<PAGE>
File No. 33-83238
File No. 811-8724
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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM N-4
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 |_|
|_|
Pre-Effective Amendment No.
-----------
|X|
Post-Effective Amendment No. 5
-----------
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 |_|
|X|
Amendment No. 6
-----------
(Check appropriate box or boxes)
T. ROWE PRICE VARIABLE ANNUITY ACCOUNT
(Exact Name of Registrant)
Security Benefit Life Insurance Company
(Name of Depositor)
700 Harrison Street, Topeka, Kansas 66636-0001
(Address of Depositor's Principal Executive Offices)
Depositor's Telephone Number, Including Area Code:
(913) 295-3000
Copies to:
Amy J. Lee Jeffrey S. Puretz, Esq.
Associate General Counsel and Vice President Dechert Price & Rhoads
Security Benefit Group Building 1500 K Street, N.W.
700 Harrison Street, Topeka, KS 66636-0001 Washington, DC 20005
(Name and address of Agent for Service)
It is proposed that this filing will become effective:
|_| immediately upon filing pursuant to paragraph (b) of Rule 485
|X| on January 6, 1997, pursuant to paragraph (b) of Rule 485
|_| 60 days after filing pursuant to paragraph (a)(i) of Rule 485
|_| on January 6, 1997, pursuant to paragraph (a)(i) of Rule 485
|_| 75 days after filing pursuant to paragraph (a)(ii) of Rule 485
|_| on January 6, 1997, pursuant to paragraph (a)(ii) of Rule 485
If appropriate, check the following box:
|_| this post-effective amendment designates a new effective date for a
previously filed post-effective amendment.
----------
Pursuant to Regulation 270.24f-2 of the Investment Company Act of 1940 the
Registrant has elected to register an indefinite number of securities. The
Registrant filed the Notice required by 24f-2 on February 28, 1996.
<PAGE>
Cross Reference Sheet
Pursuant to Rule 495(a)
Showing Location in Part A (Prospectus) and Part B
(Statement of Additional Information) of Registration
Statement of Information Required by Form N-4
- --------------------------------------------------------------------------------
PART A
ITEM OF FORM N-4 PROSPECTUS CAPTION
1. Cover Page................................ Cover Page
2. Definitions............................... Definitions
3. Synopsis.................................. Summary; Expense Table;
Contractual Expenses; Annual
Separate Account Expenses;
Annual Portfolio Expenses
4. Condensed Financial Information
(a) Accumulation Unit Values.............. Condensed Financial
Information
(b) Performance Data...................... Performance Information
(c) Additional Financial Information...... Additional Information;
Financial Statements
5. General Description of Registrant,
Depositor, and Portfolio Companies
(a) Depositor............................. Information about the
Company, the Separate
Account, and the Funds;
Security Benefit Life
Insurance Company
(b) Registrant............................ Separate Account;
Information about the
Company, the Separate
Account, and the Funds
(c) Portfolio Company..................... Information about the
Company, the Separate
Account, and the Funds;
The Funds; The Investment
Advisers
(d) Fund Prospectus....................... The Funds
(e) Voting Rights......................... Voting of Fund Shares
(f) Administrators........................ Security Benefit Life
Insurance Company
<PAGE>
6. Deductions and Expenses
(a) General............................... Charges and Deductions;
Mortality and Expense Risk
Charge; Premium Tax Charge;
Other Charges; Guarantee
of Certain Charges; Fund
Expenses; Contract Charges
(b) Sales Load %.......................... N/A
(c) Special Purchase Plan................. N/A
(d) Commissions........................... N/A
(e) Fund Expenses......................... Fund Expenses
(f) Organization Expenses................. N/A
7. General Description of Contracts
(a) Persons with Rights................... The Contract; More About the
Contract; Ownership; Joint
Owners; Contract Benefits;
The Fixed Interest Account;
Reports to Owners
(b) (i) Allocation of Purchase Payments. Purchase Payments;
Allocation of Purchase
Payments
(ii) Transfers....................... Exchanges of Contract Value;
Telephone Exchange
Privileges; Dollar Cost
Averaging Option; Asset
Rebalancing Option;
Exchanges and Withdrawals
(iii) Exchanges....................... Exchanges of Contract Value;
Exchanges and Withdrawals
(c) Changes............................... Substitution of Investments;
Changes to Comply with
Law and Amendments
(d) Inquiries............................. Contacting the Company
8. Annuity Period............................ Annuity Period; General;
Annuity Options; Selection
of an Option
9. Death Benefit............................. Death Benefit
10. Purchases and Contract Value
(a) Purchases............................. The Contract; General;
Application for a Contract;
Purchase Payments; Dollar
Cost Averaging Option; Asset
Rebalancing Option
<PAGE>
(b) Valuation............................. Contract Value; Determination
of Contract Value; Exchanges
of Contract Value; Interest
(c) Daily Calculation..................... Determination of Contract
Value
(d) Underwriter........................... Distribution of the Contract
11. Redemptions
(a) - By Owners........................... Full and Partial Withdrawals;
Systematic Withdrawals;
Payments from the Separate
Account; Payments from the
Fixed Interest Account;
- By Annuitant........................ Annuity Options
(b) Texas ORP............................. N/A
(c) Check Delay........................... N/A
(d) Lapse................................. Full and Partial Withdrawals
(e) Free Look............................. Free-Look Right
12. Taxes..................................... Federal Tax Matters;
Introduction; Tax Status
of the Company and the
Separate Account; Income
Taxation of Annuities in
General -- Non-Qualified
Plans; Additional
Considerations; Qualified
Plans
13. Legal Proceedings......................... Legal Proceedings;
Legal Matters
14. Table of Contents for the Statement of
Additional Information.................... Statement of Additional
Information
<PAGE>
PART B
STATEMENT OF ADDITIONAL
ITEM OF FORM N-4 INFORMATION CAPTION
- --------------------------------------------------------------------------------
15. Cover Page................................ Cover Page
16. Table of Contents......................... Table of Contents
17. General Information and History........... General Information
and History
18. Services
(a) Fees and Expenses of Registrant....... N/A
(b) Management Contracts.................. N/A
(c) Custodian............................. N/A
Independent Public Accountant......... Independent Auditors
(d) Assets of Registrant.................. N/A
(e) Affiliated Persons.................... N/A
(f) Principal Underwriter................. N/A
19. Purchase of Securities Being Offered...... Distribution of the Contract;
Limits on Premiums Paid
Under Tax-Qualified
Retirement Plans
20. Underwriters.............................. Distribution of the Contract
21. Calculation of Performance Data........... Performance Information
22. Annuity Payments.......................... N/A
23. Financial Statements...................... Financial Statements
EXPLANATORY NOTE
This Post-Effective Amendment No. 5 to the Registrant's Registration
Statement under the Securities Act of 1933 and Amendment No. 6 to the
Registrant's Registration Statement under the Investment Company Act of 1940 on
Form N-4 (File Nos. 33-83238 and 811-8724) is being filed pursuant to enactment
of the National Securities Markets Improvement Act of 1996 which amended the
Investment Company Act of 1940 to include ss. 26(e)(2)(A) requiring the
representation included in Item 32, Section (e) of this Amendment. This
Amendment does not affect the Registrant's currently effective Prospectus
(T. Rowe Price Variable Annuity Account) or Statement of Additional Information,
which are both hereby incorporated by reference as most recently filed pursuant
to Rule 485(b) under the Securities Act of 1933, as amended.
<PAGE>
PART C
OTHER INFORMATION
ITEM 24. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements
All required financial statements are included in Part B of this
Registration Statement which is incorporated herein by reference
to Post-Effective Amendment No. 4 to the Registrant's Registration
Statement under the Securities Act of 1933 and Amendment No. 5 to
the Registrant's Registration Statement under the Investment
Company Act of 1940 on Form N-4 (File Nos. 33-83238 and 811-8724)
as most recently filed pursuant to Rule 485(b) under the
Securities Act of 1933, as amended.
(b) Exhibits
(1) Certified Resolution of the Board of Directors of Security
Benefit Life Insurance Company ("SBL") authorizing
establishment of the Separate Account(a)
(2) Not Applicable
(3) Distribution Agreement(b)
(4) Sample Contract(c)
(5) Form of Application(c)
(6) (a) Composite of Articles of Incorporation of SBL(c)
(b) Bylaws of SBL(a)
(7) Not Applicable
(8) (a) Participation Agreement(b)
(b) Master Agreement(b)
(9) Opinion of Counsel(a)
(10) Consent of Independent Auditors(c)
(11) Not Applicable
(12) Not Applicable
(13) Schedule of Computation of Performance(c)
(14) Financial Data Schedules(c)
(15) Powers of Attorney of Thomas R. Clevenger, Sister Loretto
Marie Colwell, John C. Dicus, Melanie S. Fannin, Howard R.
Fricke, William W. Hanna, John E. Hayes, Jr., Laird G.
Noller, Frank C. Sabatini, and Robert C. Wheeler
(a) Incorporated herein by reference to the Exhibits filed with the
Registrant's Post-Effective Amendment No. 1 under the Securities Act of
1933 and Amendment No. 2 under the Investment Company Act of 1940 to
Registration Statement No. 33-83238 (April 28, 1995).
(b) Incorporated herein by reference to the Exhibits filed with the
Registrant's Post-Effective Amendment No. 2 under the Securities Act of
1933 and Amendment No. 3 under the Investment Company Act of 1940 to
Registration Statement No. 33-83238 (September 21, 1995).
(c) Incorporated herein by reference to the Exhibits filed with the
Registrant's Post-Effective Amendment No. 4 under the Securities Act of
1933 and Amendment No. 5 under the Investment Company Act of 1940 to
Registration Statement No. 33-83238 (January 2, 1997).
<PAGE>
ITEM 25. DIRECTORS AND OFFICERS OF THE DEPOSITOR
NAME AND PRINCIPAL BUSINESS ADDRESS POSITIONS AND OFFICES WITH DEPOSITOR
Howard R. Fricke* Chairman of the Board, President,
Chief Executive Officer and Director
Thomas R. Clevenger Director
P.O. Box 8514
Wichita, Kansas 67208
Sister Loretto Marie Colwell Director
1700 SW 7th Street
Topeka, Kansas 66044
John C. Dicus Director
700 Kansas Avenue
Topeka, Kansas 66603
Melanie S. Fannin Director
220 SE 6th Street
Topeka, Kansas 66603
William W. Hanna Director
P.O. Box 2256
Wichita, KS 67201
John E. Hayes, Jr. Director
P.O. Box 889
Topeka, Kansas 66601
Laird G. Noller Director
2245 Topeka Avenue
Topeka, Kansas 66611
Frank C. Sabatini Director
120 SW 6th Street
Topeka, Kansas 66603
Robert C. Wheeler Director
P.O. Box 148
Topeka, Kansas 66601
Donald J. Schepker* Senior Vice President,
Chief Financial Officer
and Treasurer
James L. Woods* Senior Vice President
<PAGE>
NAME AND PRINCIPAL BUSINESS ADDRESS POSITIONS AND OFFICES WITH DEPOSITOR
Jeffrey B. Pantages* Senior Vice President,
and Chief Investment Officer
Roger K. Viola* Senior Vice President,
General Counsel and Secretary
T. Gerald Lee* Senior Vice President -
Administration
Malcolm E. Robinson* Senior Vice President and
Assistant to the President
Donald E. Caum* Senior Vice President and
Chief Marketing Officer
Richard K Ryan* Senior Vice President
Amy J. Lee* Associate General Counsel and
Vice President
James R. Schmank* Vice President (and Interim Chief
Investment Officer)
Kathleen R. Blum* Vice President - Administration
*Located at 700 Harrison Street, Topeka, Kansas 66636.
ITEM 26. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH THE
DEPOSITOR OR REGISTRANT
The Depositor, Security Benefit Life Insurance Company ("SBL"), is
owned by its policy owners. No one person holds more than approximately 0.0003%
of the voting power of SBL. The Registrant is a segregated asset account of SBL.
<PAGE>
The following chart indicates the persons controlled by or under common
control with T. Rowe Price Variable Annuity Account or SBL:
JURISDICTION PERCENT OF
OF VOTING SECURITIES
NAME INCORPORATION OWNED BY SBL
- --------------------------------------------------------------------------------
Security Benefit Life Insurance Company Kansas ----
(Mutual Life Insurance Company)
Security Benefit Group, Inc. Kansas 100%
(Holding Company)
Security Management Company, LLC Kansas 100%
(Investment Adviser)
Security Distributors, Inc. Kansas 100%
(Broker/Dealer, Principal
Underwriter of Mutual Funds)
Security Benefit Academy, Inc. Kansas 100%
(Daycare Company)
Creative Impressions, Inc. Kansas 100%
(Advertising Agency)
Security Benefit Clinic and Hospital Kansas 100%
(Nonprofit provider of hospital
benevolences for fraternal
certificate holders)
First Advantage Insurance Agency, Inc. Kansas 100%
First Security Benefit Life Insurance New York 100%
and Annuity Company of New York
<PAGE>
SBL is also the depositor of the following separate accounts: SBL
Variable Annuity Accounts I, III, IV, Variflex, SBL Variable Life Insurance
Account Varilife, Security Varilife Separate Account, Parkstone Variable Annuity
Separate Account and Variflex LS.
Through the above-referenced separate accounts, SBL might be deemed to
control the open-end management investment companies listed below. The
approximate percentage of ownership by the separate accounts for each company is
as follows:
Security Equity Fund 18% Security Income Fund 5.9%
Corporate Bond Series
Security Growth and Income Fund 41% SBL Fund 100%
ITEM 27. NUMBER OF CONTRACT OWNERS
As of December 1, 1996, there were 2,260 owners of T. Rowe Price
Variable Annuity Contracts.
ITEM 28. INDEMNIFICATION
The bylaws of Security Benefit Life Insurance Company provide that the
Company shall, to the extent authorized by the laws of the State of Kansas,
indemnify officers and directors for certain liabilities threatened or incurred
in connection with such person's capacity as director or officer.
The Articles of Incorporation include the following provision:
A Director shall not be personally liable to the Corporation or to its
policyholders for monetary damages for breach of fiduciary duty as a
director, provided that this sentence shall not eliminate nor limit the
liability of a director
A. for any breach of his or her duty of loyalty to the
Corporation or its policyholders;
B. for acts or omissions not in good faith or which involve
intentional misconduct or a knowing violation of law;
C. under the provisions of K.S.A. 17-6424 and amendments
thereto; or
D. for any transaction from which the director derived an
improper personal benefit.
This Article Eighth shall not eliminate or limit the liability of a
director for any act or omission occurring prior to the date this
Article Eighth becomes effective.
<PAGE>
Insofar as indemnification for a liability arising under the Securities
Act of 1933 may be permitted to directors, officers and controlling persons of
the Registrant pursuant to the foregoing provisions, or otherwise, the Depositor
has been advised that in the opinion of the Securities and Exchange Commission
such indemnification is against public policy as expressed in the Act and is,
therefore, unenforceable. In the event that a claim for indemnification against
such liabilities (other than the payment of expenses incurred or paid by a
director, officer or controlling person of the Registrant in the successful
defense of any action, suit or proceeding) is asserted by such director, officer
or controlling person in connection with the securities being registered, the
Depositor will, unless in the opinion of its counsel the matter has been settled
by a controlling precedent, submit to a court of appropriate jurisdiction the
question of whether such indemnification by it is against public policy as
expressed in the Act and will be governed by the final adjudication of such
issue.
ITEM 29. PRINCIPAL UNDERWRITER
(a) T. Rowe Price Investment Services, Inc. ("Investment Services"), a Maryland
corporation formed in 1980 as a wholly-owned subsidiary of T. Rowe Price
Associates, Inc., serves as the distributor of the T. Rowe Price Variable
Annuity Account contracts. Investment Services receives no compensation for
distributing the Contracts. Investment Services also serves as principal
underwriter for the following investment companies:
T. Rowe Price Growth Stock Fund, Inc.; T. Rowe Price New Horizons Fund, Inc.; T.
Rowe Price New Era Fund, Inc.; T. Rowe Price New Income Fund, Inc.; T. Rowe
Price Growth & Income Fund, Inc.; T. Rowe Price Prime Reserve Fund, Inc.; T.
Rowe Price Tax-Free Income Fund, Inc.; T. Rowe Price Tax-Exempt Money Fund,
Inc.; T. Rowe Price Short-Term Bond Fund, Inc.; T. Rowe Price Tax-Free Insured
Intermediate Bond Fund, Inc.; T. Rowe Price Tax-Free Short-Intermediate Fund,
Inc.; T. Rowe Price High Yield Fund, Inc.; T. Rowe Price Tax-Free High Yield
Fund, Inc.; T. Rowe Price GNMA Fund; T. Rowe Price Equity Income Fund; T. Rowe
Price New America Growth Fund; T. Rowe Price Capital Appreciation Fund; T. Rowe
Price
<PAGE>
Capital Opportunity Fund, Inc; T. Rowe Price Science & Technology Fund, Inc.; T.
Rowe Price Health Sciences Fund, Inc.; T. Rowe Price Small-Cap Value Fund, Inc.;
T. Rowe Price U.S. Treasury Funds, Inc. (which includes U.S. Treasury Money
Fund, U.S. Treasury Intermediate Fund and U.S. Treasury Long-Term Fund); T. Rowe
Price State Tax-Free Income Trust (which includes Maryland Tax-Free Bond Fund,
New York Tax-Free Bond Fund, New York Tax-Free Money Fund, Virginia Tax-Free
Bond Fund, New Jersey Tax-Free Bond Fund, Georgia Tax-Free Bond Fund, Florida
Insured Intermediate Tax-Free Fund, and Maryland Short-Term Tax-Free Bond Fund);
T. Rowe Price California Tax-Free Income Trust (which includes California
Tax-Free Bond Fund and California Tax-Free Money Fund); T. Rowe Price Index
Trust, Inc. (which includes the T. Rowe Price Equity Index Fund); T. Rowe Price
Spectrum Fund, Inc. (which includes the Spectrum Growth Fund and Spectrum Income
Fund); T. Rowe Price Short-Term U.S. Government Fund, Inc.; T. Rowe Price Value
Fund, Inc.; T. Rowe Price Balanced Fund, Inc.; T. Rowe Price Mid-Cap Growth
Fund, Inc.; T. Rowe Price OTC Fund, Inc. (which includes T. Rowe Price OTC
Fund); T. Rowe Price Blue Chip Growth Fund, Inc.; T. Rowe Price Dividend Growth
Fund, Inc.; T. Rowe Price Summit Funds, Inc. (which includes Summit Cash
Reserves Fund, Summit Limited-Term Bond Fund and Summit GNMA Fund); T. Rowe
Price Summit Municipal Funds, Inc. (which includes Summit Municipal Money Market
Fund, Summit Municipal Intermediate Fund, Summit Municipal Income Fund); T. Rowe
Price Corporate Income Fund, Inc.; CUNA Mutual Funds, Inc. (which includes CUNA
Mutual Tax-Free Intermediate-Term Fund, CUNA Mutual U.S. Government Income Fund
and CUNA Mutual Cornerstone Fund); T. Rowe Price Equity Series, Inc., (which
includes T. Rowe Price Equity Income Portfolio and T. Rowe Price New America
Growth Portfolio, and T. Rowe Price Personal Strategy Balanced Portfolio); T.
Rowe Price Fixed Income Series, Inc. (which includes T. Rowe Price Limited-Term
Bond Portfolio); T. Rowe Price International Series, Inc. (which includes T.
Rowe Price International Stock Portfolio); Personal Strategy Funds, Inc. (which
includes T. Rowe Price Personal Strategy Income Fund, T. Rowe Price Personal
Strategy Balanced Fund and Personal Strategy Growth Fund); T. Rowe Price
International Fund (which includes the T. Rowe Price
<PAGE>
International Stock Fund, T. Rowe Price International Bond Fund, T. Rowe Price
International Discovery Fund, T. Rowe Price European Stock Fund, T. Rowe Price
New Asia Fund, T. Rowe Price Global Government Bond Fund, T. Rowe Price Japan
Fund, T. Rowe Price Short-Term Global Fund, T. Rowe Price Latin America Fund, T.
Rowe Price Emerging Markets Stock Fund, T. Rowe Price Global Stock Fund, and T.
Rowe Price Emerging Markets Bond Fund); Frank Russell Investment Securities
Fund; the RPF International Bond Fund; and the Institutional International
Funds, Inc. (which includes the Foreign Equity Fund).
(b)
NAME AND PRINCIPAL POSITION AND OFFICES
BUSINESS ADDRESS* WITH UNDERWRITER
- --------------------------------------------------------------------------------
Mark E. Rayford Director
James S. Riepe President and Director
Patricia M. Archer Vice President
Edward C. Bernard Vice President
Joseph C. Bonasorte Vice President
Meredith C. Callanan Vice President
Laura H. Chasney Vice President
Victoria C. Collins Vice President
Christopher W. Dyer Vice President
Forrest R. Foss Vice President
James W. Graves Vice President
Andrea G. Griffin Vice President
David J. Healy Vice President
Joseph P. Healy Vice President
Walter J. Helmlinger Vice President
Eric G. Knauss Vice President
Henry H. Hopkins Vice President and Director
Douglas G. Kremer Vice President
Sharon R. Krieger Vice President
Keith Wayne Lewis Vice President
David L. Lyons Vice President
Sarah McCafferty Vice President
Maurice Albert Minerbi Vice President
Nancy M. Morris Vice President
George A. Murnaghan Vice President
Steven E. Norwitz Vice President
Kathleen M. O'Brien Vice President
<PAGE>
NAME AND PRINCIPAL POSITION AND OFFICES
BUSINESS ADDRESS* WITH UNDERWRITER
- --------------------------------------------------------------------------------
Pamela D. Preston Vice President
Lucy Beth Robins Vice President
John Richard Rockwell Vice President
Monica R. Tucker Vice President
Charles E. Vieth Vice President and Director
William F. Wendler, II Vice President
Terrie L. Westren Vice President
Jane F. White Vice President
Thomas R. Woolley Vice President
Alvin M. Younger, Jr. Treasurer and Secretary
Mark S. Finn Controller
*Unless otherwise indicated, the business address of each of Investment
Services' officers and directors is 100 East Pratt Street, Baltimore, Maryland
21202.
(c) Not applicable.
ITEM 30. LOCATION OF ACCOUNTS AND RECORDS
All accounts and records required to be maintained by Section 31(a) of the 1940
Act and the rules under it are maintained by SBL at its administrative
offices--700 Harrison Street, Topeka, Kansas 66636-0001.
ITEM 31. MANAGEMENT SERVICES
All management contracts are discussed in Part A or Part B.
ITEM 32. UNDERTAKINGS
(a) Registrant undertakes that it will file a post-effective amendment to this
Registration Statement as frequently as necessary to ensure that the audited
financial statements in the Registration Statement are never more than sixteen
(16) months old for so long as payments under the Variable Annuity contracts may
be accepted.
(b) Registrant undertakes that it will affix to or include a post card as part
of the T. Rowe Price Variable Annuity Account Prospectus that an applicant can
remove to send for a Statement of Additional Information.
<PAGE>
(c) Registrant undertakes to deliver any Statement of Additional Information
and any financial statements required to be made available under this Form
promptly upon written or oral request to SBL at the address or phone number
listed in the prospectus.
(d) Subject to the terms and conditions of Section 15(d) of the Securities
Exchange Act of 1934, the Registrant hereby undertakes to file with the
Securities and Exchange Commission such supplementary and periodic information,
documents, and reports as may be prescribed by any rule or regulation of the
Commission heretofore or hereafter duly adopted pursuant to authority conferred
in that Section.
(e) Registrant represents that the fees and charges deducted under the
contract, in the aggregate, are reasonable in relation to the services rendered,
the expenses expected to be incurred, and the risks assumed by the Registrant.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the Investment
Company Act of 1940, The Registrant certifies that it meets the requirements of
Securities Act Rule 485 for effectiveness of the Registration Statement and has
caused this Registration Statement to be signed on its behalf, in the City of
Topeka, and State of Kansas on this 6th day of January, 1997.
SIGNATURES AND TITLES
- ---------------------
Howard R. Fricke SECURITY BENEFIT LIFE INSURANCE
Director, President and COMPANY (THE DEPOSITOR)
Chief Executive Officer
Thomas R. Clevenger By: ROGER K. VIOLA
Director -----------------------------------------
Roger K. Viola, Senior Vice President,
Sister Loretto Marie Colwell General Counsel and Secretary as
Director Attorney-In-Fact for the Officers
and Directors Whose Names Appear Opposite
John C. Dicus
Director
T. ROWE PRICE VARIABLE ANNUITY
Melanie S. Fannin ACCOUNT (THE REGISTRANT)
Director
By: SECURITY BENEFIT LIFE INSURANCE COMPANY
William W. Hanna (THE DEPOSITOR)
Director
By: HOWARD R. FRICKE
John E. Hayes, Jr. -----------------------------------------
Director Howard R. Fricke, Chairman of the Board,
President Chief Executive Officer
Laird G. Noller and Director
Director
By: DONALD J. SCHEPKER
Frank C. Sabatini -----------------------------------------
Director Donald J. Schepker, Senior Vice President,
Chief Financial Officer and Treasurer
Robert C. Wheeler
Director (ATTEST): ROGER K. VIOLA
-----------------------------------
Roger K. Viola, Senior Vice
President, General Counsel
and Secretary
Date: January 6, 1997
<PAGE>
EXHIBIT INDEX
(1) None
(2) None
(3) None
(4) None
(5) None
(6) (a) None
(b) None
(7) None
(8) (a) None
(b) None
(9) None
(10) None
(11) None
(12) None
(13) None
(14) None
(15) Powers of Attorney of Thomas R. Clevenger, Sister Loretto Marie
Colwell, John C. Dicus, Melanie S. Fannin, Howard R. Fricke, William W.
Hanna, John E. Hayes, Jr., Laird G. Noller, Frank C. Sabatini, and
Robert C. Wheeler
<PAGE>
POWER OF ATTORNEY
STATE OF KANSAS )
) ss.
COUNTY OF SHAWNEE )
KNOW ALL MEN BY THESE PRESENTS:
THAT I, Thomas R. Clevenger, being a Director of SECURITY BENEFIT LIFE INSURANCE
COMPANY, by these presents do make, constitute and appoint Howard R. Fricke,
James R. Schmank and Roger K. Viola, and each of them, my true and lawful
attorneys, each with full power and authority for me and in my name and behalf
to sign Registration Statements, any amendments thereto and any applications for
exemptive relief filed pursuant to the Investment Company Act of 1940 or the
Securities Act of 1933, as amended, and any instrument or document filed as part
thereof, or in connection therewith or in any way related thereto, in connection
with Variable Annuity Contracts offered, issued or sold by SECURITY BENEFIT LIFE
INSURANCE COMPANY and any T. ROWE PRICE VARIABLE ANNUITY ACCOUNT with like
effect as though said Registration Statements and other documents had been
signed and filed personally by me in the capacity aforesaid. Each of the
aforesaid attorneys acting alone shall have all the powers of all of said
attorneys. I hereby ratify and confirm all that the said attorneys, or any of
them, may do or cause to be done by virtue thereof.
IN WITNESS WHEREOF, I have hereunto set my hand this 5th day of April, 1996.
Thomas R. Clevenger
---------------------------------------
Thomas R. Clevenger
SUBSCRIBED AND SWORN to before me this 5th day of April, 1996.
Jana R. Selley
---------------------------------------
Notary Public
My Commission Expires:
June 14, 1996
- -------------------------------------
<PAGE>
POWER OF ATTORNEY
STATE OF KANSAS )
) ss.
COUNTY OF SHAWNEE )
KNOW ALL MEN BY THESE PRESENTS:
THAT I, Sister Loretto Marie Colwell, being a Director of SECURITY BENEFIT LIFE
INSURANCE COMPANY, by these presents do make, constitute and appoint Howard R.
Fricke, James R. Schmank and Roger K. Viola, and each of them, my true and
lawful attorneys, each with full power and authority for me and in my name and
behalf to sign Registration Statements, any amendments thereto and any
applications for exemptive relief filed pursuant to the Investment Company Act
of 1940 or the Securities Act of 1933, as amended, and any instrument or
document filed as part thereof, or in connection therewith or in any way related
thereto, in connection with Variable Annuity Contracts offered, issued or sold
by SECURITY BENEFIT LIFE INSURANCE COMPANY and any T. ROWE PRICE VARIABLE
ANNUITY ACCOUNT with like effect as though said Registration Statements and
other documents had been signed and filed personally by me in the capacity
aforesaid. Each of the aforesaid attorneys acting alone shall have all the
powers of all of said attorneys. I hereby ratify and confirm all that the said
attorneys, or any of them, may do or cause to be done by virtue thereof.
IN WITNESS WHEREOF, I have hereunto set my hand this 28th day of March, 1996.
Sister Loretto Marie Colwell
---------------------------------------
Sister Loretto Marie Colwell
SUBSCRIBED AND SWORN to before me this 28th day of March, 1996.
Julia A. Smrha
---------------------------------------
Notary Public
My Commission Expires:
July 7, 1996
- -------------------------------------
<PAGE>
POWER OF ATTORNEY
STATE OF KANSAS )
) ss.
COUNTY OF SHAWNEE )
KNOW ALL MEN BY THESE PRESENTS:
THAT I, John C. Dicus, being a Director of SECURITY BENEFIT LIFE INSURANCE
COMPANY, by these presents do make, constitute and appoint Howard R. Fricke,
James R. Schmank and Roger K. Viola, and each of them, my true and lawful
attorneys, each with full power and authority for me and in my name and behalf
to sign Registration Statements, any amendments thereto and any applications for
exemptive relief filed pursuant to the Investment Company Act of 1940 or the
Securities Act of 1933, as amended, and any instrument or document filed as part
thereof, or in connection therewith or in any way related thereto, in connection
with Variable Annuity Contracts offered, issued or sold by SECURITY BENEFIT LIFE
INSURANCE COMPANY and any T. ROWE PRICE VARIABLE ANNUITY ACCOUNT with like
effect as though said Registration Statements and other documents had been
signed and filed personally by me in the capacity aforesaid. Each of the
aforesaid attorneys acting alone shall have all the powers of all of said
attorneys. I hereby ratify and confirm all that the said attorneys, or any of
them, may do or cause to be done by virtue thereof.
IN WITNESS WHEREOF, I have hereunto set my hand this 1st day of April, 1996.
John C. Dicus
---------------------------------------
John C. Dicus
SUBSCRIBED AND SWORN to before me this 1st day of April, 1996.
Jana R. Selley
---------------------------------------
Notary Public
My Commission Expires:
June 14, 1996
- -------------------------------------
<PAGE>
POWER OF ATTORNEY
STATE OF KANSAS )
) ss.
COUNTY OF SHAWNEE )
KNOW ALL MEN BY THESE PRESENTS:
THAT I, Melanie S. Fannin, being a Director of SECURITY BENEFIT LIFE INSURANCE
COMPANY, by these presents do make, constitute and appoint Howard R. Fricke,
James R. Schmank and Roger K. Viola, and each of them, my true and lawful
attorneys, each with full power and authority for me and in my name and behalf
to sign Registration Statements, any amendments thereto and any applications for
exemptive relief filed pursuant to the Investment Company Act of 1940 or the
Securities Act of 1933, as amended, and any instrument or document filed as part
thereof, or in connection therewith or in any way related thereto, in connection
with Variable Annuity Contracts offered, issued or sold by SECURITY BENEFIT LIFE
INSURANCE COMPANY and any T. ROWE PRICE VARIABLE ANNUITY ACCOUNT with like
effect as though said Registration Statements and other documents had been
signed and filed personally by me in the capacity aforesaid. Each of the
aforesaid attorneys acting alone shall have all the powers of all of said
attorneys. I hereby ratify and confirm all that the said attorneys, or any of
them, may do or cause to be done by virtue thereof.
IN WITNESS WHEREOF, I have hereunto set my hand this 28th day of March, 1996.
Melanie S. Fannin
---------------------------------------
Melanie S. Fannin
SUBSCRIBED AND SWORN to before me this 28th day of March, 1996.
Nancy A. Gerval
---------------------------------------
Notary Public
My Commission Expires:
Oct. 02, 1997
- -------------------------------------
<PAGE>
POWER OF ATTORNEY
STATE OF KANSAS )
) ss.
COUNTY OF SHAWNEE )
KNOW ALL MEN BY THESE PRESENTS:
THAT I, Howard R. Fricke, being a Director of SECURITY BENEFIT LIFE INSURANCE
COMPANY, by these presents do make, constitute and appoint James R. Schmank and
Roger K. Viola, and each of them, my true and lawful attorneys, each with full
power and authority for me and in my name and behalf to sign Registration
Statements, any amendments thereto and any applications for exemptive relief
filed pursuant to the Investment Company Act of 1940 or the Securities Act of
1933, as amended, and any instrument or document filed as part thereof, or in
connection therewith or in any way related thereto, in connection with Variable
Annuity Contracts offered, issued or sold by SECURITY BENEFIT LIFE INSURANCE
COMPANY and any T. ROWE PRICE VARIABLE ANNUITY ACCOUNT with like effect as
though said Registration Statements and other documents had been signed and
filed personally by me in the capacity aforesaid. Each of the aforesaid
attorneys acting alone shall have all the powers of all of said attorneys. I
hereby ratify and confirm all that the said attorneys, or any of them, may do or
cause to be done by virtue thereof.
IN WITNESS WHEREOF, I have hereunto set my hand this 26th day of March, 1996.
Howard R. Fricke
---------------------------------------
Howard R. Fricke
SUBSCRIBED AND SWORN to before me this 26th day of March, 1996.
Deborah D. Pryer
---------------------------------------
Notary Public
My Commission Expires:
April 11, 1999
- -------------------------------------
<PAGE>
POWER OF ATTORNEY
STATE OF KANSAS )
) ss.
COUNTY OF SHAWNEE )
KNOW ALL MEN BY THESE PRESENTS:
THAT I, W. W. Hanna, being a Director of SECURITY BENEFIT LIFE INSURANCE
COMPANY, by these presents do make, constitute and appoint Howard R. Fricke,
James R. Schmank and Roger K. Viola, and each of them, my true and lawful
attorneys, each with full power and authority for me and in my name and behalf
to sign Registration Statements, any amendments thereto and any applications for
exemptive relief filed pursuant to the Investment Company Act of 1940 or the
Securities Act of 1933, as amended, and any instrument or document filed as part
thereof, or in connection therewith or in any way related thereto, in connection
with Variable Annuity Contracts offered, issued or sold by SECURITY BENEFIT LIFE
INSURANCE COMPANY and any T. ROWE PRICE VARIABLE ANNUITY ACCOUNT with like
effect as though said Registration Statements and other documents had been
signed and filed personally by me in the capacity aforesaid. Each of the
aforesaid attorneys acting alone shall have all the powers of all of said
attorneys. I hereby ratify and confirm all that the said attorneys, or any of
them, may do or cause to be done by virtue thereof.
IN WITNESS WHEREOF, I have hereunto set my hand this 1st day of April, 1996.
W. W. Hanna
---------------------------------------
W. W. Hanna
SUBSCRIBED AND SWORN to before me this 1st day of April, 1996.
Carolyn R. Souders
---------------------------------------
Notary Public
My Commission Expires:
July 21, 1999
- -------------------------------------
<PAGE>
POWER OF ATTORNEY
STATE OF KANSAS )
) ss.
COUNTY OF SHAWNEE )
KNOW ALL MEN BY THESE PRESENTS:
THAT I, John E. Hayes, Jr., being a Director of SECURITY BENEFIT LIFE INSURANCE
COMPANY, by these presents do make, constitute and appoint Howard R. Fricke,
James R. Schmank and Roger K. Viola, and each of them, my true and lawful
attorneys, each with full power and authority for me and in my name and behalf
to sign Registration Statements, any amendments thereto and any applications for
exemptive relief filed pursuant to the Investment Company Act of 1940 or the
Securities Act of 1933, as amended, and any instrument or document filed as part
thereof, or in connection therewith or in any way related thereto, in connection
with Variable Annuity Contracts offered, issued or sold by SECURITY BENEFIT LIFE
INSURANCE COMPANY and any T. ROWE PRICE VARIABLE ANNUITY ACCOUNT with like
effect as though said Registration Statements and other documents had been
signed and filed personally by me in the capacity aforesaid. Each of the
aforesaid attorneys acting alone shall have all the powers of all of said
attorneys. I hereby ratify and confirm all that the said attorneys, or any of
them, may do or cause to be done by virtue thereof.
IN WITNESS WHEREOF, I have hereunto set my hand this 29th day of March, 1996.
John E. Hayes, Jr.
---------------------------------------
John E. Hayes, Jr.
SUBSCRIBED AND SWORN to before me this 29th day of March, 1996.
Jana R. Selley
---------------------------------------
Notary Public
My Commission Expires:
June 14, 1996
- -------------------------------------
<PAGE>
POWER OF ATTORNEY
STATE OF KANSAS )
) ss.
COUNTY OF SHAWNEE )
KNOW ALL MEN BY THESE PRESENTS:
THAT I, Laird G. Noller, being a Director of SECURITY BENEFIT LIFE INSURANCE
COMPANY, by these presents do make, constitute and appoint Howard R. Fricke,
James R. Schmank and Roger K. Viola, and each of them, my true and lawful
attorneys, each with full power and authority for me and in my name and behalf
to sign Registration Statements, any amendments thereto and any applications for
exemptive relief filed pursuant to the Investment Company Act of 1940 or the
Securities Act of 1933, as amended, and any instrument or document filed as part
thereof, or in connection therewith or in any way related thereto, in connection
with Variable Annuity Contracts offered, issued or sold by SECURITY BENEFIT LIFE
INSURANCE COMPANY and any T. ROWE PRICE VARIABLE ANNUITY ACCOUNT with like
effect as though said Registration Statements and other documents had been
signed and filed personally by me in the capacity aforesaid. Each of the
aforesaid attorneys acting alone shall have all the powers of all of said
attorneys. I hereby ratify and confirm all that the said attorneys, or any of
them, may do or cause to be done by virtue thereof.
IN WITNESS WHEREOF, I have hereunto set my hand this 27th day of March, 1996.
Laird G. Noller
---------------------------------------
Laird G. Noller
SUBSCRIBED AND SWORN to before me this 27th day of March, 1996.
Anne S. Reinking
---------------------------------------
Notary Public
My Commission Expires:
March 13, 2000
- -------------------------------------
<PAGE>
POWER OF ATTORNEY
STATE OF KANSAS )
) ss.
COUNTY OF SHAWNEE )
KNOW ALL MEN BY THESE PRESENTS:
THAT I, Frank C. Sabatini, being a Director of SECURITY BENEFIT LIFE INSURANCE
COMPANY, by these presents do make, constitute and appoint Howard R. Fricke,
James R. Schmank and Roger K. Viola, and each of them, my true and lawful
attorneys, each with full power and authority for me and in my name and behalf
to sign Registration Statements, any amendments thereto and any applications for
exemptive relief filed pursuant to the Investment Company Act of 1940 or the
Securities Act of 1933, as amended, and any instrument or document filed as part
thereof, or in connection therewith or in any way related thereto, in connection
with Variable Annuity Contracts offered, issued or sold by SECURITY BENEFIT LIFE
INSURANCE COMPANY and any T. ROWE PRICE VARIABLE ANNUITY ACCOUNT with like
effect as though said Registration Statements and other documents had been
signed and filed personally by me in the capacity aforesaid. Each of the
aforesaid attorneys acting alone shall have all the powers of all of said
attorneys. I hereby ratify and confirm all that the said attorneys, or any of
them, may do or cause to be done by virtue thereof.
IN WITNESS WHEREOF, I have hereunto set my hand this 5th day of April, 1996.
Frank C. Sabatini
---------------------------------------
Frank C. Sabatini
SUBSCRIBED AND SWORN to before me this 5th day of April, 1996.
Joan B. Anderson
---------------------------------------
Notary Public
My Commission Expires:
July 20, 1996
- -------------------------------------
<PAGE>
POWER OF ATTORNEY
STATE OF KANSAS )
) ss.
COUNTY OF SHAWNEE )
KNOW ALL MEN BY THESE PRESENTS:
THAT I, Robert C. Wheeler, being a Director of SECURITY BENEFIT LIFE INSURANCE
COMPANY, by these presents do make, constitute and appoint Howard R. Fricke,
James R. Schmank and Roger K. Viola, and each of them, my true and lawful
attorneys, each with full power and authority for me and in my name and behalf
to sign Registration Statements, any amendments thereto and any applications for
exemptive relief filed pursuant to the Investment Company Act of 1940 or the
Securities Act of 1933, as amended, and any instrument or document filed as part
thereof, or in connection therewith or in any way related thereto, in connection
with Variable Annuity Contracts offered, issued or sold by SECURITY BENEFIT LIFE
INSURANCE COMPANY and any T. ROWE PRICE VARIABLE ANNUITY ACCOUNT with like
effect as though said Registration Statements and other documents had been
signed and filed personally by me in the capacity aforesaid. Each of the
aforesaid attorneys acting alone shall have all the powers of all of said
attorneys. I hereby ratify and confirm all that the said attorneys, or any of
them, may do or cause to be done by virtue thereof.
IN WITNESS WHEREOF, I have hereunto set my hand this 27th day of March, 1996.
Robert C. Wheeler
---------------------------------------
Robert C. Wheeler
SUBSCRIBED AND SWORN to before me this 27th day of March, 1996.
Jana R. Selley
---------------------------------------
Notary Public
My Commission Expires:
June 14, 1996
- -------------------------------------
