<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
______________________
FORM 10-Q
QUARTERLY REPORT PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1996
______________________
Commission File Number: 33-57020
THE MANUFACTURERS LIFE
INSURANCE COMPANY OF AMERICA
(Exact name of registrant as specified in its charter)
MICHIGAN
(State or other jurisdiction of incorporation or organization)
23-2030787
(I.R.S. Employer Identification No.)
______________________
500 N. Woodward Avenue
Bloomfield Hills, Michigan 48304
(Address of principal executive offices)
(416) 926-6700
(Registrant's telephone number, including area code)
______________________
Indicate by check mark whether the registrant (1) has filed reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
X Yes No
--- ---
APPLICABLE ONLY TO CORPORATE ISSUERS:
The number of shares outstanding of the issuer's sole class of common
stock, as of March 31, 1996 is 4,501,858.
<PAGE> 2
PART I - FINANCIAL INFORMATION
<PAGE> 3
The Manufacturers Life Insurance Company of America
Management's Discussion and Analysis
March 31, 1996
Overview
The Company is active in two distinct businesses:
1) Domestically, the sale of Variable Insurance Products
2) Internationally, the sale of participating insurance products
through Branch Operations in Taiwan
VARIABLE PRODUCTS
During the last four years the Company has grown significantly through
the successful growth in variable insurance sales. This growth reflects a
continuing shift in consumer preference towards greater control over the
investment decision making, more aggressive marketing/sales practices and
increased consumer acceptance of this relatively new product.
This growth has continued in 1996 with total first year premiums being 113% and
76% of the same period in 1995 for Variable Universal Life ("VUL") and Variable
Annuities ("VA"), respectively. The Company's introduction in late 1995 of a
five year no lapse guarantee on VUL that prevented policy lapse triggered by
negative investment performance, plus the addition on February 16 of eight new
investment accounts has been positively received and is expected to be
reflected in future sales.
In particular, the new investment accounts, including outside fund managers,
has increased available investment options while providing policyholders with
the ability to increase diversification not only by investment type but also by
portfolio management style. Outside fund managers now include: Fidelity
Management Trust Company, Goldman Sachs Asset Management, Salomon Brothers
Asset Management and Wellington Management Trust.
We remain positive about the future growth and profitability from this
business.
TAIWAN
The Company entered Taiwan in 1993 as a start-up venture. During 1995 the
Company commenced full operations that has resulted in significant expenditures
on agent recruitment and training. The level of recruitment and training
continued in the first quarter of 1996, and while this has had a negative
impact on short term earnings, future earnings will benefit from this
investment. The growth in this region is promising and offers the opportunity
for significant long term profit.
<PAGE> 4
ASSETS
March, 1996 Compared to December, 1995
At March 31, 1996, the Company's total assets were $648.8 million, an increase
of $60.0 million or 10% from year-end 1995. This change is principally a
result of Separate Account asset growth of $51.2 million, reflecting net cash
transfers to the Separate Accounts of $34.1 million plus $17.1 million in gains
due to strong investment performance of the underlying investment funds.
Cash increased by $4.7 million, and receivables for undelivered securities
increased $2.5 million. Cash was utilized to pay operating expenses and was
replenished by $15 million of capital received during the period.
Taxes recoverable increased by $1.7 million reflecting the benefit achieved
through the Company's filing a consolidated tax return with its parent.
LIABILITIES
March, 1996 Compared to December, 1995
The Company's liabilities have increased by $53.3 million over year-end 1995
mainly due to Separate Account liabilities increasing $51.2 million. Separate
Account liabilities move in tandem with changes in Separate Account assets.
<PAGE> 5
CAPITAL AND SURPLUS
March, 1996 Compared to December, 1995
At March 31, 1996, The Company's capital and surplus totalled $63 million, an
increase of $6.7 million over year-end 1995 as a result of:
I Operating losses totalling $6.9 million.
II. Offsetting the operating losses was a capital contribution of $15
million from issuance of common shares.
III. The increase in AVR which flows through the statement of changes in
capital surplus of $809 thousand was largely offset by the unrealized
gains of $888 million on the Company's seed money investment in
Manulife Series Fund, Inc. and $166 thousand increase in the equity in
Manufacturers Adviser Corporation.
The Company's surplus to general account liability ratio increased from 108.2%
to 116.5%
Results of Operations
March, 1996 Compared to March, 1995
The loss from operations for the three months ended March 31, 1996 increased
from $3.2 million in 1995 to $6.9 million in 1996. The main contributors to
these losses were:
<TABLE>
<CAPTION>
1995 1994
---- ----
<S> <C> <C>
U.S.Operations ($0.5) ($2.2)
Taiwan Operations (8.1) (1.0)
Tax recovery 1.7
----- -----
($6.9) ($3.2)
===== =====
</TABLE>
U.S. operations improved due to increased policy fees on renewal business as
business matures.
Taiwan's operating loss increased as a result of significant start up costs
associated the Company's growing Taiwan Branch. In particular, costs associated
with producer recruitment are heavy.
<PAGE> 6
Cash Flow
The majority of the Company's cash flows arise from policyholder transactions
related to the Separate Account and, as such, the assets and liabilities of
these products are exactly matched. In the case of death benefits, the Company
cedes a substantial portion of the risk to Manulife Financial and its risk is
therefore minimized. The Company's cash flows on the policies are adequate to
meet the obligations retained on these contracts.
Because of the excess of expense over income, which arises from first policy
year issue, the continued success in generating sales will not only result in
losses in the Results of Operations, but will create a cash flow strain as
well. As a result, The Company may look to The Manufacturers Life Insurance
Company to provide the necessary capital to support its operations. In this
respect the Company received an additional $15 million in capital contributions
in the first quarter of 1996 to fund continuing growth in Taiwan. Manulife
Financial has provided a claims guarantee for all U.S. policyowners. The
guarantee does not cover the performance of any Separate Accounts.
The Company has no material commitments for capital expenditures. With the
exception of the claims paying guarantee, the Company is not the beneficiary of
any financing commitments not reflected on the balance sheet.
<PAGE> 7
The Manufacturers Life Insurance Company of America
Balance Sheet
<TABLE>
<CAPTION>
March 31 December 31
1996 1995
--------------------------------
(Unaudited)
<S> <C> <C>
Assets
Bonds, at amortized cost (market
$63,851,595 -- 1996 and $66,046,733 -- 1995) $63,185,038 $62,757,202
Stocks 21,116,104 22,584,259
Short-term investments 0 0
Policy loans 7,486,010 6,955,292
--------------------------------
Total investments 91,787,152 92,296,753
Cash on hand and on deposit 14,420,164 9,674,362
Life insurance premiums deferred and uncollected 522,275 504,818
Accrued investment income 1,128,760 1,059,536
Separate account assets 531,623,403 480,404,450
Funds receivable on reinsurance ceded 194,404 73,300
Receivable for undelivered securities 2,649,801 146,328
Taxes recoverable 4,989,316 3,308,316
Investment in subsidiary 1,246,239 1,080,184
Other assets 207,991 193,715
--------------------------------
$648,769,505 $588,741,762
================================
Liabilities, capital and surplus
Aggregate policy reserves $28,778,841 $26,683,090
Contract deposit funds 474,336 1,238,943
Interest maintenance and asset valuation reserves 5,692,114 4,742,400
Policy and contract claims 282,669 582,853
Provision for policyholder dividends payable 1,944,540 2,346,258
Amounts due to affiliates 6,983,690 9,049,217
Accrued liabilities 9,948,105 7,315,315
Amounts payable for undelivered securities 0 80,821
Separate account liabilities 531,623,403 480,404,450
--------------------------------
Total liabilities 585,727,698 532,443,347
Capital and surplus:
Common shares, par value $1.00; authorized,
5,000,000 shares; issued and outstanding shares
(4,501,858 -- 1996, 4,501,857 -- 1995) 4,501,858 4,501,857
Preferred shared, par value $100; authorized,
5,000,000 shares; issued and outstanding shares
(105,000 -- 1996 and 1995) 10,500,000 10,500,000
Surplus note 8,500,000 8,500,000
Capital paid in excess of par value 78,500,179 63,500,180
Surplus (38,960,230) (30,703,622)
--------------------------------
Total capital and surplus 63,041,807 56,298,415
--------------------------------
Total liabilities, capital, and surplus $648,769,505 $588,741,762
================================
</TABLE>
<PAGE> 8
The Manufacturers Life Insurance Company of America
Statement of Changes in Capital and Surplus
(Unaudited)
<TABLE>
<CAPTION>
Capital
Paid in
Excess of
Capital Par Value Surplus Total
----------------------------------------------------------------
<S> <C> <C> <C> <C>
Balance, December 31, 1995 $23,501,858 $63,500,180 ($30,703,622) $56,298,416
Net loss from operations (6,904,085) (6,904,085)
Issuance of common shares 1 14,999,999 15,000,000
Increase in asset valuation reserve (808,821) (808,821)
Increase in nonadmitted assets (1,546,341) (1,546,341)
Change in net unrealized capital
gains 1,054,467 1,054,467
Change in liability for reinsurance
in unauthorized companies (51,829) (51,829)
Company's share of increase
in separate account assets, net 0 0
----------------------------------------------------------------
Balance, March 31, 1996 $23,501,859 $78,500,179 ($38,960,231) $63,041,807
================================================================
</TABLE>
<PAGE> 9
The Manufacturers Life Insurance Company of America
Statement of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31
1996 1995
------------------------------------
<S> <C> <C>
Operating activities:
Premiums collected, net $49,289,712 $39,699,373
Policy benefits paid, net (4,830,244) (2,606,492)
Commissions and other expenses paid (20,137,602) (6,817,255)
Net investment income 1,478,806 1,088,644
Other income and expenses (1,093,341) (584,211)
Transfers to separate accounts, net (34,334,340) (26,392,433)
------------ ------------
Net cash (used in) provided by
operating activities (9,627,009) 4,387,626
Investing activities
Sale, maturity, or repayment of investments 25,538,188 13,313,806
Purchase of investments (26,165,377) (15,875,578)
------------ ------------
Net cash used in investing activities (627,189) (2,561,772)
Financing activities
Issuance of stock 15,000,000 0
------------ ------------
Net cash provided by financing activities 15,000,000 0
------------ ------------
Net increase in cash and short-term
investments 4,745,802 1,825,854
Cash and short-term investments
at beginning of year 9,674,362 15,983,758
----------- -----------
Cash and short-term investments
at end of year $14,420,164 $17,809,612
=========== ===========
</TABLE>
<PAGE> 10
The Manufacturers Life Insurance Company of America
Statement of Operations
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31
1996 1995
------------------------------------
<S> <C> <C>
Revenues:
Life premiums $41,149,127 $25,934,287
Annuity deposits 7,622,134 10,088,823
Life premiums, reinsurance assumed 531,737 3,672,714
Investment income, net of investment
expenses of $92,156 ($80,145 in 1995) 1,457,913 1,306,199
Amortization of interest maintenance reserve 13,711 (18,155)
Commission and expense allowances on
reinsurance ceded 47,892
Foreign exchange gain (loss) 54,832 45,025
Other revenue 13,347 26,757
------------------------------------
Total revenues 50,890,693 41,055,650
Benefits paid or provided:
Increase (decrease) in aggregate policy reserves 2,095,751 1,658,209
Increase (decrease) in liability for deposit fund (764,607) (66,747)
Transfers to separate accounts, net 34,153,849 26,492,807
Death benefits 1,027,097 145,266
Annuity benefits 220,168 323
Disability benefits 21,607
Surrender benefits 3,285,443 2,398,080
------------------------------------
40,039,308 30,627,938
Insurance expenses:
Management fee 5,555,000 5,509,315
Commissions 7,201,399 4,310,832
General expenses 6,125,050 1,956,503
Commission and expense allowances
on reinsurance assumed 92,482 593573
Interest expense 142,363 0
------------------------------------
19,116,294 12,370,223
------------------------------------
Loss before policyholder's dividends
and federal income tax (8,264,909) (1,942,511)
Dividends to policyholders 222,144 1,237,124
------------------------------------
Loss before federal income tax (8,487,053) (3,179,635)
Federal income tax benefit (1,700,845) 0
------------------------------------
Net loss from operations after policyholders'
dividends and federal income tax (6,786,208) (3,179,635)
Net realized capital loss (117,877) (19,312)
------------------------------------
Net loss from operations ($6,904,085) ($3,198,947)
====================================
</TABLE>
<PAGE> 11
The Manufacturers Life Insurance Company of America
Notes to Financial Statements
March 31, 1996
1. ORGANIZATION
ORGANIZATION
The Manufacturers Life Insurance Company of America (Manufacturers Life of
America or the Company) is a wholly-owned subsidiary of Manulife Reinsurance
Corporation (U.S.A.) (The Parent), (formerly Manufacturers Life Insurance
Company of Michigan), which is in turn a wholly-owned subsidiary of The
Manufacturers Life Insurance Company (Manulife Financial), a Canadian-based
mutual life insurance company (Notes 4 and 5).
The Company issues and sells variable universal life and variable annuity
products in the United States. The Company also has a branch operation in
Taiwan to develop and market traditional insurance for the Taiwanese market. At
March 31, 1996 the Company had assets of $21,740,603 and liabilities of
$10,874,038 in the Taiwan branch.
During the three months ended March 31, 1996, the Company received a capital
contribution of $15,000,000 from the Parent in return for one share of common
stock (par value $1).
2. SIGNIFICANT ACCOUNTING POLICIES
BASIS OF PRESENTATION
The accompanying unaudited financial statements of The Manufacturers Life
Insurance Company of America have been prepared in accordance with accounting
practices for interim financial information and with the instructions to Form
10-Q and Article 10 of regulation S-X. Accordingly, they do not include all of
the information and footnotes required by generally accepted accounting
principles for complete financial statements and should be read in conjunction
with the financial statements and footnotes thereto included in the Annual
Report on Form 10-K of the Company for the year ended December 31, 1995. In the
opinion of management, all adjustments (consisting solely of normal recurring
adjustments) necessary for a fair presentation of the financial statements for
these interim periods have been included. The results of interim periods are
not necessarily indicative of the results to be obtained for a full fiscal year.
6
<PAGE> 12
The Manufacturers Life Insurance Company of America
Notes to Financial Statements (continued)
2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
BASIS OF PRESENTATION (CONTINUED)
In April 1993, the Financial Accounting Standard Board issued Interpretation
40, "Applicability of Generally Accepted Accounting Principles to Mutual Life
Insurance and Other Enterprises." The Interpretation as amended is effective
for 1996 annual financial statements and thereafter, will no longer allow
statutory financial statements to be described as being prepared in conformity
with generally accepted accounting principles (GAAP). Upon the effective date
of the Interpretation, in order for financial statements to be described as
being prepared in accordance with GAAP, life insurance companies will be
required to adopt all applicable standards promulgated by the FASB in any
general purpose financial statements such companies may issue. While GAAP
standards have recently been developed for mutual life insurance companies, the
Company has not yet completed the complex and extensive historical calculations
and thus is unable to quantify the effects of the Interpretation on its
financial statements.
All amounts presented are expressed in U.S. Dollars.
STOCKS
Stocks are carried at market value.
BONDS
Bonds are carried at amortized cost. Discounts and premiums on investments are
amortized using the effective interest method. Gains and losses on sales of
bonds are calculated on the specific identification method and recognized into
income based on NAIC prescribed formulas. Short-term investments include
investments with maturities of less than one year at the date of acquisition.
Market values disclosed are based on NAIC quoted values.
ASSET VALUATION RESERVE AND INTEREST MAINTENANCE RESERVE
The Asset Valuation Reserve and Interest Maintenance Reserve were determined by
NAIC prescribed formulas and are reported as liabilities rather than as
valuation allowances or appropriations of surplus.
POLICY AND CONTRACT CLAIMS
Policy and contract claims are determined on an individual case basis for
reported losses. Estimates of incurred but not reported losses are developed
on the basis of past experience.
7
<PAGE> 13
The Manufacturers Life Insurance Company of America
Notes to Financial Statements (continued)
2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
SEPARATE ACCOUNTS
Separate account assets and liabilities reported in the accompanying financial
statements represent funds that are separately administered, principally for
variable annuity and variable life contracts, and for which the contract
holder, rather than the Company, bears the investment risk. Separate account
assets are recorded at market value. Operations of the separate accounts are
not included in the accompanying financial statements.
REVENUE RECOGNITION
Both premium and investment income are recorded when due.
REINSURANCE
Reinsurance premiums and claims are accounted for on a basis consistent with
that used in accounting for the original policies issued and the terms of the
reinsurance contracts. Premiums and claims are reported net of reinsured
amounts.
POLICY RESERVES
Certain policy reserves are calculated based on statutorily required interest
and mortality assumptions.
3. INVESTMENTS AND INVESTMENT INCOME
The amortized cost and market value of investments in fixed maturities (bonds)
as of March 31, 1996 is summarized as follows:
<TABLE>
<CAPTION>
QUOTED OR
GROSS GROSS ESTIMATED
AMORTIZED UNREALIZED UNREALIZED MARKET
COST GAINS LOSSES VALUE
--------------------------------------------------------------
<S> <C> <C> <C> <C>
U.S. Government $19,401,748 $419,448 $(445,569) $19,375,627
Foreign Government 9,138,098 68,835 (42,634) 9,164,299
Corporate 27,745,938 977,929 (262,247) 28,461,620
Mortgage-backed securities
U.S. Government Agencies 5,931,441 35,833 (40,870) 5,926,404
Corporate Securities 967,813 - (44,168) 923,645
---------------------------------------------------------------
$63,185,038 $1,502,045 $(835,488) $63,851,595
===============================================================
</TABLE>
8
<PAGE> 14
The Manufacturers Life Insurance Company of America
Notes to Financial Statements (continued)
3. INVESTMENTS AND INVESTMENT INCOME (CONTINUED)
Proceeds from sales of investments in debt securities during 1996 were
$25,191,660. Gross gains of $679,096 and gross losses of $440,922 were
realized on those sales.
The amortized cost and market value of investments in fixed maturities (bonds)
as of December 31, 1995 is summarized as follows:
<TABLE>
<CAPTION>
QUOTED OR
GROSS GROSS ESTIMATED
AMORTIZED UNREALIZED UNREALIZED MARKET
COST GAINS LOSSES VALUE
--------------------------------------------------------------
<S> <C> <C> <C> <C>
United States Government $15,145,033 $681,032 $(57,916) $15,768,149
Foreign Government 6,071,376 157,635 - 6,229,011
Corporate 31,046,219 2,508,780 - 33,554,999
Mortgage-backed securities:
U.S. Government agencies 9,522,771 - - 9,522,771
Corporate 971,803 - 971,803
--------------------------------------------------------------
$62,757,202 $3,347,447 $(57,916) $66,046,733
==============================================================
</TABLE>
The investments above are valued, for financial statement purposes, as
described in Note 2 to these financial statements.
The amortized cost and market value of fixed maturities at March 31, 1996 by
contractual maturities, are shown below. Expected maturities may differ from
contractual maturities because borrowers may have the right to call or prepay
obligations with or without prepayment penalties.
<TABLE>
<CAPTION>
YEARS TO MATURITY AMORTIZED COST MARKET VALUE
----------------- ---------------------------------------
<S> <C> <C>
One year or less $ 160,703 $ 160,703
Greater than 1; up to 5 years 10,785,260 10,779,942
Greater than 5; up to 10 years 24,910,176 25,038,908
Due after 10 years 27,328,899 27,872,042
--------------------------------------
$63,185,038 $63,851,595
======================================
</TABLE>
At March 31, 1996, $9,197,666 of bonds at amortized costs were on deposit with
government insurance departments to satisfy regulatory regulations.
9
<PAGE> 15
The Manufacturers Life Insurance Company of America
Notes to Financial Statements (continued)
3. INVESTMENTS AND INVESTMENT INCOME (CONTINUED)
Major categories of net investment income for the first three months were as
follows:
<TABLE>
<CAPTION>
NET INVESTMENT INCOME
1996 1995
----------------------------------
<S> <C> <C>
Gross investment income:
Bond Income $1,407,420 $1,016,131
Policy Loans 98,890 131,185
Short-term investments 43,759 239,028
----------------------------------
1,550,069 1,386,344
Investment Expenses (92,156) (80,145)
----------------------------------
Net investment income $1,457,913 $1,306,199
==================================
</TABLE>
4. RELATED PARTY TRANSACTIONS
Manufacturers Life of America has a formal service agreement with Manulife
Financial which can be terminated by either party upon two months' notice.
Under the Agreement, Manufacturers Life of America will pay direct operating
expenses incurred each year by Manulife Financial on behalf of Manufacturers
Life of America. Services provided under the Agreement include legal,
actuarial, investment, data processing and certain other administrative
services. Costs incurred under this Agreement were $5,645,881 in the first
three months of 1996, and $5,589,460 in 1995. In addition, there was
$1,416,576 agents' bonuses in 1996 and $1,373,882 in 1995 which were allocated
to the Company and are included in commissions.
In addition, the Company has several reinsurance agreements with Manulife
Financial which may be terminated upon the specified notice by either party.
These agreements are summarized as follows:
(a) The Company assumes two blocks of insurance from Manulife Financial
under coinsurance treaties. The Company's risk is limited to $100,000
of initial face amount per claim plus a pro-rata share of any increase
in face amount.
(b) The Company cedes the risk in excess of $25,000 per life to Manulife
Financial under the terms of an automatic reinsurance agreement.
(c) The Company cedes a substantial portion of its risk on its Flexible
Premium Variable Life policies to Manulife Financial under the terms
of a stop loss reinsurance agreement.
.
10
<PAGE> 16
The Manufacturers Life Insurance Company of America
Notes to Financial Statements (continued)
4. RELATED PARTY TRANSACTIONS (CONTINUED)
(d) Under the terms of an automatic coinsurance agreement, the Company
cedes its risk on structured settlements to Manulife Financial.
Selected amounts relating to the above treaties reflected in the financial
statements are as follows:
<TABLE>
<CAPTION>
1996 1995
-----------------------------------
<S> <C> <C>
Life and annuity premiums assumed $ 531,737 $ 3,672,714
Other life and annuity
consideration ceded (175,911) (160,429)
Commissions and expense allowances
on reinsurance assumed (92,482) 593,573
Policy reserves assumed 47,747,647 50,897,936
Policy reserves ceded 4,006,534 3,796,997
</TABLE>
5. FEDERAL INCOME TAX
The Company joins the Parent and another wholly-owned life insurance subsidiary
in filing a U.S. consolidated income tax return as a life insurance group under
provisions of the Internal Revenue Code. In accordance with an income
tax-sharing agreement dated December 29, 1983, the Company's income tax
provision (or benefit) is computed as if the Company filed a separate income
tax return. The Company receives no surtax exemption. Tax benefits from
operating losses are provided at the U.S. statutory rate plus any tax credits
attributable to the Company, provided the consolidated group utilizes such
benefits currently. Taxes recoverable in the financial statements represent
tax-related amounts receivable from affiliates.
11
<PAGE> 17
The Manufacturers Life Insurance Company of America
Notes to Financial Statements (continued)
6. STATUTORY RESTRICTIONS ON DIVIDENDS
The Company is subject to statutory limitations on the payment of dividends to
its Parent. The Company cannot pay dividends during 1996 without the prior
approval of insurance regulatory authorities.
7. INVESTMENT IN SEPARATE ACCOUNTS
The Company markets variable life insurance and variable annuity products
through Separate Accounts which use Manulife Series Fund, Inc. as its
investment vehicle.
Common stock in the amount of $21,116,104 represents the Company's seed money
investment in Manulife Series Fund, Inc.
12
<PAGE> 18
PART II - OTHER INFORMATION
<PAGE> 19
Item 1 - Legal Proceedings
Nothing to report.
Item 2 - Changes in Securities
Nothing to report.
Item 3 - Defaults upon Senior Securities
Nothing to report.
Item 4 - Submission of Matters to a Vote
of Security Holders
Nothing to report.
Item 5 - Other Information
Nothing to report.
<PAGE> 20
Item 6A - Exhibits
<TABLE>
<CAPTION>
Page in Sequential
Numbering System
Where Exhibit
Exhibit No. Description Located
- ----------- ------------------- ----------------------------
<S> <C> <C>
(1) Not applicable
(2) None
(3) Not applicable
(4)(a) Form of Multi-Account Incorporated by reference
Flexible Variable Annnuity to Exhibit (4)(a) to
Policy Pre-Effective Amendment
No. 1 on Form S-1 filed by
The Manufacturers Life
Insurance Company of
America on February 10,
1994 (File No. 33-57020).
(4)(b)(i) Individual Retirement Incorporated by reference
Annuity Rider to Exhibit (4)(b)(i)
to Pre-Effective Amendment
No. 1 on Form S-1 filed by
The Manufacturers Life
Insurance Company of
America on February 10,
1994 (File No. 33-57020).
(4)(b)(i)(a) Trustee-Owned Policies Incorporated by reference
Annuity Rider to Exhibit (4)(b)(i)(a)
to Pre-Effective Amendment
No.1 on Form S-1 filed by
The Manufacturers Life
Insurance Company of
America on February 10,
1994 (File No. 33-57020).
(4)(b)(ii) Unisex Endorsement Incorporated by reference
to Exhibit (4)(b)(ii)
to the registration
statement on Form N-4
filed by The Manufacturers
Life Insurance Company of
America on January 13,
1993 (File No. 33-57018).
</TABLE>
<PAGE> 21
<TABLE>
<CAPTION>
Page in Sequential
Numbering System
Where Exhibit
Exhibit No. Description Located
- ----------- ------------------- -----------------------------------
<S> <C> <C>
(5) Not Applicable
(6) Not Applicable
(7) Not Applicable
(8) Not Applicable
(9) Not Applicable
(10)(a) Reinsurance Agreement Incorporated by reference
to Exhibit (10)(a)
to Pre-Effective Amendment
No. 1 on Form S-1 filed by
The Manufacturers Life
Insurance Company of
America on February 10,
1994 (File No. 33-57020).
(10)(b)(i) Service Agreement between Incorporated by reference
Manufacturers Life of to Exhibit (8)(a)
America and The Manu- to the registration state-
facturers Life ment on Form N-4 filed by
Insurance Company The Manufacturers Life
Insurance Company of
America on January 13,
1993 (File No. 33-57018).
(10)(b)(ii) Amendment to Service Incorporated by reference
Agreement to Exhibit (8)(b)
to the registration state-
ment on Form N-4 filed by
The Manufacturers Life
Insurance Company of
America on January 13,
1993 (File No. 33-57018).
(10)(b)(iii) Second Amendment to Incorporated by reference
Service Agreement to Exhibit (10)(b)(iii)
to the registration state-
ment on Form N-4 filed by
The Manufacturers Life
Insurance Company of
America on April 29, 1994
(File No. 33-57018).
</TABLE>
<PAGE> 22
<TABLE>
<CAPTION>
Page in Sequential
Numbering System
Where Exhibit
Exhibit No. Description Located
- ----------- ----------- ----------------------
<S> <C> <C>
(10)(b)(iv) Service Agreement between Incorporated by reference
The Manufacturers Life to Exhibit (10)(b)(iv)
Insurance Company and to the registration state-
ManEquity, Inc. dated ment on Form N-4 filed by
January 2, 1991 as amended The Manufacturers Life
March 1, 1994 Insurance Company of
America on April 29, 1994
(File No. 33-57018).
(10)(c) Specimen Agreement between Incorporated by reference
ManEquity, Inc. and to Exhibit (3)(b)
registered representatives (i) to the registration
statement on Form N-4
filed by The Manufacturers
Life Insurance Company of
America on January 13,
1993 (File No. 33-57018).
(10)(d) Specimen Agreement between Incorporated by reference
ManEquity, Inc. and Dealers to Exhibit (3)(b)
(ii) to the registration
statement on Form N-4
filed by The Manufacturers
Life Insurance Company of
America on January 13,
1993 (File No. 33-57018).
(11) None
(12) Not Applicable
(13) Not Applicable
(14) Not Applicable
(15) None
(16) Not Applicable
(17) Not Applicable
(18) None
</TABLE>
<PAGE> 23
<TABLE>
<CAPTION>
Page in Sequential
Numbering System
Where Exhibit
Exhibit No. Description Located
- ----------- ----------- ------------------
<S> <C> <C>
(19) None
(20) Not Applicable
(21) Not Applicable
(22) None
(23) None
(23)(a) Consent of Jones & Blouch Incorporated by reference
to Exhibit (23)(a) to the
Post-Effective Amendment
No. 3 to the registration
Statement on Form N-4 filed
by The Manufacturers Life
Insurance Company of
America on April 26, 1996
(File No. 33-57018).
(23)(b) Consent of Ernst & Young Incorporated by reference
to Exhibit (23)(b) to the
Post-Effective Amendment
No. 3 to the registration
Statement on Form N-4 filed
by The Manufacturers Life
Insurance Company of
America on April 26, 1996
(File No. 33-57018).
(23)(c) Consent of Stephen C. Incorporated by reference
Nesbitt to part of Exhibit (5) of
the Registration State-
ment on Form S-1 filed by
The Manufacturers Life
Insurance Company of
America on January 13,
1993 (File No. 33-57020).
(24) None
(25) Not Applicable
(26) Not Applicable
(27) Financial Data Schedules
(28) Not Applicable
</TABLE>
<PAGE> 24
Item 6B - Reports on Form 8-K
No reports on Form 8-K were filed during the quarter.
<PAGE> 25
SIGNATURES
Pursuant to the requirements of Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
THE MANUFACTURERS LIFE INSURANCE
COMPANY OF AMERICA
----------------------------------
Registrant)
May 14, 1996 By: Douglas H. Myers
- -------------------------- ----------------------------
Date DOUGLAS H. MYERS
Vice-President, Finance
(Principal Financial Officer)
May 14, 1996 By: Donald A. Guloien
- -------------------------- ----------------------------
Date DONALD A. GULOIEN
President & Director
(Principal Executive Officer)
<TABLE> <S> <C>
<ARTICLE> 7
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<DEBT-HELD-FOR-SALE> 0
<DEBT-CARRYING-VALUE> 63,185,038
<DEBT-MARKET-VALUE> 63,851,595
<EQUITIES> 21,116,104
<MORTGAGE> 0
<REAL-ESTATE> 0
<TOTAL-INVEST> 91,787,152
<CASH> 14,420,164
<RECOVER-REINSURE> 194,404
<DEFERRED-ACQUISITION> 0
<TOTAL-ASSETS> 648,769,505
<POLICY-LOSSES> 28,778,841
<UNEARNED-PREMIUMS> 0
<POLICY-OTHER> 282,669
<POLICY-HOLDER-FUNDS> 474,336
<NOTES-PAYABLE> 0
4,501,858
0
<COMMON> 10,500,000
<OTHER-SE> 8,500,000
<TOTAL-LIABILITY-AND-EQUITY> 648,769,505
49,302,998
<INVESTMENT-INCOME> 1,457,913
<INVESTMENT-GAINS> (117,877)
<OTHER-INCOME> 129,842
<BENEFITS> 40,039,308
<UNDERWRITING-AMORTIZATION> 0
<UNDERWRITING-OTHER> 19,116,294
<INCOME-PRETAX> (8,264,909)
<INCOME-TAX> (1,700,845)
<INCOME-CONTINUING> (6,904,085)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (6,904,085)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
<RESERVE-OPEN> 0
<PROVISION-CURRENT> 0
<PROVISION-PRIOR> 0
<PAYMENTS-CURRENT> 0
<PAYMENTS-PRIOR> 0
<RESERVE-CLOSE> 0
<CUMULATIVE-DEFICIENCY> 0
</TABLE>
