AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON January 17, 2001
File No. 333-82427
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM N-4
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
POST-EFFECTIVE AMENDMENT NO. 2
AND
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1940
POST-EFFECTIVE AMENDMENT NO. 30
LINCOLN BENEFIT LIFE VARIABLE ANNUITY ACCOUNT
(Exact Name of Registrant)
LINCOLN BENEFIT LIFE COMPANY
(Name of Depositor)
2940 South 84th Street
Lincoln, Nebraska 68506
(Complete Address of Depositor's Principal Office)
CAROL S. WATSON
Lincoln Benefit Life Company
2940 South 84th Street
Lincoln, Nebraska 68506
1-800-525-9287
(Name and Complete Address of Agent for Service)
Copy to:
JOAN E. BOROS, ESQ.
Jorden Burt Boros Cicchetti
Berenson & Johnson LLP
1025 Thomas Jefferson Street N.W.
Suite 400 East
Washington, D.C. 20007-0805
------------------------
SECURITIES BEING OFFERED: FLEXIBLE PREMIUM INDIVIDUAL DEFERRED VARIABLE ANNUITY
CONTRACTS
Approximate date of proposed public offering: as soon as practicable after the
effective date of this registration statement.
It is proposed that this filing will become effective:
X immediately upon filing pursuant to paragraph (b) of Rule 485
on May 1 pursuant to paragraph (b) of Rule 485
60 days after filing pursuant to paragraph (a) of rule 485
on (date) pursuant to paragraph (a) of rule 485
The Registrant has registered an indefinite amount of securities under the
Securities Act of 1933, pursuant to Section 24 of the Investment Company Act of
1940.
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<PAGE>
Explanatory Note
Registrant is filing this post-effective amendment ("Amendment") for
the purpose of adding two new variable sub-accounts that will be available under
the deferred variable annuity contracts described in the registration statement
and to make additional nonmaterial changes to the registration statement. The
Amendment is not intended to amend or delete any part of the registration
statement, except as specifically noted herein.
<PAGE>
PROSPECTUS SUPPLEMENT
To Prospectus Dated May 1, 2000
Premiere Planner Flexible Premium Variable Annuity
Issued by Lincoln Benefit Life Company
In connection with Lincoln Benefit Life Variable Account
This supplement describes two new subaccounts. The following sentence replaces
the third sentence in the second paragraph on page 1 of the prospectus:
The Contract currently offers twenty-three investment options, each of
which is a subaccount of the Lincoln Benefit Life Variable Annuity
Account ("Separate Account").
The following portfolios are added to the list of Portfolios on page 1, second
paragraph of the prospectus:
OCC Accumulation Trust: Science and Technology
Rydex Variable Trust: OTC
The following information is added to the Portfolio Company Annual Expenses
table on page 5-6 of the prospectus
<TABLE>
<CAPTION>
Management Rule 12b-1 Other
Fee Fees Expenses Total
<S> <C> <C> <C>
OCC ACCUMULATION TRUST
Science & Tech 0.80% 0 0.20% 1.00%
RYDEX VARIABLE TRUST
OTC 0.75% 0 0.80% 1.55%
</TABLE>
The following information is added to the Examples on page 7 of the prospectus:
<TABLE>
<CAPTION>
Sub-Account 1 Year 3 Years
----------- ------ -------
<S> <C> <C>
OCC Science & Tech $95 $142
Rydex OTC $100 $157
The following information is added to the Examples on page 8 of the prospectus:
Sub-Account 1 Year 3 Years
----------- ------ -------
OCC Science & Tech $25 $77
Rydex OTC $31 $93
</TABLE>
The following information is added to the chart under the heading "What are my
Investment Choices Under the Contract?" on page 9-10 of the prospectus:
Fund Portfolio
--------------------------------------------------------------------------------
Occ Accumulation Trust Science & Technology
Rydex Variable Trust OTC
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The following information is added to the list of Portfolios under the heading
THE INVESTMENT AND FIXED ACCOUNT OPTIONS, and sub-heading Separate Account
Investments on page 16 of the prospectus:
Rydex Variable Trust (investment adviser: Rydex Global Advisers)
OTC Portfolio seeks to provide investment results that
correspond to a benchmark for over-the-counter securities. The
Portfolio's current benchmark is the NASDAQ 100 Index. The
Portfolio invests principally in securities of companies
included in the NASDAQ 100 Index. It may also invest in other
instruments whose performance is expected to correspond to
that of the Index, and may engage in futures and options
transactions. The Portfolio may also purchase U.S. Government
securities and enter into repurchase agreements.
Under OCC Accumulation Trust add the following:
Science and Technology Portfolio seeks capital appreciation.
The Portfolio invests primarily in equity securities of
companies that use innovative technologies to gain a strategic
competitive advantage in their industry, as well as companies
that provide and service those technologies.
Supplement effective January 17, 2001.
<PAGE>
Statement of Additional Information Supplement
To Statement of Additional Information
Dated May 1, 2000
Premier Planner Flexible Premium Variable Annuity
Issued by Lincoln Benefit Life Company
In Connection with Lincoln Benefit Life Variable Annuity Account
On page S-9 of the Statement of Additional Information under the table
entitled "Standardized Total Return as of December 31, 1999, Assuming Contract
Surrendered" the following information is added:
<TABLE>
<CAPTION>
AVERAGE ANNUAL TOTAL RETURN (3)
---------------------------------------------
SINCE
INCEPTION 5 YEAR 10 YEAR INCEPTION
DATE (2) 1 YEAR (%) (%) (%) (%)
----------- ---------- -------- -------- ----------
<S> <C> <C> <C> <C> <C> <C>
OCC ACCUMULATION TRUST
Science & Tech 2/1/2001 NA NA NA NA
RYDEX VARIABLE TRUST
OTC 2/1/2001 NA NA NA NA
</TABLE>
On page S-10 of the Statement of Additional Information under the table
entitled "Non-Standardized Total Return as of December 31, 1999, Assuming
Contract Not Surrendered" the following information is added:
<TABLE>
<CAPTION>
AVERAGE ANNUAL TOTAL RETURN (3)
--------------------------------------------
PORTFOLIO MONTHLY TOTAL SINCE
INCEPTION RETURN RETURN 1 YEAR 5 YEAR 10 YEAR INCEPTION
DATE (2) (%) YTD (%) (%) (%) (%) (%)
--------- --------- --------- --------- --------- --------- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
OCC ACCUMULATION TRUST
Science & Tech 4/12/00 NA NA NA NA NA NA
RYDEX VARIABLE TRUST
OTC 5/7/97 24.43 103.85 103.85 NA NA 64.86
</TABLE>
On page S-12 of the Statement of Additional Information under the table
entitled Non-Standardized Total Return as of December 31, 1999 Assuming Contract
Not Surrendered" the following information is added:
<TABLE>
<CAPTION>
CUMULATIVE
TOTAL
RETURN
PORTFOLIO SINCE CALENDAR YEAR RETURN (3)
INCEPTION INCEPTION ------------------------------------
DATE (2) (%) (3) 1996 (%) 1997 (%) 1998 (%)
--------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
OCC ACCUMULATION TRUST
Science & Tech 4/12/00 NA NA NA NA
RYDEX VARIABLE TRUST
OTC 5/7/97 276.21 NA NA 77.26
</TABLE>
Supplement effective January 17, 2001
<PAGE>
PART C
OTHER INFORMATION
ITEM 24. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements
The following financial statements are included in Part A of the Registration
Statement:
None
The following financial statements are included in Part B of the Registration
Statement:
The Consolidated financial statements (prepared on the GAAP basis of accounting)
for Lincoln Benefit Life Company and subsidiary as of December 31, 1999 and 1998
and for each of the three years in the period ended December 31, 1999.
The financial statements (prepared on the GAAP basis of accounting) of the
Separate Account as of December 31, 1998 and for the years ended December 31,
1999 and 1998. The following financial statements are included in Part C of the
Registration Statement:
None
(b) Exhibits
(1) Resolution of the Board of Directors of Lincoln Benefit Life Company
authorizing the establishment of the Lincoln Benefit Life Variable Annuity
Account**
(2) Custody Agreements (not applicable)
(3) (a) Form of Principal Underwriting Agreement****
(b) Form of Selling Agreement *****
(4) Variable Annuity Contract ******
(5) Application for Contract ******
(6) Depositor--Corporate Documents
(a) Articles of Incorporation of Lincoln Benefit Life Company, as amended*
(b) By-Laws of Lincoln Benefit Life Company*
(7) Reinsurance Contract**
(8) Participation Agreements:
(a) Form of Participation Agreement among Lincoln Benefit Life Company and
J.P. Morgan Series Trust II ******
(b) Form of Participation Agreement among Lincoln Benefit Life Company, The
Institutional Universal Funds, Inc. (FORMERLY KNOWN AS MORGAN STANLEY DEAN
WITTER UNIVERSAL FUNDS, INC.) and Miller Anderson & Sherrerd, LLP ******
(c) Form of Participation Agreement among PIMCO Variable Insurance Trust,
Lincoln Benefit Life Company and PIMCO Funds Distributor LLC ******
(d) Form of Participation Agreement between Salomon Brothers Variable
Series Fund Inc., and Salomon Brothers Asset Management Inc. ******
(e) Form of Participation Agreement among Lincoln Benefit Life Company,
Lazard Asset Management, and Lazard Retirement Series, Inc. ******
(f) Form of Participation Agreement between Goldman Sachs Variable
Insurance Trust and Lincoln Benefit Life Company ******
(g) Form of Participation Agreement between Lincoln Benefit Life Company
and LSA Variable Series Trust*******
(h)(1) Form of Participation Agreement between Lincoln Benefit Life Company
and OCC Accumulation Trust ******
(h)(2) Form of Amendment to Participation Agreement between Lincoln Benefit
Life Company and OCC Accumulation Trust (filed herewith)
(i) Form of Participation Agreement between Lincoln Benefit Life Company
and Rydex Variable Trust (filed herewith)
(9) Opinion and Consent of Counsel*******
(10) (a) Independent Auditors' Consent********
(b) Consent of Attorneys********
(11) Financial Statements Omitted from Item 23 (not applicable)
(12) Initial Capitalization Agreement (not applicable)
(13) Performance Computations*******
(27) Financial Data Schedules (not applicable)
------------------------
* Registration Statement on Form S-6 for Lincoln Benefit Life Variable
Life Account, File No. 333-47717, filed March 11, 1998.
** Registration Statement on Form N-4 for Lincoln Benefit Life Variable
Annuity Account, File No. 333-50545, 811-7924, filed April 21, 1998.
*** Pre-Effective Amendment No. 1 to Registration Statement on Form N-4 for
Lincoln Benefit Life Variable Annuity Account, File No. 333-50545 filed
July 24, 1998.
**** Post-Effective Amendment No. 1 to Registration Statement on Form N-4 for
Lincoln Benefit Life Variable Annuity Account, File No. 333-50545,
811-7924 filed January 28, 1998.
***** Post-Effective Amendment No. 3 to Registration statement on Form N-4 for
Lincoln Benefit Life Variable Annuity Account, File No. 333-50545,
811-7924 filed April 1, 1999.
****** Registration Statement on Form N-4 for Lincoln Benefit Life Variable
Annuity Account, File No. 333-82427, filed July 8, 1999.
******* Pre-effective Amendment #1 on Form N-4 for Lincoln Benefit Life Variable
Annuity Account, File No. 333-82427, filed September 29, 1999.
********Post-effective Amendment No. 1 on Form N-4 for Lincoln Benefit Life
Variable Annuity Account, File No. 333-82427, filed April 5, 2000.
ITEM 25. DIRECTORS AND OFFICERS OF THE DEPOSITOR
The directors and principal officers of Lincoln Benefit Life Company are
listed below. Their principal business address is 2940 South 84th Street,
Lincoln, Nebraska 68506.
<TABLE>
<CAPTION>
NAME POSITION/OFFICE WITH DEPOSITOR
-------------------------- ------------------------------------------------
<S> <C>
Thomas J. Wilson II Director, Chairman of the Board and Chief Executive Officer
B. Eugene Wraith Director, President and Chief Operating Officer
Lawrence W. Dahl Director, Executive Vice President
Douglas F. Gaer Director, Executive Vice President
Rodger A. Hergenrader Director, Senior Vice President
J. Kevin McCarthy Director
Kevin R. Slawin Director
J. Scott Taylor Director, Senior Vice President
Michael J. Velotta Director, Assistant General Counsel, and Assistant Secretary
Carol S. Watson Director, Senior Vice President, General Counsel, and Secretary
Dean M. Way Director, Senior Vice President
Patricia W. Wilson Director
Janet P. Anderbery Vice President
Bob W. Birman Vice President
Teresa N. Carnazzo Vice President
William F. Emmons Vice President, Assistant Secretary, and Assistant General Counsel
Thomas S. Holt Vice President
Sharyn L. Jenson Vice President
Matthew A. Monson Vice President and Actuary
Maxine Payton Vice President
Samuel H. Pilch Vice President and Controller
Stanley G. Shelley Vice President
Robert L. Vance Vice President and Assistant Treasurer
Regina Wheat Vice President
</TABLE>
ITEM 26. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH DEPOSITOR OR
REGISTRANT
See Annual Report on Form 10-K of The Allstate Corporation, File No. 1-11840,
filed March 28, 2000.
ITEM 27. NUMBER OF CONTRACT OWNERS
As of December 19, 2000, the Registrant has 275 qualified contract owners and
333 non-qualified contract owners.
ITEM 28. INDEMNIFICATION
The Articles of Incorporation of Lincoln Benefit Life Company (Depositor)
provide for the indemnification of its directors and officers against expenses,
judgments, fines and amounts paid in settlement as incurred by such person, so
long as such person shall not have been adjudged to be liable for negligence or
misconduct in the performance of a duty to the Company. This right of indemnity
is not exclusive of other rights to which a director or officer may otherwise be
entitled.
The By-Laws of ALFS, Inc. (Distributor) provide that the corporation will
indemnify a director, officer, employee or agent of the corporation to the full
extent of Delaware law. In general, Delaware law provides that a corporation may
indemnify a director, officer, employee or agent against expenses, judgments,
fines and amounts paid in settlement if that individual acted in good faith and
in a manner he or she reasonably believed to be in or not opposed to the best
interests of the corporation, and with respect to any criminal action or
proceeding, had no reasonable cause to believe his or her conduct was unlawful.
No indemnification shall be made for expenses, including attorney's fees, if the
person shall have been judged to be liable to the corporation unless a court
determines such person is entitled to such indemnity. Expenses incurred by such
individual in defending any action or proceeding may be advanced by the
corporation so long as the individual agrees to repay the corporation if it is
later determined that he or she is not entitled to such indemnification.
Under the terms of the form of Underwriting Agreement, the Depositor agrees to
indemnify the Distributor for any liability that the latter may incur to a
Contract owner or party-in-interest under a Contract, (a) arising out of any act
or omission in the course of or in connection with rendering services under such
Agreement, or (b) arising out of the purchase, retention or surrender of a
Contract; provided, that the Depositor will not indemnify the Distributor for
any such liability that results from the latter's willful misfeasance, bad faith
or gross negligence, or from the reckless disregard by the latter of its duties
and obligations under the Underwriting Agreement.
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 forgoing 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 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 UNDERWRITER
(a) ALFS, Inc. ("ALFS") serves as distributor for the Registrant. ALFS also
serves as distributor for the Lincoln Benefit Life Variable Life Account, which
is another separate account of Lincoln Benefit. The following are the directors
and officers of ALFS. Their principal business address is 3100 Sanders Road,
Northbrook, IL 60062.
<TABLE>
<CAPTION>
NAME AND PRINCIPAL BUSINESS
ADDRESS OF EACH SUCH PERSON ALFS, Inc.
--------------------------- ------------------------------------------------
<S> <C>
John R. Hunter Director, President and Chief Executive Officer
Janet M. Albers Vice President and Controller
Brent H. Hamann Vice President
Andrea J. Schur Vice President
Kevin R. Slawin Director
Michael J. Velotta Director and Secretary
Thomas J. Wilson, II Director
Lisa A. Burnell Assistant Vice President and Compliance Officer
Joanne M. Derrig Assistant Secretary and Assistant General Counsel
Susan L. Lees Assistant Secretary
Carol S. Watson Assistant Secretary
Barry S. Paul Assistant Treasurer
James P. Zils Assistant Treasurer
</TABLE>
(b) The following commissions and other compensation were received by each
principal underwriter, directly or indirectly, from the Registrant during the
Registrant's last fiscal year:
<TABLE>
<CAPTION>
(2)
(1) NET UNDERWRITING (3) (4)
NAME OF PRINCIPAL DISCOUNTS AND COMPENSATION BROKERAGE (5)
UNDERWRITER COMMISSIONS ON REDEMPTION COMMISSIONS COMPENSATION
<S> <C> <C> <C> <C> <C>
ALFS, Inc. 0 0 0 0
</TABLE>
ITEM 30. LOCATION OF ACCOUNTS AND RECORDS
The Depositor, Lincoln Benefit Life Company, is located at 2940 South 84th
Street, Lincoln, Nebraska 68506.
The Principal Underwriter, ALFS, Inc. is located at 3100 Sanders Road,
Northbrook, Illinois 60062.
Each company maintains those accounts and records required to be maintained
pursuant to Section 31(a) of the Investment Company Act and the rules
promulgated thereunder.
ITEM 31. MANAGEMENT SERVICES
None.
ITEM 32. UNDERTAKINGS
Registrant undertakes (1) to file post-effective amendments 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 variable annuity contracts may be accepted; (2) to
include either (A) as part of any application to purchase a Contract offered by
the prospectus forming part of this Registration Statement, a space that an
applicant can check to request a Statement of Additional Information, or (B) a
post card or similar written communication affixed to or included in the
prospectus that the applicant can remove to send for a Statement of Additional
Information, and (3) to deliver any Statement of Additional Information and any
financial statements required to be made available under this Form N-4 promptly
upon written or oral request.
REPRESENTATIONS
The Company hereby represents that it is relying upon a No Action Letter issued
to the American Council of Life Insurance dated November 28, 1988 (Commission
ref. IP-6-88) and that the following provisions have been complied with:
1. Include appropriate disclosure regarding the redemption restrictions
imposed by Section 403(b)(11) in each registration statement, including the
prospectus, used in connection with the offer of the contract;
2. Include appropriate disclosure regarding the redemption restrictions
imposed by Section 403(b)(11) in any sales literature used in connection with
the offer of the contract;
3. Instruct sales representatives who solicit participants to purchase the
contract specifically to bring the redemption restrictions imposed by Section
403(b)(11) to the attention of the potential participants;
4. Obtain from each plan participant who purchases a Section 403(b) annuity
contract, prior to or at the time of such purchase, a signed statement
acknowledging the participant's understanding of (a) the restrictions on
redemption imposed by Section 403(b)(11), and (2) other investment alternatives
available under the employer's Section 403(b) arrangement to which the
participant may elect to transfer his contract value.
SECTION 26(e) REPRESENTATIONS
The Company further represents that fees and charges deducted under the
Contract, in the aggregate, are reasonable in relation to the services rendered,
the expenses expected to be incurred, and the risks assumed by the Company.
SIGNATURES
As required by the Securities Act of 1933 and the Investment Company Act of
1940, the Registrant certifies that it meets the requirements of Securities Act
Rule 485(b) for effectiveness of this Post Effective Amendment to the
Registration Statement and has duly caused this Post-Effective Amendment to be
signed on its behalf, in the City of Lincoln, and the State of Nebraska, on this
17th day of January, 2001.
LINCOLN BENEFIT LIFE VARIABLE ANNUITY ACCOUNT
(Registrant)
By: LINCOLN BENEFIT LIFE COMPANY
------------------------------------------
(DEPOSITOR)
By: /s/ B. EUGENE WRAITH
------------------------------------------
B. Eugene Wraith
PRESIDENT AND CHIEF OPERATING OFFICER
As required by the Securities Act of 1933, this Post-Effective Amendment has
been signed by the following persons in the capacities and on the 17th day of
January, 2001.
<TABLE>
<CAPTION>
<S> <C> <C>
/s/ B. Eugene Wraith
------------------------------------
B. Eugene Wraith President, Chief Operating January 17, 2001
(Principal Executive Officer) Officer and Director
/s/ Samuel H. Pilch
------------------------------------
Samuel H. Pilch Senior Vice President, January 17, 2001
(Principal Financial Officer and Chief Financial Officer,
Principal Accounting Officer) Treasurer, Controller
and Director
/s/ Lawrence W. Dahl
------------------------------------
Lawrence W. Dahl Executive Vice President January 17, 2001
and Director
/s/ Douglas F. Gaer
------------------------------------
Douglas F. Gaer Executive Vice President January 17, 2001
and Director
/s/ Rodger A. Hergenrader
------------------------------------
Rodger A. Hergenrader Director January 17, 2001
J. Kevin McCarthy Director January 17, 2001
Kevin Slawin Director January 17, 2001
/s/ J. Scott Taylor
------------------------------------
J. Scott Taylor Director January 17, 2001
Michael J. Velotta Director January 17, 2001
/s/ Carol S. Watson
------------------------------------
Carol S. Watson Director January 17, 2001
/s/ Dean M. Way
------------------------------------
Dean M. Way Director January 17, 2001
Patricia W. Wilson Director January 17, 2001
Thomas J. Wilson, II Chairman of the Board, January 17, 2001
Chief Executive Officer
and Director
</TABLE>
INDEX TO EXHIBITS
FOR
REGISTRATION STATEMENT ON FORM N-4
LINCOLN BENEFIT LIFE VARIABLE ANNUITY ACCOUNT
EXHIBIT NO. SEQUENTIAL PAGE NO.
----------- -----------------------------------------
8(i) Form of Participation Agreement between Lincoln Benefit Life
Company and Rydex Variable Trust
(h)(2) Form of Amendment to Participation Agreement between Lincoln
Benefit Life Company and OCC Accumulation Trust