<PAGE>
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON MAY 6, 1997
FILE NO. 33-77496
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- --------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 4
TO
FORM S-6
FOR REGISTRATION UNDER THE SECURITIES ACT
OF 1933 OF SECURITIES OF UNIT INVESTMENT
TRUSTS REGISTERED ON FORM N-8B-2
--------------
A. EXACT NAME OF TRUST:
COLONIAL SEPARATE ACCOUNT B
B. NAME OF DEPOSITOR:
CHUBB COLONIAL LIFE INSURANCE COMPANY
C. COMPLETE ADDRESS OF DEPOSITOR'S PRINCIPAL EXECUTIVE OFFICES:
ONE GRANITE PLACE
CONCORD, NH 03301
D. NAME AND COMPLETE ADDRESS OF AGENT FOR SERVICE:
RONALD R. ANGARELLA
PRESIDENT
CHUBB SECURITIES CORPORATION
ONE GRANITE PLACE
CONCORD, NH 03301
COPIES TO:
JOAN E. BOROS, ESQ.
CHARLENE GRANT ESQ.
KATTEN MUCHIN & ZAVIS
CHUBB COLONIAL LIFE INSURANCE COMPANY 1025 THOMAS JEFFERSON STREET, N.W.
ONE GRANITE PLACE EAST LOBBY, SUITE 700
CONCORD, NH 03301 WASHINGTON, DC 20007
--------------
It is proposed that this filing will become effective (check appropriate box)
[_] immediately upon filing pursuant to paragraph (b)
[X] on May 15, 1997 pursuant to paragraph (b)
[_] 60 days after filing pursuant to paragraph (a)(i)
[_] on December 23, 1996 pursuant to paragraph (a)(i) of rule (485)
[_] this post-effective amendment desginates a new effective date for a
previously filed post-effective amendment.
E. TITLE AND AMOUNT OF SECURITIES BEING REGISTERED:
UNITS OF INTEREST IN THE SEPARATE ACCOUNT UNDER INDIVIDUAL FLEXIBLE PRE-
MIUM VARIABLE LIFE INSURANCE POLICIES.
F. PROPOSED MAXIMUM AGGREGATE OFFERING PRICE TO THE PUBLIC OF THE SECURITIES
BEING REGISTERED:
REGISTRATION OF INDEFINITE AMOUNT OF SECURITIES UNDER THE SECURITIES ACT
OF 1933 PURSUANT TO RULE 24F-2 UNDER THE INVESTMENT COMPANY ACT OF 1940.
G. AMOUNT OF FILING FEE:
AN INDEFINITE AMOUNT OF THE REGISTRANT'S SECURITIES HAS BEEN REGISTERED
PURSUANT TO A DECLARATION, UNDER RULE 24F-2 UNDER THE INVESTMENT COMPANY
ACT OF 1940, SET OUT IN THE REGISTRANT'S INITIAL FORM S-6 REGISTRATION
STATEMENT. REGISTRANT FILED A RULE 24F-2 NOTICE FOR THE FISCAL YEAR END-
ING DECEMBER 31, 1996 ON FEBRUARY 27, 1997.
H. APPROXIMATE DATE OF PROPOSED PUBLIC OFFERING:
As soon as practicable after the effective date.
Registrant elects to be governed by Rule 6e-3(T)(b)(13)(i)(A) under the In-
vestment Company Act of 1940, with respect to the policy described in the Pro-
spectus.
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<PAGE>
RECONCILIATION AND TIE BETWEEN ITEMS
IN FORM N-8B-2 AND THE PROSPECTUS
<TABLE>
<CAPTION>
ITEM NO. OF
FORM N-8B-2 CAPTION OF PROSPECTUS
- ----------- ---------------------
<S> <C>
1....... Cover Page
2....... Cover Page
3....... Not Applicable
4....... Distribution of the Policy
5....... Chubb Colonial Life Insurance Company; Colonial Separate
Account B
6....... Colonial Separate Account B
7....... Not Required
8....... Not Required
9....... Legal Proceedings
10....... Summary, Colonial Separate Account B; The Policy; Policy
Benefits and Rights; Calculation of Accumulation Value; Cash Value
Benefits; Other Matters; Federal Tax Matters
11....... Colonial Separate Account B, Chubb America Fund, Inc.
12....... Chubb America Fund, Inc.; Distribution of the Policy
13....... Chubb America Fund, Inc.; General; Charges and Deductions; Optional
Insurance Benefits; Distribution of the Policy
14....... The Policy
15....... The Policy
16....... Colonial Separate Account B, Chubb America Fund, Inc.
17....... Transfers; Loans and Reallocations; Policy Lapse; Reinstatement;
Policy "Free Look", Optional Insurance Benefits; Cash Value
Benefits
18....... Colonial Separate Account B
19....... Annual Report; Confirmation
20....... Not Applicable
21....... Policy Loans
22....... Colonial Separate Account B, Telephone Transfers, Loans and
Reallocations
23....... Management of Chubb Colonial
24....... Not Applicable
25....... Chubb Colonial Life Insurance Company
26....... Not Applicable
27....... Chubb Colonial Life Insurance Company
28....... Chubb Colonial Life Insurance Company; Management of Chubb Colonial
29....... Chubb Colonial Life Insurance Company
30....... Not Applicable
31....... Not Applicable
32....... Not Applicable
33....... Not Applicable
34....... Not Applicable
35....... Chubb Colonial Life Insurance Company
36....... Not Applicable
37....... Not Applicable
38-41.... Distribution of the Policy
42....... Not Applicable
43....... Not Applicable
44....... Chubb America Fund, Inc.; The Policy; Charges and Deductions;
Calculation of Accumulation Value; Cash Value Benefits;
Distribution of the Policy
45....... Not Applicable
46....... Chubb America Fund, Inc.; The Policy; Charges and Deductions;
Calculation of Accumulation Value; Cash Value Benefits
47....... Not Applicable
48....... Not Applicable
49....... Not Applicable
50....... Colonial Separate Account B
51....... Cover Page; The Policy; Charges and Deductions; Policy Benefits and
Rights; Calculation of Accumulation Value; Cash Value Benefits;
Other Matters
52....... Chubb America Fund, Inc.; Other Matters
53....... Federal Tax Matters
54....... Not Applicable
55....... Not Applicable
56....... Not Applicable
57....... Not Applicable
58....... Not Applicable
59....... Financial Statements
</TABLE>
<PAGE>
ENSEMBLE II
COLONIAL SEPARATE ACCOUNT B
INDIVIDUAL FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY
ISSUED BY
CHUBB COLONIAL LIFE INSURANCE COMPANY
ONE GRANITE PLACE
CONCORD, NEW HAMPSHIRE 03301
(603) 226-5000
The Flexible Premium Variable Life Insurance Policy ("Policy") currently
offered by Chubb Colonial Life Insurance Company ("Chubb Colonial") (formerly
"The Colonial Life Insurance Company of America") and described in this
Prospectus is designed to provide a policyowner with both lifetime insurance
protection and maximum flexibility in connection with premium payments and death
benefits. Although each Policy contains a schedule of intended premium payments
("Planned Periodic Premiums"), and an intended frequency of premium payments
("Premium Frequency"), a policyowner may, subject to certain restrictions, vary
the frequency and amount of the premium payments and increase or decrease the
level of life insurance benefits payable under the Policy. This flexibility
allows a policyowner to provide for changing insurance needs within the
framework of a single insurance policy. Unlike traditional lifetime insurance
protection, the policyowner participates in the investment experience of
Colonial Separate Account B ("Separate Account B"). Accumulation value under the
Policy will increase with positive investment experience and decrease with
negative investment experience. Accumulation value in Separate Account B is not
guaranteed and could decline to zero.
The Policy provides for a death benefit payable at the Insured's death. If
net premiums are allocated to Separate Account B, the amount of the death
benefit may reflect the investment experience of the chosen division of
Separate Account B, as well as the frequency and amount of premiums, any
withdrawals of cash value ("withdrawal"), and the charges assessed in
connection with the Policy. As long as the Policy remains in force, the death
benefit will not be less than the current Specified Amount of the Policy,
reduced by any outstanding indebtedness and any due and unpaid charges. The
minimum initial Specified Amount of a Policy is $25,000. The Specified Amount
may not be reduced to less than $25,000, except when required by a withdrawal.
The Specified Amount may not be reduced to less than $10,000 after a
withdrawal.
The Policy provides two death benefit options which may be chosen by the
policyowner. Under Option I, the death benefit payable under the Policy is
equal to the greater of (i) the Specified Amount or (ii) the Policy's
accumulation value on the date of death multiplied by the "corridor
percentage". The corridor percentage is a tax law concept pertaining to the
relationship between accumulation value and death benefit, based on the
Insured's attained age. Under Option II, the death benefit equals the
Specified Amount plus the accumulation value of the Policy on the date of
death, but not less than the Policy's accumulation value multiplied by the
corridor percentage. The policyowner may, subject to certain restrictions,
change from one death benefit option to the other after the Policy has been
issued.
The initial premium payment must be sufficient to keep the Policy in force
for at least three months. No premium payment may be less than $25. The total
of all premiums paid may never exceed the current maximum premium limitations
set forth in the Internal Revenue Code of 1986 (the "Code"). The limitation on
total premiums paid is imposed in order to comply with present requirements
for the definition of life insurance to obtain favorable federal income tax
treatment of the Policy and its death benefit.
The Policy will remain in force so long as cash value exceeds indebtedness
and cash value less indebtedness is sufficient to pay certain monthly charges
imposed in connection with the Policy. The cash value equals the accumulation
value less any surrender charge. Accumulation value in Separate Account B will
reflect the investment experience of the chosen divisions of Separate Account
B, the amount and frequency of premium payments, any withdrawals, and charges
imposed in connection with the Policy. Adherence to the schedule of Planned
Periodic Premiums will not assure the Policy will remain in force. The
policyowner bears the entire investment risk for all amounts allocated to
Separate Account B; no minimum accumulation value is guaranteed and the
accumulation value could decline to zero. So long as cash value exceeds
indebtedness and subject to certain conditions described in this Prospectus, a
policyowner may obtain policy loans at any time after the first policy
anniversary and may make withdrawals at any time. Both withdrawals and policy
loans must be made prior to the Policy's maturity date.
The policyowner may allocate net premiums to one or more of the divisions of
Separate Account B or to Chubb Colonial's General Account on the allocation
date. Each division of Separate Account B will invest solely in a corresponding
portfolio (a "Portfolio") of Chubb America Fund, Inc., Templeton Variable
Products Series Fund, Fidelity Variable Insurance Products Fund, or Fidelity
Variable Insurer Products Fund II (collectively, the "Funds"). Prior to the
allocation date the net premiums paid will be deposited in Chubb Colonial's
General Account. There is a period during which the policyowner may cancel the
Policy. If the policyowner elects during this "free look" period to cancel the
Policy, Chubb Colonial will reimburse, within seven days from the date the
Policy is surrendered to Chubb Colonial, the full amount of premium paid. The
accompanying Prospectuses for the Funds and the Statements of Additional
Information, available on request, describe the investment objectives and risks
of the thirteen Portfolios.
Prospective purchasers of this Policy are advised that replacement of
existing insurance coverage may not be financially advantageous and should
consult with their financial advisers with respect to the Policy. It may also
not be advantageous to purchase this Policy, if the prospective purchaser
already owns a flexible premium variable life insurance policy.
This Prospectus generally describes only the portion of the Policy involving
Separate Account B. For a brief summary of Chubb Colonial's General Account,
see "THE GENERAL ACCOUNT."
THIS PROSPECTUS IS VALID ONLY IF ACCOMPANIED OR PRECEDED BY A CURRENT
PROSPECTUS FOR THE FUNDS
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE
SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES
DIVISION, NOR HAS THE COMMISSION OR ANY STATE SECURITIES
DIVISION, PASSED UPON THE ACCURACY OR ADEQUACY OF THIS
PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
PLEASE READ THIS PROSPECTUS CAREFULLY AND RETAIN IT FOR FUTURE REFERENCE.
THE DATE OF THIS PROSPECTUS IS MAY 15, 1997
<PAGE>
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PAGE
----
<S> <C>
DEFINITIONS.............................. 3
SUMMARY.................................. 4
CHUBB COLONIAL LIFE INSURANCE COMPANY.... 9
COLONIAL SEPARATE ACCOUNT B.............. 9
THE FUNDS................................ 9
THE POLICY............................... 12
General................................ 12
Payment of Premiums.................... 12
Premium Limitations.................... 12
Allocation of Premiums................. 12
Transfers.............................. 13
Telephone Transfers, Loans and
Reallocations......................... 14
Policy Lapse........................... 14
Reinstatement.......................... 15
Policy "Free Look"..................... 15
CHARGES AND DEDUCTIONS................... 15
Premium Charges........................ 15
Monthly Deduction...................... 15
Risk Charge............................ 16
Surrender Charge....................... 16
Administrative Fees.................... 17
Other Charges.......................... 17
POLICY BENEFITS AND RIGHTS............... 18
Death Benefits......................... 18
Guaranteed Death Benefit............... 19
Combined Requests...................... 19
Maturity of the Policy................. 19
Optional Insurance Benefits............ 19
Settlement Options..................... 20
CALCULATION OF ACCUMULATION
VALUE................................... 21
Unit Values............................ 22
Net Investment Factor.................. 22
CASH VALUE BENEFITS...................... 22
Surrender Privileges................... 22
Policy Loans........................... 23
</TABLE>
<TABLE>
<CAPTION>
PAGE
----
<S> <C>
OTHER MATTERS........................................................ 24
Voting Rights...................................................... 24
Additions, Deletions or Substitutions of Investments............... 25
Annual Summary..................................................... 25
Confirmation....................................................... 25
Limitation on Right to Contest..................................... 25
Misstatements...................................................... 25
Suicide............................................................ 26
Beneficiaries...................................................... 26
Postponement of Payments........................................... 26
Assignment......................................................... 26
Illustration of Benefits and Values................................ 26
Non-Participating Policy........................................... 26
THE GENERAL ACCOUNT.................................................. 26
General Description................................................ 26
The Policy......................................................... 27
General Account Benefits........................................... 27
General Account Accumulation Value................................. 27
Determination of Charges........................................... 27
Premium Deposit Fund............................................... 27
DISTRIBUTION OF THE POLICY........................................... 28
MANAGEMENT OF CHUBB COLONIAL......................................... 29
Executive Officers and Directors of Chubb Colonial................. 29
STATE REGULATION OF CHUBB COLONIAL................................... 31
FEDERAL TAX MATTERS.................................................. 31
Tax Considerations................................................. 31
Policy Proceeds.................................................... 31
Charge for Chubb Colonial Income Taxes............................. 33
EMPLOYEE BENEFIT PLANS............................................... 35
LEGAL PROCEEDINGS.................................................... 35
EXPERTS.............................................................. 35
REGISTRATION STATEMENT............................................... 35
FINANCIAL STATEMENTS................................................. F-1
ILLUSTRATIONS........................................................ Appendix A
</TABLE>
THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFERING IN ANY JURISDICTION IN WHICH
SUCH OFFERING MAY NOT LAWFULLY BE MADE. CHUBB COLONIAL DOES NOT AUTHORIZE ANY
INFORMATION OR REPRESENTATIONS REGARDING THE OFFERING DESCRIBED IN THIS
PROSPECTUS OTHER THAN AS CONTAINED IN THIS PROSPECTUS, THE PROSPECTUSES OF THE
FUNDS OR THE STATEMENTS OF ADDITIONAL INFORMATION OF THE FUNDS.
2
<PAGE>
DEFINITIONS
In addition to the capitalized terms which are defined elsewhere in this Pro-
spectus, the following words and phrases shall have the indicated meanings:
Accumulation value--The total amount that a Policy provides for investment at
any time plus the amount held as collateral for policy debt.
Age--The Insured's age at his nearest birthday.
Allocation date--The date when the initial premium is placed in divisions of
Separate Account B and the General Account in accordance with the policyowner's
allocation instructions in the application. The allocation date is 25 days from
the date Chubb Colonial mails the Policy to the agent for delivery to the
policyowner. However, if the insured is in a substandard risk class, the
Allocation Date will be the date of receipt by Chubb Colonial of all items
necessary under its administrative and underwriting procedures to release the
Policy to active status in its processing system.
Attained Age--The age of the Insured at the last policy anniversary.
Beneficiary---The beneficiary designated by the policyowner in the applica-
tion. If changed, the beneficiary is as shown in the latest change filed with
Chubb Colonial. If no beneficiary survives the Insured, the policyowner or the
policyowner's estate will be the beneficiary. The interest of any beneficiary
is subject to that of any assignee.
Cash value--The accumulation value less the surrender charge. This amount less
the amount of policy debt is payable to the policyowner on the earlier of sur-
render of the Policy or the maturity date.
Date of Receipt--Any business day of Chubb Colonial, prior to 4:00 P.M. New
York City time, on which a notice or premium payment is received at Chubb Colo-
nial's service center.
Death benefit--The amount, less the amount of policy debt, which is payable to
the beneficiary under the Policy upon the death of the Insured.
Division--A division of Separate Account B which invests exclusively in the
shares of a specified Portfolio of the Funds.
Ensemble II--The name of the Flexible Premium Variable Life Insurance Policy
described in this Prospectus.
Funds--Chubb America Fund, Inc., Templeton Variable Products Series Fund,
Fidelity Variable Insurance Products Fund and Fidelity Variable Insurance
Products Fund II, series mutual funds.
General Account--The assets of Chubb Colonial other than those allocated to
Separate Account B or any other separate account.
Insured--The person upon whose life the Policy is issued.
Issue Age--The Insured's age at his nearest birthday on the Policy Date.
Issue Date--This is the date the policy is issued by Chubb Colonial. The con-
testable and suicide periods are measured from the Issue Date.
Loan value--Generally, 90% of a Policy's cash value on the date of a loan.
Maturity date--Unless otherwise specified, the maturity date will be the pol-
icy anniversary nearest to the Insured's 95th birthday.
Minimum Initial Premium--The minimum premium which is due and payable
on the Policy Date. The Minimum Initial Premium must be sufficient to
cover monthly deductions and keep the Policy in force for at least three months.
Monthly anniversary date--The same date in each month as the policy date.
Net premium--The gross premium less a 2.0% premium tax charge.
Owner (Policyowner)--The person so designated in the application or as subse-
quently changed.
Planned Periodic Premiums--Schedule of intended premium payments that the
policyowner may establish.
Policy date--The date set forth in the Policy. If money is received, it is
the later of the date of application or the date of any required medical
examination. If no money is received, the Policy Date is the Issue Date. The
policy date is the date from which policy years, policy months, and policy
anniversaries will be determined. If the policy date should fall on the 29th,
30th or 31st of a month, the policy date will be the 28th of such month.
Policy debt--The sum of all unpaid policy loans and accrued interest thereon.
Portfolio--A separate investment Portfolio of the Funds.
Proof of death--One or more of the following:
(a) A copy of a certified death certificate.
(b) A copy of a certified decree of a court of competent jurisdiction as to
the finding of death.
(c) A written statement by a medical doctor who attended the Insured.
(d) Any other proof satisfactory to Chubb Colonial.
Separate Account B-- Colonial Separate Account B, a separate investment account
created by Chubb Colonial to receive and invest net premiums paid under the
Policy and other flexible premium variable life insurance policies offered by
Chubb Colonial.
Specified Amount--The face amount of the Policy which is the minimum death
benefit payable under the Policy.
Surrender Charge--A sales charge assessed only upon surrender or withdrawal.
Valuation date--Each day, as of the close of regular trading on the New York
Stock Exchange, which is currently 4:00 P.M. New York City time.
Valuation period--The period between two successive valuation dates, commenc-
ing at the close of regular trading on the New York Stock Exchange on each val-
uation date and ending at the close of regular trading on the New York Stock
Exchange on the next succeeding valuation date.
3
<PAGE>
SUMMARY
THE FOLLOWING SUMMARY OF PROSPECTUS INFORMATION SHOULD BE READ IN CONJUNCTION
WITH THE DETAILED INFORMATION APPEARING ELSEWHERE IN THIS PROSPECTUS. ANY
SIGNIFICANT VARIATIONS FROM THE INFORMATION APPEARING IN THIS PROSPECTUS WHICH
MAY BE REQUIRED DUE TO INDIVIDUAL STATE REQUIREMENTS ARE CONTAINED IN
SUPPLEMENTS WHICH ARE ATTACHED TO THIS PROSPECTUS, OR IN ENDORSEMENTS TO THE
POLICY, AS APPROPRIATE. UNLESS OTHERWISE INDICATED, THE DESCRIPTION OF THE
POLICY CONTAINED IN THIS PROSPECTUS ASSUMES THE POLICY IS IN EFFECT, THERE IS
NO OUTSTANDING POLICY DEBT AND THE DEATH BENEFIT IS NOT SUBJECT TO ADJUSTMENT
BY THE CORRIDOR PERCENTAGE.
The Policy. Under the flexible premium variable life insurance policy (the
"Policy") issued by Chubb Colonial Life Insurance Company ("Chubb Colonial"),
the policyowner may, subject to certain limitations, make premium payments in
any amount at any frequency. The Policy is a life insurance contract with death
benefits, cash values, and other features traditionally associated with life
insurance. It is called "flexible premium" because, unlike many insurance
contracts, there is no fixed schedule for premium payments, although each
policyowner may establish a schedule of premium payments ("Planned Periodic
Premiums"). This flexibility permits a policyowner to provide for evolving
insurance needs within a single insurance product. The minimum initial Specified
Amount is $25,000. A policyowner under attained age 85 may increase or decrease
coverage. Increasing coverage under the Policy, rather than purchasing another
policy, may save additional administrative costs. Increasing coverage under the
Policy or purchasing another policy may require new evidence of insurability.
Increasing coverage may have certain tax consequences. See "Federal Tax
Matters."
The Policy is called "variable" because, unlike the fixed benefits of an
ordinary whole life insurance contract, the accumulation value, the cash value
and, under certain circumstances, the death benefit of the Policy may increase
or decrease depending upon the investment experience of the divisions of
Colonial Separate Account B ("Separate Account B") to which premium payments
have been allocated. So long as the Policy's cash value continues to be
sufficient to pay the monthly deduction, all policyowners are guaranteed a
minimum death benefit equal to the face amount of the Policy (the "Specified
Amount"), less any outstanding policy debt.
The death benefit is payable under two options. Under Option I, the death
benefit is equal to the greater of the Specified Amount or the accumulation
value of the Policy on the date of death multiplied by the corridor percentage.
Under Option II, the death benefit is equal to the sum of the Specified Amount
and the Policy's accumulation value on the date of death, subject to adjustment
by the corridor percentage. The corridor percentage is a tax law concept
pertaining to the relationship between accumulation value and the death
benefit, based on the Insured's attained age. Prospective policyowners should
be aware that there is no guarantee of accumulation value in Separate Account
B. See "POLICY BENEFITS AND RIGHTS--Death Benefits."
Colonial Separate Account B. Separate Account B is a separate account
established by Chubb Colonial pursuant to the insurance laws of the State of
New Jersey and organized as a registered unit investment trust under the
Investment Company Act of 1940 (the "1940 Act"). Such registration does not
involve any supervision by the Securities and Exchange Commission (the
"Commission") of the management or investment practices or policies of Separate
Account B. Separate Account B is presently comprised of thirteen divisions, each
of which buys shares at net asset value of the corresponding portfolio (a
"Portfolio") of Chubb America Fund, Inc., Templeton Variable Products Series
Fund, Fidelity Variable Insurance Products Fund or Fidelity Variable Insurance
Products Fund II (the "Funds"). Separate Account B is administered and accounted
for as part of the general business of Chubb Colonial, but the income, capital
gains, or capital losses of Separate Account B are credited to or charged
against the assets held in the account in accordance with the terms of the
Policy, without regard to other income or capital gains or losses of any other
account arising out of any other business Chubb Colonial conducts. The assets of
Separate Account B are not chargeable with liabilities arising out of any other
business conducted by Chubb Colonial. The income and both realized and
unrealized gains or losses on the assets of each division are separate and are
credited or charged against each division without regard to income, gains or
losses from any other division. See "CALCULATION OF ACCUMULATION VALUE--Unit
Values."
A policyowner may allocate net premium payments among the General Account and
the divisions of Separate Account B which invest in Portfolios of the Funds.
If the Date of Receipt of the initial premium is prior to the date Chubb
Colonial either issues the Policy or offers to issue the Policy on a basis
other than as applied for, and that initial premium exceeds $500, the net
premium, less any monthly deductions, will be credited with interest at the
rate currently being credited to the General Account. This
4
<PAGE>
amount will be credited with interest for the period between the Date of
Receipt of the premium (or the policy date, whichever is later) and the date
Chubb Colonial issues the Policy or the applicant refuses Chubb Colonial's offer
to issue the Policy on a basis other than as applied for. If the initial premium
is $500 or less, no interest will be credited. In those instances when Chubb
Colonial declines to issue a Policy, the entire premium paid will be returned.
If the initial premium exceeds $500 it will be returned with interest. Interest
will be credited from the Date of Receipt to the date the application is
rejected. If the Policy issued as applied for is not accepted or the "free look"
is exercised, no interest will be credited. Chubb Colonial will retain any
interest earned on the initial net premium. Prior to the allocation date the
initial net premium will be deposited in Chubb Colonial's General Account. See
"The Policy--Policy "Free Look" ".
The Funds. The Chubb America Fund, Inc. is registered as an open-end
diversified management company under the 1940 Act. Its shares are offered to
divisions of separate accounts, whether now in existence or to be established by
Chubb Colonial and its affiliated life insurance companies to fund variable life
insurance policies and variable annuity contracts.
Chubb America Fund, Inc. presently has nine classes of stock, each
representing a Portfolio having a specific investment objective. The present
Portfolios of the Chubb America Fund, Inc. are the World Growth Stock
Portfolio, the Money Market Portfolio, the Gold Stock Portfolio, the Bond
Portfolio, the Domestic Growth Stock Portfolio, the Growth and Income
Portfolio, the Capital Growth Portfolio, the Balanced Portfolio and the
Emerging Growth Portfolio. In the future, the Chubb America Fund, Inc. may add
or delete Portfolios. The investment adviser to the Chubb America Fund, Inc. is
Chubb Investment Advisory Corporation ("Chubb Investment Advisory"), an
affiliate of Chubb Colonial.
Templeton Variable Products Series Fund is an open-end, diversified
management investment company currently consisting of five separate series, one
of which (Templeton International Fund) offers its shares to a corresponding
division of Separate Account B. Templeton Variable Series Fund offers its
shares solely to separate accounts of insurance companies, including companies
not affiliated with Chubb Colonial, as an investment vehicle for variable life
insurance policies and variable annuity contracts. The investment manager of
Templeton International Fund is Templeton Investment Counsel, Inc. ("TICI").
Fidelity Variable Insurance Products Fund (Fidelity VIP) and Fidelity
Variable Insurance Products Fund II (Fidelity VIPII) are open-end, diversified
management investment companies. Fidelity VIP currently consists of four
separate series, one of which (High Income Portfolio) offers its shares to a
corresponding division of Separate Account B. Fidelity VIPII currently consists
of five separate series, two of which (Contrafund Portfolio and Index 500
Portfolio) offer their shares to corresponding divisions of Separate Account B.
Fidelity VIP and Fidelity VIPII offer their shares solely to separate accounts
of insurance companies, including companies not affiliated with Chubb Colonial,
as investment vehicles for variable life insurance policies and variable
annuity contracts. Fidelity Management & Research is the investment manager of
Fidelity VIP and Fidelity VIPII.
Policyowners should be aware that there can be no assurance that any
Portfolio will in fact achieve its stated objectives. Policyowners should read
and retain the prospectuses for the Funds which accompanies this Prospectus for
detailed information. See "THE FUNDS".
Premiums. The first premium is due on the policy date. Premiums are paid in
advance, generally one year at a time; however, Chubb Colonial permits semi-
annual, quarterly and monthly premium payments. Changes in frequency and
increases or decreases in the amount of Planned Periodic Premiums may be made by
the policyowner provided that the total of all premiums, scheduled and
unscheduled, cannot exceed the current maximum premium limitations for the
definition of life insurance, set forth in the Code. Chubb Colonial will return
any excess premiums if the total of all premiums, scheduled and unscheduled,
will exceed these limits. Chubb Colonial will notify policyowners if any
premiums, scheduled or unscheduled, would cause the Policy to be deemed a
modified endowment contract and allow for a refund of the excess premium. See
"FEDERAL TAX MATTERS--Policy Proceeds".
Chubb Colonial reserves the right to limit the amount of any increase in
premium payment. No premium payment may be less than $25. Subject to the
foregoing limitations, a policyowner may make additional premium payments at any
time prior to the maturity date of the Policy. See "THE POLICY--Payment of
Premiums".
Failure to pay premiums in accordance with the schedule of Planned Periodic
Premiums will not automatically cause the Policy to lapse. It will lapse only
when the cash value less outstanding policy debt is insufficient to pay the
monthly deduction and a grace period expires without a sufficient payment by
the policyowner. Conversely, payment of premiums in accordance with the
schedule of Planned Periodic Premiums does not necessarily mean that the Policy
will remain in force. See "THE POLICY--Policy Lapse".
5
<PAGE>
Death Benefit. The death benefit under the Policy is the amount payable to the
named beneficiary when the person insured under the Policy dies. All or part of
the death benefit may be paid in cash or applied under one or more of the
payment options available under the Policy. See "POLICY BENEFITS AND RIGHTS--
Settlement Options". The death benefit will be reduced by the amount of any
outstanding policy debt or unpaid monthly deduction.
Under Option I, the death benefit will be equal to the greater of the
Specified Amount or the accumulation value of the Policy on the date of death
multiplied by the corridor percentage. Under Option II, the death benefit is
equal to the Specified Amount plus the accumulation value of the Policy on the
date of death; provided, however, that under Option II, the death benefit can
never be less than the accumulation value on the date of death multiplied by
the corridor percentage. See "POLICY BENEFITS AND RIGHTS--Death Benefits".
A policyowner may, by written request, change the Specified Amount subject
to the following conditions:
1. Any requested decrease in Specified Amount, which may only be made after a
Policy has been in force for one year, will become effective on the monthly
anniversary date that coincides with, or next follows, receipt of such request.
The minimum decrease in Specified Amount is $25,000. No decrease may reduce the
Specified Amount below $25,000.
2. Any request for an increase in Specified Amount, which may be made at
anytime after the Policy has been issued, must be applied for, by a
supplemental application, prior to attained age 85, and shall be subject to
evidence of insurability satisfactory to Chubb Colonial. The minimum increase
in Specified Amount is $25,000.
3. Any change approved by Chubb Colonial will become effective on the date
shown in the Supplemental Policy Specification Page of the Policy, subject to
deduction of the first month's cost of insurance from the accumulation value of
the Policy.
By written request, a policyowner may also change the death benefit option. If
the request is to change from Option I to Option II, the Specified Amount will
be decreased by the amount of the accumulation value of the Policy on the
effective date of the change. Evidence of insurability satisfactory to Chubb
Colonial will be required for change from Option I to Option II. The effective
date of the change from Option I to Option II will be the monthly anniversary
date that coincides with or next follows the date of underwriter approval. If
the request is to change from Option II to Option I, the Specified Amount will
be increased by the amount of the accumulation value of the Policy on the
effective date of the change. No evidence of insurability is required for a
change from Option II to Option I. The effective date of the change from Option
II to Option I will be the monthly anniversary date that coincides with or next
follows the date that coincides with or next follows the Date of Receipt of the
request for change. The effective date of either change shall be the monthly
anniversary date that coincides with or next follows the Date of Receipt of the
request for change. See "POLICY BENEFITS AND RIGHTS--Death Benefits".
Policyowners may combine a request for a change in the Specified Amount with a
request for a change in the death benefit option. Combined requests will be
subject to the requirements and limitations of each of the requests. See "POLICY
BENEFITS AND RIGHTS--Combined Requests." Value of Policy. The Policy provides
for accumulation value equal to the total of accumulation value in the General
Account and the Policy's accumulation value in divisions of Separate Account B.
The Policy's accumulation value will reflect the amount and frequency of premium
payments, the value of net premiums (net premiums plus credited interest), if
any, allocated to the General Account, the investment experience of Separate
Account B, policy loans, any withdrawals, and any charges imposed in connection
with the Policy. There is no minimum guaranteed accumulation value.
The accumulation value of each division in Separate Account B on the
allocation date is equal to the net premiums, plus interest earned prior to the
allocation date, which have been paid and allocated to that division less the
portion of the first monthly deduction allocated to the Policy's accumulation
value in that division. Thereafter, at the end of each valuation period after
the initial allocation, the Policy's accumulation value in a division is equal
to the sum of (a) the accumulation value in the division on the preceding
valuation date multiplied by the net investment factor (See "CALCULATION OF
ACCUMULATION VALUE--Net Investment Factor") for the current valuation period,
plus (b) any net premium received during the current valuation period which is
allocated to the division, plus (c) all accumulation values transferred to the
division from another division or the General Account, including loan
repayments, during the current valuation period, minus (d) accumulation values
transferred from the division to another division or the General Account and
accumulation values transferred to secure a policy debt during the current
valuation period, and minus (e) all withdrawals from the division during the
current valuation period, and minus (f) a pro-rata portion of monthly
deductions, whenever a valuation period includes the monthly anniversary date.
6
<PAGE>
The Policy's total accumulation value in Separate Account B equals the sum of
the Policy's accumulation value in each division. The Policy's accumulation
value in Separate Account B is expressed in terms of the number of units and
unit values of each division. See "CALCULATION OF ACCUMULATION VALUE--Unit
Values."
Charges and Deductions.
(a) Chubb Colonial deducts 2.0% of each premium payment received to compensate
Chubb Colonial for state premium taxes, franchise taxes and other local taxes
imposed on premiums by New York State and local jurisdictions. The actual taxes
imposed on Colonial may fall between 1.7% and 2.5% of premiums received. As a
result, the 2.0% charge may at times be higher or lower than the actual tax
incurred by Colonial. Colonial reserves the right to increase this charge to
Policyowners up to a maximum of 2.50%. Colonial does not expect to realize a
profit as a result of this charge.
(b) There is a monthly deduction from each Policy's accumulation value in the
General Account and/or one or more divisions of Separate Account B equal to the
sum of (i) the cost of insurance, described below, and the cost of additional
benefits provided by rider attached to the Policy; and (ii) a monthly
administrative charge of $6.00. The cost of insurance charge is calculated on
each monthly anniversary date. It is based on the sex, issue age, policy year,
rating class of the Insured, and Specified Amount of the Policy. Monthly cost of
insurance rates will be determined by Chubb Colonial based upon its expectations
as to future mortality experience. Cost of insurance rates are guaranteed not to
exceed or be increased above the maximum charge based upon the Commissioner's
1980 Standard Ordinary Mortality Table.
(c) A mortality and expense risk charge, not to exceed .0024657% on a daily
basis (.90% on an annual basis) for policy years one through ten and .0017808%
on a daily basis (.65% on an annual basis) for policy years eleven and
thereafter will be imposed on the assets of each division. Chubb Colonial will
realize a gain from this charge to the extent it is not needed to provide
benefits and pay expenses under the Policy.
(d) Upon surrender or withdrawal, Chubb Colonial will assess a surrender
charge. The surrender charge for the initial Specified Amount is determined by
multiplying a surrender factor by the lesser of (1) the premiums actually
received in policy year one, or (2) the "Guideline Annual Premium" as defined in
the rules under the 1940 Act. Subject to other considerations, the surrender
charges may be reduced by paying less premium in policy year one. The surrender
factor depends on the length of time the Policy has been in force and ranges
between 0% and 30% of the premium paid in policy year one. The surrender charge
for increases in the Specified Amount is determined in a similar manner. The
surrender charge is more fully described under "CHARGES AND DEDUCTIONS--
Surrender Charge".
(e) Chubb Colonial charges an administrative fee equal to the lesser of $25 or
2% of the amount of the withdrawal for each withdrawal and the lesser of $25 or
10% of the amount of a transfer for each transfer between divisions of Separate
Account B or the General Account. Chubb Colonial reserves the right to assess a
charge, not to exceed $25, for each request by a policyowner for an illustration
of benefits and values after the policy date.
(f) Chubb Colonial reserves the right to charge the assets of each division of
Separate Account B to provide for any income taxes payable by Chubb Colonial on
the assets of such divisions. In addition, an investment advisory fee is imposed
against the assets of each Portfolio to compensate the Funds' investment manager
and sub-investment managers. See "THE FUNDS".
Policy Loans. After the first policy anniversary, a policyowner may borrow
against the cash value of his Policy. Generally, the maximum loan amount is 90%
of the cash value of the Policy on the date of the loan. Loan interest is
payable at the end of each policy year and all policy debt outstanding will be
deducted from proceeds payable at the Insured's death, upon maturity, or upon
surrender.
A policyowner may allocate a policy loan among the General Account and the
various divisions of Separate Account B. Accumulation value in each division
equal to the policy debt so allocated will be transferred to the General
Account. If loan interest is not paid when due, it becomes loan principal. An
amount equal to the unpaid loan interest will be transferred to the General
Account pro-rata from the accumulation value of the General Account and the
divisions of Separate Account B. If no accumulation value is available in any
of the divisions of Separate Account B, accumulation value held in the General
Account will be set aside as loan collateral. Accumulation value held in the
General Account for loan collateral earns interest daily at an annual rate of
6%.
Chubb Colonial will charge interest on any outstanding policy loan with such
interest compounded annually. There are two types of loans available. A Type A
loan is charged the same interest rate as the interest credited to the amount
of
7
<PAGE>
accumulation value which is held in the General Account to secure loans. The
amount available at any time for a Type A loan equals the maximum loan amount
less the DEFRA Guideline Single Premium, as set forth in the Code, less any
outstanding Type A loans. All other loans are Type B loans; a Type B loan is
charged an interest rate of 8%. It is possible for one loan request to result
in both a Type A and Type B loan. Interest accrues on a daily basis from the
date of the loan and is compounded annually. A policy loan may be prepaid in
whole or in part at any time while the Policy is in force. When a loan
repayment is made, accumulation value securing the policy debt in the General
Account equal to the loan repayment will be allocated among the General Account
and divisions of Separate Account B using the same percentages as used to
allocate net premiums. See "CASH VALUE BENEFITS--Policy Loans".
If a policyowner elects to surrender the policy or allows the policy to lapse,
the policyowner may be taxed on a portion of any amounts paid to the
policyowner which may include prior loans cancelled in the transaction. See
"FEDERAL TAX MATTERS".
Policy Cancellation, Surrender and Lapse. The policyowner has the limited right
to return a Policy for cancellation and full refund of all premiums paid. Chubb
Colonial will cancel the Policy if it is returned by mail or personal delivery
to Chubb Colonial or to the agent who sold the Policy, within 20 days after the
delivery of the Policy to the policyowner, within 45 days of the date of the
execution of the application for insurance, or within 20 days after mailing or
personal delivery of a Notice of the Right of Withdrawal, whichever is later.
Chubb Colonial will return to the policyowner, within seven days, all payments
received on the Policy. Prior to the allocation date, the initial net premium
will be deposited in Chubb Colonial's General Account; Chubb Colonial will
retain any interest earned if the "free look" right is exercised.
So long as the Policy is in force, a policyowner may elect, subject to the
consent of any irrevocable beneficiary or assignee of the Policy, to surrender
the Policy and receive its cash value, i.e., the cash value of the Policy
determined as of the day Chubb Colonial receives the policyowner's written
request, less any outstanding policy debt secured by the Policy. A policyowner
may also request a withdrawal, subject to the consent of any irrevocable
beneficiary, of the cash value of the Policy. Normally, a withdrawal reduces the
death benefit payable under the Policy by an amount equal to the reduction in
the Policy's accumulation value plus a pro-rata portion of the surrender charge.
Failure to make any premium payment on a Policy will not necessarily cause the
Policy to lapse. The duration of a Policy depends upon the cash value. The Pol-
icy will remain in force so long as the cash value less any outstanding policy
debt is sufficient to pay the monthly deduction. In the event the cash value,
less any outstanding policy debt, is insufficient to pay the monthly deduction
and a sixty-one day grace period expires without an adequate payment by the
policyowner, the Policy will lapse and terminate without value. See "THE POLI-
CY--Policy Lapse."
Once a Policy has lapsed, the policyowner may request reinstatement of the
Policy anytime within five years of lapse. Satisfactory proof of insurability
and payment of a reinstatement premium are required for reinstatement. See "THE
POLICY--Reinstatement."
Distribution of the Policy. Chubb Colonial will offer the Policy only in New
York. The Policy will be sold by agents who represent Chubb Colonial and are
registered representatives of Chubb Securities Corporation or other registered
broker-dealers.
Tax Consequences of the Policy. All death benefits paid under the Policy will
generally be fully excludable from the gross income of the policy beneficiary
for federal income tax purposes. Treasury regulations require that investments
underlying the Policy be adequately diversified. Chubb Colonial believes it is
presently in compliance with the regulations and intends to remain in
compliance with such regulations and other federal tax law requirements.
Chubb Colonial may charge each division in Separate Account B for its portion
of any income tax charged to Chubb Colonial on the division or its assets. The
charge, if imposed, will reduce the investment return of Separate Account B.
If a policyowner elects to make certain transactions, including a partial
withdrawal, surrender or exchange of the Policy, or receipt of accelerated ben-
efits pursuant to the Terminal Illness Accelerated Benefit Rider, or allows the
policy to lapse, the policyowner may be taxed on a portion of any amounts paid
to the policyowner (which may include any prior policy loans cancelled in the
transaction). Also, if premiums paid by a policyowner exceed certain limits and
the Policy is deemed a modified endowment contract, then any pre-death distri-
butions, including loans, surrenders and partial withdrawals, may be treated as
income taxable to the policyowner and may also cause the policyowner to incur a
penalty tax of 10%. Policyowners are advised to consult with their own tax ad-
visers with regard to the tax consequences of the Policy. See "FEDERAL TAX MAT-
TERS".
8
<PAGE>
CHUBB COLONIAL LIFE INSURANCE COMPANY
Chubb Colonial is a stock life insurance company chartered in 1897 in New
Jersey and has been continuously engaged in the insurance business since that
time. Prior to March 1, 1996 Chubb Colonial was known as "The Colonial Life
Insurance Company of America". It is licensed to do life insurance business in
fifty states of the United States, Puerto Rico, the U.S. Virgin Islands, and in
the District of Columbia. Chubb Colonial is a wholly-owned subsidiary of Chubb
Life Insurance Company of America, ("Chubb Life") a New Hampshire life insurance
company which, effective April 30, 1997, is a wholly-owned subsidiary of
Jefferson-Pilot Corporation, a North Carolina Corporation. The principal offices
of Jefferson-Pilot Corporation are located at 100 North Greene Street,
Greensboro, North Carolina 27401. Its telephone number is 910-691-3000. Chubb
Life's home office and Chubb Colonial's service center are located at One
Granite Place, Concord, New Hampshire 03301, telephone number (800) 258-3648.
Chubb Colonial's home office is located at Eight Sylvan Way, Parsippany, New
Jersey 17054, telephone number (201) 455-1400. Chubb Colonial's total assets at
December 31, 1996 were $602,728,000.
Chubb Colonial writes life and health insurance and annuities. It is subject to
New Jersey law governing insurance, and is regulated and supervised by the New
Jersey Insurance Commissioner. Chubb Colonial is also subject to the insurance
laws of New York. Contemporaneous with the sale of Chubb Life and its
subsidiaries to Jefferson-Pilot Corporation, Chubb Colonial is currently rated
AA (Excellent) by Standard & Poors's Corporation and A+ (Superior) by A.M. Best
and Company. These ratings merely reflect the opinion of the rating company as
to the relative financial strength of Chubb Colonial and Chubb Colonial's
ability to meet its contractual obligations to its policyowners. Even though
assets in Separate Account B are held separately from Chubb Colonial's other
assets, ratings of Chubb Colonial may still be relevant to policyowners since
not all of Chubb Colonial's contractual obligations relate to payments based on
those segregated assets.
COLONIAL SEPARATE ACCOUNT B
Separate Account B is a separate account of Chubb Colonial established on March
2, 1994 and governed by the insurance laws of the State of New Jersey. Separate
Account B is organized as a unit investment trust registered with the Commission
under the 1940 Act and is subject to that Act's requirements. Such registration
does not involve supervision of the management or investment policies of
Separate Account B or Chubb Colonial by the Commission. Chubb Colonial is the
depositor of Separate Account B. Under New Jersey law, the assets of Separate
Account B are held exclusively for the benefit of policyowners and persons
entitled to payments under this Policy and other variable life insurance
policies funded by Separate Account B. The assets of Separate Account B are not
chargeable with liabilities arising out of any other business which Chubb
Colonial may conduct.
Chubb Colonial holds the assets of Separate Account B. These assets are kept
physically segregated and held separate and apart from the General Account.
Chubb Colonial maintains records of all purchases and redemptions of Funds
shares by each of the divisions.
Divisions. Separate Account B presently has thirteen investment divisions but
may, in the future, add or delete investment divisions. Each investment
division will invest exclusively in shares representing an interest in a
Portfolio of the Funds.
Investment income and other distributions to each division of Separate Account
B arising from the applicable underlying Portfolio of the Funds increases the
assets of the corresponding division of Separate Account B. The income and both
realized and unrealized gains or losses on the assets of each division of
Separate Account B are credited to or charged against that division without
regard to income, gains or losses from any other division. Under certain
unusual circumstances, the liabilities of one division, arising from claims
against that division, could be attributed to another division.
THE FUNDS
Separate Account B invests in shares of the Chubb America Fund, Inc., the
Templeton International Fund of Templeton Variable Products Series Fund, the
High Income Portfolio of the Fidelity Variable Insurance Products Fund, the
ContraFund Portfolio of the Fidelity Variable Insurance Products Fund II, or the
Index 500 Portfolio of the Fidelity Variable Insurance Products Fund II.
Chubb America Fund, Inc. Chubb America Fund, Inc. is organized as a Maryland
corporation and is registered as an open-end diversified management company
under the 1940 Act. The Chubb America Fund, Inc. currently has nine Portfolios
each of which has different objectives. The shares of each series of Chubb
America Fund, Inc. stock are presently offered only to the divisions of separate
accounts of Chubb Colonial and its affiliated life insurance companies. The
assets of each Portfolio are maintained separately from the assets of the other
Portfolios and each Portfolio has investment objectives and policies which are
different from those of the other Portfolios. Thus, each Portfolio operates as
9
<PAGE>
a separate investment fund, and the income, gains or losses of one Portfolio
generally has no effect on the investment performance of any other Portfolio.
Under certain unusual circumstances, the liabilities of one Portfolio, arising
from claims against that Portfolio, could be attributed to another Portfolio.
The investment adviser to the Chubb America Fund, Inc. is Chubb Investment
Advisory Corporation ("Chubb Investment Advisory") which is an affiliate of
Chubb Colonial. Chubb Investment Advisory has in turn retained Templeton Global
Advisors, Inc. (formerly known as Templeton, Galbraith & Hansberger Ltd.)
("Templeton") to provide investment advisory services for the World Growth Stock
Portfolio, Chubb Asset Managers, Inc. ("Chubb Asset") to provide investment
advisory services for the Money Market, Bond and Growth and Income Portfolios,
Van Eck Associates Corporation ("Van Eck Associates") to provide investment
advisory services for the Gold Stock Portfolio, Pioneering Management
Corporation ("Pioneer") to provide investment advisory services for the Domestic
Growth Stock Portfolio, Janus Capital Corporation ("Janus") to provide
investment advisory services for the Capital Growth Portfolio, Phoenix
Investment Counsel, Inc. ("Phoenix") to provide investment advisory services for
the Balanced Portfolio, and Massachusetts Financial Serices Corporation ("MFS")
to provide investment advisory services for the Emerging Growth Portfolio.
Investment management fees are paid to Chubb Investment Advisory monthly at an
annual rate based on a percentage of the average daily net assets of each
Portfolio of Chubb America Fund, Inc. as shown below:
<TABLE>
<CAPTION>
WORLD GROWTH STOCK,
GOLD STOCK,
DOMESTIC GROWTH STOCK,
MONEY MARKET GROWTH AND INCOME, CAPITAL EMERGING
AVERAGE DAILY NET ASSETS AND BOND AND BALANCED GROWTH GROWTH
- ------------------------ ------------ ---------------------- ------- --------
<S> <C> <C> <C> <C>
First $200 Million....... .50% .75% 1.00% .80%
Next $1.1 Billion........ .45% .70% .95% .75%
Over $1.3 Billion........ .40% .65% .90% .70%
</TABLE>
The compensation of the Sub-Investment Managers is paid directly from the
investment management fees of Chubb Investment Advisory and is set forth in the
table below as an annual percentage of the average daily net assets of the
Portfolio managed:
<TABLE>
<CAPTION>
SUB-INVESTMENT MANAGER
------------------------------------------------------------------------
CHUBB ASSET
CHUBB ASSET FOR THE
FOR THE BOND AND
GROWTH AND MONEY MARKET VAN ECK
AVERAGE DAILY NET ASSETS INCOME PORTFOLIO JANUS PHOENIX TEMPLETON PORTFOLIOS ASSOCIATES PIONEER MFS
- ------------------------ ---------------- ----- ------- --------- ------------ ---------- ------- ----
<S> <C> <C> <C> <C> <C> <C> <C> <C>
First $200 Million...... .50% .75% .50% .50% .35% .50% .50% .50%
Next $1.1 Billion....... .45% .70% .45% .45% .30% .45% .45% .45%
Over $1.3 Billion....... .40% .65% .40% .40% .25% .40% .40% .40%
</TABLE>
The investment objectives of each Portfolio of Chubb America Fund, Inc. are
set forth below.
World Growth Stock Portfolio: to achieve long-term capital growth through a
policy of investing primarily in stocks of companies of any nation. A portion
of the Portfolio may also be invested in debt obligations of companies and
governments of any nation. Any income realized from such investments will be
incidental. Such companies will be those considered by the sub-investment
manager to be undervalued or which are well-managed and have good growth
potential.
Money Market Portfolio: to achieve the highest possible current income,
consistent with preservation of capital and maintenance of liquidity, by
investing primarily in short-term money market instruments other than
commercial paper. AN INVESTMENT IN THE MONEY MARKET PORTFOLIO IS NEITHER
INSURED NOR GUARANTEED BY THE U.S. GOVERNMENT.
Gold Stock Portfolio: to realize long-term capital appreciation, while
retaining the option to take current income into account, by investing
primarily, and sometimes exclusively, in common stocks of gold mining
companies.
Bond Portfolio: to provide a stable level of income, consistent with limiting
risk to principal, by investing primarily in high quality corporate debt
securities and U.S. Government debt obligations.
Domestic Growth Stock Portfolio: to achieve reasonable income and growth of
capital by investing primarily in a diversified portfolio of equity securities
issued by companies organized in the U.S. and considered by the sub-investment
manager to be undervalued in light of the company's earning power and growth
potential.
10
<PAGE>
Growth and Income Portfolio: to seek long-term growth of capital by investing
primarily in a wide range of equity issues that may offer capital appreciation
and, secondarily, to seek a reasonable level of current income.
Capital Growth Portfolio: to seek capital growth. Realization of income is not
a significant investment consideration and any income realized will be
incidental. The Capital Growth Portfolio will invest primarily in common
stocks.
Balanced Portfolio: to seek reasonable current income and long-term capital
growth, consistent with conservation of capital, by investing primarily in
common stocks and fixed income securities.
Emerging Growth Portfolio: to seek long-term growth of capital by investing
primarily in common stocks of small and medium-sized companies. THE PORTFOLIO
IS INTENDED FOR INVESTORS WHO UNDERSTAND AND ARE WILLING TO ACCEPT RISKS
ENTAILED IN SEEKING LONG-TERM GROWTH OF CAPITAL.
Chubb America Fund, Inc. may find it necessary to take action to assure that
the Policy continues to qualify as a life insurance policy under federal tax
laws. Chubb America Fund, Inc., for example, may alter the investment
objectives of any Portfolio or take other appropriate actions. See "OTHER
MATTERS--Additions, Deletions or Substitutions of Investments" and "FEDERAL TAX
MATTERS".
Templeton Variable Products Series Fund. Templeton Variable Products Series
Fund is an open-end, diversified management investment company organized under
the laws of Massachusetts. Templeton Variable Products Series Fund currently
consists of five separate series; however, only one of the series, the
Templeton International Fund, offers its shares to a corresponding division of
Separate Account B. Templeton Variable Products Series Fund offers its shares
solely to separate accounts of insurance companies, including companies not
affiliated with Chubb Colonial, as an investment vehicle for variable life
insurance policies and variable annuity contracts.
The investment manager of Templeton International Fund is Templeton Investment
Counsel, Inc. ("TICI"). TICI is an indirect wholly owned subsidiary of Franklin
Resources, Inc. ("Franklin"). Through its subsidiaries, Franklin is engaged in
various aspects of the financial services industry. As compensation for its
services, TICI is paid a fee which, on an annual basis, represents .75% of the
average daily net assets of the Fund up to $200 million, .675% of such assets
from $200 million up to $1.3 billion, and .60% of such assets in excess of $1.3
billion of the average daily net assets of the Templeton International Fund.
The investment objective of the Templeton International Fund is set forth
below.
Templeton International Fund: to seek long-term capital growth through a
flexible policy of investing in stocks and debt obligations of companies and
governments outside the United States. Any income realized will be incidental.
Although the Templeton International Fund generally invests in common stock, it
may also invest in preferred stocks and certain debt securities such as
convertible bonds which are rated in any category by Standard & Poor's
Corporation or Moody's Investors Service, Inc. or which are unrated by any
rating agency.
Although Chubb Colonial does not currently foresee any disadvantages to the
policyowners arising out of variable life insurance separate accounts and
variable annuity separate accounts investing in the Templeton Variable Products
Series Funds simultaneously, there is a possibility that a material conflict
may arise between the interest of Separate Account B and one or more of the
other separate accounts investing in the Templeton Variable Products Series
Fund. The Trustees of the Templeton Variable Products Series Fund intend to
monitor events in order to identify any material conflicts and to determine
what action, if any, should be taken in response thereto. Material conflicts
could result from, for example, (i) changes in state insurance laws, (ii)
changes in Federal income tax laws, (iii) changes in the investment management
of any portfolio of Templeton Variable Products Series Fund, or (iv)
differences in voting instructions between those given by variable life
insurance policyowners and those given by variable annuity contract owners.
Fidelity Variable Insurance Products Fund and Fidelity Variable Insurance
Products Fund II. Fidelity Variable Insurance Products Fund ("Fidelity VIP")
and Fidelity Variable Insurance Products Fund II ("Fidelity VIPII") are open-
end, diversified management investment companies organized as Massachusetts
business trusts on November 13, 1981 and March 21, 1988, respectively. Fidelity
VIP currently consists of four separate series; however, only one of the
series, High Income Portfolio, offers its shares to a corresponding division of
Separate Account B. Fidelity VIPII currently consists of five separate series;
however, only two of the series, Contrafund Portfolio and Index 500 Portfolio,
offer their shares to corresponding divisions of Separate Account B. Fidelity
VIP and Fidelity VIPII offer their shares solely to separate accounts of
insurance companies, including companies not affiliated with Chubb Life, as
investment vehicles for variable life insurance policies and variable annuity
contracts.
Fidelity Management & Research Company ("FMR") is the investment manager of
Fidelity VIP and Fidelity VIPII. FMR is the management arm of Fidelity
Investments, a Massachusetts corporation established in 1946. FMR is a wholly-
owned subsidiary of FMR Corp. Through its subsidiaries, FMR is engaged in
various aspects of the Financial services industry. Each fund pays a management
fee to FMR for managing its investments and business affairs. Each fund's
management fee is calculated and paid to FMR every month. The fee for each fund
(excluding Money Market and Index 500 Portfolios) is calculated by adding a
group fee rate to an individual fund fee rate, and multiplying the result by
each fund's average net assets. The group fee rate is based on the average net
assets of all the mutual funds advised by FMR. This rate cannot rise above
0.52% for the Contrafund Portfolio and 0.37% for the High Income Portfolio, and
it drops as total assets under management increase. Index 500 Portfolio pays a
monthly management fee to FMR at the annual rate of 0.28% of the Fund's average
net assets.
11
<PAGE>
The investment objectives of each Portfolio of Fidelity VIP and Fidelity
VIPII in which Separate Account B invests are set forth below:
High Income Portfolio: seeks a high level of current income by investing
primarily in high yielding, lower-quality fixed income securities, while also
considering growth of capital.
Contrafund Portfolio: seeks long term capital appreciation.
Index 500 Portfolio: seeks investment results that correspond to the total
return of common stocks publicly traded in the United States, as represented by
the S&P 500.
Although Chubb Colonial does not currently foresee any disadvantages to its
policy and certificate owners arising out of variable life insurance separate
accounts and variable annuity separate accounts investing in the Fidelity VIP
and VIPII Funds simultaneously, there is a possibility that a material conflict
may arise between the interest of Separate Account B and one or more of the
other separate accounts investing in the Fidelity VIP and VIPII Funds. The
Trustees of the VIP and VIPII Funds intend to monitor events in order to
identify any material conflicts and to determine what action, if any, should be
taken in response thereto. Material conflicts could result from, for example,
(i) changes in state insurance laws, (ii) changes in Federal income tax laws,
(iii) changes in the investment management of any portfolio of Fidelity VIP and
VIPII Funds, or (iv) differences in voting instructions between those given by
variable life insurance policy and certificate owners and those given by
variable annuity contract owners.
There can be no assurance that any of the Portfolios will achieve its stated
objectives. The specialized nature of each Portfolio gives rise to significant
differences in the relative investment potential and market and financial risks
of each Portfolio. Policyowners should consider the unique features of each
Portfolio before investing in any Portfolio. For more detailed information
concerning each Portfolio, including a description of the investment risks,
reference is made to the prospectuses for the Funds which accompanies this
Prospectus, or the Statements of Additional Information for the Funds,
available on request.
Separate Account B will purchase shares of the Funds at net asset value in
connection with premium payments allocated to the divisions in accordance with
the policyowner's directions and will redeem shares of the Funds to process
transfers, policy loans, surrenders or withdrawals and generally to meet
contract obligations or make adjustments in reserves. The Funds will sell and
redeem its shares at net asset value as of the Date of Receipt by Separate
Account B of premium payments or notifications by a policyowner.
12
<PAGE>
THE POLICY
General. The Policy is designed to provide the policyowner with lifetime in-
surance protection and flexibility in connection with the amount and frequency
of premium payments and the level of life insurance proceeds payable under the
Policy. The policyowner is not required to pay scheduled premiums to keep the
Policy in force but may, subject to certain limitations, vary the frequency and
amount of premium payments. Moreover, subject to certain limitations, the Pol-
icy allows a policyowner to adjust the level of life insurance payable under
the Policy without having to purchase a new Policy by increasing or decreasing
the Specified Amount. Thus, as insurance needs or financial conditions change,
the policyowner has the flexibility to adjust life insurance proceeds and vary
the premium payments. Death benefits are payable under two options as described
in "POLICY BENEFITS AND RIGHTS--Death Benefits".
To purchase a Policy, a completed application must be submitted to Chubb
Colonial through the agent selling the Policy. Chubb Colonial will generally not
issue Policies to insure persons older than age 80. Applicants for insurance
must furnish satisfactory evidence of insurability. Distinctions between smokers
and nonsmokers are only made for Insureds age 15 and over. The minimum Specified
Amount for a Policy at issue is $25,000. Chubb Colonial reserves the right to
revise its rules from time to time to specify a different minimum Specified
Amount at issue. If the Specified Amount applied for plus all other insurance in
force which is underwritten by Chubb Colonial or its affiliates exceeds
$1,250,000, Chubb Colonial will reinsure all or a portion of the Policy.
Acceptance of an application or revocation of a Policy during the contestable
period is subject to Chubb Colonial's insurance underwriting rules and Chubb
Colonial may, in its sole discretion, reject any application or related premium
for any good reason or contest a Policy.
Payment of Premiums. Premiums must be paid to Chubb Colonial or through an
authorized agent of Chubb Colonial for forwarding to Chubb Colonial. In
addition, Chubb Colonial has instituted administrative procedures whereby
premium payments in response to billing notices are sent directly to Chubb
Colonial's bank. Unlike traditional insurance contracts, there is no fixed
schedule of premium payments on a Policy either as to the amount or the timing
of the payment. A policyowner may determine, within specified limits, his or her
own premium payment schedule. These limits will be set forth by Chubb Colonial
and will include a minimum initial premium payment sufficient to keep the policy
in force for three months and may also include limits on the total amount and
frequency of payments in each policy year. No premium payment may be less than
$25. In order to help the policyowner obtain the insurance benefits desired, a
Planned Periodic Premium and Premium Frequency will be stated in each Policy.
This premium will usually be based upon the policyowner's insurance needs, the
policyowner's financial abilities and the current financial climate, in general,
as well as on the Specified Amount of the Policy and the Insured's age, sex and
risk class. The policyowner is not required to pay such premiums and failure to
make any premium payment will not necessarily result in lapse of the Policy,
provided the Policy's cash value, less policy debt, if any, is sufficient to pay
monthly deductions. Conversely, adherence to the schedule of Planned Periodic
Premiums will not assure that the Policy will remain in force. See "THE POLICY--
Policy Lapse."
Premium Limitations. In no event can the total of all premiums paid, both
scheduled and unscheduled, exceed the current maximum premium limitations re-
quired by the Code. The premium limitations under the Policy are imposed in or-
der to comply with present requirements to obtain favorable federal income tax
treatment of the Policy and its death benefit. If at any time a premium is paid
which would result in total premiums exceeding the current maximum premium lim-
itation, Chubb Colonial will only accept that portion of the premium which will
make total premiums equal the maximum. Any part of the premium in excess of that
amount will be returned and no further premiums will be accepted until allowed
by the current maximum premium limitations required by the Code. Also, if, at
any time during the year, a premium has been paid which would result in the
Policy being deemed a modified endowment contract, Chubb Colonial will so notify
the policyowner and allow the policyowner to request a refund of the excess
premium, or other action, in order to avoid having the Policy be deemed a
modified endowment contract. A policyowner, however, may choose to have the
Policy be deemed a modified endowment contract, and, in that case, Chubb
Colonial will not refund the premiums. See "FEDERAL TAX MATTERS--Policy
Proceeds." Premium payments less than the minimum amount of $25 will be returned
to the policyowner.
Allocation of Premiums. Premium payments, net of the premium tax charge, plus
interest earned prior to the Allocation Date, will be allocated on the Alloca-
tion Date among the General Account and the divisions of Separate Account B in
accordance with the directions of the policyowner, as contained in the applica-
tion. Prior to the Allocation Date the initial net premium will be deposited in
Chubb Colonial's General Account. Any other premiums received prior to the
Allocation Date will also be deposited in the General Account. The minimum
percentage of any net premium payment allocated to any division or the General
Account is 5%. Allocation percentages must be in whole numbers only; no
fractional percentages will be accepted. The policyowner may change his or her
allocation of future
13
<PAGE>
premium payments among the General Account and the divisions of Separate Ac-
count B by written notice to Chubb Colonial or by telephone, provided that the
proper telephone authorization is on file with Chubb Colonial, without payment
of any fee or penalty. See "THE POLICY--Telephone Transfers, Loans and
Reallocations".
The allocation of each net premium payment to a division will be determined
first by multiplying the net premium payment by the fraction to be allocated to
each division as the policyowner directs to determine the portion to be
invested in the division. Each portion to be invested in each division is then
divided by the unit value of that particular division. The unit value of each
division will vary to reflect the investment performance of the applicable
underlying Portfolio shares. The unit value will be determined on each
valuation date by multiplying the net asset value of the shares of the
underlying Portfolio held by the division on the preceding valuation date by
the net investment factor for that division for the valuation period then
ended. The net investment factor for each of the divisions is equal to (i) the
asset value per share of the corresponding Portfolio at the end of the
preceding valuation period plus the per share amount of any investment income
and capital gains, realized or unrealized, credited to such assets in the
valuation period for which the net investment factor is being determined, less
capital losses, realized or unrealized, charged against such assets during such
valuation period and less any amount set aside by Chubb Colonial during the
period as a reserve for taxes attributable to the operation or maintenance of
each division, (ii) divided by the asset value per share of the corresponding
Portfolio at the end of the preceding valuation period and (iii) less a charge
not to exceed .0024657% on a daily basis (.90% on an annual basis) for policy
years one through ten and .0017808% on a daily basis (.65% on an annual basis)
for policy years eleven and thereafter of the value of the division to
compensate Chubb Colonial for assumption of certain mortality and expense risks.
See "CALCULATION OF ACCUMULATION VALUE--Unit Values". Applicants should refer to
the prospectus for the Fund which accompanies this Prospectus for a description
of how the assets of each Portfolio are valued since that determination directly
affects the unit value of a division and, therefore, the accumulation value of a
Policy.
All valuations in connection with the Policy, e.g., with respect to
determining cash value in connection with policy loans or withdrawals, with
respect to determining accumulation value in connection with transfers or
payment of death benefits, and with respect to determining the value of a
division to be credited to a Policy with each net premium payment, will be made
on the Date of Receipt of the premium or the request for payment, loan,
withdrawal or transfer if such date is a valuation date; otherwise, such
determination will be made on the next succeeding day which is a valuation
date. The date of receipt of a premium payment sent directly to Chubb Colonial's
bank pursuant to a billing notice will be the date the payment is received at
the bank and the value of any division to which the payment is allocated will be
determined as of such date provided such date is a valuation date; otherwise,
such determination will be made on the next succeeding day which is a valuation
date.
Transfers. Accumulation value may be transferred between the General Account
and the divisions of Separate Account B and among the divisions of Separate
Account B. Transfer requests may be made in writing or by telephone with
appropriate telephone authorization on file with Chubb Colonial. See "THE
POLICY--Telephone Transfers, Loans and Reallocations". The total amount
transferred each time must be at least $250 unless a lesser amount constitutes
the entire accumulation value in the General Account or in a division.
Accumulation value transferred from one division or from the General Account
into more than one division, and/or into the General Account, counts as one
transfer. Similarly, transferring accumulation value from more than one
division, and/or the General Account, into one other division or the General
Account, counts as one transfer.
A transfer charge to cover administrative costs will be imposed each time
amounts are transferred and will be deducted on a pro-rata basis from the
division or divisions of Separate Account B or the General Account into which
the amount is transferred. However, no transfer charge will be imposed on the
transfer of the initial net premium payments, plus interest earned, from the
General Account to the divisions of Separate Account B on the allocation date
or on loan repayments. In addition, Chubb Colonial currently permits 12
transfers per policy year without imposing a transfer charge. The charge will be
the lesser of $25 or 10% of the amount transferred. Currently, a policyowner may
make up to 20 transfers per policy year.
As long as any portion of the Policy's accumulation value is allocated to a
division of Separate Account B, the Policy's accumulation value and cash value
will reflect the investment experience of the chosen division(s) of Separate
Account B. The death benefit may also reflect the experience of the chosen
division(s) of Separate Account B.
At any time the policyowner may transfer 100% of the Policy's accumulation
value to the General Account and elect to have all future premium payments
allocated to the General Account. While 100% of the Policy's accumulation value
and all future premium payments are allocated to the General Account, the
minimum period the Policy will be in force will be fixed and guaranteed. The
minimum period will depend on the amount of accumulation value, the Specified
Amount, the sex, the attained age, and rating class of the Insured. The minimum
period will decrease if the policyowner
14
<PAGE>
subsequently elects to increase the Specified Amount, elects to surrender the
Policy, or elects to make a withdrawal. The minimum period will increase if the
policyowner elects to decrease the Specified Amount, additional premium
payments are received, or Chubb Colonial credits a higher interest rate or
charges a lower cost of insurance rate than those guaranteed for the General
Account.
No transfer charge will be imposed for a transfer of all accumulation value in
Separate Account B to the General Account. However, any transfer from the
General Account to the division(s) of Separate Account B will be subject to the
transfer charge, unless it is one of the first 12 transfers in a policy year
and except for the transfer of the initial net premium payments, plus interest
earned, from the General Account and loan repayments.
Chubb Colonial reserves the right to refuse to accept or to place certain
restrictions on transfers made by third-party agents acting on behalf of
multiple policyowners or made pursuant to market timing services when Chubb
Colonial determines, in its sole discretion, that such transfers will be
detrimental to the Portfolios and the policyowners as a whole. Such transfers
may cause increased trading and transaction costs, disruption of planned
investment strategies, forced and unplanned portfolio turnover, and lost
opportunity costs, and may subject the Portfolio to large asset swings that
diminishes the Portfolio's ability to provide maximum investment return to all
policyowners.
A feature called Dollar Cost Averaging is available to policyowners under
which a policyowner deposits an amount, subject to a minimum of $3,000, in the
Money Market Division or the General Account and elects to have a specified
dollar amount (the "Periodic Transfer Amount") automatically transferred to one
or more of the divisions on a monthly, quarterly, or semi-annual basis. This
feature allows policyowners to systematically invest in the divisions at
various prices which may be higher or lower than the price a policyowner would
pay when investing the entire amount at one time and at one price. Each
Periodic Transfer Amount is subject to a minimum of $250. A minimum of 5% of
the Periodic Transfer Amount must be transferred to any specified division.
These amounts are subject to change at Chubb Colonial's discretion. If a
transfer would reduce accumulation value in the Money Market Division or the
General Account to less than the Periodic Transfer Amount, Chubb Colonial
reserves the right to include such remaining accumulation value in the amount
transferred. At the time a policyowners elects the Dollar Cost Averaging
feature, an election is made between Fixed Amount Dollar Cost Averaging or
Continuous Mode Dollar Cost Averaging.
Under Fixed Amount Dollar Cost Averaging, the feature will continue until the
Designated Amount has been transferred or the policyowner gives notification
of cancellation of the feature prior to transfer of the entire Designated
Amount. Once the Designated Amount has been transferred, a new Dollar Cost
Averaging election form must be completed if the Policyowner wishes to have
additional money dollar cost averaged. Under Continuous Mode Dollar Cost
Averaging, the feature will continue until the policyowner gives notification
of cancellation of the feature. If the policyowner elects Continuous Mode
Dollar Cost Averaging, any amounts deposited into the Repository Account, and
not just the Designated Amount, will be transferred. Dollar Cost Averaging is
currently available at no charge to policyowners. Although Chubb Colonial
reserves the right to assess a charge, no greater than cost and with 30 days
advance notice to policyowners, it has no present intention to do so.
An Automatic Portfolio Re-Balancing feature is also available to policyowners.
This feature provides a method for re-establishing fixed proportions between
various types of investments on a systematic basis. Under this feature, the
allocation between divisions and the General Account will be automatically re-
adjusted to the desired allocation, subject to a minimum of 5% per division or
General Account, on a quarterly, semi-annual or annual basis. Although Chubb
Colonial reserves the right to assess a charge no greater than cost and with 30
days advance notice to the policyowners for this feature, it has no present
intention to do so.
A policyowner may not elect to have Dollar Cost Averaging and Automatic
Portfolio Re-Balancing at the same time. Transfers and adjustments pursuant to
these features will occur on a Policy's monthly anniversary date in the month
in which the transaction is to take place or the next succeeding business day
if the monthly anniversary date falls on a holiday or a weekend. The applicable
authorization form must be on file at Chubb Colonial before either feature may
begin. Neither feature guarantees profits nor protects against losses. Transfers
under these features do not count towards the twelve free transfers or the
twenty transfers currently allowed per year. Chubb Colonial reserves the right
to modify the terms and conditions of these features upon 30 days advance notice
to policyowners.
Telephone Transfers, Loans and Reallocations. Policyowners and their
authorized representatives may request by telephone transfers of accumulation
value or reallocation of premiums (including allocation changes pursuant to
existing Dollar Cost Averaging and Automatic Portfolio Re-Balancing programs),
provided that the appropriate authorization
15
<PAGE>
form is on file with Chubb Colonial. Chubb Colonial may also, in its discretion,
permit loans to be made by telephone, provided that the proper authorization
form is on file with Chubb Colonial. Only the Policyowner may request loans by
telephone. Procedures have been established that are reasonably designed to
reduce the risk of unauthorized telephone transfers, loan requests or allocation
changes. These procedures include requiring personal identification information
at the time of such request for verification purposes, such as the policyowner's
social security number and date of birth. In addition, Chubb Colonial also tape
records calls and provides written confirmations to policyowners.
Policy Lapse. Failure to make a premium payment on a Policy will not
necessarily cause the Policy to lapse. The duration of a Policy depends upon
its cash value. The Policy will remain in force so long as the cash value, less
any outstanding policy debt, is sufficient to pay the monthly deduction. In the
event the cash value, less any outstanding policy debt, is insufficient to pay
the monthly deduction, the policyowner will be given a sixty-one day period
("grace period") within which to make a premium payment to avoid lapse. The
premium required to avoid lapse must be sufficient in amount, after the
deduction of the premium tax charge, to cover the monthly deductions for at
least three policy months. This required premium will be set forth in a written
notice which Chubb Colonial will send to the policyowner at the beginning of the
grace period. The Policy will continue in force through the grace period, but
if no payment is forthcoming, the Policy will terminate without value at the
end of the grace period. If the Insured under the Policy dies during the grace
period, the death benefit payable under the Policy will be reduced by the
amount of the monthly deduction due and unpaid and the amount of any
outstanding policy debt. In addition, if the cash value of the Policy at any
time should decrease so the aggregate amount of an outstanding policy debt
secured by the Policy exceeds the cash value shown in the Policy and an
additional payment is not made within sixty-one days of notification by
Chubb Colonial, the Policy will lapse.
Reinstatement. If the Policy lapses, the policyowner may reinstate the Policy.
The terms of the original contract will apply upon reinstatement. The
accumulation value, before payment of the required reinstatement premium, will
equal the accumulation value on the date of termination. The policy year on
reinstatement will be measured from the policy date. An application for
reinstatement may be made any time within five years of lapse, but satisfactory
proof of insurability and payment of a reinstatement premium is required. The
reinstatement premium, after deduction of the premium tax charge, must be
sufficient to cover monthly deductions for three policy months following the
effective date of reinstatement. If a loan was outstanding at the time of
lapse, Chubb Colonial will require, at the election of the policyowner,
repayment or reinstatement of the loan before permitting reinstatement of the
Policy. The effective date will be the date of approval of the reinstatement
application.
Policy "Free Look". The policyowner has a limited right to return a Policy for
cancellation and a full refund of all premiums paid. Chubb Colonial will cancel
the Policy if it is returned by mail or personal delivery to Chubb Colonial or
to the agent who sold the Policy, within 20 days after the delivery of the
Policy to the policyowner, within 45 days of the date of the execution of the
application for insurance, or within 20 days after mailing or personal delivery
of a Notice of the Right of Withdrawal, whichever is later. Chubb Colonial will
return to the policyowner within seven days all payments received on the Policy.
Prior to the allocation date the initial net premium will be deposited in Chubb
Colonial's General Account; Chubb Colonial will retain any interest earned if
the "free look" right is exercised.
CHARGES AND DEDUCTIONS
Premium Charges. Upon receipt of each premium payment and before allocation of
the payment among the General Account and divisions of Separate Account B,
Chubb Colonial will deduct a premium tax charge of 2.0% to compensate Chubb
Colonial for state premium, franchise and other local taxes imposed by New York
and local jurisdictions. The actual taxes imposed on Chubb Colonial may fall
between 1.7% and 2.5% of premiums received. As a result, the 2.0% charge may at
times be higher or lower than the actual tax incurred by Chubb Colonial. Chubb
Colonial reserves the right to increase this charge to policyowners up to a
maximum of 2.5%. Chubb Colonial does not expect to receive a profit as a result
of this charge.
Monthly Deduction. On the first day of each policy month beginning on the
policy date, Chubb Colonial will deduct from the accumulation value of a Policy
an amount to cover certain charges and expenses incurred in connection with the
Policy. The monthly deduction is intended to compensate Chubb Colonial for
underwriting and start-up expenses incurred in connection with the issuance of a
Policy, certain administrative expenses, the cost of insurance for the Policy
and any optional benefits added by rider. The amount deducted will be deducted
pro-rata from each of the divisions and the General Account.
16
<PAGE>
The amount of the monthly deduction is equal to (i) the cost of insurance for
the Policy, as described below, and the cost of additional benefits provided by
rider, plus (ii) a monthly administrative charge of $6.00. The monthly
administrative charge may not be increased.
The cost of insurance for the Insured is determined on a monthly basis, and is
determined separately for the initial Specified Amount and each subsequent
increase in the Specified Amount. The monthly current cost of insurance rate is
based on the sex, issue age, policy year, rating class of the Insured, and the
Specified Amount of the Policy. If we assume two Insureds differ only with
regard to one of the above bases, the effect of each of these bases on their
monthly cost of insurance rates would be as follows:
Sex: The cost of insurance rates for males will be greater than or equal
to those for females.
Issue Age: The cost of insurance rate for the younger Insured will be
less than or equal to that for the older Insured.
Policy Year: The current cost of insurance rate will increase as the
policy year increases. For two Insureds with the same sex, rating class,
and attained age the cost of insurance rate for the Insured with the
younger issue age will never exceed, and in some cases will be less than
that for the Insured with the older issue age.
Rating Class: The cost of insurance rates for nonsmokers will be less
than or equal to those for smokers. Cost of insurance rates may also differ
due to the Insured's medical condition, occupation, or avocation.
Specified Amount: The current cost of insurance rates will vary by
Specified Amount, with different rates applying to Specified Amounts under
$100,000, between $100,000 and $249,999, between $250,000 and $999,999 and
$1,000,000 and over. Current cost of insurance rates are highest for
Specified Amounts under $100,000, decreasing for each successive Specified
Amount range as noted above.
The cost of insurance is calculated as (i) multiplied by the result of (ii)
minus (iii) where:
(i) is the cost of insurance rate as described in the Cost of Insurance
Rates provision contained in the Policy.
(ii) is the death benefit at the beginning of the policy month divided by
1.0036748, to arrive at the proper values for the beginning of the month
assuming the guaranteed interest rate of 4.5% that is applicable to the
General Account portion of the Policy; and
(iii) is the accumulation value at the beginning of the policy month.
If the corridor percentage is applicable, the death benefit used in the
foregoing calculation will reflect the corridor percentage.
The monthly cost of the insurance rate will be determined by Chubb Colonial
based upon expectations as to future mortality experience, but can never exceed
the rates shown in the table of Monthly Guaranteed Cost of Insurance Rates set
forth in the Policy. Such guaranteed maximum rates are based on the
Commissioner's 1980 Standard Ordinary Mortality Table.
17
<PAGE>
Risk Charge. Chubb Colonial will also assess a charge on a daily basis against
each division of Separate Account B equal to .0024657% on a daily basis (.90% on
an annual basis) for policy years one through ten and .0017808% on a daily basis
(.65% on an annual basis) for policy years eleven and thereafter of the value of
the division to compensate Chubb Colonial for its assumption of certain
mortality and expense risks in connection with the Policy. Specifically, Chubb
Colonial bears the risk that the total amount of death benefit payable under the
Policy will be greater than anticipated and Chubb Colonial also assumes the risk
that the actual cost incurred by it to administer the Policy will not be covered
by charges assessed under the Policy.
Surrender Charge. Upon surrender or withdrawal, Chubb Colonial will assess a
surrender charge. The surrender charge for the initial Specified Amount is
determined by multiplying a surrender factor by the lesser of (1) the premiums
actually received in policy year one; or (2) the "Guideline Annual Premium" as
defined in the rules and regulations under the 1940 Act. The surrender factor
depends on the length of time the policy has been in force, as follows:
<TABLE>
<CAPTION>
POLICY YEAR SURRENDER FACTOR
----------- ----------------
<S> <C>
1-5 .30
6 .25
7 .20
8 .15
9 .10
10 .05
11 and after 0
</TABLE>
Paying less premium in policy year one generally will have the effect of
reducing the surrender charge. However, depending on investment experience,
paying less premium in policy year one may result in an increase in cost of
insurance charges, a reduction in accumulation value and an increased risk that
the Policy will lapse.
An additional surrender charge will be assessed for any increase in the
Specified Amount, other than an increase caused by a change from death benefit
Option I to death benefit Option II. The additional surrender charge is
determined by multiplying a surrender factor by the lesser of (1) or (2),
where:
(1) is A times B divided by C, where:
A is the amount of the increase in the Specified Amount
B is the sum of the cash value just prior to the increase in the
Specified Amount and the total premiums received in the twelve months
just following the increase in the Specified Amount
C is the Specified Amount in effect after the increase in the
Specified Amount
(2) is the "Guideline Annual Premium" for the increase at the attained
age of the Insured on the effective date of the increase in the Specified
Amount.
The surrender factor depends on the length of time the increase has been in
force, as follows:
<TABLE>
<CAPTION>
INCREASE YEAR SURRENDER FACTOR
------------- ----------------
<S> <C>
1-5 .15
6 .125
7 .10
8 .075
9 .05
10 .025
11 and after 0
</TABLE>
The surrender charge in effect at any time is the sum of the surrender charge
for the initial Specified Amount plus the surrender charge for any increase in
the Specified Amount. If the Specified Amount is decreased, the surrender
charge will not decrease.
For a withdrawal, the charge will be proportionately the same as for
surrenders. The charge will be calculated by dividing (a) by (b) and
multiplying the result by (c) where:
(a) is the amount of the cash value withdrawn
(b) is the cash value; and
(c) is the amount of the surrender charge on a surrender.
The surrender charge helps to compensate Chubb Colonial for the cost of selling
the Policy. The cost includes advertising and the printing of the Prospectus and
sales literature. Also, Chubb Colonial reimburses Chubb Securities Corporation
for all commissions Chubb Securities Corporation pays to agents. Chubb Colonial
expects to recover total sales expenses of the Policy
18
<PAGE>
over the life of the Policy. To the extent sales expenses in any one policy
year are not recovered by the sales charge, Chubb Colonial will cover such
expenses from its surplus, which may include profits, if any, from the mortality
and expense risk charge.
Administrative Fees. An administrative fee equal to the lesser of $25 or 10%
of the amount of the transfer is imposed for each transfer among the divisions
of Separate Account B or the General Account, after the first 12 transfers in a
policy year and except for the transfer of the initial net premium payments,
plus interest, from the General Account on the allocation date and loan
repayments. For withdrawals, an administrative fee equal to the lesser of $25 or
2% of the amount withdrawn will be charged. After the policy date, a policyowner
may request illustrations of benefits and values. Such illustrations are
currently available to policyowners at no charge. Although Chubb Life reserves
the right to assess a charge, no greater than $25 and with advance notice to
policyowners, it has no present intention to do so. All administrative fees,
including those which are part of the monthly deduction, are no greater than the
anticipated expenses of providing such services.
Other Charges. Chubb Colonial also reserves the right to charge the assets of
each division to provide for any income taxes or other taxes payable by Chubb
Colonial on the assets attributable to that division. An investment advisory fee
is also imposed against the assets of each Portfolio for services provided by
the Fund's investment manager and sub-investment managers.
POLICY BENEFITS AND RIGHTS
Death Benefits. So long as it remains in force, the Policy provides for the
payment of life insurance proceeds upon the death of the Insured. Proceeds will
be paid to a named beneficiary or contingent beneficiary. One or more
beneficiaries or contingent beneficiaries may be named. Life insurance proceeds
may be paid in a lump sum or under an optional payment plan. (See "Settlement
Options" below.) Proceeds of the Policy will be reduced by any outstanding
policy debt and any due and unpaid charges and increased by any benefits added
by rider. Proceeds that are payable in a lump sum at the death of the Insured
will be increased to include interest as required by applicable state law.
Proceeds will ordinarily be paid within seven days after Chubb Colonial receives
due proof of death. Also see "Optional Insurance Benefits--Terminal Illness
Accelerated Benefit Rider."
Policyowners designate in the initial application one of two death benefit
options offered under the Policy. The amount of life insurance proceeds payable
under a Policy will depend upon the option in effect at the time of the
Insured's death. Option I emphasizes the impact of investment experience on
accumulation value rather than insurance coverage because the Specified Amount
and the death benefit, generally, remain stable. Under Option I, as
accumulation value increases and the death benefit does not increase, the
amount at risk decreases. Thus, the cost of insurance charges are imposed on a
decreasing amount. Option II emphasizes insurance coverage because favorable
investment experience adds to the accumulation value that provides an addition
to the total death benefit. Under Option II, favorable investment experience
does not reduce the amount at risk upon which cost of insurance charges are
based.
Under Option I, life insurance proceeds will be equal to the greater of the
Specified Amount, or the accumulation value of the Policy at the date of death
multiplied by the corridor percentage, as described below. Under Option II,
life insurance proceeds will be the Specified Amount plus the accumulation
value of the Policy on the date of death. Under Option II, the death benefit
can never be less than the accumulation value on the date of death multiplied
by the corridor percentage.
The corridor percentage depends upon the attained age of the Insured on the
date of death. The corridor percentage for each age is set forth in the
following table:
<TABLE>
<CAPTION>
ATTAINED CORRIDOR ATTAINED CORRIDOR ATTAINED CORRIDOR ATTAINED CORRIDOR
AGE PERCENTAGE AGE PERCENTAGE AGE PERCENTAGE AGE PERCENTAGE
-------- ---------- -------- ---------- -------- ---------- -------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
40 &
below 250% 52 171% 64 122% 91 104%
41 243 53 164 65 120 92 103
42 236 54 157 66 119 93 102
43 229 55 150 67 118 94 101
44 222 56 146 68 117 95 100
45 215 57 142 69 116
46 209 58 138 70 115
47 203 59 134 71 113
48 197 60 130 72 111
49 191 61 128 73 109
50 185 62 126 74 107
51 178 63 124 75-90 105
</TABLE>
19
<PAGE>
The death benefit option in effect may be changed by sending Chubb Colonial a
written request for change. If the death benefit option is changed from Option
II to Option 1, the Specified Amount will be increased by the Policy's
accumulation value; the effective date of the change will be the date of Chubb
Colonial's receipt of such request for change. Conversely, if the death benefit
option is changed from Option I to Option II, the Specified Amount will be
decreased by the Policy's accumulation value; the effective date of the change
will be the date of Chubb Colonial's underwriting approval of such request for
change. Evidence of insurability satisfactory to Chubb Colonial will be required
on a change from Option I to Option II. A change in the benefit option may not
be made if it would result in a Specified Amount which is less than the minimum
Specified Amount of $25,000. A change in benefit options will affect the cost of
insurance.
The policyowner, under attained age 85, may adjust the existing insurance
coverage by increasing the Specified Amount at any time after the Policy has
been issued. After a Policy has been in force for one year, the policyowner,
under attained age 85, may adjust the existing insurance coverage by decreasing
the Specified Amount. The increase or decrease must be at least $25,000. To make
a change, the policyowner must send a written request and the Policy to Chubb
Colonial. Any change in the Specified Amount will affect a policyowner's cost of
insurance charge. An increase in the Specified Amount will affect the
determination of the amount available for a Type A loan; decreases in the
Specified Amount will not have any such effect. Any increase in the Specified
Amount will become effective on the monthly anniversary date after the Date of
Receipt for the request. Any decrease in Specified Amount will first apply to
coverage provided by the most recent Specified Amount increase, then to the next
most recent increases successively and finally to the coverage under the
original application. By applying decreases in this manner, savings, generally,
may be realized by a policyowner since additional costs and limitations
associated with increases in Specified Amounts would be eliminated first. To
apply for an increase in the Specified Amount, a supplemental application must
be completed and evidence satisfactory to Chubb Colonial that the Insured is
insurable must be submitted. Any approved increase in the Specified Amount will
become effective on the date shown in the Supplemental Policy Specifications
Page. Such increase will not become effective, however, if the Policy's cash
value is insufficient to cover the deduction for the cost of the increased
insurance for the policy month following the increase. Such an increase may
require a payment or future increased Planned Periodic Premiums. Policyowners
should consult their insurance advisers regarding the availability of the
Primary Insured Term Rider described below as an alternative way of increasing
coverage. See "CHARGES AND DEDUCTIONS."
Guaranteed Death Benefit. The policyowner may add a Guaranteed Death Benefit
Rider to the Policy under which the death benefit is guaranteed to never be
less than the Specified Amount provided that a cumulative minimum premium
requirement is met. The premium requirement is based on issue age, sex, smoking
status, underwriting class, Specified Amount and death benefit option. If the
Specified Amount is increased, an additional premium, based on attained age,
will be required for such increase. There is a monthly charge for this rider.
See "Optional Insurance Benefits."
Combined Requests. Policyowners may combine requests for changes in the
Specified Amount and the death benefit option and requests for withdrawals. The
requirements and limitations that apply to each change will apply to the
combined transactions, including any required evidence of insurability,
Specified Amount and premium limitations, effectiveness on the monthly
anniversary date following the Date of Receipt of the request, and the
sufficiency of cash value to keep the Policy in force for the month following
the transaction.
The effect of a combined transaction on the cost of insurance, the amount of
the death benefit proceeds and the premium limitations will be the net result
of such effects for each such transaction considered separately. For example,
combining a request for a withdrawal under Option I with a request for an
increase in the Specified Amount will result in a greater amount at risk, an
increase in the cost of insurance and a requirement of evidence of
insurability. Policyowners should consider the net result of a combined
transaction in light of insurance needs, financial circumstances and tax
consequences.
Maturity of the Policy. As long as the Policy remains in force, Chubb Colonial
will pay the Policy's cash value, less outstanding policy debt, if any, on the
maturity date. Benefits at maturity may be paid in a lump sum or under an
optional payment plan. The maturity date is the date shown in the Policy. To
change the maturity date, a written request and the Policy must be sent to Chubb
Colonial at its service center. The Date of Receipt for any request must be
before the maturity date then in effect. The requested maturity date must be (i)
on a policy anniversary, (ii) at least one year from the Date of Receipt of the
request, (iii) after the tenth policy year and (iv) on or before the policy
anniversary nearest to the Insured's 95th birthday.
Optional Insurance Benefits. Subject to certain requirements, one or more of
the following optional insurance benefits may be added to a Policy by rider.
More detailed information concerning such riders may be obtained from the agent
selling the Policy. Additional riders, developed after the effective date of
this Prospectus, may also be available as optional insurance benefits to the
Policy. The agent selling the Policy should be consulted regarding the
availability of
20
<PAGE>
any such additional riders. The cost of any optional insurance benefits will be
deducted as part of the monthly deduction. See "CHARGES AND DEDUCTIONS."
(a) Terminal Illness Accelerated Benefit Rider. This benefit advances up to
50% of a policy's eligible death benefit, subject to a $250,000 maximum per
insured, if it is medically determined that the insured is terminally ill and
has a life expectancy of six months or less, as defined in the rider. Upon the
payment of the accelerated benefit payment, the amount of the death benefit,
the Specified Amount, the cash value and the accumulation value are reduced by
the same ratio as the requested portion of the death benefit bears to the
original death benefit. Such reduction will be allocated among the General
Account and the divisions of Separate Account B on a pro rata basis. While this
benefit is offered at no additional premium cost or surrender charge, an
actuarial discount as described in the rider, which reflects the early payment
of amounts held under the Policy, will be deducted from the requested portion
of the death benefit. In addition, Chubb Colonial imposes an administrative
expense charge not to exceed the lesser of the actual cost of administering the
exercise of the rider or $300. Chubb Colonial will deduct from the requested
portion of the death benefit a prorated portion of any outstanding policy loans
and any premiums which are unpaid within the grace period. Cost of insurance
charges are adjusted to reflect the reduction in the death benefit. Future
charges under the Policy will depend on whether a Waiver of Premium Disability
Rider is in force. See "FEDERAL TAX MATTERS."
(b) Other Insured Term Rider. This benefit provides increments of level term
insurance on the life of an insured other than the Insured under the Policy.
(c) Primary Insured Term Rider. This benefit provides increments of level
term insurance on the life of the Insured under the terms set forth in the
rider. See "FEDERAL TAX MATTERS".
(d) Waiver of Specified Premium Rider. This benefit provides for the payment
by Chubb Colonial of a specified monthly premium into the Policy while the
Insured is totally disabled, as defined in the rider; the minimum monthly
benefit will be at least enough to maintain the base policy and all
supplementary coverages in force.
(e) Guaranteed Death Benefit Rider. This benefit guarantees that the Policy
will stay in force with a death benefit equal to the Specified Amount, even if
the cash value less policy debt is not sufficient to pay the monthly deduction,
provided that cumulative premiums paid, less loans and withdrawals, are greater
than or equal to the guaranteed death benefit premium multiplied by the number
of months the policy has been in force. This cumulative premium requirement
must be met at all times for the rider to stay in force. A monthly charge of
$.01 per $1,000 of Specified Amount will be deducted from the Policy's
accumulation value.
Settlement Options. In addition to a lump sum payment of benefits under the
Policy, any proceeds to be paid under the Policy may be paid in any of four
methods. A settlement option may be designated by notifying Chubb Colonial in
writing. A lump sum payment of proceeds under the Policy will be made if a
settlement option is not designated. Any amount left with Chubb Colonial for
payment under an optional payment plan will be transferred to the account of the
beneficiary in
21
<PAGE>
the General Account on the date Chubb Colonial receives written instructions.
During the life of the Insured, the policyowner may select a plan. If a payment
plan has not been chosen at the Insured's death, a beneficiary can choose a
plan. If a beneficiary is changed, the payment plan selection will no longer be
in effect unless the policyowner requests that it continue. An option may be
elected only if the amount of the proceeds is $2,000 or more. Chubb Colonial
reserves the right to change the interval of payments to 3, 6 or 12 months, if
necessary, to increase the guaranteed payments to at least $20 each.
OPTION A.
Installments of a specified amount. Payments of an agreed amount to be made
each month until the proceeds and interest are exhausted.
OPTION B.
Installments for a specified period. Payments to be made each month for an
agreed number of years.
OPTION C.
Life income. Payments to be made each month for the lifetime of the payee.
It is guaranteed that payments will be made for a minimum of 10, 15 or 20
years, as agreed upon. No election will default to payments made for 20 years.
Where there is a payment of the same amount at some ages for different periods
certain, it will be assumed that the longest period certain which could have
been elected for such age and amount was the period certain actually chosen.
OPTION D.
Interest. Payment of interest on the proceeds held by Chubb Colonial
calculated at the compound rate of 3% per year. Interest payments will be made
at 12, 6, 3 or 1 month intervals, as agreed upon.
The interest rate for Options A, B, and D will not be less than 3% per year.
The interest rate for Option C will not be less than 2 1/2% per year. Interest
in addition to that stated may be paid or credited from time to time under any
option, but only in the sole discretion of Chubb Colonial.
Unless otherwise stated in the election of an option, the payee of policy
benefits shall have the right to receive the withdrawal value under that
option. For Options A and D, the withdrawal value shall be any unpaid balance
of proceeds plus accrued interest. For Option B, the withdrawal value shall be
the commuted value of the remaining payments. Such value will be calculated on
the same basis as the original payments. For Option C, the withdrawal value
will be the commuted value of the remaining payments. Such value will be
calculated on the same basis as the original payments. To receive this value,
the payee must submit evidence of insurability acceptable to Chubb Colonial.
Otherwise, the withdrawal value shall be the commuted value of any remaining
guaranteed payments. If the payee should be alive at the end of the guaranteed
period, the payment will be resumed on that date. The payment will then
continue for the lifetime of the payee.
If a payee of policy benefits dies before the proceeds are exhausted or the
prescribed payments made, a final payment will be made in one sum to the
estate of the last surviving payee. The amount to be paid will be calculated
as described for the applicable option in the Withdrawal Value provision of
the Policy.
CALCULATION OF ACCUMULATION VALUE
The Policy provides for an accumulation value, which will be determined on a
daily basis. Accumulation value is the sum of the values in the divisions of
Separate Account B plus the value in the General Account. The Policy's
accumulation value in the divisions of Separate Account B is calculated by
units and unit values under the Policies, as described below. The Policy's
accumulation value will reflect a number of factors, including the investment
experience of the divisions of Separate Account B that are invested in the
Portfolios, any additional net premiums paid, any withdrawals, any policy
loans, and any charges assessed in connection with the Policy. Accumulation
values in Separate Account B are not guaranteed as to dollar amount.
On the allocation date, the accumulation value in Separate Account B is the
initial premium payments, reduced by the premium tax charge, plus interest
earned prior to the allocation date, and less the monthly deduction for the
first policy month. On the allocation date, the initial number of units
credited to Separate Account B for the Policy will be established. At the end
of each valuation period thereafter, the accumulation value in a division of
Separate Account B is (i) plus (ii) plus (iii) minus (iv) minus (v) where:
(i) is the accumulation value in the division on the preceding valuation
date multiplied by the net investment factor, as described below, for the
current valuation period,
22
<PAGE>
(ii) is any net premium received during the current valuation period
which is allocated to the division,
(iii) is all accumulation values transferred to the division from another
division or the General Account during the current valuation period,
(iv) is all accumulation values transferred from the division to another
division or the General Account and accumulation values transferred to
secure a policy debt during the current valuation period, and
(v) is all withdrawals from the division during the current valuation
period.
In addition, whenever a valuation period includes the monthly anniversary
date, the accumulation value at the end of such period is reduced by the
portion of the monthly deduction allocated to the division.
The Policy's total accumulation value in Separate Account B equals the sum of
the Policy's accumulation value in each divison thereof.
Unit Values. Units are credited to a policyowner upon allocation of net
premiums to a division. Each net premium payment allocated to a division will
increase the number of units in that division. Both full and fractional units
are credited. The number of units and fractional units is determined by
dividing the net premium payment by the unit value of the division to which the
payment has been allocated. The unit value of each division is determined on
each valuation date. The number of units credited will not change because of
subsequent changes in unit value. The dollar value of each division's units
will vary depending upon the investment performance of the corresponding
Portfolio of the Fund.
Certain transactions affect the number of units in a division under a Policy.
Loans, surrenders and withdrawals, withdrawal and transfer fees and charges,
the surrender charge, and monthly deductions involve the redemption of units
and will decrease the number of units. Transfers of accumulation value among
divisions will reduce or increase the number of units in a division, as
appropriate.
The unit value of a division on any valuation date is calculated by
multiplying (1) by (2) where:
(1) is the division's unit value on the previous valuation date; and
(2) is the net investment factor for the valuation period then ended.
The unit value of each division's units on any day other than a valuation
date is the unit value as of the next valuation date and is used for the
purpose of processing transactions.
Net Investment Factor. The net investment factor measures the investment
experience of each division of Separate Account B and is used to determine
changes in unit value from one valuation period to the next valuation period.
The net investment factor for a valuation period is (i) divided by (ii) minus
(iii) where:
(i) is (a) the value of the assets of the division at the end of the
preceding valuation period, plus (b) the investment income and capital
gains, realized or unrealized, credited to the assets of the division
during the valuation period for which the net investment factor is being
determined, minus (c) capital losses, realized or unrealized, charged
against those assets during the valuation period, minus (d) any amount
charged against the division for taxes or any amount set aside during the
valuation period by Chubb Colonial to provide for taxes attributable to the
operation or maintenance of that division, and
(ii) is the value of the assets of the division at the end of the
preceding valuation period, and
(iii) is a charge no greater than .0024657% on a daily basis for policy
years one through ten and .0017808% on a daily basis for policy years eleven
and thereafter. This corresponds to .90% on an annual basis for policy years
one through ten and .65% on an annual basis for policy years eleven and
thereafter for mortality and expense risks.
CASH VALUE BENEFITS
So long as it remains in force, the Policy provides for certain benefits
prior to the maturity date. Subject to certain limitations, the policyowner may
at any time obtain cash value by surrendering the Policy or making withdrawals
from the Policy. The cash value equals the accumulation value less any surren-
der charge. In addition, the policyowner has certain policy loan privileges un-
der the Policy.
Surrender Privileges. As long as the Policy is in force, a policyowner may
surrender the Policy or make a withdrawal from the Policy at any time by send-
ing a written request to Chubb Colonial. See "FEDERAL TAX MATTERS--Policy
Proceeds."
23
<PAGE>
The surrender value of the Policy equals the cash value less any outstanding
policy debt. The surrender value will be determined at the end of the valuation
period during which the request for a surrender or withdrawal is received. Pro-
ceeds will generally be paid within seven days of the Date of Receipt of a re-
quest for surrender or withdrawal.
The amount payable upon surrender of the Policy is the surrender value at the
end of the valuation period during which the request is received. The surrender
value may be paid in a lump sum, within seven days of the Date of Receipt of
the request, or under one of the optional payment plans specified in the Poli-
cy. See "POLICY BENEFITS AND RIGHTS--Settlement Options."
A policyowner can obtain a portion of the Policy's cash value by withdrawal
of cash value from the Policy. A withdrawal from a Policy is subject to the
following conditions:
A. The amount withdrawn may not exceed the cash value less any
outstanding debt.
B. The minimum amount that may be withdrawn is $500.
C. A charge equal to the lesser of $25 or 2% of the amount of the
withdrawal will be deducted from the amount of each withdrawal.
Withdrawals generally will affect the Policy's accumulation value, cash value
and the life insurance proceeds payable under the Policy. The Policy's cash
value will be reduced by the amount of the withdrawal. The Policy's accumula-
tion value will be reduced by the amount of the withdrawal plus a pro-rata sur-
render charge. Life insurance proceeds payable under the Policy will generally
be reduced by the amount of the withdrawal plus a pro-rata surrender charge,
unless the withdrawal is combined with a request to maintain or increase the
Specified Amount. See "POLICY BENEFITS AND RIGHTS--Combined Requests."
Under Option I, which provides for life insurance proceeds equal to the
greater of the Specified Amount or the accumulation value of the Policy at the
date of death multiplied by the corridor percentage provided by the Code, the
Specified Amount will be reduced by the amount of the withdrawal plus the pro-
rata surrender charge. The Specified Amount remaining after a withdrawal may
not be less than $10,000. As a result, Chubb Colonial will not effectuate any
withdrawal that would reduce the Specified Amount below this minimum. If
increases in Specified Amount previously have occurred, a withdrawal will first
reduce the Specified Amount of the most recent increase, then the most recent
increases successively, then the coverage under the original application. If the
life insurance proceeds payable under either death benefit option, both before
and after the withdrawal, is the accumulation value multiplied by the corridor
percentage, a withdrawal generally will result in a reduction in life insurance
proceeds equal to the amount paid upon withdrawal, multiplied by the corridor
percentage then in effect.
Under Option II, which provides for life insurance proceeds equal to the
Specified Amount plus accumulation value, a reduction in accumulation value as
a result of a withdrawal will typically result in a dollar per dollar reduction
in the life insurance proceeds payable under the Policy.
A policyowner may allocate a withdrawal among the General Account and the di-
visions of Separate Account B. If no such allocation is made, a withdrawal will
be allocated among the General Account and the divisions of Separate Account B
in the same proportion that the accumulation value in the General Account, less
any policy debt, and the accumulation value in each division bears to the total
accumulation value of the Policy, less any policy debt, on the date of with-
drawal. See "FEDERAL TAX MATTERS--Policy Proceeds."
Policy Loans. So long as the Policy remains in force, a policyowner may
borrow money from Chubb Colonial at any time after the first policy anniversary
using the Policy as the only security for the loan. Loans have priority over the
claims of any assignee or any other person. Generally, the maximum loan amount
is 90% of the cash value at the end of the valuation period during which the
loan request is received. The maximum amount which may be borrowed at any given
time is the maximum loan amount reduced by any outstanding policy debt.
Proceeds of policy loans ordinarily will be disbursed within seven days from
the Date of Receipt of a request for a loan by Chubb Colonial, although payments
may be postponed under certain circumstances. See "OTHER MATTERS--Postponement
of Payments". Chubb Colonial may, in its discretion, permit loans to be made by
telephone if the proper authorization form is on file with Chubb Colonial. See
"THE POLICY--Telephone Transfers, Loans and Reallocations". So long as the
Policy remains in force, the loan may be repaid in whole or in part without
penalty at any time while the Insured is living.
24
<PAGE>
When a policy loan is made, a portion of the Policy's accumulation value
sufficient to secure the loan will be transferred to the General Account. A
policy loan removes the proceeds from the investment experience of Separate
Account B which will have a permanent effect on the accumulation value and
death benefit even if the loan is repaid. Any loan interest that is due and
unpaid will also be so transferred. Accumulation value equal to policy debt in
the General Account will accrue interest daily at an annual rate of 6%. The
policyowner may allocate a policy loan among the General Account and the
divisions of Separate Account B. If no such allocation is made the loan will be
allocated among the General Account and divisions of Separate Account B in the
same proportion that the accumulation value in the General Account less policy
debt and the accumulation value in each division bears to the total
accumulation value of the Policy, less policy debt, on the date of the loan.
Chubb Colonial will charge interest on any outstanding policy loan. There are
two types of loans available. A Type A loan is charged the same interest rate as
the interest credited to the amount of accumulation value held in the General
Account to secure loans. The amount available at any time for a Type A loan
equals the maximum loan amount less the DEFRA Guideline Single Premium ("DGSP"),
as set forth in the Code, less any outstanding Type A loans. Any other loans are
Type B loans; a Type B loan is charged an interest rate of 8%. It is possible
for one loan request to result in both a Type A and a Type B loan. A request for
a loan will be granted first as a Type A loan, to the extent available, and then
as a Type B loan. Once a policy loan is granted, it remains a Type A or Type B
until it is repaid. Increases in the Specified Amount will affect the
determination of the amount available for a Type A loan; however, decreases in
the Specified Amount will not have any such effect.
Where applicable, loans are subject to conditions and requirements of the
Employee Retirement Income Security Act of 1974 ("ERISA"), as well as the terms
of any retirement plan in connection with which the Policy has been purchased.
The ERISA rules relating to loans are complex and vary depending on the
individual circumstances of each Policy. Employers and policyowners should
consult with qualified advisers before exercising the loan privileges.
Policy debt equals the total of all outstanding policy loans and accrued
interest on policy loans. If policy debt exceeds cash value, Chubb Colonial will
notify the policyowner and any assignee of record. A payment at least equal to
the amount of excess policy debt above the cash value must be made to Chubb
Colonial within 61 days from the date the notice is mailed, otherwise, the
Policy will lapse and terminate without value. The Policy may, however, later be
reinstated, subject to satisfactory proof of insurability and the payment of a
reinstatement premium. See "THE POLICY--Reinstatement".
So long as the Policy remains in force, policy debt may be repaid in whole or
in part at any time during the Insured's life. If there is any existing policy
debt, premium payments in the amount of the Planned Periodic Premium, received
at the Premium Frequency, will be applied as premium. Premium payments in
excess of the Planned Periodic Premium or premium payments received other than
at the Premium Frequency, will first be applied as policy loan repayments, then
as premium when the policy debt is repaid. For policyowners with both Type A
and Type B loans, repayments of the loan will be applied first to Type B loans
and then to Type A loans. Upon repayment, the Policy's accumulation value
securing the repaid portion of the debt in the General Account will be
transferred to the General Account and the divisions of Separate Account B
using the same percentages used to allocate net premiums. A policyowner may
make loan repayments on a pre-authorized check basis. Any outstanding policy
debt is subtracted from life insurance proceeds payable at the Insured's death,
from accumulation value upon surrender, and from cash value payable at
maturity. In the event that the Policy lapses due to insufficient cash value
resulting from loans, the policyowner may be taxed on the total appreciation
under the Policy. In addition, if the policy is surrendered or allowed to
lapse, the policyholder may be taxed on amounts received as loans that are
cancelled in the transaction. See "FEDERAL TAX MATTERS".
OTHER MATTERS
Voting Rights. To the extent required by law, Chubb Colonial will vote the
Funds' shares held in the various divisions of Separate Account B at regular and
special shareholder meetings of the Funds in accordance with instructions
received from persons having voting interests in Separate Account B. If,
however, the 1940 Act or any regulation thereunder should be amended or if the
present interpretation thereof should change and, as a result, Chubb Colonial
determines that it is permissible to vote the Funds' shares in its own right, it
may elect to do so. The number of votes on which each policyowner has the right
to instruct will be determined by dividing the Policy's accumulation value in a
division of Separate Account B by the net asset value per share of the
corresponding Portfolio in which the division invests, or as otherwise required
by law. Fractional shares will be counted. The number of votes on which the
policyowner has the right to instruct will be determined as of the date
coincident with the date established by the Funds for determining
25
<PAGE>
shareholders eligible to vote at the meeting of the Funds. Voting instructions
will be solicited by written communications prior to such meeting in accordance
with procedures established by the Funds. Chubb Colonial will vote the Funds'
shares as to which no instructions are received in proportion to the voting
instructions which are received with respect to all Policies participating in
the Funds in accordance with applicable law. Each person having a voting
interest will receive proxy material, reports and other materials relating to
the Funds. The shares held by Chubb Colonial, including shares for which no
voting instructions have been received, shares held in Separate Account B
representing charges imposed by Chubb Colonial against Separate Account B under
the Policies and shares held by Chubb Colonial that are not otherwise
attributable to Policies, will also be voted by Chubb Colonial in proportion to
instructions received from the owners of variable life insurance policies funded
through Separate Account B. Chubb Colonial reserves the right to vote any or all
such shares at its discretion to the extent consistent with then current
interpretations of the 1940 Act and rules thereunder.
Chubb Colonial may, when required by state insurance regulatory authorities,
disregard voting instructions if the instructions require that shares be voted
so as to cause a change in subclassification or investment objective of the
Funds or disapprove an investment advisory contract of the Funds. In addition,
Chubb Colonial may disregard voting instructions in favor of changes initiated
by a policyowner in the investment policy or the investment adviser of the Funds
if Chubb Colonial reasonably disapproves of such changes. A change would be
disapproved only if the proposed change is contrary to state law or prohibited
by state regulatory authorities or Chubb Colonial determined that the change
would be inconsistent with the investment objectives of Separate Account B or
would result in the purchase of securities for Separate Account B which vary
from the general quality and nature of investments and investment techniques
utilized by other separate accounts created by Chubb Colonial or any affiliate
of Chubb Colonial which have similar investment objectives. In the event that
Chubb Colonial does disregard voting instructions, a summary of that action and
the reason for such actions will be included in the next semi-annual report to
the policyowner.
Additions, Deletions or Substitutions of Investments. Chubb Colonial reserves
the right, subject to compliance with applicable law, to make additions to,
deletions from, or substitutions for the shares held by any division or which
any division may purchase. If shares of the Funds should no longer be available
for investment or if, in the judgment of Chubb Colonial's management, further
investment in shares of the Funds should become inappropriate in view of the
purposes of the Policy, Chubb Colonial may substitute shares of any other
investment company for shares already purchased, or to be purchased in the
future under the Policies. No substitution of securities will take place without
notice to and consent of policyowners and without prior approval of the
Commission, all to the extent required by the 1940 Act. Any surrender due to a
change in the Portfolio's investment policy will incur any applicable surrender
charges.
Each class of the Funds' stock is subject to certain investment restrictions
which may not be changed without the approval of the majority of the holders of
such series. See the accompanying prospectuses for the Funds.
Any action taken by Chubb Colonial, pursuant to this provision, is subject to
the approval of the New York State Insurance Department.
Annual Summary. Each year a summary will be sent to the policyowner which
shows the current accumulation value, cash value, premiums paid and all charges
since the last annual summary as well as the balance of outstanding policy
loans. Chubb Colonial will also send to the policyowner the reports required by
the 1940 Act.
Confirmation. Confirmation notices (or other appropriate notification) will
be mailed promptly at the time of the following transactions:
(1) policy issue;
(2) receipt of premium payments;
(3) initial allocation among divisions on the allocation date;
(4) transfers among divisions;
(5) change of premium allocation;
(6) change between Option I and Option II;
(7) increases or decreases in Specified Amount;
(8) withdrawals;
(9) receipt of loan repayments; and
(10) reinstatements.
26
<PAGE>
Limitation on Right to Contest. Chubb Colonial will not contest or revoke the
insurance coverage provided under the Policy, except for any applied for
increase in Specified Amount, after the Policy has been in force during the
lifetime of the Insured for a period of two years from the Issue Date. This
provision does not apply to any benefits provided by a rider which grants
disability benefits or an added benefit in the event that death results from an
accident. Any increase in the Specified Amount will not be contested after such
increase has been in force during the lifetime of the Insured for two years
following the effective date of the increase.Within the two year period
following an increase in Specified Amount, only statements in the application
for such increase will be subject to contestability.
Misstatements. If the age or sex of the Insured has been misstated in an
application, including a reinstatement application, the amount payable under
the Policy by reason of the death of the Insured will be equal to the sum of
the following:
1. The accumulation value on the date of death less any policy debt; and
2. The death benefit, less the accumulation value on the date of death,
multiplied by the ratio of (a) the cost of insurance actually deducted at
the beginning of the policy month in which the death occurs to (b) the cost
of insurance that should have been deducted at the Insured's true age or
sex.
Suicide. The Policy does not cover the risk of suicide within two years from
the Issue Date or two years from the date of any increase in Specified Amount
with respect to such increase, unless otherwise specified by state law. In the
event of suicide within two years of the Issue Date, the only liability of Chubb
Colonial will be a refund of premiums paid, without interest, less any policy
debt and less any withdrawal. In the event of suicide within two years of an
increase in Specified Amount, the only liability of Chubb Colonial will be a
refund of the cost of insurance for such increase, plus death benefits payable
without regard to suicide, if any.
Beneficiaries. The original beneficiaries and contingent beneficiaries are
designated by the policyowner on the application. If changed, the primary
beneficiary or contingent beneficiary is as shown in the latest change filed
with Chubb Colonial. One or more primary or contingent beneficiaries may be
named in the application. In such case, the proceeds of the Policy will be paid
in equal shares to the survivors in the appropriate beneficiary class unless
requested otherwise by the policyowner.
Postponement of Payments. Payment of any amount upon surrender, withdrawal,
policy loan, or benefits payable at death or maturity may be postponed
whenever: (i) the New York Stock Exchange is closed other than customary week-
end and holiday closings, or trading on the New York Stock Exchange is
restricted as determined by the Commission or (ii) an emergency exists, as
determined by the Commission, as a result of which disposal of securities is
not reasonably practicable or it is not reasonably practicable to determine the
value of net assets in Separate Account B.
Assignment. The Policy can be assigned as collateral security. Chubb Colonial
must be notified in writing if the Policy has been assigned. Each assignment
will be subject to any payments made or action taken by Chubb Colonial prior to
its notification of such assignment. Chubb Colonial is not responsible for the
validity of an assignment. A policyowner's rights and the rights of the
beneficiary may be affected by an assignment. See "Federal Tax Matters."
Illustration of Benefits and Values. After the policy date, the policyowner
may request illustrations of death benefits, accumulation values and cash values
at any time after the policy date. Illustrations will be based on the existing
accumulation value and cash value at the time of the request and both the
maximum and the then current costs of insurance rates. Such illustrations are
currently available to policyowners at no charge. Although Chubb Colonial
reserves the right to assess a charge, no greater than $25 and with advance
notice to policyowners, it has no present intention to do so. See "CHARGES AND
DEDUCTIONS--Administrative Fees."
Non-Participating Policy. The Policy does not share in any surplus
distributions of Chubb Colonial. No dividends are payable with respect to the
Policy.
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<PAGE>
THE GENERAL ACCOUNT
POLICYOWNERS MAY ALLOCATE NET PREMIUMS AND TRANSFER ACCUMULATION VALUE TO THE
GENERAL ACCOUNT. BECAUSE OF EXEMPTIVE AND EXCLUSIONARY PROVISIONS, INTERESTS
IN THE GENERAL ACCOUNT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF
1933 AND THE GENERAL ACCOUNT HAS NOT BEEN REGISTERED AS AN INVESTMENT COMPANY
UNDER THE 1940 ACT. ACCORDINGLY, NEITHER THE GENERAL ACCOUNT NOR ANY INTERESTS
THEREIN ARE SUBJECT TO THE PROVISIONS OF THESE ACTS, AND COLONIAL HAS BEEN
ADVISED THAT THE STAFF OF THE SECURITIES AND EXCHANGE COMMISSION HAS NOT
REVIEWED THE DISCLOSURES IN THIS PROSPECTUS RELATING TO THE GENERAL ACCOUNT.
DISCLOSURES REGARDING THE GENERAL ACCOUNT MAY, HOWEVER, BE SUBJECT TO CERTAIN
GENERALLY APPLICABLE PROVISIONS OF THE FEDERAL SECURITIES LAWS RELATING TO THE
ACCURACY AND COMPLETENESS OF STATEMENTS MADE IN PROSPECTUSES.
General Description. The General Account consists of all assets owned by
Chubb Colonial other than those in Separate Account B and other separate
accounts which may be established by Chubb Colonial. Subject to applicable law,
Chubb Colonial has sole discretion over the investment of the assets of the
General Account.
A policyowner may elect to allocate net premiums to the General Account or
to transfer accumulation value to or from the divisions of Separate Account B
and the General Account. The allocation or transfer of funds to the General
Account does not entitle a policyowner to share in the investment experience
of the General Account. Instead, Chubb Colonial guarantees that accumulation
value in the General Account will accrue interest daily at an effective annual
rate of at least 4 1/2%, independent of the actual investment experience of the
General Account. Chubb Colonial is not obligated to credit interest at any
higher rate, although Chubb Colonial may, in its sole discretion, do so.
If the Date of Receipt of the initial premium is prior to the date Chubb
Colonial either issues the Policy or offers to issue the Policy on a basis other
than as applied for, that initial net premium, less any monthly deductions, will
be credited with interest at the rate currently being credited to the General
Account. This amount will be credited with interest for the period between the
date the premium is received (or the policy date, whichever is later) and the
date Chubb Colonial issues the Policy or the applicant refuses Chubb Colonial's
offer to issue the Policy on a basis other than as applied for. No interest will
be credited for the above period if the initial premium is less than $500. In
those instances when Chubb Colonial declines to issue a Policy, the entire
premium paid will be returned. If the premium is greater than $500, the premium
will be returned with interest. Interest will be credited from the Date of
Receipt to the date the application is rejected. No interest will be credited
for such initial premiums if the Policy issued as applied for is not accepted or
the "free look" is exercised; Chubb Colonial will retain any interest earned.
See "The Policy--Policy "Free Look" ".
The Policy. This Prospectus describes a flexible premium variable life in-
surance policy. Net premiums may be allocated to the General Account or to
Separate Account B or to both. This Prospectus is generally intended to serve
as a disclosure document for the aspects of the Policy involving Separate Ac-
count B. For more information regarding the General Account, see the Policy
itself, or discuss the Policy with your insurance agent.
General Account Benefits. If the policyowner pays the same premiums as
scheduled, allocates all net premiums only to the General Account and makes no
transfers, withdrawals, or policy loans, the minimum amount and duration of
the death benefit will be fixed and guaranteed. The policyowner may select ei-
ther death benefit Option I or II under the Policy and may change the Policy's
Specified Amount subject to satisfactory evidence of insurability, if re-
quired.
General Account Accumulation Value. Net premiums allocated to the General
Account are credited to the Policy. Prior to the allocation date, the initial
net premium is deposited in the General Account, and those net premiums are
credited to the Policy. On the allocation date the initial net premium pay-
ments deposited in the General Account, plus interest earned, will be allo-
cated among the divisions of Separate Account B and the General Account as in-
structed by the policyowner in the application. The accumulation value in the
General Account on the allocation date is equal to the portion of the net pre-
mium payments, plus interest earned, which have been paid and allocated to the
General Account, less the portion of the first monthly deduction allocated to
the General Account.
Chubb Colonial guarantees that interest credited to each policyowner's
accumulation value in the General Account will not be less than an effective
annual rate of at least 4 1/2% per year. Chubb Colonial may, IN ITS SOLE
DISCRETION, credit a higher rate of interest, although it is not obligated to
credit interest in excess of 4 1/2% per year, and might not do so. ANY INTEREST
CREDITED ON THE POLICY'S ACCUMULATION VALUE IN THE GENERAL ACCOUNT IN EXCESS OF
THE GUARANTEED RATE OF 4 1/2% PER YEAR WILL BE DETERMINED IN THE SOLE DISCRETION
OF CHUBB COLONIAL. THE POLICYOWNER ASSUMES THE RISK THAT INTEREST CREDITED MAY
NOT EXCEED THE GUARANTEED MINIMUM RATE OF 4 1/2% PER YEAR. Accumulation value in
the
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<PAGE>
General Account that equals indebtedness will be credited interest daily at
annual rate of 6%. The accumulation value in the General Account will be cal-
culated on each monthly anniversary date of the Policy, or on any other date
with consistent adjustments.
Chubb Colonial guarantees that, at any time prior to the maturity date, the
accumulation value in the General Account will not be less than the amount of
the net premiums allocated or accumulation value transferred to the General Ac-
count, plus interest at the rate of 4 1/2% per year, plus any excess interest
which Chubb Colonial credits and any amounts transferred into the General
Account, less the sum of all charges allocable to the General Account and any
amounts deducted from the General Account in connection with withdrawals or
transfers to Separate Account B.
Determination of Charges. The portion of the monthly deduction attributable
to the General Account will be determined as of the actual monthly anniversary
date, even if the monthly anniversary date does not fall on a valuation date.
Premium Deposit Fund. As a convenience to policyowners, Chubb Colonial permits
policyowners to deposit funds in a premium deposit fund ("PDF"), subject to
the terms and conditions of the appropriate agreement. Funds deposited in the
PDF earn interest at a minimum annual rate of 4%, with interest credited on
each monthly anniversary date. Interest on these funds is not tax deferred and
will be annually reported on Form 1099 to the policyowner. An amount equal to
the Planned Periodic Premium will be transferred on the policy date to pay
premiums on the policy. Policyowners may withdraw all or part of the funds
from the PDF at any time. No commissions are earned or paid until premium
payments are made pursuant to transfers from the PDF.
DISTRIBUTION OF THE POLICY
The Policy will be sold by individuals who, in addition to being licensed as
life insurance agents for Chubb Colonial, are also registered representatives of
Chubb Securities Corporation, the principal underwriter of the policies, or of
broker-dealers who have entered into written sales agreements with the princi-
pal underwriter. Chubb Securities Corporation is a New Hampshire corporation
organized in 1969. Chubb Securities Corporation is registered with the Securi-
ties and Exchange Commission under the Securities and Exchange Act of 1934 as
a broker-dealer and is a member of the National Association of Securities
Dealers, Inc. Commissions can range up to 80% of first year gross premiums and
up to 6% of gross premiums for the second through fifteenth policy years. No
commissions are paid after the fifteenth policy year. These commissions in-
clude amounts paid to agents writing the Policy and district managers.
The Distribution Agreement with Chubb Securities Corporation took effect on
August 31, 1994, and continues until terminated by either party on 60 days no-
tice. Chubb Securities Corporation is not obligated to sell any specified
amount of Policies and may not assign its responsibilities under the Distribu-
tion Agreement.
Chubb Securities Corporation is engaged in the sale and distribution of var-
ious other securities, including other flexible premium variable life poli-
cies. It acts as principal underwriter for other flexible premium variable
life policies and variable annuity contracts issued by Chubb Colonial (and its
affiliated insurance companies), and for Chubb America Fund, Inc. and the Chubb
Investment Funds, Inc. mutual funds. It sells a number of mutual fund shares as
well as shares of other securities and limited partnership interests in both
public and private limited partnerships. Mutual fund shares available for sale
by Chubb Securities Corporation are sold pursuant to non-exclusive selling
agreements with the distributors of the mutual funds.
The Policies may also be sold through other broker-dealers that enter into
agreements with Chubb Securities Corporation for this purpose. Any such bro-
ker-dealers will be registered under the Securities Exchange Act of 1934 and
their representatives selling the Policies will be authorized under applicable
insurance laws and regulations to sell insurance products of this type. It is
not expected that the compensation paid by Chubb Colonial in connection with
such sales will exceed that described above for sales by Chubb Securities
Corpora-tion's registered representatives.
29
<PAGE>
MANAGEMENT OF CHUBB COLONIAL
EXECUTIVE OFFICERS AND DIRECTORS OF CHUBB COLONIAL
DIRECTORS
<TABLE>
<CAPTION>
PRINCIPAL OCCUPATION AND
NAME BUSINESS ADDRESS
- ---- ------------------------
<S> <C>
*Ronald R. Angarella.... Senior Vice President
Chubb Life Insurance Company
(also serves as Senior Vice President of Chubb Colonial
Life Insurance Company)
One Granite Place
Concord, NH 03301
*Frederick H. Condon.... Senior Vice President, General Counsel and Secretary
Chubb Life Insurance Company of America
(also serves as Senior Vice President, General Counsel and
Secretary of Chubb Colonial Life Insurance Company)
One Granite Place
Concord, NH 03301
*Charles C. Cornelio.... Executive Vice President, Chief Administrative Officer, Assistant
Secretary (also serves as Executive Vice President, Chief Administrative
Officer and Assistant Secretary of Chubb Colonial Life Insurance Company)
One Granite Place
Concord, NH 03301
*Dean R. O'Hare......... Chairman and President
The Chubb Corporation
(also serves as Chairman of Chubb Colonial Life Insurance
Company)
15 Mountain View Road
P.O. Box 1615
Warren, NJ 07061-1615
*Theresa M. Stone....... President and Chief Executive Officer
Chubb Life Insurance Company of America
(also serves as President and Chief Executive Officer of Chubb
Colonial Life Insurance Company)
One Granite Place
Concord, NH 03301
*Richard V. Werner...... Executive Vice President and Chief Financial Officer
Chubb Life Insurance Company of America
(also serves as Executive Vice President and Chief Financial
Officer of Chubb Colonial Life Insurance Company)
One Granite Place
Concord, NH 03301
</TABLE>
- -------
* Executive Officer of Chubb Colonial
30
<PAGE>
EXECUTIVE OFFICERS (OTHER THAN DIRECTORS)
<TABLE>
<CAPTION>
NAME POSITION
- ---- --------
<S> <C>
David Fowler............ Vice Chairman
Vincent G. Mace, Jr. ... Senior Vice President and Group Actuary
Michael O'Reilly........ Senior Vice President
Warren L. Reynolds...... Senior Vice President
Paul J. Strong.......... Senior Vice President
John W. Wells........... Senior Vice President
Arthur V. Anderson...... Vice President & Corporate Actuary
Thomas M. Bodrogi....... Vice President
Margaret O. Cain........ Vice President
Rebecca M. Clark........ Vice President
Ronald H. Emery......... Vice President
J. Michael Gannon....... Vice President and Counsel
Ned I. Gerstman......... Vice President
Donald M. Kane.......... Vice President
Patrick A. Lang......... Vice President
Deborah A. Leitch....... Vice President
Sandra M. MacIntyre..... Vice President
Edward C. Mackenzie..... Vice President
Donna L. Metcalf........ Vice President
Thomas E. Murphy, Jr.,
MD..................... Vice President
Kenneth L. Robinson, Jr. Vice President
James M. Sandelli....... Vice President
Russell C. Simpson...... Vice President and Treasurer
James S. Smith.......... Vice President
William A. Spencer...... Vice President
William H. Tate......... Vice President
John A. Thomas.......... Vice President
Ernest J. Tsouros....... Vice President
David G. Underwood, II,
MD..................... Vice President
</TABLE>
31
<PAGE>
STATE REGULATION OF CHUBB COLONIAL
Chubb Colonial Life Insurance Company is governed under the laws of the state
of New Jersey and is subject to regulation by the Insurance Commissioner of New
Jersey. An annual statement is filed with the New Jersey Insurance Commissioner
on or before March 1 of each year covering the operations and reporting on the
financial condition of Chubb Colonial as of December 31 of the preceding year.
Periodically, the Commissioner examines the assets and liabilities of Chubb
Colonial and Separate Account B and verifies their adequacy and a full
examination of Chubb Colonial's operations is conducted by the Commissioner at
least every five years.
In addition, Chubb Colonial is subject to the insurance laws and regulations
of other states within which it is licensed to operate. Generally, the insurance
department of any other state applies the laws of the state of domicile in
determining permissible investments.
FEDERAL TAX MATTERS
Tax Considerations. The following description is a brief summary of some of
the tax rules, primarily related to federal income taxes under the Code, which,
in the opinion of Chubb Colonial, are currently in effect.
Policy Proceeds. The Policy contains provisions not found in traditional life
insurance policies providing only for fixed benefits. However, under the Code,
the Policy should qualify as a life insurance contract for federal income tax
purposes, with the result that all death benefits paid under the Policy will
generally be fully excludable from the gross income of the Policy's beneficiary
for federal income tax purposes. Policyowners should consult with their own tax
advisers in this regard.
The federal income tax treatment of a distribution from the Policy will depend
on whether a Policy is a life insurance policy and also if it is determined to
be a "modified endowment contract," as defined by the Code. Chubb Colonial will
notify a policyowner if the amount of premiums paid in would cause a Policy to
be a modified endowment contract and will allow a refund of the excess premium.
Thus, the policyowner may choose to have the Policy treated as a modified
endowment contract.
A modified endowment contract is a life insurance policy which fails to meet
a "seven-pay" test. In general, a policy will fail the seven-pay test if the
cumulative amount of premiums paid under the policy at any time during the
first seven policy years exceeds a calculated premium level. The calculated
seven-pay premium level is based on a hypothetical policy issued on the same
insured persons and for the same initial death benefit which, under specified
conditions (which include the absence of expense and administrative charges),
would be fully paid for after seven years. Your policy will be treated as a
modified endowment unless the cumulative premiums paid under your policy, at
all times during the first seven policy years, are less than or equal to the
cumulative seven-pay premiums which would have been paid under the hypothetical
policy on or before such times.
Whenever there is a "material change" under a policy, it will generally be
treated as a new contract for purposes of determining whether the policy is a
modified endowment, and subject to a new seven-pay premium period and a new
seven-pay limit. The new seven-pay limit would be determined taking into
account, under a prospective adjustment formula, the Policy Account Value of the
policy at the time of such change. A materially changed policy would be
considered a modified endowment if it failed to satisfy the new seven-pay limit.
A material change could occur as a result of a change in death benefit option,
the selection of additional benefits, the restoration of a terminated policy and
certain other changes.
If the benefits under your policy are reduced, for example, by requesting a
decrease in Face Amount, or in some cases by making partial withdrawals,
terminating additional benefits under a rider, changing the death benefit
option, or as a result of policy termination, the calculated seven-pay premium
level will be redetermined based on the reduced level of benefits and applied
retroactively for purposes of the seven-pay test. If the premiums previously
paid are greater than the recalculated seven-pay premium level limit, the
policy will become a modified endowment. Generally, a life insurance policy
which is received in exchange for a modified endowment or a modified endowment
which terminates and is restored, will also be considered a modified endowment.
If a policy is deemed to be a modified endowment contract, any distribution
from the policy will be taxed in a manner comparable to distributions from
annuities (i.e., on an "income-first" basis); distributions for this purpose
include a loan, pledge, assignment
32
<PAGE>
or partial withdrawal. Any such distributions will be considered taxable income
to the extent accumulated value under the policy exceeds investment in the
policy.
A 10% penalty tax will apply to the taxable portion of such a distribution.
No penalty will apply to distributions (i) to taxpayers 59 1/2 years of age or
older, (ii) in the case of a disability which can be expected to result in
death or to be of indefinite duration or (iii) received as part of a series of
substantially equal periodic payments for the life (or life expectancy) of the
taxpayer or the joint lives (or joint life expectancies) of the taxpayer and
his beneficiary.
To the extent a policy becomes a modified endowment contract, any
distribution, as defined above, which occurs in the policy year it becomes a
modified endowment contract and in any year thereafter will be taxable income to
the policyowner to the extent that accumulation value exceeds investment in the
policy, as described above. Also, any distributions within two years before a
policy becomes a modified endowment contract will also be income taxable to the
policyowner. The Secretary of the Treasury has been authorized to prescribe
rules which would similarly treat other distributions made in anticipation of a
policy becoming a modified endowment contract. For purposes of determining the
amount of any distribution includible in income, all modified endowment contract
policies that fail the above-described tests which are issued by the same
insurer, or its affiliates, to the same policyowner during any calendar year are
treated as one contract. The Secretary of the Treasury is also authorized to
issue regulations in this connection.
In addition to the distribution rules for modified endowment contracts, the
Code and proposed regulations thereunder require that, for policies entered
into on or after October 21, 1988, reasonable mortality and other charges be
used in satisfying the definition of life insurance. The death benefit under a
policy which meets this definition will continue to be excluded from the
beneficiary's gross income. Chubb Colonial believes that the Policies meet this
definition. As long as a Policy does not violate the tests prescribed under the
Code, it will not fail to meet the tests of the Code and the general tax
provisions described herein still apply.
The foregoing summary does not purport to be complete or to cover all
situations, and, as always, there is some degree of uncertainty with respect to
the application of the current tax laws. In addition to the provisions
discussed above, the United States Congress may consider other legislation
which, if enacted, could adversely affect the tax treatment of life insurance
policies. Also, the Treasury Department may amend current regulations or adopt
new regulations with respect to this and other Code provisions. Therefore,
policyowners are advised to consult a tax adviser or attorney for more complete
tax information, specifically regarding the applicability of the Code
provisions to an individual policyowner's situation.
Under normal circumstances, if the Policy is not a modified endowment
contract, loans received under the Policy will be construed as indebtedness of
the policyowner. Policyholders are advised to consult a tax adviser or attorney
regarding the deduction of interest paid on loans.
Even if the Policy is not a modified endowment contract, a partial withdrawal
together with a reduction in death benefits during the first 15 policy years
may create taxable income for the policyowner. The amount of that taxable
income is determined under a complex formula and it may be equal to part or all
of, but not greater than, the income on the contract. A partial withdrawal made
after the first 15 policy years will be taxed on a recovery of premium-first
basis, and will only be subject to federal income tax to the extent such
proceeds exceed the total amount of premiums the policyowner has paid that have
not been previously withdrawn.
If a policyowner makes a partial withdrawal, surrender, loan or exchange of
the Policy, Chubb Colonial may be required to withhold federal income tax from
the portion of the money received by the policyowner that is includible in the
policyowner's federal gross income. A policyowner who is not a corporation may
elect not to have such tax withheld; however, such election must be made before
Chubb Colonial makes the payment. In addition, if a policyowner fails to provide
Chubb Colonial with a correct taxpayer identification number (usually a social
security number) or if the Treasury notifies Chubb Colonial that the taxpayer
identification number which has been provided is not correct, the election not
to have such taxes withheld will not be effective. In any case, a policyowner is
liable for payment of the federal income tax on the taxable portion of money
received, whether or not an election to have federal income tax withheld is
made. If a policyowner elects not to have federal income tax withheld, or if the
amount withheld is insufficient, then the policyowner may be responsible for
payment of estimated tax. A policyowner may also incur penalties under the
estimated tax rules if the withholding and estimated tax payments are
insufficient. Chubb Colonial suggests that policyowners consult with a tax
adviser or attorney as to the tax implications of these matters.
33
<PAGE>
In the event that a Policy is owned by the trustee under a pension or profit
sharing plan, or similar deferred compensation arrangement, the tax
consequences of ownership or receipt of proceeds under the Policy could differ
from those stated herein. However, if ownership of such a Policy is transferred
from the plan to a plan participant (upon termination of employment, for
example), the Policy will be subject to all of the federal tax rules described
above. A Policy owned by a trustee under such a plan may be subject to
restrictions under ERISA and a tax adviser should be consulted regarding any
applicable ERISA requirements.
The Policy may also be used in various arrangements, including nonqualified
deferred compensation or salary continuation plans, split dollar insurance
plans, executive bonus plans and others, where the tax consequences may vary
depending on the particular facts and circumstances of each individual
arrangement. A tax adviser should be consulted regarding the tax attributes of
any particular arrangement where the value of it depends in part on its tax
consequences.
Federal estate and local estate, inheritance and other tax consequences of
ownership or receipt of policy proceeds depend upon the circumstances of each
policyowner and beneficiary.
Current Treasury regulations set standards for diversification of the
investments underlying variable life insurance policies in order for such
policies to be treated as life insurance. Chubb Colonial believes it presently
is in compliance with the diversification requirements as set forth in the
regulations and intends to remain in compliance with such diversification
requirements. If the diversification requirements are not satisfied, the Policy
would not be treated as a life insurance contract. As a consequence to the
policyowner, income earned on a Policy would be taxable to the policyowner for
any calendar quarter in which the diversification requirements were not
satisfied, and for all subsequent calendar quarters.
The Secretary of the Treasury may issue a regulation or a ruling which will
prescribe the circumstances in which a policyowner's control of the investments
of a segregated asset account may cause the policyowner, rather than the
insurance company, to be treated as the owner of the assets of the account. The
regulation or ruling could impose requirements that are not reflected in the
Policy, relating, for example, to such elements of policyowner control as
premium allocation, transfer privileges and investment in a division focusing
on a particular investment sector. Failure to comply with any such regulation
or ruling presumably would cause earnings on a policyowner's interest in
Separate Account B to be includible in the policyowner's gross income in the
year earned. Chubb Colonial, however, has reserved certain rights to alter the
Policy and investment alternatives so as to comply with such regulation or
ruling. Chubb Colonial believes that any such regulation or ruling would apply
prospectively. Since the regulation or ruling has not been issued, there can be
no assurance as to the content of such regulation or ruling or even whether
application of the regulation or ruling will be prospective. For these reasons,
policyowners are urged to consult with their own tax advisers.
In 1996 Congress amended the Code to clarify the tax treatment of accelerated
benefits. Effective January 1, 1997, Section 101(g) of the Code now provides
that accelerated death benefits may be excluded from gross income provided that
certain conditions are met. Chubb believes that the Terminal Illness Accelerated
Benefit Rider meets those conditions. In addition, the legislation clarified
the status of such riders under Section 7702 of the Code, including that the
inclusion or conformance of any rider to the law's requirements does not
constitute a material change for purposes of the definition of life insurance
or modified endowment contracts.
Policyowners are also advised that there is some uncertainty as to whether
the Primary Insured Term Rider will be treated as a "Qualified Additional
Benefit" under Section 7702(f)(5)(A)(iii) of the Code rather than as a death
benefit under the Policy. However, Chubb Colonial believes that this rider, as
structured and implemented by Chubb Colonial, would be considered as part of the
death benefit under the Policy and therefore not give rise to any adverse tax
consequences. The policyowner should consult a tax adviser before adding the
Primary Insured Term Rider to the Policy.
The foregoing summary does not purport to be complete or to cover all
situations, including the possible tax consequences of changes in ownership.
Counsel and other competent advisers should be consulted for more complete
information.
34
<PAGE>
Charge for Chubb Colonial Income Taxes. Chubb Colonial is presently taxed as a
life insurance company under the provisions of the Code. The Code specifically
provides for adjustments in reserves for variable policies, and Chubb Colonial
will include flexible premium life insurance operations in its tax return in
accordance with these rules.
Currently, no charge is made against Separate Account B for Chubb Colonial's
federal income taxes, or provisions for such taxes, that may be attributable to
Separate Account B. Chubb Colonial may charge each division in Separate Account
B for its portion of any income tax charged to Chubb Colonial on the division or
its assets. Under present laws, Chubb Colonial may incur state and local taxes
(in addition to premium taxes) in several states. At present, these taxes are
not significant. If they increase, however, Chubb Colonial may decide to make
charges for such taxes or provisions for such taxes against Separate Account B.
Chubb Colonial would retain any investment earnings on any tax charges
accumulated in a division. Any such charges against Separate Account B or its
divisions could have an adverse effect on the investment experience of such
division.
EMPLOYEE BENEFIT PLANS
Employers and employee organizations should consider, in consultation with
counsel, the impact of Title VII of the Civil Rights Act of 1964 on the
purchase of a Policy in connection with an employment-related insurance or
benefit plan. The United States Supreme Court held, in a 1983 decision, that,
under Title VII, optional annuity benefits under a deferred compensation plan
could not vary on the basis of sex.
LEGAL PROCEEDINGS
There are no legal proceedings to which Separate Account B is a party or to
which the assets of any of the divisions thereof are subject. Chubb Colonial is
not involved in any litigation that is of material importance in relation to its
total assets or that relate to Separate Account B.
EXPERTS
The financial statements of Chubb Colonial as of December 31, 1996 and for the
year then ended, appearing in this Prospectus and Registration Statement have
been audited by Ernst & Young LLP, independent auditors, as set forth in their
report thereon appearing elsewhere herein and in the Registration Statement, and
are included in reliance upon such report given upon the authority of such firm
as experts in accounting and auditing.
Actuarial matters included in this Prospectus have been examined by Michael
J. LeBoeuf, FSA, MAAA as stated in the opinion filed as an exhibit to the
registration statement.
REGISTRATION STATEMENT
A registration statement has been filed with the Securities and Exchange
Commission under the Securities Act of 1933, as amended, with respect to the
Policy offered hereby. This Prospectus does not contain all the information set
forth in the registration statement and the amendments and exhibits to the
registration statement to all of which reference is made for further
information concerning Separate Account B, Chubb Colonial and the Policy offered
hereby. Statements contained in this Prospectus as to the contents of the
Policy and other legal instruments are summaries. For a complete statement of
the terms thereof reference is made to such instruments as filed.
FINANCIAL STATEMENTS
The financial statements of Chubb Colonial which are included in this
Prospectus should be considered only as bearing on the ability of Chubb Colonial
to meet its obligations under the Policy. They should not be considered as
bearing on the investment experience of the assets held in Separate Account B.
In the second quarter of 1996, the Company announced a plan to exit the
group health insurance business. A definitive agreement was reached May 31, 1996
with Healthsource Inc. under which Healthsource acquired the Company's 85%
interest in Chubb Health, Inc. The sale was completed on December 31, 1996. The
Company also discontinued the marketing of traditional group health indemnity
business.
During the fourth quarter of 1996, the Company's parent, The Chubb
Corporation, announced its intention to evaluate its strategic alternatives with
respect to the life insurance companies, including the possible sale or spin-off
of the business. The Chubb Corporation entered into a definitive agreement
dated February 23, 1997 to sell Chubb Life Insurance Company of America and its
subsidiaries, which include Chubb Colonial Life Insurance Company, to Jefferson-
Pilot Corporation for $875,000,000. The sale was effective on April 30, 1997.
No financial statements of Separate Account B are included in this Prospectus
because, as of December 31, 1996, the end of Separate Account B's most recent
fiscal year, Separate Account B had no assets or liabilities and had not yet
commenced operations.
35
<PAGE>
REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS
The Board of Directors
Chubb Colonial Life Insurance Company (Formerly The Colonial Life Insurance
Company of America)
We have audited the accompanying balance sheet of Chubb Colonial Life
Insurance Company as of December 31, 1996, and the related statements of
operations, shareholder's equity, and cash flows for the year 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 audit.
We conducted our audit 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 audit provides 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 Chubb Colonial Life Insurance
Company at December 31, 1996, and the results of its operations and its cash
flows for the year then ended in conformity with generally accepted accounting
principles.
Ernst & Young LLP
Boston, Massachusetts
March 5, 1997
F-1
<PAGE>
CHUBB COLONIAL LIFE INSURANCE COMPANY
BALANCE SHEET
December 31, 1996
(In thousands)
<TABLE>
<S> <C>
ASSETS
Invested assets (Note 3)
Fixed maturities, held-to-maturity, at amortized cost $125,753
Fixed maturities, available-for-sale, at market 375,694
Equity securities, at market 7,140
Short term investments, at cost 7,031
Policy loans 23,993
Mortgage loans on real estate 4,626
--------
Total invested assets 544,237
Accrued investment income 9,286
Uncollected premiums 3,251
Reinsurance recoverable on life and
health policy liabilities 3,825
Deferred policy acquisition costs (Note 4) 28,753
Other assets (Note 5) 13,376
--------
Total assets $602,728
========
LIABILITIES
Policy liabilities
Policy fund balances $115,545
Future policy benefits 216,138
Policy and contract claims 50,618
Premiums paid in advance 1,243
Other policyholders' funds 13,256
--------
396,800
Federal income tax payable (Note 6) 140
Deferred federal income tax (Note 6) 745
Net liabilities of discontinued operations 9,158
Accrued expenses and other liabilities 18,872
--------
Total liabilities 425,715
--------
Commitments and contingent liabilities
(Notes 7 and 12)
SHAREHOLDER'S EQUITY
Common stock--$20 par value, 132,000 shares
authorized, issued and outstanding 2,640
Paid-in capital 26,460
Unrealized appreciation of investments,
net (Note 3) 4,120
Retained earnings 143,793
--------
Total shareholder's equity 177,013
--------
Total liabilities and shareholder's
equity $602,728
========
</TABLE>
See accompanying notes.
F-2
<PAGE>
CHUBB COLONIAL LIFE INSURANCE COMPANY
STATEMENT OF OPERATIONS
Year Ended December 31, 1996
(In thousands)
<TABLE>
<S> <C>
REVENUES
Premiums and policy charges (Note 9) $ 61,401
Net investment income (Note 3) 40,005
Realized investment gains (Note 3) 3,763
--------
Total revenues 105,169
BENEFITS, CLAIMS AND EXPENSES
Policy benefits and claims 68,097
Change in reserves for future policy
benefits (1,368)
--------
66,729
EXPENSES
Commissions and other operating expenses 21,463
Amortization of deferred policy
acquisition costs 2,718
--------
24,181
--------
Total benefits, claims and expenses 90,910
--------
Income from continuing operations
before federal income tax 14,259
Federal income tax (Note 6)
Current 3,709
Deferred 755
--------
4,464
Income from continuing operations 9,795
Discontinued operations (Note 2):
Income from operations, net of tax 315
Estimated loss on disposal, net of tax (12,628)
--------
Loss from discontinued operations (12,313)
--------
Net loss $ (2,518)
========
</TABLE>
See accompanying notes.
F-3
<PAGE>
CHUBB COLONIAL LIFE INSURANCE COMPANY
STATEMENT OF SHAREHOLDER'S EQUITY
Year Ended December 31, 1996
(In thousands)
<TABLE>
<S> <C>
Common stock
Balance, beginning and end of year $ 2,640
--------
Paid-in capital
Balance, beginning and end of year 26,460
--------
Unrealized appreciation (depreciation)
of investments, net
Balance, beginning of year 9,890
Change, net (Note 3) (5,770)
--------
Balance, end of year 4,120
--------
Retained earnings
Balance, beginning of year 150,324
Net loss (2,518)
Dividends paid (4,013)
--------
Balance, end of year 143,793
--------
Total shareholder's equity $177,013
========
</TABLE>
See accompanying notes.
F-4
<PAGE>
CHUBB COLONIAL LIFE INSURANCE COMPANY
STATEMENT OF CASH FLOWS
Year Ended December 31, 1996
(In thousands)
<TABLE>
<S> <C>
OPERATING ACTIVITIES
Net loss $ (2,518)
Adjustments to reconcile net income to
net cash provided by operating activities:
Decrease in future policy benefits,
policy and contract claims and
premiums paid in advance, net (14,560)
Decrease in uncollected premiums 2,407
Increase in policy acquisition costs
deferred, net of amortization (663)
Decrease in accrued investment income 108
Realized investment gains (3,763)
Accretion of investment discounts (290)
Provision for deferred income tax 755
Decrease in federal income tax payable (2,018)
Other, net 7,078
--------
Net cash used in operating activities (13,464)
INVESTING ACTIVITIES
Proceeds from sales of fixed maturities 71,289
Proceeds from maturities of fixed
maturities 53,381
Proceeds from sales of equity securities 18,571
Purchases of fixed maturities (119,513)
Purchases of equity securities (18,518)
Decrease in short term investments, net 2,052
Policy loans issued, net of repayments (887)
Mortgage loans, net 249
Collection of note receivable 26,000
Other, net 28
--------
Net cash provided by investing
activities 32,652
FINANCING ACTIVITIES
Deposits credited to policyholders' funds 20,489
Withdrawals from policyholders' funds (9,853)
Short term debt principal payment (26,000)
Dividends paid (4,013)
Increase in cash overdraft 189
--------
Net cash used in financing activities (19,188)
Increase (decrease) in cash 0
--------
Cash, beginning and end of year (Note 1) $ 0
========
</TABLE>
See accompanying notes
F-5
<PAGE>
CHUBB COLONIAL LIFE INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1996
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF PRESENTATION
The accompanying financial statements have been prepared in accordance with
generally accepted accounting principles (GAAP). Chubb Colonial Life Insurance
Company (the Company), formerly The Colonial Life Insurance Company of America,
is wholly-owned by Chubb Life Insurance Company of America (Chubb Life). Chubb
Life is a wholly-owned subsidiary of The Chubb Corporation (the Parent). On
February 23, 1997, The Chubb Corporation entered into a definitive agreement to
sell Chubb Life and its subsidiaries, including the Company, to Jefferson-Pilot
Corporation. (see Note 13).
The Company is principally engaged in the sale of individual life insurance and
investment products. These products are marketed primarily through personal
producing general agents throughout the United States.
In the second quarter of 1996, the Company adopted a plan to exit the group
insurance business. Accordingly, the group insurance business has been
classified as discontinued operations in the financial statements. (see Note
2).
Affiliates of the Company include Chubb Sovereign Life Insurance Company
(Sovereign) and Chubb America Service Corporation (Chubb Service).
The financial statements reflect estimates and judgments made by management
which affect the reported amounts of assets and liabilities at the date of the
financial statements and the reported amounts of revenues and expenses during
the reporting period. Actual results could differ from those estimates.
RECOGNITION OF REVENUES, BENEFITS, CLAIMS AND EXPENSES:
UNIVERSAL LIFE PRODUCTS
Universal life products include universal life insurance and other interest-
sensitive life insurance policies. Revenues for universal life products consist
of policy charges for the cost of insurance, policy administration and
surrenders that have been assessed against policy account balances during the
period.
Policy fund liabilities for universal life and other interest-sensitive life
insurance policies are computed in accordance with the retrospective deposit
method and represent policy account balances before surrender charges.
Policy claims that are charged to expense include claims incurred in the period
in excess of related policy account balances. Other policy benefits include
interest credited to universal life and other interest-sensitive life insurance
policies. Interest crediting rates ranged from 4% to 6 1/2%.
F-6
<PAGE>
CHUBB COLONIAL LIFE INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
INVESTMENT PRODUCTS
Investment products include structured settlement annuities and other
supplementary contracts without life contingencies. Revenues for investment
products consist of policy charges for the cost of insurance, policy
administration and surrenders that have been assessed against policy account
balances during the period. Deposits for these products are recorded as policy
fund liabilities, which are increased by interest credited to the liabilities
and decreased by withdrawals and administrative charges assessed against the
contract holders. Interest crediting rates ranged from 3 1/2% to 6 3/4%.
TRADITIONAL LIFE INSURANCE PRODUCTS
Traditional life insurance products include those products with fixed and
guaranteed premiums and benefits. Premium revenues for traditional life
insurance are recognized as revenues when due. The liabilities for future
policy benefits are computed by the net level premium method based on estimated
future investment yield, mortality and withdrawal experience. Interest rate
assumptions ranged from 3% to 9%. Mortality is calculated principally on an
experience multiple applied to select and ultimate tables in common usage in the
industry. Estimated withdrawals are determined principally based on industry
tables. Policy benefits and claims are charged to expense as incurred.
ACCIDENT AND HEALTH INSURANCE
Accident and health insurance premiums are earned on a monthly pro rata basis
over the terms of the policies. Benefits include paid claims plus an estimate
for known claims and claims incurred but not reported as of the balance sheet
date.
REINSURANCE
In the ordinary course of business, the Company assumes and cedes reinsurance
with other insurance companies. These arrangements minimize the maximum net
loss potential arising from large risks. Ceded reinsurance contracts do not
relieve the Company from its obligation to policyholders. The Company evaluates
the financial condition of its reinsurers and monitors concentrations of credit
risk arising from similar activities or economic characteristics of the
reinsurers to minimize its exposure to significant losses from reinsurer
insolvencies.
Reinsurance recoverable on life and health policy liabilities represent
estimates of the portion of such liabilities that will be recovered from
reinsurers, determined in a manner consistent with the liabilities associated
with the reinsured policies.
F-7
<PAGE>
CHUBB COLONIAL LIFE INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
DEFERRED POLICY ACQUISITION COSTS
Certain costs of acquiring insurance contracts, principally commissions,
underwriting costs and certain variable field office expenses are deferred.
Deferred policy acquisition costs for universal life and investment contracts
are amortized over the lives of the contracts in relation to the present value
of estimated gross profits expected to be realized. Deferred policy acquisition
costs related to universal life and investment contracts are also adjusted to
reflect the effect that the unrealized gains or losses on investments classified
as available-for-sale would have had on the present value of estimated gross
profits had such gains or losses actually been realized. This adjustment is
excluded from income and charged or credited directly to the unrealized
appreciation or depreciation of the investments component of shareholder's
equity, net of applicable deferred income tax.
Traditional life insurance deferred policy acquisition costs are being amortized
over the premium-payment period of the related policies using assumptions
consistent with those used in computing policy benefit reserves.
INVESTED ASSETS
Short term investments, which have an original maturity of one year or less, are
carried at amortized cost.
Fixed maturities, which include bonds and redeemable preferred stocks, are
purchased to support the investment strategies of the Company. These strategies
are developed based on many factors, including rate of return, maturity, credit
risk, tax considerations and regulatory requirements. Those fixed maturities
which the Company has the ability and intent to hold to maturity are considered
held-to-maturity and carried at amortized cost. Fixed maturities which may be
sold prior to maturity to support the investment strategies of the Company are
considered available-for-sale and carried at market value as of the balance
sheet date.
Equity securities, which include common stocks and non-redeemable preferred
stocks, are carried at market value as of the balance sheet date.
Policy loans are carried at the unpaid balances. Mortgage loans on real estate
are carried at the unpaid balances, adjusted for amortization of premium or
discount.
Realized gains and losses on the sale of investments are determined on the basis
of the cost of the specific investments sold and are credited or charged to
income. Unrealized appreciation or depreciation of investments classified as
available-for-sale, net of the deferred policy acquisition costs adjustment
discussed above and the applicable deferred income tax, is excluded from income
and credited or charged directly to a separate component of shareholder's
equity.
F-8
<PAGE>
CHUBB COLONIAL LIFE INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
PROPERTY AND EQUIPMENT
Property and equipment used in operations are carried at cost less accumulated
depreciation. Depreciation is calculated using the straight-line method over
the estimated useful lives of the assets.
FEDERAL INCOME TAXES
The Company participates in the filing of a consolidated federal income tax
return with Chubb Life. Chubb Life joins in the filing of a consolidated
federal income tax return with its parent. Federal income tax is allocated as
if the Company and Chubb Life filed separate income tax returns.
Deferred income tax assets and liabilities are recognized for the expected
future tax effects attributable to temporary differences between the financial
reporting and tax bases of assets and liabilities, based on enacted tax rates
and other provisions of tax law. Deferred income taxes related to unrealized
appreciation or depreciation of investments classified as available-for-sale are
charged or credited directly to a separate component of shareholder's equity.
FAIR VALUES OF FINANCIAL INSTRUMENTS
Fair values of financial instruments are based on quoted market prices where
available. Fair values of financial instruments for which quoted market prices
are not available are based on estimates using present value or other valuation
techniques. Those techniques are significantly affected by the assumptions
used, including the discount rates and the estimates of future cash flows.
Accordingly, the derived fair value estimates cannot be substantiated by
comparison to independent markets and are not necessarily indicative of the
amounts that could be realized in immediate settlement of the instrument.
Certain financial instruments, particularly insurance contracts, are excluded
from fair value disclosure requirements.
F-9
<PAGE>
CHUBB COLONIAL LIFE INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
The methods and assumptions used to estimate the fair value of certain financial
instruments are as follows:
[ ] Fair values of fixed maturities with active markets are based on quoted
market prices. For fixed maturities that trade in less active markets, fair
values are obtained from independent pricing services. Fair values of fixed
maturities are principally a function of current interest rates. Care should
be used in evaluating the significance of these estimated market values.
[ ] Fair values of equity securities are based on quoted market prices.
[ ] The carrying value of short term investments approximates fair value due to
the short maturities of these investments.
[ ] Fair values of policy loans and mortgage loans are estimated using
discounted cash flow analyses and approximate carrying values.
[ ] The carrying value of short term debt approximates fair value due to the
short maturities of the debt.
The carrying value and fair value of financial instruments at December 31, 1996,
are as follows:
<TABLE>
<CAPTION>
CARRYING FAIR
VALUE VALUE
---------------------
(In thousands)
Assets
Fixed maturities
<S> <C> <C>
Held-to-maturity $125,753 $130,311
Available-for-sale 375,694 375,694
Equity securities 7,140 7,140
Short term investments 7,031 7,031
Policy loans 23,993 23,993
Mortgage loans on real estate 4,626 4,626
</TABLE>
CASH FLOW INFORMATION
In the statement of cash flows, short term investments are not considered to be
cash equivalents. Cash overdrafts included in accrued expenses and other
liabilities were $5,217,000 at December 31, 1996.
F-10
<PAGE>
CHUBB COLONIAL LIFE INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
2. DISCONTINUED OPERATIONS
In the second quarter of 1996, the Company adopted a plan to exit the group
insurance business. Formerly, this business was the Company's group
insurance business segment.
Marketing of traditional group business was discontinued. Due to various
contractual and regulatory requirements, traditional group coverages will be
renewed in certain jurisdictions until an orderly transition to another carrier
or termination of the coverage can occur. It is expected that the exit from
this business will be completed by the end of 1998.
The identifiable assets and liabilities of the group insurance business as of
December 31, 1996 included in the accompanying balance sheet, by the respective
category, were as follows:
<TABLE>
<CAPTION>
(In thousands)
ASSETS
<S> <C>
Uncollected premium $ 3,030
Reinsurance recoverable on life and
health policy liabilities 1,742
Other assets 7,949
-------
$12,721
=======
LIABILITIES
Future policy benefits $ 4,963
Policy and contract claims 49,607
Premiums paid in advance 1,047
Accrued expenses and other
liabilities 4,466
-------
$60,083
=======
</TABLE>
In addition to the assets and liabilities above, sufficient invested assets were
held for the payment of group insurance liabilities. It is not practicable to
determine the specific invested assets associated with those liabilities.
The results of discontinued operations for the three months ended March 31, 1996
and the estimated loss on disposal were as follows:
<TABLE>
<CAPTION>
(In thousands)
<S> <C>
Revenues $ 44,070
Benefits, claims and expenses 43,599
--------
Income from operations before income tax 471
Income tax 156
--------
Income from operations 315
Loss on disposal, net of tax of $6,800 (12,628)
--------
Loss from discontinued operations $(12,313)
========
</TABLE>
F-11
<PAGE>
CHUBB COLONIAL LIFE INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
2. DISCONTINUED OPERATIONS (CONTINUED)
Income before income tax for discontinued operations reflects allocations of
investment income and expenses using allocation methods deemed to be reasonable.
Other acceptable allocation methods could produce different results.
3. INVESTED ASSETS
The sources of net investment income from continuing operations for the year
ended December 31, 1996 were as follows:
<TABLE>
<CAPTION>
(In thousands)
<S> <C>
Fixed maturities $37,144
Equity securities 515
Short term investments 639
Policy loans 1,605
Mortgage loans 500
Other 204
-------
Gross investment income 40,607
Investment expenses 602
-------
Net investment income $40,005
=======
Realized investment gains and losses for the year ended December 31, 1996
were as follows:
(In thousands)
Gross realized investment gains
Fixed maturities $ 2,319
Equity securities 2,664
-------
$ 4,983
=======
Gross realized investment losses
Fixed maturities $ 512
Equity securities 708
-------
$ 1,220
=======
Net realized investment gains
Fixed maturities $ 1,807
Equity securities 1,956
-------
$ 3,763
=======
</TABLE>
Proceeds from sales of fixed maturities considered available-for-sale were
$71,289,000 in 1996. Gross gains of $2,319,000 and gross losses of $512,000
were realized on such sales.
F-12
<PAGE>
CHUBB COLONIAL LIFE INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
3. INVESTED ASSETS (CONTINUED)
The components of net unrealized appreciation (depreciation) of investments
carried at market value as of December 31, 1996 were as follows:
<TABLE>
<CAPTION>
(In thousands)
Equity securities
<S> <C>
Gross unrealized appreciation $ 197
Gross unrealized depreciation 63
-------
134
-------
Fixed maturities
Gross unrealized appreciation 9,697
Gross unrealized depreciation 2,492
-------
7,205
-------
7,339
Deferred policy acquisition costs
adjustment (1,001)
-------
6,338
Deferred tax liability, net 2,218
-------
$ 4,120
=======
</TABLE>
The cost of equity securities was $7,006,000 at December 31, 1996.
The change in unrealized appreciation or depreciation of investments carried at
market value for the year ended December 31, 1996 were as follows:
<TABLE>
<CAPTION>
(In thousands)
<S> <C>
Change in unrealized appreciation of
equity securities $(1,045)
Change in unrealized appreciation of
fixed maturities (8,785)
Change in deferred policy acquisition
costs adjustment 952
-------
(8,878)
Deferred income tax 3,108
-------
$(5,770)
=======
</TABLE>
The unrealized appreciation or depreciation of fixed maturities carried at
amortized cost is not reflected in the financial statements. The change in net
unrealized appreciation of such fixed maturities was a decrease of $4,866,000
for the year ended December 31, 1996.
F-13
<PAGE>
CHUBB COLONIAL LIFE INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
3. INVESTED ASSETS (CONTINUED)
The amortized cost and estimated market value of fixed maturities at December
31, 1996, were as follows:
<TABLE>
<CAPTION>
GROSS GROSS ESTIMATED
AMORTIZED UNREALIZED UNREALIZED MARKET
COST GAINS LOSSES VALUE
--------- ---------- ---------- ---------
<S> <C> <C> <C> <C>
(In thousands)
Held-to-maturity
Taxable
U. S. Government and government
agency and authority obligations $ 4,133 $ 316 $ 4,449
Corporate bonds 65,141 4,989 70,130
Foreign bonds 3,000 422 3,422
Mortgage-backed securities 53,479 42 $1,211 52,310
-------------------------------------------------
Total held-to-maturity 125,753 5,769 1,211 130,311
-------------------------------------------------
Available-for-sale
Taxable
U. S. Government and government
agency and authority obligations 24,106 39 196 23,949
Corporate bonds 198,987 5,794 1,848 202,933
Foreign bonds 29,582 1,467 169 30,880
Mortgage-backed securities 114,405 2,397 190 116,612
Redeemable preferred stocks 1,409 89 1,320
-------------------------------------------------
Total available-for-sale 368,489 9,697 2,492 375,694
-------------------------------------------------
Total fixed maturities $494,242 $15,466 $3,703 $506,005
=================================================
</TABLE>
F-14
<PAGE>
CHUBB COLONIAL LIFE INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
3. INVESTED ASSETS (CONTINUED)
The amortized cost and estimated market value of fixed maturities at December
31, 1996 by contractual maturity were as follows:
<TABLE>
<CAPTION>
HELD-TO-MATURITY AVAILABLE-FOR-SALE
-------------------------------------------
ESTIMATED ESTIMATED
AMORTIZED MARKET AMORTIZED MARKET
COST VALUE COST VALUE
-------------------------------------------
<S> <C> <C> <C> <C>
(In thousands)
Due in one year or less $ 4,999 $ 5,089 $ 1,172 $ 1,176
Due after one year through five years 18,091 19,372 37,944 39,571
Due after five years through ten years 34,453 37,046 98,077 101,263
Due after ten years 14,731 16,494 116,891 117,072
-------------------------------------------
Subtotal 72,274 78,001 254,084 259,082
Mortgage-backed securities 53,479 52,310 114,405 116,612
-------------------------------------------
$125,753 $130,311 $368,489 $375,694
===========================================
</TABLE>
Actual maturities could differ from contractual maturities because borrowers may
have the right to call or prepay obligations with or without call or prepayment
penalties.
4. DEFERRED POLICY ACQUISITION COSTS
Policy acquisition costs deferred and the related amortization charged to income
were as follows:
<TABLE>
<CAPTION>
(In thousands)
<S> <C>
Balance, beginning of year $27,138
Costs deferred during year 3,381
Amortization during year (2,718)
Change in adjustment to reflect the effects of
unrealized depreciation of investments 952
-------
Balance, end of year $28,753
=======
5. PROPERTY AND EQUIPMENT
Property and equipment included in
other assets were as follows:
(In thousands)
Cost $22,897
Less accumulated depreciation 21,145
-------
$ 1,752
=======
</TABLE>
Depreciation expense related to property and equipment was $639,000 for 1996.
F-15
<PAGE>
CHUBB COLONIAL LIFE INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
6. FEDERAL INCOME TAXES
The federal income tax provision for the year ended December 31, 1996 has been
computed using the tax rates and regulations in effect during the year. The
provision for federal income tax gives effect to permanent differences between
financial and taxable income. Accordingly, the effective tax rate is lower than
the statutory federal corporate tax rate. The reasons for the lower effective
tax rate were as follows:
<TABLE>
<CAPTION>
(In thousands)
<S> <C>
Tax at statutory federal income tax
rate (35%) $4,991
Dividends received deduction and tax
exempt income (565)
Other 38
------
Federal income tax expense $4,464
======
</TABLE>
The tax effects of temporary differences that gave rise to deferred income tax
assets and liabilities at December 31, 1996 were as follows:
<TABLE>
<CAPTION>
(In thousands)
<S> <C>
Deferred income tax liabilities:
Deferred policy acquisition costs $ 7,510
Unrealized appreciation on investments 2,569
-------
Total deferred tax liabilities 10,079
Deferred income tax assets:
Future policy benefits 7,034
Other 2,300
-------
Total deferred tax assets 9,334
-------
Net deferred income tax liability $ 745
=======
</TABLE>
Prior to 1984, life insurance companies were allowed certain special deductions
for federal income tax purposes which could become subject to tax at normal
rates under certain circumstances, including distribution to shareholders.
These special deductions were set aside in a Policyholders' Surplus Account.
Under the 1984 Act, no further additions to this account are permitted. At
December 31, 1996, approximately $4,664,000 of untaxed retained earnings
remained. No income taxes have been provided since management does not
anticipate any transaction that would cause this remaining amount to become
taxable. The unrecognized deferred tax related to the Policyholders' Surplus
Account is $1,632,000.
Federal income taxes paid in 1996 were $5,728,000.
F-16
<PAGE>
CHUBB COLONIAL LIFE INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
7. RELATED-PARTY TRANSACTIONS
SERVICE AGREEMENT
The Company entered into an agreement with Chubb Service, whereby Chubb Service
agrees to furnish to the Company, Chubb Life and other affiliated companies,
employee and administrative services and joint operations as may be mutually-
agreed upon. The net reimbursements paid to Chubb Service during 1996 were
$42,983,000. Amounts payable to Chubb Service, included in other liabilities,
at December 31, 1996 were $8,059,000.
The Company participates in the defined benefit noncontributory pension plan of
The Chubb Corporation which covers substantially all employees. Pension costs
allocated to the Company for the year ended December 31, 1996 were $637,000.
The costs were offset by a curtailment gain of $1,322,000 resulting from
workforce reductions.
The Company, with Chubb Life and its affiliates, provides certain other
postretirement benefits, principally health care and life insurance, to retired
employees and their beneficiaries and covered dependents. Substantially all
employees may become eligible for these benefits upon retirement if they meet
minimum age and years of service requirements. Postretirement benefit costs
allocated to the Company for the year ended December 31, 1996 were $578,000.
The costs were offset by a curtailment gain of $648,000 resulting from workforce
reductions.
Substantially all of the Company's employees are eligible to participate in the
stock ownership and incentive plans of The Chubb Corporation. The aggregate
costs associated with the plans were approximately $1,019,000 for the year ended
December 31, 1996.
REINSURANCE
The Company assumes from Chubb Life, under a modified-coinsurance agreement,
premiums and benefits related to interest-sensitive whole life and single
premium whole life contracts. The net reimbursements paid to Chubb Life during
1996 were $9,699,000. At December 31, 1996, the net receivable from Chubb Life
was $196,000.
NOTE RECEIVABLE
The Company has a loan agreement with an affiliate providing a $29,000,000
revolving line of credit. The interest rate was variable and was based on the
Company's cost of short term funds. Interest earned on this loan in 1996 was
$968,000. The outstanding balance was repaid in the fourth quarter of 1996. At
December 31, 1996, the agreement remains in effect.
F-17
<PAGE>
CHUBB COLONIAL LIFE INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
7. RELATED-PARTY TRANSACTIONS (CONTINUED)
MORTGAGE GUARANTEE
The Company entered into an agreement, whereby it guaranteed a $10,000,000 first
mortgage obtained by Chubb Life on December 9, 1985. The first mortgage loan is
secured by a home office building, located at One Granite Place, Concord, NH.
The outstanding balance of the loan at December 31, 1996 was $4,369,000.
8. JOINT MARKETING AGREEMENT
The Company entered into an agreement with a health maintenance organization
(HMO) to jointly create, market and service managed care point-of-service
products in the State of New York. Net reimbursements paid to the HMO during
1996 were $351,000. At December 31, 1996 the net receivable from the HMO was
$7,679,000.
9. REINSURANCE
The Company is involved in both the cession and assumption of reinsurance with
other insurance companies. Risks are reinsured with other companies to permit
the recovery of a portion of the direct losses. The Company's reinsurance
activity is primarily with Chubb Life. The maximum amount of individual life
insurance retained on any one life, including accidental death benefits, is
$1,400,000.
Selected data regarding reinsurance amounts appearing in the financial
statements for 1996 were as follows:
<TABLE>
<CAPTION>
CEDED TO ASSUMED
DIRECT OTHER FROM OTHER NET
AMOUNT COMPANIES COMPANIES AMOUNT
-----------------------------------------
<S> <C> <C> <C> <C>
(In thousands)
Premiums earned and policy charges
for the year:
Life insurance $20,758 $ 199 $38,824 $59,383
Accident and health insurance 2,951 933 2,018
-----------------------------------------
Total premiums and policy charges $23,709 $1,132 $38,824 $61,401
=========================================
</TABLE>
Reinsurance recoveries of the Company which have been deducted from benefits,
claims and expenses in the income statement were $771,000 in 1996.
F-18
<PAGE>
CHUBB COLONIAL LIFE INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
10. DIVIDEND RESTRICTIONS
The Company is required to file annual statements with state insurance
regulatory authorities prepared on an accounting basis prescribed or permitted
by such authorities (statutory basis). GAAP differs in certain respects from
statutory accounting practices.
A comparison of shareholder's equity on a GAAP basis and policyholders' surplus
on a statutory basis as of December 31, 1996 is as follows:
<TABLE>
<CAPTION>
(In thousands)
<S> <C>
GAAP $177,013
Statutory 130,703
A comparison of GAAP and statutory net income for the year ended December 31,
1996 is as follows:
(In thousands)
GAAP $ (2,518)
Statutory 13,106
</TABLE>
The Company may pay dividends from statutory earned surplus as determined in
accordance with accounting practices prescribed or permitted by regulatory
authorities and the State of New Jersey. Dividend distributions exceeding the
greater of 10% of policyholders' surplus or statutory net income during the
preceding year are considered "extraordinary" and are subject to the prior
approval of the State of New Jersey Department of Insurance. The maximum
ordinary dividend distribution that may be made by the Company to Chubb Life
during 1997 is approximately $13,000,000.
11. DEBT AND CREDIT ARRANGEMENTS
The Company borrowed in the short term commercial paper market during 1996.
These notes were issued by Chubb Capital Corporation, a subsidiary of The Chubb
Corporation. The interest rate was variable and was based on Chubb Capital
Corporation's cost of funds. Interest paid on the borrowings in 1996 was
$1,206,000. The outstanding balance was repaid in the fourth quarter of 1996.
At December 31, 1996, the agreement remains in effect with no outstanding
borrowings.
F-19
<PAGE>
CHUBB COLONIAL LIFE INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
12. LITIGATION
The Company is involved in pending or threatened lawsuits arising from the
normal conduct of its insurance business. Several suits have been brought
against the Company seeking both punitive and compensatory damages. Management
is of the opinion that these suits are substantially without merit, that valid
defenses exist, and that such litigation will not have a material effect on the
financial statements.
13. SUBSEQUENT EVENT RELATING TO CHANGE IN OWNERSHIP
The Chubb Corporation entered into a definitive agreement, dated February 23,
1997, to sell Chubb Life and its subsidiaries, including the Company, to
Jefferson-Pilot Corporation for $875,000,000 in cash, subject to various closing
adjustments and other customary conditions. The sale is subject to regulatory
approvals and is expected to be completed by the end of the second quarter of
1997.
F-20
<PAGE>
APPENDIX A
ILLUSTRATIONS OF ACCUMULATION VALUES
CASH VALUES AND DEATH BENEFITS
Following are a series of tables that illustrate how the accumulation
values, cash values and death benefits of a policy change with the investment
performance of the Portfolios. The tables show how the accumulation values,
cash values and death benefits of a Policy issued to an insured of a given age
and given premium would vary over time if the return on the assets held in
each Portfolio were a constant gross, after tax annual rate of 0%, 4%, and
12%. The tables on pages A-2 through A-7 illustrate a Policy issued to a male,
age 40, under a standard rate non-smoker underwriting risk classification. The
accumulation values, cash values and death benefits would be different from
those shown if the returns averaged 0%, 4%, and 12% over a period of years,
but fluctuated above and below those averages for individual policy years.
The amount of the accumulation value exceeds the cash value during the first
ten policy years due to the surrender charge. For policy years eleven and
after, the accumulation value and cash value are equal, since the surrender
charge has been reduced to zero.
The second column shows the accumulation value of the premiums paid at the
stated interest rate. The third and sixth columns illustrate the accumulation
values and the fourth and seventh columns illustrate the cash values of the
Policy over the designated period. The accumulation values shown in the third
column and the cash values shown in the fourth column assume the monthly
charge for cost of insurance is based upon the current cost of insurance rates
as discounted. The current cost of insurance rates are based on the sex, issue
age, policy year, rating class of the Insured, and the Specified Amount of the
Policy. The accumulation values shown in the sixth column and the cash values
shown in the seventh column assume the monthly charge for cost of insurance is
based upon the maximum cost of insurance rates allowable, which are based on
the Commissioner's 1980 Standard Ordinary Mortality Table. The current cost of
insurance rates are different for Specified Amounts below $100,000 and above
$249,999; therefore, the values shown would change for Specified Amounts below
$100,000 and above $249,999. The fifth and eighth columns illustrate the death
benefit of a Policy over the designated period. The illustrations of death
benefits reflect the same assumptions as the accumulation values and cash
values. The death benefit values also vary between tables, depending upon
whether Option I or Option II death benefits are illustrated.
The amounts shown for the death benefit, accumulation values, and cash
values reflect the fact that the net investment return of the divisions of
Separate Account A is lower than the gross return on the assets in the
Portfolios, as a result of expenses paid by the Portfolios and charges levied
against the divisions of Separate Account A.
The policy values shown take into account a daily investment advisory fee
equivalent to the maximum annual rate of .66% of the aggregate average daily
net assets of the Portfolios plus a charge of .17% of the aggregate average
daily net assets to cover estimated expenses to be incurred by the Emerging
Growth Portfolio and actual expenses incurred by the remaining nine Portfolios
for the twelve months ended December 31, 1995. The .66% investment advisory
fee is the average of the individual investment advisory fees of the thirteen
Portfolios. The .17% expense figure is based on a weighted average utilizing
actual average net assets for the Chubb America Fund Portfolio and the
Templeton International Fund and estimated average net assets for the VIP and
VIP II Portfolio A anticipated for the period ending December 31, 1996.
Expenses for the Templeton International Fund, High Income Portfolio, Index
500 Portfolio and Contrafund Portfolio, were provided by the investment
manager for these portfolios and Chubb Colonial has not independently verified
such information. The policy values also take into account a daily charge to
each division of Separate Account A for assuming mortality and expense risks
which is equivalent to a charge at an annual rate of .90% of the average net
assets of the divisions of Separate Account B for policy year one through ten,
and .65% of the average net assets of the divisions of Separate Account B for
policy years eleven and thereafter. After deduction of these amounts, the
illustrated gross investment rates of 0%, 4%, and 12% correspond to approximate
net annual rates of -1.72%, 2.28% and 10.28%, respectively.
The hypothetical values shown in the tables do not reflect any charges for
federal income taxes or other taxes against Separate Account A since Chubb
Colonial is not currently making such charges. However, if, in the future, such
charges are made, the gross annual investment rate of return would have to
exceed the stated investment rates by a sufficient amount to cover the tax
charges in order to produce the accumulation values, cash values and death
benefits illustrated.
The tables illustrate the policy values that would result based on
hypothetical investment rates of return if premiums are paid in full at the
beginning of each year, if all net premiums are allocated to Separate Account
B, and if no policy loans have been made. The values would vary from those
shown if the assumed annual premium payments were paid in installments during
a year. The values would also vary if the policyowner varied the amount or
frequency of premium payments. The tables also assume that the policyowner has
not requested an increase or decrease in Specified Amount, that no withdrawals
have been made and no surrender charges imposed, and that no transfers have
been made and no transfer charges imposed.
Upon request, Chubb Colonial will provide, without charge, a comparable
illustration based upon the proposed insured's age, sex and rating class, the
face amount requested, the proposed frequency and amount of premium payments and
any available riders requested. Existing policyowners may request illustrations
based on existing cash value at the time of request. Chubb Colonial has reserved
the right to charge an administrative fee up to $25 for such illustrations.
A-1
<PAGE>
CHUBB COLONIAL LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY
DEATH BENEFIT OPTION I ASSUMED HYPOTHETICAL GROSS
MALE NON-SMOKER ISSUE AGE 40 ANNUAL RATE OF RETURN:(1) 0% (-1.73% NET)
$100,000 INITIAL SPECIFIED AMOUNT ASSUMED ANNUAL PREMIUM (2): $1,425
<TABLE>
<CAPTION>
PREMIUMS ASSUMING CURRENT COSTS ASSUMING GUARANTEED COSTS
END ACCUMULATED -------------------------------- --------------------------------
OF AT 4% INTEREST ACCUMULATION CASH DEATH ACCUMULATION CASH DEATH
YEAR PER YEAR VALUE(3) VALUE(3) BENEFIT(3) VALUE(3) VALUE(3) BENEFIT(3)
- ---- -------------- ------------ -------- ---------- ------------ -------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
1 1,482 1,079 702 100,000 1,071 694 100,000
2 3,023 2,124 1,747 100,000 2,108 1,732 100,000
3 4,626 3,136 2,760 100,000 3,113 2,736 100,000
4 6,293 4,123 3,746 100,000 4,083 3,706 100,000
5 8,027 5,094 4,718 100,000 5,019 4,643 100,000
6 9,830 6,052 5,738 100,000 5,919 5,605 100,000
7 11,705 6,996 6,745 100,000 6,781 6,530 100,000
8 13,655 7,915 7,727 100,000 7,605 7,417 100,000
9 15,684 8,821 8,695 100,000 8,390 8,265 100,000
10 17,793 9,713 9,650 100,000 9,134 9,071 100,000
11 19,987 10,639 10,639 100,000 9,860 9,861 100,000
12 22,268 11,527 11,527 100,000 10,541 10,541 100,000
13 24,641 12,374 12,374 100,000 11,170 11,171 100,000
14 27,109 13,178 13,178 100,000 11,745 11,745 100,000
15 29,675 13,937 13,937 100,000 12,257 12,257 100,000
16 32,344 14,647 14,647 100,000 12,703 12,703 100,000
17 35,120 15,304 15,304 100,000 13,076 13,076 100,000
18 38,007 15,905 15,905 100,000 13,373 13,373 100,000
19 41,009 16,442 16,442 100,000 13,590 13,590 100,000
20 44,131 16,908 16,908 100,000 13,716 13,716 100,000
21 47,378 17,295 17,295 100,000 13,743 13,743 100,000
22 50,755 17,596 17,596 100,000 13,659 13,659 100,000
23 54,268 17,802 17,802 100,000 13,449 13,449 100,000
24 57,920 17,906 17,906 100,000 13,095 13,095 100,000
25 61,719 17,897 17,897 100,000 12,575 12,575 100,000
30 83,118 15,654 15,654 100,000 6,778 6,778 100,000
35 109,153 7,655 7,655 100,000 0 0 100,000
40 140,828 0 0 100,000 0 0 100,000
</TABLE>
- -------
(1) For policy years 11 and thereafter, the illustrated net annual rate of
return equals -1.48%.
(2) Assumes a $1,425 premium is paid at the beginning of each policy year.
Values would be different if premiums are paid with a different frequency
or in different amounts.
(3) Assumes that no policy loans or withdrawals have been made. Zero values
indicate lapse in the absence of an additional premium payment.
THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL INVESTMENT RATES OF RETURN
MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS,
INCLUDING THE INVESTMENT ALLOCATIONS BY THE OWNER AND DIFFERENT INVESTMENT
RATES OF RETURN FOR THE FUNDS' SERIES. THE ACCUMULATION VALUE, CASH VALUE AND
DEATH BENEFIT FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL
INVESTMENT RATES OF RETURN AVERAGED 0% OVER A PERIOD OF YEARS, BUT FLUCTUATED
ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL POLICY YEARS. NO REPRESENTATION
CAN BE MADE BY CHUBB LIFE, THE SEPARATE ACCOUNT, OR THE FUNDS THAT THIS
ASSUMED INVESTMENT RATE OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR
SUSTAINED OVER ANY PERIOD OF TIME.
A-2
<PAGE>
CHUBB COLONIAL LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY
DEATH BENEFIT OPTION I ASSUMED HYPOTHETICAL GROSS
MALE NON-SMOKER ISSUE AGE 40 ANNUAL RATE OF RETURN:(1) 4% (-2.27% NET)
$100,000 INITIAL SPECIFIED AMOUNT ASSUMED ANNUAL PREMIUM (2): $1,425
<TABLE>
<CAPTION>
PREMIUMS ASSUMING CURRENT COSTS ASSUMING GUARANTEED COSTS
END ACCUMULATED -------------------------------- --------------------------------
OF AT 4% INTEREST ACCUMULATION CASH DEATH ACCUMULATION CASH DEATH
YEAR PER YEAR VALUE(3) VALUE(3) BENEFIT(3) VALUE(3) VALUE(3) BENEFIT(3)
- ---- -------------- ------------ -------- ---------- ------------ -------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
1 1,482 1,128 752 100,000 1,120 743 100,000
2 3,023 2,267 1,891 100,000 2,250 1,874 100,000
3 4,626 3,417 3,041 100,000 3,391 3,015 100,000
4 6,293 4,585 4,208 100,000 4,541 4,165 100,000
5 8,027 5,782 5,406 100,000 5,701 5,324 100,000
6 9,830 7,010 6,697 100,000 6,867 6,554 100,000
7 11,705 8,270 8,019 100,000 8,038 7,788 100,000
8 13,655 9,550 9,362 100,000 9,214 9,026 100,000
9 15,684 10,864 10,738 100,000 10,393 10,268 100,000
10 17,793 12,211 12,148 100,000 11,573 11,511 100,000
11 19,987 13,645 13,645 100,000 12,785 12,785 100,000
12 22,268 15,093 15,093 100,000 13,995 13,995 100,000
13 24,641 16,551 16,551 100,000 15,198 15,198 100,000
14 27,109 18,020 18,020 100,000 16,390 16,390 100,000
15 29,675 19,496 19,496 100,000 17,566 17,566 100,000
16 32,344 20,977 20,977 100,000 18,719 18,719 100,000
17 35,120 22,460 22,460 100,000 19,846 19,846 100,000
18 38,007 23,941 23,941 100,000 20,942 20,942 100,000
19 41,009 25,415 25,415 100,000 22,003 22,003 100,000
20 44,131 26,876 26,876 100,000 23,020 23,020 100,000
21 47,378 28,317 28,317 100,000 23,986 23,986 100,000
22 50,755 29,734 29,734 100,000 24,889 24,889 100,000
23 54,268 31,120 31,120 100,000 25,717 25,717 100,000
24 57,920 32,470 32,470 100,000 26,453 26,453 100,000
25 61,719 33,776 33,776 100,000 27,081 27,081 100,000
30 83,118 39,337 39,337 100,000 27,965 27,965 100,000
35 109,153 42,051 42,051 100,000 21,972 21,972 100,000
40 140,828 38,793 38,793 100,000 0 0 100,000
</TABLE>
(1) For policy years 11 and thereafter, the illustrated net annual rate of
return equals 2.52%.
(2) Assumes a $1,425 premium is paid at the beginning of each policy year.
Values would be different if premiums are paid with a different frequency
or in different amounts.
(3) Assumes that no policy loans or withdrawals have been made. Zero values
indicate lapse in the absence of an additional premium payment.
THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL INVESTMENT RATES OF RETURN
MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS,
INCLUDING THE INVESTMENT ALLOCATIONS BY THE OWNER AND DIFFERENT INVESTMENT
RATES OF RETURN FOR THE FUNDS' SERIES. THE ACCUMULATION VALUE, CASH VALUE AND
DEATH BENEFIT FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL
INVESTMENT RATES OF RETURN AVERAGED 4% OVER A PERIOD OF YEARS, BUT FLUCTUATED
ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL POLICY YEARS. NO REPRESENTATION
CAN BE MADE BY CHUBB LIFE, THE SEPARATE ACCOUNT, OR THE FUNDS THAT THIS
ASSUMED INVESTMENT RATE OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR
SUSTAINED OVER ANY PERIOD OF TIME.
A-3
<PAGE>
CHUBB COLONIAL LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY
DEATH BENEFIT OPTION I ASSUMED HYPOTHETICAL GROSS
MALE NON-SMOKER ISSUE AGE 40 ANNUAL RATE OF RETURN:(1) 12% (10.27% NET)
$100,000 INITIAL SPECIFIED AMOUNT ASSUMED ANNUAL PREMIUM (2): $1,425
<TABLE>
<CAPTION>
PREMIUMS ASSUMING CURRENT COSTS ASSUMING GUARANTEED COSTS
-------------------------------- --------------------------------
END ACCUMULATED
OF AT 5% INTEREST ACCUMULATION CASH DEATH ACCUMULATION CASH DEATH
YEAR PER YEAR VALUE(3) VALUE(3) BENEFIT(3) VALUE(3) VALUE(3) BENEFIT(3)
- ---- -------------- ------------ -------- ---------- ------------ -------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
1 1,496 1,228 851 100,000 1,219 842 100,000
2 3,067 2,566 2,189 100,000 2,547 2,171 100,000
3 4,717 4,027 3,650 100,000 3,997 3,621 100,000
4 6,449 5,630 5,254 100,000 5,580 5,203 100,000
5 8,268 7,403 7,027 100,000 7,309 6,933 100,000
6 10,177 9,364 9,050 100,000 9,198 8,885 100,000
7 12,182 11,532 11,281 100,000 11,263 11,012 100,000
8 14,288 13,918 13,730 100,000 13,521 13,333 100,000
9 16,498 16,557 16,432 100,000 15,994 15,869 100,000
10 18,820 19,475 19,413 100,000 18,701 18,639 100,000
11 21,257 22,772 22,772 100,000 21,720 21,720 100,000
12 23,816 26,401 26,401 100,000 25,037 25,037 100,000
13 26,503 30,398 30,398 100,000 28,683 28,683 100,000
14 29,324 34,802 34,802 100,000 32,695 32,695 100,000
15 32,287 39,660 39,660 100,000 37,114 37,114 100,000
16 35,398 45,022 45,022 100,000 41,985 41,985 100,000
17 38,664 50,946 50,946 100,000 47,365 47,365 100,000
18 42,093 57,498 57,498 100,000 53,317 53,317 100,000
19 45,694 64,753 64,753 100,000 59,916 59,916 100,000
20 49,475 72,797 72,797 100,000 67,247 67,247 100,000
21 53,445 81,717 81,717 106,232(3)(4) 75,406 75,406 100,000
22 57,613 91,549 91,549 117,182(3)(4) 84,470 84,470 108,121(3)(4)
23 61,990 102,376 102,376 128,994(3)(4) 94,445 94,445 119,001(3)(4)
24 66,586 114,301 114,301 141,733(3)(4) 105,417 105,417 130,717(3)(4)
25 71,412 127,435 127,435 155,471(3)(4) 117,486 117,486 143,333(3)(4)
30 99,409 215,772 215,772 250,295(3)(4) 198,284 198,284 230,009(3)(4)
35 135,142 359,128 359,128 384,267(3)(4) 328,749 328,749 351,762(3)(4)
40 180,747 594,119 594,119 623,825(3)(4) 542,118 542,118 569,223(3)(4)
</TABLE>
___________________
(1) For policy years 11 and thereafter, the illustrated net annual rate of
return equals 10.52%.
(2) Assumes a $1,425 premium is paid at the beginning of each policy year.
Values would be different if premiums are paid with a different frequency
or in different amounts.
(3) Assumes that no policy loans or withdrawals have been made. Zero values
indicate lapse in the absence of an additional premium payment.
(4) Increase is due to adjustment by the corridor percentage. See "Death
Benefits".
THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL INVESTMENT RATES OF RETURN
MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS,
INCLUDING THE INVESTMENT ALLOCATIONS BY THE OWNER AND DIFFERENT INVESTMENT
RATES OF RETURN FOR THE FUNDS' SERIES. THE ACCUMULATION VALUE, CASH VALUE AND
DEATH BENEFIT FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL
INVESTMENT RATES OF RETURN AVERAGED 12% OVER A PERIOD OF YEARS, BUT FLUCTUATED
ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL POLICY YEARS. NO REPRESENTATION
CAN BE MADE BY CHUBB LIFE, THE SEPARATE ACCOUNT, OR THE FUNDS THAT THIS
ASSUMED INVESTMENT RATE OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR
SUSTAINED OVER ANY PERIOD OF TIME.
A-4
<PAGE>
CHUBB COLONIAL LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY
DEATH BENEFIT OPTION II ASSUMED HYPOTHETICAL GROSS
MALE NON-SMOKER ISSUE AGE 40 ANNUAL RATE OF RETURN: (1) 0% (-1.73% NET)
$100,000 INITIAL SPECIFIED AMOUNT ASSUMED ANNUAL PREMIUM (2): $1,425
<TABLE>
<CAPTION>
PREMIUMS ASSUMING CURRENT COSTS ASSUMING GUARANTEED COSTS
-------------------------------- --------------------------------
END ACCUMULATED
OF AT 4% INTEREST ACCUMULATION CASH DEATH ACCUMULATION CASH DEATH
YEAR PER YEAR VALUE(3) VALUE(3) BENEFIT(3) VALUE(3) VALUE(3) BENEFIT(3)
- ---- -------------- ------------ -------- ---------- ------------ -------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
1 1,482 1,076 699 101,076 1,068 692 101,068
2 3,023 2,116 1,739 102,116 2,100 1,723 102,100
3 4,626 3,120 2,743 103,120 3,096 2,719 103,096
4 6,293 4,094 3,718 104,094 4,054 3,678 104,054
5 8,027 5,052 4,676 105,052 4,975 4,599 104,975
6 9,830 5,993 5,680 105,993 5,855 5,542 105,855
7 11,705 6,918 6,667 106,918 6,694 6,443 106,694
8 13,655 7,815 7,627 107,815 7,489 7,301 107,489
9 15,684 8,697 8,572 108,697 8,240 8,115 108,240
10 17,793 9,564 9,501 109,564 8,944 8,881 108,944
11 19,987 10,463 10,463 110,463 9,624 9,624 109,624
12 22,268 11,319 11,319 111,319 10,250 10,250 110,250
13 24,641 12,127 12,127 112,127 10,817 10,817 110,817
14 27,109 12,885 12,885 112,885 11,319 11,319 111,319
15 29,675 13,590 13,590 113,590 11,749 11,749 111,749
16 32,344 14,237 14,237 114,237 12,100 12,100 112,100
17 35,120 14,820 14,820 114,820 12,365 12,365 112,365
18 38,007 15,334 15,334 115,334 12,542 12,542 112,542
19 41,009 15,772 15,772 115,772 12,625 12,625 112,625
20 44,131 16,122 16,122 116,122 12,602 12,602 112,602
21 47,378 16,375 16,375 116,375 12,464 12,464 112,464
22 50,755 16,524 16,524 116,524 12,200 12,200 112,200
23 54,268 16,557 16,557 116,557 11,794 11,794 111,794
24 57,920 16,465 16,465 116,465 11,226 11,226 111,226
25 61,719 16,236 16,236 116,236 10,479 10,479 110,479
30 83,118 12,536 12,536 112,536 3,491 3,491 102,491
35 109,153 2,835 2,835 102,835 0 0 100,000
40 140,828 0 0 100,000 0 0 100,000
</TABLE>
_______________
(1) For Policy years 11 and thereafter, the illustrated net annual rate of
return equals-1.48%
(2) Assumes a $1,425 premium is paid at the beginning of each policy year.
Values would be different if premiums are paid with a different frequency or
in different amounts.
(3) Assumes that no policy loans or withdrawals have been made. Zero values
indicate lapse in the absence of an additional premium payment.
THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL INVESTMENT RATES OF RETURN
MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS,
INCLUDING THE INVESTMENT ALLOCATIONS BY THE OWNER AND DIFFERENT INVESTMENT
RATES OF RETURN FOR THE FUNDS' SERIES. THE ACCUMULATION VALUE, CASH VALUE AND
DEATH BENEFIT FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL
INVESTMENT RATES OF RETURN AVERAGED 0% OVER A PERIOD OF YEARS, BUT FLUCTUATED
ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL POLICY YEARS. NO REPRESENTATION
CAN BE MADE BY CHUBB LIFE, THE SEPARATE ACCOUNT, OR THE FUNDS THAT THIS
ASSUMED INVESTMENT RATE OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR
SUSTAINED OVER ANY PERIOD OF TIME.
A-5
<PAGE>
CHUBB COLONIAL LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY
DEATH BENEFIT OPTION II ASSUMED HYPOTHETICAL GROSS
MALE NON-SMOKER ISSUE AGE 40 ANNUAL RATE OF RETURN:(1)4% (2.27% NET)
$100,000 INITIAL SPECIFIED AMOUNT ASSUMED ANNUAL PREMIUM (2): $1,425
<TABLE>
<CAPTION>
PREMIUMS ASSUMING CURRENT COSTS ASSUMING GUARANTEED COSTS
END ACCUMULATED -------------------------------- --------------------------------
OF AT 4% INTEREST ACCUMULATION CASH DEATH ACCUMULATION CASH DEATH
YEAR PER YEAR VALUE(3) VALUE(3) BENEFIT(3) VALUE(3) VALUE(3) BENEFIT(3)
- ---- -------------- ------------ -------- ---------- ------------ -------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
1 1,482 1,125 749 101,125 1,117 741 101,117
2 3,023 2,258 1,882 102,258 2,241 1,865 102,241
3 4,626 3,399 3,022 103,399 3,373 2,997 103,373
4 6,293 4,553 4,176 104,553 4,509 4,133 104,509
5 8,027 5,733 5,357 105,733 5,650 5,274 105,650
6 9,830 6,940 6,626 106,940 6,792 6,478 106,792
7 11,705 8,175 7,924 108,175 7,932 7,681 107,932
8 13,655 9,425 9,237 109,425 9,069 8,881 109,069
9 15,684 10,704 10,579 110,704 10,200 10,075 110,200
10 17,793 12,012 11,949 112,012 11,322 11,259 111,322
11 19,987 13,405 13,405 113,405 12,463 12,463 112,463
12 22,268 14,801 14,801 114,801 13,589 13,589 113,589
13 24,641 16,197 16,197 116,197 14,691 14,691 114,691
14 27,109 17,589 17,589 117,589 15,764 15,764 115,764
15 29,675 18,973 18,973 118,973 16,797 16,797 116,797
16 32,344 20,344 20,344 120,344 17,782 17,782 117,782
17 35,120 21,693 21,693 121,693 18,711 18,711 118,711
18 38,007 23,016 23,016 123,016 19,576 19,576 119,576
19 41,009 24,301 24,301 124,301 20,369 20,369 120,369
20 44,131 25,536 25,536 125,536 21,077 21,077 121,077
21 47,378 26,708 26,708 126,708 21,684 21,684 121,684
22 50,755 27,807 27,807 127,807 22,175 22,175 122,175
23 54,268 28,817 28,817 128,817 22,529 22,529 122,529
24 57,920 29,726 29,726 129,725 22,722 22,722 122,722
25 61,719 30,517 30,517 130,517 22,727 22,727 122,727
30 83,118 31,983 31,983 131,983 19,088 19,088 119,088
35 109,153 26,766 26,766 126,766 5,864 5,864 105,864
40 140,828 9,945 9,945 109,945 0 0 100,000
</TABLE>
- -------
(1) For Policy years 11 and thereafter, the illustrated net annual rate of
return equals 2.52%.
(2) Assumes a $1,425 premium is paid at the beginning of each policy year.
Values would be different if premiums are paid with a different frequency
or in different amounts.
(3) Assumes that no policy loans or withdrawals have been made. Zero values
indicate lapse in the absence of an additional premium payment.
THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL INVESTMENT RATES OF RETURN
MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS,
INCLUDING THE INVESTMENT ALLOCATIONS BY THE OWNER AND DIFFERENT INVESTMENT
RATES OF RETURN FOR THE FUNDS' SERIES. THE ACCUMULATION VALUE, CASH VALUE AND
DEATH BENEFIT FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL
INVESTMENT RATES OF RETURN AVERAGED 4% OVER A PERIOD OF YEARS, BUT FLUCTUATED
ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL POLICY YEARS. NO REPRESENTATION
CAN BE MADE BY CHUBB LIFE, THE SEPARATE ACCOUNT, OR THE FUNDS THAT THIS
ASSUMED INVESTMENT RATE OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR
SUSTAINED OVER ANY PERIOD OF TIME.
A-6
<PAGE>
CHUBB COLONIAL LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY
DEATH BENEFIT OPTION II ASSUMED HYPOTHETICAL GROSS
MALE NON-SMOKER ISSUE AGE 40 ANNUAL RATE OF RETURN:(1) 12% (10.27% NET)
$100,000 INITIAL SPECIFIED AMOUNT ASSUMED ANNUAL PREMIUM (2): $1,425
<TABLE>
<CAPTION>
PREMIUMS ASSUMING CURRENT COSTS ASSUMING GUARANTEED COSTS
END ACCUMULATED -------------------------------- --------------------------------
OF AT 5% INTEREST ACCUMULATION CASH DEATH ACCUMULATION CASH DEATH
YEAR PER YEAR VALUE(3) VALUE(3) BENEFIT(3) VALUE(3) VALUE(3) BENEFIT(3)
- ---- -------------- ------------ -------- ---------- ------------ -------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
1 1,496 1,224 848 101,224 1,215 839 101,215
2 3,067 2,556 2,179 102,556 2,537 2,160 102,537
3 4,717 4,005 3,628 104,005 3,975 3,599 103,975
4 6,449 5,590 5,213 105,590 5,539 5,162 105,539
5 8,268 7,338 6,961 107,338 7,241 6,865 107,241
6 10,177 9,266 8,952 109,266 9,092 8,779 109,092
7 12,182 11,391 11,140 111,391 11,105 10,854 111,105
8 14,288 13,722 13,534 113,722 13,294 13,106 113,294
9 16,498 16,293 16,168 116,293 15,675 15,550 115,675
10 18,820 19,128 19,065 119,128 18,265 18,202 118,265
11 21,257 22,328 22,328 122,328 21,129 21,129 121,129
12 23,816 25,831 25,831 125,831 24,249 24,249 124,249
13 26,503 29,666 29,666 129,666 27,644 27,644 127,644
14 29,324 33,864 33,864 133,864 31,335 31,335 131,335
15 32,287 38,459 38,459 138,459 35,346 35,346 135,346
16 35,398 43,487 43,487 143,487 39,702 39,702 139,702
17 38,664 48,986 48,986 148,986 44,432 44,432 144,432
18 42,093 55,000 55,000 155,000 49,569 49,569 149,569
19 45,694 61,573 61,573 161,573 55,149 55,149 155,149
20 49,475 68,752 68,752 168,752 61,205 61,205 161,205
21 53,445 76,589 75,589 176,589 67,777 67,777 167,777
22 57,613 85,143 85,143 185,143 74,904 74,904 174,904
23 61,990 94,477 94,477 194,477 82,625 82,625 182,625
24 66,586 104,661 104,661 204,661 90,982 90,982 190,982
25 71,412 115,771 115,771 215,771 100,019 100,019 200,019
30 99,409 188,312 188,312 288,312 157,423 157,423 257,423
35 135,142 299,740 299,740 399,740 241,264 241,264 341,264
40 180,747 470,616 470,616 570,616 361,507 361,507 461,507
</TABLE>
- -------
(1) For Policy years 11 and thereafter, the illustrated net annual rate of
return equals 10.52%.
(2) Assumes a $1,425 premium is paid at the beginning of each policy year.
Values would be different if premiums are paid with a different frequency
or in different amounts.
(3) Assumes that no policy loans or withdrawals have been made. Zero values
indicate lapse in the absence of an additional premium payment.
THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL INVESTMENT RATES OF RETURN
MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS,
INCLUDING THE INVESTMENT ALLOCATIONS BY THE OWNER AND DIFFERENT INVESTMENT
RATES OF RETURN FOR THE FUNDS' SERIES. THE ACCUMULATION VALUE, CASH VALUE AND
DEATH BENEFIT FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL
INVESTMENT RATES OF RETURN AVERAGED 12% OVER A PERIOD OF YEARS, BUT FLUCTUATED
ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL POLICY YEARS. NO REPRESENTATION
CAN BE MADE BY CHUBB LIFE, THE SEPARATE ACCOUNT, OR THE FUNDS THAT THIS
ASSUMED INVESTMENT RATE OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR
SUSTAINED OVER ANY PERIOD OF TIME.
A-7
<PAGE>
PART II
UNDERTAKING TO FILE REPORTS
Subject to the terms and conditions of Section 15(d) of the Securities
Exchange Act of 1934, the undersigned registrant hereby undertakes to file with
the Securities and Exchange Commission such supplementary and periodic
information, documents, and reports as may be prescribed by any rule or
regulation of the Commission heretofore, or hereafter duly adopted pursuant to
authority conferred in that section
UNDERTAKING REGARDING INDEMNIFICATION
Insofar as indemnification for liability arising under the Securities Act
of 1933 may be permitted to directors, officers and controlling persons of the
registrant, the registrant has been advised that in 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 expense 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 of controlling person in
connection with the securities being registered, the registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.
REPRESENTATIONS REGARDING FEES AND CHARGES
The 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 Chubb Colonial Life Insurance Company.
CONTENTS OF REGISTRATION STATEMENT
This Registration Statement comprises the following papers and documents:
The cover sheet.
The Prospectus consisting of 58 pages.
The undertaking to file reports.
The undertaking pursuant to Rule 484(b)(1) under the Securities Act of
1933.
The representations regarding fees and charges.
The signatures.
Written consents of the following persons:
(a) Michael J. LeBoeuf, FSA, MAAA, contained in Exhibit 6 below.
(b) Ernst & Young LLP, contained in Exhibit 7 below.
The following exhibits:
1. The following exhibits correspond to those required by paragraph A of the
instructions as to exhibits in Form N-8B-2:
(a) Certified copy of Resolution of Board of Directors of Chubb Colonial
Life Insurance Company, adopted at a meeting held on March 2, 1994 (in lieu
of indenture or trust creating unit investment trust), (incorporated by
reference to Exhibit 1(a) of Effective Amendment No. 2 of the
Registration Statement on Form S-6 of Colonial Separate Account B, filed on
April 22, 1996, Registration No. 33-77496).
(b) Not applicable.
(c)(i) Form of Underwriting Agreement between Chubb Colonial Life
Insurance Company, Chubb Colonial Separate Account B and Chubb Securities
Corporation (incorporated by reference to Exhibit 1(c)(i) of Post-Effective
Amendment No. 2 of the Registration Statement on Form S-6 of Colonial Separate
Account B, filed on April 22, 1996, Registration No. 33-77496).
(ii) Specimen District Manager's Agreement of Chubb Securities
Corporation (incorporated by reference to Exhibit 1(c)(ii) of Post-Effective
Amendment No. 2 of the Registration Statement on Form S-6 of Colonial
Separate Account B, filed on April 22, 1996, Registration No. 33-77496).
(iii) Specimen Sales Representative's Agreement of Chubb Securities
Corporation (incorporated by reference to Exhibit 1(c)(iii) of Post-
Effective Amendment No. 2 of the Registration Statement on Form S-6 of
Colonial Separate Account B, filed on April 22, 1996, Registration No. 33-
77496).
(iv) Schedule of Commissions (incorporated by reference to Exhibit
1(c)(iv) of Post-Effective Amendment No. 2 of the Registration Statement on
Form S-6 of Colonial Separate Account B, filed on April 22, 1996,
Registration No. 33-77496).
(d) Not applicable.
(e)(i) Specimen Policy (incorporated by reference to Exhibit 1(e)(i) of
Post-Effective Amendment No. 2 of the Registration Statement on Form S-6 of
Colonial Separate Account B, filed on April 22, 1996, Registration No. 33-
77496).
(ii) Form of Riders (incorporated by reference to Exhibit 1(e)(ii) of
Post-Effective Amendment No. 2 of the Registration Statement on Form S-6 of
Colonial Separate Account B, filed on April 22, 1996, Registration No. 33-
77496).
(f)(i) Amended and Restated Charter (with all amendments) of Chubb
Colonial Life Insurance Company (incorporated by reference to Exhibit 1(f)(i)
of Post-Effective Amendment No. 2 of the Registration Statement on Form S-6 of
Colonial Separate Account B, filed on April 22, 1996, Registration No. 33-
77496).
(ii) By-Laws of Chubb Colonial Life Insurance Company (incorporated by
reference to Exhibit 1(f)(ii) of Post-Effective Amendment No. 2 of the
Registration Statement on Form S-6 of Colonial Separate Account B, filed on
April 22, 1996, Registration No. 33-77496).
(g) Not applicable.
(h)(i) Fund Distribution Agreement between Chubb America Fund, Inc., and
Chubb Securities Corporation (incorporated by reference to Exhibit 6(b) of
Post-Effective Amendment No. 7 to Form N-1A of Chubb America Fund, Inc.,
filed on April 11, 1990, Registration No. 2-94479).
(ii) Amendment to Fund Distribution Agreement between Chubb America Fund,
Inc. and Chubb Securities Corporation (incorporated by reference to Exhibit
6(a) of Post-Effective Amendment No. 7 to Form N-1A of Chubb America Fund,
Inc., filed on April 11, 1990, Registration No. 2-94479).
(iii) Amended and Restated Investment Management Agreement between Chubb
America Fund, Inc., and Chubb Investment Advisory Corporation (incorporated
by reference to Exhibit 5(a) of Post-Effective Amendment No. 7 to Form N-1A
of Chubb America Fund, Inc., filed on April 11, 1990, Registration No.
2-94479).
(iv) Sub-Investment Management Agreement by, between and among Chubb
America Fund, Inc., Chubb Investment Advisory Corporation and Templeton,
Galbraith & Hansberger Ltd. (incorporated by reference to Exhibit 5(e) of
Post-Effective Amendment No. 11 to Form N-1A of Chubb America Fund, Inc.,
filed April 14, 1993, Registration No. 2-94479).
II-1
<PAGE>
(vii) Sub-Investment Management Agreement by, between and among Chubb
America Fund, Inc., Chubb Investment Advisory Corporation and Van Eck
Associates Corporation (incorporated by reference to Exhibit 5(f) of
Post-Effective Amendment No. 7 to Form N-1A of Chubb America Fund, Inc.,
filed on April 11, 1990, Registration No. 2-94479).
(viii) Sub-Investment Management Agreement by, between and among Chubb
America Fund, Inc., Chubb Investment Advisory Corporation and Chubb
Asset Managers, Inc. (incorporated by reference to Exhibit 5(e) of Post-
Effective Amendment No. 7 to Form N-1A of Chubb America Fund, Inc.,
filed on April 11, 1990, Registration No. 2-94479).
(ix) Sub-Investment Management Agreement among Chubb America Fund,
Inc., Chubb Investment Advisory Corporation and Pioneering Management
Corporation (incorporated by reference to Exhibit 5(g) of Post-Effective
Amendment No. 7 to Form N-1A of Chubb America Fund, Inc., filed on April
11, 1990, Registration No. 2-94479).
(x) Sub-Investment Management Agreement by, between and among Chubb
America Fund, Inc., Chubb Investment Advisory Corporation and Chubb
Asset Managers, Inc. (incorporated by reference to Exhibit 5(h) of Post-
Effective Amendment No. 9 to Form N-1A of Chubb America Fund, Inc.,
filed February 28, 1992, Registration No. 2-94479).
(xi) Custodian Agreement between Chubb America Fund, Inc., and
Citibank, N.A. (incorporated by reference to Exhibit 8 of Post-Effective
Amendment No. 8 to Form N-1A of Chubb America Fund, Inc., filed on
February 21, 1991, Registration No. 2-94479).
(xii) Amendment to the Custodial Services Agreement between Chubb
America Fund, Inc. and Citibank, N.A. (incorporated by reference to
Exhibit 8(b) of Post-Effective Amendment No. 11 to Form N-1A of Chubb
America Fund, Inc. filed on April 14, 1993, Registration No. 2-94479).
(xiii) Amendment No. 2 to Custodial Services Agreement between Chubb
America Fund, Inc. and Citibank, N.A. (incorporated by reference to
Exhibit 8(c) of Post-Effective Amendment No. 11 to Form N-1A of Chubb
America Fund, Inc. filed on April 14, 1993, Registration No. 2-94479).
(xiv) Investment Management Agreement between Chubb America Fund, Inc.
and Chubb Investment Advisory Corporation for the Growth and Income
Portfolio (incorporated by reference to Exhibit 5(i) of Post-Effective
Amendment No. 9 to Form N-1A of Chubb America Fund, Inc. filed on
February 28, 1992, Registration No. 2-94479).
(xv) Investment Management Agreement between Chubb America Fund, Inc.
and Chubb Investment Advisory Corporation for the Capital Growth
Portfolio (incorporated by reference to Exhibit 5(j) of Post-Effective
Amendment No. 9 to Form N-1A of Chubb America Fund, Inc. filed on
February 28, 1992, Registration No. 2-94479).
(xvi) Investment Management Agreement between Chubb America Fund, Inc.
and Chubb Investment Advisory Corporation for the Balanced Portfolio
(incorporated by reference to Exhibit 5(k) of Post-Effective Amendment
No. 9 to Form N-1A of Chubb America Fund, Inc. filed on February 28,
1992, Registration No. 2-94479).
(xvii) Sub-Investment Management Agreement by, between and among Chubb
America Fund, Inc., Chubb Investment Advisory Corporation and Chubb
Asset Managers, Inc. (incorporated by reference to Exhibit 5(l) of Post-
Effective Amendment No. 11 to Form N-1A of Chubb America Fund, Inc.
filed on April 14, 1993, Registration No. 2-94479).
(xviii) Sub-Investment Management Agreement by, between and among
Chubb America Fund, Inc., Chubb Investment Advisory Corporation and
Janus Capital Corporation (incorporated by reference to Exhibit 5(m) of
Post-Effective Amendment No. 11 to Form N-1A of Chubb America Fund, Inc.
filed on April 14, 1993, Registration No. 2-94479).
(xix) Sub-Investment Management Agreement by, between and among Chubb
America Fund, Inc., Chubb Investment Advisory Corporation and Phoenix
Investment Counsel, Inc. (incorporated by reference to Exhibit 5(n) of
Post-Effective Amendment No. 11 to Form N-1A of Chubb America Fund, Inc.
filed on April 14, 1993, Registration No. 2-94479).
(xx) Form of Investment Management Agreement between Chubb America
Fund, Inc. and Chubb Investment Advisory Corporation with respect to the
Emerging Growth Portfolio (incorporated by reference to Exhibit 5(p) of
Post-Effective Amendment No. 12 to Form N-1A of Chubb America Fund, Inc.
filed on February 14, 1995, Registration No. 2-94479).
II-2
<PAGE>
(xxi) Form of Sub-Investment Management Agreement between Chubb
America Fund, Inc., Chubb Investment Advisory Corporation and
Massachusetts Financial Services Company with respect to the Emerging
Growth Portfolio (incorporated by reference to Exhibit 5(q) of Post-
Effective Amendment No. 12 to Form N-1A of Chubb America Fund, Inc.
filed on February 14, 1995, Registration No. 2-94479).
(i) Not Applicable.
(j) Application (to be filed by Amendment).
2.Specimen Policy (same as 1(e)).
3.Opinion and Consent of counsel as to securities being registered.
Incorporated by reference to Exhibit 3 of Post-Effective Amendment No. 3 to the
Registration Statement on Form 5-6 of Colonial Separate Account B, filed on
December 17, 1996, Registration No. 33-77496.
4.Not applicable.
5.Not applicable.
6.Actuarial opinion and consent of Michael J. LeBoeuf, FSA, MAAA.
Incorporated by reference to Exhibit 3 of Post-Effective Amendment No. 3 to the
Registration Statement on Form 5-6 of Colonial Separate Account B, filed on
December 17, 1996, Registration No. 33-77496.
7.Consent of Ernst & Young LLP.
8. Procedures Memorandum, as amended, pursuant to Rule 6e-3(T)(b)(12)(iii)
under the 1940 Act. To be filed by Amendment.
9. Specimen Notice of Right of Withdrawal, pursuant to Rule 6e-
3(T)(b)(13)(viii) (Incorporated by reference to Exhibit 9 of Post-
Effective Amendment No. 2 of the Registration Statement on Form S-6 of
Colonial Separate Account B, filed on April 22, 1996, Registration No. 33-
77496.
10.Representations, description and undertakings regarding mortality and
expense risk charge, pursuant to Rule 6e-3(T)(b)(13)(iii)(F) (Incorporated
by reference to Exhibit 10 of Post-Effective Amendment No. 2 of the
Registration Statement on Form S-6 of Colonial Separate Account B, filed on
April 22, 1996, Registration No. 33-77496.
11. (a) Undertaking to Guarantee Obligations of Principal Underwriters,
pursuant to Rule 6e-3(T)(b)(13)(vi) (Incorporated by reference to Exhibit
11(a) of Post-Effective Amendment No. 2 of the Registration Statement on
Form S-6 of Colonial Separate Account B, filed on April 22, 1996,
Registration No. 33-77496.
(b) Statement of Chubb Colonial Life Insurance Company pursuant to Rule
27d-2 under the Investment Company Act of 1940 (Incorporated by reference
to Exhibit 11(b) of Post-Effective Amendment No. 2 of the Registration
Statement on Form S-6 of Colonial Separate Account B, filed on April 22,
1996, Registration No. 33-77496.
12. Form of Reinsurance Agreement (Incorporated by reference to Exhibit 12 of
Post-Effective Amendment No. 2 of the Registration Statement on Form S-6
of Colonial Separate Account B, filed on April 22, 1996, Registration No.
33-77496.
13. Not Applicable.
14. Powers of Attorney (Incorporated by reference to Exhibit 14 of Post-
Effective Amendment No. 2 of the Registration Statement on Form S-6 of
Colonial Separate Account B, filed on April 22, 1996, Registration No. 33-
77496.
- -------
II-3
<PAGE>
SIGNATURES
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES ACT OF 1933, CHUBB COLONIAL
LIFE INSURANCE COMPANY CERTIFIES THAT IT MEETS THE REQUIREMENTS OF SECURITIES
ACT RULE 485(B) FOR EFFECTIVENESS OF THIS POST-EFFECTIVE AMENDMENT NO. 4 TO THE
REGISTRATION STATEMENT AND HAS DULY CAUSED THIS POST-EFFECTIVE AMENDMENT NO. 4
TO THE REGISTRATION STATEMENT TO BE SIGNED ON ITS BEHALF BY THE UNDERSIGNED
THEREUNTO DULY AUTHORIZED, AND ITS SEAL TO BE HEREUNTO AFFIXED AND ATTESTED,
ALL IN CONCORD, NEW HAMPSHIRE ON THE 2ND DAY OF MAY, 1997.
Chubb Colonial Life Insurance Company
(Seal) /s/ Frederick H. Condon
By:
--------------------------------------
FREDERICK H. CONDON
Title: Senior Vice President, General
Counsel and Secretary
--------------------------------------
Attest:
/s/ Charles C. Cornelio
_________________________________
CHARLES C. CORNELIO, EXECUTIVE VICE PRESIDENT,
CHIEF ADMINISTRATIVE OFFICER,
ASSISTANT SECRETARY
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES ACT OF 1933, THIS REGISTRATION
STATEMENT HAS BEEN SIGNED BELOW BY THE FOLLOWING PERSONS IN THE CAPACITIES AND
ON THE DATE INDICATED.
SIGNATURES TITLE
* Director,and
- --------------------------------- Senior Vice
RONALD R. ANGARELLA President
/s/ Frederick H. Condon Director, Senior
- --------------------------------- Vice President,
FREDERICK H. CONDON General Counsel
and Secretary
* Director,
- --------------------------------- Executive Vice
CHARLES C. CORNELIO President, Chief
Administrative
Officer and
Assistant Secretary
II-4
<PAGE>
SIGNATURES TITLE
* Director and
- ---------------------------------- Chairman
DEAN R. O'HARE
* Director,
- ---------------------------------- President and
THERESA M. STONE Chief Executive
Officer
* Executive Vice
- ---------------------------------- President, Chief
RICHARD V. WERNER Financial
Officer, and
Director
*By: /s/ Frederick H. Condon
------------------------------
FREDERICK H. CONDON
Frederick H. Condon, Attorney-in-Fact, executed on the 2nd day of December,
1996, pursuant to Powers of Attorney filed as Exhibit 14 to Post-Effective
Amendment No.3 of the Registration Statement on Form S-6, incorporated herein by
reference.
II-5
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7. Consent of Ernst & Young LLP........................
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*In original only
<PAGE>
CONSENT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS
We consent to the reference to our firm under the caption "Experts" and to the
use of our report dated March 5, 1997 for Chubb Colonial Life Insurance
Company (formerly "The Colonial Life Insurance Company of America") in Post-
Effective Amendment No. 4 to the Registration Statement (Form S-6 No. 33-77496)
and related Prospectus for the registration of units of interest in the Colonial
Separate Account B under individual flexible premium variable life insurance
policies offered by Chubb Colonial Life Insurance Company.
ERNST & YOUNG LLP
Boston, Massachusetts
May 6, 1997
