<PAGE>
As filed with the Securities and Exchange File No. 33-59749
Commission on December 13, 2000 File No. 811-8582
-------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-4
-------------------------------------------------------------------------------
POST-EFFECTIVE AMENDMENT NO.12 TO
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
and Amendment to
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
-------------------------------------------------------------------------------
Variable Annuity Account I of Aetna Insurance Company of America
Aetna Insurance Company of America
5100 West Lemon Street, Suite 213, Tampa, Florida 33609
Depositor's Telephone Number, including Area Code (860) 273-4686
Julie E. Rockmore, Counsel
Aetna Insurance Company of America
151 Farmington Avenue, TS31, Hartford, Connecticut 06156
(NAME AND ADDRESS OF AGENT FOR SERVICE)
-------------------------------------------------------------------------------
It is proposed that this filing will become effective:
immediately upon filing pursuant to paragraph (b) of Rule 485
--------
X on December 14, 2000 pursuant to paragraph (b) of Rule 485
--------
<PAGE>
VARIABLE ANNUITY ACCOUNT I
CROSS REFERENCE SHEET
<TABLE>
<CAPTION>
LOCATION - PROSPECTUS DATED
MAY 1, 2000, AS AMENDED BY
FORM N-4 TWO SUPPLEMENTS EACH DATED
ITEM NO. PART A (PROSPECTUS) DECEMBER 14, 2000
<S> <C> <C>
1 Cover Page........................................... Cover Page
2 Definitions.......................................... Not Applicable
3 Synopsis............................................. Contract Overview; Fee Table
4 Condensed Financial Information...................... Condensed Financial Information; Appendix
IV - Condensed Financial Information
5 General Description of Registrant, Depositor, and
Portfolio Companies.................................. Other Topics - The Company, as amended;
Variable Annuity Account I; Appendix III -
Description of Underlying Funds
6 Deductions and Expenses.............................. Fee Table, Fees
7 General Description of Variable Annuity
Contracts............................................ Contract Overview; Other Topics
8 Annuity Period....................................... The Income Phase
9 Death Benefit........................................ Death Benefit
10 Purchases and Contract Value......................... Purchase and Rights; Your Account Value
11 Redemptions.......................................... Right to Cancel; Systematic Distribution
Options, as amended
12 Taxes................................................ Taxation
13 Legal Proceedings.................................... Other Topics - Legal Matters and
Proceedings
</TABLE>
2
<PAGE>
<TABLE>
<CAPTION>
FORM N-4 LOCATION - PROSPECTUS DATED
ITEM NO. PART A (PROSPECTUS) MAY 1, 2000, AS AMENDED BY
TWO SUPPLEMENTS EACH DATED
DECEMBER 14, 2000
<S> <C> <C>
14 Table of Contents of the Statement of Additional
Information.......................................... Contents of the Statement of Additional
Information
</TABLE>
3
<PAGE>
<TABLE>
<CAPTION>
LOCATION - STATEMENT OF
ADDITIONAL INFORMATION
DATED MAY 1, 2000, AS
FORM N-4 PART B (STATEMENT OF AMENDED BY SUPPLEMENT
ITEM NO. ADDITIONAL INFORMATION) DATED DECEMBER 14, 2000
<S> <C> <C>
15 Cover Page......................................... Cover page
16 Table of Contents.................................. Table of Contents
17 General Information and History.................... General Information and History, as
amended
18 Services........................................... General Information and History, as
amended; Independent Auditors
19 Purchase of Securities Being Offered............... Offering and Purchase of Contracts, as
amended
20 Underwriters....................................... Offering and Purchase of Contracts, as
amended
21 Calculation of Performance Data.................... Performance Data; Average Annual
Total Return Quotations
22 Annuity Payments................................... Income Phase Payments
23 Financial Statements............................... Financial Statements
</TABLE>
PART C (OTHER INFORMATION)
Information required to be included in Part C is set forth under the
appropriate item, so numbered, in Part C to this Registration Statement.
4
<PAGE>
PARTS A AND B
The Prospectus and the Statement of Additional Information each dated May 1,
2000, as amended, are incorporated into Parts A and B, respectively, of this
Post-Effective Amendment No. 12 by reference to Post-Effective Amendment No.
11 to Registration Statement on Form N-4 as filed on April 18, 2000 (File No.
33-59749) and by reference to Registrant's filing under Rule 497(e), as filed
on August 21, 2000 (File No. 33-59749).
Two Supplements each dated December 14, 2000, to the Prospectus and one
Supplement dated December 14, 2000 to the Statement of Additional
Information are included in Parts A and B, respectively, of this
Post-Effective Amendment.
5
<PAGE>
VARIABLE ANNUITY ACCOUNT I
AETNA INSURANCE COMPANY OF AMERICA
SUPPLEMENT DATED DECEMBER 14, 2000 TO PROSPECTUS DATED MAY 1, 2000,
AS AMENDED BY SUPPLEMENTS DATED AUGUST 21, 2000 AND DECEMBER 14, 2000
The information in this supplement updates and amends certain information
contained in the prospectus dated May 1, 2000. You should read this supplement
along with the prospectus.
- The following information updates and replaces the "Systematic Distribution
Options Availability" paragraph on page 27 of the prospectus:
SYSTEMATIC DISTRIBUTION OPTION AVAILABILITY. Withdrawals under a systematic
distribution option are limited to your free withdrawal amount. See
"Fees--Early Withdrawal Charge--Free Withdrawals." If allowed by applicable
law, we may discontinue the availability of one or more of the systematic
distribution options for new elections at any time and/or to change the terms
of future elections.
X.59749-00 December 2000
<PAGE>
AETNA LIFE INSURANCE AND ANNUITY COMPANY
VARIABLE ANNUITY ACCOUNT B
VARIABLE ANNUITY ACCOUNT C
VARIABLE ANNUITY ACCOUNT G
AETNA INSURANCE COMPANY OF AMERICA
VARIABLE ANNUITY ACCOUNT I
SUPPLEMENT DATED DECEMBER 14, 2000
The information in this Supplement updates and amends certain information
contained in the Prospectuses, Statements of Additional Information and Contract
Prospectus Summaries and replaces the Supplement dated August 21, 2000. You
should read this Supplement along with the applicable Prospectus, Statement of
Additional Information and Contract Prospectus Summary.
Effective November 17, 2000, Aetna Life Insurance and Annuity Company's
("ALIAC") broker-dealer subsidiary, Aetna Investment Services, Inc. (which was
subsequently converted to Aetna Investment Services, LLC ("AIS"), became the
principal underwriter for the securities sold under the prospectus. AIS, a
Delaware limited liability company, is registered as a broker-dealer with the
Securities and Exchange Commission. AIS is also a member of the National
Association of Securities Dealers, Inc. and the Securities Investor Protection
Corporation. AIS' principal office is located at 151 Farmington Avenue,
Hartford, Connecticut 06156. ALIAC is no longer a registered broker-dealer.
On December 13, 2000, ALIAC and Aetna Insurance Company of America ("AICA")
became indirect wholly-owned subsidiaries of ING Groep N.V. ("ING"). ING is a
global financial institution active in the fields of insurance, banking and
asset management. The terms of your contract will not be affected by this change
in ownership. In the future, you may begin to see the use of the ING lion logo
on our printed materials.
X.ING-00A December 2000
COO-1128-009
<PAGE>
VARIABLE ANNUITY ACCOUNT I
PART C - OTHER INFORMATION
ITEM 24. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements:
(1) Included in Part A:
Condensed Financial Information
(2) Included in Part B:
Financial Statements of Variable Annuity Account I:
- Statement of Assets and Liabilities as of December 31, 1999
- Statements of Operations for the year ended December 31, 1999
- Changes in Net Assets for the years ended December 31, 1999 and
December 31, 1998
- Condensed Financial Information for the year ended
December 31, 1999
- Notes to Financial Statements
- Independent Auditors' Report
Financial Statements of Depositor:
- Independent Auditors' Report
- Statements of Income for the years ended December 31, 1999, 1998
and 1997
- Balance Sheets for the years ended December 31, 1999 and 1998
- Statements of Changes in Shareholder's Equity for the years
ended December 31, 1999, 1998 and 1997
- Statements of Cash Flows for the years ended December 31, 1999,
1998 and 1997
- Notes to Financial Statements
(b) Exhibits
(1) Resolution of the Board of Directors of Aetna Insurance Company of
America establishing Variable Annuity Account I(1)
(2) Not Applicable
(3.1) Selling Agreement(1)
(3.2) Underwriting Agreement dated November 17, 2000 between Aetna
Insurance Company of America and Aetna Investment Services, LLC(2)
(4.1) Variable Annuity Contract (G-MP2(5/97))(3)
(4.2) Variable Annuity Contract Certificate (MP2CERT(5/97))(3)
(4.3) Variable Annuity Contract (IMP2(5/97))(3)
(4.4) Variable Annuity Contract (G2-CDA-94(IR))(1)
6
<PAGE>
(4.5) Variable Annuity Contract (G2-CDA-94(NQ))(1)
(4.6) Variable Annuity Contract (G-MP2(5/96))(4)
(4.7) Certificate of Group Annuity Coverage (MP2CERT(5/96))(4)
(4.8) Endorsement (MP2NQEND(4/95))(5)
(4.9) Endorsement (MP2NQCERTEND(4/95))(5)
(4.10) Endorsement (MP2IREND(4/95))(5)
(4.11) Endorsement (MP2END(9/97)) to Contract G-MP2(5/96) and
Certificate MP2CERT(5/96)(3)
(4.12) Endorsement (IMP2END(9/97)) to Contract G-MP2(5/96) and Certificate
MP2CERT(5/96)(3)
(5) Variable Annuity Contract Application(1)
(6.1) Articles of Incorporation of Aetna Insurance Company of America
dated November 15, 1999 and filed with the Secretary of State of
Florida on January 5, 2000(6)
(6.2) Amendment to Articles of Incorporation of Aetna Insurance
Company of America dated July 18, 2000 and filed with the
Secretary of State of Florida on August 21, 2000(2)
(6.3) By-laws of Aetna Insurance Company of America(6)
(7) Not Applicable
(8.1) Fund Participation Agreement between Aetna Insurance Company
of America, Aetna Variable Fund, Aetna Variable Encore Fund,
Aetna, Income Shares, Aetna Balanced VP, Inc., Aetna GET Fund,
on behalf of each of its series, Aetna Generation Portfolios,
Inc., on behalf of each of its series, and Aetna Variable
Portfolios, Inc., on behalf of each of its series and Aeltus
Investment Management dated as of May 1, 1998(7)
(8.2) Amendment No. 1 dated as of May 1, 2000 to Fund Participation
Agreement between Aetna Insurance Company of America, Aetna
Variable Fund, Aetna Variable Encore Fund, Aetna Income
Shares, Aetna Balanced VP, Inc., Aetna GET Fund, on behalf of
each of its series, Aetna Generation Portfolios, Inc., on
behalf of each of its series, and Aetna Variable Portfolios,
Inc., on behalf of each of its series and Aeltus Investment
Management dated as of May 1, 1998(7)
(8.3) Service Agreement between Aeltus Investment Management, Inc. and
Aetna Insurance Company of America dated May 1, 1998(7)
(8.4) First Amendment dated as of May 1, 2000 to Service Agreement
between Aeltus Investment Management, Inc. and Aetna Insurance
Company of America dated May 1, 1998(7)
(8.5) Fund Participation Agreement among Aetna Insurance Company of
America, Alger American Fund and Fred Alger Management, Inc. dated
August 30, 1995(8)
(8.6) Fund Participation Agreement among Calvert Responsibly Invested
Balanced Portfolio, Calvert Asset Management Company, Inc. and
Aetna Insurance Company of America dated December 1, 1997(9)
7
<PAGE>
(8.7) Service Agreement between Calvert Asset Management Company, Inc.
and Aetna Insurance Company of America dated December 1, 1997(9)
(8.8) Fund Participation Agreement by and among Insurance Management
Series, Federated Advisers and Aetna Insurance Company of America
dated July 1, 1994(10)
(8.9) Fund Participation Agreement among Aetna Insurance Company of
America, Variable Insurance Products Fund and Fidelity Distributors
Corporation dated October 20, 1995(8)
(8.10) First Amendment dated as of May 1, 1997 to Fund Participation
Agreement among Aetna Insurance Company of America, Variable
Insurance Products Fund and Fidelity Distributors Corporation
dated October 20, 1995(7)
(8.11) Fund Participation Agreement among Aetna Insurance Company of
America, Variable Insurance Products Fund II and Fidelity
Distributors Corporation dated October 20, 1995(8)
(8.12) First Amendment dated as of May 1, 1997 to Fund Participation
Agreement among Aetna Insurance Company of America, Variable
Insurance Products Fund II and Fidelity Distributors
Corporation dated October 20, 1995(7)
(8.13) Service Agreement between Aetna Insurance Company of America and
Fidelity Investments Institutional Operations Company dated as of
November 1, 1995(4)
(8.14) Amendment dated January 1, 1997 to Service Agreement between Aetna
Insurance Company of America and Fidelity Investments Institutional
Operations Company dated as of November 1, 1995(2)
(8.15) Amendment dated as of July 1, 2000 to Service Agreement between
Aetna Insurance Company of America and Fidelity Investments
Institutional Operations Company dated as of November 1, 1995
and amended on January 1, 1997(2)
(8.16) Fund Participation Agreement among Janus Capital Corporation,
Aetna Insurance Company of America and Janus Aspen Series dated
December 8, 1997(11)
(8.17) Amendment to Fund Participation Agreement made as of October
12, 1998 to Fund Participation Agreement among Janus Capital
Corporation, Aetna Insurance Company of America and Janus
Aspen Series dated December 8, 1997(11)
(8.18) Amendment dated August 1, 2000 to Fund Participation Agreement
among Janus Capital Corporation, Aetna Insurance Company of
America and Janus Aspen Series dated December 8, 1997(2)
(8.19) Service Agreement between Janus Capital Corporation and Aetna
Insurance Company of America dated as of December 8, 1997(11)
(8.20) First Amendment dated August 1, 2000 to Service Agreement
between Janus Capital Corporation and Aetna Insurance Company
of America dated as of December 8, 1997(2)
(8.21) Distribution and Shareholder to Service Agreement between Janus
Distributors, Inc. and Aetna Insurance Company of America dated as
of August 1, 2000(2)
(8.22) Fund Participation Agreement among Aetna Insurance Company of
America and Lexington Natural Resources Trust and Lexington
Management Corporation dated September 1, 1995(8)
(8.23) Fund Participation Agreement among Aetna Insurance Company of
America, Lexington Emerging Markets Fund, Inc. and Lexington
Management Corporation dated September 1, 1995(8)
(8.24) Fund Participation Agreement among MFS Variable Insurance Trust,
Aetna Insurance Company of America and Massachusetts Financial
Services Company dated April 30, 1996(8)
8
<PAGE>
(8.25) First Amendment dated September 3, 1996 to Fund Participation
Agreement among MFS Variable Insurance Trust, Aetna Insurance
Company of America and Massachusetts Financial Services
Company dated April 30, 1996(12)
(8.26) Second Amendment dated as of May 1, 1998 to Fund Participation
Agreement among MFS Variable Insurance Trust, Aetna Insurance
Company of America and Massachusetts Financial Services
Company dated April 30, 1996 and amended on September 3, 1996(7)
(8.27) Third Amendment effective July 1, 1999 to Fund Participation
Agreement among MFS Variable Insurance Trust, Aetna Insurance
Company of America and Massachusetts Financial Services
Company dated April 30, 1996 and amended on September 3, 1996
and May 1, 1998(7)
(8.28) Fund Participation Agreement between Aetna Insurance Company of
America, Oppenheimer Variable Account Funds and Oppenheimer Fund,
Inc. dated April 1, 1997(3)
(8.29) Service Agreement between Aetna Insurance Company of America and
Oppenheimer Funds, Inc. dated April 1, 1997(3)
(8.30) Fund Participation Agreement among Aetna Insurance Company of
America, TCI Portfolios, Inc. and Investors Research Corporation
dated October 9, 1995(8)
(8.31) Administrative Service Agreement between Aetna Insurance Company
of America and Agency, Inc.(8)
(9) Opinion and Consent of Counsel
(10) Consent of Independent Auditors
(11) Not applicable
(12) Not applicable
(13) Schedule for Computation of Performance Data(4)
(14.1) Powers of Attorney(13)
(14.2) Certificate of Resolution Authorizing Signatures(1)
9
<PAGE>
1. Incorporated by reference to Registration Statement on Form N-4 (File No.
33-59749), as filed on June 1, 1995.
2. Incorporated by reference to Post-Effective Amendment No. 2 to Registration
Statement on Form N-4 (File No. 333-87131), as filed on December 14, 2000.
3. Incorporated by reference to Post-Effective Amendment No. 6 to Registration
Statement on Form N-4 (File No. 33-59749), as filed on November 26, 1997.
4. Incorporated by reference to Post-Effective Amendment No. 4 to Registration
Statement on Form N-4 (File No. 33-59749), as filed on April 16, 1997.
5. Incorporated by reference to Post-Effective Amendment No. 8 to Registration
Statement on Form N-4 (File No. 33-59749), as filed on April 17, 1998.
6. Incorporated by reference to Pre-Effective Amendment No. 1 to Registration
Statement on Form N-4 (File No. 333-87131), as filed on December 15, 1999.
7. Incorporated by reference to Post-Effective Amendment No. 11 to
Registration Statement on Form N-4 (File No. 33-59749), as filed on
April 18, 2000.
8. Incorporated by reference to Post-Effective Amendment No. 1 to Registration
Statement on Form N-4 (File No. 33-59749), as filed on April 22, 1996.
9. Incorporated by reference to Post-Effective Amendment No. 7 to Registration
Statement on Form N-4 (File No. 33-59749), as filed on February 13, 1998.
10. Incorporated by reference to Post-Effective Amendment No. 5 to Registration
Statement on Form N-4 (File No. 33-59749), as filed on July 29, 1997.
11. Incorporated by reference to Registration Statement on Form N-4 (File No.
333-87131), as filed on September 15, 1999.
12. Incorporated by reference to Post-Effective Amendment No. 3 to Registration
Statement on Form N-4 (File No. 33-59749), as filed on September 16, 1996.
13. Incorporated by reference to Post-Effective Amendment No. 4 to Registration
Statement on Form S-2 (File No. 333-49581), as filed on April 4, 2000.
ITEM 25. DIRECTORS AND OFFICERS OF THE DEPOSITOR
<TABLE>
<CAPTION>
Name and Principal
Business Address* Positions and Offices with Depositor
------------------- ------------------------------------
<S> <C>
Thomas J. McInerney Director and President
Deborah Koltenuk Vice President, Corporate Controller and
Assistant Treasurer
Shaun P. Mathews Director and Senior Vice President
Steven A. Haxton Director
David W. O'Leary Director
10
<PAGE>
Catherine H. Smith Director
Mary Ellen Thibodeau Corporate Secretary and Counsel
Therese A. Squillacote Vice President and Chief Compliance Officer
Alastair G. Longley-Cook Vice President and Corporate Actuary
</TABLE>
*The principal business address of all directors and officers listed is 151
Farmington Avenue, Hartford, Connecticut 06156.
ITEM 26. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH THE DEPOSITOR
OR REGISTRANT
Incorporated herein by reference to Item 26 of Post-Effective Amendment
No. 44 to the Registration Statement on Form N-4 (File No. 33-34370), as
filed on December 13, 2000.
ITEM 27. NUMBER OF CONTRACT OWNERS
As of October 31, 2000, there were 14,414 individuals holding interests
in variable annuity contracts funded through Variable Annuity Account I.
ITEM 28. INDEMNIFICATION
Florida Statutes chapter 607.0850 governs the indemnification of officers,
directors, employees and agents of a Florida corporation. Section 607.0850(1)
provides that a corporation may indemnify a person who is or was a party to a
proceeding by reason of the fact that the person is or was a director,
officer, employee or agent of the corporation (or in certain other defined
circumstances) against liability (defined as obligations to pay a judgment,
settlement, penalty, fine, including an excise tax assessed with respect to
any employee benefit plan, and expenses actually and reasonably incurred with
respect to the proceeding). Section 607.0850(2) provides that a corporation
may indemnify a person who was or is a party to any proceeding by or in the
right of the corporation to procure a judgment in its favor by reason that
the person is or was connected to the corporation as noted in subsection (1)
against expenses and amounts paid in settlement not exceeding, in the
judgment of the board of directors, the estimated expense of litigating the
proceeding to conclusion, actually and reasonably incurred in connection with
the defense or settlement of such proceeding, including any appeal.
Indemnification under both subsection (1) and (2) is subject to a
determination that the person seeking indemnification has met the standard of
conduct set forth in the applicable subsection. However, pursuant to section
607.0859(3), to the extent that the person seeking indemnification has been
successful in defense of any proceeding, claim or issue referred to in
subsection (1) or (2), that person shall be indemnified against expenses that
he or she actually and reasonably incurred. Expenses incurred by an officer
or director in defending any such proceeding may be paid in advance of the
final disposition of the proceeding, provided that such person undertakes to
repay any such amount if he or she is ultimately found not to be entitled to
indemnification pursuant to section 607.0850. Expenses incurred by other
employees or agents may be advanced upon such terms and conditions deemed
appropriate by the board of directors.
11
<PAGE>
Section 607.0850(4) provides that any indemnification under subsection (1) or
(2), unless made pursuant to a determination by a court, shall be made only
as authorized in the specific case upon a determination that that
indemnification is proper in the circumstances because the party has met the
applicable standard of conduct set forth in subsection (1) or (2). Such
determination may be made (a) by the disinterested directors, pursuant to
section 607.0850(4)(a); (b) by a committee duly designated by the board of
directors, pursuant to section 607.0850(4)(b); (c) by independent legal
counsel, pursuant to section 607.0850(4)(c); or (d) by the shareholders,
pursuant to section 607.0850(4)(d). The reasonableness of expenses and
authorization of indemnification shall be made in the same manner, except as
otherwise required by section 607.0850(5).
The indemnification and advancement of expenses provisions of section
607.0850 are not exclusive, and a corporation may make other or further
provisions for the indemnification or advancement of expenses of parties
identified in section 607.0850(1), except as otherwise prohibited by section
607.0850(7). Indemnification and advancement of expenses may also be ordered
by a court of competent jurisdiction, pursuant to section 607.0850(9).
Section 607.0850(12) specifically authorizes a corporation to procure
indemnification insurance on behalf of an individual who was a director,
officer, employee or agent of the corporation. Consistent with this statute,
Aetna Inc. has procured insurance from Lloyd's of London and several major
United States excess insurers for its directors and officers and the
directors and officers of its subsidiary, including the Depositor.
ITEM 29. PRINCIPAL UNDERWRITERS
(a) In addition to serving as the principal underwriter for the
Registrant, Aetna Investment Services, LLC (AIS) (formerly Aetna
Investment Services, Inc.) also acts as the principal underwriter
for Aetna Income Shares, Aetna Variable Fund, Aetna Variable Encore
Fund, Aetna Balanced VP, Inc., Aetna Variable Portfolios, Inc.,
Aetna Generation Portfolios, Inc., Aetna GET Fund, and Portfolio
Partners, Inc. (all management investment companies registered under
the Investment Company Act of 1940 (1940 Act)). Additionally, AIS
acts as the principal underwriter for Variable Life Account B of
Aetna Life Insurance and Annuity Company ("ALIAC), Variable Life
Account C of ALIAC, Variable Annuity Account B of ALIAC, Variable
Annuity Account C of ALIAC, and Variable Annuity Account G of ALIAC
(separate accounts of ALIAC registered as unit investment trusts under
the 1940 Act).
(b) The following are the directors and principal officers of the Principal
Underwriter:
<TABLE>
<CAPTION>
Name and Principal Positions and Offices with
Business Address* Principal Underwriter
------------------- --------------------------
<S> <C>
Maureen M. Gillis Director and President
Allan Baker Director and Senior Vice President
Robert L. Francis Director and Senior Vice President
</TABLE>
12
<PAGE>
<TABLE>
<CAPTION>
Name and Principal Positions and Offices with
Business Address* Principal Underwriter
------------------- --------------------------
<S> <C>
Marie Augsberger Senior Vice President
Steven A. Haxton Senior Vice President
Gary J. Hegedus Senior Vice President
Deborah Koltenuk Vice President, Treasurer and Chief Financial
Officer
Therese Squillacote Vice President and Chief Compliance Officer
John F. Todd Corporate Secretary and Counsel (Chief Legal
Officer)
Martin T. Conroy Vice President and Assistant Treasurer
Reginald Bowen Vice President
Christina Lareau Vice President
Dwyatt McClain Vice President
Terran Titus Vice President
William T. Abramowicz Vice President
Douglas J. Ambrose Vice President
Louis E. Bachetti Vice President
Ronald R. Barhorst Vice President
Robert H. Barley Vice President
Steven M. Bresler Vice President
David Brounley Vice President
Daniel P. Charles Vice President
Brian D. Comer Vice President
Albert J. DiCristofaro, Jr. Vice President
John B. Finigan Vice President
</TABLE>
13
<PAGE>
<TABLE>
<CAPTION>
Name and Principal Positions and Offices with
Business Address* Principal Underwriter
------------------- --------------------------
<S> <C>
Brian P. Harrington Vice President
Name and Principal Positions and Offices with
Bernard P. Heffernon Vice President
William S. Jasien Vice President
Jess D. Kravitz Vice President
George D. Lessner Vice President
Katherine E. Lewis Vice President
Susan J. Lewis Vice President
James F. Lille Vice President
David J. Linney Vice President
Richard T. Mason Vice President
Joseph F. McClain Vice President
Pamela Mulvey Vice President
W. Michael Montgomery Vice President
Scott T. Neeb Vice President
Patrick F. O'Christie Vice President
Paulette Playce Vice President
Marcellous J. Reed Vice President
Charles A. Dklader Vice President
Frank W. Snodgrass Vice President
S. Bradford Vaughan, Jr. Vice President
Mark Woolhiser Vice President
David A. Kelsey Assistant Vice President
Rose-Marie DeRensis Assistant Corporate Secretary
Melinda L. Dziavit Assistant Corporate Secretary
</TABLE>
14
<PAGE>
*The principal business address of all directors and officers listed
is: 151 Farmington Avenue, Hartford, Connecticut 06156
(c) Not Applicable
ITEM 30. LOCATION OF ACCOUNTS AND RECORDS
All accounts, books and other documents required to be maintained by
Section 31(a) of the 1940 Act and the rules under it relating to the
securities described in and issued under this Registration Statement are
located at the Service Center of the Depositor as follows:
Aetna Insurance Company of America
151 Farmington Avenue
Hartford, Connecticut 06156
ITEM 31. MANAGEMENT SERVICES
Not applicable
ITEM 32. UNDERTAKINGS
Registrant hereby undertakes:
(a) to file a post-effective amendment to this registration
statement on Form N-4 as frequently as is necessary to ensure that the
audited financial statements in the registration statement are never
more than sixteen months old for as long as payments under the variable
annuity contracts may be accepted;
(b) to include as part of any application to purchase a
contract offered by a prospectus which is part of this registration
statement on Form N-4, a space that an applicant can check to request a
Statement of Additional Information; and
(c) to deliver any Statement of Additional Information and any
financial statements required to be made available under this Form N-4
promptly upon written or oral request.
(d) The Company hereby represents that it is relying upon and
complies with the provisions of Paragraphs (1) through (4) of the SEC
Staff's No-Action Letter dated November 28, 1988 with respect to
language covering withdrawal restrictions applicable to plans
established pursuant to Section 403(b) of the Internal Revenue Code,
See American Counsel of Life Insurance; SEC No- Action Letter, [1988 WL
1235221 *13 (S.E.C.)].
(e) Insofar as indemnification for liability arising under the
Securities Act of 1933 may be permitted to directors, officers and
controlling persons of the Registrant pursuant to the foregoing
provisions, or otherwise, the Registrant has been advised that in the
opinion of the Securities and Exchange Commission such indemnification
is against public policy as
15
<PAGE>
expressed in the Act and is, therefore, unenforceable. In the event
that a claim for indemnification against such liabilities (other than
the payment by the Registrant of expenses incurred or paid by a
director, officer or controlling person of the Registrant in the
successful defense of any action, suit or proceeding) is asserted
by such director, officer or controlling person in connection with the
securities being registered, the Registrant will, unless in the opinion
of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question of 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.
(f) Aetna Insurance Company of America represents that the fees and charges
deducted under the contracts covered by this registration statement, in
the aggregate, are reasonable in relation to the services rendered, the
expenses expected to be incurred, and the risks assumed by the insurance
company.
16
<PAGE>
SIGNATURES
As required by the Securities Act of 1933 and the Investment Company
Act of 1940, the Registrant, Variable Annuity Account I of Aetna Insurance
Company of America, certifies that it meets the requirements of Securities
Act Rule 485(b) for effectiveness of this Post-Effective Amendment to its
Registration Statement on Form N-4 (File No. 33-59749) and has duly caused
this Post-Effective Amendment to be signed on its behalf in the City of
Hartford, and State of Connecticut, on the 13th day of December, 2000.
VARIABLE ANNUITY ACCOUNT I OF AETNA
INSURANCE COMPANY OF AMERICA
(REGISTRANT)
By: AETNA INSURANCE COMPANY OF AMERICA
(DEPOSITOR)
By Thomas J. McInerney*
--------------------
Thomas J. McInerney
President
As required by the Securities Act of 1933, this Post-Effective
Amendment No. 12 to the Registration Statement has been signed by the
following persons in the capacities and on the dates indicated.
<TABLE>
<CAPTION>
Signature Title Date
--------- ----- ----
<S> <C> <C>
Thomas J. McInerney* Director and President )
-------------------- (principal executive officer)
Thomas J. McInerney )
)
Deborah Koltenuk* Corporate Controller ) December
-------------------- (principal accounting and financial officer)
Deborah Koltenuk ) 14, 2000
)
Steven A. Haxton* Director )
--------------------
Steven A. Haxton )
)
Shaun P. Mathews* Director )
--------------------
Shaun P. Mathews )
)
David W. O'Leary* Director )
--------------------
David W. O'Leary )
)
Catherine H. Smith* Director )
--------------------
Catherine H. Smith )
By: /s/ J. Neil McMurdie
----------------------
</TABLE>
17
<PAGE>
J. Neil McMurdie
*Attorney-in-Fact
18
<PAGE>
VARIABLE ANNUITY ACCOUNT I
EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit No. Exhibit
----------- -------
<S> <C> <C>
99-B.9 Opinion and Consent of Counsel
------------------
99-B.10 Consent of Independent Auditors
------------------
</TABLE>
19
