U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 24F-2
Annual Notice of Securities Sold Pursuant to Rule 24f-2
1. Name and address of issuer:
Companion Life Separate Account C
2. Name of each series or class of the funds for which this notice is
filed:
Not applicable
3. Investment Company Act File Number:
811-8814
Securities Act File Number:
33-85090
4. Last day of fiscal year for which this notice is filed:
12/31/96
5. Check box if this notice is being filed more than 180 days after the
closed of the issuer's fiscal year for purposes of reporting securities
sold after the close of the fiscal year but before termination of the
issuer's 24f-2 declaration:
[ ]
6. Date of termination of issuer's declaration under rule 24f-2 (a)(l):
Not applicable
7. Number and amount of securities of the same class or series which had
been registered under the Securities Act of 1933 other than pursuant to
rule 24f-2 in a prior year, but which remained unsold at the beginning
of the fiscal year.
None
8. Number and amount of securities registered during the fiscal year other
than pursuant to rule 24f-2:
None
9. Number and aggregate sale price of securities sold during the fiscal
year:
37 and $2,046,065
10. Number and aggregate sale price of securities sold during the fiscal
year in reliance upon registration pursuant to rule 24f-2:
37 and $2,046,065
<PAGE>
11. Number and aggregate sale price of securities issued during the fiscal
year in connection with dividend and reinvestment plans, if applicable:
Not applicable
12. Calculation of registration fee:
(i) Aggregate sale price of securities sold during the fiscal year
in reliance on rule 24f-2 (from item 10):
$2,046,065
(ii) Aggregate price of shares issued in connection with dividend
reinvestment plans (from item 11):
$0
(iii) Aggregate price of shares redeemed or repurchased during the
fiscal year:
$383,682
(iv) Aggregate price of shares redeemed or repurchased and
previously applied as a reduction to filing fees pursuant to
rule 24e-2:
$374,652
(v) Net aggregate price of securities sold and issued during the
fiscal year in reliance on rule 24f-2 [line (i), plus line
(ii), less line (iii), plus line (iv):
$2,037,035
(vi) Multiplier prescribed by Section 6(b) of the Securities Act of
1933 or other applicable law or regulation:
1/3300
(vii) Fee due [line (i) or line (v) multiplied by line (vi)]:
$617.28
13. Check box if fees are being remitted to the Commission's lockbox
depository as described in section 3a of the Commission's Rules of
Informal and Other Procedures (17CFR 202.3a.
[x]
Date of mailing or wire transfer of filing fees to the Commission's
lockbox depository:
February 26, 1997
SIGNATURES
This report has been signed below by the following persons on behalf of the
issuer and in the capacities and of the dates indicated.
By/s/ Kenneth W. Reitz-----------
Title-Assistant Secretary--------
Date--February 26, 1997----------
MUTUAL OF OMAHA COMPANIES
Kenneth W. Reitz, Esquire
Mutual of Omaha Plaza, 3-Law
Omaha, Nebraska 68175-1008
Ph: 402-351-5087
Fax: 402-351-5906
February 26, 1997
SECURITIES AND EXCHANGE COMMISSION
450 Fifth Street, N.W.
Washington, DC 20549
Re: RULE 24F-2 NOTICE
REGISTRANT COMPANION LIFE SEPARATE ACCOUNT C
DEPOSITOR - COMPANION LIFE INSURANCE COMPANY
REGISTRATION NUMBER 33-85090
Dear Commissioners:
1. The period for which this Notice is filed is from January 1, 1996 through
December 31, 1996.
2. There were no securities which had been registered under the Securities
Act of 1933 other than pursuant to this section but which remained
unsold at the beginning of this fiscal year.
3. There were no securities registered during fiscal year other than
pursuant to this section.
4. 37 Policies were sold during this period with aggregate premiums of
$2,046,065.
5. 37 Policies were sold during this period with aggregate premiums of
$2,046,065 in reliance upon the registration pursuant to this section.
It is my opinion that the securities issued in accordance with the captioned
filing and which this Notice makes definite in number were legally issued and
non-assessable. They were not fully paid, however, since the variable annuity
contracts issued in connection with the Companion Life Separate Account C
contemplate the payment of additional premiums.
Sincerely,
/s/ Kenneth W. Reitz
Kenneth W. Reitz