated asset
account under Section [CITATION OF STATE SEPARATE ACCOUNT LAW] and has
registered or, prior to any issuance or sale of the Contracts, will register
each Account as a unit investment trust in accordance with the provisions of
the 1940 Act to serve as a segregated investment account for the Contracts.
2.2. The Fund represents and warrants that Fund shares sold pursuant to
this Agreement shall be registered under the 1933 Act, duly authorized for
issuance and sold in compliance with the laws of the State of Maryland and all
applicable federal and state securities laws and that the Fund is and shall
remain registered under the 1940 Act. The Fund shall amend the Registration
Statement for its
3
<PAGE>
shares under the 1933 Act and the 1940 Act from time to time as required in
order to effect the continuous offering of its shares. The Fund shall register
and quality the shares for sale in accordance with the laws of the various
states only if and to the extent deemed advisable by the Fund.
2.3. The Fund represents that it is currently qualified as a Regulated
Investment Company under Subchapter M of the Internal Revenue Code of 1986, as
amended, (the "Code") and that it will make every effort to maintain such
qualification (under Subchapter M or any successor or similar provision) and
that it will notify the Company immediately upon having a reasonable basis for
believing that it has ceased to so qualify or that it might not so qualify in
the future.
2.4. The Company represents that the Contracts are currently treated as
life insurance policies or annuity contracts, under applicable provisions of
the Code and that it will make every effort maintain such treatment and that
it will notify the Fund immediately upon having a reasonable basis for
believing that the Contracts have ceased to be so treated or that they might
not be so treated in the future.
2.5. The Fund represents that to the extent that it decides to finance
distribution expenses pursuant to Rule 12b-1 under the 1940 Act, the Fund
undertakes to have a board of directors, a majority of whom are not interested
persons of the Fund, formulate and approve any plan under Rule 2b-1 to finance
distribution expenses.
2.6. The Fund makes no representation as to whether any aspect of its
operations (including, but not limited to, fees and expenses and investment
policies) complies with the insurance laws or regulations of the various
states except that the Fund represents that the Fund's investment policies,
fees and expenses are and shall at all times remain in compliance with the
laws of the State of Maryland and the Fund represents that their respective
operations are and shall at all times remain in material compliance with the
laws of the State of Maryland to the extent required to perform this
Agreement.
2.7. The Fund represents that it is lawfully organized and validly
existing under the laws of the Commonwealth of Maryland and that it does and
will comply in all material respects with the 1940 Act.
2.8. The Advisers represent and warrant that they are and shall remain
duly registered in all material respects under all applicable federal and
state securities laws and that they will perform their obligations for the
Fund in compliance in all material respects with the laws of their states of
domicile and any applicable state and federal securities laws.
2.9. The Fund represents and warrants that its directors, officers,
employees, and other individuals/entities dealing with the money and/or
securities of the Fund are and shall continue to be at all times covered by a
blanket fidelity bond or similar coverage for the benefit of the Fund in an
amount not less than the minimal coverage as required currently by Rule
17g-(1) of the 1940 Act or related provisions as may be promulgated from time
to time. The aforesaid blanket fidelity bond shall include coverage for
larceny and embezzlement and shall be issued by a reputable bonding company.
2.10. The Company represents and warrants that all of its directors,
officers, employees, investment advisers, and other individuals/entities
dealing with the money and/or securities of the Fund are covered by a blanket
fidelity bond or similar coverage, in an amount not less $5 million. The
aforesaid includes coverage for larceny and embezzlement is issued by a
reputable bonding company. The Company agrees to make all reasonable efforts
to see that this bond or another bond containing these provisions is always in
effect, and agrees to notify the Fund and the Underwriter in the event that
such coverage no longer applies.
4
<PAGE>
ARTICLE III. PROSPECTUSES, REPORTS TO SHAREHOLDERS AND PROXY
STATEMENTS; VOTING
3.1. The Fund or its designee shall provide the Company with as many
printed copies of the Fund's current prospectus and statement of additional
information as the Company may reasonable request. If requested by the Company
in lieu thereof, the Fund shall provide camera-ready film or computer
diskettes containing the Fund's prospectus and statement of additional
information, and such other assistance as is reasonable necessary in order for
the Company once each year (or more frequently if the prospectus and/or
statement of additional information for the Fund is amended during the year)
to have the prospectus for the Contracts and the Fund's prospectus printed
together in one document and to have the statement of additional information
for the Fund and the statement of additional information for the Contracts
printed together in one document. Alternatively, the Company may print the
Fund's prospectus and/or its statement of additional information in
combination with other fund companies' prospectuses and statements of
additional information. Except as provided in the following three sentences,
all expenses of printing and distributing Fund prospectuses and statements of
additional information shall be the expense of the Company. For prospectuses
and statements of additional information provided by the Company to its
existing owners of Contracts in order to update disclosure as required by the
1933 Act and/or the 1940 Act, the cost of printing shall be borne by the Fund.
If the Company chooses to receive camera-ready film or computer diskettes in
lieu of receiving printed copies of the Fund's prospectus, the Fund will
reimburse the Company in an amount equal to the product of A and B where A is
the number of such prospectuses distributed to owners of the Contracts, and B
is the Fund's per unit cost of typesetting and printing the Fund's prospectus.
The same procedures shall be followed with respect to the Fund's statement of
additional information.
The Company agrees to provide the Fund or its designee with such
information as may be reasonable requested by the Fund to assure that the
Fund's expenses do not include the cost of printing any prospectus or
statements of additional information other than those actually distributed to
existing owners of the Contracts.
3.2. The Fund's prospectus shall state that the statement of additional
information of the Fund is obtainable from the Fund, the Company or such other
person as the Fund may designate.
3.3. The Fund, at its expenses, shall provide the Company with copies of
its proxy statements, reports to shareholders, and other communications
(except for prospectuses and statements of additional information, which are
covered in section 3.1) to shareholders in such quantity as the Company shall
reasonable require for distributing to Contract owners.
3.4. If and to the extent required by law the Company shall:
(i) solicit voting instructions from Contract owners;
(ii) vote the Fund shares in accordance with instructions received
from Contract owners; and
(iii) vote Fund shares for which no instructions have been received
in the same proportion as Fund shares of such portfolio for
which instructions have been received,
so long as and to the extent that the Securities and Exchange Commission
continues to interpret the 1940 Act to require pass-through voting privileges
for variable contract owners. The Company reserves the right to vote Fund
shares held in any segregated asset account in its own right, to the extent
permitted by law. The Fund and the Company shall follow the procedures, and
shall have the corresponding responsibilities, for the handling of proxy and
voting instruction solicitations, as set forth in Schedule B attached hereto
and incorporated herein by reference. Participating Insurance Companies shall
be responsible for assuring that each of their separate accounts participating
in the Fund calculates voting privileges in a manner consistent with the
standards set forth on Schedule B, which standards will also be provided to
the other Participating Insurance Companies.
5
<PAGE>
3.5. The Fund will comply with all provisions of the 1940 Act requiring
voting by shareholders, and in particular the Fund will either provide for
annual meetings or comply with Section 16(c) of the 1940 Act (although the
Fund is not one of the trusts described in Section 16(c) of that Act) as well
as with Sections 16(a) and, if and when applicable, 16(b). Further, the Fund
will act in accordance with the Securities and Exchange Commission's
interpretation of the requirements of Section 16(a) with respect to periodic
elections of directors and with whatever rules the Commission may promulgate
with respect thereto.
3.6. The Fund shall use reasonable efforts to provide Fund prospectuses,
reports to shareholders, proxy materials and other Fund communications (or
camera-ready equivalents) to the company sufficiently in advance of the
Company's mailing dates to enable the Company to complete, at reasonable cost,
the printing, assembling and/or distribution of the communications in
accordance with applicable laws and regulations.
ARTICLE IV. SALES MATERIAL AND INFORMATION
4.1. The Company shall furnish, or shall cause to be furnished, to the
Fund or its designee, each piece of sales literature or other promotional
material in which the Fund or the Adviser(s) is named, at least ten Business
Days prior to its use. No such material shall be used if the Fund or its
designee reasonably objects to such use within ten Business Days after receipt
of such material.
4.2. The Company shall not give any information or make any
representations or statements on behalf of the Fund or concerning the Fund in
connection with the sale of the Contracts other than the information or
representations contained in the registration statement or prospectus for the
Fund shares, as such registration statement and prospectus may be amended or
supplemented from time to time, or in reports or proxy statements for the
Fund, or in sales literature or other promotional material approved by the
Fund or its designee, except with the permission of the Fund or the designee
of either.
4.3. The Fund or its designee shall furnish, or shall cause to be
furnished, to the Company or its designee, each piece of sales literature or
other promotional material in which the Company and/or its separate
account(s), is named at least ten Business Days prior to its use. No such
material shall be used if the Company or its designee reasonable objects to
such use within ten Business Days after receipt of such material.
4.4. The Fund and the Advisers shall not give any information or make any
representations on behalf of the Company or concerning the Company, each
Account, or the Contracts, other than the information or representations
contained in a registration statement or prospectus for the Contracts, as such
registration statement and prospectus may be amended or supplemented from time
to time, or in published reports for each Account which are in the public
domain or approved by the Company for distribution to Contract owners, or in
sales literature or other promotional material approved by the Company or its
designee, except with the permission of the Company.
4.5. The Fund with provide to the Company at least one complete copy of
all registration statements, prospectuses, statements of additional
information, reports, proxy statements, sales literature and other promotional
materials, applications for exemptions, requests for no-action letters, and
all amendments to any of the above, that related to the Fund or its shares,
contemporaneously with the filing of such document with the Securities and
Exchange Commission or other regulatory authorities.
4.6. The Company will provide to the Fund at least one complete copy of
all registration statements, prospectuses, statements of additional
information, reports, solicitations for voting instructions, sales literature
and other promotional materials, applications for exemptions, requests for no
action letters, and all amendments to any of the above, that relate to the
investment in the Fund under the Contracts, contemporaneously with the filing
of such document with the SEC or other regulatory authorities.
6
<PAGE>
4.7. For purposes of this Article IV, the phrase "sales literature or
other promotional material" includes, but is not limited to , any of the
following that refer to the Fund or any affiliate of the Fund: advertisements
(such as material published, or designed for use in, a newspaper, magazine, or
other periodical, radio, television, telephone or tape recording, videotape
display, signs or billboards, motion pictures, or other public media), sales
literature (i.e., any written communication distributed or made generally
available to customers or the public, including brochures, circulars, research
reports, market letters, form letters, seminar texts, reprints or excerpts of
any other advertisement, sales literature, or published article), educational
or training materials or other communications distributed or made generally
available to some or all agents or employees, and registration statements,
prospectuses, statements of additional information, shareholder reports, and
proxy materials.
ARTICLE V. FEES AND EXPENSES
5.1. The Fund shall pay no fee or other compensation to the Company under
this agreement, except that if the Fund or any Portfolio adopts and implements
a plan pursuant to Rule 12b-1 to finance distribution expenses, then the
Underwriter may make payments to the Company or to the underwriter for the
Contracts if and in amounts to by the Underwriter in writing.
5.2. All expenses incident to performance by the Fund under this
Agreement shall be paid by the Fund. The Fund shall see to it that all its
shares are registered and authorized for issuance in accordance with
applicable federal law and, if and to the extent deemed advisable by the Fund,
in accordance with applicable state laws prior to their sale. The Fund shall
bear the expenses for the cost of registration and qualification of the Fund's
shares, preparation and filing of the Fund's prospectus and registration
statement, proxy materials and reports, setting the prospectus in type,
setting in type and printing the proxy materials and reports to shareholders
(including the costs of printing a prospectus that constitutes an annual
report), the preparation of all statements and notices required by any federal
or state law, and all taxes on the issuance or transfer of the Fund's shares.
5.3. The Company shall bear the expenses of distributing the Fund's
prospectus, proxy materials and reports to owners of Contracts issued by the
Company.
ARTICLE VI. DIVERSIFICATION
6.1. The Fund will at all times invest money from the Contracts in such a
manner as to ensure that the Contracts will be treated as variable contracts
under the Code and the regulations issued thereunder. Without limiting the
scope of the foregoing, the Fund will at all times comply with Section 817(h)
of the Code and Treasury Regulation 1.817-5, relating to the diversification
requirements for variable annuity, endowment, or life insurance contracts and
any amendments or other modifications to such Section or Regulations. In the
event of a breach of this Article VI by the Fund, it will take all reasonable
steps (a) to notify Company of such breach and (b) to adequately diversify the
Fund so as to achieve compliance with the grace period afforded by Regulation
817-5.
ARTICLE VII. POTENTIAL CONFLICTS
7.1. The Board will monitor the Fund for the existence of any material
irreconcilable conflict between the interests of the contract owners of all
separate accounts investing in the Fund. An irreconcilable material conflict
may arise for a variety of reasons, including: (a) an action by any state
insurance regulatory authority; (b) a change in applicable federal or state
insurance, tax, or securities laws or regulations, or a public ruling, private
letter ruling, no-action or interpretative letter, or any similar action by
insurance, tax, or securities regulatory authorities; (c) an administrative or
judicial decision in any relevant proceeding; (d) the manner in which the
investments of any Portfolio are being managed; (e) a difference in voting
instructions given by variable annuity contract and variable life insurance
7
<PAGE>
contract owners; or (f) a decision by an insurer to disregard the voting
instructions of contract owners. The Board shall promptly inform the Company
if it determines that an irreconcilable material conflict exists and the
implications thereof.
7.2. The Company will report any potential or existing conflicts of which
it is aware to the Board. The Company will assist the Board in carrying out
its responsibilities under the Shared Funding Exemptive Order, by providing
the Board with all information reasonable necessary for the Board to consider
any issues raised. This includes, but is not limited to, an obligation by the
Company to inform the Board whenever contract owner voting instructions are
disregarded.
7.3. If it is determined by a majority of the Board, or a majority of its
disinterested trustees, that a material irreconcilable conflict exists, the
Company and other Participating Insurance Companies shall, at their expense
and to the extent reasonable practicable (as determined by a majority of the
disinterested trustees), take whatever steps are necessary to remedy or
eliminate the irreconcilable material conflict, up to and including: (1),
withdrawing the assets allocable to some or all of the separate accounts from
the Fund or any Portfolio and reinvesting such assets in a different
investment medium, including (but not limited to) another Portfolio of the
Fund, or submitting the question whether such segregation should be
implemented to a vote of all affected Contract owners and, as appropriate,
segregating the assets of any appropriate group (i.e., annuity contract
owners, life insurance contract owners, or variable contract owners of one or
more Participating Insurance Companies) that votes in favor of such
segregation, or offering to the affected contract owners the option of making
such a change; and (2), establishing a new registered management investment
company or managed separate account.
7.4. If a material irreconcilable conflict arises because of a decision
by the Company to disregard contract owner voting instructions and that
decision represents a minority position or would preclude a majority vote, the
Company may be required, at the Fund's election, to withdraw the affected
Account's investment in the Fund and terminate this Agreement with respect to
such Account (at the Company's expense); provided, however that such
withdrawal and termination shall be limited to the extent required by the
foregoing material irreconcilable conflict as determined by a majority of the
disinterested members of the Board.
7.5. If a material irreconcilable conflict arises because a particular
state insurance regulator's decision applicable to the Company conflicts with
the majority of other state regulators, then the Company will withdraw the
affected Account's investment in the Fund and terminate this Agreement with
respect to such Account within six months after the Board informs the Company
in writing that it has determined that such decision has created an
irreconcilable material conflict; provided, however, that such withdrawal and
termination shall be limited to the extent required by the foregoing material
irreconcilable conflict as determined by a majority of the disinterested
members of the Board. Until the end of the foregoing six month period, the
Underwriter and Fund shall continue to accept and implement orders by the
Company for the purchase (and redemption) of shares of the Fund.
7.6. For purposes of Sections 7.3 through 7.6 of this Agreement, a
majority of the disinterested members of the Board shall determine whether any
proposed action adequately remedies any irreconcilable material conflict, but
in no event will the Fund be required to establish a new funding medium for
the Contracts. The Company shall not be required by Section 7.3 to establish a
new funding medium for the Contracts if an offer to do so has been declined by
vote of a majority of Contract owners materially adversely affected by the
irreconcilable material conflict.
7.7. If and to the extent that Rule 6e-2 and Rule 6e-3(T) are amended, or
Rule 6e-3 is adopted, to provide exemptive relief from any provision of the
Act or the rules promulgated thereunder with respect to mixed or shared
funding (as defined in the Shared Funding Exemptive Order) on terms and
conditions materially different from those contained in the Shared Funding
Exemptive Order, then (a) the Fund and/or the Participating Insurance
Companies, as appropriate, shall take such steps as may be necessary to comply
with Rules 6e-2 and 6e-3(T), as amended, and Rule 6e-3, as adopted, to the
extent such rules are applicable; and (b) Sections 3.4, 3.5, 7.1, 7.2, 7.3,
7.4, and 7.5 of this Agreement
8
<PAGE>
shall continue in effect only to the extent that terms and conditions
substantially identical to such Sections are contained in such Rule(s) as so
amended or adopted.
ARTICLE VIII. INDEMNIFICATION
8.1. INDEMNIFICATION BY THE COMPANY
8.1(a). The Company agrees to indemnify and hold harmless the Fund and
each member of the Board and officers and each person, if any, who controls
the Fund within the meaning of Section 15 of the 1933 Act (collectively, the
"Indemnified Parties" for purposes of this Section 8.1) against any and all
losses, claims, damages, liabilities (including amounts paid in settlement
with the written consent of the Company) or litigation (including legal and
other expenses), to which the Indemnified Parties may become subject under any
statute, regulation, at common law or otherwise, insofar as such losses,
claims, damages, liabilities or expenses (or actions in respect thereof) or
settlements are related to the sale or acquisition of the Fund's shares or the
Contracts and:
(i) arise out of or are based upon any untrue statements or
alleged untrue statements of any material fact contained in
the Registration Statement or prospectus for the Contracts or
contained in the Contracts or sales literature for the
Contracts (or any amendment or supplement to any of the
foregoing), or arise out of or are based upon the omission or
the alleged omission to state therein a material fact required
to be stated therein or necessary to make the statements
therein not misleading, provided that this agreement to
indemnify shall not apply as to any Indemnified Party if such
statement or omission or such alleged statement or omission
was made in reliance upon and in conformity with information
furnished to the Company by or on behalf of the Fund for use
in the Registration Statement or prospectus for the Contracts
or in the Contracts or sales literature (or any amendment or
supplement) or otherwise for use in connection with the sale
of the Contracts or Fund shares; or
(ii) arise out of or as a result of statements or representations
(other than statements or representations contained in the
Registration Statement, prospectus or sales literature of the
Fund not supplied by the Company, or persons under its control
and other than statements or representations authorized by the
Fund or the Underwriter) or unlawful conduct of the Company or
persons under its control, with respect to the sale or
distribution of the Contracts or Fund Shares; or
(iii) arise out of any untrue statement or alleged untrue statement
of a material fact contained in a Registration Statement,
prospectus, or sales literature of the Fund or any amendment
thereof or supplement thereto or the omission or alleged
omission to state therein a material fact required to be
stated therein or necessary to make the statements therein not
misleading if such a statement or omission was made in
reliance upon and in conformity with information furnished to
the Fund by or on behalf of the Company; or
(iv) arise as a result of any failure by the Company to provide the
services and furnish the materials under the terms of this
Agreement; or
(v) arise out of or result from any material breach of any
representation and/or warranty made by the Company in this
Agreement or arise out of or result from any other material
breach of this Agreement by the Company, as limited by and in
accordance with the provisions of Sections 8.1(b) and 8.1(c)
hereof.
9
<PAGE>
8.1(b). The Company shall not be liable under this indemnification
provision with respect to any losses, claims, damages, liabilities or
litigation incurred or assessed against an Indemnified Party as such may arise
from such Indemnified Party's willful misfeasance, bad faith, or gross
negligence in the performance of such Indemnified Party's duties or by reason
of such Indemnified Party's reckless disregard of obligations or duties under
this Agreement or to the Fund, whichever is applicable.
8.1(c). The Company shall not be liable under this indemnification
provision with respect to any claim made against an Indemnified Party unless
such Indemnified Party shall have notified the Company in writing within a
reasonable time after the summons or other first legal process giving
information of the nature of the claim shall have been served upon such
Indemnified Party (or after such Indemnified Party shall have received notice
of such service on any designated agent), but failure to notify the Company of
any such claim shall not relieve the Company from any liability which it may
have to the Indemnified Party against whom such action is brought other wise
than on account of this indemnification provision. In case any such action is
brought against the Indemnified Parties, the Company shall be entitled to
participate, at its own expense, in the defense of such action. The Company
also shall be entitled to assume the defense thereof, with counsel
satisfactory to the party named in the action. After notice from the Company
to such party of the Company's election to assume the defense thereof, the
Indemnified Party shall bear the fees and expenses under this Agreement for
any legal or other expenses subsequently incurred by such party independently
in connection with the defense thereof other than reasonable costs of
investigation.
8.1(d). The Indemnified Parties will promptly notify the Company of the
commencement of any litigation or proceedings against them in connection with
the issuance of sale of the Fund Shares or the Contracts or the operation of
the Fund.
8.2. INDEMNIFICATION BY THE ADVISERS
8.2(a). Each Adviser agrees, with respect to each Portfolio that it
manages, to indemnify and hold harmless the Company and each of its directors
and officers and each person, if any, who controls the Company within the
meaning of Section 15 of the 1933 Act (collectively, the "Indemnified Parties"
for purposes of this Section 8.2) against any and all losses, claims, damages,
liabilities (including amounts paid in settlement with the written consent of
the Adviser) or litigation (including amounts paid in settlement with the
written consent of the Adviser) or litigation (including amounts paid in
settlement with the written consent of the Adviser) or litigation (including
legal and other expenses) to which the Indemnified Parties may become subject
under any statute, at common law or otherwise, insofar as such losses, claims,
damages, liabilities or expenses (or actions in respect thereof) or
settlements are related to the sale or acquisition of shares of the Portfolio
that it manages or the Contracts and:
(i) arise out of or are based upon any untrue statement or alleged
untrue statement of any material fact contained in the
Registration Statement or prospectus or sales literature of
the Fund (or any amendment or supplement to any of the
foregoing), or arise out of or are based upon the omission or
the alleged omission to state therein a material fact required
to be stated therein or necessary to make the statements
therein not misleading, provided that this agreement to
indemnify shall not apply as to any Indemnified Party if such
statement or omission or such alleged statement or omission
was made in reliance upon and in conformity with information
furnished to the Fund by or on behalf of the Company for use
in the Registration Statement or prospectus for the Fund or in
sales literature (or any amendment or supplement) or otherwise
for use in connection with the sale of the Contracts or
Portfolio shares; or
(ii) arise out of or as a result of statements or representations
(other then statements or representations contained in the
Registration Statement, prospectus or sales literature for the
Contracts not supplied by the Fund or persons under its
control and other than statements or representations
authorized by the Company) or unlawful conduct of the Fund,
Adviser(s) or
10
<PAGE>
Underwriter or persons under their control, with respect to
the sale or distribution of the Contracts or Portfolio shares;
or
(iii) arise out of any untrue statement or alleged untrue statement
of a material fact contained in a Registration Statement,
prospectus, or sales literature covering the Contracts, or any
amendment thereof or supplement thereto, or the omission or
alleged omission to state therein a material fact required to
be stated therein or necessary to make the statement or
statements therein not misleading, if such statement or
omission was made in reliance upon information furnished to
the Company by or on behalf of the Fund; or
(iv) arise as a result of any failure by the Fund to provide the
services and furnish the materials under the terms of this
Agreement (including a failure, whether unintentional or in
good faith or otherwise, to comply with the diversification
requirements specified in Article IV of this Agreement); or
(v) arise out of or result from any material breach of any
representation and/or warranty made by the Adviser in this
Agreement or arise out of or result from any other material
breach of this Agreement by the Adviser; as limited by and in
accordance with the provisions of Section 8.2(b) and 8.2(c)
hereof.
8.2(b). An Adviser shall not be liable under this indemnification
provision with respect to any losses, claims, damages, liabilities or
litigation to which an Indemnified Party would otherwise be subject by reason
of such Indemnified Party's willful misfeasance, bad faith, or gross
negligence in the performance of such Indemnified Party's duties or by reason
of such Indemnified Party's reckless disregard of obligations and duties under
this Agreement or to each Company or the Account, whichever is applicable.
8.2(c). An Adviser shall not be liable under this indemnification
provision with respect to any claim made against an Indemnified Party unless
such Indemnified Party shall have notified the Adviser in writing within a
reasonable time after the summons or other first legal process giving
information of the nature of the claim shall have been served upon such
Indemnified Party (or after such Indemnified Party shall have received notice
of such service on any designated agent), but failure to notify the Adviser of
any such claim shall not relieve the Adviser from any liability which it may
have to the Indemnified Party against whom such action is brought otherwise
than on account of this indemnification provision. In case any such action is
brought against the Indemnified Parties, the Adviser will be entitled to
participate, at its own expense, in the defense thereof. The Adviser also
shall be entitled to assume the defense thereof, with counsel satisfactory to
the party named in the action. After notice from the Adviser to such party of
the Adviser's election to assume the defense thereof, the Indemnified Party
shall bear the fees and expenses of any additional counsel retained by it, and
the Adviser will not be liable to such party under this Agreement for any
legal or other expenses subsequently incurred by such party independently in
connection with the defense thereof other than reasonable costs of
investigation.
8.2(d). The Company agrees promptly to notify the Adviser of the
commencement of any litigation or proceedings against it or any of its
officers or directors in connection with the issuance or sale of the Contracts
or the operation of each Account.
8.3. INDEMNIFICATION BY THE FUND
8.3(a). The Fund agrees to indemnify and hold harmless the Company, and
each of its directors and officers and each person, if any, who controls the
Company within the meaning of Section 15 of the 1933 Act (collectively, the
"Indemnified Parties" for purposes of this Section 8.3) against any and all
losses, claims, damages, liabilities (including amounts paid in settlement
with the written consent of the Fund) or litigation (including legal and other
expenses) to which the Indemnified Parties may become subject under any
statute, at common law or otherwise, insofar as such losses, claims, damages,
liabilities or expenses (or actions in respect thereof) or settlements result
from the gross negligence, bad
11
<PAGE>
faith or willful misconduct of the Board or any member thereof, are related to
the operations of the Fund and:
(i) arise as a result of any failure by the Fund to provide the
services and furnish the materials under the terms of this
Agreement (including a failure to comply with the
diversification requirements specified in Article VI of this
Agreement); or
(ii) arise out of or result from any material breach of any
representation and/or warranty made by the Fund in this
Agreement or arise out of or result from any other material
breach of this Agreement by the Fund;
as limited by and in accordance with the provisions of Sections 8.3(b) and
8.3(c) hereof.
8.3(b). The Fund shall not be liable under this indemnification provision
with respect to any losses, claims, damages, liabilities or litigation
incurred or assessed against an Indemnified Party as such may arise from such
Indemnified Party's willful misfeasance, bad faith, or gross negligence in the
performance of such Indemnified Party's duties or by reason of such
Indemnified Party's reckless disregard of obligations and duties under this
Agreement or to the Company, the Fund, the Underwriter or each Account,
whichever is applicable.
8.3(c). The Fund shall not be liable under this indemnification provision
with respect to any claim made against an Indemnified Party unless such
Indemnified Party shall have notified the Fund in writing within a reasonable
time after the summons or other first legal process giving information of the
nature of the claim shall have been served upon such Indemnified Party (or
after such Indemnified Party shall have received notice of such service on any
designated agent), but failure to notify the Fund of any such claim shall not
relieve the Fund from any liability which it may have to the Indemnified Party
against whom such action is brought otherwise than on account of this
indemnification provision. In case any such action is brought against the
Indemnified Parties, the Fund will be entitled to participate, at its own
expense, in the defense thereof. The Fund also shall be entitled to assume the
defense thereof, with counsel satisfactory to the party named in the action.
After notice from the Fund to such party of the Fund's election to assume the
defense thereof, the Indemnified Party shall bear the fees and expenses of any
additional counsel retained by it, and the Fund will not be liable to such
party under this Agreement for any legal or other expenses subsequently
incurred by such party independently in connection with the defense thereof
other than reasonable costs of investigation.
8.3(d). The Company agrees promptly to notify the Fund of the
commencement of any litigation or proceedings against it or any of its
respective officers or directors in connection with this Agreement, the
issuance or sale of the Contracts, with respect to the operation of either
Account, or the sale or acquisition of shares of the Fund.
ARTICLE IX. APPLICABLE LAW
9.1. This Agreement shall be construed and the provisions hereof
interpreted under and in accordance with the laws of the State of New York.
9.2. This Agreement shall be subject to the provisions of the 1933, 1934
and 1940 Acts, and the rules and regulations and rulings thereunder, including
such exemptions from those statutes, rules and regulations as the Securities
and Exchange Commission may grant (including, but not limited to, the Shared
Funding Exemptive Order) and the terms hereof shall be interpreted and
construed in accordance therewith.
12
<PAGE>
ARTICLE X. TERMINATION
10.1. This Agreement shall continue in full force and effect until the
first to occur of:
(a) termination by any party for any reason by sixty (60) days advance
written notice delivered to the other parties; or
(b) termination by the Company by written notice to the Fund and the
Adviser with respect to any Portfolio based upon the Company's
determination that shares of such Portfolio are not reasonably
available to meet the requirements of the Contracts; or
(c) termination by the Company by written notice to the Fund and the
Adviser with respect to any Portfolio in the event any of the
Portfolio's shares are not registered, issued or sold in
accordance with applicable state and/or federal law or such law
precludes the use of such shares as the underlying investment
media of the Contracts issued or to be issued by the Company; or
(d) termination by the Company by written notice to the Fund and the
Adviser with respect to any Portfolio in the event that such
Portfolio ceases to qualify as a Regulated Investment Company
under Subchapter M of the Code or under any successor or similar
provision, or if the Company reasonably believes that the fund may
fail to so qualify; or
(e) termination by the Company by written notice to the Fund and the
Adviser with respect to any Portfolio in the event that such
Portfolio fails to meet the diversification requirements specified
in Article VI hereof; or
(f) termination by either the Fund or the Underwriter by written
notice to the Company, if either one or both of the Fund and the
Adviser respectively, shall determine, in their sole judgment
exercised in good faith, that the Company and/or its affiliated
companies has suffered a material adverse change in its business,
operations, financial condition or prospects since the date of
this Agreement or is the subject of material adverse publicity, or
(g) termination by the Company by written notice to the Fund and the
Adviser, if the Company shall determine, in its sole judgment
exercised in good faith, that either the Fund or the Adviser has
suffered a material adverse change in its business, operations,
financial condition or prospects since the date of this Agreement
or is the subject of material adverse publicity; or
(h) termination by the Fund or the Adviser by written notice to the
Company, if the Company gives the Fund and the Adviser the written
notice specified in Section 1.6 hereof and at the time such notice
was given there was no notice of termination outstanding under any
other provision of this Agreement; provided, however any
termination under this Section 10.1(h) shall be effective
forty-five (45) days after the notice specified in Section 1.6 was
given.
10.2. EFFECT OF TERMINATION. Notwithstanding any termination of this
Agreement, the Fund shall at the option of the Company, continue to make
available additional shares of the Fund pursuant to the terms and conditions
of this Agreement, for all Contracts in effect on the effective date of
termination of this Agreement (hereinafter referred to as "Existing,
Contracts"). Specifically, without limitation, the owners of the Existing
Contracts shall be permitted to direct reallocation of investments in the
Fund, redemption of investments in the Fund and/or investment in the Fund upon
the making of additional purchase payments under the Existing Contracts. The
parties agree that this Section 10.2 shall not apply to any terminations under
Article VII and the effect of such Article VII terminations shall be governed
by Article VII of this Agreement.
13
<PAGE>
10.3. The Company shall not redeem Fund shares attributable to the
Contracts (as distinct from Fund shares attributable to the Company's assets
held in the Account) except (i) as necessary to implement Contract Owner
initiated or approved transactions, or (ii) as required by state and/or
federal laws or regulations or judicial or other legal precedent of general
application (hereinafter referred to as a "Legally Required Redemption") or
(iii) as permitted by an order of the SEC pursuant to Section 26(b) of the
1940 Act. Upon request, the Company will promptly furnish to the Fund and the
Adviser the opinion of counsel for the Company (which counsel shall be
reasonably satisfactory to the Fund and the Underwriter) to the effect that
any redemption pursuant to clause (ii) above is a Legally Required Redemption.
Furthermore, except in cases where permitted under the terms of the Contracts,
the Company shall not prevent Contract Owners from allocating payments to a
Portfolio that was otherwise available under the Contracts without first
giving the Fund or the managing Adviser 90 days notice of its intention to do
so.
ARTICLE XI. NOTICES
Any notice shall be sufficiently given when sent by registered or
certified mail to the other party at the address of such party set forth below
or at such other address as such party may from time to time specify in
writing to the other party.
If to the Fund:
Morgan Stanley Universal Funds, Inc.
1221 Avenue of the Americas
New York, New York 10020
Attention: Treasurer
If to Adviser:
Morgan Stanley Asset Management, Inc.
1221 Avenue of the Americas
New York, New York 10020
Attention: Treasurer
If to Adviser:
Miller Anderson & Sherrerd LLP
One Tower Bridge
West Conshohocken, Pennsylvania 19428
Attention: Treasurer
If to the Company:
__________________________
__________________________
__________________________
Attention: _______________
14
<PAGE>
ARTICLE XII. MISCELLANEOUS
12.1. All persons dealing with the Fund must look solely to the property
of the Fund for the enforcement of any claims against the Fund as neither the
Board, officers, agents or shareholders assume any personal liability for
obligations entered into on behalf of the Fund.
12.2. Subject to the requirements of legal process and regulatory
authority, each party hereto shall treat as confidential the names and
addresses of the owners of the Contracts and all information reasonably
identified as confidential in writing by any other party hereto and, except as
permitted by this Agreement, shall not disclose, disseminate or utilize such
names and addresses and other confidential information until such time as it
may come into the public domain without the express written consent of the
affected party.
12.3. The captions in this Agreement are included for convenience of
reference only and in no way define or delineate any of the provisions hereof
or otherwise affect their construction or effect.
12.4. This Agreement may be executed simultaneously in two or more
counterparts, each of which taken together shall constitute one and the same
instrument.
12.5. If any provision of this Agreement shall be held or made invalid by
a court decision, statute, rule or otherwise, the remainder of this Agreement
shall not be affected thereby.
12.6. Each party hereto shall cooperate with each other party and all
appropriate governmental authorities (including without limitation the SEC,
the NASD and state insurance regulators) and shall permit such authorities
reasonable access to its books and records in connection with any
investigation or inquiry relating to this Agreement or the transactions
contemplated hereby. Notwithstanding the generality of the foregoing, each
party hereto further agrees to furnish the California Insurance Commissioner
with any information or reports in connection with services provided under
this Agreement which such Commissioner may request in order to ascertain
whether the insurance operations of the Company are being conducted in a
manner consistent with the California Insurance Regulations and any other
applicable law or regulations.
12.7. The rights, remedies and obligations contained in this Agreement
are cumulative and are in addition to any and all rights, remedies and
obligations at law or in equity, which the parties hereto are entitled to
under state and federal laws.
12.8. This Agreement or any of the rights and obligations hereunder may
not be assigned by any party without the prior written consent of all parties
hereto; provided, however, that the Advisers may assign this Agreement or any
rights or obligations hereunder to any affiliate of or company under common
control with the Advisers, if such assignee is duly licensed and registered to
perform the obligations of the Advisers under this Agreement.
12.9. The Company shall furnish, or shall cause to be furnished, to the
Fund or its designee copies of the following reports:
(a) the Company's annual statement (prepared under statutory
accounting principles) and annual report (prepared under
Generally accepted accounting principles ("GAAP"), if any), as
soon as practical and in any event within 90 days after the end
of each fiscal year;
(b) the Company's quarterly statements (statutory) (and GAAP, if
any), as soon as practical and in any event within 45 days
after the end of each quarterly period;
(c) any financial statement, proxy statement, notice or report of
the Company sent to stockholders and/or policyholders, as soon
as practical after the delivery thereof to stockholders;
(d) any registration statement (without exhibits) and financial
reports of the Company filed with the Securities and Exchange
Commission or any state insurance regulator, as soon as
practical after the filing thereof;
15
<PAGE>
(e) any other report submitted to the Company by independent
accountants in connection with any annual, interim or special
audit made by them of the books of the Company, as soon as
practical after the receipt thereof.
IN WITNESS WHEREOF, each of the parties hereto has caused this Agreement
to be executed in its name and on its behalf by its duly authorized
representative and its seal to be hereunder affixed hereto as of the date
specified above.
[NAME OF INSURANCE COMPANY]
By: ________________________________________________
Name: ______________________________________________
Title: ______________________________________________
MORGAN STANLEY UNIVERSAL FUNDS, INC.
By: ________________________________________________
Name: ______________________________________________
Title: ______________________________________________
MORGAN STANLEY ASSET MANAGEMENT, INC.
By: ________________________________________________
Name: ______________________________________________
Title: ______________________________________________
MILLER ANDERSON & SHERRERD LLP
By: ________________________________________________
Name: ______________________________________________
Title: ______________________________________________
16
<PAGE>
SCHEDULE A
SEPARATE ACCOUNTS AND ASSOCIATED CONTRACTS AND POLICIES
<TABLE>
<CAPTION>
Name of Separate Account and Form Number and Name of Contract or
Date Established by Board of Directors Policy Funded by Separate Account
-------------------------------------- -----------------------------------
<S> <C>
</TABLE>
17
<PAGE>
SCHEDULE B
PROXY VOTING PROCEDURE
----------------------
The following is a list of procedures and corresponding responsibilities for
the handling of proxies and voting instructions relating to the Fund. The
defined terms herein shall have the meanings assigned in the Participation
Agreement except that the term "Company" shall also include the department or
third party assigned by the Company to perform the steps delineated below.
1. The proxy proposals are given to the Company by the Fund as early as
possible before the date set by the Fund for the shareholder meeting to
enable the Company to consider and prepare for the solicitation of voting
instructions from owners of the Contracts and to facilitate the
establishment of tabulation procedures. At this time the Fund will inform
the Company of the Record, Mailing and Meeting dates. This will be done
verbally approximately two months before meeting.
2. Promptly after the Record Date, the Company will perform a "tape run," or
other activity, which will generate the names, address and number of
units which are attributed to each contractowner/policyholder (the
"Customer") as of the Record Date. Allowance should be made for account
adjustments made after this date that could affect the status of the
Customers' accounts as of the Record Date.
Note: The number of proxy statements is determined by the activities
described in Step #2. The Company will use its best efforts to call in
the number of Customers to Fidelity, as soon as possible, but no later
than two weeks after the Record Date.
3. The Fund's Annual Report must be sent to each Customer by the Company
either before or together with the Customers' receipt of voting,
instruction solicitation material. The Fund will provide the last Annual
Report to the Company pursuant to the terms of Section 3.3 of the
Agreement to which this Schedule relates.
4. The text and format for the Voting Instruction Cards ("Cards" or "Card")
is provided to the Company by the Fund. The Company, at its expense,
shall produce and personalize the Voting Instruction Cards. The Fund or
its affiliate must approve the Card before it is printed. Allow
approximately 2-4 business days for printing information on the Cards.
Information commonly found on the Cards includes:
a. name (legal name as found on account registration)
b. address
c. Fund or account number
d. coding to state number of units
e. individual Card number for use in tracking and verification of votes
(already on Cards as printed by the Fund).
(This and related steps may occur later in the chronological process due to
possible uncertainties relating to the proposals.)
5. During this time, the Fund will develop, produce, and the Fund will pay
for the Notice of Proxy and the Proxy Statement (one document). Printed
and folded notices and statements will be sent to Company for insertion
into envelopes (envelopes and return envelopes are provided and paid for
by the Company). Contents of envelope sent to Customers by the Company
will include:
a. Voting Instruction Card(s)
b. One proxy notice and statement (one document)
18
<PAGE>
c. return envelope (postage pre-paid by Company) addressed to the
Company or its tabulation agent
d. "urge buckslip" - optional, but recommended. (This is a small,
single sheet of paper that requests Customers to vote as quickly as
possible and that their vote is important. One copy will be supplied
by the Fund.)
e. cover letter - optional, supplied by Company and reviewed and
approved in advance by the Fund.
6. The above contents should be received by the Company approximately 3-5
business days before mail date. Individual in charge at Company reviews
and approves the contents of the mailing package to ensure correctness
and completeness. Copy of this approval sent to the Fund.
7. Package mailed by the Company.
* The Fund must allow at least a 15-day solicitation time to the
Company as the shareowner. (A 5-week period is recommended.)
Solicitation time is calculated as calendar days from (but not
including,) the meeting, counting backwards.
8. Collection and tabulation of Cards begins. Tabulation usually takes place
in another department or another vendor depending on process used. An
often used procedure is to sort Cards on arrival by proposal into vote
categories of all yes, no, or mixed replies, and to begin data entry.
Note: Postmarks are not generally needed. A need for postmark information
would be due to an insurance company's internal procedure and has not
been required by the Fund in the past.
9. Signatures on Card checked against legal name on account registration
which was printed on the Card.
19
<PAGE>
SCHEDULE C
FUND AND MANAGER NAMES
<TABLE>
<CAPTION>
Funds Managers
----- --------
<S> <C>
</TABLE>
20
EXHIBIT 5(a)(ii)
AMERICAN GENERAL LIFE INSURANCE COMPANY
P.O. BOX 1401, HOUSTON, TEXAS 77251-1401
[American General Logo] [VAN KAMPEN AMERICAN CAPITAL]
GENERATIONS
===========
Variable Annuity
VARIABLE ANNUITY APPLICATION
INSTRUCTIONS: Please type or print in permanent black ink.
1. ANNUITANT
Name: ______________________________________
Address: ______________________________________
______________________________________
Phone: _____________ DOB:____________________
Sex: [ ]M [ ]F SS#:__________________________
-----------------------------------------------------------------------------
2. CONTINGENT ANNUITANT (optional)
Name: ______________________________________
Address: ______________________________________
______________________________________
Phone: _____________ DOB:____________________
Sex: [ ]M [ ]F SS#:__________________________
-----------------------------------------------------------------------------
3. OWNER (Complete only if different than Annuitant)
Name: ______________________________________
Address: ______________________________________
______________________________________
Phone: _____________ DOB:____________________
Sex: [ ]M [ ]F SS#:__________________________
-----------------------------------------------------------------------------
JOINT OWNER (optional)
Name: ______________________________________
Address: ______________________________________
______________________________________
Phone: _____________ DOB:____________________
Sex: [ ]M [ ]F SS#:__________________________
-----------------------------------------------------------------------------
4. BENEFICIARY DESIGNATION (if more space is needed, use Section 11):
PRIMARY (if more than one, indicate percentages)
Name/Relationship
CONTINGENT (if more than one, indicate percentages)
Name/Relationship
-----------------------------------------------------------------------------
5. PAYMENT INFORMATION
Initial Purchase Payment (minimum $5,000) $________
If [ ] 1035X OR [ ] Transfer, estimated amount $_________
[ ] Non-Qualified
[ ] Qualified: (check appropriate boxes in sections A and B)
A. [ ]Rollover [ ]Transfer
B. [ ]Type of Plan: [ ]IRA [ ]SEP-IRA [ ]401(k) [ ]401(a)
[ ]Other________
-----------------------------------------------------------------------------
<TABLE>
<CAPTION>
6. INVESTMENT OPTIONS (Total allocation must equal 100%; no fractional percentages)
<S> <C> <C> <C> <C> <C>
[(80) Domestic Income ____% (85) Global Equity ____% (90) International magnum ____%
(81) Emerging Growth ____% (86) Government ____% (91) Mid Cap ____%
(82) Emerging Markets Equity ____% (87) Growth ____% (92) Money Market ____%
(83) Enterprise ____% (88) Growth and Income ____% (93) U.S. Real Estate ____%
(84) Fixed Income ____% (89) High Yield ____% (94) Value ____%
Other ______________________ ____% Other________________________ ____% (121) 1 Year Fixed Account ____%]
</TABLE>
-----------------------------------------------------------------------------
7. AUTOMATIC REBALANCING ($25,000 minimum)
[ ] Check here for Automatic Rebalancing of investments, based on contract
anniversary, to the VARIABLE ALLOCATIONS ONLY indicated in section 6 or
then in effect Frequency: [ ]Quarterly [ ]Semiannually [ ]Annually
_____________________________________________________________________________
<TABLE>
<CAPTION>
8. DOLLAR COST AVERAGING
Dollar cost average [ ] $_______ OR [ ] _______%(whole % only)
taken from the [ ]Money Market OR [ ]1 Year Fixed Account Frequency: [ ]Monthly [ ]Quarterly
[ ]Semiannually [ ]Annually Duration: [ ]12 months [ ]24 months [ ]36 months [ ]48 months
[ ]60 months to be allocated to the following fund(s) as indicated. When furnishing the allocations below,
you must only use EITHER dollars OR percentages throughout the request.
<S> <C> <C> <C> <C> <C>
[(80) Domestic Income _____ (85) Global Equity _____ (90) International magnum _____
(81) Emerging Growth _____ (86) Government _____ (91) Mid Cap _____
(82) Emerging Markets Equity _____ (87) Growth _____ (92) Money Market _____
(83) Enterprise _____ (88) Growth and Income _____ (93) U.S. Real Estate _____
(84) Fixed Income _____ (89) High Yield _____ (94) Value _____
Other ______________________ _____ Other________________________ _____ (121) 1 Year Fixed Account _____]
</TABLE>
-----------------------------------------------------------------------------
9. TELEPHONE TRANSFER PRIVILEGE
I (or if joint owners, either of us acting independently) hereby
authorize American General Life Insurance Company ("AGL") to act on
telephone instructions to transfer values among the Variable Divisions
and Fixed Accounts and to change allocations for future purchase payments
given by: (INITIAL APPROPRIATE BOX(S) BELOW)
[ ] Contract Owner(s)
[ ] Agent/Registered Representative who is both appointed to represent AGL
and with the firm authorized to service my contract.
AGL and any person designated by this authorization will not be
responsible for any claim, loss, or expense based upon telephone transfer
instructions received and acted on in good faith, including losses due to
telephone instruction communication errors. AGL's liability for erroneous
transfers, unless clearly contrary to instructions received, will be
limited to correction of the allocations on a current basis. If an error,
objection, or other claim arises due to a telephone transfer transaction,
I will notify AGL in writing within five working days from receipt of
confirmation of the transaction from AGL. I understand that this
authorization is subject to the terms and provisions of my GENERATIONS
contract and its related prospectus. This authorization will remain in
effect until my written notice of its revocation is received by AGL at
its main office.
[X] CHECK HERE TO DECLINE TELEPHONE TRANSFER PRIVILEGE.
-----------------------------------------------------------------------------
10. REPLACEMENT Will the proposed contract replace any existing annuity or
insurance contract? [X]NO [ ]Yes (If yes, list company name, plan, year
of issue and complete appropriate replacement documents.)
-----------------------------------------------------------------------------
11. SPECIAL INSTRUCTIONS
-----------------------------------------------------------------------------
12. SIGNATURES
All statements made in this application are true to the best of our
knowledge and belief, and we agree to all terms and conditions as shown.
We further agree that this application, if attached, shall be a part of
the annuity contract, and verify our understanding that ALL PAYMENTS AND
VALUES PROVIDED BY THE CONTRACT, WHEN BASED ON INVESTMENT EXPERIENCE OF A
SEPARATE ACCOUNT, ARE VARIABLE, MAY INCREASE OR DECREASE, AND ARE NOT
GUARANTEED AS TO THE DOLLAR AMOUNT.
We acknowledge receipt of the current prospectuses for the American
General Life Insurance company Separate Account D, Van Kampen American
Capital Life Investment Trust and Morgan Stanley Universal Funds, Inc. If
this application is for an IRA or a Simplified Employee Pension, we
acknowledge receipt of the Individual Retirement Annuity Disclosure
Statement provided to us in conjunction with the current prospectuses.
Under penalty of perjury, the contract owner(s) certify: (1) that the
Social Security (or taxpayer identification) number is correct as it
appears in this application; (2) that they are not subject to backup
withholding under Section 3406(a)(1)(c) of the Internal Revenue Code; and
(3) that the information provided on this form is true, correct and
complete.
Signed at Anytown TX Date: 9-1-96
------------------------------------ ----------------
CITY STATE
Signature
--------------------- ------------------------------------------------
SIGNATURE OF ANNUITANT SIGNATURE OF OWNER (if different than Annuitant)
--------------------------------------------------
SIGNATURE OF CONTINGENT ANNUITANT (if applicable)
------------------------------------------------
SIGNATURE OF JOINT OWNER (if applicable)
-----------------------------------------------------------------------------
13. DEALER/LICENSED AGENT INFORMATION AND SIGNATURES
Licensed Agent: ________________________________________
PRINT NAME
________________________________________
AGENT NUMBER/LOCATION
________________________________________
PHONE
________________________________________
STATE LICENSE NUMBER
Will the proposed contract replace any existing annuity or insurance
contract? [ ]NO [ ]YES
The agent hereby certifies he/she witnessed the signature(s) contained in
this application and that all information contained in this application
is true to the best of his/her knowledge and belief.
Signature of Licensed Agent:______________________________________________
Broker Dealer:___________________________________________________________
PRINT NAME
Branch Office:___________________________________________________________
STREET ADDRESS CITY STATE ZIP
Signature of Licensed Principal of Broker Dealer:____________________________
____________________________________________________________________________
| |
| For Agent Use Only - Contact your Home Office for details. Profile A(01) |
| Profile B(02) Once selected, Profile cannot be changed on this contract. |
|____________________________________________________________________________|
EXHIBIT 5(c)(iv)
AMERICAN GENERAL LIFE INSURANCE COMPANY ("AGL")
--------------------------------------------
A Subsidiary of American General Corporation
--------------------------------------------
Houston, Texas
-SERVICE REQUEST-
[Van Kampen American Capital]
GENERATIONS
===========
Variable Annuity
COMPLETE AND RETURN THIS REQUEST TO:
Annuity Administration
P.O. Box 1401
Houston, TX 77251-1401
(800)200-3883
[X] CONTRACT INDENTIFICATION (COMPLETE SECTION 1 AND 17 FOR ALL REQUESTS.)
INDICATE CHANGE OR REQUEST DESIRED BELOW.
1. CONTRACT#:__________________________ ANNUITANT:___________________________
CONTRACT OWNER(S):________________________________________________________
(Name and
Address:) ________________________________________________________
[ ] Check here
if change ________________________________________________________
of address
S.S. NO. OR TAX I.D. NO.:____/____/____ Phone Number:____________________
[ ] NAME CHANGE
2. [ ]Annuitant* [ ]Beneficiary* [ ]Owner(s)* (*DOES NOT CHANGE ANNUITANT,
BENEFICIARY OR OWNERSHIP DESIGNATION.)
__________________________________________________________________________
FROM (FIRST, MIDDLE, LAST) | TO (FIRST, MIDDLE, LAST)
____________________________________|_____________________________________
Reason: [ ]Marriage [ ]Divorce [ ]Correction [ ]Other (ATTACH CERTIFIED
COPY OF COURT ORDER)
[ ] DUPLICATE CONTRACT
3. I/we hereby certify that the contract for the listed number has been
[ ]LOST [ ]DESTROYED [ ]OTHER_______________
Unless I/we have directed cancellation of the contract, I/we request that
a Certificate of Lost Contract be issued. If the original contract is
located, I/we will return the Certificate to AGL to be voided.
[ ] BENEFICIARY CHANGE
THIS SECTION IS FOR HOME OFFICE USE ONLY
__________________________________________________________________________
4. PRIMARY | CONTINGENT
___________________________________|______________________________________
This change of beneficiary has been approved by AGL, at its Home Office,
and presentation of the Contract for endorsement has been waived.
DATE OF APPROVAL:_____________ By:_______________________________________
AMERICAN GENERAL LIFE INSURANCE COMPANY
[ ] AUTOMATIC ADDITIONAL PREMIUM PAYMENT OPTION
5. _________ By initialing here, I authorize American General Life to
collect $________________ (Min. $100) starting month/day __________ by
initiating electronic debit entries against my bank account with the
following frequency: [ ]Monthly [ ]Quarterly [ ]Semiannually [ ]Annually
(Attach voided check to Service Request)
[ ] DOLLAR COST AVERAGING
6. Dollar-cost average [ ] $______ OR [ ] ______% (whole % only)
Begin Date:__/__/__
Taken from the [ ]Money Market OR [ ]1-Year Fixed Account
Frequency: [ ]Monthly [ ]Quarterly [ ]Semiannually [ ]Annually
Duration: [ ]12 months [ ]24 months [ ]36 months
[ ]48 months [ ]60 months
to be allocated to the following division(s) as indicated. (Use only
dollars OR percentages)
<TABLE>
<S> <C> <C> <C> <C> <C>
[(80)Domestic Income ____ (85)Global Equity ____ (90)International magnum ____
(81)Emerging Growth ____ (86)Government ____ (91)Mid Cap Value ____
(92)Emerging Markets Equity ____ (87)Growth ____ (92)Money Market ____
(83)Enterprise ____ (88)Growth and Income ____ (93)U.S. Real Estate ____
(84)Fixed Income ____ (89)High Yield ____ (94)Value ____
Other_____________________ ____ Other_____________________ ____ (121)1 Year Fixed Account ____]
</TABLE>
[ ] AUTOMATIC REBALANCING
($25,000 MINIMUM)
Use whole percentages. Total must equal 100%
7. [ ]ADD [ ]CHANGE automatic rebalancing of variable investments to the
percentage allocations indicated below:
[ ]Quarterly [ ]Semiannually [ ]Annually (Based on contract anniversary)
<TABLE>
<S> <C> <C> <C> <C> <C>
[(80)Domestic Income ____% (85)Global Equity ____% (90)International magnum ____%
(81)Emerging Growth ____% (86)Government ____% (91)Mid Cap Value ____%
(92)Emerging Markets Equity ____% (87)Growth ____% (92)Money Market ____%
(83)Enterprise ____% (88)Growth and Income ____% (93)U.S. Real Estate ____%
(84)Fixed Income ____% (89)High Yield ____% (94)Value ____%
Other_____________________ ____% Other_____________________ ____%]
</TABLE>
[ ]STOP automatic rebalancing
NOTE: Automatic rebalancing is only available for variable divisions.
Automatic Rebalancing will not change allocation of future purchase
payments.
[ ] CHANGE ALLOCATION OF FUTURE PURCHASE PAYMENTS
Use whole percentages. Total must equal 100%
8.<TABLE>
<S> <C> <C> <C> <C> <C>
[(80)Domestic Income ____ (85)Global Equity ____ (90)International magnum ____
(81)Emerging Growth ____ (86)Government ____ (91)Mid Cap Value ____
(92)Emerging Markets Equity ____ (87)Growth ____ (92)Money Market ____
(83)Enterprise ____ (88)Growth and Income ____ (93)U.S. Real Estate ____
(84)Fixed Income ____ (89)High Yield ____ (94)Value ____
Other_____________________ ____ Other_____________________ ____ (121)1 Year Fixed Account ____]
</TABLE>
NOTE: A change to the allocation of future purchase payments, will not
alter Automatic Rebalancing allocations.
[ ] TRANSFER OF ACCUMULATED VALUES
9. Indicate division number along with gross dollar or percentage amount.
(Maintain $ or % consistency)
<TABLE>
<S> <C>
% or $________ from Div.________ to Div. ________ % or $________ from Div.________ to Div.________
% or $________ from Div.________ to Div. ________ % or $________ from Div.________ to Div.________
% or $________ from Div.________ to Div. ________ % or $________ from Div.________ to Div.________
% or $________ from Div.________ to Div. ________ % or $________ from Div.________ to Div.________
</TABLE>
NOTE: If a transfer is elected and Automatic Rebalancing is active on your
account, you may want to consider changing the Automatic Rebalancing
allocations (Section 7). Otherwise, the Automatic Rebalancing will
transfer funds in accordance with instructions on file.
[ ] TELEPHONE TRANSFER AUTHORIZATION
10. I (or if joint owners, either of us acting independently) hereby authorize
American General Life Insurance Company ("AGL") to act on telephone
instructions to transfer values among the Variable Divisions and Fixed
Accounts and to change allocations for future purchase payments given by:
(Initial appropriate box(s), below)
[ ]Contract Owner(s)
[ ]Agent/Registered Representative who is both appointed to represent AGL
and with the firm authorized to service my contract.
AGL and any person designated by this authorization will not be
responsible for any claim, loss, or expense based upon telephone transfer
instructions received and acted on in good faith, including losses due to
telephone instruction communication errors. AGL's liability for erroneous
transfers, unless clearly contrary to instructions received, will be
limited to correction of the allocations on a current basis. If an error,
objection, or other claim arises due to a telephone transfer transaction,
I will notify AGL in writing within five working days from receipt of
confirmation of the transaction from AGL. I understand that this
authorization is subject to the terms and provisions of my GENERATIONS
contract and its related prospectus. This authorization will remain in
effect until my written notice of its revocation is received by AGL at its
main office.
[ ]CHECK HERE TO DECLINE TELEPHONE TRANSFER PRIVILEGE.
[ ] SYSTEMATIC WITHDRAWAL
(ALSO COMPLETE SEC. 16)
($100 minimum withdrawal)
Percentages (whole % only)
must equal 100%, or
Dollars must equal total amount.
11. Specified Dollar Amount $______________________
Frequency: [ ]Monthly [ ]Quarterly [ ]Semiannually [ ]Annually
To Begin on___/___/___
(Date must be between the 5th and 24th of the month and at least 30 days
after issue date.)
Unless specified below, withdrawals will be taken from the divisions as
they are currently allocated in your contract.
<TABLE>
<S> <C> <C>
$ or %________ Div.No.________ $ or %________ Div.No.________ $ or %________ Div.No.________
$ or %________ Div.No.________ $ or %________ Div.No.________ $ or %________ Div.No.________
$ or %________ Div.No.________ $ or %________ Div.No.________ $ or %________ Div.No.________
</TABLE>
[ ] REQUEST FOR PARTIAL WITHDRAWAL (ALSO COMPLETE SEC. 16)
<TABLE>
<CAPTION>
12. Amount requested is to be ( ) net OR ( ) gross of applicable charges. Total Amount=$________
<S> <C> <C>
$ or %________ Div.No.________ $ or %________ Div.No.________ $ or %________ Div.No.________
$ or %________ Div.No.________ $ or %________ Div.No.________ $ or %________ Div.No.________
$ or %________ Div.No.________ $ or %________ Div.No.________ $ or %________ Div.No.________
</TABLE>
[ ] REQUEST FOR FULL SURRENDER (ALSO COMPLETE SEC. 16)
13. [ ] Contract attached
[ ] I hereby declare that the contract specified above has been lost,
destroyed, or mislaid and request that the value of the contract be paid.
I agree to indemnify and hold harmless AGL against any claims which may be
asserted on my behalf and on the behalf of my heirs, assignees, legal
representatives, or any other person claiming rights derived through me
against AGL on the basis of the contract.
[ ] ALTERNATE PAYEE
14. Check(s) will be made payable to the Contract Owner(s) and mailed to the
Owner's address of record unless specified otherwise below:
___________________________________________
Name of Individual or Financial Institution
______________________________
Account Number (if applicable)
_________________________________________________________________________
Address City State Zip
[ ] OVERNIGHT DELIVERY
15. Please send my check overnight (a street address is required). I
understand I will be responsible for immediate payment of the FEDERAL
EXPRESS overnight mailing charge upon delivery.
<PAGE>
[ ] NOTICE OF WITHHOLDING
16. The taxable portion of the distribution you receive from your annuity
contract is subject to federal income tax withholding unless you elect not
to have withholding apply. Withholding of state income tax may also be
required by your state of residence. You may elect not to have withholding
apply by checking the appropriate box below. If you elect not to have
withholding apply to your distribution or if you do not have enough income
tax withheld, you may be responsible for payment of estimated tax. You may
incur penalties under the estimated tax rules if your withholding and
estimated tax are not sufficient.
Check one: [ ] I do NOT want income tax withheld from this distribution.
[ ] I do want 10% or ____% income tax withheld from this
distribution.
[X] AFFIRMATION/SIGNATURE
(COMPLETE THIS SECTION FOR ALL REQUESTS.)
17. CERTIFICATION: Under penalties of perjury, I certify (1) that the number
shown on this form is my correct taxpayer identification number: (2) that
I am subject to backup withholding under Section 3406(a)(1)(c) of the
Internal Revenue Code; and (3) that the information provided on this form
is true, correct and complete.
_________________ _____________________________________
DATE SIGNATURE OF OWNER(S)
EXHIBIT 5(c)(v)
ANNUITY ORDER TICKET
American General Life Insurance Company
P.O. Box 1401 Houston, Texas 77251-1401 (800)200-3883
[American General Logo] [Van Kampen American Capital]
GENERATIONS
===========
Variable Annuity
Instructions: Please type or print in permanent black ink.
NOTE: Annuity Order Ticket is not available in XX, XX, XX; or for 1035(a)
Exchanges; Trustee to Trustee Transfers; Special Surrender Charge Waiver; or
Immediate Annuities. If Automatic Additional Purchase Payment Option,
Telephone Transfer Privilege, or Systematic Withdrawal features are desired,
submit separate Service Form.
1. CONTRACT IDENTIFICATION
ANNUITANT:__________________________ CONT.ANNUITANT(optional):____________
ADDRESS:____________________________ ADDRESS:_____________________________
____________________________________ _____________________________________
PH NO.:________ DOB:________________ PH NO.:________ DOB:_________________
SEX:[ ]M [ ]F SS#:________________ SEX:[ ]M[ ]F SS#:_________________
CONTRACT OWNER:_____________________ JOINT OWNER(optional):_______________
ADDRESS:____________________________ ADDRESS:_____________________________
____________________________________ _____________________________________
PH NO.:________ DOB:________________ PH NO.:________ DOB:_________________
SEX:[ ]M [ ]F TAX ID or SS#:_______ SEX:[ ]M[ ]F Tax ID or SS#:_________
2. BENEFICIARY INFORMATION
PRIMARY/RELATIONSHIP
___________________________________________________________________________
CONTINGENT/RELATIONSHIP
___________________________________________________________________________
3. CONTRACT INFORMATION
State in which business was sold ________
Initial Purchase Payment(minimum $5,000)$____ [ ]Non-Qualified [ ]Qualified
If contribution is Qualified, please check appropriate boxes in sections A
and B.
A.[ ]New Contribution/Tax Year_____ OR [ ]Rollover
B.[ ]Type of Plan: [ ]IRA [ ]SEP-IRA [ ]401(k) [ ]Other_________
4. FUND ALLOCATIONS Whole Percentages Only. Total = 100%
<TABLE>
<S> <C> <C> <C> <C> <C>
[(80)Domestic Income ____% (85)Global Equity ____% (90)International Magnum ____%
(81)Emerging Growth ____% (86)Government ____% (91)Mid Cap Value ____%
(82)Emerging Markets Equity ____% (87)Growth ____% (92)Money Market ____%
(83)Enterprise ____% (88)Growth and Income ____% (93)U.S. Real Estate ____%
(84)Fixed Income ____% (89)High Yield ____% (94)Value ____%
Other ____________________ ____% Other ____________________ ____% (121)1 Year Fixed Account ____%]
</TABLE>
5. AUTOMATIC REBALANCING ($25,000 minimum)
[ ] Check here for Automatic Rebalancing of investments, based on contract
anniversary, to the variable allocations indicated below.
Frequency:[ ]Quarterly [ ]Semiannually [ ]Annually
<TABLE>
<S> <C> <C> <C> <C> <C>
[(80)Domestic Income ____% (85)Global Equity ____% (90)International Magnum ____%
(81)Emerging Growth ____% (86)Government ____% (91)Mid Cap Value ____%
(82)Emerging Markets Equity ____% (87)Growth ____% (92)Money Market ____%
(83)Enterprise ____% (88)Growth and Income ____% (93)U.S. Real Estate ____%
(84)Fixed Income ____% (89)High Yield ____% (94)Value ____%
Other ____________________ ____% Other ____________________ ____%]
</TABLE>
NOTE: AUTOMATIC REBALANCING IS ONLY AVAILABLE FOR VARIABLE DIVISIONS.
6. DOLLAR COST AVERAGING (Use only dollars OR percentages)
Dollar-cost average: [ ]$_____ OR _____% (whole % only)
Begin Date:___/___/___
Taken from the: [ ]Money Market OR [ ]1-Year Fixed Account
Frequency: [ ]Monthly [ ]Quarterly [ ]Semiannually [ ]Annually
Duration: [ ]12 Months [ ]24 Months [ ]48 Months [ ]60 Months
<TABLE>
<S> <C> <C> <C> <C> <C>
[(80)Domestic Income ____ (85)Global Equity ____ (90)International Magnum ____
(81)Emerging Growth ____ (86)Government ____ (91)Mid Cap Value ____
(82)Emerging Markets Equity ____ (87)Growth ____ (92)Money Market ____
(83)Enterprise ____ (88)Growth and Income ____ (93)U.S. Real Estate ____
(84)Fixed Income ____ (89)High Yield ____ (94)Value ____
Other ____________________ ____ Other ____________________ ____ (121)1 Year Fixed Account ____]
</TABLE>
-----------------------------------------------------------------------------
SPECIAL REMARKS:
-----------------------------------------------------------------------------
IMPORTANT: THIS TICKET WILL NOT BE PROCESSED IF LICENSING RECORDS INDICATE
YOU ARE NOT CURRENTLY APPOINTED.
-----------------------------------------------------------------------------
Time and Date Solicited_______________________________
Agent/Representative Name (Please Print)_____________________________________
Agent/Rep No.________ Phone No._________Firm No. And Name____________________
EXHIBIT 5(c)(vi)
VAN KAMPEN AMERICAN CAPITAL
GENERATIONS
-----------
Variable Annuity
Enclosed if confirmation of the initial purchase payment applied to your
American general Life Generations variable annuity contract. The contract
itself will be delivered to you in the very near future.
We appreciate the confidence you have placed in American General Life and
the Generations product. Should you have any questions, please contact
your Investment Representative or the Annuity Administration Department
at (888) 644-6443.
[American General Logo]
_____________________________________________________________________________
EXHIBIT 5(c)(vii)
SPECIAL REQUEST
FOR
SURRENDER CHARGE WAIVER
[American General VAN KAMPEN AMERICAN CAPITAL
Logo] GENERATIONS
---------------------------
Variable Annuity
for Registered Representatives and Specified Employees
Who Purchase a GENERATIONS Contract ("Contract")
INSTRUCTIONS:
A. Complete all sections of this form.
B. Make check payable to American General Life Insurance Company ("AGL").
C. Initial purchase payment: Mail application, Special Surrender Charge Waiver
Form, and check to: American General Life Insurance Company.
(address on application)
NOTE: An application submitted for special surrender charge waiver privilege
must be accompanied by this Form. Under this waiver, the 3, 5, 7, and 10 year
Fixed Accounts are note available as investment options. Also, contracts
purchased under this privilege are not eligible for commissions. Annuity
applications unaccompanied by this form will be subject to all applicable
contract provisions, including surrender charges and commissions.
1. CONTRACT IDENTIFICATION
ANNUITANT:__________________________ CONT.ANNUITANT(optional):____________
ADDRESS:____________________________ ADDRESS:_____________________________
____________________________________ _____________________________________
PH NO.:________ DOB:________________ PH NO.:________ DOB:_________________
SEX:[ ]M [ ]F TAX ID or SS#:_______ SEX:[ ]M[ ]F TAX ID or SS#:_________
2. OWNER QUALIFICATION (check one)
My new annuity contract qualifies for Special Surrender Charge Waiver
privilege because I am a/an:
[ ]REGISTERED REPRESENTATIVE
[ ]SPOUSE OF A REGISTERED REPRESENTATIVE
[ ]MINOR CHILD OF A REGISTERED REPRESENTATIVE
Name of Registered Representative/Broker Dealer:________________________
[ ]EMPLOYEE OF AGL, AMERICAN GENERAL SECURITIES INC. ("AGSI") OR VAN KAMPEN
AMERICAN CAPITAL ("VKAC") OR AFFILIATED COMPANY.
[ ]SPOUSE OF AN EMPLOYEE
[ ]MINOR CHILD OF AN EMPLOYEE
Name of Employee/Company________________________________________________
3. CONTRACT OWNER'S CERTIFICATION
I hereby certify to AGL that:
1. I have submitted a completed and signed Contract application along
with this form.
2. I certify that I am currently a:
* full-time employee of AGL, AGSI, VKAC, or affiliated company or
* registered representative of a broker/dealer firm, which has
entered into an agreement with AGL pertaining to the sale of
Contract or
* spouse or minor child of an employee or registered
representative.
3. This purchase is for personal investment purposes and the Contract
acquired hereunder shall not be resold.
I agree to make notification in writing of any change in the Owner
Qualifications. I agree not to make any additional purchase payments
without surrender charges/commissions unless I am entitled to do so under
the Contract's Prospectus. I further agree that AGL shall have the right
at any time to verify the Owner Qualifications by contacting my
employer/broker dealer specified above (if applicable). I understand that
the privilege to purchase the Contract without surrender
charges/commissions may be modified or terminated at any time.
CONTRACT OWNER(S) SIGNATURE:___________________________ DATE:____________
4. EMPLOYEE OR REGISTERED REPRESENTATIVE AUTHORIZATION (complete only if
different than Contract Owner)
I hereby certify that the Contract Owner is qualified for this privilege
based on my employment association with the company shown in section 2.
EMPLOYEE/REGISTERED REPRESENTATIVE SIGNATURE:_____________________________
EXHIBIT 10
CONSENT OF INDEPENDENT AUDITORS
We consent to the reference made to our firm under the caption "Independent
auditors" and to the use of our reports dated January 31, 1996, as to American
General Life Insurance Company Separate Account D and February 12, 1996, as to
American General Life Insurance Company in Post-Effective Amendment No. 10 to
the Registration Statement (Form N-4, No. 33-43390) of American General Life
Insurance Company Separate Account D and the related Prospectus dated December
1, 1996.
/s/ ERNST & YOUNG LLP
Houston, Texas
October 28, 1996
EXHIBIT 13(b)(i)
12/31/95
GENERATIONS
<TABLE>
HYPOTHETICAL STANDARDIZED AVERAGE ANNUAL TOTAL
RETURNS (AATR) AND NON-STANDARDIZED TOTAL RETURNS
<CAPTION>
PERIOD ENDED 12/31/95
======================================
Fees based on ave $40,000 account
USING HISTORICAL PORTFOLIO RETURNS
SINCE
1 YEAR 5 YEAR INCEPTION
======================================================================================
<S> <C> <C> <C>
EMERGING GROWTH # 81 07/03/95
NUMBER OF DAYS IN PERIOD 365 1826 181
INITIAL INVESTMENT $1,000.00 $1,000.00 $1,000.00
BEG OF PERIOD UV N/A N/A $5.000000
# OF UNITS PURCHASED N/A N/A 200.000000
END OF PERIOD UV $5.814750 $5.814750 $5.814750
END OF PERIOD VALUE (without surrender
charges or fees) $0.00 $0.00 $1,162.95
SURRENDER CHARGE PERCENTAGE 6.0% 4.0% 6.0%
FREE 10% WITHDRAWAL $0.00 $100.00 $100.00
LESS SURRENDER CHARGES $60.00 $36.00 $54.00
LESS ANNUAL FEE ($) $0.00 $0.00 $0.87
REDEEMABLE VALUE (after surrender
charges and fees) N/A N/A $1,108.08
HYPOTHETICAL STANDARDIZED AATR N/A N/A 23.01%
HYPOTHETICAL NON-STANDARDIZED TOTAL RETURN N/A N/A 35.61%
(without surrender charges or fees)
-------------------------------------------------------------------------------------
ENTERPRISE # 83 04/07/86
NUMBER OF DAYS IN PERIOD 365 1826 3555
INITIAL INVESTMENT $1,000.00 $1,000.00 $1,000.00
BEG OF PERIOD UV $8.049789 $5.515872 $5.000000
# OF UNITS PURCHASED 124.226859 181.294997 200.000000
END OF PERIOD UV $10.874038 $10.874038 $10.874038
END OF PERIOD VALUE (without surrender
charges or fees) $1,350.85 $1,971.41 $2,174.81
SURRENDER CHARGE PERCENTAGE 6.0% 4.0% 0.0%
FREE 10% WITHDRAWAL $0.00 $100.00 $100.00
LESS SURRENDER CHARGES $60.00 $36.00 $0.00
LESS ANNUAL FEE ($) $1.01 $5.80 $10.49
REDEEMABLE VALUE (after surrender
charges and fees) $1,289.83 $1,929.61 $2,164.32
HYPOTHETICAL STANDARDIZED AATR 28.98% 14.05% 8.26%
HYPOTHETICAL NON-STANDARDIZED TOTAL RETURN 35.08% 14.54% 8.31%
(without surrender charges or fees)
-------------------------------------------------------------------------------------
DOMESTIC INCOME # 80 11/04/87
NUMBER OF DAYS IN PERIOD 365 1826 2979
INITIAL INVESTMENT $1,000.00 $1,000.00 $1,000.00
BEG OF PERIOD UV $7.040402 $4.906254 $5.000000
# OF UNITS PURCHASED 142.037344 203.821490 200.000000
END OF PERIOD UV $8.426274 $8.426274 $8.426274
END OF PERIOD VALUE (without surrender
charges or fees) $1,196.85 $1,717.46 $1,685.25
SURRENDER CHARGE PERCENTAGE 6.0% 4.0% 0.0%
FREE 10% WITHDRAWAL $0.00 $100.00 $100.00
LESS SURRENDER CHARGES $60.00 $36.00 $0.00
LESS ANNUAL FEE ($) $0.90 $5.40 $9.34
REDEEMABLE VALUE (after surrender
charges and fees) $1,135.95 $1,676.06 $1,675.91
HYPOTHETICAL STANDARDIZED AATR 13.59% 10.88% 6.54%
HYPOTHETICAL NON-STANDARDIZED TOTAL RETURN 19.68% 11.43% 6.61%
(without surrender charges or fees)
-------------------------------------------------------------------------------------
</TABLE>
<PAGE>
12/31/95
GENERATIONS
<TABLE>
HYPOTHETICAL STANDARDIZED AVERAGE ANNUAL TOTAL
RETURNS (AATR) AND NON-STANDARDIZED TOTAL RETURNS
PERIOD ENDED 12/31/95
======================================
Fees based on ave $40,000 account
USING HISTORICAL PORTFOLIO RETURNS
<CAPTION>
SINCE
1 YEAR 5 YEAR INCEPTION
======================================================================================
<S> <C> <C> <C>
GOVERNMENT # 86 04/07/86
NUMBER OF DAYS IN PERIOD 365 1826 3555
INITIAL INVESTMENT $1,000.00 $1,000.00 $1,000.00
BEG OF PERIOD UV $7.550318 $6.316295 $5.000000
# OF UNITS PURCHASED 132.444753 158.320661 200.000000
END OF PERIOD UV $8.723718 $8.723718 $8.723718
END OF PERIOD VALUE (without surrender
charges or fees) $1,155.41 $1,381.14 $1,744.74
SURRENDER CHARGE PERCENTAGE 6.0% 4.0% 0.0%
FREE 10% WITHDRAWAL $0.00 $100.00 $100.00
LESS SURRENDER CHARGES $60.00 $36.00 $0.00
LESS ANNUAL FEE ($) $0.87 $4.64 $10.07
REDEEMABLE VALUE (after surrender
charges and fees) $1,094.54 $1,340.50 $1,734.68
HYPOTHETICAL STANDARDIZED AATR 9.45% 6.04% 5.82%
HYPOTHETICAL NON-STANDARDIZED TOTAL RETURN 15.54% 6.67% 5.89%
(without surrender charges or fees)
-------------------------------------------------------------------------------------
MONEY MARKET # 92 04/07/86
NUMBER OF DAYS IN PERIOD 365 1826 3555
INITIAL INVESTMENT $1,000.00 $1,000.00 $1,000.00
BEG OF PERIOD UV $7.218682 $6.567944 $5.000000
# OF UNITS PURCHASED 138.529443 152.254648 200.000000
END OF PERIOD UV $7.507298 $7.507298 $7.507298
END OF PERIOD VALUE (without surrender
charges or fees) $1,039.98 $1,143.02 $1,501.46
SURRENDER CHARGE PERCENTAGE 6.0% 4.0% 0.0%
FREE 10% WITHDRAWAL $0.00 $100.00 $100.00
LESS SURRENDER CHARGES $60.00 $36.00 $0.00
LESS ANNUAL FEE ($) $0.78 $4.06 $9.78
REDEEMABLE VALUE (after surrender
charges and fees) $979.20 $1,102.96 $1,491.68
HYPOTHETICAL STANDARDIZED AATR -2.08% 1.98% 4.19%
HYPOTHETICAL NON-STANDARDIZED TOTAL RETURN 4.00% 2.71% 4.26%
(without surrender charges or fees)
- --------------------------------------------------------------------------------------
</TABLE>
EXHIBIT 13(b)(ii)
GENERATIONS
<TABLE>
HYPOTHETICAL STANDARDIZED AVERAGE ANNUAL TOTAL
RETURNS (AATR) AND NON-STANDARDIZED TOTAL RETURNS
PERIOD ENDED 12/31/95
======================================
Fees based on ave $40,000 account
USING HISTORICAL PORTFOLIO RETURNS
SINCE
1 YEAR 5 YEAR INCEPTION
======================================================================================
<S> <C> <C> <C>
EMERGING GROWTH # 81 07/03/95
NUMBER OF DAYS IN PERIOD 365 1826 181
INITIAL INVESTMENT $1,000.00 $1,000.00 $1,000.00
BEG OF PERIOD UV N/A N/A $5.000000
# OF UNITS PURCHASED N/A N/A 200.000000
END OF PERIOD UV $5.814750 $5.814750 $5.814750
END OF PERIOD VALUE (without surrender
charges or fees) $0.00 $0.00 $1,162.95
SURRENDER CHARGE PERCENTAGE 6.0% 4.0% 6.0%
FREE 10% WITHDRAWAL $0.00 $100.00 $100.00
LESS SURRENDER CHARGES $60.00 $36.00 $54.00
LESS ANNUAL FEE ($) $0.00 $0.00 $0.87
REDEEMABLE VALUE (after surrender
charges and fees) N/A N/A $1,108.08
HYPOTHETICAL STANDARDIZED AATR N/A N/A 23.01%
HYPOTHETICAL NON-STANDARDIZED TOTAL RETURN N/A N/A 35.61%
(without surrender charges or fees)
--------------------------------------------------------------------------------------
ENTERPRISE # 83 04/07/86
NUMBER OF DAYS IN PERIOD 365 1826 3555
INITIAL INVESTMENT $1,000.00 $1,000.00 $1,000.00
BEG OF PERIOD UV $8.049789 $5.515872 $5.000000
# OF UNITS PURCHASED 124.226859 181.294997 200.000000
END OF PERIOD UV $10.874038 $10.874038 $10.874038
END OF PERIOD VALUE (without surrender
charges or fees) $1,350.85 $1,971.41 $2,174.81
SURRENDER CHARGE PERCENTAGE 0.0% 4.0% 6.0%
FREE 10% WITHDRAWAL $0.00 $100.00 $100.00
LESS SURRENDER CHARGES $60.00 $36.00 $0.00
LESS ANNUAL FEE ($) $1.01 $5.80 $10.49
REDEEMABLE VALUE (after surrender
charges and fees) $1,289.83 $1,929.61 $2,164.32
HYPOTHETICAL STANDARDIZED AATR 28.98% 14.05% 8.26%
HYPOTHETICAL NON-STANDARDIZED TOTAL RETURN 35.08% 14.54% 8.31%
(without surrender charges or fees)
-------------------------------------------------------------------------------------
DOMESTIC INCOME # 80 11/04/87
NUMBER OF DAYS IN PERIOD 365 1826 2979
INITIAL INVESTMENT $1,000.00 $1,000.00 $1,000.00
BEG OF PERIOD UV $7.040402 $4.906254 $5.000000
# OF UNITS PURCHASED 142.037344 203.821490 200.000000
END OF PERIOD UV $8.426274 $8.426274 $8.426274
END OF PERIOD VALUE (without surrender
charges or fees) $1,196.85 $1,717.46 $1,685.25
SURRENDER CHARGE PERCENTAGE 6.0% 4.0% 0.0%
FREE 10% WITHDRAWAL $0.00 $100.00 $100.00
LESS SURRENDER CHARGES $60.00 $36.00 $0.00
LESS ANNUAL FEE ($) $0.90 $5.40 $9.34
REDEEMABLE VALUE (after surrender
charges and fees) $1,135.95 $1,676.06 $1,675.91
HYPOTHETICAL STANDARDIZED AATR 13.59% 10.88% 6.54%
HYPOTHETICAL NON-STANDARDIZED TOTAL RETURN 19.68% 11.43% 6.61%
(without surrender charges or fees)
-------------------------------------------------------------------------------------
</TABLE>
12/31/95
GENERATIONS
<TABLE>
HYPOTHETICAL STANDARDIZED AVERAGE ANNUAL TOTAL
RETURNS (AATR) AND NON-STANDARDIZED TOTAL RETURNS
PERIOD ENDED 12/31/95
======================================
Fees based on ave $40,000 account
USING HISTORICAL PORTFOLIO RETURNS
SINCE
1 YEAR 5 YEAR INCEPTION
======================================================================================
<S> <C> <C> <C>
GOVERNMENT # 86 04/07/86
NUMBER OF DAYS IN PERIOD 365 1826 3555
INITIAL INVESTMENT $1,000.00 $1,000.00 $1,000.00
BEG OF PERIOD UV $7.550318 $6.316295 $5.000000
# OF UNITS PURCHASED 132.444753 158.320661 200.000000
END OF PERIOD UV $8.723718 $8.723718 $8.723718
END OF PERIOD VALUE (without surrender
charges or fees) $1,155.41 $1,381.14 $1,744.74
SURRENDER CHARGE PERCENTAGE 6.0% 4.0% 0.0%
FREE 10% WITHDRAWAL $0.00 $100.00 $100.00
LESS SURRENDER CHARGES $60.00 $36.00 $0.00
LESS ANNUAL FEE ($) $0.87 $4.64 $10.07
REDEEMABLE VALUE (after surrender
charges and fees) $1,094.54 $1,340.50 $1,734.68
HYPOTHETICAL STANDARDIZED AATR 9.45% 6.04% 5.82%
HYPOTHETICAL NON-STANDARDIZED TOTAL RETURN 15.54% 6.67% 5.89%
(without surrender charges or fees)
-------------------------------------------------------------------------------------
MONEY MARKET # 92 04/07/86
NUMBER OF DAYS IN PERIOD 365 1826 3555
INITIAL INVESTMENT $1,000.00 $1,000.00 $1,000.00
BEG OF PERIOD UV $7.218682 $6.567944 $5.000000
# OF UNITS PURCHASED 138.529443 152.254648 200.000000
END OF PERIOD UV $7.507298 $7.507298 $7.507298
END OF PERIOD VALUE (without surrender
charges or fees) $1,039.98 $1,143.02 $1,501.46
SURRENDER CHARGE PERCENTAGE 6.0% 4.0% 0.0%
FREE 10% WITHDRAWAL $0.00 $100.00 $100.00
LESS SURRENDER CHARGES $60.00 $36.00 $0.00
LESS ANNUAL FEE ($) $0.78 $4.06 $9.78
REDEEMABLE VALUE (after surrender
charges and fees) $979.20 $1,102.96 $1,491.68
HYPOTHETICAL STANDARDIZED AATR -2.08% 1.98% 4.19%
HYPOTHETICAL NON-STANDARDIZED TOTAL RETURN 4.00% 2.71% 4.26%
</TABLE>
EXHIBIT 13(b)(iii)
GENERATIONS PERIOD ENDED 12/31/95
<TABLE>
HYPOTHETICAL NON-STANDARDIZED CUMULATIVE
TOTAL RETURNS
USING HISTORICAL PORTFOLIO RETURNS
<CAPTION>
SINCE
1 YEAR 5 YEAR INCEPTION
======================================================================================
<S> <C> <C> <C>
EMERGING GROWTH # 81 07/03/95
INITIAL INVESTMENT N/A N/A $1,000.00
BEG OF PERIOD UV N/A N/A $5.000000
# OF UNITS PURCHASED N/A N/A 200.000000
END OF PERIOD UV $5.814750 $5.814750 $5.814750
END OF PERIOD VALUE (without surrender
charges or fees) N/A N/A $1,162.95
DIFFERENCE N/A N/A 162.95
RETURN N/A N/A 16.30%
-------------------------------------------------------------------------------------
ENTERPRISE # 83 04/07/86
INITIAL INVESTMENT $1,000.00 $1,000.00 $1,000.00
BEG OF PERIOD UV $8.049789 $5.515872 $5.000000
# OF UNITS PURCHASED 124.226859 181.294997 200.000000
END OF PERIOD UV $10.874038 $10.874038 $10.874038
END OF PERIOD VALUE (without surrender
charges or fees) $1,350.85 $1,971.41 $2,174.81
DIFFERENCE 350.85 971.41 1,174.81
RETURN 35.08% 97.14% 117.48%
-------------------------------------------------------------------------------------
DOMESTIC INCOME # 80 11/04/87
INITIAL INVESTMENT $1,000.00 $1,000.00 $1,000.00
BEG OF PERIOD UV $7.040402 $4.906254 $5.000000
# OF UNITS PURCHASED 142.037344 203.821490 200.000000
END OF PERIOD UV $8.426274 $8.426274 $8.426274
END OF PERIOD VALUE (without surrender
charges or fees) $1,196.85 $1,717.46 $1,685.25
DIFFERENCE 196.85 717.46 685.25
RETURN 19.68% 71.75% 68.53%
-------------------------------------------------------------------------------------
GOVERNMENT # 86 04/07/86
INITIAL INVESTMENT $1,000.00 $1,000.00 $1,000.00
BEG OF PERIOD UV $7.550318 $6.316295 $5.000000
# OF UNITS PURCHASED 132.444753 158.320661 200.000000
END OF PERIOD UV $8.723718 $8.723718 $8.723718
END OF PERIOD VALUE (without surrender
charges or fees) $1,155.41 $1,381.14 $1,744.74
DIFFERENCE 155.41 381.14 744.74
RETURN 15.54% 38.11% 74.47%
-------------------------------------------------------------------------------------
MONEY MARKET # 92 04/07/86
INITIAL INVESTMENT $1,000.00 $1,000.00 $1,000.00
BEG OF PERIOD UV $7.218682 $6.567944 $5.000000
# OF UNITS PURCHASED 138.529443 152.254648 200.000000
END OF PERIOD UV $7.507298 $7.507298 $7.507298
END OF PERIOD VALUE (without surrender
charges or fees) $1,039.98 $1,143.02 $1,501.46
DIFFERENCE 39.98 143.02 501.46
RETURN 4.00% 14.30% 50.15%
-------------------------------------------------------------------------------------
</TABLE>
EXHIBIT 13(b)(iv)
GENERATIONS
STANDARDIZED YIELDS
FOR THE THIRTY DAY PERIOD ENDED 12/31/95
<TABLE>
DOMESTIC INCOME YIELD
<S> <C> <C>
$6,646.70 DIVIDENDS PAID 6.61% yield
$553.89 (1/12TH) DECEMBER DIVIDENDS
$96.15 EXPENSES
10,000.00 BEGINNING UNITS
10,000.00 ENDING UNITS
$8.426274 UNIT VALUE AT END OF PERIOD
</TABLE>
2*(((553.89-96.15)/(((10,000+10,000)/2)*8.426274)+1)^6-1)
<TABLE>
GOVERNMENT YIELD
<S> <C> <C>
$478.82 DIVIDENDS PAID 5.28% yield
FOR DECEMBER
$99.10 EXPENSES
10,000.00 BEGINNING UNITS
10,000.00 ENDING UNITS
$8.723718 UNIT VALUE AT END OF PERIOD
</TABLE>
2*(((478.82-99.10)/(((10,000+10,000)/2)*8.723718)+1)^6-1)
EXHIBIT 13(b)(v)
GENERATIONS
MONEY MARKET STANDARDIZED YIELDS
FOR THE SEVEN DAY PERIOD ENDED 12/31/95
<TABLE>
<S> <C> <C> <C>
12/31/95 no unit value calculated
12/30/95 no unit value calculated 0.005391 total return for 7 days
12/29/95 7.507298 (7.507298-7.501907)
12/28/95 7.506527 0.000719 base period return
12/27/95 7.505757 (.005391/7.501907)
12/26/95 7.504987
12/25/95 no unit value calculated 3.75% yield for 7 day period
12/24/95 no unit value calculated ended 12/31/95
12/23/95 no unit value calculated ((7.507298-7.501907)/7.501907)*365/7
12/22/95 7.501907
3.82% effective yield
((0.000719+1)^(365/7))-1
</TABLE>
EXHIBIT 17
REPRESENTATION REGARDING REASONABLENESS OF FEES AND
CHARGES DEDUCTED UNDER THE CONTRACTS
American General Life Insurance Company ("AGL") represents that the fees and
charges deducted under the Contracts which are identified as Contract Form
Nos. 95020 Rev 896 and 95021 Rev 896 and described in this Registration
Statement, in the aggregate, are reasonable in relation to the services
rendered, the expenses expected to be incurred, and the risks assumed by AGL
under the Contracts. AGL bases its representation on its assessment of all of
the facts and circumstances, including such relevant factors, as: the nature
and extent of such services, expenses and risks; the need for AGL to earn a
profit; the degree to which the Contracts include innovative features; and
the regulatory standards for the grant of exemptive relief under the
Investment Company Act of 1940 used prior to October 1996, including the
range of industry practice.
AMERICAN GENERAL LIFE
INSURANCE COMPANY
October 15, 1996 By:/s/Robert F. Herbert, Jr.
-------------------- ------------------------------------------------
DATE ROBERT F. HERBERT, JR.
SENIOR VICE PRESIDENT, PRINCIPAL
FINANCIAL AND ACCOUNTING OFFICER
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000089031
<NAME> AMERICAN GENERAL LIFE INSURANCE COMPANY SEPARATE ACCOUNT D
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> DEC-31-1995
<INVESTMENTS-AT-COST> 413,244,463
<INVESTMENTS-AT-VALUE> 464,987,803
<RECEIVABLES> (30)
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 464,987,773
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 0
<TOTAL-LIABILITIES> 0
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 0
<SHARES-COMMON-PRIOR> 0
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 464,987,773
<DIVIDEND-INCOME> 12,516,480
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> 5,735,875
<NET-INVESTMENT-INCOME> 6,780,605
<REALIZED-GAINS-CURRENT> 2,933,740
<APPREC-INCREASE-CURRENT> 65,361,002
<NET-CHANGE-FROM-OPS> 75,075,347
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 109,494,510
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
