INDIVIDUAL DEFERRED VARIABLE ANNUITY CONTRACTS
WITH FLEXIBLE PURCHASE PAYMENTS
ISSUED BY
C.M. MULTI-ACCOUNT A AND C.M. LIFE INSURANCE COMPANY
140 GARDEN STREET, HARTFORD, CONNECTICUT 06154, (203) 987-6500
ANNUITY SERVICE CENTER
P.O. BOX 419162, KANSAS CITY, MO 64141, (800) 334-8117
OR
301 WEST 11TH STREET, FOURTH FLOOR, KANSAS CITY, MO 64105
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THE INDIVIDUAL DEFERRED VARIABLE ANNUITY CONTRACTS WITH FLEXIBLE PURCHASE
PAYMENTS (THE "CONTRACTS") described in this Prospectus provide for
accumulation of Contract Values on a variable basis and payment of annuity
payments on a fixed and variable basis. The Contracts are designed for use by
individuals in retirement plans on a Qualified or Non-Qualified basis. (See
"Definitions" on Page 4.) The minimum initial Purchase Payment is $100,000.
Purchase Payments for the Contracts will be allocated to a segregated
investment account of C.M. LIFE INSURANCE COMPANY (THE "COMPANY") which
account has been designated C.M. MULTI-ACCOUNT A (THE "SEPARATE ACCOUNT").
Under certain circumstances, however, Purchase Payments may initially be
allocated to the Money Market Sub-Account of the Separate Account during the
Right to Examine Contract Period. (See "Highlights" on Page 6.) The Separate
Account invests in shares of the Oppenheimer Money Fund of the Oppenheimer
Variable Account Funds ("Oppenheimer Funds") and The OFFITBANK Variable
Insurance Fund, Inc. ("OFFITBANK VIF") with its three Funds: OFFITBANK
VIF -- High Yield Fund, OFFITBANK VIF -- Investment Grade Global Debt Fund and
OFFITBANK VIF -- Emerging Markets Fund. (See "Eligible Investments" on
Page 11.)
This Prospectus concisely sets forth the information a prospective investor
should know before investing. Additional information about the Contracts is
contained in the Statement of Additional Information which is available at no
charge. The Statement of Additional Information has been filed with the
Securities and Exchange Commission and is incorporated herein by reference. The
Table of Contents of the Statement of Additional Information can be found on
Page 34 of this Prospectus. For the Statement of Additional Information, call
(800) 334-8117 or write to Stephen Wells, OFFITBANK, 520 Madison Avenue, New
York, New York 10022.
ANY INQUIRIES CAN BE MADE BY TELEPHONE OR IN WRITING TO C.M. LIFE INSURANCE
COMPANY AT ITS ANNUITY SERVICE CENTER.
This Prospectus and the Statement of Additional Information are dated May 1,
1996.
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THE CONTRACTS ARE NOT DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED OR ENDORSED BY,
ANY FINANCIAL INSTITUTION AND ARE NOT FEDERALLY INSURED BY THE FEDERAL DEPOSIT
INSURANCE CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER AGENCY.
INVESTMENT IN THE CONTRACTS IS SUBJECT TO RISK THAT MAY CAUSE THE VALUE OF THE
CONTRACT OWNER'S INVESTMENT TO FLUCTUATE, AND WHEN THE CONTRACTS ARE
SURRENDERED, THE VALUE MAY BE HIGHER OR LOWER THAN THE PURCHASE PAYMENT.
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THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION NOR HAS THE COMMISSION PASSED UPON THE ACCURACY OR
ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
This Prospectus should be kept for future reference.
Prospectus Page 1
<PAGE>
C.M. MULTI-ACCOUNT A AND C.M. LIFE INSURANCE COMPANY
TABLE OF CONTENTS
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<TABLE>
<CAPTION>
PAGE
----
<S> <C>
Definitions............................................................. 4
Highlights.............................................................. 6
C.M. Multi-Account A Fee Table.......................................... 8
The Company............................................................. 10
The Separate Account.................................................... 10
Eligible Investments.................................................... 11
The OFFITBANK Variable Insurance Fund, Inc.......................... 11
Oppenheimer Variable Account Funds -- Money Fund.................... 11
Voting Rights....................................................... 12
Substitution of Securities.......................................... 12
Charges and Deductions.................................................. 12
Deduction for Mortality and Expense Risk Charge..................... 12
Deduction for Administrative Charge................................. 13
Deduction for Annual Contract Maintenance Charge.................... 13
Deduction for Premium and Other Taxes............................... 14
Deduction for Eligible Investments Expenses......................... 14
Deduction for Transfer Fee.......................................... 14
The Contracts........................................................... 14
Contract Owner...................................................... 14
Joint Contract Owners............................................... 15
Annuitant........................................................... 15
Assignment.......................................................... 15
Purchase Payments and Contract Value.................................... 15
Purchase Payments................................................... 15
Allocation of Purchase Payments..................................... 16
Contract Value...................................................... 16
Accumulation Units.................................................. 16
Accumulation Unit Value............................................. 16
Transfers............................................................... 17
Transfers During the Accumulation Period............................ 17
Transfers During the Annuity Period................................. 18
Withdrawals............................................................. 18
Systematic Withdrawals.............................................. 19
Suspension or Deferral of Payments.................................. 20
Proceeds Payable on Death............................................... 20
Death of Contract Owner During the Accumulation Period.............. 20
Death Benefit Amount During the Accumulation Period................. 20
Death Benefit Options During the Accumulation Period................ 20
</TABLE>
Prospectus Page 2
<PAGE>
C.M. MULTI-ACCOUNT A AND C.M. LIFE INSURANCE COMPANY
<TABLE>
<CAPTION>
PAGE
----
<S> <C>
Death of Contract Owner During the Annuity Period................... 21
Death of Annuitant.................................................. 21
Payment of Death Benefit............................................ 21
Beneficiary......................................................... 22
Change of Beneficiary............................................... 22
Annuity Provisions...................................................... 22
Annuity Guidelines.................................................. 22
Annuity Payments.................................................... 23
Fixed Annuity....................................................... 23
Variable Annuity.................................................... 23
Annuity Units and Payments.......................................... 23
Annuity Unit Value.................................................. 24
Annuity Options..................................................... 24
Annuity Option A -- Life Income................................. 24
Annuity Option B -- Life Income with Period Certain............. 24
Annuity Option C -- Joint and Last Survivor Payments............ 24
Annuity Option D -- Joint and 2/3rds Survivor Annuity........... 24
Annuity Option E -- Period Certain.............................. 25
Annuity Option F -- Special Income Settlement Agreement......... 25
Distribution............................................................ 25
Performance Information................................................. 25
Money Market Sub-Account............................................ 25
Other Sub-Accounts.................................................. 26
Tax Status.............................................................. 27
General............................................................. 27
Diversification..................................................... 28
Multiple Contracts.................................................. 29
Tax Treatment of Assignments........................................ 29
Income Tax Withholding.............................................. 29
Tax Treatment of Withdrawals -- Non-Qualified Contracts............. 29
Qualified Plans..................................................... 30
Tax Treatment of Withdrawals -- Qualified Contracts................. 31
Contracts Owned by Other Than Natural Persons....................... 32
Financial Statements.................................................... 32
Legal Proceedings....................................................... 33
Table of Contents of the Statement of Additional Information............ 34
</TABLE>
Prospectus Page 3
<PAGE>
C.M. MULTI-ACCOUNT A AND C.M. LIFE INSURANCE COMPANY
DEFINITIONS
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ACCUMULATION PERIOD: The period prior to the commencement of Annuity
Payments during which Purchase Payments may be
made.
ACCUMULATION UNIT: A unit of measure used to determine the value of
the Contract Owner's interest in a Sub-Account of
the Separate Account during the Accumulation
Period.
AGE: The age of any Contract Owner or Annuitant on
his/her birthday nearest the date for which age is
being determined. For purposes of contract issu-
ance, age shall be considered that which was
achieved on the Contract Owner's or Annuitant's
last birthday.
ANNUITANT: The primary person upon whose life Annuity
Payments are to be made. For purposes of
applicable Contract provisions, on or after the
Annuity Date, reference to the Annuitant also
includes any joint Annuitant.
ANNUITY DATE: The date on which Annuity Payments begin.
ANNUITY PAYMENTS: The series of payments that will begin on the
Annuity Date.
ANNUITY OPTIONS: Options available for Annuity Payments.
ANNUITY PERIOD: The period which begins on the Annuity Date and
ends with the last Annuity Payment.
ANNUITY RESERVE: The assets which support a variable Annuity Option
during the Annuity Period.
ANNUITY SERVICE CENTER: The office indicated on the Cover Page of this
Prospectus to which notices, requests and Purchase
Payments must be sent. All sums payable by the
Company under a Contract are payable only at the
Annuity Service Center.
ANNUITY UNIT: A unit of measure used to determine the amount of
each Variable Annuity Payment after the Annuity
Date.
BENEFICIARY: The person(s) or entity(ies) designated to receive
the death benefit provided by the Contract.
CONTRACT ANNIVERSARY: An anniversary of the Issue Date of the Contract.
CONTRACT OWNER: The person(s) or entity(ies) entitled to the
ownership rights stated in the Contract.
CONTRACT VALUE: The sum of the Contract Owner's interest the
Sub-Accounts of the Separate Account during the
Accumulation Period.
CONTRACT YEAR: The first Contract Year is the annual period which
begins on the Issue Date. Subsequent Contract
Years begin on each anniversary of the Issue Date.
ELIGIBLE INVESTMENT: An investment entity into which assets of the
Separate Account will be invested.
FIXED ANNUITY: A series of payments made during the Annuity
Period which are guaranteed as to dollar amount by
the Company.
Prospectus Page 4
<PAGE>
C.M. MULTI-ACCOUNT A AND C.M. LIFE INSURANCE COMPANY
<TABLE>
<S> <C>
GENERAL ACCOUNT: The Company's general investment account which
contains all the assets of the Company with the
exception of the Separate Account and other segre-
gated asset accounts.
ISSUE DATE: The date on which the Contract became effective.
NON-QUALIFIED CONTRACTS: Contracts issued under Non-Qualified Plans which
do not receive favorable tax treatment under
Sections 401 or 408 of the Internal Revenue Code
of 1986, as amended (the "Code").
PREMIUM TAX: A tax imposed by certain states and other
jurisdictions when a Purchase Payment is made,
when Annuity Payments begin, or when a Contract is
surrendered.
PURCHASE PAYMENT: During the Accumulation Period, a payment made by
or on behalf of a Contract Owner with respect to
the Contract.
QUALIFIED CONTRACTS: Contracts issued under Qualified Plans which
receive favorable tax treatment under Sections 401
or 408 of the Code.
SEPARATE ACCOUNT: The Company's Separate Account designated as C.M.
Multi-Account A.
SUB-ACCOUNT: Separate Account assets are divided into
Sub-Accounts. Assets of each Sub-Account will be
invested in shares of an available Eligible
Investment or a portfolio or fund of an Eligible
Investment. Currently, the Eligible Investments
available for the Contracts offered hereby are the
Funds of the OFFITBANK Variable Insurance Fund,
Inc. and the Oppenheimer Money Fund of the
Oppenheimer Funds.
VALUATION DATE: Each day on which the Company, the New York Stock
Exchange ("NYSE") and the Eligible Investments are
open for business. See the Prospectuses for the
Eligible Investments.
VALUATION PERIOD: The period of time beginning at the close of
business of the NYSE on each Valuation Date and
ending at the close of business for the next suc-
ceeding Valuation Date.
VARIABLE ANNUITY: An annuity with payments which vary as to dollar
amount in relation to the investment performance
of specified Sub-Accounts of the Separate Account.
WRITTEN REQUEST: A request or notice in writing, in a form
satisfactory to the Company, which is received by
the Annuity Service Center.
</TABLE>
Prospectus Page 5
<PAGE>
C.M. MULTI-ACCOUNT A AND C.M. LIFE INSURANCE COMPANY
HIGHLIGHTS
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GENERAL
Purchase Payments for the Contracts will be allocated to a segregated
investment account of C.M. Life Insurance Company (the "Company") which account
has been designated C.M. Multi-Account A (the "Separate Account"). Under
certain circumstances, however, Purchase Payments may initially be allocated to
the Money Market Sub-Account of the Separate Account (see below). The Separate
Account invests in shares of the Oppenheimer Money Fund of the Oppenheimer
Funds, and the OFFITBANK Variable Insurance Fund, Inc. ("OFFITBANK VIF") with
its three Funds: OFFITBANK VIF -- High Yield Fund, OFFITBANK VIF -- Investment
Grade Global Debt Fund and OFFITBANK VIF -- Emerging Markets Fund.(See
"Eligible Investments" on Page 11). Contract Owner(s) bear the investment risk
for all amounts allocated to the Separate Account.
RIGHT TO EXAMINE CONTRACT
The Contract may be returned to the Company for any reason within ten (10)
calendar days (or twenty (20) calendar days of the date of receipt with respect
to the circumstances described in (c) below) after its receipt by the Contract
Owner ("Right to Examine Contract"). It may be returned to the Company at its
Annuity Service Center. When the Contract is received at the Annuity Service
Center, it will be voided as if it had never been in force. Upon its return,
the Company will refund the Contract Value next computed after receipt of the
Contract by the Company at its Annuity Service Center except in the following
circumstances: (a) where the Contract is purchased pursuant to an Individual
Retirement Annuity; (b) in those states which require the Company to refund
Purchase Payments, less withdrawals; or (c) in the case of Contracts (including
Contracts purchased pursuant to an Individual Retirement Annuity) which are
deemed by certain states to be replacing an existing annuity or insurance
contract and which require the Company to refund Purchase Payments, less
withdrawals. With respect to the circumstances described in (a), (b) and (c)
above, the Company will refund the greater of Purchase Payments, less any
withdrawals, or the Contract Value, and will allocate initial Purchase Payments
to the Money Market Sub-Account until the expiration of fifteen (15) days from
the Issue Date (or twenty-five (25) days in the case of Contracts described
under (c) above). Upon the expiration of the fifteen days (15) day period (or
twenty-five (25) day period with respect to Contracts described under (c)), the
Sub-Account value of the Money Market Sub-Account will be allocated to the
Separate Account in accordance with the election made by the Contract Owner in
the Application.
CHARGES AND DEDUCTIONS
MORTALITY AND EXPENSE RISK CHARGE. Each Valuation Period, the Company deducts a
Mortality and Expense Risk Charge which is currently equal, on an annual basis,
to 0.38% of the average daily net asset value of the Separate Account. The
Company may increase this charge to an amount not to exceed 1.25% of the average
daily net asset value of the Separate Account. This charge compensates the
Company for assuming the mortality and expense risks under the Contracts. (See
"Charges and Deductions -- Deduction for Mortality and Expense Risk Charge" on
Page 12.)
ADMINISTRATIVE CHARGE. Each Valuation Period, the Company deducts an
Administrative Charge which is currently equal, on an annual basis, to .01% of
the average daily net asset value of the Separate Account. The Company may
increase this charge to an amount not to exceed .25% of the average daily net
asset value of the Separate Account. This charge compensates the Company for
costs associated with the administration of the Contracts and the Separate
Account. (See "Charges and Deductions -- Deduction for Administrative Charge"
on Page 13.)
ANNUAL CONTRACT MAINTENANCE CHARGE. Currently, there is an Annual Contract
Maintenance Charge of $35 deducted on the last day of the Contract Year. The
Company may increase this charge to an amount not to exceed $60 per Contract
Year. The Annual Contract Maintenance Charge will be deducted from the
Sub-Accounts in the same proportion that the amount of the Contract Value
Prospectus Page 6
<PAGE>
C.M. MULTI-ACCOUNT A AND C.M. LIFE INSURANCE COMPANY
in each Sub-Account bears to the total Contract Value. If the Annuity Date is
not the last day of the Contract Year, then a pro-rata portion of the Annual
Contract Maintenance Charge will be deducted on the Annuity Date. During the
Annuity Period, unless otherwise elected the Annual Contract Maintenance Charge
will be deducted pro-rata from Annuity Payments and will result in a reduction
of each Annuity Payment.
PREMIUM TAXES. Premium Taxes are charged against Premium Payments or Contract
Values. (See "Charges and Deductions -- Deduction for Premium and Other Taxes"
on Page 14.) The Company currently intends to charge for any Premium Taxes when
due.
TRANSFER FEE. Under certain circumstances, a Transfer Fee may be assessed
during the Accumulation Period when a Contract Owner makes a transfer from one
Sub-Account to another Sub-Account or during the Annuity Period when a Contract
Owner makes a transfer from one Sub-Account to another Sub-Account or from a
Sub-Account to the General Account. (See "Charges and Deductions -- Deduction
for Transfer Fee" on Page 14.)
FEDERAL INCOME TAX PENALTY
There is a ten percent (10%) federal income tax penalty applied to the income
portion of any distribution from Non-Qualified Contracts. However, the penalty
is not imposed on amounts received: (a) after the taxpayer reaches age 59 1/2;
(b) after the death of the Contract Owner; (c) if the taxpayer is totally
disabled (for this purpose disability is as defined in Section 72(m)(7) of the
Code); (d) in a series of substantially equal periodic payments made not less
frequently than annually for the life (or life expectancy) of the taxpayer and
his or her Beneficiary; (e) under an immediate annuity; or (f) which are
allocable to purchase payments made prior to August 14, 1982. For federal
income tax purposes, withdrawals are deemed to be on a last-in, first-out
basis. Separate tax withdrawal penalties and restrictions apply to Qualified
Contracts. (See "Tax Status -- Tax Treatment of Withdrawals -- Qualified
Contracts" on Page 31.) For a further discussion of the taxation of the
Contracts, see "Tax Status" on Page 27.
See "Tax Status -- Diversification" on Page 28 for a discussion of owner
control of the underlying investments in a variable annuity contract.
THE CONTRACT
TRANSFERS. Subject to the conditions imposed on such transfers by the Company,
Contract Owners may make unlimited transfers between Sub-Accounts during the
Accumulation Period and six (6) transfers per calendar year during the Annuity
Period. The Company reserves the right to further limit the number of transfers
in the future. The Contract provides for twelve (12) free transfers per
calendar year during the Accumulation Period and six (6) free transfers per
calendar year during the Annuity Period. Transfers made in excess of the number
of free transfers will result in the imposition of the transfer fee. During the
Annuity Period, the Contract Owner may, once each Contract Year, make a transfer
from one or more Sub-Accounts to the General Account. However, transfers cannot
be made from the General Account to the Separate Account. The Transfer Fee is
the lesser of $20 or 2% of the amount transferred. (See "Transfers" on
Page 17.)
WITHDRAWALS. Subject to certain minimums imposed on such withdrawals by the
Company, the Contract Owner may, during the Accumulation Period, upon Written
Request, make a total or partial withdrawal of the Contract Withdrawal Value.
(See "Withdrawals" on Page 18.) Tax penalties may apply. (See "Tax Status" on
Page 27.)
DEATH BENEFIT. The death benefit during the Accumulation Period will be the
Contract Value. (See "Proceeds Payable on Death" on Page 20 for an additional
discussion.)
ANNUITY OPTIONS. There are six (6) Annuity Options available for the Contract
Owner to choose from. The Contract Owner may elect to have the Contract Value
applied to provide a Variable Annuity, a Fixed Annuity, or a combination Fixed
and Variable Annuity. (See "Annuity Provisions" on Page 22 for a further
discussion.)
MAXIMUM ISSUE AGES. The maximum issue age is 85. This restriction applies at
the time of Contract issue and upon any change in Contract Owner or Annuitant
during the Accumulation Period and applies to both the Contract Owner and the
Annuitant. For Joint Contract Owners all provisions which are based upon age,
including the maximum issue age, are based on the age of the older of the Joint
Contract Owners.
Prospectus Page 7
<PAGE>
C.M. MULTI-ACCOUNT A AND C.M. LIFE INSURANCE COMPANY
C.M. MULTI-ACCOUNT A FEE TABLE
(See Note 1 Below.)
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CONTRACT OWNER TRANSACTION EXPENSES
There are no sales loads assessed against Purchase
Payments or amounts withdrawn. (See Note 2 below.)
Transfer Fee (See No charge is imposed for the first 12 transfers in a
Note 3 below.) calendar year during the Accumulation Period. Only 6
transfers in a calendar year during the Annuity Period
are permitted (6 transfers are free). The Fee is the
lesser of $20 or 2% of the amount transferred.
Annual Contract $35 per Contract per Contract Year.
Maintenance Charge
(See Note 4 below.)
SEPARATE ACCOUNT ANNUAL EXPENSES
(AS A PERCENTAGE OF AVERAGE ACCOUNT VALUE)
Mortality and Expense Risk Charge (See Note 5 below)... 0.38%
Administrative Charge (See Note 6 below)............... 0.01%
-----
Total Separate Account Annual Expenses................. 0.39%
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ELIGIBLE INVESTMENT'S ESTIMATED ANNUAL EXPENSES FOR 1995
(AS A PERCENTAGE OF THE AVERAGE NET ASSETS OF A FUND OR PORTFOLIO)
<TABLE>
<CAPTION>
FUND
ADVISORY OTHER OPERATING
FEES EXPENSES EXPENSES
-------- -------- ---------
<S> <C> <C> <C>
OFFITBANK VIF -- Investment Grade Global Debt Fund.......... 0.80% 0.25% 1.05%
OFFITBANK VIF -- Emerging Markets Fund...................... 0.90% 0.30% 1.20%
OFFITBANK VIF -- High Yield Fund............................ 0.85% 0.06% 0.91%
Oppenheimer Money Fund...................................... 0.45% 0.06% 0.51%
</TABLE>
(See the Prospectuses for the Eligible Investments for more information.)
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EXAMPLES
A Contract Owner would pay the following expenses on a $1,000 investment,
assuming a 5% annual return on assets and assuming that the same Fund or
Portfolio expenses as shown above for the periods shown in the examples,
regardless of whether the Contract is fully surrendered at the end of each time
period, or if the Contract is not surrendered, or if the Contract is annuitized.
<TABLE>
<CAPTION>
1 YEAR 3 YEARS
------ -------
<S> <C> <C>
OFFITBANK VIF -- Investment Grade Global Debt Fund.......... $15.19 $ 47.18
OFFITBANK VIF -- Emerging Markets Fund...................... $16.77 $ 51.99
OFFITBANK VIF -- High Yield Fund............................ $13.72 $ 42.68
Oppenheimer Money Fund...................................... $ 9.52 $ 29.74
</TABLE>
Prospectus Page 8
<PAGE>
C.M. MULTI-ACCOUNT A AND C.M. LIFE INSURANCE COMPANY
NOTES TO FEE TABLE AND EXAMPLES
1. The purpose of the Fee Table is to assist Contract Owners in understanding
the various costs and expenses that a Contract Owner will incur directly or
indirectly. The Examples assume an average Contract Value of $100,000. The
Fee Table reflects expenses of the Separate Account as well as the Eligible
Investments. For additional information, see "Charges and Deductions" in
this Prospectus and the Prospectuses for the Eligible Investments.
2. The Contracts are offered without the imposition of a front-end sales load
or a back-end sales load (often referred to as a contingent deferred sales
load).
3. Transfers made by the Company at the end of the Right to Examine Contract
period will not be counted in determining the application of the Transfer
Fee. The Transfer Fee is the lesser of $20 or 2% of the amount transferred.
All transfers made during a Valuation Period are deemed to be one transfer.
4. Currently, the Annual Contract Maintenance Charge is $35 each Contract Year
and is deducted on the last day of the Contract Year. The Company may
increase this charge to an amount not to exceed $60 per Contract Year. If a
total withdrawal is made on other than the last day of the Contract Year,
the full Annual Contract Maintenance Charge will be deducted at the time of
the total withdrawal. The Annual Contract Maintenance Charge will be
deducted from Sub-Accounts in the same proportion that the amount of the
Contract Value in each Sub-Account bears to the total Contract Value. If the
Annuity Date is not the last day of the Contract Year, then a pro-rata
portion of the Annual Contract Maintenance Charge will be deducted on the
Annuity Date. During the Annuity Period, unless the Annual Contract
Maintenance Charge will be deducted pro-rata from Annuity Payments
regardless of Contract size and will result in a reduction of each Annuity
Payment. (See "Charges and Deductions -- Deduction for Annual Contract
Maintenance Charge" on Page 13.) The examples reflect the $35 Annual
Contract Maintenance Charge as an annual charge of 0.007% of assets, based
on an anticipated average Contract Value of $500,000.
5. The current Mortality and Expense Risk Charge is equal on an annual basis to
0.38% of the average daily net asset value of the Separate Account. The
Company may increase this charge to an amount not to exceed 1.25% of the
average daily net asset value of the Separate Account.
6. The current Administrative Charge is equal on an annual basis to .01% of the
average daily net asset value of the Separate Account. The Company may
increase this charge to an amount not to exceed .25% of the average daily
net asset value of the Separate Account.
7. Premium Taxes are not reflected. Premium taxes may apply. (See "Charges and
Deductions -- Deduction for Premium and Other Taxes" on Page 14.)
8. THE EXAMPLES SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
EXPENSES. ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN.
Prospectus Page 9
<PAGE>
C.M. MULTI-ACCOUNT A AND C.M. LIFE INSURANCE COMPANY
THE COMPANY
- -------------------------------------------------------------------------------
C.M. Life Insurance Company (the "Company"), 140 Garden Street, Hartford,
Connecticut 06154, is a stock life insurance company. It was chartered by a
special Act of the Connecticut General Assembly on April 25, 1980. It is
principally engaged in the sale of life insurance and annuities, and is
licensed in all states except New York. The Company is a wholly-owned
subsidiary of Massachusetts Mutual Life Insurance Company ("MassMutual").
MassMutual is a mutual life insurance company specially chartered by the
Commonwealth of Massachusetts on May 14, 1851. It is currently licensed to
transact life (including variable life), accident, and health insurance
business in all states, the District of Columbia and certain provinces of
Canada. As of March 1, 1996, MassMutual had total assets of $50 billion.
Prior to February 29, 1996, C.M. Life was a wholly-owned subsidiary of
Connecticut Mutual Life Insurance Company ("CML"). On February 29, 1996, CML
merged with and into MassMutual. CML was a mutual life insurance company
originally chartered by a special act of the Connecticut General Assembly in
1846. Prior to the merger, CML was the nation's sixth oldest life insurance
company. Upon the merger, CML's existence ceased and MassMutual became the
surviving company under the name Massachusetts Mutual Life Insurance Company.
In approving the merger, the boards of directors of MassMutual and CML
determined that the merger would result in a combined company that would be
stronger and more efficient and therefore more competitive than either
MassMutual or CML alone. On January 26, 1996, 95.76% of the policyholders of
MassMutual and 95.75% of the insureds of MassMutual each voting as a separate
class, voted to approve the merger. On January 27, 1996, 94.0% of the
policyholders of CML and 94.27% of the members of CML, each voting as a
separate class, voted to approve the merger. In addition, the Connecticut
Insurance Department and the Massachusetts Division of Insurance have approved
the merger. The merger did not affect any provisions of, or rights or
obligations under, the Contracts issued by C.M. Life.
- -------------------------------------------------------------------------------
THE SEPARATE ACCOUNT
- -------------------------------------------------------------------------------
The Board of Directors of the Company adopted a resolution to establish a
segregated asset account pursuant to Connecticut insurance law on August 3,
1994. This segregated asset account has been designated C.M. Multi-Account A
(the "Separate Account"). The Company has caused the Separate Account to be
registered with the Securities and Exchange Commission as a unit investment
trust pursuant to the provisions of the Investment Company Act of 1940, as
amended (the "1940 Act").
The assets of the Separate Account are the property of the Company. However,
theassets of the Separate Account, equal to the reserves and other contract
liabilities with respect to the Separate Account, are not chargeable with
liabilities arising out of any other business the Company may conduct. Income,
gains and losses, whether or not realized, are, in accordance with the
Contracts, credited to or charged against the Separate Account without regard
to other income, gains or losses of the Company. The Company's obligations
arising under the Contracts are general obligations.
The Separate Account meets the definition of a "separate account" under federal
securities laws.
The Separate Account is divided into Sub-Accounts, with the assets of each
Sub-Account invested in one Fund of The OFFITBANK Variable Insurance Fund, Inc.
(OFFITBANK VIF -- High Yield Fund, OFFITBANK VIF -- Investment Grade Global
Debt Fund and OFFITBANK VIF -- Emerging Markets Fund) or the Oppenheimer Money
Fund of the Oppenheimer Variable Account Funds. There is no assurance that the
investment objectives of any of the Eligible Investments will be met. Contract
Owners bear the
Prospectus Page 10
<PAGE>
C.M. MULTI-ACCOUNT A AND C.M. LIFE INSURANCE COMPANY
complete investment risk for Purchase Payments allocated to a Sub-Account.
Contract Values will fluctuate in accordance with the investment performance of
the Sub-Accounts to which Purchase Payments are allocated, and in accordance
with the imposition of the fees and charges assessed under the Contracts.
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ELIGIBLE INVESTMENTS
The following are the current Eligible Investments and individual Funds or
Portfolios of the Eligible Investments that can be selected as the underlying
investments of the Contract. Some Funds or Portfolios may not be available to
Contract Owners residing in certain states. While a brief summary of the
various investment objectives is set forth below, more comprehensive
information, including a discussion of potential risks, is found in the current
Prospectus for each of the Eligible Investments which are included with this
Prospectus.
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THE OFFITBANK VARIABLE INSURANCE FUND, INC.
The OFFITBANK Variable Insurance Fund, Inc. ("OFFITBANK Fund") is a newly
organized open-end, management investment company consisting of three separate
investment portfolios (the "Funds"). OFFITBANK, a trust company specializing in
global fixed income management, serves as the Funds' investment adviser.
OFFITBANK's address is 237 Park Avenue, Suite 910, New York, New York 10017.
The Funds and their investment objectives and policies are as follows:
OFFITBANK VIF -- HIGH YIELD FUND. This Fund seeks high current income with
capital appreciation as a secondary objective. The Fund invests, under normal
circumstances, at least 65% of its total assets in U.S. corporate fixed income
securities rated below investment grade offering potential returns that are
sufficiently high to justify the greater investment risks.
OFFITBANK VIF -- INVESTMENT GRADE GLOBAL DEBT FUND. This Fund seeks a
competitive fixed-income total investment return by investing, under normal
circumstances, at least 75% of its total assets in a wide range of investment
grade debt securities issued anywhere in the world, including the United
States, and denominated in any currency, including U.S. dollars. Up to 25% of
the Fund's total assets may be invested in below investment grade debt
securities.
OFFITBANK VIF -- EMERGING MARKETS FUND. This Fund seeks to provide investors
with a competitive total investment return by focusing on current yield and
opportunities for capital appreciation primarily by investing in corporate and
sovereign debt securities of emerging market countries. Under normal
circumstances, the Fund will invest at least 80% of its total assets in debt
instruments, but may invest up to 20% of its total assets in equity securities.
THE OFFITBANK VIF -- HIGH YIELD FUND AND OFFITBANK VIF -- EMERGING MARKETS FUND
MAY INVEST PRIMARILY IN, AND THE OFFITBANK VIF -- INVESTMENT GRADE GLOBAL DEBT
FUND MAY INVEST UP TO 25% OF THEIR TOTAL ASSETS, IN HIGH YIELD, HIGH RISK
CORPORATE DEBT SECURITIES AND SOVEREIGN DEBT OBLIGATIONS WHICH ARE CONSIDERED
SPECULATIVE AND SUBJECT TO CERTAIN RISKS.
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OPPENHEIMER VARIABLE ACCOUNT FUNDS
Oppenheimer Funds is an open-end management investment company. The Funds'
investment adviser is OppenheimerFunds, Inc. ("OppenheimerFunds") formerly
named Oppenheimer Management Corporation, which (including a subsidiary)
advises investment company portfolios having over $50 billion in assets and
nearly 3 million shareholder accounts. OppenheimerFunds has operated as an
investment adviser since 1959. Oppenheimer Acquisition Corp., a holding
company that is owned in part by senior officers of OppenheimerFunds and
controlled by MassMutual. OppenheimerFunds' address is Two World Trade Center,
New York, New York 10048.
Prospectus Page 11
<PAGE>
C.M. MULTI-ACCOUNT A AND C.M. LIFE INSURANCE COMPANY
OPPENHEIMER MONEY FUND
The Money Fund seeks the maximum current income from investments in "money
market" securities consistent with low capital risk and the maintenance of
liquidity. Its shares are neither insured nor guaranteed by the U.S.
government, and there is no assurance that this Fund will be able to maintain
a stable net asset value of $1.00 per share.
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VOTING RIGHTS
In accordance with its view of present applicable law, the Company will vote
the shares of the Eligible Investments held in the Separate Account at meetings
of the shareholders in accordance with instructions received from persons
having the voting interest in the Separate Account. The Company will vote
shares for which it has not received instructions, as well as shares
attributable to it, in the same proportion as it votes shares for which it has
received instructions. The Eligible Investments do not hold regular meetings of
shareholders. The number of shares which a person has a right to vote will be
determined as of a date to be chosen by the Company not more than sixty (60)
days prior to a shareholder meeting of any of the Eligible Investments. Voting
instructions will be solicited by written communication at least ten (10) days
prior to the meeting.
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SUBSTITUTION OF SECURITIES
If the shares of any Eligible Investment are no longer available for investment
by the Separate Account or, if in the judgment of the Company's Board of
Directors, further investment in the shares should become inappropriate in view
of the purpose of the Contracts, the Company may limit further purchase of such
shares or may substitute shares of another Eligible Investment for shares
already purchased under the Contracts. No substitution of securities may take
place without prior approval of the Securities and Exchange Commission and
under the requirements it may impose.
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CHARGES AND DEDUCTIONS
- -------------------------------------------------------------------------------
VARIOUS CHARGES AND DEDUCTIONS ARE MADE FROM THE CONTRACT VALUE AND THE
SEPARATE ACCOUNT.
THESE CHARGES AND DEDUCTIONS ARE DESCRIBED BELOW:
DEDUCTION FOR MORTALITY AND
EXPENSE RISK CHARGE
Each Valuation Period, the Company deducts a Mortality and Expense Risk Charge
which is equal, on an annual basis, to 0.38% of the average daily net asset
value of the Separate Account. The Company may increase this charge; however,
the maximum Mortality and Expense Risk Charge will not exceed 1.25% of the
average daily net asset value of the Separate Account. In the event of an
increase, the Company will give Contract Owners 90 days prior notice of the
increase. The mortality risks assumed by the Company arise from its contractual
obligation to make Annuity Payments after the Annuity Date (determined in
accordance with the Annuity Option chosen by the Contract Owner) regardless of
how long all Annuitants live. This assures that neither an Annuitant's own
longevity, nor an improvement in life expectancy greater than expected, will
have any adverse effect on the Annuity Payments the Annuitant will receive
under the Contract. Further, the Company
Prospectus Page 12
<PAGE>
C.M. MULTI-ACCOUNT A AND C.M. LIFE INSURANCE COMPANY
bears a mortality risk in that it guarantees the annuity purchase rates for the
Annuity Options under the Contract whether for a Fixed Annuity or a Variable
Annuity. Also, there is a mortality risk borne by the Company with respect to
the death benefit. The expense risk assumed by the Company is that all actual
expenses involved in administering the Contracts, including Contract
maintenance costs, administrative costs, mailing costs, data processing costs,
legal fees, accounting fees, filing fees and the costs of other services may
exceed the amount recovered from the Annual Contract Maintenance Charge and the
Administrative Charge.
If the Mortality and Expense Risk Charge is insufficient to cover the actual
costs, the loss will be borne by the Company. Conversely, if the amount
deducted proves more than sufficient, the excess will be a profit to the
Company. The Company expects a profit from this charge.
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DEDUCTION FOR ADMINISTRATIVE CHARGE
Each Valuation Period, the Company deducts an Administrative Charge which is
equal, on an annual basis, to 0.01% of the average daily net asset value of the
Separate Account. The Company may increase this charge; however, the maximum
Administrative Charge will not exceed 0.25% of the average daily net asset
value of the Separate Account. In the event of an increase, the Company will
give Contract Owners 90 days prior notice of the increase. This charge,
together with the Annual Contract Maintenance Charge (see below), is to
reimburse the Company for the expenses it incurs in the establishment and
maintenance of the Contracts and the Separate Account. These expenses include
but are not limited to: preparation of the Contracts, confirmation statements,
annual and periodic reports, maintenance of Contract Owner records, maintenance
of Separate Account records, administrative personnel costs, mailing costs,
data processing costs, legal fees, accounting fees, filing fees, the costs of
other services necessary for Contract Owner servicing and all accounting,
valuation, regulatory and reporting requirements. Since this charge is an
asset-based charge, the amount of the charge attributable to a particular
Contract may have no relationship to the administrative costs actually
incurred by that Contract. The Company does not intend to profit from this
charge.
This charge will be reduced to the extent that the amount of this charge is in
excess of that necessary to reimburse the Company for its administrative
expenses.
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DEDUCTION FOR ANNUAL CONTRACT
MAINTENANCE CHARGE
Currently, the Annual Contract Maintenance Charge is $35 each Contract Year and
is deducted on the last day of the Contract Year. This charge may be increased
but it will not exceed $60 per Contract Year. In the event of an increase, the
Company will give Contract Owners 90 days prior notice of the increase. If a
total withdrawal is made on other than the last day of the Contract Year, the
full Annual Contract Maintenance Charge will be deducted at the time of the
total withdrawal. The Annual Contract Maintenance Charge will be deducted from
the Sub-Accounts in the same proportion that the amount of the Contract Value
in each Sub-Account bears to the total Contract Value. If the Annuity Date is
not the last day of the Contract Year, then a pro-rata portion of the Annual
Contract Maintenance Charge will be deducted on the Annuity Date. During the
Annuity Period, unless otherwise elected the Annual Contract Maintenance Charge
will be deducted pro-rata from Annuity Payments and will result in a reduction
of each Annuity Payment. The Company has set this charge at a level so that,
when considered in conjunction with the Administrative Charge (see above), it
will not make a profit from the charges assessed for administration.
Prospectus Page 13
<PAGE>
C.M. MULTI-ACCOUNT A AND C.M. LIFE INSURANCE COMPANY
DEDUCTION FOR PREMIUM AND OTHER TAXES
Currently, any Premium Taxes relating to the Contracts will be deducted from
the Purchase Payments or from Contract Value when incurred. The Company will,
in its sole discretion, determine when Premium Taxes have resulted from: the
investment experience of the Separate Account; receipt by the Company of the
Purchase Payments; or commencement of Annuity Payments. Premium Taxes
generally range from 0% to 3.5%. The Company will deduct any withholding taxes
required by applicable law.
The Company reserves the right to establish a provision for federal income
taxes if it determines, in its sole discretion, that it will incur a tax as a
result of the operation of the Separate Account. The Company will deduct for
any income taxes incurred by it as a result of the operation of the Separate
Account whether or not there was a provision for taxes and whether or not it
was sufficient. The Company is not currently making any provision for federal
income taxes.
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DEDUCTION FOR ELIGIBLE INVESTMENT EXPENSES
There are other deductions from and expenses paid out of the assets of the
Eligible Investments, including amounts paid for advisory and operating fees,
which are described in the accompanying Prospectuses for the Eligible
Investments.
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DEDUCTION FOR TRANSFER FEE
Subject to certain minimums and to any limitations imposed by the Company on
the number of transfers (currently, unlimited during the Accumulation Period
and six (6) during the Annuity Period) Contract Owners may transfer all or part
of the Contract Owner's interest in a Sub-Account to another Sub-Account or
during the Annuity Period from a Sub-Account to the General Account without the
imposition of any fee or charge if there have been no more than the number of
free transfers permitted. If more than the number of free transfers (currently,
12 during the Accumulation Period, and 6 during the Annuity Period) have been
made, the Company will deduct a Transfer Fee for each subsequent transfer
permitted. The Transfer Fee is the lesser of $20 or 2% of the amount
transferred. Transfers made by the Company at the end of the Right to Examine
Contract period will not be counted in determining the application of the
Transfer Fee. All transfers made during a Valuation Period are deemed to be one
transfer
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THE CONTRACTS
- -------------------------------------------------------------------------------
CONTRACT OWNER
The Contract Owner is the person(s) or entity(ies) entitled to ownership rights
stated in the Contract. The Contract Owner is the person designated as such on
the Issue Date, unless changed.
The Contract Owner may change owners at any time prior to the Annuity Date by
Written Request. A change of Contract Owner will automatically revoke any prior
designation of Contract Owner. The change will become effective as of the date
the Written Request is received. A new designation of Contract Owner will not
apply to any payment made or action taken by the Company prior to the time it
was received. Any change of Contract Owner is subject to the Company's
underwriting rules then in effect. (See, "Tax Status -- General," Page 27.)
Prospectus Page 14
<PAGE>
C.M. MULTI-ACCOUNT A AND C.M. LIFE INSURANCE COMPANY
JOINT CONTRACT OWNERS
The Contract can be owned by Joint Contract Owners. If Joint Contract Owners
are named, any Joint Contract Owner must be the spouse of the other Contract
Owner. Upon the death of either Contract Owner, the surviving spouse will be
the Primary Beneficiary. Any other Beneficiary designation on record at the
time of death will be treated as a Contingent Beneficiary unless otherwise
indicated in a Written Request. Unless otherwise specified in the application
for the Contract, if there are Joint Contract Owners both signatures will be
required for all Contract Owner transactions except telephone transfers. If the
telephone transfer option is elected and there are Joint Contract Owners,
either Joint Contract Owner can give telephone instructions.
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ANNUITANT
The Annuitant is the person on whose life Annuity Payments are based. The
Annuitant is the person designated by the Contract Owner at the Issue Date,
unless changed prior to the Annuity Date. The Annuitant may not be changed in a
Contract which is owned by a non-natural person. Any change of Annuitant is
subject to the Company's underwriting rules then in effect. In the case of
certain Qualified Contracts the Contract Owner must be the Annuitant.
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ASSIGNMENT
A Written Request specifying the terms of an assignment of the Contract must be
provided to the Annuity Service Center. Until the Written Request is received,
the Company will not be required to take notice of or be responsible for any
transfer of interest in the Contract by assignment, agreement, or otherwise.
The Company will not be responsible for the validity or tax consequences of any
assignment. Any assignment made after the death benefit has become payable will
be valid only with the Company's consent.
If the Contract is assigned, the Contract Owner's rights may only be exercised
with the consent of the assignee of record.
The consent of any Irrevocable Beneficiaries is required before assignment of
proceeds can happen.
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PURCHASE PAYMENTS AND
CONTRACT VALUE
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PURCHASE PAYMENTS
The initial Purchase Payment is due on the Issue Date. The minimum initial
Purchase Payment the Company will accept is $100,000. The minimum subsequent
Purchase Payment the Company will accept is $10,000, unless the Contract Owner
has elected the automatic investment option in which case the Company will
accept a minimum of $5,000. The maximum total Purchase Payment is $5 million.
Purchase Payments above these amounts must be preapproved by the Company. The
Company reserves the right to reject any Application or Purchase Payment.
Prospectus Page 15
<PAGE>
C.M. MULTI-ACCOUNT A AND C.M. LIFE INSURANCE COMPANY
ALLOCATION OF PURCHASE PAYMENTS
The allocation of the initial Purchase Payment is made in accordance with the
selection made by the Contract Owner at the time the Contract is issued, except
in the circumstances described under "Right to Examine Contract," on page 6.
In those circumstances, the Company will allocate initial Purchase Payments to
the Money Market Sub-Account until the expiration of the Right to Examine
Contract period. Upon expiration, the Contract Value will be reallocated in
accordance with the Contract Owner's selection. Unless otherwise changed by
Written Request by the Contract Owner, subsequent Purchase Payments are
allocated in accordance with the same selection as the initial Purchase
Payment.
There are currently no limitations on the number of Sub-Accounts that can be
selected by a Contract Owner. If allocations are made in percentages, whole
numbers must be used.
If the Purchase Payments and forms required to issue a Contract are in good
order, the initial Purchase Payment will be credited to the Contract within (2)
business days after receipt at the Annuity Service Center. Additional Purchase
Payments will be credited to the Contract as of the Valuation Period when they
are received. If the forms required to issue a Contract are not in good order
the Company will attempt to get them in good order or the Company will return
the forms and the Purchase Payment within five (5) business days, unless it has
been authorized otherwise by the purchaser.
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CONTRACT VALUE
The Contract Value is the sum of the Contract Owner's interest in the
Sub-Accounts of the Separate Account for any Valuation Date during the
Accumulation Period. It will fluctuate from one Valuation Period to the next,
and may be more or less than Purchase Payments made. The Contract Owner's
interest in a Sub-Account is determined by multiplying the number of
Accumulation Units credited to the Contract by the Accumulation Unit Value for
that Sub-Account.
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ACCUMULATION UNITS
During the Accumulation Period, Accumulation Units shall be used to account for
all amounts allocated to or withdrawn from the Sub-Accounts of the Separate
Account as a result of Purchase Payments, withdrawals, transfers, or fees and
charges. The Company will determine the number of Accumulation Units of a
Sub-Account purchased or canceled. This will be done by dividing the amount
allocated to (or the amount withdrawn from) the Sub-Account by the dollar value
of one Accumulation Unit of the Sub-Account as of the end of the Valuation
Period during which the request for the transaction is received at the Annuity
Service Center.
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ACCUMULATION UNIT VALUE
The Accumulation Unit Value for each Sub-Account was arbitrarily set initially
at $10. Subsequent Accumulation Unit Values for each Sub-Account are determined
for each Valuation Period by multiplying the Accumulation Unit Value for the
immediately preceding Valuation Period by the Net Investment Factor for the
Sub-Account for the current Valuation Period.
The Net Investment Factor for each Sub-Account is determined by dividing A by B
and subtracting C where:
A is (i) the net asset value per share of the fund or portfolio of an Eligible
Investment held by the Sub-Account for the current Valuation Period; plus (ii)
any dividend per share declared on behalf of
Prospectus Page 16
<PAGE>
C.M. MULTI-ACCOUNT A AND C.M. LIFE INSURANCE COMPANY
such fund or portfolio of an Eligible Investment that has an ex-dividend date
within the current Valuation Period; less (iii) the cumulative charge or credit
for taxes reserved which is determined by the Company to have resulted from the
operation or maintenance of the Sub-Account.
B is the net asset value per share of the fund or portfolio held by the
Sub-Account for the immediately preceding Valuation Period.
C is the cumulative charge for the Mortality and Expense Risk Charge and for
the Administrative Charge.
The Accumulation Unit Value may increase or decrease from Valuation Period to
Valuation Period.
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TRANSFERS
- -------------------------------------------------------------------------------
TRANSFERS DURING THE ACCUMULATION PERIOD
Subject to certain limitations imposed by the Company on the number of
transfers (currently, unlimited) that can be made during the Accumulation
Period, the Contract Owner may transfer all or part of the Contract Owner's
interest in a Sub-Account by Written Request. No fee will be imposed if there
have been no more than the number of free transfers allowed (currently, twelve
(12) per calendar year). All transfers are subject to the following:
1. If more than the number of free transfers have been made, the Company will
deduct a Transfer Fee, (see "Charges and Deductions -- Deduction for
Transfer Fee," on Page 14) for each subsequent transfer permitted. The
Transfer Fee will be deducted from the Contract Owner's interest in the
Sub-Account from which the transfer is made. However, if the Contract
Owner's entire interest in a Sub-Account is being transferred, the Transfer
Fee will be deducted from the amount which is transferred. If Contract
Values are being transferred from more than one Sub-Account, any Transfer
Fee will be allocated to those Sub-Accounts on a pro-rata basis in
proportion to the amount transferred from each Sub-Account.
2. The minimum amount which can be transferred is $10,000 (from one or multiple
Sub-Accounts) or the Contract Owner's entire interest in the Sub-Account, or
the minimum amount permitted by applicable state law, if less. The minimum
amount which must remain in a Sub-Account after a transfer is $10,000 or $0
if the entire amount in the Sub-Account is transferred.
3. The Contract provides that the Company reserves the right, at any time and
without prior notice to any party, to terminate, suspend or modify the
transfer privilege described above. However, the Company has agreed to give
prior notice to OFFITBANK of any proposed termination, suspension or
modification of the transfer privilege.
Contract Owners can elect to make transfers by telephone. To do so, Contract
Owners must submit a completed Written Request electing the telephone transfer
privilege. The Company will use reasonable procedures to confirm that
instructions communicated by telephone are genuine. If it does not, the Company
may be liable for any losses due to unauthorized or fraudulent instructions.
The Company may tape record all telephone instructions. The Company will not be
liable for any loss, liability, cost or expense incurred by the Contract Owner
for acting in accordance with such telephone instructions believed to be
genuine. The telephone transfer privilege may be discontinued at any time by
the Company.
If there are Joint Contract Owners, unless the Company is informed to the
contrary, telephone instructions will be accepted from either of the Joint
Contract Owners.
Prospectus Page 17
<PAGE>
C.M. MULTI-ACCOUNT A AND C.M. LIFE INSURANCE COMPANY
TRANSFERS DURING THE ANNUITY PERIOD
During the Annuity Period, the Contract Owner may make transfers (currently,
six (6) per calendar year), by Written Request, as follows:
1. The Contract Owner may make transfers of Annuity Reserves between
Sub-Accounts, subject to any limitations imposed by the Company on the
number of transfers (currently, six (6) transfers per calendar year) that can
be made during the Annuity Period. Currently, six (6) transfers permitted
per calendar year during the Annuity Period are free (no Transfer Fee will
be imposed).
2. The Contract Owner may, once each Contract Year, make a transfer from one or
more Sub-Accounts to the General Account. The Contract Owner may not make a
transfer from the General Account to the Separate Account.
3. Transfers of Annuity Reserves between Sub-Accounts will be made by
converting the number of Annuity Units attributable to the Annuity
Reserves being transferred to the number of Annuity Units of the
Sub-Account to which the transfer is made, so that the next Annuity
Payment if it were made at that time would be the same amount that it would
have been without the transfer. Thereafter, Annuity Payments will reflect
changes in the value of the new Annuity Units.
The amount transferred to the General Account from a Sub-Account will be
based on the Annuity Reserves for the Contract Owner in that Sub-Account.
Transfers to the General Account will be made by converting the Annuity
Units being transferred to purchase fixed Annuity Payments under the Annuity
Option in effect and based on the Age of the Annuitant at the time of the
transfer.
4. The minimum amount which can be transferred is $10,000 or the Contract
Owner's entire interest in the Sub-Account, or the minimum amount permitted
by applicable state law, if less. The minimum amount which must remain in a
Sub-Account after a transfer is $10,000 or $0 if the entire amount in the
Sub-Account is transferred.
5. The Contract provides that the Company reserves the right, at any time and
without prior notice to any party, to terminate, suspend or modify the
transfer privilege described above. However, the Company has agreed to give
prior notice to OFFITBANK of any proposed termination, suspension or
modification of the transfer privilege.
Contract Owners can elect to make transfers by telephone. To do so, Contract
Owners must complete a prior Written Request electing the telephone transfer
privilege. The Company will use reasonable procedures to confirm that
instructions communicated by telephone are genuine. If it does not, the Company
may be liable for any losses due to unauthorized or fraudulent instructions.
The Company may tape record all telephone instructions. The Company will not be
liable for any loss, liability, cost or expense incurred by the Contract Owner
for acting in accordance with such telephone instructions believed to be
genuine. The telephone transfer privilege may be discontinued at any time by
the Company.
If there are Joint Contract Owners, unless the Company is informed to the
contrary, telephone instructions will be accepted from either of the Joint
Contract Owners.
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WITHDRAWALS
- -------------------------------------------------------------------------------
During the Accumulation Period, the Contract Owner may, upon a Written Request,
make a total or partial withdrawal of the Contract Withdrawal Value. The
Contract Withdrawal Value is:
1. The Contract Value as of the end of the Valuation Period during which a
Written Request for a withdrawal is received; less
Prospectus Page 18
<PAGE>
C.M. MULTI-ACCOUNT A AND C.M. LIFE INSURANCE COMPANY
2. Any applicable Premium Taxes not previously deducted; less
3. The Annual Contract Maintenance Charge, if any; less
4. Any Purchase Payments credited to the Contract when based upon checks that
have not cleared the drawer bank.
A withdrawal will result in the cancellation of Accumulation Units from each
applicable Sub-Account in the ratio that the Contract Owner's interest in the
Sub-Account bears to the total Contract Value. The Contract Owner must specify
by Written Request in advance which Sub-Account Units are to be canceled if
other than the above method is desired. If the Contract Owner makes a total
withdrawal, all of the Contract Owner's rights and interests in the Contract
will terminate.
The Company will pay the amount of any withdrawal within seven (7) days of
receipt of a request in good order unless the Suspension or Deferral of
Payments provision is in effect (or unless a shorter period is required under
applicable law or regulation).
Each partial withdrawal must be for at least $10,000 or the Contract Owner's
entire interest in the Sub-Account, if less. The minimum Contract Value which
must remain in the Contract after a partial withdrawal is $50,000. The Company
reserves the right to limit the number of partial withdrawals that can be made
from a Contract. Currently, there are no limitations on the number of partial
withdrawals.
Certain tax withdrawal penalties and restrictions may apply to withdrawals from
Contracts. (See "Tax Status" on Page 27.)
- -------------------------------------------------------------------------------
SYSTEMATIC WITHDRAWALS
The Company permits a Systematic Withdrawal Plan which enables a Contract Owner
to pre-authorize (by providing the Company with a Written Request) a periodic
exercise of the contractual withdrawal rights. Systematic withdrawals are made
on any monthly date specified by the Contract Owner (or the next following
Valuation Date if the monthly date is not a Valuation Date). If no start date
is selected, the Company will automatically begin systematic withdrawals within
five (5) business days after the Written Request is received. Contract Owners
must be 59 1/2 or older to participate in the program. A minimum Contract Value
of $100,000 at the time the Systematic Withdrawal Plan is elected is required.
Certain tax penalties may apply to withdrawals from the Contracts (see "Tax
Status" -- "Tax Treatment of Withdrawals -- Qualified Contracts" on Page 31).
Contract Owners can choose the frequency at which withdrawals will be made,
I.E., monthly, quarterly, semi-annually or annually. The amount will be
withdrawn proportionately from each Sub-Account held under the Contract unless
otherwise directed by the Contract Owner.
Changes to selections made by the Contract Owner may be made by Written Request.
The Systematic Withdrawal Option will terminate if: (i) the total Contract
Value is withdrawn; (ii) the last withdrawal as selected by the Contract Owner
has been made; (iii) there is insufficient Contract Value in the Sub-Account to
complete the withdrawal; (iv) Annuity Payments have commenced; or (v) a Written
Request from the Contract Owner to terminate the option has been received at
the Annuity Service Center at least (5) business days prior to the next
withdrawal request. Contract Owners who elect to terminate the Systematic
Withdrawal Plan may re-institute the Plan by Written Request.
Contract Owners currently participating in the automatic premium system may not
simultaneously participate in the Systematic Withdrawal Plan. All the
provisions relating to withdrawals contained in the Contract are applicable to
the Systematic Withdrawal Plan.
Prospectus Page 19
<PAGE>
C.M. MULTI-ACCOUNT A AND C.M. LIFE INSURANCE COMPANY
SUSPENSION OR DEFERRAL OF PAYMENTS
The Company reserves the right to suspend or postpone payments for a withdrawal
or transfer for any period when:
1. The New York Stock Exchange is closed (other than customary weekend and
holiday closings);
2. Trading on the New York Stock Exchange is restricted;
3. An emergency exists as a result of which disposal of securities held in the
Separate Account is not reasonably practicable or it is not reasonably
practicable to determine the value of the Separate Account's net assets; or
4. During any other period when the Securities and Exchange Commission, by
order, so permits for the protection of Contract Owners;
provided that applicable rules and regulations of the Securities and Exchange
Commission will govern as to whether the conditions described in (2) and (3)
exist.
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PROCEEDS PAYABLE ON DEATH
- -------------------------------------------------------------------------------
DEATH OF CONTRACT OWNER DURING
THE ACCUMULATION PERIOD
Upon the death of the Contract Owner or a Joint Contract Owner during the
Accumulation Period, the death benefit will be paid to the Primary Beneficiary
designated by the Contract Owner. Upon the death of a Joint Contract Owner, the
surviving Joint Contract Owner, if any, will be treated as the Primary
Beneficiary. Any other Beneficiary designation on record at the time of death
will be treated as a Contingent Beneficiary, unless previously changed by
Written Request.
A Beneficiary may request that the death benefit be paid under one of the Death
Benefit Options below. If the Beneficiary is the spouse of the Contract Owner
he or she may elect to continue the Contract at the then current Contract Value
(which may be less than the Death Benefit) in his or her own name and exercise
all the Contract Owner's rights under the Contract. In the event of the
simultaneous death of Joint Contract Owners, death benefits will be determined
in accordance with state law.
- -------------------------------------------------------------------------------
DEATH BENEFIT AMOUNT DURING
THE ACCUMULATION PERIOD
The death benefit during the Accumulation Period will be the Contract Value
determined and paid as of the end of the Valuation Period during which the
Company receives both due proof of death and an election of the payment method.
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DEATH BENEFIT OPTIONS DURING
THE ACCUMULATION PERIOD
A non-spousal Beneficiary must elect the death benefit to be paid under one of
the following options in the event of the death of the Contract Owner during
the Accumulation Period:
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C.M. MULTI-ACCOUNT A AND C.M. LIFE INSURANCE COMPANY
OPTION 1 -- lump sum payment of the death benefit; or
OPTION 2 -- the payment of the entire death benefit within five (5) years of
the date of the death of the Contract Owner; or
OPTION 3 -- payment of the death benefit under an Annuity Option over the
lifetime of the Beneficiary or over a period not extending beyond the life
expectancy of the Beneficiary with distribution beginning within one (1) year
of the date of death of the Contract Owner or any Joint Contract Owner.
Any portion of the death benefit not applied under Option 3 within one (1) year
of the date of the Contract Owner's death, must be distributed within five (5)
years of the date of death.
A spousal Beneficiary may elect to continue the Contract in his or her own
name, elect a lump sum payment of the death benefit or apply the death benefit
to an Annuity Option.
If a lump sum payment is requested, the amount will be paid within seven (7)
days of receipt of proof of death and the election, unless the Suspension or
Deferral of Payments Provision is in effect.
Payment to the Beneficiary, other than in a lump sum, may only be elected
during the sixty-day period beginning with the date of receipt by the Company
of proof of death.
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DEATH OF CONTRACT OWNER DURING
THE ANNUITY PERIOD
If the Contract Owner or a Joint Contract Owner, who is not the Annuitant, dies
during the Annuity Period, any remaining payments under the Annuity Option
elected will continue to be made at least as rapidly as under the method of
distribution in effect at such Contract Owner's death. Upon the death of a
Contract Owner during the Annuity Period, the Beneficiary becomes the Contract
Owner.
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DEATH OF ANNUITANT
Upon the death of the Annuitant, who is not a Contract Owner, during the
Accumulation Period, the Contract Owner may designate a new Annuitant, subject
to the Company's underwriting rules then in effect. If no designation is made
within 30 days of the death of the Annuitant, the Contract Owner will become
the Annuitant. If the Contract Owner is a non-natural person, the death of the
Annuitant will be treated as the death of the Contract Owner and a new
Annuitant may not be designated. (See "Death of Contract Owner During
Accumulation Period" on Page 20.)
Upon the death of the Annuitant on or after the Annuity Date, the death
benefit, if any, will be as specified in the Annuity Option elected. Death
benefits will be paid at least as rapidly as under the method of distribution
in effect at the Annuitant's death.
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PAYMENT OF DEATH BENEFIT
The Company will require due proof of death before any death benefit is paid.
Due proof of death will be:
1. a certified death certificate;
2. a certified decree of a court of competent jurisdiction as to the finding of
death; or
3. any other proof satisfactory to the Company.
Prospectus Page 21
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C.M. MULTI-ACCOUNT A AND C.M. LIFE INSURANCE COMPANY
All death benefits will be paid in accordance with applicable law or
regulations governing death benefit payments.
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BENEFICIARY
The Beneficiary designation in effect on the Issue Date will remain in effect
until changed. Unless the Contract Owner provides otherwise, the death benefit
will be paid in equal shares to the Beneficiary(ies) as follows:
1. to the Primary Beneficiary(ies) who survive the Contract Owner's and/or the
Annuitant's death, as applicable; or if there are none
2. to the Contingent Beneficiary(ies) who survive the Contract Owner's and/or
the Annuitant's death, as applicable; or if there are none
3. to the estate of the Contract Owner.
Beneficiaries may be named irrevocably. In that case a change of Beneficiary
requires the consent of any irrevocable Beneficiary. If an irrevocable
Beneficiary is named, the Contract Owner retains all other contractual rights.
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CHANGE OF BENEFICIARY
Subject to the rights of any irrevocable Beneficiary(ies), the Contract Owner
may change the Primary Beneficiary(ies) or Contingent Beneficiary(ies). A
change may be made by Written Request. The change will take effect as of the
date the notice is signed. The Company will not be liable for any payment made
or action taken before it records the change.
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ANNUITY PROVISIONS
- -------------------------------------------------------------------------------
ANNUITY GUIDELINES
Once the Contract reaches the Annuity Date, the following guidelines apply:
1. The Contract Owner may elect to have the Contract Value applied to provide a
Variable Annuity, a Fixed Annuity, or a combination Fixed and Variable Annuity.
If a combination is elected, the Contract Owner must specify what part of the
Contract Value is to be applied to the Fixed and Variable options.
2. The amount applied to an Annuity Option on the Annuity Date, excluding any
death benefit proceeds applied to an Annuity Option, is equal to the Contract
Value minus any applicable Premium Tax and Annual Contract Maintenance Charge.
3. If the amount to be applied under an Annuity Option is less than $2,000, the
Company reserves the right to pay the amount in a lump sum. If any Annuity
Payment is less than $100, the Company reserves the right to change the payment
basis to equivalent quarterly, semi-annual or annual payments.
4. Contract Owners select an Annuity Date at the Issue Date. Contract Owners
may change the Annuity Date at any time prior to the Annuity Date by Written
Request 30 days prior to the new Annuity Date. The Annuity Date must be the
first day of a calendar month. The Annuity Date cannot be earlier than five
years after the Issue Date. The latest permitted Annuity Date is the earlier
of: (i) the 90th birthday of the Annuitant
Prospectus Page 22
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C.M. MULTI-ACCOUNT A AND C.M. LIFE INSURANCE COMPANY
or the oldest Joint Annuitant; or (ii) the latest date permitted under state
law.
5. If no Annuity Option has been chosen at least thirty (30) calendar days
before the Annuity Date, the Company will make payments to the Annuitant under
Option B, with 10 years of payments guaranteed. Unless specified otherwise, the
then Contract Value shall be used to provide a Variable Annuity.
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ANNUITY PAYMENTS
The Company will make Annuity Payments beginning on the Annuity Date, provided
no death benefit has become payable and the Contract Owner has by Written
Request selected an available Annuity Option and payment schedule. Except as
otherwise agreed to by the Contract Owner and the Company, Annuity Payments
will be payable monthly unless another Annuity Payment frequency is selected by
the Contract Owner. The Annuity Option and frequency of Annuity Payments may
not be changed by the Contract Owner after Annuity Payments begin. Unless the
Contract Owner specifies otherwise, the payee of the Annuity Payments shall be
the Annuitant.
If the amount of the Annuity Payment will depend on the Age or sex of the
Annuitant, the Company reserves the right to ask for satisfactory proof of the
Annuitant's (or Joint Annuitant's, if any) Age and sex. The Company reserves
the right to delay Annuity Payments until acceptable proof is received.
The Mortality and Expense Risk Charge is assessed during both the Accumulation
Period and Annuity Period. The Company will continue to assess the Mortality
and Expense Risk Charge during payment of an Annuity Option that does not
involve life contingency even though the Company no longer bears any mortality
risk on such payment obligation.
- -------------------------------------------------------------------------------
FIXED ANNUITY
A Fixed Annuity provides for payments which do not fluctuate based on
investment performance.
Fixed Annuity payments shall be determined by applying the Annuity Purchase
Rates set forth in the Fixed Annuity Rate Tables contained in the Contract to
the portion of the Contract Value allocated to the Fixed Annuity Option
selected by the Contract Owner.
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VARIABLE ANNUITY
A Variable Annuity provides for payments which may fluctuate based on the
investment performance of the Sub-Accounts of the Separate Account. Variable
Annuity Payments will be based on the Sub-Accounts Annuity Units credited to
the Variable Annuity Option.
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ANNUITY UNITS AND PAYMENTS
The dollar amount of each Variable Annuity payment depends on the number of
Annuity Units credited to that Annuity Option, and the value of those Units.
The number of Annuity Units is determined as follows:
1. The number of Annuity Units credited in each Sub-Account will be determined
by dividing the product of the portion of the Contract Value to be applied to
the Sub-Account and the Annuity Purchase Rate by the value of one Annuity Unit
in that Sub-Account on the Annuity Date. The purchase rates are set forth in
the Variable Annuity Rate Tables in the Contract.
Prospectus Page 23
<PAGE>
C.M. MULTI-ACCOUNT A AND C.M. LIFE INSURANCE COMPANY
2. For each Sub-Account, the amount of each Annuity Payment equals the product
of the Annuitant's number of Annuity Units and the Annuity Unit Value on the
payment date. The amount of each payment may vary.
- -------------------------------------------------------------------------------
ANNUITY UNIT VALUE
The value of any Annuity Unit for each Sub-Account of the Separate Account was
arbitrarily set initially at $10.
The Sub-Account Annuity Unit Value at the end of any subsequent Valuation
Period is determined as follows:
1. The Net Investment Factor (see page 16 for a description) for the current
Valuation Period is multiplied by the value of the Annuity Unit for the
Sub-Account for the immediately preceding Valuation Period.
2. The result in (1) is then divided by an assumed investment rate factor. The
assumed investment rate factor equals 1.00 plus the assumed investment rate for
the number of days since the preceding Valuation Date. The assumed investment
rate is based on an effective annual rate of 4%.
The value of an Annuity Unit may increase or decrease from Valuation Period to
Valuation Period.
- -------------------------------------------------------------------------------
ANNUITY OPTIONS
The Contract Owner may choose periodic Fixed and/or Variable Annuity Payments
under any one of the Annuity Options described below. The Company may consent
to other plans of payment before the Annuity Date.
The following Annuity Options are available:
ANNUITY OPTION A -- LIFE INCOME.
Periodic payments will be made as long as the Annuitant lives. Under this
option it would be possible for only one (1) Annuity Payment to be made if the
Annuitant were to die before the due date of the second Annuity Payment; only
two (2) Annuity Payments if the Annuitant were to die before the due date of
the third Annuity Payment; and so forth.
ANNUITY OPTION B -- LIFE INCOME WITH PERIOD CERTAIN
Periodic payments will be made for a guaranteed period, or as long as the
Annuitant lives, whichever is longer. The guaranteed period may be five (5),
ten (10) or twenty (20) years. If the Beneficiary does not desire payments to
continue for the remainder of the guaranteed period, he/she may elect to have
the present value of the guaranteed Annuity Payments remaining commuted and
paid in a lump sum.
ANNUITY OPTION C -- JOINT AND LAST SURVIVOR PAYMENTS
Periodic payments will be made during the joint lifetime of two Annuitants
continuing in the same amount during the lifetime of the surviving Annuitant.
Under this option it would be possible for only one (1) Annuity Payment to be
made if both Annuitants were to die before the due date of the second Annuity
Payment; only two (2) Annuity Payments if both Annuitants were to die before
the due date of the third Annuity Payment; and so forth.
ANNUITY OPTION D -- JOINT AND 2/3 SURVIVOR ANNUITY
Periodic payments will be made during the joint lifetime of two Annuitants.
Payments will continue during the lifetime of the surviving Annuitant and will
be computed on the basis of two-thirds of the Annuity Payment (or Units) in
effect during the joint lifetime. Under this option it would be possible for
only one (1) Annuity Payment to be made if both Annuitants were to die before
the due date of the second Annuity Payment; only two (2) Annuity Payments if
both Annuitants were to
Prospectus Page 24
<PAGE>
C.M. MULTI-ACCOUNT A AND C.M. LIFE INSURANCE COMPANY
die before the due date of the third Annuity Payment; and so forth.
ANNUITY OPTION E -- PERIOD CERTAIN
Periodic payments will be made for a specified period. The specified period
must be at least five (5) years and cannot be more than thirty (30) years. If
the Contract Owner does not desire payments to continue for the remainder of
the guaranteed period, he/she may elect to have the present value of the
remaining payments commuted and paid in a lump sum or as an Annuity Option
purchased at the date of such election.
ANNUITY OPTION F -- SPECIAL INCOME SETTLEMENT AGREEMENT
The Company will pay the proceeds in accordance with terms agreed upon in
writing by the Contract Owner and the Company.
- -------------------------------------------------------------------------------
DISTRIBUTION
- -------------------------------------------------------------------------------
MML Distributors, LLC ("MML Distributors"), formerly known as Connecticut
Mutual Financial Services, LLC, is the distributor of the Contracts.
Massachusetts Mutual Distributors is a limited liability corporation. On
March 1, 1996, Massachusetts Mutual Investors Services, Inc. ("MMLISI") began
serving as co-underwriter of the Contracts. Both Massachusetts Mutual
Distributors and MMLISI are broker-dealers registered with the Securities and
Exchange Commission and members of the National Association of Securities
Dealers, Inc. MML Distributors and MMLISI are indirect wholly owned
subsidiaries of Massachusetts Mutual Life Insurance Company and affiliates of
C.M. Life Insurance Company.
MML Distributors may enter into selling agreements with other broker-dealers
which are registered with the Securities and Exchange Commission and are
members of the National Association of Securities Dealers, Inc. ("selling
brokers"). Contracts are sold through agents who are licensed by state
insurance officials to sell the Contracts. These agents are also registered
representatives of selling brokers or of MMLISI.
MML Distributors does business under different variations of its name;
including the name MML Distributors, L.L.C. in the states of Illinois,
Michigan, Oklahoma, South Dakota, and Washington, and the name Massachusetts
Mutual Distributors, Limited Liability Company in the states of Maine, Ohio,
and West Virginia.
It is anticipated that the offering of the Contracts will be continuous.
- -------------------------------------------------------------------------------
PERFORMANCE INFORMATION
- -------------------------------------------------------------------------------
MONEY MARKET SUB-ACCOUNT
From time to time, the Company may advertise its "yield" and "effective yield"
of the Money Market Sub-Account. Both yield figures are based on historical
earnings and are not intended to indicate future performance. The "yield" of
the Money Market Sub-Account refers to the income generated by Contract Values
in the Money Market Sub-Account over a seven-day period (which period will be
stated in the advertisement). This income is "annualized." That is, the amount
of income generated by the investment during that week is assumed to be
generated each week over a
Prospectus Page 25
<PAGE>
C.M. MULTI-ACCOUNT A AND C.M. LIFE INSURANCE COMPANY
52-week period and is shown as a percentage of the Contract Values in the Money
Market Sub-Account. The "effective yield" is calculated similarly. However,
when annualized, the income earned by Contract Values is assumed to be
reinvested. This results in the "effective yield" being slightly higher than
the "yield" because of the compounding effect of the assumed reinvestment. The
yield figure will reflect the deduction of any asset-based charges and any
applicable Annual Contract Maintenance Charge, but not Premium Taxes.
- -------------------------------------------------------------------------------
OTHER SUB-ACCOUNTS
From time to time, the Company may advertise performance data for the various
other Sub-Accounts under the Contract. Such data will show the percentage
change in the value of a Sub-Account's Accumulation Unit based on the
performance of the underlying investment vehicle over a period of time, usually
a calendar year, determined by dividing the increase (decrease) in value for
that Unit by the Accumulation Unit value at the beginning of the period. This
percentage figure will reflect the deduction of any asset-based charges and any
applicable Annual Contract Maintenance Charges under the Contract, but not
Premium Taxes.
Any advertisement will also include total return figures calculated as
described in the Statement of Additional Information. The total return figures
reflect the deduction of any applicable Annual Contract Maintenance Charge, as
well as any asset-based charges, but not Premium Taxes.
The Company may make available yield information with respect to some of the
Sub-Accounts. Such yield information will be calculated as described in the
Statement of Additional Information. The yield information will reflect the
deduction of any applicable Annual Contract Maintenance Charge as well as any
asset-based charges.
The Company may also show historical Accumulation Unit values in certain
advertisements containing illustrations. These illustrations will be based on
actual Accumulation Unit values.
In addition, the Company may distribute sales literature which compares the
percentage change in Accumulation Unit values for any of the Sub-Accounts
against established market indices such as the Standard & Poor's 500 Composite
Stock Price Index, the Dow Jones Industrial Average or other management
investment companies which have investment objectives similar to the underlying
Portfolio being compared. The Standard & Poor's 500 Composite Stock Price Index
is an unmanaged, unweighted average of 500 stocks, the majority of which are
listed on the New York Stock Exchange. The Dow Jones Industrial Average is an
unmanaged, weighted average of thirty blue chip industrial corporations listed
on the New York Stock Exchange. Both the Standard & Poor's 500 Composite Stock
Price Index and the Dow Jones Industrial Average assume quarterly reinvestment
of dividends. In addition, the Company may, as appropriate, compare each
Sub-Account's performance to that of other types of investments such as
certificates of deposit, savings accounts and U.S. Treasuries, or to certain
interest rate and inflation indices, such as the Consumer Price Index, which is
published by the U.S. Department of Labor and measures the average change in
prices over time of a fixed "market basket" of certain specified goods and
services. Similar comparisons of Sub-Account performance may also be made with
appropriate indices measuring the performance of a defined group of securities
widely recognized by investors as representing a particular segment of the
securities markets. For example, Sub-Account performance may be compared with
Donoghue Money Market Institutional Averages (money market rates), Lehman
Brothers Corporate Bond Index (corporate bond interest rates) or Lehman
Brothers Government Bond Index (long-term U.S. Government obligation interest
rates).
The Company may also distribute sales literature which compares the
performance of the Contracts and Insurance Investment Products Trust with the
contracts issued through the separate accounts of other insurance companies and
their underlying funds. Such information will be derived from the Lipper
Variable Insurance Products Performance Analysis Service, the VARDS Report or
from Morningstar.
The Lipper Variable Insurance Products Performance Analysis Service is
published by Lipper Analytical Services, Inc., a publisher of statistical data
which currently tracks the performance of
Prospectus Page 26
<PAGE>
C.M. MULTI-ACCOUNT A AND C.M. LIFE INSURANCE COMPANY
almost 4,000 investment companies. The rankings compiled by Lipper may or may
not reflect the deduction of asset-based insurance charges. The Company's sales
literature utilizing these rankings will indicate whether or not such charges
have been deducted. Where the charges have not been deducted, the sales
literature will indicate that if the charges had been deducted, the ranking
might have been lower.
The VARDS Report is a monthly variable annuity industry analysis compiled by
Variable Annuity Research & Data Service of Atlanta and published by Financial
Planning Resources, Inc. The VARDS rankings may or may not reflect the
deduction of asset-based insurance charges. The Company's sales literature
utilizing these rankings will indicate which charges had been deducted. Where
the charges have not been deducted, the sales literature will indicate that if
the charges had been deducted, the ranking might have been lower.
Morningstar rates mutual funds used with variable contracts against its peers
with similar investment objectives. Morningstar does not rate any mutual fund
that has less than three years of performance data. The Company's sales
literature utilizing these rankings will indicate whether they reflect the
deduction of asset-based insurance charges. Where the charges have not been
deducted, the sales literature will indicate that if the charges had been
deducted, the ranking might have been lower.
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TAX STATUS
- -------------------------------------------------------------------------------
GENERAL
NOTE: THE FOLLOWING DESCRIPTION IS BASED UPON THE COMPANY'S UNDERSTANDING OF
CURRENT FEDERAL INCOME TAX LAW APPLICABLE TO ANNUITIES IN GENERAL. THE COMPANY
CANNOT PREDICT THE PROBABILITY THAT ANY CHANGES IN SUCH LAWS WILL BE MADE.
PURCHASERS ARE CAUTIONED TO SEEK COMPETENT TAX ADVICE REGARDING THE POSSIBILITY
OF SUCH CHANGES. THE COMPANY DOES NOT GUARANTEE THE TAX STATUS OF THE
CONTRACTS. PURCHASERS BEAR THE COMPLETE RISK THAT THE CONTRACTS MAY NOT BE
TREATED AS "ANNUITY CONTRACTS" UNDER FEDERAL INCOME TAX LAWS. IT SHOULD BE
FURTHER UNDERSTOOD THAT THE FOLLOWING DISCUSSION IS NOT EXHAUSTIVE AND THAT
SPECIAL RULES NOT DESCRIBED IN THIS PROSPECTUS MAY BE APPLICABLE IN CERTAIN
SITUATIONS. MOREOVER, NO ATTEMPT HAS BEEN MADE TO CONSIDER ANY APPLICABLE STATE
OR OTHER TAX LAWS.
Section 72 of the Code governs taxation of annuities in general. A Contract
Owner is not taxed on increases in the value of a Contract until distribution
occurs, either in the form of a lump sum payment or as Annuity Payments under
the Annuity Option selected. For a lump sum payment received as a total
withdrawal (total surrender), the recipient is taxed on the portion of the
payment that exceeds the cost basis of the Contract. For Non-Qualified
Contracts, this cost basis is generally the Purchase Payments, while for
Qualified Contracts there may be no cost basis. The taxable portion of the lump
sum payment is taxed at ordinary income tax rates.
For Annuity Payments, a portion of each payment in excess of an exclusion
amount is includible in taxable income. The exclusion amount for payments based
on a fixed Annuity Option is determined by multiplying the payment by the ratio
that the cost basis of the Contract (adjusted for any period certain or refund
feature) bears to the expected return under the Contract. The exclusion amount
for payments based on a variable Annuity Option is determined by dividing the
cost basis of the Contract (adjusted for any period certain or refund
guarantee) by the number of years over which the annuity is expected to be
paid. Payments received after the investment in the Contract has been
recovered (I.E. when the total of the excludible amounts equal the investment
in the Contract) are fully taxable. The taxable portion is taxed at ordinary
income tax rates. For certain types of Qualified Plans there may be no cost
basis in the Contract within the meaning of Section 72 of the Code. Contract
Owners, Annuitants, and Beneficiaries under the Contracts should seek competent
financial advice about the tax consequences of any distributions.
Prospectus Page 27
<PAGE>
C.M. MULTI-ACCOUNT A AND C.M. LIFE INSURANCE COMPANY
The Company is taxed as a life insurance company under the Code. For federal
income tax purposes, the Separate Account is not a separate entity from the
Company and its operations form a part of the Company.
- -------------------------------------------------------------------------------
DIVERSIFICATION
Section 817(h) of the Code imposes certain diversification standards on the
underlying assets of variable annuity contracts. The Code provides that a
variable annuity contract will not be treated as an annuity contract for any
period (and any subsequent period) for which the investments are not, in
accordance with regulations prescribed by the United States Treasury Department
("Treasury Department"), adequately diversified. Disqualification of the
Contract as an annuity contract would result in the imposition of federal
income tax to the Contract Owner with respect to earnings allocable to the
Contract prior to the receipt of payments under the Contract. The Code contains
a safe harbor provision which provides that annuity contracts such as the
Contracts meet the diversification requirements if, as of the end of each
quarter, the underlying assets meet the diversification standards for a
regulated investment company and no more than 55% of the total assets consist
of cash, cash items, U.S. Government securities and securities of other
regulated investment companies.
On March 2, 1989, the Treasury Department issued Regulations (Treas. Reg.
1.817-5), which established diversification requirements for the investment
portfolios underlying variable contracts such as the Contracts. The Regulations
amplify the diversification requirements for variable contracts set forth in
the Code and provide an alternative to the safe harbor provision described
above. Under the Regulations, an investment portfolio will be deemed adequately
diversified if: (1) no more than 55% of the value of the total assets of the
portfolio is represented by any one investment; (2) no more than 70% of the
value of the total assets of the portfolio is represented by any two
investments; (3) no more than 80% of the value of the total assets of the
portfolio is represented by any three investments; and (4) no more than 90% of
the value of the total assets of the portfolio is represented by any four
investments.
The Code provides that, for purposes of determining whether or not the
diversification standards imposed on the underlying assets of variable
contracts by Section 817(h) of the Code have been met, "each United States
Government agency or instrumentality shall be treated as a separate issuer."
The Company intends that all Eligible Investments underlying the Contracts will
be managed in such a manner as to comply with these diversification
requirements.
The Treasury Department has indicated that the diversification Regulations do
not provide guidance regarding the circumstances in which Contract Owner
control of the investments of the Separate Account will cause the Contract
Owner to be treated as the owner of the assets of the Separate Account,
thereby resulting in the loss of favorable tax treatment for the Contract. At
this time it cannot be determined whether additional guidance will be provided
and what standards may be contained in such guidance.
The amount of Contract Owner control which may be exercised under the Contract
is different in some respects from the situations addressed in published
rulings issued by the Internal Revenue Service in which it was held that the
policy owner was not the owner of the assets of the separate account. It is
unknown whether these differences, such as the Contract Owner's ability to
transfer among investment choices or the number and type of investment choices
available, would cause the Contract Owner to be considered as the owner of the
assets of the Separate Account resulting in the imposition of federal income
tax to the Contract Owner with respect to earnings allocable to the Contract
prior to receipt of payments under the Contract.
In the event any forthcoming guidance or ruling is considered to set forth a
new position, such guidance or ruling will generally be applied only
prospectively. However, if such ruling or guidance was not considered to set
forth a new position, it may be applied retroactively resulting in the
Contract Owner being retroactively determined to be the owner of the assets of
the Separate Account.
Prospectus Page 28
<PAGE>
C.M. MULTI-ACCOUNT A AND C.M. LIFE INSURANCE COMPANY
Due to the uncertainty in this area, the Company reserves the right to modify
the Contract in an attempt to maintain favorable tax treatment.
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MULTIPLE CONTRACTS
The Code provides that multiple non-qualified annuity contracts which are
issued within a calendar year to the same contract owner by one company or its
affiliates are treated as one annuity contract for purposes of determining the
tax consequences of any distribution. Such treatment may result in adverse tax
consequences including more rapid taxation of the distributed amounts from such
combination of contracts. Contract Owners should consult a tax adviser prior to
purchasing more than one non-qualified annuity contract in any calendar year.
- -------------------------------------------------------------------------------
TAX TREATMENT OF ASSIGNMENTS
An assignment or pledge of a Contract may be a taxable event. Contract Owners
should therefore consult competent tax advisers should they wish to assign or
pledge their Contracts.
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INCOME TAX WITHHOLDING
All distributions or the portion thereof which is includible in the gross
income of the Contract Owner are subject to federal income tax withholding.
Generally, amounts are withheld from periodic payments at the same rate as
wages and at the rate of 10% from non-periodic payments. However, the Contract
Owner, in most cases, may elect not to have taxes withheld or to have
withholding done at a different rate.
Effective January 1, 1993, certain distributions from retirement plans
qualified under Section 401 of the Code, which are not directly rolled over to
another eligible retirement plan or individual retirement account or individual
retirement annuity, are subject to a mandatory 20% withholding for federal
income tax. The 20% withholding requirement does not apply to: a) distributions
for the life or life expectancy of the participant or joint and last survivor
expectancy of the participant and a designated beneficiary; or b) distributions
for a specified period of ten (10) years or more; or c) distributions which are
required minimum distributions. Participants under such plans should consult
their own tax counsel or other tax advisor regarding withholding.
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TAX TREATMENT OF WITHDRAWALS --
NON-QUALIFIED CONTRACTS
Section 72 of the Code governs treatment of distributions from annuity
contracts. It provides that if the Contract Value exceeds the aggregate
purchase payments made, any amount withdrawn will be treated as coming first
from the earnings and then, only after the income portion is exhausted, as
coming from the principal. Withdrawn earnings are includible in gross income.
It further provides that a 10% penalty will apply to the income portion of any
distribution. However, the penalty is not imposed on amounts received:
(a) after the taxpayer reaches age 59 1/2; (b) after the death of the Contract
Owner; (c) if the taxpayer is totally disabled (for this purpose disability is
as defined in Section 72(m)(7) of the Code); (d) in a series of substantially
equal periodic payments made not less frequently than annually for the life
(or life expectancy) of the taxpayer or for the joint lives (or joint life
expectancies) of the taxpayer and his or her Beneficiary; (e) under an
immediate
Prospectus Page 29
<PAGE>
C.M. MULTI-ACCOUNT A AND C.M. LIFE INSURANCE COMPANY
annuity; or (f) which are allocable to purchase payments made prior to August
14, 1982.
The above information does not apply to Qualified Contracts. However, separate
tax withdrawal penalties and restrictions may apply to such Qualified
Contracts. (See "Tax Treatment of Withdrawals -- Qualified Contracts" below.)
- -------------------------------------------------------------------------------
QUALIFIED PLANS
The Contracts offered by this Prospectus are designed to be suitable for use
under various types of Qualified Plans. Taxation of participants in each
Qualified Plan varies with the type of plan and terms and conditions of each
specific plan. Contract Owners, Annuitants and Beneficiaries are cautioned that
benefits under a Qualified Plan may be subject to the terms and conditions of
the plan regardless of the terms and conditions of the Contracts issued
pursuant to the plan. Some retirement plans are subject to distribution and
other requirements that are not incorporated into the Contract's
administrative procedures. Owners, participants and Beneficiaries are
responsible for determining that contributions, distributions and other
transactions with respect to the Contracts comply with applicable law.
Following are general descriptions of the types of Qualified Plans with which
the Contracts may be used. Such descriptions are not exhaustive and are for
general informational purposes only. The tax rules regarding Qualified Plans
are very complex and will have differing applications depending on individual
facts and circumstances. Each purchaser should obtain competent tax advice
prior to purchasing a Contract issued under a Qualified Plan.
Contracts issued pursuant to Qualified Plans include special provisions
restricting Contract provisions that may otherwise be available as described in
this Prospectus. Generally, Contracts issued pursuant to Qualified Plans are
not transferable except upon surrender or annuitization. Various penalty and
excise taxes may apply to contributions or distributions made in violation of
applicable limitations. Furthermore, certain withdrawal penalties and
restrictions may apply to surrenders from Qualified Contracts. (See "Tax
Treatment of Withdrawals -- Qualified Contracts" below.)
On July 6, 1983, the Supreme Court decided in Arizona Governing Committee v.
Norris that optional annuity benefits provided under an employer's deferred
compensation plan could not, under Title VII of the Civil Rights Act of 1964,
vary between men and women. The Contracts sold by the Company in connection
with certain Qualified Plans will utilize annuity tables which do not
differentiate on the basis of sex. Such annuity tables will also be available
for use in connection with certain non-qualified deferred compensation plans.
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H.R. 10 PLANS
Section 401 of the Code permits self-employed individuals to establish
Qualified Plans for themselves and their employees, commonly referred to as
"H.R. 10" or "Keogh" plans. Contributions made to the Plan for the benefit of
the employees will not be included in the gross income of the employees until
distributed from the Plan. The tax consequences to participants may vary
depending upon the particular plan design. However, the Code places limitations
and restrictions on all Plans including on such items as: amount of allowable
contributions; form, manner and timing of distributions; transferability of
benefits; vesting and nonforfeitability of interests; nondiscrimination in
eligibility and participation; and the tax treatment of distributions,
withdrawals and surrenders. (See "Tax Treatment of Withdrawals -- Qualified
Contracts" below.) These retirement plans may permit the purchase of the
Contracts to accumulate retirement savings under the plans. Adverse tax or
other legal consequences to the Plan, to the participant or to both may result
if the Contract is assigned or transferred to any individual as a means to
provide benefit payments, unless the Plan complies with all legal requirements
applicable to such benefits prior to the transfer of the Contract. Purchasers
of Contracts for use with an H.R. 10 Plan should obtain competent tax advice
Prospectus Page 30
<PAGE>
C.M. MULTI-ACCOUNT A AND C.M. LIFE INSURANCE COMPANY
as to the tax treatment and suitability of such an investment.
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INDIVIDUAL RETIREMENT ANNUITIES
Section 408(b) of the Code permits eligible individuals to contribute to an
individual retirement program known as an "Individual Retirement Annuity"
("IRA"). Under applicable limitations, certain amounts may be contributed to an
IRA which will be deductible from the individual's gross income. These IRAs are
subject to limitations on eligibility, contributions, transferability and
distributions. (See "Tax Treatment of Withdrawals -- Qualified Contracts"
below.) Under certain conditions, distributions from other IRAs and other
Qualified Plans may be rolled over or transferred on a tax-deferred basis into
an IRA. Sales of Contracts for use with IRAs are subject to special
requirements imposed by the Code, including the requirement that certain
informational disclosure be given to persons desiring to establish an IRA.
Purchasers of Contracts to be qualified as Individual Retirement Annuities
should obtain competent tax advice as to the tax treatment and suitability of
such an investment.
- -------------------------------------------------------------------------------
CORPORATE PENSION AND
PROFIT-SHARING PLANS
Sections 401(a) and 401(k) of the Code permit corporate employers to establish
various types of retirement plans for employees. These retirement plans may
permit the purchase of the Contracts to provide benefits under the Plan.
Contributions to the Plan for the benefit of employees will not be includible
in the gross income of the employees until distributed from the Plan. The tax
consequences to participants may vary depending upon the particular plan
design. However, the Code places limitations and restrictions on all plans
including on such items as: amount of allowable contributions; form, manner
and timing of distributions; transferability of benefits; vesting and
nonforfeitability of interests; nondiscrimination in eligibility and
participation; and the tax treatment of distributions, withdrawals and
surrenders. (See "Tax Treatment of Withdrawals -- Qualified Contracts" below.)
These retirement plans may permit the purchaser of the Contracts to accumulate
retirement savings under the plans. Adverse tax or other legal consequences to
the plan, to the participant, or to both may result if the Contract is assigned
or transferred to any individual as a means to provide benefit payments, unless
the plan complies with all legal requirements applicable to such benefits prior
to transfer of the Contract. Purchasers of Contracts for use with Corporate
Pension or Profit-Sharing Plans should obtain competent tax advice as to the
tax treatment and suitability of such an investment.
- -------------------------------------------------------------------------------
TAX TREATMENT OF WITHDRAWALS --
QUALIFIED CONTRACTS
In the case of a withdrawal under a Qualified Contract, a ratable portion of
the amount received is taxable, generally based on the ratio of the
individual's cost basis to the individual's total accrued benefit under the
retirement plan. Special tax rules may be available for certain distributions
from a Qualified Contract. Section 72(t) of the Code imposes a 10% penalty tax
on the taxable portion of any distribution from qualified retirement plans,
including Contracts issued and qualified under Code Sections 401 (H.R. 10 and
Corporate Pension and Profit-Sharing Plans) and 408(b) (Individual Retirement
Annuities). To the extent amounts are not includible in gross income because
they have been rolled over to an IRA or to another eligible Qualified Plan, no
tax penalty will be imposed. The tax penalty will not apply to
Prospectus Page 31
<PAGE>
C.M. MULTI-ACCOUNT A AND C.M. LIFE INSURANCE COMPANY
the following distributions: (a) if distribution is made on or after the date
on which the Contract Owner or Annuitant (as applicable) reaches age 59 1/2;
(b) distributions following the death or disability of the Contract Owner or
Annuitant (as applicable) (for this purpose disability is as defined in
Section 72(m)(7) of the Code); (c) after separation from service, distributions
that are part of substantially equal periodic payments made not less frequently
than annually for the life (or life expectancy) of the Contract Owner or
Annuitant (as applicable) or the joint lives (or joint life expectancies) of
such Contract Owner or Annuitant (as applicable) and his or her designated
Beneficiary; (d) distributions to a Contract Owner or Annuitant (as applicable)
who has separated from service after he/she has attained age 55;
(e) distributions made to the Contract Owner or Annuitant (as applicable) to
the extent such distributions do not exceed the amount allowable as a deduction
under Code Section 213 to the Contract Owner or Annuitant (as applicable) for
amounts paid during the taxable year for medical care; and (f) distributions
made to an alternate payee pursuant to a qualified domestic relations order.
The exceptions stated in (d), (e) and (f) above do not apply in the case of an
Individual Retirement Annuity. The exception stated in (c) above applies to an
Individual Retirement Annuity without the requirement that there be a
separation from service.
Generally, distributions from a Qualified Plan must commence no later than
April 1 of the calendar year, following the year in which the employee attains
age 70 1/2. Required distributions must be over a period not exceeding the life
expectancy of the individual or the joint lives or life expectancies of the
individual and his or her designated beneficiary. If the required minimum
distributions are not made, a 50% penalty tax is imposed as to the amount not
distributed. In addition, distributions in excess of $150,000 per year may be
subject to an additional 15% excise tax unless an exemption applies.
- -------------------------------------------------------------------------------
CONTRACTS OWNED BY OTHER THAN
NATURAL PERSONS
Generally, investment earnings on Purchase Payments for Contracts will be taxed
currently to the Contract Owner if the Owner is a non-natural person, E.G., a
corporation, or certain other entities other than tax-qualified trusts. Such
Contracts generally will not be treated as annuities for federal income tax
purposes.
- -------------------------------------------------------------------------------
FINANCIAL STATEMENTS
- -------------------------------------------------------------------------------
Financial statements of the Company have been included in the Statement of
Additional Information. No financial statements for the Separate Account have
been included herein because, as of the date of this Prospectus the
Sub-Accounts available under the Contracts offered hereunder had no assets.
Prospectus Page 32
<PAGE>
C.M. MULTI-ACCOUNT A AND C.M. LIFE INSURANCE COMPANY
LEGAL PROCEEDINGS
- -------------------------------------------------------------------------------
There are no material pending legal proceedings to which the Separate Account,
the Distributor or the Company is a party which would have a negative impact on
any party's ability to meet its obligations under the Contracts.
Prospectus Page 33
<PAGE>
TABLE OF CONTENTS OF THE
STATEMENT OF ADDITIONAL INFORMATION
<TABLE>
<CAPTION>
<S> <C>
Item Page
- ---- ----
Company......................................... B-3
Experts......................................... B-3
Distributors.................................... B-3
Yield Calculation for Money Market Sub-Account.. B-4
Performance Information......................... B-4
Annuity Provisions.............................. B-6
Financial Statements............................ B-7
</TABLE>
<PAGE>
__________________
__________________
__________________
FRONT
OFFITBANK
Attention: Stephen Wells
520 Madison Avenue
New York, NY 10022-4213
<PAGE>
PLEASE SEND ME, AT NO CHARGE THE STATEMENT OF ADDITIONAL
INFORMATION DATED MAY 1, 1996 FOR THE INDIVIDUAL DEFERRED
VARIABLE ANNUITY CONTRACTS ISSUED BY C.M. MULTI-ACCOUNT A.
ACCOUNT/OFFITBANK A
BACK
(Please print or type and fill in all information.)
____________________________________________________
Name
____________________________________________________
Address
______________________________________________________
City State ZIP Code
