SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-4
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [ ]
Post-Effective Amendment No. 6 [X]
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [ ]
Amendment No. 7 [X]
(Check appropriate box or boxes)
SBL VARIABLE ANNUITY ACCOUNT VIII
(VARIFLEX LS)
(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:
(785) 431-3000
Copies To:
Amy J. Lee, Associate General Counsel Jeffrey S. Puretz, Esq.
Security Benefit Group Building Dechert, Price & Rhoads
700 Harrison Street 1775 Eye Street, NW
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 April 30, 1998 pursuant to paragraph (b) of Rule 485
[ ] 60 days after filing pursuant to paragraph (a)(1) of Rule 485
[ ] on April 30, 1998, pursuant to paragraph (a)(1) of Rule 485
[ ] 75 days after filing pursuant to paragraph (a)(2) of Rule 485
[ ] on April 30, 1998, pursuant to paragraph (a)(2) 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.
Title of Securities Being Registered: Interests in a separate account under
individual flexible premium deferred variable annuity contracts.
<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
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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 Mutual Fund Expenses
4. Condensed Financial Information
(a)Accumulated 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 Security Benefit,
the Separate Account, and the Mutual
Fund; Security Benefit Life Insurance
Company; Year 2000 Compliance
(b) Registrant................... Information about Security Benefit,
the Separate Account, and the Mutual
Fund
(c) Portfolio Company............ Information about Security Benefit,
the Separate Account, and the Mutual
Fund; SBL Fund; The Investment Adviser
(d) Fund Prospectus.............. SBL Fund
(e) Voting Rights................ Voting of Mutual Fund Shares
(f)Administrators................ Security Benefit Life Insurance
Company
6. Deductions and Expenses
(a) General...................... Charges and Deductions; Mortality and
Expense Risk Charge; Administrative
Charge; Premium Tax Charge; Other
Charges; Variations in Charges;
Guarantee of Certain Charges; Mutual
Fund Expenses; Contract Charges
(b) Sales Load %.................. N/A
(c) Special Purchase Plan......... N/A
(d) Commissions................... N/A
(e) Fund Expenses................. Annual Mutual 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 Account;
Reports to Owners
(b)(i)Allocation of Purchase Purchase Payments; Allocation of
Purchase.................... Payments
(ii)Transfers................ Transfers of Contract Value;
Telephone Transfer Privileges; Dollar
Cost Averaging Option; Asset
Reallocation Option; Full and Partial
Withdrawals
Exchanges................ N/A
(c)Changes....................... Substitution of Investments; Changes
to Comply with Law and Amendments
(d)Inquiries..................... Contacting Security Benefit
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
Reallocation Option
(b)Valuation..................... Contract Value; Determination of
Contract Value; Transfers of Contract
Value; Interest
(c)Daily Calculation............. Determination of Contract Value
(d)Underwriter................... Security Benefit Life Insurance
Company
11. Redemptions
(a)- By Owners................... Full and Partial Withdrawals;
Systematic Withdrawals; Payments from
the Separate Account; Payments from
the Fixed Account; Restrictions on
Withdrawals from Qualified Plans;
Loans
- 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 Security Benefit 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 INFORMATION
ITEM OF FORM N-4 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....................... Experts
(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 Purchase Payments 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
<PAGE>
VARIFLEX LS VARIABLE ANNUITY
INDIVIDUAL FLEXIBLE PURCHASE PAYMENT
DEFERRED VARIABLE ANNUITY CONTRACT
ISSUED BY:
SECURITY BENEFIT LIFE INSURANCE COMPANY
700 SW HARRISON STREET
TOPEKA, KANSAS 66636-0001
1-800-888-2461
MAILING ADDRESS:
SECURITY BENEFIT LIFE INSURANCE COMPANY
700 SW HARRISON STREET
TOPEKA, KANSAS 66636-0001
This Prospectus describes the Variflex LS Variable Annuity--an individual
flexible purchase payment deferred variable annuity contract (the "Contract")
offered by Security Benefit Life Insurance Company ("Security Benefit"). The
Contract is available for individuals as a non-tax qualified retirement plan
("Non-Qualified Plan") or in connection with a retirement plan qualified under
Section 401, 403(b), 408, or 457 of the Internal Revenue Code ("Qualified
Plan"). The Contract is designed to give Contractowners flexibility in planning
for retirement and other financial goals.
During the Accumulation Period, the Contract provides for the accumulation
of a Contractowner's value on either a variable basis, a fixed basis, or both.
The Contract also provides several options for annuity payments on either a
variable basis, a fixed basis, or both to begin on the Annuity Start Date. The
minimum initial purchase payment is $25,000. Subsequent purchase payments are
flexible, though they must be for at least $1,000. Purchase payments may be
allocated at the Contractowner's discretion to one or more of the Subaccounts
that comprise a separate account of Security Benefit called the Variable Annuity
Account VIII (the "Separate Account"), or to the Fixed Account of Security
Benefit. Each Subaccount of the Separate Account invests in a corresponding
portfolio ("Series") of the SBL Fund (the "Mutual Fund"), which currently
consists of fourteen Series: (1) Growth Series, (2) Growth-Income Series, (3)
Money Market Series, (4) Worldwide Equity Series, (5) High Grade Income Series,
(6) Social Awareness Series, (7) Emerging Growth Series, (8) Global Aggressive
Bond Series, (9) Specialized Asset Allocation Series, (10) Managed Asset
Allocation Series, (11) Equity Income Series, (12) High Yield Series, (13) Value
Series, and (14) Small Cap Series. The Contract Value in the Fixed Account will
accrue interest at rates that are paid by Security Benefit as described in "The
Fixed Account" on page 20. Contract Value in the Fixed Account is guaranteed by
Security Benefit.
The Contract Value in the Subaccounts under a Contract will vary based on
investment performance of the Subaccounts to which the Contract Value is
allocated. No minimum amount of Contract Value is guaranteed.
A Contract may be returned according to the terms of its Free-Look Right.
(See "Free-Look Right," page 17.)
This Prospectus concisely sets forth information about the Contract and the
Separate Account that a prospective investor should know before purchasing the
Contract. Certain additional information is contained in a "Statement of
Additional Information," dated May 1, 1998, which has been filed with the
Securities and Exchange Commission (the "SEC"). The Statement of Additional
Information, as it may be supplemented from time to time, is incorporated by
reference into this Prospectus and is available at no charge, by writing
Security Benefit at 700 Harrison Street, Topeka, Kansas 66636 or by calling
1-800-888-2461. The table of contents of the Statement of Additional Information
is set forth on page 34 of this Prospectus.
The SEC maintains a web site (http://www.sec.gov) that contains the
Statement of Additional Information, material incorporated by reference and
other information regarding companies that file electronically with the SEC.
<PAGE>
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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 IS ACCOMPANIED BY THE CURRENT PROSPECTUS FOR THE SBL FUND. BOTH
PROSPECTUSES SHOULD BE READ CAREFULLY AND RETAINED FOR FUTURE REFERENCE.
THE CONTRACT INVOLVES RISK, INCLUDING POSSIBLE LOSS OF PRINCIPAL, AND IS NOT A
DEPOSIT OR OBLIGATION OF, OR GUARANTEED OR ENDORSED BY, ANY BANK. THE CONTRACT
IS NOT FEDERALLY INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE
FEDERAL RESERVE BOARD, OR ANY OTHER AGENCY. DATE: MAY 1, 1998
<PAGE>
TABLE OF CONTENTS
Page
DEFINITIONS............................................................. 5
SUMMARY 5
Purpose of the Contract............................................ 5
The Separate Account and the Mutual Fund........................... 6
Fixed Account...................................................... 6
Purchase Payments.................................................. 6
Contract Benefits.................................................. 6
Free-Look Right.................................................... 6
Charges and Deductions............................................. 6
Mortality and Expense Risk Charge.............................. 6
Administrative Charge.......................................... 7
Premium Tax Charge............................................. 7
Other Expenses................................................. 7
Contacting Security Benefit........................................ 7
EXPENSE TABLE........................................................... 7
Contractual Expenses............................................... 7
Annual Separate Account Expenses................................... 7
Annual Mutual Fund Expenses........................................ 7
Examples........................................................... 8
CONDENSED FINANCIAL INFORMATION......................................... 8
INFORMATION ABOUT SECURITY BENEFIT, THE SEPARATE ACCOUNT,
AND THE MUTUAL FUND.................................................... 9
Security Benefit Life Insurance Company............................ 9
Year 2000 Compliance............................................... 9
Published Ratings.................................................. 10
Separate Account................................................... 10
SBL Fund........................................................... 10
Series A (Growth Series)....................................... 11
Series B (Growth-Income Series)................................ 11
Series C (Money Market Series)................................. 11
Series D (Worldwide Equity Series)............................. 11
Series E (High Grade Income Series)............................ 11
Series J (Emerging Growth Series).............................. 11
Series K (Global Aggressive Bond Series)....................... 11
Series M (Specialized Asset Allocation Series)................. 11
Series N (Managed Asset Allocation Series)..................... 12
Series O (Equity Income Series)................................ 12
Series P (High Yield Series)................................... 12
Series S (Social Awareness Series)............................. 12
Series V (Value Series)........................................ 12
Series X (Small Cap Series).................................... 12
The Investment Adviser......................................... 12
THE CONTRACT............................................................ 12
General............................................................ 12
Application for a Contract......................................... 13
Purchase Payments.................................................. 13
Allocation of Purchase Payments.................................... 13
Dollar Cost Averaging Option....................................... 14
Asset Reallocation Option.......................................... 14
Transfers of Contract Value........................................ 15
Contract Value..................................................... 15
Determination of Contract Value.................................... 15
Full and Partial Withdrawals....................................... 16
Systematic Withdrawals............................................. 16
Free-Look Right.................................................... 17
Death Benefit...................................................... 17
Distribution Requirements.......................................... 17
Death of the Annuitant............................................. 18
CHARGES AND DEDUCTIONS.................................................. 18
Mortality and Expense Risk Charge.................................. 18
Administrative Charge.............................................. 18
Premium Tax Charge................................................. 18
Other Charges...................................................... 18
Variations in Charges.............................................. 18
Guarantee of Certain Charges....................................... 19
Mutual Fund Expenses............................................... 19
ANNUITY PERIOD.......................................................... 19
General............................................................ 19
Annuity Options.................................................... 19
Option 1--Life Income.......................................... 19
Option 2--Life Income with Guaranteed Payment of
5, 10, 15 or 20 Years....................................... 20
Option 3--Life with Installment Refund Option.................. 20
Option 4--Joint and Last Survivor.............................. 20
Option 5--Payments for a Specified Period...................... 20
Option 6--Payments of a Specified Amount....................... 20
Value of Variable Annuity Payments: Assumed Interest Rate..... 20
Selection of an Option............................................. 20
THE FIXED ACCOUNT....................................................... 20
Interest........................................................... 21
Death Benefit...................................................... 21
Contract Charges................................................... 21
Transfers and Withdrawals from the Fixed Account................... 21
Payments from the Fixed Account.................................... 22
MORE ABOUT THE CONTRACT................................................. 22
Ownership.......................................................... 22
Joint Owners................................................... 22
Designation and Change of Beneficiary.............................. 22
Participating...................................................... 23
Payments from the Separate Account................................. 23
Proof of Age and Survival.......................................... 23
Misstatements...................................................... 23
Loans.............................................................. 23
Restrictions on Withdrawals from Qualified Plans................... 24
FEDERAL TAX MATTERS..................................................... 24
Introduction....................................................... 24
Tax Status of Security Benefit and the Separate Account............ 25
General........................................................ 25
Charge for Security Benefit Taxes.............................. 25
Diversification Standards...................................... 25
Income Taxation of Annuities in General--Non-Qualified Plans....... 26
Surrenders or Withdrawals Prior to the Annuity Start Date...... 26
Surrenders or Withdrawals on or after Annuity Start Date....... 26
Penalty Tax on Certain Surrenders and Withdrawals.............. 26
Additional Considerations.......................................... 26
Distribution-at-Death Rules.................................... 26
Gift of Annuity Contracts...................................... 27
Contracts Owned by Non-Natural Persons......................... 27
Multiple Contract Rule......................................... 27
Possible Tax Changes........................................... 27
Transfers, Assignments or Exchanges of a Contract.............. 27
Qualified Plans.................................................... 27
Section 401.................................................... 28
Section 403(b)................................................. 29
Section 408.................................................... 29
Section 457.................................................... 30
Rollovers...................................................... 30
Tax Penalties.................................................. 30
Withholding.................................................... 31
OTHER INFORMATION....................................................... 31
Voting of Mutual Fund Shares....................................... 31
Substitution of Investments........................................ 32
Changes to Comply with Law and Amendments.......................... 32
Reports to Owners.................................................. 32
Telephone Transfer Privileges...................................... 32
Legal Proceedings.................................................. 33
Legal Matters...................................................... 33
PERFORMANCE INFORMATION................................................. 33
ADDITIONAL INFORMATION.................................................. 34
Registration Statement............................................. 34
Financial Statements............................................... 34
STATEMENT OF ADDITIONAL INFORMATION..................................... 34
APPENDIX A - IRA Disclosure Statement
APPENDIX B - Roth IRA Disclosure Statement
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THE CONTRACT IS NOT AVAILABLE IN ALL STATES. THIS PROSPECTUS DOES NOT CONSTITUTE
AN OFFERING IN ANY JURISDICTION IN WHICH SUCH OFFERING MAY NOT BE LAWFULLY MADE.
NO PERSON IS AUTHORIZED TO MAKE ANY REPRESENTATIONS IN CONNECTION WITH THIS
OFFERING OTHER THAN AS CONTAINED IN THIS PROSPECTUS OR THE STATEMENT OF
ADDITIONAL INFORMATION, THE MUTUAL FUND'S PROSPECTUS OR THE STATEMENT OF
ADDITIONAL INFORMATION OF THE FUND, OR ANY SUPPLEMENT THERETO.
<PAGE>
DEFINITIONS
Various terms commonly used in this Prospectus are defined as follows:
ACCUMULATION PERIOD -- The period commencing on the Contract Date and
ending on the Annuity Start Date or, if earlier, when the Contract is
terminated, either through a full withdrawal, payment of charges, or payment of
the death benefit proceeds.
ACCUMULATION UNIT -- A unit of measure used to calculate the value of a
Contractowner's interest in a Subaccount during the Accumulation Period and
variable annuity payments under Annuity Options 5 and 6.
ANNUITANT -- The person on whose life annuity payments depend.
ANNUITY -- A series of periodic income payments made by Security Benefit to
an Annuitant, Joint Annuitant, or Beneficiary during the period specified in the
Annuity Option.
ANNUITY OPTIONS -- Options under the Contract that prescribe the provisions
under which a series of annuity payments are made.
ANNUITY PERIOD -- The period during which annuity payments are made.
ANNUITY START DATE -- The date when annuity payments are to begin.
AUTOMATIC INVESTMENT PROGRAM -- A program pursuant to which purchase
payments are automatically paid from the owner's bank account on a specified day
of each month.
CONTRACT DATE -- The date shown as the Contract Date in a Contract. Annual
Contract anniversaries are measured from the Contract Date. It is usually the
date that the initial purchase payment is credited to the Contract.
CONTRACT DEBT -- The unpaid loan balance including accrued loan interest.
CONTRACTOWNER OR OWNER -- The person entitled to the ownership rights under
the Contract and in whose name the Contract is issued.
CONTRACT VALUE -- The total value of the amounts in a Contract allocated to
the Subaccounts of the Separate Account and the Fixed Account as well as any
amount set aside in the loan account to secure loans as of any Valuation Date.
CONTRACT YEAR -- Each twelve-month period measured from the Contract Date.
DESIGNATED BENEFICIARY -- The person having the right to the death benefit,
if any, payable upon the death of the Owner or the Joint Owner during the
Accumulation Period. The Designated Beneficiary is the first person on the
following list who is alive on the date of death of the Owner or the Joint
Owner: the Owner, the Joint Owner; the Primary Beneficiary; the Secondary
Beneficiary; the Annuitant; or if none of the above are alive, the Owner's
Estate.
FIXED ACCOUNT -- An account that is part of Security Benefit's General
Account in which all or a portion of the Contract Value may be held for
accumulation at fixed rates of interest (which may not be less than 3.0 percent)
declared by Security Benefit periodically at its discretion.
GENERAL ACCOUNT -- All assets of Security Benefit other than those
allocated to the Separate Account or to any other separate account of Security
Benefit.
HOME OFFICE -- The Annuity Administration Department of Security Benefit,
P.O. Box 750497, Topeka, Kansas 66675-0497.
MUTUAL FUND -- SBL Fund. The Mutual Fund is a diversified, open-end
management investment company commonly referred to as a mutual fund.
PURCHASE PAYMENT -- The amounts paid to Security Benefit as consideration
for the Contract.
SEPARATE ACCOUNT -- The Variable Annuity Account VIII. A separate account
of Security Benefit that consists of accounts, referred to as Subaccounts, each
of which invests in a corresponding Series of the SBL Fund.
SUBACCOUNT -- A division of the Separate Account of Security Benefit which
invests in a corresponding series of the Mutual Fund. Currently, fourteen
Subaccounts are available under the Contract.
VALUATION DATE -- Each date on which the Separate Account is valued, which
currently includes each day that the New York Stock Exchange is open for
trading. The New York Stock Exchange is closed on weekends and on the following
holidays: New Year's Day, Martin Luther King, Jr. Day, Presidents' Day, Good
Friday, Memorial Day, July Fourth, Labor Day, Thanksgiving Day, and Christmas
Day.
VALUATION PERIOD -- A period used in measuring the investment experience of
each Subaccount of the Separate Account. The Valuation Period begins at the
close of one Valuation Date and ends at the close of the next succeeding
Valuation Date.
WITHDRAWAL VALUE -- The amount a Contractowner may receive upon full
withdrawal of the Contract, which is equal to Contract Value less any Contract
Debt, and any uncollected premium taxes.
SUMMARY
This summary is intended to provide a brief overview of the more
significant aspects of the Contract. Further detail is provided in this
Prospectus, the Statement of Additional Information, and the Contract. Unless
the context indicates otherwise, the discussion in this summary and the
remainder of the Prospectus relates to the portion of the Contract involving the
Separate Account. The Fixed Account is briefly described under "The Fixed
Account" on page 20 and in the Contract.
PURPOSE OF THE CONTRACT
The individual flexible purchase payment deferred variable annuity contract
("Contract") described in this Prospectus is designed to give Contractowners
flexibility in planning for retirement and other financial goals. The Contract
provides for the accumulation of values on a variable basis, a fixed basis, or
both, during the Accumulation Period and provides several options for annuity
payments on a variable basis, a fixed basis, or both. During the Accumulation
Period, an Owner can pursue various allocation options by allocating purchase
payments to the Subaccounts of the Separate Account or to the Fixed Account. See
"The Contract," page 12.
The Contract is eligible for purchase as a non-tax qualified retirement
plan for an individual ("Non-Qualified Plan"). The Contract is also eligible for
an individual in connection with a retirement plan qualified under Section 401,
403(b), 408, or 457 of the Internal Revenue Code of 1986, as amended. These
plans are sometimes referred to in this Prospectus as "Qualified Plans."
THE SEPARATE ACCOUNT AND THE MUTUAL FUND
Purchase payments designated to accumulate on a variable basis are
allocated to the Separate Account. See "Separate Account," page 10. The Separate
Account is currently divided into fourteen accounts referred to as Subaccounts.
Each Subaccount invests exclusively in shares of a corresponding Series of the
Mutual Fund. The Series of the Mutual Fund, each of which has a different
investment objective or objectives, are as follows: Growth Series, Growth-Income
Series, Money Market Series, Worldwide Equity Series, High Grade Income Series,
Social Awareness Series, Emerging Growth Series, Global Aggressive Bond Series,
Specialized Asset Allocation Series, Managed Asset Allocation Series, Equity
Income Series, High Yield Series, Value Series, and Small Cap Series. See "SBL
Fund," page 10. Amounts held in a Subaccount will increase or decrease in dollar
value depending on the investment performance of the Series of the Mutual Fund
in which such Subaccount invests. The Contractowner bears the investment risk
for amounts allocated to a Subaccount of the Separate Account.
FIXED ACCOUNT
Purchase payments designated to accumulate on a fixed basis may be
allocated to the Fixed Account, which is part of Security Benefit's General
Account. Amounts allocated to the Fixed Account earn interest at rates
determined at the discretion of Security Benefit and are guaranteed to be at
least an effective annual rate of 3.0 percent. See "The Fixed Account," on page
20.
PURCHASE PAYMENTS
The minimum initial purchase payment is $25,000. Thereafter, the
Contractowner may choose the amount and frequency of purchase payments, except
that the minimum subsequent purchase payment is $1,000. See "Purchase Payments"
on page 13.
CONTRACT BENEFITS
During the Accumulation Period, Contract Value may be transferred by the
Contractowner among the Subaccounts of the Separate Account and to and from the
Fixed Account, subject to certain restrictions as described in "The Contract" on
page 12 and "The Fixed Account" on page 20.
At any time before the Annuity Start Date, a Contract may be surrendered
for its Withdrawal Value, and partial withdrawals, including systematic
withdrawals, may be taken from the Contract Value, subject to certain
restrictions described in "The Fixed Account" on page 20. See "Full and Partial
Withdrawals," page 16 and "Federal Tax Matters," page 24 for more information
about withdrawals, including the 10 percent penalty tax that may be imposed upon
full and partial withdrawals (including systematic withdrawals) made prior to
the Owner attaining age 59 1/2.
The Contract provides for a death benefit upon the death of the Owner
during the Accumulation Period. See "Death Benefit," on page 17 for more
information. The Contract provides for several Annuity Options on either a
variable basis, a fixed basis, or both. Payments under the fixed Annuity Options
will be guaranteed by Security Benefit. See "Annuity Period," on page 19.
FREE-LOOK RIGHT
An Owner may return a Contract within the Free-Look Period, which is
generally a ten-day period beginning when the Owner receives the Contract. In
this event, Security Benefit will refund to the Owner purchase payments
allocated to the Fixed Account plus the Contract Value in the Subaccounts plus
any charges deducted from Contract Value in the Subaccounts. Security Benefit
will refund purchase payments allocated to the Subaccounts rather than the
Contract Value in those states where it is required to do so.
CHARGES AND DEDUCTIONS
Security Benefit does not make any deductions for sales load from purchase
payments before allocating them to the Contract Value and no surrender charge is
assessed upon withdrawal or surrender of a Contract. Certain charges will be
deducted in connection with the Contract as described below.
MORTALITY AND EXPENSE RISK CHARGE
Security Benefit deducts a daily charge from the assets of each Subaccount
for mortality and expense risks equal to an annual rate of 1.25 percent of each
Subaccount's average daily net assets. See "Mortality and Expense Risk Charge"
on page 18.
ADMINISTRATIVE CHARGE
Security Benefit deducts a daily administrative charge equal to an annual
rate of 0.15 percent of each Subaccount's average daily net assets. The
Administrative Charge is not assessed against Contract Value which is applied
under Annuity Options 1-4. See "Administrative Charge" on page 18.
PREMIUM TAX CHARGE
Security Benefit assesses a premium tax charge to reimburse itself for any
premium taxes that it incurs with respect to this Contract. This charge will
usually be deducted on annuitization or upon full withdrawal if a premium tax
was incurred by Security Benefit and is not refundable. Partial withdrawals,
including systematic withdrawals, may be subject to a premium tax charge if a
premium tax is incurred on the withdrawal by Security Benefit and is not
refundable. Security Benefit reserves the right to deduct such taxes when due or
anytime thereafter. Premium tax rates currently range from 0 percent to 3.5
percent. See "Premium Tax Charge" on page 18.
OTHER EXPENSES
The operating expenses of the Separate Account are paid by Security
Benefit. Investment advisory fees and operating expenses of the Mutual Fund are
paid by the Mutual Fund and are reflected in the net asset value of the Mutual
Fund shares. For a description of these charges and expenses, see the Prospectus
for the Mutual Fund.
CONTACTING SECURITY BENEFIT
All written requests, notices, and forms required by the Contract, and any
questions or inquiries should be directed to Security Benefit Life Insurance
Company, P.O. Box 750497, Topeka, Kansas 66675-0497 or by phone by calling (785)
431-3112 or 1-800-888-2461, extension 3112.
EXPENSE TABLE
The purpose of this table is to assist investors in understanding the
various costs and expenses borne directly and indirectly by Owners of the
Contracts with Contract Value allocated to the Subaccounts. The table reflects
any contractual charges, expenses of the Separate Account, and charges and
expenses of the Mutual Fund. The table does not reflect premium taxes that may
be imposed by various jurisdictions. See "Premium Tax Charge," on page 18. The
information contained in the table is not generally applicable to amounts
allocated to the Fixed Account.
For a complete description of a Contract's costs and expenses, see "Charges
and Deductions," on page 18. For a more complete description of the Mutual
Fund's costs and expenses, see the SBL Fund Prospectus, which accompanies this
Prospectus.
CONTRACTUAL EXPENSES
Sales load on purchase payments........................ None
Contingent deferred sales charge....................... None
Transfer Fee (per transfer)............................ None
ANNUAL SEPARATE ACCOUNT EXPENSES (AS A PERCENTAGE OF EACH SUBACCOUNT'S AVERAGE
DAILY NET ASSETS)
Annual Mortality and Expense Risk Charge............... 1.25%
Annual Administrative Charge........................... 0.15%
----
Total Separate Account Annual Expenses................. 1.40%
ANNUAL MUTUAL FUND EXPENSES
(AS A PERCENTAGE OF EACH SERIES' AVERAGE DAILY NET ASSETS)
Management Fee Total
(after fee Mutual
WAIVER) Other Fund
1,2 EXPENSES^3 EXPENSES^2
--- ---------- ----------
Growth (Series A)............. 0.75% 0.06% 0.81%
Growth-Income (Series B)...... 0.75% 0.08% 0.83%
Money Market (Series C)....... 0.50% 0.08% 0.58%
Worldwide Equity (Series D)... 1.00% 0.24% 1.24%
High Grade Income (Series E).. 0.75% 0.08% 0.83%
Emerging Growth (Series J).... 0.75% 0.07% 0.82%
Global Aggressive Bond
(Series K)................. 0.75% 0.64% 1.39%
Specialized Asset Allocation
(Series M)................. 1.00% 0.26% 1.26%
Managed Asset Allocation
(Series N)................. 1.00% 0.35% 1.35%
Equity Income (Series O)...... 1.00% 0.09% 1.09%
High Yield (Series P)......... 0.00% 0.31% 0.31%
Social Awareness (Series S)... 0.75% 0.08% 0.83%
Value (Series V).............. 0.75% 0.40% 1.15%
Small Cap (Series X).......... 0.00% 0.98% 0.98%
1. During the fiscal year ended December 31, 1997, the Investment Adviser
waived the management fee of Series P, and Series X. During the fiscal year
ending December 31, 1998, the Investment Adviser will waive the management
fee of Series P, and Series X; absent such waiver, the management fees of
Series P would have been .75% and that of Series X would have been 1.00%.
There can be no assurance that the Investment Manager will continue to
waive the Series' management fees after December 31, 1998.
2. During the fiscal year ended December 31, 1997, the Investment Manager
waived the management fees of Series K and Series V and continued such
waiver through April 30, 1998. Expense information for Series K and Series
V has been restated to reflect the fees that would have been applicable had
there been no fee waiver.
3. Other Expenses for Series V and Series X are based on estimated amounts for
the current fiscal year.
EXAMPLES
The example presented below shows expenses that a Contractowner would pay
at the end of one, three, five and ten years (except for the Value and Small Cap
Subaccounts which shows expenses for only the one and three year periods). The
information presented applies if, at the end of those time periods, the Contract
is (1) surrendered, (2) annuitized, or (3) not surrendered or annuitized. The
example shows expenses based upon an allocation of $1,000 to each of the
Subaccounts.
THE EXAMPLE BELOW SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR
FUTURE EXPENSES. ACTUAL EXPENSES MAY BE GREATER OR LESSER THAN THOSE SHOWN. THE
5 PERCENT RETURN ASSUMED IN THE EXAMPLES IS HYPOTHETICAL AND SHOULD NOT BE
CONSIDERED A REPRESENTATION OF PAST OR FUTURE ACTUAL RETURNS, WHICH MAY BE
GREATER OR LESSER THAN THE ASSUMED AMOUNT.
Example -- The Owner would pay the expenses shown below on a $1,000
investment, assuming 5 percent annual return on assets:
1 3 5 10
YEAR YEARS YEARS YEARS
Growth Subaccount...................... $22 $69 $118 $254
Growth-Income Subaccount............... 23 70 119 256
Money Market Subaccount................ 20 62 107 231
Worldwide Equity Subaccount............ 27 82 140 297
High Grade Income Subaccount........... 23 70 119 256
Emerging Growth Subaccount............. 23 69 119 255
Global Aggressive Bond Subaccount...... 28 87 147 312
Specialized Asset Allocation Subaccount 27 83 141 299
Managed Asset Allocation Subaccount.... 28 85 145 308
Equity Income Subaccount............... 25 78 133 283
High Yield Subaccount.................. 17 54 --- ---
Social Awareness Subaccount............ 23 70 119 256
Value Subaccount....................... 26 79 --- ---
Small Cap Subaccount................... 19 74 --- ---
CONDENSED FINANCIAL INFORMATION
The following condensed financial information presents accumulation unit
values for the years ended December 31, 1997 & 1996, and the period April 1,
1995 (date of inception) through December 31, 1995, as well as ending
accumulation units outstanding under each Subaccount.
GROWTH SUBACCOUNT 1995^1 1996 1997
- ----------------- ---- ---- ----
Accumulation unit value:
Beginning of period........... $10.00 $13.20 $15.96
End of period................. 13.20 15.96 20.26
Accumulation units outstanding
at the end of period.......... 289,693 1,987,463 3,449,970
GROWTH-INCOME SUBACCOUNT 1995^1 1996 1997
- ------------------------ ---- ---- ----
Accumulation unit value:
Beginning of period........... $10.00 $12.70 $14.80
End of period................. 12.70 14.80 18.46
Accumulation units outstanding
at the end of period.......... 248,974 1,388,519 2,571,374
MONEY MARKET SUBACCOUNT
- -----------------------
Accumulation unit value:
Beginning of period........... $10.00 $10.35 $10.72
End of period................. 10.35 10.72 11.12
Accumulation units outstanding
at the end of period.......... 288,907 1,520,180 1,754,200
WORLDWIDE EQUITY SUBACCOUNT
- ---------------------------
Accumulation unit value:
Beginning of period........... $10.00 $11.42 $13.21
End of period................. 11.42 13.21 13.87
Accumulation units outstanding
at the end of period.......... 126,206 1,183,160 1,835,594
HIGH GRADE INCOME SUBACCOUNT
- ----------------------------
Accumulation unit value:
Beginning of period........... $10.00 $11.56 $11.31
End of period................. 11.56 11.31 12.27
Accumulation units outstanding
at the end of period.......... 240,306 1,631,708 1,607,065
EMERGING GROWTH SUBACCOUNT
- --------------------------
Accumulation unit value:
Beginning of period........... $10.00 $11.89 $13.84
End of period................. 11.89 13.84 16.37
Accumulation units outstanding
at the end of period.......... 133,581 772,390 1,234,228
GLOBAL AGGRESSIVE BOND SUBACCOUNT
- ---------------------------------
Accumulation unit value:
Beginning of period........... $10.00 $10.67 $11.96
End of period................. 10.67 11.96 12.43
Accumulation units outstanding
at the end of period.......... 86,477 328,077 382,445
SPECIALIZED ASSET ALLOCATION SUBACCOUNT
- ---------------------------------------
Accumulation unit value:
Beginning of period........... $10.00 $10.62 $11.96
End of period................. 10.62 11.96 12.52
Accumulation units outstanding
at the end of period.......... 471,091 1,361,078 1,454,825
MANAGED ASSET ALLOCATION SUBACCOUNT
- -----------------------------------
Accumulation unit value:
Beginning of period........... $10.00 $10.64 $11.84
End of period................. 10.64 11.84 13.82
Accumulation units outstanding
at the end of period.......... 231,852 715,033 1,213,323
EQUITY INCOME SUBACCOUNT
- ------------------------
Accumulation unit value:
Beginning of period........... $10.00 $11.61 $13.73
End of period................. 11.61 13.73 17.38
Accumulation units outstanding
at the end of period.......... 267,317 1,764,015 3,117,060
SOCIAL AWARENESS SUBACCOUNT 1995^1 1996 1997^2
- --------------------------- ---- ---- -----
Accumulation unit value:
Beginning of period........... $10.00 $12.56 $14.69
End of period................. 12.56 14.69 17.78
Accumulation units outstanding
at the end of period.......... 37,149 220,549 541,120
HIGH YIELD SUBACCOUNT
- ---------------------
Accumulation unit value:
Beginning of period........... --- --- $10.00
End of period................. --- --- 11.84
Accumulation units outstanding
at the end of period.......... --- --- 316,416
VALUE SUBACCOUNT
- ----------------
Accumulation unit value:
Beginning of period........... --- --- $10.00
End of period................. --- --- 13.01
Accumulation units outstanding
at the end of period.......... --- --- 372,693
SMALL CAP SUBACCOUNT
- --------------------
Accumulation unit value:
Beginning of period........... --- --- $10.00
End of period................. --- --- 9.55
Accumulation units outstanding
at the end of period.......... --- --- 25,182
1. Global Aggressive Bond Subaccount, Specialized Asset Allocation Subaccount,
Managed Asset Allocation Subaccount and Equity Income Subaccount for the
period June 1, 1995 (inception) through December 31, 1995.
2. High Yield Subaccount and Value Subaccount for the period July 3, 1997
(inception) through December 31, 1997. Small Cap Subaccount for the period
October 15, 1997 (inception) through December 31, 1997.
INFORMATION ABOUT SECURITY BENEFIT, THE SEPARATE ACCOUNT, AND THE MUTUAL FUND
SECURITY BENEFIT LIFE INSURANCE COMPANY
Security Benefit is a mutual life insurance company organized under the
laws of the State of Kansas. It was organized originally as a fraternal benefit
society and commenced business February 22, 1892. It became a mutual life
insurance company under its present name on January 2, 1950.
Security Benefit offers variable life insurance policies, fixed and
variable annuity contracts, as well as financial and retirement services. It is
admitted to do business in the District of Columbia, and in all states except
New York. As of December 31, 1997, Security Benefit had total assets of
approximately $6.8 billion. Together with its subsidiaries, Security Benefit has
total funds under management of over $7.5 billion.
The Board of Directors of Security Benefit has approved a Plan of
Conversion ("Plan") under which Security Benefit would convert from a mutual
life insurance company to a stock life insurance company ultimately controlled
by a newly-formed mutual holding company to be named Security Benefit Mutual
Holding Company. Under the Plan, membership interests of current Security
Benefit policyholders would become membership interests in Security Benefit
Mutual Holding Company upon conversion. After the conversion, persons who
acquire policies from Security Benefit would automatically be members in the
mutual holding company. The conversion will not increase premiums or reduce
policy benefits, values, guarantees or other policy obligations to
policyholders. The Plan is subject to approval by the Insurance Commissioner of
the State of Kansas and Security Benefit policyholders, among other approvals
and conditions. If the necessary approvals are obtained and conditions met, the
conversion could occur in the second quarter of 1998.
The Principal Underwriter for the Contracts is Security Distributors, Inc.
("SDI"), 700 SW Harrison Street, Topeka, Kansas 66636-0001. SDI is registered as
a broker/dealer with the SEC and is a wholly-owned subsidiary of Security
Benefit Group, Inc., a financial services holding company wholly owned by
Security Benefit.
YEAR 2000 COMPLIANCE
Like other insurance companies, as well as other financial and business
organizations around the world, Security Benefit or the underlying Fund could be
adversely affected if the computer systems used by Security Benefit or the
Fund's Investment Adviser, and other service providers, in performing their
administrative functions do not properly process and calculate date-related
information and data before, during and after January 1, 2000. Some computer
software and hardware systems currently cannot distinguish between the year 2000
and the year 1900 or some other date because of the way date fields were
encoded. This is commonly known as the "Year 2000 Problem." If not addressed,
the Year 2000 Problem could impact (i) the administrative services provided by
Security Benefit with respect to the Contract and (ii) the management services
provided to the underlying Fund by the Investment Adviser, as well as transfer
agency, accounting, custody, distribution and other services provided to the
underlying Fund.
Security Benefit and the Investment Adviser have adopted a plan to be "Year
2000 Compliant" with respect to both their internally built systems as well as
systems provided by external vendors. "Year 2000 Compliant" means that systems
and programs which require modification will have the date fields expanded to
include the century information and that for interfaces to external
organizations as well as new systems development the year portion of the date
field will be expanded to four digits using the format YYYYMMDD. Security
Benefit and the Investment Adviser's overall approach to addressing the Year
2000 issue is as follows: (1) to inventory their internal and external hardware,
software, telecommunications and data transmissions to customers and conduct a
risk assessment with respect to the impact that a failure on any such system
would have on its business operations; (2) to modify or replace their internal
systems and obtain vendor certifications of Year 2000 compliance for systems
provided by vendors or replace such systems that are not Year 2000 Compliant;
and (3) to implement and test their systems for Year 2000 compliance. Security
Benefit and the Investment Adviser have completed the inventory of their
internal and external systems and have made substantial progress toward
completing the modification/replacement of its internal systems as well as
toward obtaining Year 2000 Compliant certifications from its external vendors.
Overall systems testing is scheduled to commence in December 1998 and extend
into the first six months of 1999.
Although Security Benefit and the Investment Adviser have taken steps to
ensure that their systems will function properly before, during and after the
Year 2000, their key operating systems and information sources are provided by
or through external vendors which creates uncertainty to the extent Security
Benefit and the Investment Adviser are relying on the assurance of such vendors
as to whether their systems will be Year 2000 Compliant. The costs or
consequences of incomplete or untimely resolution of the Year 2000 issue are
unknown to Security Benefit and the Investment Adviser at this time but could
have a material adverse impact on the operations of the Security Benefit, the
separate account, the underlying Fund and the Investment Adviser.
The Year 2000 Problem is also expected to impact companies, which may include
issuers of portfolio securities held by the underlying Fund, to varying degrees
based upon various factors, including, but not limited to, the company's
industry sector and degree of technological sophistication. The underlying Fund
and the Investment Adviser are unable to predict what impact, if any, the Year
2000 Problem will have on issuers of the portfolio securities held by the Fund.
PUBLISHED RATINGS
Security Benefit may from time to time publish in advertisements, sales
literature and reports to Owners, the ratings and other information assigned to
it by one or more independent rating organizations such as A. M. Best Company
and Standard & Poor's. The purpose of the ratings is to reflect the financial
strength and/or claims-paying ability of Security Benefit and should not be
considered as bearing on the investment performance of assets held in the
Separate Account. Each year A. M. Best Company reviews the financial status of
thousands of insurers, culminating in the assignment of Best's Ratings. These
ratings reflect their current opinion of the relative financial strength and
operating performance of an insurance company in comparison to the norms of the
life/health insurance industry. In addition, the claims-paying ability of the
Company as measured by Standard & Poor's Insurance Ratings Services may be
referred to in advertisements or sales literature or in reports to Owners. These
ratings are opinions of an operating insurance company's financial capacity to
meet the obligations of its insurance and annuity policies in accordance with
their terms. Such ratings do not reflect the investment performance of the
Separate Account or the degree of risk associated with an investment in the
Separate Account.
SEPARATE ACCOUNT
The Separate Account was established by Security Benefit on September 12,
1994, under procedures established under Kansas law. The income, gains, or
losses of the Separate Account, whether or not realized, are, in accordance with
the Contracts, credited to or charged against the assets of the Separate Account
without regard to other income, gains, or losses of Security Benefit. K.S.A.
40-436 provides that assets in a separate account attributable to the reserves
and other liabilities under the contracts are not chargeable with liabilities
arising from any other business that the insurance company conducts if, and to
the extent the contracts so provide, the Contract contains such a provision.
Security Benefit owns the assets in the Separate Account and is required to
maintain sufficient assets in the Separate Account to meet all Separate Account
obligations under the Contracts. Security Benefit may transfer to its General
Account assets that exceed anticipated obligations of the Separate Account. All
obligations arising under the Contracts are general corporate obligations of
Security Benefit. Security Benefit may invest its own assets in the Separate
Account for other purposes, but not to support contracts other than variable
annuity contracts, and may accumulate in the Separate Account proceeds from
Contract charges and investment results applicable to those assets.
The Separate Account is currently divided into fourteen Subaccounts.
Income, gains and losses, whether or not realized, are, in accordance with the
Contracts, credited to, or charged against, the assets of each Subaccount
without regard to the income, gains or losses in the other Subaccounts. Each
Subaccount invests exclusively in shares of a specific Series of the Mutual
Fund. Security Benefit may in the future establish additional Subaccounts of the
Separate Account, which may invest in other Series of the Mutual Fund or in
other securities, mutual funds, or investment vehicles.
The Separate Account is registered with the SEC as a unit investment trust
under the Investment Company Act of 1940 (the "1940 Act"). Registration with the
SEC does not involve supervision by the SEC of the administration or investment
practices of the Separate Account or of Security Benefit.
SBL FUND
SBL Fund (the "Mutual Fund") is a diversified, open-end management
investment company of the series type. The Mutual Fund is registered with the
SEC under the 1940 Act. Such registration does not involve supervision by the
SEC of the investments or investment policy of the Mutual Fund. The Mutual Fund
currently has fourteen separate portfolios ("Series"), each of which pursues
different investment objectives and policies.
Shares of the Mutual Fund currently are offered only for purchase by
separate accounts of Security Benefit to serve as an investment medium for
variable life insurance policies and for variable annuity contracts issued by
Security Benefit. Thus, the Mutual Fund serves as an investment medium for both
variable life insurance policies and variable annuity contracts. This is called
"mixed funding." Shares of the Mutual Fund may also be sold in the future to
separate accounts of other insurance companies, both affiliated and not
affiliated with Security Benefit. This is called "shared funding." Security
Benefit currently does not foresee any disadvantages to Contractowners arising
from either mixed or shared funding; however, due to differences in tax
treatment or other considerations, it is theoretically possible that the
interests of owners of various contracts for which the Mutual Fund serves as an
investment medium might at some time be in conflict. However, Security Benefit,
the Mutual Fund's Board of Directors, and any other insurance companies that
participate in the Mutual Fund in the future are required to monitor events in
order to identify any material conflicts that arise from the use of the Mutual
Fund for mixed and/or shared funding. The Mutual Fund's Board of Directors are
required to determine what action, if any, should be taken in the event of such
a conflict. If such a conflict were to occur, Security Benefit might be required
to withdraw the investment of one or more of its separate accounts from the
Mutual Fund. This might force the Mutual Fund to sell securities at
disadvantageous prices.
A summary of the investment objective of each Series of the Mutual Fund is
described below. There can be no assurance that any Series will achieve its
objective. More detailed information is contained in the accompanying prospectus
of the Mutual Fund, including information on the risks associated with the
investments and investment techniques of each Series.
THE MUTUAL FUND'S PROSPECTUS ACCOMPANIES THIS PROSPECTUS AND SHOULD BE READ
CAREFULLY BEFORE INVESTING.
SERIES A (GROWTH SERIES)
Amounts allocated to the Growth Subaccount are invested in Series A. The
investment objective of Series A is to seek long-term capital growth by
investing in a broadly diversified portfolio of common stocks, securities
convertible into common stocks, preferred stocks, bonds and other debt
securities.
SERIES B (GROWTH-INCOME SERIES)
Amounts allocated to the Growth-Income Subaccount are invested in Series B.
Series B seeks long-term growth of capital with secondary emphasis on income by
investing in various types of securities, including common stocks, convertible
securities, preferred stocks and debt securities. Series B's investments in debt
securities may include securities rated below investment grade. Series B may
also temporarily invest in government bonds or commercial paper.
SERIES C (MONEY MARKET SERIES)
Amounts allocated to the Money Market Subaccount are invested in Series C.
The investment objective of Series C is to provide as high a level of current
income as is consistent with preserving capital. It invests in high quality
money market instruments with maturities of not longer than thirteen months.
SERIES D (WORLDWIDE EQUITY SERIES)
Amounts allocated to the Worldwide Equity Subaccount are invested in Series
D. The investment objective of Series D is to seek long-term growth of capital
primarily through investment in common stocks and equivalents of companies
domiciled in foreign countries and the United States.
SERIES E (HIGH GRADE INCOME SERIES)
Amounts allocated to the High Grade Income Subaccount are invested in
Series E. The investment objective of Series E is to provide current income with
security of principal. Series E seeks to achieve this investment objective by
investing in a broad range of debt securities, including U.S. and foreign
corporate debt securities and securities issued by the U.S. and foreign
governments.
SERIES J (EMERGING GROWTH SERIES)
Amounts allocated to the Emerging Growth Subaccount are invested in Series
J. The investment objective of Series J is to seek capital appreciation through
investment in a broadly diversified portfolio of securities which may include
common stocks, preferred stocks, debt securities and securities convertible into
common stocks.
SERIES K (GLOBAL AGGRESSIVE BOND SERIES)
Amounts allocated to the Global Aggressive Bond Subaccount are invested in
Series K. The investment objective of Series K is to seek high current income
and, as a secondary objective, capital appreciation by investing in a
combination of foreign and domestic high-yield, lower rated debt securities
(commonly known as "junk bonds").
SERIES M ( SPECIALIZED ASSET ALLOCATION SERIES)
Amounts allocated to the Specialized Asset Allocation Subaccount are
invested in Series M. The investment objective of Series M is to seek high total
return consisting of capital appreciation and current income. Series M seeks
this objective by following an asset allocation strategy that contemplates
shifts among a wide range of investment categories and market sectors, including
equity and debt securities of domestic and foreign issues.
SERIES N (MANAGED ASSET ALLOCATION SERIES)
Amounts allocated to the Managed Asset Allocation Subaccount are invested
in Series N. The investment objective of Series N is to seek a high level of
total return by investing primarily in a diversified portfolio of debt and
equity securities.
SERIES O (EQUITY INCOME SERIES)
Amounts allocated to the Equity Income Subaccount are invested in Series O.
The investment objective of Series O is to seek to provide substantial dividend
income and also capital appreciation by investing primarily in dividend-paying
common stocks of established companies.
SERIES P (HIGH YIELD SERIES)
Amounts allocated to the High Yield Subaccount are invested in Series P.
The investment objective of Series P is to seek high current income and as a
secondary objective, capital appreciation by investing in a combination of
domestic and foreign high-yield, lower rated debt securities (commonly known as
"junk bonds").
SERIES S (SOCIAL AWARENESS SERIES)
Amounts allocated to the Social Awareness Subaccount are invested in Series
S. The investment objective of Series S is to seek capital appreciation by
investing in various types of securities which meet certain social criteria
established for the Series. Series S will invest in a diversified portfolio of
common stocks, convertible securities, preferred stocks and debt securities.
Series S may temporarily invest in government bonds or commercial paper.
SERIES V (VALUE SERIES)
Amounts allocated to the Value Subaccount are invested in Series V. The
investment objective of Series V is to seek long-term growth of capital by
investing primarily in a diversified portfolio of common stocks, securities
convertible into common stocks, preferred stocks, and warrants which the
Investment Manager believes are undervalued.
SERIES X (SMALL CAP SERIES)
Amounts allocated to the Small Cap Subaccount are invested in Series X. The
investment objective of Series X is to seek long-term growth of capital by
investing primarily in domestic and foreign equity securities of small
capitalization companies (defined as companies with a market capitalization of
less than $1 billion at the time of purchase).
THE INVESTMENT ADVISER
Security Management Company, LLC (the "Investment Adviser") located at 700
SW Harrison Street, Topeka, Kansas 66636 serves as investment adviser to each
Series of the Mutual Fund. The Investment Adviser is registered with the SEC as
an investment adviser. The Investment Adviser formulates and implements
continuing programs for the purchase and sale of securities in compliance with
the investment objectives, policies, and restrictions of each Series, and is
responsible for the day to day decisions to buy and sell securities for the
Series except Series D, K, N, O and X. With respect to Series M, the foregoing
responsibilities are divided between the Investment Adviser and a Sub-Adviser.
See the accompanying SBL Fund prospectus for details. The Investment Adviser has
engaged Lexington Management Corporation, Park 80 West, Plaza Two, Saddle Brook,
New Jersey 07663, to provide investment advisory services to Series D and K, and
Lexington has entered into an agreement with MFR Advisors, Inc., One Liberty
Plaza, 46th Floor, New York, New York 10006, to provide certain investment
advisory services to Series K. The Investment Adviser has engaged T. Rowe Price
Associates, Inc., 100 E. Pratt St., Baltimore, Maryland 21202 to provide
investment advisory services to Series N and O, and has engaged Meridian
Investment Management Corporation, 12835 East Arapahoe Road, Tower II, 7th
Floor, Engelwood, Colorado 80112, to provide investment advisory and analytic
research services to Series M. The Investment Adviser has engaged Strong Capital
Management Corporation, 900 Heritage Reserve, Menomonee, Wisconsin 53051 to
provide investment advisory services to Series X.
THE CONTRACT
GENERAL
The Contract offered by this Prospectus is an individual flexible purchase
payment deferred variable annuity that is issued by Security Benefit. To the
extent that all or a portion of purchase payments are allocated to the
Subaccounts, the Contract is significantly different from a fixed annuity
contract in that it is the Owner under a Contract who assumes the risk of
investment gain or loss rather than Security Benefit. Upon the maturity of a
Contract, the Contract provides several Annuity Options on a variable basis, a
fixed basis or both, under which Security Benefit will pay periodic annuity
payments beginning on the Annuity Start Date. The amount that will be available
for annuity payments will depend on the investment performance of the
Subaccounts to which purchase payments have been allocated and the amount of
interest credited on Contract Value that has been allocated to the Fixed
Account.
The Contract is available for purchase as a non-tax qualified retirement
plan ("Non-Qualified Plan") by an individual. The Contract is also eligible for
use in connection with certain tax qualified retirement plans that meet the
requirements of Section 401, 403(b), 408, or 457 of the Internal Revenue Code
("Qualified Plan"). Certain federal tax advantages are currently available to
retirement plans that qualify as (1) self-employed individuals' retirement plans
under Section 401, such as HR-10 and Keogh plans, (2) pension or profit-sharing
plans established by an employer for the benefit of its employees under Section
401, (3) individual retirement accounts or annuities, including those
established by an employer as a simplified employee pension plan, under Section
408, (4) annuity purchase plans of public school systems and certain tax-exempt
organizations under Section 403(b) or (5) deferred compensation plans for
employees established by a unit of a state or local government or by a
tax-exempt organization under Section 457. Joint Owners are permitted only on a
Contract issued pursuant to a Non-Qualified Plan.
APPLICATION FOR A CONTRACT
Any person wishing to purchase a Contract may submit an application and an
initial purchase payment to Security Benefit, as well as any other form or
information that Security Benefit may require. Security Benefit reserves the
right to reject an application or purchase payment for any reason, subject to
Security Benefit's underwriting standards and guidelines and any applicable
state or federal law relating to nondiscrimination.
The maximum age of an Owner or Annuitant for which a Contract will be
issued is 90. If there are Joint Owners or Annuitants, the maximum issue age
will be determined by reference to the older Owner or Annuitant.
PURCHASE PAYMENTS
The minimum initial purchase payment for the purchase of a Contract is
$25,000 for both Non-Qualified and Qualified Plans. Thereafter, the
Contractowner may choose the amount and frequency of purchase payments, except
that the minimum subsequent purchase payment is $1,000 for both Non-Qualified
and Qualified Plans. The minimum subsequent purchase payment pursuant to an
Automatic Investment Program is also $1,000. Security Benefit may reduce the
minimum purchase payment requirement under certain circumstances. Any purchase
payment exceeding $1 million will not be accepted without prior approval of
Security Benefit.
An initial purchase payment will be applied not later than the end of the
second Valuation Date after the Valuation Date it is received by Security
Benefit at its Home Office if the purchase payment is preceded or accompanied by
an application that contains sufficient information necessary to establish an
account and properly credit such purchase payment. The application form will be
provided by Security Benefit. If Security Benefit does not receive a complete
application, the applicant will be notified by Security Benefit that it does not
have the necessary information to issue a Contract. If the necessary information
is not provided to Security Benefit within five Valuation Dates after the
Valuation Date on which Security Benefit first receives the initial purchase
payment or if Security Benefit determines it cannot otherwise issue the
Contract, Security Benefit will return the initial purchase payment to the
applicant unless the applicant consents to Security Benefit retaining the
purchase payment until the application is made complete.
Subsequent purchase payments will be credited as of the end of the
Valuation Period in which they are received by Security Benefit at its Home
Office. Purchase payments after the initial purchase payment may be made at any
time prior to the Annuity Start Date, so long as the Owner is living. Subsequent
purchase payments under a Qualified Plan may be limited by the terms of the plan
and provisions of the Internal Revenue Code. Subsequent purchase payments may be
paid under an Automatic Investment Program. The initial purchase payment
required must be paid before the Automatic Investment Program will be accepted
by Security Benefit.
ALLOCATION OF PURCHASE PAYMENTS
In an application for a Contract, the Contractowner selects the Subaccounts
or the Fixed Account to which purchase payments will be allocated. Purchase
payments will be allocated according to the Contractowner's instructions
contained in the application or more recent instructions received, if any,
except that no purchase payment allocation is permitted that would result in
less than 1 percent of each payment being allocated to any one Subaccount or the
Fixed Account. The allocations must be whole percentages and must total 100
percent. Available allocation alternatives include the fourteen Subaccounts and
the Fixed Account.
A Contractowner may change the purchase payment allocation instructions by
submitting a proper written request to Security Benefit's Home Office. A proper
change in allocation instructions will be effective upon receipt by Security
Benefit at its Home Office and will continue in effect until subsequently
changed. Changes in purchase payment allocation and changes to an existing
Dollar Cost Averaging or Asset Reallocation Option may be made by telephone
provided the Telephone Transfer Section of the application or an Authorization
for Telephone Requests form is properly completed, signed, and filed at Security
Benefit's Home Office. Changes in the allocation of future purchase payments
have no effect on existing Contract Value. Such Contract Value, however, may be
transferred among the Subaccounts of the Separate Account or the Fixed Account
in the manner described in "Transfers of Contract Value" on page 15.
DOLLAR COST AVERAGING OPTION
Security Benefit currently offers an option under which Contractowners may
dollar cost average their allocations in the Subaccounts under the Contract by
authorizing Security Benefit to make periodic allocations of Contract Value from
any one Subaccount to one or more of the other Subaccounts. Dollar cost
averaging is a systematic method of investing in which securities are purchased
at regular intervals in fixed dollar amounts so that the cost of the securities
gets averaged over time and possibly over various market cycles. The option will
result in the allocation of Contract Value to one or more Subaccounts, and these
amounts will be credited at the Accumulation Unit value as of the end of the
Valuation Dates on which the transfers are effected. Since the value of
Accumulation Units will vary, the amounts allocated to a Subaccount will result
in the crediting of a greater number of units when the Accumulation Unit value
is low and a lesser number of units when the Accumulation Unit value is high.
Similarly, the amounts transferred from a Subaccount will result in a debiting
of a greater number of units when the Accumulation Unit value is low and a
lesser number of units when the Accumulation Unit value is high. Dollar cost
averaging does not guarantee profits, nor does it assure that a Contractowner
will not have losses.
A Dollar Cost Averaging Request form is available upon request. On the
form, the Contractowner must designate whether a specific dollar amount, fixed
period or earnings only are to be transferred, the Subaccount or Subaccounts
from and to which the transfers will be made, the desired frequency of the
transfers, which may be on a monthly or quarterly basis, and the length of time
during which the transfers shall continue or the total amount to be transferred
over time.
After Security Benefit has received a Dollar Cost Averaging Request in
proper form at its Home Office, Security Benefit will transfer Contract Value in
amounts designated by the Contractowner from the Subaccount from which transfers
are to be made to the Subaccount or Subaccounts chosen by the Contractowner.
Each transfer will be effected on the monthly or quarterly anniversary,
whichever corresponds to the period selected by the Contractowner, of the date
of receipt at Security Benefit's Home Office of a Dollar Cost Averaging Request
in proper form. Transfers will be made until the total amount elected has been
transferred, or until Contract Value in the Subaccount from which transfers are
made has been depleted. No transfers will be made pursuant to the Dollar Cost
Averaging Option on the last business day of any month, but instead will be made
as of the next following Valuation Date.
A Contractowner may instruct Security Benefit at any time to terminate the
option by written request to Security Benefit's Home Office. In that event, the
Contract Value in the Subaccount from which transfers were being made that has
not been transferred will remain in that Subaccount unless the Contractowner
instructs otherwise. If a Contractowner wishes to continue transferring on a
dollar cost averaging basis after the expiration of the applicable period, the
total amount elected has been transferred, or the Subaccount has been depleted,
or after the Dollar Cost Averaging Option has been canceled, a new Dollar Cost
Averaging Request must be completed and sent to Security Benefit's Home Office.
Security Benefit may discontinue, modify, or suspend the Dollar Cost Averaging
Option at any time.
Contract Value may also be dollar cost averaged to or from the Fixed
Account, subject to certain restrictions described under "The Fixed Account,"
page 20.
ASSET REALLOCATION OPTION
Security Benefit currently offers an option under which Contractowners
authorize Security Benefit to automatically transfer their Contract Value each
quarter to maintain a particular percentage allocation among the Subaccounts as
selected by the Contractowner. The Contract Value allocated to each Subaccount
will grow or decline in value at different rates during the quarter, and Asset
Reallocation automatically reallocates the Contract Value in the Subaccounts
each quarter to the allocation selected by the Contractowner. Asset Reallocation
is intended to transfer Contract Value from those Subaccounts that have
increased in value to those Subaccounts that have declined in value. Over time,
this method of investing may help a Contractowner buy low and sell high. This
investment method does not guarantee profits, nor does it assure that a
Contractowner will not have losses.
To elect this option an Asset Reallocation Request in proper form must be
received by Security Benefit at its Home Office. An Asset Reallocation Request
form is available upon request. On the form, the Contractowner must indicate the
applicable Subaccounts and the percentage of Contract Value to be allocated on a
quarterly basis to each Subaccount ("Asset Reallocation Program").
Upon receipt of the Asset Reallocation Request, Security Benefit will
effect a transfer or, in the case of a new Contract, an initial allocation of
Contract Value to the allocation among the Subaccounts selected by the
Contractowner. Thereafter, transfers to maintain that allocation will occur on
each quarterly anniversary of the date of Security Benefit's receipt of the
Asset Reallocation Request in proper form. The amounts transferred will be
credited at the Accumulation Unit value as of the end of the Valuation Dates on
which the transfers are effected.
A Contractowner may instruct Security Benefit at any time to terminate this
option by written request to Security Benefit's Home Office. The Asset
Reallocation Option will terminate automatically if a transfer is made to, or
from, any Subaccount included in the allocation selected by the Contractowner.
In that event, the Contract Value in the Subaccounts that has not been
transferred will remain in those Subaccounts regardless of the percentage
allocation unless the Contractowner instructs otherwise. If a Contractowner
wishes to continue Asset Reallocation after it has been canceled, a new Asset
Reallocation Request form must be completed and sent to Security Benefit's Home
Office. Security Benefit may discontinue, modify, or suspend, and reserves the
right to charge a fee for the Asset Reallocation Option at any time.
Contract Value allocated to the Fixed Account may be included in the Asset
Reallocation Program, subject to certain restrictions described in "Transfers
and Withdrawals from the Fixed Account," page 21.
TRANSFERS OF CONTRACT VALUE
During the Accumulation Period, Contract Value may be transferred among the
Subaccounts by the Contractowner upon proper written request to Security
Benefit's Home Office. Transfers (other than transfers pursuant to the Dollar
Cost Averaging and Asset Reallocation Options) may be made by telephone if the
Telephone Transfer section of the application or an Authorization for Telephone
Requests form has been properly completed, signed and filed at Security
Benefit's Home Office. The minimum transfer amount is $1,000, or the amount
remaining in a given Subaccount. The minimum transfer amount does not apply to
transfers under the Dollar Cost Averaging or Asset Reallocation Options.
Contract Value may also be transferred from the Subaccounts to the Fixed
Account; however, transfers from the Fixed Account to the Subaccounts are
restricted as described in "The Fixed Account" on page 20.
The frequency of transfers generally is not limited, although Security
Benefit reserves the right at a future date to limit the number of transfers to
14 in a Contract Year. Security Benefit also reserves the right to limit the
size and frequency of such transfers, and to discontinue telephone transfers.
CONTRACT VALUE
The Contract Value is the sum of the amounts under the Contract held in
each Subaccount of the Separate Account and Fixed Account as well as any amount
set aside in the loan account to secure loans as of any Valuation Date.
On each Valuation Date, the portion of the Contract Value allocated to any
particular Subaccount will be adjusted to reflect the investment experience of
that Subaccount. See "Determination of Contract Value," below. No minimum amount
of Contract Value is guaranteed. A Contractowner bears the entire investment
risk relating to the investment performance of Contract Value allocated to the
Subaccounts.
DETERMINATION OF CONTRACT VALUE
The Contract Value will vary to a degree that depends upon several factors,
including investment performance of the Subaccounts to which Contract Value has
been allocated, payment of purchase payments, the amount of any outstanding
Contract Debt, partial withdrawals, and the charges assessed in connection with
the Contract. The amounts allocated to the Subaccounts will be invested in
shares of the corresponding Series of the Mutual Fund. The investment
performance of the Subaccounts will reflect increases or decreases in the net
asset value per share of the corresponding Series and any dividends or
distributions declared by a Series. Any dividends or distributions from any
Series of the Mutual Fund will be automatically reinvested in shares of the same
Series, unless Security Benefit, on behalf of the Separate Account, elects
otherwise.
Assets in the Subaccounts are divided into Accumulation Units, which are
accounting units of measure used to calculate the value of a Contractowner's
interest in a Subaccount. When a Contractowner allocates purchase payments to a
Subaccount, the Contract is credited with Accumulation Units. The number of
Accumulation Units to be credited is determined by dividing the dollar amount
allocated to the particular Subaccount by the Accumulation Unit value for the
Subaccount at the end of the Valuation Period in which the purchase payment is
credited. In addition, other transactions including loans, full or partial
withdrawals, transfers, and assessment of certain charges against the Contract
affect the number of Accumulation Units credited to a Contract. The number of
units credited or debited in connection with any such transaction is determined
by dividing the dollar amount of such transaction by the unit value of the
affected Subaccount. The Accumulation Unit value of each Subaccount is
determined on each Valuation Date. The number of Accumulation Units credited to
a Contract shall not be changed by any subsequent change in the value of an
Accumulation Unit, but the dollar value of an Accumulation Unit may vary from
Valuation Date to Valuation Date depending upon the investment experience of the
Subaccount and charges against the Subaccount.
The Accumulation Unit value of each Subaccount's unit initially was $10.
The unit value of a Subaccount on any Valuation Date is calculated by dividing
the value of each Subaccount's net assets by the number of Accumulation Units
credited to the Subaccount on that date. Determination of the value of the net
assets of a Subaccount takes into account the following: (1) the investment
performance of the Subaccount, which is based upon the investment performance of
the corresponding Series of the Mutual Fund, (2) any dividends or distributions
paid by the corresponding Series, (3) the charges, if any, that may be assessed
by Security Benefit for taxes attributable to the operation of the Subaccount,
(4) the mortality and expense risk charge under the Contract, and (5) the
administrative charge under the Contract.
FULL AND PARTIAL WITHDRAWALS
A Contractowner may obtain proceeds from a Contract by surrendering the
Contract for its Withdrawal Value or by making a partial withdrawal. A full or
partial withdrawal, including a systematic withdrawal, may be taken from the
Contract Value at any time while the Owner is living and before the Annuity
Start Date, subject to restrictions on partial withdrawals of Contract Value
from the Fixed Account and limitations under the applicable plan for Qualified
Plans and applicable law. A full or partial withdrawal request will be effective
as of the end of the Valuation Period that a proper written request is received
by Security Benefit at its Home Office. A proper written request must include
the written consent of any effective assignee or irrevocable Beneficiary, if
applicable.
The proceeds received upon a full withdrawal will be the Contract's
Withdrawal Value. The Withdrawal Value is equal to the Contract Value as of the
end of the Valuation Period during which a proper withdrawal request is received
by Security Benefit at its Home Office, minus any outstanding Contract Debt, and
any uncollected premium taxes. A partial withdrawal may be requested for a
specified percentage or dollar amount of Contract Value. Each partial withdrawal
must be for at least $1,000 except systematic withdrawals discussed below. A
request for a partial withdrawal will result in a payment by Security Benefit in
accordance with the amount specified in the partial withdrawal request. Upon
payment, the Contract Value will be reduced by an amount equal to the payment
and any applicable premium tax. If a partial withdrawal is requested that would
leave the Withdrawal Value in the Contract less than $5,000, then Security
Benefit reserves the right to treat the partial withdrawal as a request for a
full withdrawal.
The amount of a partial withdrawal will be allocated from the Contract
Value in the Subaccounts and the Fixed Account, according to the Contractowner's
instructions to Security Benefit, subject to the restrictions on partial
withdrawals from the Fixed Account. See "The Fixed Account" on page 20. If a
Contractowner does not specify the allocation, the withdrawal will be allocated
from the Contract Value in the Subaccounts and the Fixed Account in the
following order: Money Market Subaccount, High Grade Income Subaccount, High
Yield Subaccount, Global Aggressive Bond Subaccount, Growth-Income Subaccount,
Equity Income Subaccount, Managed Asset Allocation Subaccount, Specialized Asset
Allocation Subaccount, Growth Subaccount, Value Subaccount, Worldwide Equity
Subaccount, Social Awareness Subaccount, Emerging Growth Subaccount, and Small
Cap Subaccount and then from the Fixed Account. The value of each account will
be depleted before the next account is charged.
A full or partial withdrawal, including a systematic withdrawal, may be
subject to a premium tax charge to reimburse Security Benefit for any tax on
premiums on a Contract that may be imposed by various states and municipalities.
See "Premium Tax Charge," on page 18.
A full or partial withdrawal, including a systematic withdrawal, may result
in receipt of taxable income to the Owner and, if made prior to the Owner
attaining age 59 1/2, may be subject to a 10 percent penalty tax. In the case of
Contracts issued in connection with retirement plans that meet the requirements
of Section 401(a), 403(b), 408 or 457 of the Internal Revenue Code, reference
should be made to the terms of the particular Qualified Plan for any limitations
or restrictions on withdrawals. For more information, see "Restrictions on
Withdrawals from Qualified Plans" on page 24. The tax consequences of a
withdrawal under the Contract should be carefully considered. See "Federal Tax
Matters" on page 24.
SYSTEMATIC WITHDRAWALS
Security Benefit currently offers a feature under which systematic
withdrawals may be elected. Under this feature, a Contractowner may elect to
receive systematic withdrawals before the Annuity Start Date by sending a
properly completed Systematic Withdrawal Request form to Security Benefit at its
Home Office. This option may be elected at any time. A Contractowner may
designate the systematic withdrawal amount as a percentage of Contract Value
allocated to the Subaccounts and/or Fixed Account, as a fixed period, as a
specified dollar amount, as all earnings in the Contract, or as based upon the
life expectancy of the Owner or the Owner and a Beneficiary. A Contractowner may
also designate the desired frequency of the systematic withdrawals, which may be
monthly, quarterly, semiannually or annually. Systematic withdrawals may be
stopped or modified upon proper written request by the Contractowner received by
Security Benefit at its Home Office at least 30 days in advance of the requested
date of termination or modification. A proper request must include the written
consent of any effective assignee or irrevocable Beneficiary, if applicable.
Each systematic withdrawal must be at least $100. Upon payment, the
Contractowner's Contract Value will be reduced by an amount equal to the payment
proceeds plus any applicable premium tax. Any systematic withdrawal that equals
or exceeds the Withdrawal Value will be treated as a full withdrawal. In no
event will payment of a systematic withdrawal exceed the Withdrawal Value. The
Contract will automatically terminate if a systematic withdrawal causes the
Contract's Withdrawal Value to equal zero.
Each systematic withdrawal will be effected as of the end of the Valuation
Period during which the withdrawal is scheduled. The deduction caused by the
systematic withdrawal will be allocated from the Contractowner's Contract Value
in the Subaccounts and the Fixed Account, as directed by the Contractowner. If a
Contractowner does not specify the allocation, the systematic withdrawal will be
allocated from the Contract Value in the Subaccounts and the Fixed Account in
the following order: Money Market Subaccount, High Grade Income Subaccount, High
Yield Subaccount, Global Aggressive Bond Subaccount, Growth-Income Subaccount,
Equity Income Subaccount, Managed Asset Allocation Subaccount, Specialized Asset
Allocation Subaccount, Growth Subaccount, Value Subaccount, Worldwide Equity
Subaccount, Social Awareness Subaccount, Emerging Growth Subaccount, and Small
Cap Subaccount and then from the Fixed Account. The value of each account will
be depleted before the next account is charged.
Security Benefit may, at any time, discontinue, modify, suspend or charge a
fee for systematic withdrawals. Systematic withdrawals from Contract Value
allocated to the Fixed Account must provide for payments over a period of not
less than 36 months as described under "The Fixed Account" on page 20. The tax
consequences of a systematic withdrawal, including the 10 percent penalty tax
which may be imposed on withdrawals made prior to the Owner attaining age 59
1/2, should be carefully considered. See "Federal Tax Matters" on page 24.
FREE-LOOK RIGHT
An Owner may return a Contract within the Free-Look Period, which is
generally a ten-day period beginning when the Owner receives the Contract. The
returned Contract will then be deemed void and Security Benefit will refund any
purchase payments allocated to the Fixed Account plus the Contract Value in the
Subaccounts as of the end of the Valuation Period during which the returned
Contract is received by Security Benefit. Security Benefit will refund purchase
payments allocated to the Subaccounts rather than Contract Value in those states
that require it to do so.
DEATH BENEFIT
If the Owner dies during the Accumulation Period, Security Benefit will pay
the death benefit proceeds to the Designated Beneficiary upon receipt of due
proof of the Owner's death and instructions regarding payment to the Designated
Beneficiary. If there are Joint Owners, the death benefit proceeds will be
payable upon receipt of due proof of death of either Owner during the
Accumulation Period and instructions regarding payment. If the surviving spouse
of the deceased Owner is the sole Designated Beneficiary, such spouse may elect
to continue the Contract in force, subject to certain limitations. See
"Distribution Requirements," page 17. If the Owner is not a natural person, the
death benefit proceeds will be payable upon receipt of due proof of death of the
Annuitant during the Accumulation Period and instructions regarding payment.
Additionally, if the Owner is not a natural person, the amount of the death
benefit will be based on the age of the oldest annuitant on the date the
Contract was issued. If the death of the Owner occurs on or after the Annuity
Start Date, no death benefit proceeds will be payable under the Contract, except
that any guaranteed payments remaining unpaid will continue to be paid to the
Annuitant pursuant to the Annuity Option in force at the date of death.
The death benefit proceeds will be the death benefit reduced by any
outstanding Contract Debt and any uncollected premium taxes. If an Owner dies
during the Accumulation Period and the age of each Owner was 75 or younger on
the date the Contract was issued, the amount of the death benefit will be the
greatest of (1) the sum of all Purchase Payments, less any reductions caused by
previous withdrawals, (2) the Contract Value on the date due proof of death is
received by Security Benefit, or (3) the stepped-up death benefit. The
stepped-up death benefit is: (a) the largest death benefit on any Contract
anniversary that is both an exact multiple of five and occurs prior to the
oldest Owner attaining 76, plus (b) any Purchase Payments made since the
applicable fifth year anniversary, less (c) any reductions caused by previous
withdrawals since the applicable fifth year anniversary.
If an Owner dies during the Accumulation Period and the age of any Owner
was 76 or greater on the date the Contract was issued, or if due proof of death
(regardless of the age of any Owner on the date the Contract was issued) and
instructions regarding payment are not received by Security Benefit at its Home
Office within six months of the date of the Owner's death, the death benefit
will be the Contract Value on the date due proof of death is received by
Security Benefit at its Home Office.
Notwithstanding the foregoing, the death benefit for Contracts issued in
Florida, regardless of the age at issue, is the greater of (1) the Contract
Value as of the end of the Valuation Period in which due proof of death and
instructions regarding payment are received by Security Benefit at its Home
Office, or (2) the aggregate purchase payments received less any reductions
caused by previous withdrawals. However, if due proof of death and instructions
regarding payment are not received by Security Benefit at its Home Office within
six months of the date of the Owner's death, the death benefit will be the
Contract Value on the date due proof of death and instructions regarding payment
are received by Security Benefit at its Home Office.
The death benefit proceeds will be paid to the Designated Beneficiary in a
single sum or under one of the Annuity Options, as directed by the Owner or as
elected by the Designated Beneficiary. If the Designated Beneficiary is to
receive annuity payments under an Annuity Option, there may be limits under
applicable law on the amount and duration of payments that the Beneficiary may
receive, and requirements respecting timing of payments. A tax adviser should be
consulted in considering Annuity Options. See "Federal Tax Matters" on page 24
for a discussion of the tax consequences in the event of death.
DISTRIBUTION REQUIREMENTS
For Contracts issued in connection with Non-Qualified Plans, if the
surviving spouse of the deceased Owner is the sole Designated Beneficiary, such
spouse may elect to continue this Contract in force until the earliest of the
spouse's death or the Annuity Start Date or receive the death benefit proceeds.
For any Designated Beneficiary other than a surviving spouse, only those
options may be chosen that provide for complete distribution of such Owner's
interest in the Contract within five years of the death of the Owner. If the
Designated Beneficiary is a natural person, that person alternatively can elect
to begin receiving annuity payments within one year of the Owner's death over a
period not extending beyond his or her life or life expectancy. If the Owner of
the Contract is not a natural person, these distribution rules are applicable
upon the death of or a change in the primary Annuitant.
For Contracts issued in connection with Qualified Plans, the terms of the
particular Qualified Plan and the Internal Revenue Code should be reviewed with
respect to limitations or restrictions on distributions following the death of
the Owner or Annuitant. Because the rules applicable to Qualified Plans are
extremely complex, a competent tax adviser should be consulted.
DEATH OF THE ANNUITANT
If the Annuitant dies prior to the Annuity Start Date, and the Owner is a
natural person and is not the Annuitant, no death benefit proceeds will be
payable under the Contract. The Owner may name a new Annuitant within 30 days of
the Annuitant's death. If a new Annuitant is not named, Security Benefit will
designate the Owner as Annuitant. On the death of the Annuitant after the
Annuity Start Date, any guaranteed payments remaining unpaid will continue to be
paid to the Designated Beneficiary pursuant to the Annuity Option in force at
the date of death.
CHARGES AND DEDUCTIONS
MORTALITY AND EXPENSE RISK CHARGE
Security Benefit deducts a daily charge from the assets of each Subaccount
for mortality and expense risks assumed by Security Benefit under the Contracts.
The charge is equal to an annual rate of 1.25 percent of each Subaccount's
average daily net assets. This amount is intended to compensate Security Benefit
for certain mortality and expense risks Security Benefit assumes in offering and
administering the Contracts and in operating the Subaccounts.
The expense risk is the risk that Security Benefit's actual expenses in
issuing and administering the Contracts and operating the Subaccounts will be
more than the charges assessed for such expenses. The mortality risk borne by
Security Benefit is the risk that Annuitants, as a group, will live longer than
Security Benefit's actuarial tables predict. In this event, Security Benefit
guarantees that annuity payments will not be affected by a change in mortality
experience that results in the payment of greater annuity income than assumed
under the Annuity Options in the Contract. Security Benefit also assumes a
mortality risk in connection with the death benefit under the Contract.
Security Benefit may ultimately realize a profit from this charge to the
extent it is not needed to cover mortality and administrative expenses, but
Security Benefit may realize a loss to the extent the charge is not sufficient.
Security Benefit may use any profit derived from this charge for any lawful
purpose, including distribution expenses.
ADMINISTRATIVE CHARGE
Security Benefit deducts a daily administrative charge equal to an annual
rate of .15 percent of each Subaccount's average daily net assets. The purpose
of this charge is to reimburse Security Benefit for the expenses associated with
administration of the Contracts and operation of the Subaccounts. Security
Benefit does not expect to profit from this charge.
PREMIUM TAX CHARGE
Various states and municipalities impose a tax on premiums on annuity
contracts received by insurance companies. Whether or not a premium tax is
imposed will depend upon, among other things, the Owner's state of residence,
the Annuitant's state of residence, and the insurance tax laws and Security
Benefit's status in a particular state. Security Benefit assesses a premium tax
charge to reimburse itself for premium taxes that it incurs in connection with a
Contract. This charge is currently deducted upon annuitization or upon full or
partial withdrawal if a premium tax was incurred and is not refundable. Security
Benefit reserves the right to deduct premium taxes when due or any time
thereafter. Premium tax rates currently range from 0 percent to 3.5 percent, but
are subject to change by a governmental entity.
OTHER CHARGES
Security Benefit may charge the Separate Account or the Subaccounts for the
federal, state, or local taxes incurred by Security Benefit that are
attributable to the Separate Account or the Subaccounts, or to the operations of
Security Benefit with respect to the Contracts, or that are attributable to
payment of premiums or acquisition costs under the Contracts. No such charge is
currently assessed. See "Tax Status of Security Benefit and the Separate
Account" and "Charge for Security Benefit Taxes."
VARIATIONS IN CHARGES
Security Benefit may reduce or waive the amount of the administrative
charge for a Contract where the expenses associated with the sale of the
Contract or the administrative and maintenance costs associated with the
Contract are reduced for reasons such as the amount of the initial purchase
payment or the amounts of projected purchase payments.
GUARANTEE OF CERTAIN CHARGES
Security Benefit guarantees that the charge for mortality and expense risks
will not exceed an annual rate of 1.25 percent of each Subaccount's average
daily net assets and the administrative charge shall not exceed an annual rate
of .15 percent of each Subaccount's average daily net assets.
MUTUAL FUND EXPENSES
Each Subaccount of the Separate Account purchases shares at the net asset
value of the corresponding Series of the Mutual Fund. Each Series' net asset
value reflects the investment advisory fee and other expenses that are deducted
from the assets of the Series. These fees and expenses are not deducted from the
Subaccounts, but are paid from the assets of the corresponding Series. As a
result, the Owner indirectly bears a pro rata portion of such fees and expenses.
The advisory fees and other expenses, if any, which are more fully described in
the Mutual Fund's prospectus, are not specified or fixed under the terms of the
Contract.
ANNUITY PERIOD
GENERAL
The Contractowner selects the Annuity Start Date at the time of
application. The Annuity Start Date may not be prior to the first annual
Contract anniversary and may not be deferred beyond the Annuitant's 95th
birthday, although the terms of a Qualified Plan and the laws of certain states
may require annuitization at an earlier age. If the Contractowner does not
select an Annuity Start Date, the Annuity Start Date will be the later of the
Annuitant's 70th birthday or the tenth annual Contract Anniversary. See
"Selection of an Option," on page 20. If there are Joint Annuitants, the
birthdate of the older Annuitant will be used to determine the latest Annuity
Start Date.
On the Annuity Start Date, the proceeds under the Contract will be applied
to provide an annuity under one of the options described below. Each option is
available in two forms--either as a variable annuity for use with the
Subaccounts or as a fixed annuity for use with the Fixed Account. A combination
variable and fixed annuity is also available. Variable annuity payments will
fluctuate with the investment performance of the applicable Subaccounts while
fixed annuity payments will not. Unless the Owner directs otherwise, proceeds
derived from Contract Value allocated to the Subaccounts will be applied to
purchase a variable annuity and proceeds derived from Contract Value allocated
to the Fixed Account will be applied to purchase a fixed annuity. The proceeds
under the Contract will be equal to the Contractowner's Contract Value in the
Subaccounts and the Fixed Account as of the Annuity Start Date, reduced by any
applicable premium taxes, and any outstanding Contract Debt.
The Contracts provide for six Annuity Options. Other Annuity Options may be
available upon request at the discretion of Security Benefit. Annuity payments
under Annuity Options 1 through 4 are based upon annuity rates that vary with
the Annuity Option selected. In the case of Options 1 through 4, the annuity
rates will vary based on the age and sex of the Annuitant, except that unisex
rates are available where required by law. The annuity rates are based upon an
assumed interest rate of 3.5 percent, compounded annually. In the case of
Options 5 and 6 as described below, annuity rates are not used to calculate
annuity payments. If no Annuity Option has been selected, annuity payments will
be made to the Annuitant under an automatic option which shall be an annuity
payable during the lifetime of the Annuitant with payments guaranteed to be made
for 120 months under Option 2.
Annuity payments can be made on a monthly, quarterly, semiannual, or annual
basis, although no payments will be made for less than $100. If the frequency of
payments selected would result in payments of less than $100, Security Benefit
reserves the right to change the frequency.
An Owner may designate or change an Annuity Start Date, Annuity Option, and
Annuitant, provided proper written notice is received by Security Benefit at its
Home Office at least 30 days prior to the Annuity Start Date set forth in the
Contract. The date selected as the new Annuity Start Date must be at least 30
days after the date written notice requesting a change of Annuity Start Date is
received at Security Benefit's Home Office.
Once annuity payments have commenced, an Annuitant or Owner cannot change
the Annuity Option and cannot surrender his or her annuity and receive a
lump-sum settlement in lieu thereof. The Contract specifies annuity tables for
Annuity Options 1 through 4 described below which contain the guaranteed minimum
dollar amount of periodic annuity payments for each $1,000 applied to an Annuity
Option for a fixed annuity.
ANNUITY OPTIONS
OPTION 1 -- LIFE INCOME
Periodic annuity payments will be made during the lifetime of the
Annuitant. It is possible under this Option for any Annuitant to receive only
one annuity payment if the Annuitant's death occurred prior to the due date of
the second annuity payment, two if death occurred prior to the third annuity
payment due date, etc. THERE IS NO MINIMUM NUMBER OF PAYMENTS GUARANTEED UNDER
THIS OPTION. PAYMENTS CEASE UPON THE DEATH OF THE ANNUITANT, REGARDLESS OF THE
NUMBER OF PAYMENTS RECEIVED.
OPTION 2 -- LIFE INCOME WITH GUARANTEED PAYMENTS OF 5, 10, 15 OR 20 YEARS
Periodic annuity payments will be made during the lifetime of the Annuitant
with the promise that if, at the death of the Annuitant, payments have been made
for less than a stated period, which may be five, ten, fifteen or twenty years,
as elected, annuity payments will be continued during the remainder of such
period to the Designated Beneficiary.
OPTION 3 -- LIFE WITH INSTALLMENT REFUND OPTION
Periodic annuity payments will be made during the lifetime of the Annuitant
with the promise that, if at the death of the Annuitant, the number of payments
that has been made is less than the number determined by dividing the amount
applied under this Option by the amount of the first payment, annuity payments
will be continued to the Designated Beneficiary until that number of payments
has been made.
OPTION 4 -- JOINT AND LAST SURVIVOR
Periodic annuity payments will be made during the lifetime of either
Annuitant. It is possible under this Option for only one annuity payment to be
made if both Annuitants died prior to the second annuity payment due date, two
if both died prior to the third annuity payment due date, etc. AS IN THE CASE OF
OPTION 1, THERE IS NO MINIMUM NUMBER OF PAYMENTS GUARANTEED UNDER THIS OPTION.
PAYMENTS CEASE UPON THE DEATH OF THE LAST SURVIVING ANNUITANT, REGARDLESS OF THE
NUMBER OF PAYMENTS RECEIVED.
OPTION 5 -- PAYMENTS FOR SPECIFIED PERIOD
Periodic annuity payments will be made for a fixed period, which may be
from five to twenty years, as elected, with the guarantee that, if, at the death
of all Annuitants, payments have been made for less than the selected fixed
period, the remaining unpaid payments will be paid to the Designated
Beneficiary.
OPTION 6 -- PAYMENTS OF A SPECIFIED AMOUNT
Periodic payments of the amount elected will be made until the amount
applied and interest thereon are exhausted, with the guarantee that, if, at the
death of all Annuitants, all guaranteed payments have not yet been made, the
remaining unpaid payments will be paid to the Designated Beneficiary.
VALUE OF VARIABLE ANNUITY PAYMENTS:
ASSUMED INTEREST RATE
The annuity tables in the Contract which are used to calculate variable annuity
payments for Annuity Options 1 through 4 are based on an "assumed interest rate"
of 3 1/2 percent. If the actual investment performance of the Subaccount
selected is such that the net investment return is 3 1/2 percent per annum,
payments under one of those options will remain constant. If the net investment
return exceeds 3 1/2 percent, the payments will increase and if the return is
less than 3 1/2 percent, the payments will decline. Use of a higher assumed
interest rate would mean a higher initial payment but a more slowly rising
series of subsequent payments in a rising market (or a more rapidly falling
series of subsequent payments in a declining market). A lower assumption would
have the opposite effect.
SELECTION OF AN OPTION
Contractowners should carefully review the Annuity Options with their
financial or tax advisers, and, for Contracts used in connection with a
Qualified Plan, reference should be made to the terms of the particular plan and
the requirements of the Internal Revenue Code for pertinent limitations
respecting annuity payments and other matters. For instance, Qualified Plans
generally require that annuity payments begin no later than April 1 of the
calendar year following the year in which the Annuitant reaches age 70 1/2. In
addition, under Qualified Plans, the period elected for receipt of annuity
payments under Annuity Options generally may be no longer than the joint life
expectancy of the Annuitant and Beneficiary in the year that the Annuitant
reaches age 70 1/2, and must be shorter than such joint life expectancy if the
Beneficiary is not the Annuitant's spouse and is more than ten years younger
than the Annuitant. For Non-Qualified Plans, SBL does not allow annuity payments
to be deferred beyond the Annuitant's 95th birthday.
THE FIXED ACCOUNT
Contractowners may allocate all or a portion of their purchase payments and
transfer Contract Value to the Fixed Account. Amounts allocated to the Fixed
Account become part of Security Benefit's General Account, which supports
Security Benefit's insurance and annuity obligations. The General Account is
subject to regulation and supervision by the Kansas Department of Insurance as
well as the insurance laws and regulations of other jurisdictions in which the
Contract is distributed. In reliance on certain exemptive and exclusionary
provisions, interests in the Fixed Account have not been registered as
securities under the Securities Act of 1933 (the "1933 Act") and the Fixed
Account has not been registered as an investment company under the Investment
Company Act of 1940 (the "1940 Act"). Accordingly, neither the Fixed Account nor
any interests therein are generally subject to the provisions of the 1933 Act or
the 1940 Act. Security Benefit has been advised that the staff of the SEC has
not reviewed the disclosure in this Prospectus relating to the Fixed Account.
This disclosure, however, may be subject to certain generally applicable
provisions of the federal securities laws relating to the accuracy and
completeness of statements made in the Prospectus. This Prospectus is generally
intended to serve as a disclosure document only for aspects of a Contract
involving the Separate Account and contains only selected information regarding
the Fixed Account. For more information regarding the Fixed Account, see "The
Contract" on page 12.
Amounts allocated to the Fixed Account become part of the General Account
of Security Benefit, which consists of all assets owned by Security Benefit
other than those in the Separate Account and other separate accounts of Security
Benefit. Subject to applicable law, Security Benefit has sole discretion over
the investment of the assets of its General Account.
INTEREST
Amounts allocated to the Fixed Account earn interest at a fixed rate or
rates that are paid by Security Benefit. The Contract Value in the Fixed Account
earns interest at an interest rate that is guaranteed to be at least an annual
effective rate of 3.0 percent which will accrue daily ("Guaranteed Rate"). Such
interest will be paid regardless of the actual investment experience of the
Fixed Account. In addition, Security Benefit may in its discretion pay interest
at a rate ("Current Rate") that exceeds the Guaranteed Rate. Security Benefit
will determine the Current Rate, if any, from time to time.
Contract Value allocated or transferred to the Fixed Account will earn
interest at the Current Rate, if any, in effect on the date such portion of
Contract Value is allocated or transferred to the Fixed Account. The Current
Rate paid on any such portion of Contract Value allocated or transferred to the
Fixed Account will be guaranteed for rolling periods of one or more years (each
a "Guarantee Period"). Security Benefit currently offers only Guarantee Periods
of one year. Upon expiration of any Guarantee Period, a new Guarantee Period of
the same duration begins with respect to that portion of Contract Value which
will earn interest at the Current Rate, if any, in effect on the day of the new
Guarantee Period.
Contract Value allocated or transferred to the Fixed Account at one point
in time may be credited with a different Current Rate than amounts allocated or
transferred to the Fixed Account at another point in time. For example, amounts
allocated to the Fixed Account in June may be credited with a different current
rate than amounts allocated to the Fixed Account in July. In addition, if
Guarantee Periods of different durations are offered, Contract Value allocated
or transferred to the Fixed Account for a Guarantee Period of one duration may
be credited with a different Current Rate than amounts allocated or transferred
to the Fixed Account for a Guarantee Period of a different duration. Therefore,
at any time, various portions of a Contractowner's Contract Value in the Fixed
Account may be earning interest at different Current Rates depending upon the
point in time such portions were allocated or transferred to the Fixed Account
and the duration of the Guarantee Period. Security Benefit bears the investment
risk for the Contract Value allocated to the Fixed Account and for paying
interest at the Guaranteed Rate on amounts allocated to the Fixed Account.
For purposes of determining the interest rates to be credited on Contract
Value in the Fixed Account, withdrawals, loans, or transfers from the Fixed
Account will be deemed to be taken first from any portion of Contract Value
allocated to the Fixed Account for which the Guarantee Period expires during the
calendar month in which the withdrawal, loan, or transfer is effected, then in
the order beginning with that portion of such Contract Value which has the
longest amount of time remaining before the end of its Guarantee Period and
ending with that portion which has the least amount of time remaining before the
end of its Guarantee Period. For more information about transfers and
withdrawals from the Fixed Account, see "Transfers and Withdrawals From the
Fixed Account" below.
DEATH BENEFIT
The death benefit under the Contract will be determined in the same fashion
for a Contract that has Contract Value in the Fixed Account as for a Contract
that has Contract Value allocated to the Subaccounts. See "Death Benefit," on
page 17.
CONTRACT CHARGES
Premium taxes will be the same for Contractowners who allocate purchase
payments or transfer Contract Value to the Fixed Account as for those who
allocate purchase payments to the Subaccounts. The charges for mortality and
expense risks and the administrative charge will not be assessed against the
Fixed Account, and any amounts that Security Benefit pays for income taxes
allocable to the Subaccounts will not be charged against the Fixed Account. In
addition, the investment advisory fees and operating expenses paid by the Mutual
Fund will not be paid directly or indirectly by Contractowners to the extent the
Contract Value is allocated to the Fixed Account; however, such Contractowners
will not participate in the investment experience of the Subaccounts.
TRANSFERS AND WITHDRAWALS FROM THE FIXED ACCOUNT
Amounts may be transferred from the Subaccounts to the Fixed Account and
from the Fixed Account to the Subaccounts, subject to the following limitations.
Transfers from the Fixed Account are allowed only (1) from Contract Value, the
Guarantee Period of which expires during the calendar month in which the
transfer is effected, (2) pursuant to the Dollar Cost Averaging Option, provided
that such transfers are scheduled to be made over a period of not less than one
year, and (3) pursuant to the Asset Reallocation Option, provided that, upon
receipt of the Asset Reallocation Request, Contract Value is allocated among the
Fixed Account and the Subaccounts in the percentages selected by the
Contractowner without violating the restrictions on transfers from the Fixed
Account set forth in (1) above. Accordingly, a Contractowner who desires to
implement the Asset Reallocation Option should do so at a time when Contract
Value may be transferred from the Fixed Account to the Subaccounts in the
percentages selected by the Contractowner without violating the restrictions on
transfers from the Fixed Account. Once an Asset Reallocation Option is
implemented, the restrictions on transfers will not apply to transfers made
pursuant to the Option.
The minimum amount that may be transferred from the Fixed Account to the
Subaccounts is the lesser of (i) $1,000 or (ii) the amount of Contract Value for
which the Guarantee Period expires in the calendar month that the transfer is
effected. Transfers of Contract Value pursuant to the Dollar Cost Averaging and
Asset Reallocation Options are not currently subject to any minimums. The
Company reserves the right to waive or limit the number of transfers permitted
each Contract Year to 14 transfers, to suspend transfers, to limit the amount
that may be subject to transfers and the amount remaining in an account after a
transfer.
If purchase payments are allocated (except purchase payments made pursuant
to an Automatic Investment Program), or Contract Value is transferred, to the
Fixed Account, any transfers from the Fixed Account in connection with the
Dollar Cost Averaging or Asset Reallocation Options and any systematic
withdrawals from the Fixed Account will automatically terminate as of the date
of such purchase payment or transfer. A Contractowner may reestablish Dollar
Cost Averaging, Asset Reallocation or systematic withdrawals from the Fixed
Account by submitting a written request to Security Benefit. However, if for any
reason a Dollar Cost Averaging or systematic withdrawal option is cancelled, a
Contractowner may only reestablish the option after the expiration of the next
monthly or quarterly anniversary (or semiannual or annual anniversary in the
case of systematic withdrawals) that corresponds to the period selected by the
Owner in establishing the option.
The Contractowner may also make full withdrawals to the same extent as a
Contractowner who has allocated Contract Value to the Subaccounts. A
Contractowner may make a partial withdrawal from the Fixed Account only (1) from
Contract Value, the Guarantee Period of which expires during the calendar month
in which the partial withdrawal is effected, (2) pursuant to systematic
withdrawals and (3) once per Contract Year in an amount equal to the greater of
$5,000 or 10 percent of the Contract Value in the Fixed Account at the time of
the partial withdrawal. However, no partial withdrawal request will be processed
which would result in the withdrawal of Contract Value from the Loan Account.
Systematic withdrawals from Contract Value allocated to the Fixed Account must
provide for payments over a period of not less than 36 months. Any change in the
type, frequency or amount of Systematic Withdrawals from the Fixed Account
requires that a new 36 month period be started. See "Full and Partial
Withdrawals," page 16 and "Systematic Withdrawals," page 16. In addition, to the
same extent as Contractowners with Contract Value in the Subaccounts, the Owner
of a Contract used in connection with a Qualified Plan may obtain a loan if so
permitted under the terms of the Qualified Plan. See "Loans," page 23.
PAYMENTS FROM THE FIXED ACCOUNT
Full and partial withdrawals, loans, and transfers from the Fixed Account
may be delayed for up to six months after a written request in proper form is
received by Security Benefit at its Home Office. During the period of deferral,
interest at the applicable interest rate or rates will continue to be credited
to the amounts allocated to the Fixed Account. However, payment of any amounts
will not be deferred if they are to be used to pay premiums on any policies or
contracts issued by Security Benefit.
MORE ABOUT THE CONTRACT
OWNERSHIP
The Contractowner is the person named as such in the application or in any
later change shown in Security Benefit's records. While living, the
Contractowner alone has the right to receive all benefits and exercise all
rights that the Contract grants or Security Benefit allows. The Owner may be an
entity that is not a living person such as a trust or corporation referred to
herein as "Non-Natural Persons." See "Federal Tax Matters," page 24.
JOINT OWNERS. The Joint Owners will be joint tenants with rights of
survivorship and upon the death of an Owner, the surviving Owner shall be the
sole Owner. Any Contract transaction requires the signature of all persons named
jointly.
DESIGNATION AND CHANGE OF BENEFICIARY
The Designated Beneficiary is the person having the right to the death
benefit, if any, payable upon the death of the Owner or Joint Owner during the
Accumulation Period. The Designated Beneficiary is the first person on the
following list who is alive on the date of death of the Owner or the Joint
Owner: the Owner; the Joint Owner; the Primary Beneficiary; the Secondary
Beneficiary; the Annuitant; or if none of the above are alive, the Owner's
estate. The Primary Beneficiary is the individual named as such in the
application or any later change shown in Security Benefit's records. The Primary
Beneficiary will receive the death benefit of the Contract only if he or she is
alive on the date of death of both the Owner and any Joint Owner during the
Accumulation Period. Because the death benefit of the Contract goes to the first
person on the above list who is alive on the date of death of any Owner, careful
consideration should be given to the manner in which the Contract is registered,
as well as the designation of the Primary Beneficiary. The Contractowner may
change the Primary Beneficiary at any time while the Contract is in force by
written request on forms provided by Security Benefit and received by Security
Benefit at its Home Office. The change will not be binding on Security Benefit
until it is received and recorded at its Home Office. The change will be
effective as of the date this form is signed subject to any payments made or
other actions taken by Security Benefit before the change is received and
recorded. A Secondary Beneficiary may be designated. The Owner may designate a
permanent Beneficiary whose rights under the Contract cannot be changed without
his or her consent.
Reference should be made to the terms of a particular Qualified Plan and
any applicable law for any restrictions or limitations on the designation of a
Beneficiary.
PARTICIPATING
The Contract is participating and will share in the surplus earnings of
Security Benefit. However, the current dividend scale is zero and Security
Benefit does not anticipate that dividends will be paid.
PAYMENTS FROM THE SEPARATE ACCOUNT
Security Benefit will pay any full or partial withdrawal benefit or death
benefit proceeds from Contract Value allocated to the Subaccounts, and will
effect a transfer between Subaccounts or from a Subaccount to the Fixed Account
on the Valuation Date a proper request is received at Security Benefit's Home
Office. However, Security Benefit can postpone the calculation or payment of
such a payment or transfer of amounts from the Subaccounts to the extent
permitted under applicable law, which is currently permissible only for any
period: (a) during which the New York Stock Exchange is closed other than
customary weekend and holiday closings, (b) during which trading on the New York
Stock Exchange is restricted as determined by the SEC, (c) during which an
emergency, as determined by the SEC, exists as a result of which (i) disposal of
securities held by the Separate Account is not reasonably practicable, or (ii)
it is not reasonably practicable to determine the value of the assets of the
Separate Account, or (d) for such other periods as the SEC may by order permit
for the protection of investors.
PROOF OF AGE AND SURVIVAL
Security Benefit may require proof of age or survival of any person on
whose life annuity payments depend.
MISSTATEMENTS
If the age or sex of an Annuitant or age of an Owner has been misstated,
the correct amount paid or payable by Security Benefit under the Contract shall
be such as the Contract Value would have provided for the correct age or sex
(unless unisex rates apply).
LOANS
An Owner of a Contract issued in connection with a retirement plan that is
qualified under Section 403(b) of the Internal Revenue Code may borrow money
from Security Benefit using his or her Contract Value as the only security for
the loan by submitting a proper written request to Security Benefit. A loan may
be taken while the Owner is living and prior to the Annuity Start Date. The
minimum loan that may be taken is $1,000. The maximum loan that can be taken is
generally equal to the lesser of: (1) $50,000 reduced by the excess of: (a) the
highest outstanding loan balance within the preceding 12-month period ending on
the day before the date the loan is made; over (b) the outstanding loan balance
on the date the loan is made; or (2) 50 percent of the Contract Value or
$10,000, whichever is greater. The Internal Revenue Code requires aggregation of
all loans made to an individual employee under a single employer plan. However,
since Security Benefit has no information concerning outstanding loans with
other providers, we will only use information available under annuity contracts
issued by us. In addition, reference should be made to the terms of the
particular Qualified Plan for any additional loan restrictions.
When an eligible Contractowner takes a loan, Contract Value in an amount
equal to the loan amount is transferred from the Subaccounts and/or the Fixed
Account into an account called the "Loan Account." Amounts allocated to the Loan
Account earn 3 percent, the minimum rate of interest guaranteed under the Fixed
Account.
Interest will be charged for the loan and will accrue on the loan balance
from the effective date of any loan. The loan interest rate will be 5.5 percent.
Because the Contract Value maintained in the Loan Account will always be equal
in amount to the outstanding loan balance, the net cost of a loan is 2.5
percent.
Loans must be repaid within five years, unless Security Benefit determines
that the loan is to be used to acquire a principal residence of the Owner, in
which case the loan must be repaid within 30 years. Loan payments must be made
at least quarterly and may be prepaid at any time. Upon receipt of a loan
payment, Security Benefit will transfer Contract Value from the Loan Account to
the Fixed Account and/or the Subaccounts according to the Owner's current
instructions with respect to purchase payments in an amount equal to the amount
by which the payment reduces the amount of the loan outstanding.
If any required loan payment is not made, within 30 days of the due date
for loans with a monthly repayment schedule or within 90 days of the due date
for loans with a quarterly repayment schedule, the TOTAL OUTSTANDING LOAN
BALANCE will be deemed to be in default, and the entire loan balance, with any
accrued interest, will be reported as income to the Internal Revenue Service
("IRS"). Once a loan has gone into default, regularly scheduled payments will
not be accepted, and no new loans will be allowed while a loan is in default.
Interest will continue to accrue on a loan in default and if such interest is
not paid by December 31st of each year, it will be added to the outstanding
balance of the loan and will be reported to the IRS. Contract Value equal to the
amount of the accrued interest will be transferred to the Loan Account. If a
loan continues to be in default, the total outstanding balance will be deducted
from Contract Value upon the Contractowner's attaining age 59 1/2. The Contract
will be automatically terminated if the outstanding loan balance on a loan in
default equals or exceeds the Withdrawal Value. The proceeds from the Contract
will be used to repay the debt. Because of the adverse tax consequences
associated with defaulting on a loan, a Contractowner should carefully consider
his or her ability to repay the loan and should consult with a tax advisor
before requesting a loan.
While the amount to secure the loan is held in the Loan Account, the Owner
forgoes the investment experience of the Subaccounts and the Current Rate of
interest on the Fixed Account. Outstanding Contract Debt will reduce the amount
of proceeds paid upon full withdrawal, upon payment of the death benefit, and
upon annuitization. In addition, no partial withdrawal will be processed which
would result in the withdrawal of Contract Value from the Loan Account.
A Contractowner should consult with his or her tax adviser on the effect of
a loan.
RESTRICTIONS ON WITHDRAWALS FROM QUALIFIED PLANS
Generally, a Qualified Plan may not provide for the distribution or
withdrawal of amounts accumulated under such Qualified Plan until after a fixed
number of years, the attainment of a stated age or upon the occurrence of a
specific event such as hardship, disability, retirement, death or termination of
employment. Therefore, the Owner of a Contract purchased in connection with a
Qualified Plan may not be entitled to make a full or partial withdrawal, as
described in this Prospectus, unless one of the above-described conditions has
been satisfied. For this reason reference should be made to the terms of the
particular Qualified Plan, the Internal Revenue Code and other applicable law
for any limitation or restriction on distributions and withdrawals, including
the 10 percent penalty tax that may be imposed in the event of a distribution
from a Qualified Plan before the participant reaches age 59 1/2. See the
discussion under "Tax Penalties" on page 30.
Section 403(b) imposes restrictions on certain distributions from
tax-sheltered annuity contracts meeting the requirements of Section 403(b) that
apply to tax years beginning on or after January 1, 1989. Section 403(b)
requires that distributions from Section 403(b) tax-sheltered annuities that are
attributable to employee contributions made after December 31, 1988 under a
salary reduction agreement begin only after the employee reaches age 59 1/2,
separates from service, dies, becomes disabled, or incurs a hardship.
Furthermore, distributions of gains attributable to such contributions accrued
after December 31, 1988 may not be made on account of hardship. Hardship, for
this purpose, is generally defined as an immediate and heavy financial need,
such as paying for medical expenses, the purchase of a residence, or paying
certain tuition expenses, that may ONLY be met by the distribution.
An Owner of a Contract purchased as a tax-sheltered Section 403(b) annuity
contract will not, therefore, be entitled to make a full or partial withdrawal,
as described in this Prospectus, in order to receive proceeds from the Contract
attributable to contributions under a salary reduction agreement or any gains
credited to such Contract after December 31, 1988 unless one of the
above-described conditions has been satisfied. In the case of transfers of
amounts accumulated in a different Section 403(b) contract to this Contract
under a Section 403(b) program, the withdrawal constraints described above would
not apply to the amount transferred to the Contract attributable to the Owner's
December 31, 1988 account balance under the old contract, provided the amounts
transferred between contracts qualified as a tax-free exchange under the
Internal Revenue Code. An Owner of a Contract may be able to transfer the
Contract's Full Withdrawal Value to certain other investment alternatives
meeting the requirements of Section 403(b) that are available under an
employer's Section 403(b) arrangement.
The distribution or withdrawal of amounts under a Contract purchased in
connection with a Qualified Plan may result in the receipt of taxable income to
the Owner or Annuitant and in some instances may also result in a penalty tax.
Therefore, the tax consequences of a distribution or withdrawal under a Contract
should be carefully considered and a competent tax adviser should be consulted.
See "Federal Tax Matters" below.
FEDERAL TAX MATTERS
INTRODUCTION
The Contract described in this Prospectus is designed for use by
individuals in retirement plans which may or may not be Qualified Plans under
the provisions of the Internal Revenue Code ("Code"). The ultimate effect of
federal income taxes on the amounts held under a Contract, on annuity payments,
and on the economic benefits to the Owner, the Annuitant, and the Beneficiary or
other payee will depend upon the type of retirement plan, if any, for which the
Contract is purchased, the tax and employment status of the individuals involved
and a number of other factors. The discussion contained herein and in the
Statement of Additional Information is general in nature and is not intended to
be an exhaustive discussion of all questions that might arise in connection with
a Contract. It is based upon Security Benefit's understanding of the present
federal income tax laws as currently interpreted by the Internal Revenue Service
("IRS"), and is not intended as tax advice. No representation is made regarding
the likelihood of continuation of the present federal income tax laws or of the
current interpretations by the IRS or the courts. Future legislation may affect
annuity contracts adversely. Moreover, no attempt has been made to consider any
applicable state or other laws. Because of the inherent complexity of the tax
laws and the fact that tax results will vary according to the particular
circumstances of the individual involved and, if applicable, the Qualified Plan,
a person should consult with a qualified tax adviser regarding the purchase of a
Contract, the selection of an Annuity Option under a Contract, the receipt of
annuity payments under a Contract or any other transaction involving a Contract.
SECURITY BENEFIT DOES NOT MAKE ANY GUARANTEE REGARDING THE TAX STATUS OF, OR TAX
CONSEQUENCES ARISING FROM, ANY CONTRACT OR ANY TRANSACTION INVOLVING THE
CONTRACTS.
TAX STATUS OF SECURITY BENEFIT AND THE SEPARATE ACCOUNT
GENERAL
Security Benefit intends to be taxed as a life insurance company under Part
I, Subchapter L of the Code. Because the operations of the Separate Account form
a part of Security Benefit, Security Benefit will be responsible for any federal
income taxes that become payable with respect to the income of the Separate
Account and its Subaccounts.
CHARGE FOR SECURITY BENEFIT TAXES
A charge may be made for any federal taxes incurred by Security Benefit
that are attributable to the Separate Account, the Subaccounts or to the
operations of Security Benefit with respect to the Contracts or attributable to
payments, premiums, or acquisition costs under the Contracts. Security Benefit
will review the question of a charge to the Separate Account, the Subaccounts or
the Contracts for Security Benefit's federal taxes periodically. Charges may
become necessary if, among other reasons, the tax treatment of Security Benefit
or of income and expenses under the Contracts is ultimately determined to be
other than what Security Benefit currently believes it to be, if there are
changes made in the federal income tax treatment of variable annuities at the
insurance company level, or if there is a change in Security Benefit's tax
status.
Under current laws, Security Benefit may incur state and local taxes (in
addition to premium taxes) in several states. At present, these taxes are not
significant. If there is a material change in applicable state or local tax
laws, Security Benefit reserves the right to charge the Separate Account or the
Subaccounts for such taxes, if any, attributable to the Separate Account or
Subaccounts.
DIVERSIFICATION STANDARDS
Each Series of the Mutual Fund will be required to adhere to regulations
adopted by the Treasury Department pursuant to Section 817(h) of the Code
prescribing asset diversification requirements for investment companies whose
shares are sold to insurance company separate accounts funding variable
contracts. Pursuant to these regulations, on the last day of each calendar
quarter (or on any day within 30 days thereafter), no more than 55 percent of
the total assets of a Series may be represented by any one investment, no more
than 70 percent may be represented by any two investments, no more than 80
percent may be represented by any three investments, and no more than 90 percent
may be represented by any four investments. For purposes of Section 817(h),
securities of a single issuer generally are treated as one investment but
obligations of the U.S. Treasury and each U.S. Governmental agency or
instrumentality generally are treated as securities of separate issuers. The
Separate Account, through the Series, intends to comply with the diversification
requirements of Section 817(h).
In certain circumstances, owners of variable annuity contracts may be
considered the owners, for federal income tax purposes, of the assets of the
separate account used to support their contracts. In those circumstances, income
and gains from the separate account assets would be includable in the variable
contractowner's gross income. The IRS has stated in published rulings that a
variable contractowner will be considered the owner of separate account assets
if the contractowner possesses incidents of ownership in those assets, such as
the ability to exercise investment control over the assets. The Treasury
Department also announced, in connection with the issuance of regulations
concerning diversification, that those regulations "do not provide guidance
concerning the circumstances in which investor control of the investments of a
segregated asset account may cause the investor (i.e., the policyowner), rather
than the insurance company, to be treated as the owner of the assets in the
account." This announcement also stated that guidance would be issued by way of
regulations or rulings on the "extent to which policyholders may direct their
investments to particular subaccounts without being treated as owners of the
underlying assets." As of the date of this Prospectus, no such guidance has been
issued.
The ownership rights under the Contract are similar to, but different in
certain respects from, those described by the IRS in rulings in which it was
determined that policyowners were not owners of separate account assets. For
example, the Contractowner has additional flexibility in allocating purchase
payments and Contract Values. These differences could result in a Contractowner
being treated as the owner of a pro rata portion of the assets of the Separate
Account. In addition, Security Benefit does not know what standards will be set
forth, if any, in the regulations or rulings which the Treasury Department has
stated it expects to issue. Security Benefit therefore reserves the right to
modify the Contract, as it deems appropriate, to attempt to prevent a
Contractowner from being considered the owner of a pro rata share of the assets
of the Separate Account. Moreover, in the event that regulations or rulings are
adopted, there can be no assurance that the Series will be able to operate as
currently described in the Prospectus, or that the Mutual Fund will not have to
change any Series' investment objective or investment policies.
INCOME TAXATION OF ANNUITIES IN GENERAL --
NON-QUALIFIED PLANS
Section 72 of the Code governs the taxation of annuities. In general, a
Contractowner is not taxed on increases in value under an annuity contract until
some form of distribution is made under the contract. However, the increase in
value may be subject to tax currently under certain circumstances. See
"Contracts Owned by Non-Natural Persons" on page 27 and "Diversification
Standards" above. Withholding of federal income taxes on all distributions may
be required unless a recipient who is eligible elects not to have any amounts
withheld and properly notifies Security Benefit of that election.
1. Surrenders or Withdrawals Prior to the Annuity Start Date
Code Section 72 provides that amounts received upon a total or partial
withdrawal (including systematic withdrawals) from a Contract prior to the
Annuity Start Date generally will be treated as gross income to the extent that
the cash value of the Contract immediately before the withdrawal (determined
without regard to any surrender charge in the case of a partial withdrawal)
exceeds the "investment in the contract." The "investment in the contract" is
that portion, if any, of purchase payments paid under a Contract less any
distributions received previously under the Contract that are excluded from the
recipient's gross income. The taxable portion is taxed at ordinary income tax
rates. For purposes of this rule, a pledge or assignment of a contract is
treated as a payment received on account of a partial withdrawal of a Contract.
2. Surrenders or Withdrawals on or after the Annuity Start Date
Upon a complete surrender, the receipt is taxable to the extent that the
cash value of the Contract exceeds the investment in the Contract. The taxable
portion of such payments will be taxed at ordinary income tax rates.
For fixed annuity payments, the taxable portion of each payment generally
is determined by using a formula known as the "exclusion ratio," which
establishes the ratio that the investment in the Contract bears to the total
expected amount of annuity payments for the term of the Contract. That ratio is
then applied to each payment to determine the non-taxable portion of the
payment. The remaining portion of each payment is taxed at ordinary income
rates. For variable annuity payments, the taxable portion of each payment is
determined by using a formula known as the "excludable amount," which
establishes the non-taxable portion of each payment. The non-taxable portion is
a fixed dollar amount for each payment, determined by dividing the investment in
the Contract by the number of payments to be made. The remainder of each
variable annuity payment is taxable. Once the excludable portion of annuity
payments to date equals the investment in the Contract, the balance of the
annuity payments will be fully taxable.
3. Penalty Tax on Certain Surrenders and Withdrawals
With respect to amounts withdrawn or distributed before the taxpayer
reaches age 59 1/2, a penalty tax is imposed equal to 10 percent of the portion
of such amount which is includable in gross income. However, the penalty tax is
not applicable to withdrawals: (i) made on or after the death of the owner (or
where the owner is not an individual, the death of the "primary annuitant," who
is defined as the individual the events in whose life are of primary importance
in affecting the timing and amount of the payout under the Contract); (ii)
attributable to the taxpayer's becoming totally disabled within the meaning of
Code Section 72(m)(7); (iii) which are part of a series of substantially equal
periodic payments (not less frequently than annually) made for the life (or life
expectancy) of the taxpayer, or the joint lives (or joint life expectancies) of
the taxpayer and his or her beneficiary; (iv) from certain qualified plans; (v)
under a so-called qualified funding asset (as defined in Code Section 130(d));
(vi) under an immediate annuity contract; or (vii) which are purchased by an
employer on termination of certain types of qualified plans and which are held
by the employer until the employee separates from service.
If the penalty tax does not apply to a surrender or withdrawal as a result
of the application of item (iii) above, and the series of payments are
subsequently modified (other than by reason of death or disability), the tax for
the first year in which the modification occurs will be increased by an amount
(determined by the regulations) equal to the tax that would have been imposed
but for item (iii) above, plus interest for the deferral period, if the
modification takes place (a) before the close of the period which is five years
from the date of the first payment and after the taxpayer attains age 59 1/2, or
(b) before the taxpayer reaches age 59 1/2.
ADDITIONAL CONSIDERATIONS
1. Distribution-at-Death Rules
In order to be treated as an annuity contract, a contract must provide the
following two distribution rules: (a) if any owner dies on or after the Annuity
Start Date, and before the entire interest in the Contract has been distributed,
the remainder of the owner's interest will be distributed at least as quickly as
the method in effect on the owner's death; and (b) if any owner dies before the
Annuity Start Date, the entire interest in the Contract must generally be
distributed within five years after the date of death, or, if payable to a
designated beneficiary, must be annuitized over the life of that designated
beneficiary or over a period not extending beyond the life expectancy of that
beneficiary, commencing within one year after the date of death of the owner. If
the sole designated beneficiary is the spouse of the deceased owner, the
Contract (together with the deferral of tax on the accrued and future income
thereunder) may be continued in the name of the spouse as owner.
Generally, for purposes of determining when distributions must begin under
the foregoing rules, where an owner is not an individual, the primary annuitant
is considered the owner. In that case, a change in the primary annuitant will be
treated as the death of the owner. Finally, in the case of joint owners, the
distribution-at-death rules will be applied by treating the death of the first
owner as the one to be taken into account in determining generally when
distributions must commence, unless the sole Beneficiary is the deceased owner's
spouse.
2. Gift of Annuity Contracts
Generally, gifts of non-tax qualified Contracts prior to the Annuity Start
Date will trigger tax on the gain on the Contract, with the donee getting a
stepped-up basis for the amount included in the donor's income. The 10 percent
penalty tax and gift tax also may be applicable. This provision does not apply
to transfers between spouses or incident to a divorce.
3. Contracts Owned by Non-Natural Persons
If the Contract is held by a non-natural person (for example, a
corporation) the income on that Contract (generally the increase in net
surrender value less the purchase payments) is includable in taxable income each
year. The rule does not apply where the Contract is acquired by the estate of a
decedent, where the Contract is held by certain types of retirement plans, where
the Contract is a qualified funding asset for structured settlements, where the
Contract is purchased on behalf of an employee upon termination of a qualified
plan, and in the case of an immediate annuity. An annuity contract held by a
trust or other entity as agent for a natural person is considered held by a
natural person.
4. Multiple Contract Rule
For purposes of determining the amount of any distribution under Code
Section 72(e) (amounts not received as annuities) that is includable in gross
income, all Non-Qualified annuity contracts issued by the same insurer to the
same Contractowner during any calendar year are to be aggregated and treated as
one contract. Thus, any amount received under any such contract prior to the
contract's Annuity Start Date, such as a partial surrender, dividend, or loan,
will be taxable (and possibly subject to the 10 percent penalty tax) to the
extent of the combined income in all such contracts.
In addition, the Treasury Department has broad regulatory authority in
applying this provision to prevent avoidance of the purposes of this rule. It is
possible that, under this authority, the Treasury Department may apply this rule
to amounts that are paid as annuities (on and after the Annuity Start Date)
under annuity contracts issued by the same company to the same owner during any
calendar year. In this case, annuity payments could be fully taxable (and
possibly subject to the 10 percent penalty tax) to the extent of the combined
income in all such contracts and regardless of whether any amount would
otherwise have been excluded from income because of the "exclusion ratio" under
the contract.
5. Possible Tax Changes
In recent years, legislation has been proposed that would have adversely
modified the federal taxation of certain annuities, and President Clinton's
fiscal year 1999 Budget proposal includes a provision that, if adopted, would
impose new taxes on owners of variable annuities. There is always the
possibility that the tax treatment of annuities could change by legislation or
other means (such as IRS regulations, revenue rulings, and judicial decisions).
Moreover, although unlikely, it is also possible that any legislative change
could be retroactive (that is, effective prior to the date of such change).
6. Transfers, Assignments or Exchanges of a Contract
A transfer of ownership of a Contract, the designation of an Annuitant,
Payee or other Beneficiary who is not also the Owner, the selection of certain
Annuity Start Dates or the exchange of a Contract may result in certain tax
consequences to the Owner that are not discussed herein. An Owner contemplating
any such transfer, assignment, selection or exchange should contact a competent
tax adviser with respect to the potential effects of such a transaction.
QUALIFIED PLANS
The Contract may be used with Qualified Plans that meet the requirements of
Section 401, 403(b), 408 or 457 of the Code. The tax rules applicable to
participants in such Qualified Plans vary according to the type of plan and the
terms and conditions of the plan itself. No attempt is made herein to provide
more than general information about the use of the Contract with the various
types of Qualified Plans. These Qualified 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 this
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. Contractowners,
Annuitants, and Beneficiaries, are cautioned that the rights of any person to
any benefits under such Qualified Plans may be subject to the terms and
conditions of the plans themselves or limited by applicable law, regardless of
the terms and conditions of the Contract issued in connection therewith. For
example, Security Benefit may accept beneficiary designations and payment
instructions under the terms of the Contract without regard to any spousal
consents that may be required under the Employee Retirement Income Security Act
of 1974 (ERISA). Consequently, a Contractowner's Beneficiary designation or
elected payment option may not be enforceable.
The amounts that may be contributed to Qualified Plans are subject to
limitations that vary depending on the type of Plan. In addition, early
distributions from most Qualified Plans may be subject to penalty taxes, or in
the case of distributions of amounts contributed under salary reduction
agreements, could cause the Plan to be disqualified. Furthermore, distributions
from most Qualified Plans are subject to certain minimum distribution rules.
Failure to comply with these rules could result in disqualification of the Plan
or subject the Owner or Annuitant to penalty taxes. As a result, the minimum
distribution rules may limit the availability of certain Annuity Options to
certain Annuitants and their beneficiaries. These requirements may not be
incorporated into Security Benefit's Contract administration procedures. Owners,
participants and beneficiaries are responsible for determining that
contributions, distributions and other transactions with respect to the
Contracts comply with applicable law.
The following are brief descriptions of the various types of Qualified
Plans and the use of the Contract therewith:
1. Section 401
Code Section 401 permits employers to establish various types of retirement
plans (e.g., pension, profit sharing and 401(k) plans) for their employees. For
this purpose, self-employed individuals (proprietors or partners operating a
trade or business) are treated as employees and therefore eligible to
participate in such plans. Retirement plans established in accordance with
Section 401 may permit the purchase of Contracts to provide benefits thereunder.
In order for a retirement plan to be "qualified" under Code Section 401, it
must: (i) meet certain minimum standards with respect to participation, coverage
and vesting; (ii) not discriminate in favor of "highly compensated" employees;
(iii) provide contributions or benefits that do not exceed certain limitations;
(iv) prohibit the use of plan assets for purposes other than the exclusive
benefit of the employees and their beneficiaries covered by the plan; (v)
provide for distributions that comply with certain minimum distribution
requirements; (vi) provide for certain spousal survivor benefits; and (vii)
comply with numerous other qualification requirements.
A retirement plan qualified under Code Section 401 may be funded by
employer contributions, employee contributions or a combination of both. Plan
participants are not subject to tax on employer contributions until such amounts
are actually distributed from the plan. Depending upon the terms of the
particular plan, employee contributions may be made on a pre-tax or after-tax
basis. In addition, plan participants are not taxed on plan earnings derived
from either employer or employee contributions until such earnings are
distributed.
Each employee's interest in a retirement plan qualified under Code Section
401 must generally be distributed or begin to be distributed not later than
April 1 of the calendar year following the later of the calendar year in which
the employee reaches age 70 1/2 or retires ("required beginning date"). Periodic
distributions must not extend beyond the life of the employee or the lives of
the employee and a designated beneficiary (or over a period extending beyond the
life expectancy of the employee or the joint life expectancy of the employee and
a designated beneficiary).
If an employee dies before reaching his or her required beginning date, the
employee's entire interest in the plan must generally be distributed within five
years of the employee's death. However, the five-year rule will be deemed
satisfied, if distributions begin before the close of the calendar year
following the year of the employee's death to a designated beneficiary and are
made over the life of the beneficiary (or over a period not extending beyond the
life expectancy of the beneficiary). If the designated beneficiary is the
employee's surviving spouse, distributions may be delayed until the employee
would have reached age 70 1/2.
If an employee dies after reaching his or her required beginning date, the
employee's interest in the plan must generally be distributed at least as
rapidly as under the method of distribution in effect at the time of the
employee's death.
Annuity payments distributed from a retirement plan qualified under Code
Section 401 are taxable under Section 72 of the Code. Section 72 provides that
the portion of each payment attributable to contributions that were taxable to
the employee in the year made, if any, is excluded from gross income as a return
of the employee's investment. The portion so excluded is determined by dividing
the employee's investment in the plan by (1) the number of anticipated payments
determined under a table set forth in Section 72 of the Code or (2) in the case
of a contract calling for installment payments, the number of monthly annuity
payments under such contract. The portion of each payment in excess of the
exclusion amount is taxable as ordinary income. Once the employee's investment
has been recovered, the full annuity payment will be taxable. If the employee
should die prior to recovering his or her entire investment, the unrecovered
investment will be allowed as a deduction on the employee's final return. If the
employee made no contributions that were taxable when made, the full amount of
each annuity payment is taxable as ordinary income.
A "lump-sum" distribution from a retirement plan qualified under Code
Section 401 is eligible for favorable tax treatment. A "lump-sum" distribution
means the distribution within one taxable year of the balance to the credit of
the employee which becomes payable: (i) on account of the employee's death, (ii)
after the employee attains age 59 1/2, (iii) on account of the employee's
termination of employment (in the case of a common law employee only) or (iv)
after the employee has become disabled (in the case of a self-employed person
only).
As a general rule, a lump-sum distribution is fully taxable as ordinary
income except for an amount equal to the employee's investment, if any, which is
recovered tax-free. However, special five-year averaging may be available,
provided the employee has reached age 59 1/2 and has not previously elected to
use income averaging. (Special five-year averaging has been repealed for
distributions after 1999.) Special ten-year averaging and capital-gains
treatment may be available to an employee who reached age 50 before 1986.
Distributions from a retirement plan qualified under Code Section 401 may
be eligible for a tax-free rollover to either another qualified retirement plan
or to an individual retirement account or annuity (IRA). See "Rollovers" on page
30.
2. Section 403(b)
Code Section 403(b) permits public school employees and employees of
certain types of charitable, educational and scientific organizations specified
in Section 501(c)(3) of the Code to purchase annuity contracts, and, subject to
certain limitations, to exclude the amount of purchase payments from gross
income for tax purposes. The Contract may be purchased in connection with a
Section 403(b) annuity program.
Section 403(b) annuities must generally be provided under a plan which
meets certain minimum participation, coverage, and nondiscrimination
requirements. Section 403(b) annuities are generally subject to minimum
distribution requirements similar to those applicable to retirement plans
qualified under Section 401 of the Code. See "Section 401" on page 28.
A Section 403(b) annuity contract may be purchased with employer
contributions, employee contributions or a combination of both. An employee's
rights under a Section 403(b) contract must be nonforfeitable. Numerous
limitations apply to the amount of contributions that may be made to a Section
403(b) annuity contract. The applicable limit will depend upon, among other
things, whether the annuity contract is purchased with employer or employee
contributions.
Amounts used to purchase Section 403(b) annuities generally are excludable
from the taxable income of the employee. As a result, all distributions from
such annuities are normally taxable in full as ordinary income to the employee.
A Section 403(b) annuity contract must prohibit the distribution of
employee contributions (including earnings thereon) until the employee: (i)
attains age 59 1/2, (ii) terminates employment; (iii) dies; (iv) becomes
disabled; or (v) incurs a financial hardship (earnings may not be distributed in
the event of hardship).
Distributions from a Section 403(b) annuity contract may be eligible for a
tax-free rollover to either another Section 403(b) annuity contract or to an
individual retirement account or annuity (IRA). See "Rollovers" on page 30.
3. Sections 408 and 408A
INDIVIDUAL RETIREMENT ANNUITIES. Section 408 of the Code permits eligible
individuals to establish individual retirement programs through the purchase of
Individual Retirement Annuities ("traditional IRAs"). The Contract may be
purchased as an IRA. The IRAs described in this paragraph are called
"traditional IRAs" to distinguish them from the new "Roth IRA" which became
available in 1998. (Roth IRAs are described below.)
IRAs are subject to limitations on the amount that may be contributed, the
persons who may be eligible and on the time when distributions must commence.
Depending upon the circumstances of the individual, contributions to a
traditional IRA may be made on a deductible or non-deductible basis. IRAs may
not be transferred, sold, assigned, discounted or pledged as collateral for a
loan or other obligation. The annual premium for an IRA may not be fixed and may
not exceed $2,000 (except in the case of a rollover contribution). Any refund of
premium must be applied to the payment of future premiums or the purchase of
additional benefits.
Sale of the Contract for use with IRAs may be subject to special
requirements imposed by the Internal Revenue Service. Purchasers of the Contract
for such purposes will be provided with such supplementary information as may be
required by the Internal Revenue Service or other appropriate agency, and will
have the right to revoke the Contract under certain circumstances.
See the IRA Disclosure Statement that accompanies this Prospectus.
In general, traditional IRAs are subject to minimum distribution
requirements similar to those applicable to retirement plans qualified under
Section 401 of the Code; however, the required beginning date for traditional
IRAs is generally the date that the Contractowner reaches age 70 1/2--the
Contractowner's retirement date, if any, will not affect his or her required
beginning date. See "Section 401" on page 28. Distributions from IRAs are
generally taxed under Code Section 72. Under these rules, a portion of each
distribution may be excludable from income. The amount excludable from the
individual's income is the amount of the distribution which bears the same ratio
as the individual's nondeductible contributions bears to the expected return
under the IRA.
Distributions from a traditional IRA may be eligible for a tax-free
rollover to another traditional IRA. In certain cases, a distribution from a
traditional IRA may be eligible to be rolled over to a retirement plan qualified
under Code Section 401(a) or a Section 403(b) annuity contract. See "Rollovers,"
page 30.
The Internal Revenue Service has not reviewed the Contract for
qualification as an IRA, and has not addressed in a ruling of general
applicability whether a death benefit provision such as the provision in the
Contract comports with IRA qualification requirements.
ROTH IRAS
Section 408A of the Code permits eligible individuals to establish a Roth
IRA, a new type of IRA which becomes available in 1998. The contract may be
purchased as a Roth IRA. Contributions to a Roth IRA are not deductible, but
withdrawals that meet certain requirements are not subject to federal income
tax. Sale of the contract for use with Roth IRAs may be subject to special
requirements imposed by the Internal Revenue Service. Purchasers of the Contract
for such purposes will be provided with such supplementary information as may be
required by the Internal Revenue Service or other appropriate agency, and will
have the right to revoke the Contract under certain circumstances. In general,
Roth IRAs are subject to certain required distribution requirements. Unlike a
traditional IRA, Roth IRAs are not subject to minimum required distribution
rules during the contract owner's life time. Generally, however, the amount in a
remaining Roth IRA must be distributed by the end of the fifth year after the
death of the contract-owner.
The Internal Revenue Service has not reviewed the Contract for
qualification as a Roth IRA and has not addressed in a ruling of general
applicability whether a death benefit provision such as the provision in the
Contract comports with Roth IRA qualification requirements.
4. Section 457
Section 457 of the Code permits employees of state and local governments
and units and agencies of state and local governments as well as tax-exempt
organizations described in Section 501(c)(3) of the Code to defer a portion of
their compensation without paying current taxes if those employees are
participants in an eligible deferred compensation plan. A Section 457 plan may
permit the purchase of Contracts to provide benefits thereunder.
Although a participant under a Section 457 plan may be permitted to direct
or choose methods of investment in the case of a tax-exempt employer sponsor,
all amounts deferred under the plan, and any income thereon, remain solely the
property of the employer and subject to the claims of its general creditors,
until paid to the participant. The assets of a Section 457 plan maintained by a
state or local government employer must be held in trust (or custodial account
or an annuity contract) for the exclusive benefit of plan participants, who will
be responsible for taxes upon distribution. A Section 457 plan must not permit
the distribution of a participant's benefits until the participant attains age
70 1/2, terminates employment or incurs an "unforeseeable emergency."
Section 457 plans are generally subject to minimum distribution
requirements similar to those applicable to retirement plans qualified under
Section 401 of the Code. See "Section 401" on page 28. Since under a Section 457
plan, contributions are generally excludable from the taxable income of the
employee, the full amount received will usually be taxable as ordinary income
when annuity payments commence or other distributions are made. Distributions
from a Section 457 plan are not eligible for tax-free rollovers.
5. Rollovers
A "rollover" is the tax-free transfer of a distribution from one Qualified
Plan to another. Distributions which are rolled over are not included in the
employee's gross income until some future time.
If any portion of the balance to the credit of an employee in a Section 401
plan or Section 403(b) plan is paid to the employee in an "eligible rollover
distribution" and the employee transfers any portion of the amount received to
an "eligible retirement plan," then the amount so transferred is not includable
in income. An "eligible rollover distribution" generally means any distribution
that is not one of a series of periodic payments made for the life of the
distributee or for a specified period of at least ten years. In addition, a
required minimum distribution will not qualify as an eligible rollover
distribution. A rollover must be completed within 60 days after receipt of the
distribution.
In the case of a Section 401 plan, an "eligible retirement plan" will be
another retirement plan qualified under Code Section 401 or an individual
retirement account or annuity under Code Section 408. With respect to a Section
403(b) plan, an "eligible retirement plan" will be another Section 403(b) plan
or an individual retirement account or annuity described in Code Section 408.
A Section 401 plan and a Section 403(b) plan must generally provide a
participant receiving an eligible rollover distribution, the option to have the
distribution transferred directly to another eligible retirement plan.
The owner of an IRA may make a tax-free rollover of any portion of the IRA.
The rollover must be completed within 60 days of the distribution and generally
may only be made to another IRA. However, an individual may receive a
distribution from his or her IRA and within 60 days roll it over into a
retirement plan qualified under Code Section 401(a) if all of the funds in the
IRA are attributable to a rollover from a Section 401(a) plan. Similarly, a
distribution from an IRA may be rolled over to a Section 403(b) plan only if all
of the funds in the IRA are attributable to a rollover from a Section 403(b)
annuity.
6. Tax Penalties
PREMATURE DISTRIBUTION TAX. Distributions from a Qualified Plan before the
participant reaches age 59 1/2 are generally subject to an additional tax equal
to 10 percent of the taxable portion of the distribution. The 10 percent penalty
tax does not apply to distributions: (i) made on or after the death of the
employee; (ii) attributable to the employee's disability; (iii) which are part
of a series of substantially equal periodic payments made (at least annually)
for the life (or life expectancy) of the employee or the joint lives (or joint
life expectancies) of the employee and a designated beneficiary and which begin
after the employee terminates employment; (iv) made to an employee after
termination of employment after reaching age 55; (v) made to pay for certain
medical expenses; (vi) that are exempt withdrawals of an excess contribution;
(vii) that are rolled over or transferred in accordance with Code requirements;
or (viii) that are transferred pursuant to a decree of divorce or separate
maintenance or written instrument incident to such a decree.
The exception to the 10 percent penalty tax described in item (iv) above is
not applicable to IRAs. However, distributions from an IRA to unemployed
individuals can be made without application of the 10 percent penalty tax to pay
health insurance premiums in certain cases. In addition, the 10 percent penalty
tax is generally not applicable to distributions from a Section 457 plan.
Starting January 1, 1998, there are two additional exceptions to the 10% penalty
tax on withdrawals from IRA's before age 59 1/2: withdrawals made to pay
"qualified" higher education expenses and withdrawals made to pay certain
"eligible first-time home buyer expenses."
MINIMUM DISTRIBUTION TAX. If the amount distributed from a Qualified Plan
is less than the minimum required distribution for the year, the participant is
subject to a 50 percent tax on the amount that was not properly distributed.
EXCESS DISTRIBUTION/ACCUMULATION TAX. The penalty tax of 15 percent which
was imposed (in addition to any ordinary income tax) on large plan distributions
and the "excess retirement accumulations" of an individual has been repealed,
effective January 1, 1997.
7. Withholding
Periodic distributions (e.g., annuities and installment payments) from a
Qualified Plan that will last for a period of ten or more years are generally
subject to voluntary income tax withholding. The amount withheld on such
periodic distributions is determined at the rate applicable to wages. The
recipient of a periodic distribution may generally elect not to have withholding
apply.
Nonperiodic distributions (e.g., lump sums and annuities or installment
payments of less than ten years) from a Qualified Plan (other than IRAs and
Section 457 plans) are generally subject to mandatory 20 percent income tax
withholding. However, no withholding is imposed if the distribution is
transferred directly to another eligible Qualified Plan. Nonperiodic
distributions from an IRA are subject to income tax withholding at a flat 10
percent rate. The recipient of such a distribution may elect not to have
withholding apply.
The above description of the federal income tax consequences of the
different types of Qualified Plans which may be funded by the Contract offered
by this Prospectus is only a brief summary and is not intended as tax advice.
The rules governing the provisions of Qualified Plans are extremely complex and
often difficult to comprehend. Anything less than full compliance with the
applicable rules, all of which are subject to change, may have adverse tax
consequences. A prospective Contractowner considering adoption of a Qualified
Plan and purchase of a Contract in connection therewith should first consult a
qualified and competent tax adviser, with regard to the suitability of the
Contract as an investment vehicle for the Qualified Plan.
OTHER INFORMATION
VOTING OF MUTUAL FUND SHARES
Security Benefit is the legal owner of the shares of the Mutual Fund held
by the Subaccounts of the Separate Account. Security Benefit will exercise
voting rights attributable to the shares of each Series of the Mutual Fund held
in the Subaccounts at any regular and special meetings of the shareholders of
the Mutual Fund on matters requiring shareholder voting under the 1940 Act. In
accordance with its view of presently applicable law, Security Benefit will
exercise these voting rights based on instructions received from persons having
the voting interest in corresponding Subaccounts of the Separate Account.
However, if the 1940 Act or any regulations thereunder should be amended, or if
the present interpretation thereof should change, and as a result Security
Benefit determines that it is permitted to vote the shares of the Mutual Fund in
its own right, it may elect to do so.
The person having the voting interest under a Contract is the Owner. Unless
otherwise required by applicable law, the number of shares of a particular
Series as to which voting instructions may be given to Security Benefit is
determined by dividing a Contractowner's Contract Value in a Subaccount on a
particular date by the net asset value per share of that Series as of the same
date. Fractional votes will be counted. The number of votes as to which voting
instructions may be given will be determined as of the date coincident with the
date established by the Mutual Fund for determining shareholders eligible to
vote at the meeting of the Mutual Fund. If required by the SEC, Security Benefit
reserves the right to determine in a different fashion the voting rights
attributable to the shares of the Mutual Fund. Voting instructions may be cast
in person or by proxy.
Voting rights attributable to the Contractowner's Contract Value in a
Subaccount for which no timely voting instructions are received will be voted by
Security Benefit in the same proportion as the voting instructions that are
received in a timely manner for all Contracts participating in that Subaccount.
Security Benefit will also exercise the voting rights from assets in each
Subaccount that are not otherwise attributable to Contractowners, if any, in the
same proportion as the voting instructions that are received in a timely manner
for all Contracts participating in that Subaccount and generally will exercise
voting rights attributable to shares of the Series of the Mutual Fund held in
its General Account, if any, in the same proportion as votes cast with respect
to shares of the Series of the Mutual Fund held by the Separate Account and
other separate accounts of Security Benefit, in the aggregate.
SUBSTITUTION OF INVESTMENTS
Security Benefit reserves the right, subject to compliance with the law as
then in effect, to make additions to, deletions from, substitutions for, or
combinations of the securities that are held by the Separate Account or any
Subaccount or that the Separate Account or any Subaccount may purchase. If
shares of any or all of the Series of the Mutual Fund should no longer be
available for investment, or if, in the judgment of Security Benefit management,
further investment in shares of any or all of the Series of the Mutual Fund
should become inappropriate in view of the purposes of the Contract, Security
Benefit may substitute shares of another Series of the Mutual Fund or of a
different fund for shares already purchased, or to be purchased in the future
under the Contract. Security Benefit may also purchase, through the Subaccount,
other securities for other classes or contracts, or permit a conversion between
classes of contracts on the basis of requests made by Owners.
In connection with a substitution of any shares attributable to an Owner's
interest in a Subaccount or the Separate Account, Security Benefit will, to the
extent required under applicable law, provide notice, seek Owner approval, seek
prior approval of the SEC, and comply with the filing or other procedures
established by applicable state insurance regulators.
Security Benefit also reserves the right to establish additional
Subaccounts of the Separate Account that would invest in a new Series of the
Mutual Fund or in shares of another investment company, a series thereof, or
other suitable investment vehicle. New Subaccounts may be established in the
sole discretion of Security Benefit, and any new Subaccount will be made
available to existing Owners on a basis to be determined by Security Benefit.
Security Benefit may also eliminate or combine one or more Subaccounts if, in
its sole discretion, marketing, tax, or investment conditions so warrant.
Subject to compliance with applicable law, Security Benefit may transfer
assets to the General Account. Security Benefit also reserves the right, subject
to any required regulatory approvals, to transfer assets of any Subaccount of
the Separate Account to another separate account or Subaccount.
In the event of any such substitution or change, Security Benefit may, by
appropriate endorsement, make such changes in these and other contracts as may
be necessary or appropriate to reflect such substitution or change. If deemed by
Security Benefit to be in the best interests of persons having voting rights
under the Contracts, the Separate Account may be operated as a management
investment company under the 1940 Act or any other form permitted by law; it may
be deregistered under that Act in the event such registration is no longer
required; or it may be combined with other separate accounts of Security Benefit
or an affiliate thereof. Subject to compliance with applicable law, Security
Benefit also may combine one or more Subaccounts and may establish a committee,
board, or other group to manage one or more aspects of the operation of the
Separate Account.
CHANGES TO COMPLY WITH LAW AND AMENDMENTS
Security Benefit reserves the right, without the consent of Owners, to
suspend sales of the Contract as presently offered and to make any change to the
provisions of the Contracts to comply with, or give Owners the benefit of, any
federal or state statute, rule, or regulation, including but not limited to
requirements for annuity contracts and retirement plans under the Internal
Revenue Code and regulations thereunder or any state statute or regulation.
Security Benefit also reserves the right to limit the amount and frequency of
subsequent purchase payments.
REPORTS TO OWNERS
A statement will be sent annually to each Contractowner setting forth a
summary of the transactions that occurred during the year, and indicating the
Contract Value as of the end of each year. In addition, the statement will
indicate the allocation of Contract Value among the Fixed Account and the
Subaccounts and any other information required by law. Confirmations will also
be sent out upon purchase payments, transfers, loans, loan repayments, and full
and partial withdrawals. Certain transactions may be confirmed on a quarterly
basis. These transactions include purchases under an Automatic Investment
Program, transfers under the Dollar Cost Averaging and Asset Reallocation
Options, systematic withdrawals and annuity payments.
Each Contractowner will also receive an annual and semiannual report
containing financial statements for the Mutual Fund, which will include a list
of the portfolio securities of the Mutual Fund, as required by the 1940 Act,
and/or such other reports as may be required by federal securities laws.
TELEPHONE TRANSFER PRIVILEGES
A Contractowner may request a transfer of Contract Value and may make
changes to an existing Dollar Cost Averaging or Asset Reallocation option by
telephone if the Telephone Transfer section of the application or an
Authorization for Telephone Requests form ("Telephone Authorization") has been
completed, signed, and filed at Security Benefit's Home Office. Security Benefit
has established procedures to confirm that instructions communicated by
telephone are genuine and will not be liable for any losses due to fraudulent or
unauthorized instructions provided it complies with its procedures. Security
Benefit's procedures require that any person requesting a transfer by telephone
provide the account number and the Owner's tax identification number and such
instructions must be received on a recorded line. Security Benefit reserves the
right to deny any telephone transfer request. If all telephone lines are busy
(which might occur, for example, during periods of substantial market
fluctuations), Contractowners might not be able to request transfers by
telephone and would have to submit written requests.
By authorizing telephone transfers, a Contractowner authorizes Security
Benefit to accept and act upon telephonic instructions for transfers involving
the Contractowner's Contract, and agrees that neither Security Benefit, nor any
of its affiliates, nor the Mutual Fund, will be liable for any loss, damages,
cost, or expense (including attorneys' fees) arising out of any requests
effected in accordance with the Telephone Authorization and believed by Security
Benefit to be genuine, provided that Security Benefit has complied with its
procedures. As a result of this policy on telephone requests, the Contractowner
may bear the risk of loss arising from the telephone transfer privileges.
Security Benefit may discontinue, modify, or suspend the telephone transfer
privilege at any time.
LEGAL PROCEEDINGS
There are no legal proceedings pending to which the Separate Account is a
party, or which would materially affect the Separate Account.
LEGAL MATTERS
Legal matters in connection with the issue and sale of the Contracts
described in this Prospectus, Security Benefit's authority to issue the
Contracts under Kansas law, and the validity of the forms of the Contracts under
Kansas law have been passed upon by Amy J. Lee, Esq., Associate General Counsel,
Security Benefit.
PERFORMANCE INFORMATION
Performance information for the Subaccounts of the Separate Account,
including the yield and effective yield of the Subaccount investing in the Money
Market Series ("Money Market Subaccount"), the yield of the remaining
Subaccounts, and the total return of all Subaccounts may appear in
advertisements, reports, and promotional literature to current or prospective
Owners.
Current yield for the Money Market Subaccount will be based on income
received by a hypothetical investment over a given 7-day period (less expenses
accrued during the period), and then "annualized" (i.e., assuming that the 7-day
yield would be received for 52 weeks, stated in terms of an annual percentage
return on the investment). "Effective yield" for the Money Market Subaccount is
calculated in a manner similar to that used to calculate yield, but reflects the
compounding effect of earnings.
For the remaining Subaccounts, quotations of yield will be based on all
investment income per Accumulation Unit earned during a given 30-day period,
less expenses accrued during the period ("net investment income"), and will be
computed by dividing net investment income by the value of an Accumulation Unit
on the last day of the period. Quotations of average annual total return for any
Subaccount will be expressed in terms of the average annual compounded rate of
return on a hypothetical investment in a Contract over a period of one, five,
and ten years (or, if less, up to the life of the Subaccount), and will reflect
the deduction of the administrative charge and the mortality and expense risk
charge and may simultaneously be shown for other periods.
Although the Contracts were not available for purchase until April 4, 1995,
the underlying investment vehicle of the Separate Account, the SBL Fund, has
been in existence since May 26, 1977. Performance information for the
Subaccounts may also include quotations of total return for periods beginning
prior to the availability of the Contracts that incorporate the performance of
the SBL Fund.
Performance information for a Subaccount may be compared, in reports and
promotional literature, to: (i) the Standard & Poor's 500 Stock Index ("S&P
500"), Dow Jones Industrial Average ("DJIA"), Donaghue Money Market
Institutional Averages, the Lehman Brothers Government Corporate Index, the
Morgan Stanley Capital International's EAFE Index or other indices measuring
performance of a pertinent group of securities so that investors may compare a
Subaccount's results with those of a group of securities widely regarded by
investors as representative of the securities markets in general or
representative of a particular type of security: (ii) other variable annuity
separate accounts or other investment products tracked by Lipper Analytical
Services, a widely used independent research firm which ranks mutual funds and
other investment companies by overall performance, investment objectives, and
assets, or tracked by other ratings services, companies, publications, or
persons who rank separate accounts or other investment products on overall
performance or other criteria; and (iii) the Consumer Price Index (measure for
inflation) to assess the real rate of return from an investment in the Contract.
Unmanaged indices may assume the reinvestment of dividends but generally do not
reflect deductions for administrative and management costs and expenses.
Performance information for any Subaccount reflects only the performance of
a hypothetical Contract under which Contract Value is allocated to a Subaccount
during a particular time period on which the calculations are based. Performance
information should be considered in light of the investment objectives and
policies, characteristics, and quality of the Series in which the Subaccount
invests, and the market conditions during the given time period, and should not
be considered as a representation of what may be achieved in the future. For a
description of the methods used to determine yield and total return for the
Subaccounts, see the Statement of Additional Information.
Reports and promotional literature may also contain other information
including (i) the ranking of any Subaccount derived from rankings of variable
annuity separate accounts or other investment products tracked by Lipper
Analytical Services or by other rating services, companies, publications, or
other persons who rank separate accounts or other investment products on overall
performance or other criteria, (ii) the effect of tax-deferred compounding on a
Subaccount's investment returns, or returns in general, which may be illustrated
by graphs, charts, or otherwise, and which may include a comparison, at various
points in time, of the return from an investment in a Contract (or returns in
general) on a tax-deferred basis (assuming one or more tax rates) with the
return on a taxable basis, and (iii) Security Benefit's rating or a rating of
Security Benefit's claim-paying ability as determined by firms that analyze and
rate insurance companies and by nationally recognized statistical rating
organizations.
ADDITIONAL INFORMATION
REGISTRATION STATEMENT
A Registration Statement under the 1933 Act has been filed with the SEC
relating to the offering described in this Prospectus. This Prospectus does not
include all the information included in the Registration Statement, certain
portions of which, including the Statement of Additional Information, have been
omitted pursuant to the rules and regulations of the SEC. The omitted
information may be obtained at the SEC's principal office in Washington, DC,
upon payment of the SEC's prescribed fees and may also be obtained from the
SEC's web site (http://www.sec.gov).
FINANCIAL STATEMENTS
Consolidated financial statements of Security Benefit Life Insurance
Company at December 31, 1997 and 1996 and for each of the three years in the
period ended December 31, 1997, and the financial statements of the Separate
Account at December 31, 1997, and for each of the two years in the period ended
December 31, 1997 are contained in the Statement of Additional Information.
STATEMENT OF ADDITIONAL INFORMATION
The Statement of Additional Information contains more specific information
and financial statements relating to Security Benefit. The Table of Contents of
the Statement of Additional Information is as follows:
TABLE OF CONTENTS
Page
GENERAL INFORMATION AND HISTORY........................... 1
DISTRIBUTION OF THE CONTRACT.............................. 1
LIMITS ON PURCHASE PAYMENTS PAID UNDER
TAX-QUALIFIED RETIREMENT PLANS........................ 1
EXPERTS................................................... 3
PERFORMANCE INFORMATION................................... 3
FINANCIAL STATEMENTS...................................... 6
<PAGE>
THIS PAGE LEFT BLANK INTENTIONALLY
<PAGE>
VARIFLEX LS VARIABLE ANNUITY
STATEMENT OF ADDITIONAL INFORMATION
DATE: MAY 1, 1998
INDIVIDUAL FLEXIBLE PURCHASE PAYMENT DEFERRED VARIABLE
ANNUITY CONTRACT
ISSUED BY
SECURITY BENEFIT LIFE INSURANCE COMPANY
700 SW HARRISON STREET
TOPEKA, KANSAS 66636-0001
1-800-888-2461
MAILING ADDRESS:
SECURITY BENEFIT LIFE INSURANCE COMPANY
P.O. BOX 750497
TOPEKA, KANSAS 66675-0497
1-800-888-2461
This Statement of Additional Information is not a prospectus and should
be read in conjunction with the current Prospectus for the Variflex LS Variable
Annuity dated May 1, 1998 as it may be supplemented from time to time. A copy
of the Prospectus may be obtained from Security Benefit by calling
1-800-888-2461 or by writing P.O. Box 750497, Topeka, Kansas 66675-0497.
<PAGE>
TABLE OF CONTENTS
PAGE
GENERAL INFORMATION AND HISTORY........................................ 1
DISTRIBUTION OF THE CONTRACT........................................... 1
LIMITS ON PURCHASE PAYMENTS PAID UNDER TAX-QUALIFIED RETIREMENT PLANS.. 1
EXPERTS................................................................ 3
PERFORMANCE INFORMATION................................................ 3
FINANCIAL STATEMENTS................................................... 6
<PAGE>
GENERAL INFORMATION AND HISTORY
For a description of the Individual Flexible Purchase Payment Deferred
Variable Annuity Contract (the "Contract"), Security Benefit Life Insurance
Company ("Security Benefit"), and the Variable Annuity Account VIII (the
"Separate Account"), see the Prospectus. This Statement of Additional
Information contains information that supplements the information in the
Prospectus. Defined terms used in this Statement of Additional Information have
the same meaning as terms defined in the section entitled "Definitions" in the
Prospectus.
SAFEKEEPING OF ASSETS
Security Benefit is responsible for the safekeeping of the assets of
the Subaccounts. These assets, which consist of shares of the Series of the
Mutual Fund in non-certificated form, are held separate and apart from the
assets of the Security Benefit's General Account and its other separate
accounts.
DISTRIBUTION OF THE CONTRACT
Security Distributors, Inc. ("SDI") is Principal Underwriter of the
Contract. SDI is registered as a broker/dealer with the Securities and Exchange
Commission ("SEC") under the Securities Exchange Act of 1934 and is a member of
the National Association of Securities Dealers, Inc. ("NASD"). The offering of
the Contracts is continuous.
Subject to arrangements with Security Benefit, the Contract is sold by
independent broker/dealers who are members of the NASD and who become licensed
to sell variable annuities for SBL, and by certain financial institutions. SDI
acts as principal underwriter on behalf of Security Benefit for the distribution
of the Contract. SDI is not compensated under its Distribution Agreement with
Security Benefit.
The compensation payable by SDI under these arrangements may vary, but
is not expected to exceed in the aggregate 3% of purchase payments and 1% of
contract value on an annualized basis.
LIMITS ON PURCHASE PAYMENTS PAID UNDER TAX-QUALIFIED
RETIREMENT PLANS
SECTION 401
The applicable annual limits on purchase payments for a Contract used
in connection with a retirement plan that is qualified under Section 401 of the
Internal Revenue Code depend upon the type of plan. Total purchase payments on
behalf of a participant to all defined contribution plans maintained by an
employer are limited under Section 415(c) of the Internal Revenue Code to the
lesser of (a) $30,000, or (b) 25% of the participant's annual compensation.
Salary reduction contributions to a cash-or-deferred arrangement under a profit
sharing plan are subject to additional annual limits. Contributions to a defined
benefit pension plan are actuarially determined based upon the amount of
benefits the participants will receive under the plan formula. The maximum
annual benefit any individual may receive under an employer's defined benefit
plan is limited under Section 415(b) of the Internal Revenue Code. The limits
determined under Section 415(b) and (c) of the Internal Revenue Code are further
reduced for an individual who participates in a defined contribution plan and a
defined benefit plan maintained by the same employer. Rollover contributions are
not subject to the annual limitations described above.
SECTION 403(B)
Contributions to 403(b) annuities are excludable from an employee's
gross income if they do not exceed the smallest of the limits calculated under
Sections 402(g), 403(b)(2), and 415 of the Code. The applicable limit will
depend upon whether the annuities are purchased with employer or employee
contributions. Rollover contributions are not subject to these annual limits.
Section 402(g) generally limits an employee's salary reduction
contributions to a 403(b) annuity to $10,000 a year. The $10,000 limit will be
reduced by salary reduction contributions to other types of retirement plans. An
employee with at least 15 years of service for a "qualified employer" (i.e., an
educational organization, hospital, home health service agency, health and
welfare service agency, church or convention or association of churches)
generally may exceed the $10,000 limit by $3,000 per year, subject to an
aggregate limit of $15,000 for all years.
Section 403(b)(2) provides an overall limit on employer and employee
salary reduction contributions that may be made to a 403(b) annuity. Section
403(b)(2) generally provides that the maximum amount of contributions an
employee may exclude from his or her gross income in any taxable year is equal
to the excess, if any, of:
(i) the amount determined by multiplying 20% of the employee's
includable compensation by the number of his or her years of
service with the employer, over
(ii) the total amount contributed to retirement plans sponsored by
the employer, that were excludable from his or her gross income
in prior years.
Section 415(c) also provides an overall limit on the amount of employer
and employee salary reduction contributions to a Section 403(b) annuity that
will be excludable from an employee's gross income in a given year. The Section
415(c) limit is the lesser of (i) $30,000, or (ii) 25% of the employee's annual
compensation.
SECTION 408
Premiums (other than rollover contributions) paid under a Contract used
in connection with an individual retirement annuity (IRA) that is described in
Section 408 of the Internal Revenue Code are subject to the limits on
contributions to IRA's under Section 219(b) of the Internal Revenue Code. Under
Section 219(b) of the Code, contributions (other than rollover contributions) to
an IRA are limited to the lesser of $2,000 per year or the Owner's annual
compensation. Spousal IRAs allow an Owner and his or her spouse to contribute up
to $2,000 to their respective IRAs so long as a joint tax return is filed and
joint income is $4,000 or more. The maximum amount the higher compensated spouse
may contribute for the year is the lesser of $2,000 or 100% of that spouse's
compensation. The maximum the lower compensated spouse may contribute is the
lesser of (i) $2,000 or (ii) 100% of that spouse's compensation plus the amount
by which the higher compensated spouse's compensation exceeds the amount the
higher compensated spouse contributes to his or her IRA. The extent to which an
Owner may deduct contributions to an IRA depends on the gross income of the
Owner and his or her spouse for the year and whether either participate in an
employer-sponsored retirement plan.
Premiums under a Contract used in connection with a simplified employee
pension plan described in Section 408 of the Internal Revenue Code are subject
to limits under Section 402(h) of the Internal Revenue Code. Section 402(h)
currently limits employer contributions and salary reduction contributions (if
permitted) under a simplified employee pension plan to the lesser of (a) 15% of
the compensation of the participant in the Plan, or (b) $30,000. Salary
reduction contributions, if any, are subject to additional annual limits.
SECTION 457
Contributions on behalf of an employee to a Section 457 plan generally
are limited to the lesser of (i) $8,000 or (ii) 33 1/3% of the employee's
includable compensation. The $8,000 limit is indexed for inflation (in $500
increments) for tax years beginning after December 31, 1996; thus the dollar
limit is adjusted only when the sum of the inflation adjustments equals or
exceeds $500. If the employee participates in more than one Section 457 plan,
the $8,000 limit applies to contributions to all such programs. The $8,000 limit
is reduced by the amount of any salary reduction contribution the employee makes
to a 403(b) annuity, an IRA or a retirement plan qualified under Section 401.
The Section 457 limit may be increased during the last three years ending before
the employee reaches his or her normal retirement age. In each of these last
three years, the plan may permit a "catch-up" amount in addition to the regular
amount to be deferred. The maximum combined amount which may be deferred in each
of these three years is $15,000 reduced by any amount excluded from the
employee's income for the taxable year as a contribution to another plan.
EXPERTS
The consolidated financial statements for Security Benefit Life
Insurance Company at December 31, 1997, and 1996 and for each of the three years
in the period ended December 31, 1997, and for the Separate Account at December
31, 1997, and for each of the two year periods ended December 31, 1997,
appearing in this Statement of Additional Information have been audited by Ernst
& Young LLP, independent auditors, as set forth in their reports thereon
appearing on page 7 herein, and are included in reliance upon such reports given
upon the authority of such firm as experts in accounting and auditing.
PERFORMANCE INFORMATION
Performance information for the Subaccounts of the Separate Account,
including the yield and total return of all Subaccounts, may appear in
advertisements, reports, and promotional literature provided to current or
prospective Owners.
Quotations of yield for the Money Market Subaccount will be based on
the change in the value, exclusive of capital changes and income other than
investment income, of a hypothetical investment in a Contract over a particular
seven day period, less a hypothetical charge reflecting deductions from the
Contract during the period (the "base period") and stated as a percentage of the
investment at the start of the base period (the "base period return"). The base
period return is then annualized by multiplying the 365/7, with the resulting
yield figure carried to at least the nearest one hundredth of one percent. Any
quotations of effective yield for the Money Market Subaccount assume that all
dividends received during an annual period have been reinvested. Calculation of
"effective yield" begins with the same "base period return" used in the yield
calculation, which is then annualized to reflect weekly compounding pursuant to
the following formula:
Effective Yield = [(Base Period Return + 1)365/7] - 1
For the seven-day period ended December 31, 1997, the yield for the
Money Market Subaccount was 2.75% and the effective yield was 2.79%.
Quotations of yield for the Subaccounts, other than the Money Market
Subaccount, will be based on all investment income per Accumulation Unit earned
during a particular 30-day period, less expenses accrued during the period ("net
investment income"), and will be computed by dividing net investment income by
the value of the Accumulation Unit on the last day of the period, according to
the following formula:
YIELD = 2[(A-B + 1)6 - 1]
cd
where a = net investment income earned during the period by the
Series attributable to shares owned by the Subaccount,
b = expenses accrued for the period (net of any
reimbursements),
c = the average daily number of Accumulation Units
outstanding during the period that were entitled to
receive dividends, and
d = the maximum offering price per Accumulation Unit on the
last day of the period.
Quotations of average annual total return for any Subaccount will be
expressed in terms of the average annual compounded rate of return of a
hypothetical investment in a Contract over a period of one, five and ten years
(or, if less, up to the life of the Subaccount), calculated pursuant to the
following formula: P(1 + T)n = ERV (where P = a hypothetical initial payment of
$1,000, T = the average annual total return, n = the number of years, and ERV =
the ending redeemable value of a hypothetical $1,000 payment made at the
beginning of the period). All total return figures reflect the deduction of the
mortality and expense risk charge and the administrative charge. Quotations of
total return may simultaneously be shown for other periods.
Where the Series in which a Subaccount invests was established prior to
inception of the Subaccount, quotations of average annual and total return will
include quotations for periods beginning prior to the Subaccount's date of
inception. Such quotations will be based upon the performance of the
Subaccount's corresponding Series adjusted to reflect deduction of the mortality
and expense risk charge and the administrative charge.
For the 1-, 5- and 10-year periods ended December 31, 1997,
respectively, the average annual total return was 26.93%, 17.63% and 15.59% for
the Growth Subaccount; 24.80%, 14.03% and 14.45% for the Growth-Income
Subaccount; 4.91%, 11.82% and 2.82% for the Worldwide Equity Subaccount; and
8.49%, 4.81% and 6.61% for the High Grade Income Subaccount. For the 1- and
5-year periods ended December 31, 1997 and the period between May 1, 1991
(Series date of inception) and December 31, 1997, respectively, the average
annual total return was 20.94%, 13.32% and 12.90% for the Social Awareness
Subaccount. For the 1- and 5-year periods ended December 31, 1997 and the period
between October 1, 1992 (Series date of inception), and December 31, 1997
respectively, the average annual total return was 18.28%, 11.20% and 15.34% for
the Emerging Growth Subaccount. For the 1-year period ended December 31, 1997,
and the period between June 1, 1995 (Series date of inception), and December 31,
1997, respectively, the average annual total return was 3.93% and 8.80% for the
Global Aggressive Bond Subaccount; 4.68% and 9.10% for the Specialized Asset
Allocation Subaccount; 16.72% and 13.36% for the Managed Asset Allocation
Subaccount and 26.57% and 23.92% for the Equity Income Subaccount. For 1-year
period ended December 31, 1997 and the period between August 5, 1996 (Series
date of inception) and December 31, 1997, respectively, the average annual total
return was 11.70% and 12.73% for the High Yield Subaccount. For the period
between May 1, 1997 (Series date of inception) and December 31, 1997, the
average annual total return was 29.20% for the Value Subaccount. For the period
between October 15, 1997 (Series date of inception) and December 31, 1997, the
average annual total return was -4.5% for the Small Cap Subaccount. The
performance of the Global Aggressive Bond Subaccount, High Yield Subaccount,
Value Subaccount and Small Cap Subaccount reflects the reimbursement of certain
expenses by the Investment Adviser. In the absence of such reimbursement, the
performance figures would be reduced.
Quotations of total return for any Subaccount of the Separate Account
will be based on a hypothetical investment in an Account over a certain period
and will be computed by subtracting the initial value of the investment from the
ending value and dividing the remainder by the initial value of the investment.
Such quotations of total return will reflect the deduction of all applicable
charges to the contract and the separate account (on an annual basis).
For the fiscal years ended 1997 through 1987, the total return for each
Subaccount was the following:
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1997 1996 1995 1994 1993 1992 1991 1990 1989 1988 1987
- --------------------------------------------------------------------------------------------------------------------
Growth Subaccount 26.93% 20.91% 34.91% (3.02%) 12.12% 9.61% 34.18% (11.80%) 33.05% 8.58% 4.80%
- --------------------------------------------------------------------------------------------------------------------
Growth-Income Subaccount 24.80% 16.54% 28.26% (4.33%) 8.08% 4.78% 35.89% (5.79%) 26.61% 17.66% 2.21%
- --------------------------------------------------------------------------------------------------------------------
Money Market Subaccount --- 3.59% 3.90% 2.28% 1.15% 1.80% 4.18% 6.35% 7.53% 5.68% 4.98%
- --------------------------------------------------------------------------------------------------------------------
Worldwide Equity Subaccount 4.91% 15.85% 9.34% 1.31% 29.80% (3.98%) 2.96%(1)--- --- --- ---
- --------------------------------------------------------------------------------------------------------------------
High Grade
Income Subaccount 8.49% (2.16%) 16.92% (8.23%) 11.06% 5.95% 15.34% 5.19% 10.32% 5.70% 1.00%
- --------------------------------------------------------------------------------------------------------------------
Emerging Growth Subaccount 18.28% 16.40% 17.82% (6.42%) 12.07% 24.34%(2)--- --- --- --- ---
- --------------------------------------------------------------------------------------------------------------------
Global Aggressive
Bond Subaccount 3.93% 12.09% 6.74%(3)--- --- --- --- --- --- --- ---
- --------------------------------------------------------------------------------------------------------------------
Specialized Asset
Allocation Subaccount 4.68% 12.62% 6.23%(3)--- --- --- --- --- --- --- ---
- --------------------------------------------------------------------------------------------------------------------
Managed Asset
Allocation Subaccount 16.72% 11.28% 6.43%(3)--- --- --- --- --- --- --- ---
- --------------------------------------------------------------------------------------------------------------------
Equity Income Subaccount 26.57% 18.35% 16.05%(3)--- --- --- --- --- --- --- ---
- --------------------------------------------------------------------------------------------------------------------
High Yield Subaccount 11.70% 6.00%(4)--- --- --- --- --- --- --- --- ---
- --------------------------------------------------------------------------------------------------------------------
Social Awareness Subaccount 20.94% 17.12% 26.02% (5.15%) 10.33% 14.76% 4.56%(5)--- --- --- ---
- --------------------------------------------------------------------------------------------------------------------
Value Subaccount 29.20%(6) --- --- --- --- --- --- --- --- --- ---
- --------------------------------------------------------------------------------------------------------------------
Small Cap Subaccount (4.50%)(7)--- --- --- --- --- --- --- --- --- ---
- --------------------------------------------------------------------------------------------------------------------
</TABLE>
1. On May 1, 1991 the Worldwide Equity Subaccount changed its investment
objective from high current income to long-term capital growth through
investment in common stocks and equivalents of companies domiciled in
foreign countries and the United States. The performance information set
forth above reflects performance after the change in investment objective.
2. From October 1, 1992 to December 31, 1992.
3. From June 1, 1995 to December 31, 1995.
4. From August 5, 1996 to December 31, 1996.
5. From May 1, 1991 to December 31, 1991.
6. From May 1, 1997 to December 31, 1997.
7. From October 15, 1997 to December 31, 1997.
- --------------------------------------------------------------------------------
Performance information for a Subaccount may be compared, in reports
and promotional literature, to: (i) the Standard & Poor's 500 Stock Index ("S&P
500"), Dow Jones Industrial Average ("DJIA"), Donoghue Money Market
Institutional Averages, the Lehman Brothers Government Corporate Index, the
Morgan Stanley Capital International's EAFE Index or other indices that measure
performance of a pertinent group of securities so that investors may compare a
Subaccount's results with those of a group of securities widely regarded by
investors as representative of the securities markets in general or
representative of a particular type of security; (ii) other variable annuity
separate accounts, insurance products funds, or other investment products
tracked by Lipper Analytical Services, a widely used independent research firm
which ranks mutual funds and other investment companies by overall performance,
investment objectives, and assets, or tracked by The Variable Annuity Research
and Data Service ("VARDS"), an independent service which monitors and ranks the
performance of variable annuity issues by investment objectives on an
industry-wide basis or tracked by other services, companies, publications or
persons who rank such investment companies on overall performance or other
criteria; and (iii) the Consumer Price Index (measure for inflation) to assess
the real rate of return from an investment in the Contract. Unmanaged indices
may assume the reinvestment of dividends but generally do not reflect deductions
for administrative and management costs and expenses.
Performance information for any Subaccount reflects only the
performance of a hypothetical Contract under which an Owner's Contract Value is
allocated to a Subaccount during a particular time period on which the
calculations are based. Performance information should be considered in light of
the investment objectives and policies, characteristics and quality of the
Series of the Mutual Fund in which the Subaccount invests, and the market
conditions during the given time period, and should not be considered as a
representation of what may be achieved in the future.
Reports and promotional literature may also contain other information
including (i) the ranking of any Subaccount derived from rankings of variable
annuity separate accounts, insurance products funds, or other investment
products tracked by Lipper Analytical Services or by other rating services,
companies, publications, or other persons who rank separate accounts or other
investment products on overall performance or other criteria, and (ii) the
effect of a tax-deferred compounding on a Subaccount's investment returns, or
returns in general, which may be illustrated by graphs, charts, or otherwise,
and which may include a comparison, at various points in time, of the return
from an investment in a Contract (or returns in general) on a tax-deferred basis
(assuming one or more tax rates) with the return on a taxable basis.
FINANCIAL STATEMENTS
Security Benefit Life Insurance Company's consolidated balance sheets
as of December 31, 1997 and 1996 and the related consolidated statements of
income, changes in equity, and cash flows for each of the three years in the
period ended December 31, 1997, and the financial statements of the Separate
Account at December 31, 1997, and each of the two years ended December 31, 1997.
The consolidated financial statements of Security Benefit Life
Insurance Company, which are included in this Statement of Additional
Information, should be considered only as bearing on the ability of the Company
to meet its obligations under the Contracts. They should not be considered as
bearing on the investment performance of the assets held in the Separate
Account.
<PAGE>
Variable Annuity Account VIII
Financial Statements
Years ended December 31, 1997 and 1996
CONTENTS
PAGE
Report of Independent Auditors............................................ 2
Audited Financial Statements
Balance Sheet....................................................... 3
Statements of Operations and Changes in Net Assets.................. 5
Notes to Financial Statements....................................... 7
<PAGE>
Report of Independent Auditors
The Contract Owners of Variable Annuity Account VIII and
The Board of Directors of Security Benefit Life Insurance Company
We have audited the accompanying balance sheet of Variable Annuity Account VIII
(the Account) as of December 31, 1997, and the related statements of operations
and changes in net assets for each of the two years in the period then ended.
These financial statements are the responsibility of the Account's management.
Our responsibility is to express an opinion on these financial statements based
on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. Our procedures included
confirmation of investments owned as of December 31, 1997 by correspondence with
the custodian. An audit also includes assessing the accounting principles used
and significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Variable Annuity Account VIII
at December 31, 1997, and the results of its operations and changes in its net
assets for each of the two years in the period then ended in conformity with
generally accepted accounting principles.
Ernst & Young LLP
Kansas City, Missouri
February 6, 1998
<PAGE>
Variable Annuity Account VIII
Balance Sheet
December 31, 1997
(DOLLARS IN THOUSANDS - EXCEPT PER SHARE AND UNIT VALUES)
<TABLE>
<CAPTION>
ASSETS
Investments:
SBL Fund:
<S> <C> <C>
Series A (Growth Series) - 2,378,259 shares at net
asset value of $29.39 per share (cost, $66,101) .......... $ 69,897
Series B (Growth-Income Series) - 1,141,243 shares
at net asset value of $41.60 per share
(cost, $43,680) ......................................... 47,476
Series C (Money Market Series) - 1,556,165 shares
at net asset value of $12.53 per share
(cost, $19,383) ......................................... 19,499
Series D (Worldwide Equity Series) - 4,146,884 shares
at net asset value of $6.14 per share (cost, $26,708) ... 25,462
Series E (High Grade Income Series) - 1,609,075 shares
at net asset value of $12.25 per share
(cost, $19,487) .......................................... 19,711
Series J (Emerging Growth Series) - 947,036 shares
at net asset value of $21.33 per share
(cost, $18,758) ........................................ 20,200
Series K (Global Aggressive Bond Series) - 472,096
shares at net asset value of $10.07 per share
(cost, $5,097) .......................................... 4,754
Series M (Specialized Asset Allocation Series) -
1,482,455 shares at net asset value of $12.29
per share (cost, $17,690) ............................... 18,219
Series N (Managed Asset Allocation Series) -
1,206,492 shares at net asset value of $13.88
per share (cost, $15,166) ............................... 16,746
Series O (Equity Income Series) - 3,073,718 shares
at net asset value of $17.62 per share
(cost, $46,198) ......................................... 54,159
Series P (High Yield Series) - 212,877 shares at net asset
value of $17.60 per share (cost, $3,704) ................ 3,747
Series S (Social Awareness Series) - 432,410 shares at net
asset value of $22.25 per share (cost, $8,931) .......... 9,621
Series V (Value Series) - 369,212 shares at net asset
value of $13.13 per share (cost, $4,730) ................ 4,848
Series X (Small Cap Series) - 25,109 shares at net asset
value of $9.58 per share (cost, $238) ................... 241
--------
Total assets ..................................................... $314,580
========
</TABLE>
<PAGE>
NET ASSETS
Net assets are represented by (NOTE 3):
<TABLE>
<CAPTION>
NUMBER OF UNITS UNIT VALUE AMOUNT
------------------ ---------- -----------
<S> <C> <C> <C>
Growth Series:
Accumulation units...................................................... 3,449,970 $20.26 $ 69,897
Growth-Income Series:
Accumulation units...................................................... 2,571,374 18.46 47,476
Money Market Series:
Accumulation units...................................................... 1,754,200 11.12 19,499
Worldwide Equity Series:
Accumulation units...................................................... 1,835,594 13.87 25,462
High Grade Income Series:
Accumulation units...................................................... 1,607,065 12.27 19,711
Emerging Growth Series:
Accumulation units...................................................... 1,234,228 16.37 20,200
Global Aggressive Bond Series:
Accumulation units...................................................... 382,445 12.43 4,754
Specialized Asset Allocation Series:
Accumulation units...................................................... 1,454,825 12.52 18,219
Managed Asset Allocation Series:
Accumulation units...................................................... 1,213,323 13.82 16,746
Equity Income Series:
Accumulation units...................................................... 3,117,060 17.38 54,159
High Yield Series:
Accumulation units...................................................... 316,416 11.84 3,747
Social Awareness Series:
Accumulation units...................................................... 541,120 17.78 9,621
Value Series:
Accumulation units...................................................... 372,693 13.01 4,848
Small Cap Series:
Accumulation units...................................................... 25,182 9.55 241
-----------
Total net assets........................................................... $314,580
===========
</TABLE>
SEE ACCOMPANYING NOTES.
<PAGE>
Variable Annuity Account VIII
Statement of Operations and Changes in Net Assets
Year ended December 31, 1997
(IN THOUSANDS)
<TABLE>
<CAPTION>
GLOBAL
GROWTH- MONEY WORLDWIDE HIGH GRADE EMERGING AGGRESSIVE
GROWTH INCOME MARKET EQUITY INCOME GROWTH BOND
SERIES SERIES SERIES SERIES SERIES SERIES SERIES
-------- -------- -------- -------- -------- -------- -------
<S> <C> <C> <C> <C> <C> <C> <C>
Dividend distributions .......................... $ 331 $ 759 $ 893 $ 466 $ 1,148 $ 49 $ 376
Expenses (NOTE 2):
Mortality and expense risk fee ............... (609) (410) (228) (278) (210) (194) (56)
Administrative fee ........................... (75) (49) (27) (33) (25) (23) (7)
-------- -------- -------- -------- -------- -------- -------
Net investment income (loss) .................... (353) 300 638 155 913 (168) 313
Capital gains distributions ..................... 3,092 1,883 -- 1,006 -- 424 113
Realized gain (loss) on investments ............. 5,030 745 3 769 (47) 1,118 (11)
Unrealized appreciation (depreciation) on
investments .................................. 2,769 4,015 21 (1,388) 449 1,253 (236)
-------- -------- -------- -------- -------- -------- -------
Net realized and unrealized gain (loss) on
investments .................................. 10,891 6,643 24 387 402 2,795 (134)
-------- -------- -------- -------- -------- -------- -------
Net increase in net assets resulting from
operations ................................... 10,538 6,943 662 542 1,315 2,627 179
Net assets at beginning of year ................. 31,719 20,552 16,299 15,630 18,459 10,687 3,925
Variable annuity deposits (NOTES 2 AND 3) ....... 58,190 28,181 62,829 20,102 15,897 19,212 5,137
Terminations and withdrawals (NOTES 2 AND 3) .... (30,550) (8,200) (60,291) (10,812) (15,960) (12,326) (4,487)
======== ======== ======== ======== ======== ======== =======
Net assets at end of year ....................... $ 69,897 $ 47,476 $ 19,499 $ 25,462 $ 19,711 $ 20,200 $ 4,754
======== ======== ======== ======== ======== ======== =======
</TABLE>
<TABLE>
SPECIALIZED MANAGED
ASSET ASSET EQUITY HIGH SOCIAL SMALL
ALLOCATION ALLOCATION INCOME YIELD AWARENESS VALUE CAP
SERIES SERIES SERIES SERIES SERIES SERIES SERIES
-------- -------- -------- ------- ------- ------- -----
<S> <C> <C> <C> <C> <C> <C> <C>
Dividend distributions ............................... $ 381 $ 197 $ 369 $ 17 $ 13 $ -- $--
Expenses (NOTE 2):
Mortality and expense risk fee .................... (229) (146) (474) (10) (78) (10) --
Administrative fee ................................ (27) (18) (57) (1) (9) (1) --
-------- -------- -------- ------- ------- ------- -----
Net investment income (loss) ......................... 125 33 (162) 6 (74) (11) --
Capital gains distributions .......................... 366 129 526 3 354 -- --
Realized gain (loss) on investments .................. 852 555 2,793 19 249 16 --
Unrealized appreciation (depreciation) on
investments ....................................... (576) 978 5,601 43 620 118 3
-------- -------- -------- ------- ------- ------- -----
Net realized and unrealized gain (loss) on
investments ....................................... 642 1,662 8,920 65 1,223 134 3
-------- -------- -------- ------- ------- ------- -----
Net increase in net assets resulting from
operations ........................................ 767 1,695 8,758 71 1,149 123 3
Net assets at beginning of year ...................... 16,285 8,463 24,214 -- 3,239 -- --
Variable annuity deposits (NOTES 2 AND 3) ............ 7,004 9,515 30,843 5,058 7,085 4,871 239
Terminations and withdrawals (NOTES 2 AND 3) ......... (5,837) (2,927) (9,656) (1,382) (1,852) (146) (1)
======== ======== ======== ======= ======= ======= =====
Net assets at end of year ............................ $ 18,219 $ 16,746 $ 54,159 $ 3,747 $ 9,621 $ 4,848 $ 241
======== ======== ======== ======= ======= ======= =====
</TABLE>
SEE ACCOMPANYING NOTES.
<PAGE>
Variable Annuity Account VIII
Statement of Operations and Changes in Net Assets
Year ended December 31, 1996
(IN THOUSANDS)
<TABLE>
<CAPTION>
GROWTH- MONEY WORLDWIDE HIGH GRADE EMERGING
GROWTH INCOME MARKET EQUITY INCOME GROWTH
SERIES SERIES SERIES SERIES SERIES SERIES
-------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Dividend distributions ............................... $ 167 $ 299 $ 619 $ 328 $ 651 $ 13
Expenses (Note 2):
Mortality and expense risk fee .................... (202) (144) (198) (100) (110) (76)
Administrative fee ................................ (24) (17) (23) (12) (13) (9)
-------- -------- -------- -------- -------- --------
Net investment income (loss) ......................... (59) 138 398 216 528 (72)
Capital gains distributions .......................... 1,038 1,447 -- 309 -- 297
Realized gain (loss) on investments .................. 861 338 62 270 (215) 138
Unrealized appreciation (depreciation) on
investments ....................................... 899 (325) 117 105 (298) 182
-------- -------- -------- -------- -------- --------
Net realized and unrealized gain (loss) on
investments ....................................... 2,798 1,460 179 684 (513) 617
-------- -------- -------- -------- -------- --------
Net increase in net assets resulting from
operations ........................................ 2,739 1,598 577 900 15 545
Net assets at beginning of year ...................... 3,825 3,162 2,991 1,441 2,777 1,589
Variable annuity deposits (Notes 2 and 3) ............ 36,931 19,038 52,927 16,001 20,763 13,962
Terminations and withdrawals (Notes 2 and 3) ......... (11,776) (3,246) (40,196) (2,712) (5,096) (5,409)
======== ======== ======== ======== ======== ========
Net assets at end of year ............................ $ 31,719 $ 20,552 $ 16,299 $ 15,630 $ 18,459 $ 10,687
======== ======== ======== ======== ======== ========
<CAPTION>
GLOBAL SPECIALIZED MANAGED ASSET SOCIAL
AGGRESSIVE ASSET ALLOCATION ALLOCATION EQUITY INCOME AWARENESS
BOND SERIES SERIES SERIES SERIES SERIES
------- -------- ------- -------- -------
<S> <C> <C> <C> <C> <C>
Dividend distributions ................................ $ 260 $ 144 $ 39 $ 42 $ 8
Expenses (Note 2):
Mortality and expense risk fee ..................... (30) (145) (72) (189) (20)
Administrative fee ................................. (4) (18) (8) (22) (3)
------- -------- ------- -------- -------
Net investment income (loss) .......................... 226 (19) (41) (169) (15)
Capital gains distributions ........................... 44 67 8 3 41
Realized gain (loss) on investments ................... 156 285 155 622 78
Unrealized appreciation (depreciation) on
investments ........................................ (114) 998 536 2,141 53
------- -------- ------- -------- -------
Net realized and unrealized gain (loss) on
investments ........................................ 86 1,350 699 2,766 172
------- -------- ------- -------- -------
Net increase in net assets resulting from
operations ......................................... 312 1,331 658 2,597 157
Net assets at beginning of year ....................... 923 5,004 2,468 3,102 467
Variable annuity deposits (Notes 2 and 3) ............. 4,266 12,169 6,890 21,963 3,033
Terminations and withdrawals (Notes 2 and 3) .......... (1,576) (2,219) (1,553) (3,448) (418)
------- -------- ------- -------- -------
Net assets at end of year ............................. $ 3,925 $ 16,285 $ 8,463 $ 24,214 $ 3,239
======= ======== ======= ======== =======
</TABLE>
SEE ACCOMPANYING NOTES.
<PAGE>
Variable Annuity Account VIII
Notes to Financial Statements (continued)
1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES
ORGANIZATION
Variable Annuity Account VIII (the Account) is a separate account of Security
Benefit Life Insurance Company (SBL). The Account is registered as a unit
investment trust under the Investment Company Act of 1940, as amended. Deposits
received by the Account are invested in the SBL Fund, a mutual fund not
otherwise available to the public. As directed by the owners, amounts deposited
may be invested in shares of Series A (Growth Series - emphasis on capital
appreciation), Series B (Growth-Income Series - emphasis on capital appreciation
with secondary emphasis on income), Series C (Money Market Series - emphasis on
capital preservation while generating interest income), Series D (Worldwide
Equity Series - emphasis on long-term capital growth through investment in
foreign and domestic common stocks and equivalents), Series E (High Grade Income
Series - emphasis on current income with security of principal), Series J
(Emerging Growth Series - emphasis on capital appreciation), Series K (Global
Aggressive Bond Series - emphasis on high current income with secondary emphasis
on capital appreciation), Series M (Specialized Asset Allocation Series -
emphasis on high total return consisting of capital appreciation and current
income), Series N (Managed Asset Allocation Series - emphasis on high level of
total return), Series O (Equity Income Series - emphasis on substantial dividend
income and capital appreciation), Series P (High Yield Series - emphasis on high
current income with secondary emphasis on capital appreciation through
investment in higher yielding, higher risk debt securities), Series S (Social
Awareness Series - emphasis on capital appreciation), Series V (Value Series -
emphasis on long-term growth of capital) and Series X (Small Cap Series -
emphasis on long-term growth of capital).
Under the terms of the investment advisory contracts, portfolio investments of
the underlying mutual fund are made by Security Management Company, LLC (SMC), a
limited liability company controlled by its members, SBL and Security Benefit
Group, Inc. (SBG), a wholly-owned subsidiary of SBL. SMC has engaged Lexington
Management Corporation to provide sub-advisory services for the Worldwide Equity
Series and Global Aggressive Bond Series, T. Rowe Price Associates, Inc. to
provide sub-advisory services for the Managed Asset Allocation Series and the
Equity Income Series and Meridian Investment Management Corporation to provide
sub-advisory services for the Specialized Asset Allocation Series, and Strong
Capital Management, Inc. to provide sub-advisory services to the Small Cap
Series.
INVESTMENT VALUATION
Investments in mutual fund shares are carried in the balance sheet at market
value (net asset value of the underlying mutual fund). The first-in, first-out
cost method is used to determine gains and losses. Security transactions are
accounted for on the trade date.
The cost of investments purchased and proceeds from investments sold were as
follows:
<TABLE>
<CAPTION>
YEAR ENDED DECEMBER 31
--------------------------------------------------------------------------------------
1997 1996
------------------------------------------ ---------------------------------------
PROCEEDS PROCEEDS
COST OF PURCHASES FROM SALES COST OF PURCHASES FROM SALES
--------------------- ---------------- -------------------- --------------
(IN THOUSANDS)
<S> <C> <C> <C> <C>
Growth Series........................... $68,072 $37,693 $40,767 $14,633
Growth-Income Series.................... 32,751 10,587 22,294 4,917
Money Market Series..................... 68,764 65,588 57,357 44,228
Worldwide Equity Series................. 22,686 12,235 17,845 4,031
High Grade Income Series................ 18,198 17,348 23,119 6,924
Emerging Growth Series.................. 20,611 13,469 15,884 7,106
Global Aggressive Bond Series........... 5,837 4,761 5,138 2,178
Specialized Asset Allocation Series..... 8,157 6,499 13,727 3,729
Managed Asset Allocation Series......... 10,263 3,513 7,768 2,464
Equity Income Series.................... 32,959 11,408 23,567 5,218
High Yield Series....................... 5,127 1,442 - -
Social Awareness Series................. 8,082 2,569 3,333 692
Value Series............................ 5,281 567 - -
Small Cap Series........................ 239 1 - -
</TABLE>
ANNUITY RESERVES
As of December 31, 1997, annuity reserves have not been established because
there are no contracts that have matured and are in the payout stage. Such
reserves would be computed on the basis of published mortality tables using
assumed interest rates that would provide reserves as prescribed by law. In
cases where the payout option selected is life contingent, SBL periodically
recalculates the required annuity reserves, and any resulting adjustment is
either charged or credited to SBL and not to the Account.
REINVESTMENT OF DIVIDENDS
Dividend and capital gains distributions paid by the mutual fund to the Account
are reinvested in additional shares of each respective Series. Dividend income
and capital gains distributions are recorded as income on the ex-dividend date.
FEDERAL INCOME TAXES
Under current law, no federal income taxes are payable with respect to the
Account.
USE OF ESTIMATES
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the amounts reported in the financial statements and accompanying notes.
Actual results could differ from those estimates.
<PAGE>
2. VARIABLE ANNUITY CONTRACT CHARGES
SBL deducts an administrative fee equivalent to an annual rate of 0.15% of the
average daily net asset value of each account. Mortality and expense risks
assumed by SBL are compensated for by a fee equivalent to an annual rate of
1.25% of the net asset value of each contract, of which 0.7% is for assuming
mortality risks and the remainder is for assuming expense risks.
When applicable, an amount for state premium taxes is deducted as provided by
pertinent state law either from the purchase payments or from the amount applied
to effect an annuity at the time annuity payments commence.
3. SUMMARY OF UNIT TRANSACTIONS
UNITS
----------------
YEAR ENDED
DECEMBER 31
1997 1996
----- -----
(IN THOUSANDS)
Growth Series:
Variable annuity deposits ............................. 3,142 2,499
Terminations, withdrawals and expense charges ......... 1,679 802
Growth-Income Series:
Variable annuity deposits ............................. 1,672 1,372
Terminations, withdrawals and expense charges ......... 489 232
Money Market Series:
Variable annuity deposits ............................. 5,746 5,023
Terminations, withdrawals and expense charges ......... 5,512 3,792
Worldwide Equity Series:
Variable annuity deposits ............................. 1,411 1,273
Terminations, withdrawals and expense charges ......... 758 216
High Grade Income Series:
Variable annuity deposits ............................. 1,362 1,846
Terminations, withdrawals and expense charges ......... 1,386 454
Emerging Growth Series:
Variable annuity deposits ............................. 1,285 1,048
Terminations, withdrawals and expense charges ......... 823 410
Global Aggressive Bond Series:
Variable annuity deposits ............................. 424 380
Terminations, withdrawals and expense charges ......... 370 138
Specialized Asset Allocation Series:
Variable annuity deposits ............................. 560 1,089
Terminations, withdrawals and expense charges ......... 466 199
Managed Asset Allocation Series:
Variable annuity deposits ............................. 727 625
Terminations, withdrawals and expense charges ......... 229 142
Equity Income Series:
Variable annuity deposits ............................. 1,964 1,772
Terminations, withdrawals and expense charges ......... 611 275
High Yield Series:
Variable annuity deposits ............................. 434 --
Terminations, withdrawals and expense charges ......... 117 --
Social Awareness Series:
Variable annuity deposits ............................. 436 215
Terminations, withdrawals and expense charges ......... 115 32
Value Series:
Variable annuity deposits ............................. 384 --
Terminations, withdrawals and expense charges ......... 11 --
Small Cap Series:
Variable annuity deposits ............................. 25 --
Terminations, withdrawals and expense charges ......... -- --
<PAGE>
Security Benefit Life Insurance Company and Subsidiaries
Consolidated Financial Statements
Years ended December 31, 1997, 1996 and 1995
CONTENTS - AUDITED CONSOLIDATED FINANCIAL STATEMENTS
Report of Independent Auditors ............................................ 12
Consolidated Balance Sheets ............................................... 13
Consolidated Statements of Income ......................................... 14
Consolidated Statements of Changes in Equity .............................. 15
Consolidated Statements of
Cash Flows ................................................................ 16
Notes to Consolidated Financial Statements ................................ 18
REPORT OF INDEPENDENT AUDITORS
The Board of Directors
Security Benefit Life Insurance Company
We have audited the accompanying consolidated balance sheets of Security
Benefit Life Insurance Company and Subsidiaries (the Company) as of December
31, 1997 and 1996, and the related consolidated statements of income,
changes in equity and cash flows for each of the three years in the period
ended December 31, 1997. These financial statements are the responsibility
of the Company's management. Our responsibility is to express an opinion on
these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements.
An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the consolidated financial position of Security
Benefit Life Insurance Company and Subsidiaries at December 31, 1997 and
1996, and the consolidated results of their operations and their cash flows
for each of the three years in the period ended December 31, 1997, in
conformity with generally accepted accounting principles.
Ernst & Young LLP
Kansas City, Missouri
February 6, 1998
<PAGE>
SECURITY BENEFIT LIFE INSURANCE COMPANY AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
December 31,
1997 1996
---------- -----------
(In Thousands)
ASSETS
Investments:
Securities available-for-sale:
Fixed maturities ................... $1,650,324 $ 1,805,066
Equity securities .................. 120,508 89,188
Fixed maturities held-to-maturity .. 452,411 528,045
Mortgage loans ..................... 64,251 66,611
Real estate ........................ 3,056 4,000
Policy loans ....................... 85,758 106,822
Cash and cash equivalents .......... 30,896 8,310
Other invested assets .............. 42,395 40,531
---------- -----------
Total investments .................................. 2,449,599 2,648,573
Accrued investment income .......................... 30,034 32,161
Accounts receivable ................................ 6,278 4,256
Reinsurance recoverable 408,096 92,197
Property and equipment, net ........................ 19,669 18,592
Deferred policy acquisition costs .................. 159,441 216,918
Other assets ....................................... 20,909 24,939
Separate account assets ............................ 3,716,639 2,802,927
---------- -----------
$6,810,665 $ 5,840,563
========== ===========
Liabilities and equity
Liabilities:
Policy reserves and annuity account values . $2,439,713 $ 2,497,998
Policy and contract claims ................. 10,955 10,607
Other policyholder funds ................... 21,582 24,073
Accounts payable and accrued expenses ...... 23,576 18,003
Income taxes payable:
Current ........................... 10,960 6,686
Deferred ........................... 58,261 54,847
Long-term debt and other borrowings ........ 65,000 65,000
Other liabilities .......................... 29,098 11,990
Separate account liabilities ............... 3,716,639 2,793,911
---------- -----------
Total liabilities .................................. 6,375,784 5,483,115
Equity:
Retained earnings .......................... 409,432 357,927
Unrealized gain (loss) on securities
available-for-sale, net .................. 25,449 (479)
---------- -----------
Total equity ....................................... 434,881 357,448
---------- -----------
$6,810,665 $ 5,840,563
========== ===========
See accompanying notes to consolidated financial statements.
<PAGE>
SECURITY BENEFIT LIFE INSURANCE COMPANY AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
<TABLE>
<CAPTION>
Year ended December 31
1997 1996 1995
-------- --------- --------
(In Thousands)
Revenues:
<S> <C> <C> <C>
Insurance premiums and other considerations ........................ $ 24,640 $ 28,848 $ 49,608
Net investment income .............................................. 184,975 194,783 182,012
Asset based fees ................................................... 72,025 55,977 40,652
Other product charges .............................................. 9,163 10,470 10,412
Realized gains (losses) on investments ............................. 4,929 (244) 3,876
Other revenues ..................................................... 21,389 24,391 22,164
-------- --------- --------
Total revenues ............................................................. 317,121 314,225 308,724
Benefits and expenses:
Annuity and interest sensitive life benefits:
Interest credited to account balances ............................ 102,640 108,705 113,700
Benefit claims in excess of account balances ..................... 4,985 7,541 6,808
Traditional life insurance benefits ................................ 3,966 6,474 7,460
Supplementary contract payments .................................... 9,660 11,121 11,508
Increase in traditional life reserves .............................. 7,050 8,580 13,212
Dividends to policyholders ......................................... 1,608 2,374 2,499
Other benefits ..................................................... 19,699 20,790 22,379
-------- --------- --------
Total benefits ............................................................. 149,608 165,585 177,566
Commissions and other operating expenses ................................... 56,933 52,044 48,305
Amortization of deferred policy acquisition costs .......................... 26,179 25,930 26,628
Interest expense ........................................................... 5,305 4,285 7
Restructuring expenses ..................................................... 2,643 -- --
Other expenses ............................................................. 3,381 1,667 1,099
-------- --------- --------
Total benefits and expenses ................................................ 244,049 249,511 253,605
-------- --------- --------
Income before income taxes ................................................. 73,072 64,714 55,119
Income taxes ............................................................... 21,567 20,871 17,927
-------- --------- --------
Net income ................................................................. $ 51,505 $ 43,843 $ 37,192
======== ========= ========
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
Security Benefit Life Insurance Company and Subsidiaries
Consolidated Statements of Changes in Equity
<TABLE>
<CAPTION>
Year ended December 31
1997 1996 1995
--------- --------- ---------
(In Thousands)
<S> <C> <C> <C>
Retained earnings:
Beginning of year ............................ $ 357,927 $ 314,084 $ 276,892
Net income ................................... 51,505 43,843 37,192
--------- --------- ---------
End of year .................................. 409,432 357,927 314,084
Unrealized gain (loss) on securities
available-for-sale, net:
Beginning of year ............................ (479) 11,607 (48,466)
Change in unrealized gain (loss) on securities
available-for-sale, net ....................... 25,928 (12,086) 60,073
--------- --------- ---------
End of year ..................................... 25,449 (479) 11,607
Total equity .................................... $ 434,881 $ 357,448 $ 325,691
========= ========= =========
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
Security Benefit Life Insurance Company and Subsidiaries
Consolidated Statements of Cash Flows
<TABLE>
<CAPTION>
Year ended December 31
1997 1996 1995
----------- ----------- ---------
(In Thousands)
Operating activities
<S> <C> <C> <C>
Net income ............................................................ $ 51,505 $ 43,843 $ 37,192
Adjustments to reconcile net income to net
cash provided by operating activities:
Annuity and interest sensitive life products:
Interest credited to account balances ................. 102,640 108,705 113,700
Charges for mortality and administration .............. (10,582) (13,115) (16,585)
(Decrease) increase in traditional life policy reserves ....... (3,101) 10,697 2,142
Decrease (increase) in accrued investment income .............. 2,127 (1,538) (4,573)
Policy acquisition costs deferred ............................. (37,999) (36,865) (33,021)
Policy acquisition costs amortized ............................ 26,179 25,930 26,628
Accrual of discounts on investments ........................... (2,818) (3,905) (3,421)
Amortization of premiums on investments ...................... 9,138 11,284 9,782
Depreciation and amortization ................................. 3,959 3,748 3,750
Other ......................................................... (8,444) (3,379) (4,225)
----------- ----------- ---------
Net cash provided by operating activities ............................. 132,604 145,405 131,369
Investing activities
Sale, maturity or repayment of investments:
Fixed maturities available-for-sale ........................... 368,901 870,240 517,480
Fixed maturities held-to-maturity ............................. 124,013 58,874 59,873
Equity securities available-for-sale .......................... 48,495 3,643 10,242
Mortgage loans ................................................ 3,739 12,545 23,248
Real estate ................................................... 946 2,935 3,173
Short-term investments ........................................ -- 20,069 229,871
Separate account assets ...................................... 9,180 5,214 --
Other invested assets ......................................... 7,865 6,224 22,839
----------- ----------- ---------
563,139 979,744 866,726
Acquisition of investments:
Fixed maturities available-for-sale ........................... (219,736) (936,376) (591,121)
Fixed maturities held-to-maturity ............................. (1,188) (52,422) (125,276)
Equity securities available-for-sale .......................... (67,004) (68,222) (7,500)
Mortgage loans ................................................ (1,447) (4,538) (4,179)
Real estate ................................................... (712) (2,637) (1,511)
Short-term investments ........................................ -- (19,070) (180,259)
Separate account assets ....................................... -- -- (12,000)
Other invested assets ......................................... (7,518) (3,712) (31,861)
----------- ----------- ---------
(297,605) (1,086,977) (953,707)
Purchase of property and equipment ............................ (4,144) (1,879) (2,036)
Net increase in policy loans .................................. (8,654) (6,370) (8,058)
----------- ----------- ---------
Net cash transferred per coinsurance agreement ................ (218,043) -- (16,295)
----------- ----------- ---------
</TABLE>
<TABLE>
<CAPTION>
Year ended December 31
1997 1996 1995
--------- --------- ---------
<S> <C> <C> <C>
(In Thousands)
Financing activities
Issuance of long-term debt ...................... $ -- $ 65,000 $ --
Annuity and interest sensitive life products:
Deposits credited to account balances ... 167,517 202,129 234,321
Withdrawals from account balances ....... (312,228) (305,530) (251,647)
--------- --------- ---------
Net cash used in financing activities ........... (144,711) (38,401) (17,326)
--------- --------- ---------
Increase (decrease) in cash and cash equivalents 22,586 (8,478) 673
Cash and cash equivalents at beginning of year .. 8,310 16,788 16,115
--------- --------- ---------
Cash and cash equivalents at end of year ........ $ 30,896 $ 8,310 $ 16,788
========= ========= =========
Supplemental disclosures of cash flow information
Cash paid during the year for:
Interest ................................ $ 5,307 $ 2,966 $ 120
========= ========= =========
Income taxes ............................ $ 27,920 $ 16,213 $ 11,551
========= ========= =========
Supplemental disclosures of noncash investing
and financing activities
Conversion of mortgage loans to real estate
owned ........................................... $ -- $ 844 $ --
========= ========= =========
</TABLE>
See accompanying notes to consolidated financial statements.
NOTES TO FINANCIAL STATEMENTSDecember 31, 1997
1. SIGNIFICANT ACCOUNTING POLICIES
ORGANIZATION
Security Benefit Life Insurance Company (SBL or the Company) is a
Kansas-domiciled mutual life insurance company whose insurance operations
are licensed to sell insurance products in 50 states. The Company offers a
diversified portfolio comprised primarily of individual and group annuities
and mutual fund products through multiple distribution channels. In recent
years, the Company's new business activities have increasingly been
concentrated in the individual flexible premium variable annuity markets.
The Company intends to modify its organizational structure by forming a
Kansas mutual holding company to be named Security Benefit Mutual Holding
Company. The Company will convert to a stock life insurance company and
continue to operate under its current name. All capital stock shares of the
reorganized stock life insurance company will be issued to and owned by a
newly created intermediate stock holding company Security Benefit
Corporation. Initially, Security Benefit Mutual Holding Company will own all
of the voting stock of Security Benefit Corporation. Kansas law requires
that Security Benefit Mutual Holding Company hold at least 51% of the
outstanding voting stock of the stock life insurance company (except to the
extent qualifying shares are required by the Kansas Insurance Code to be
held by directors of an insurance company admitted and authorized to do
business in Kansas). The conversion plan is subject to approval of the
Kansas Insurance Department and the policyholders of the Company.
BASIS OF PRESENTATION
The consolidated financial statements include the operations and accounts of
Security Benefit Life Insurance Company and its wholly-owned subsidiaries,
including Security Benefit Group, Inc., First Security Benefit Life
Insurance and Annuity Company of New York, Security Management Company, LLC,
Security Distributors, Inc., Security Benefit Academy, Inc. and Creative
Impressions, Inc. Significant intercompany transactions have been eliminated
in consolidation.
USE OF ESTIMATES
The preparation of consolidated financial statements requires management to
make estimates and assumptions that affect amounts reported in the
consolidated financial statements and accompanying notes. Actual results
could differ from those estimates.
INVESTMENTS
Fixed maturities are classified as either held-to-maturity or
available-for-sale. Fixed maturities are classified as held-to-maturity when
the Company has the positive intent and ability to hold the securities to
maturity. Held-to-maturity securities are stated at amortized cost, adjusted
for amortization of premiums and accrual of discounts. Such amortization and
accrual on these securities are included in investment income. Fixed
maturities not classified as held-to-maturity are classified as
available-for-sale. Available-for-sale fixed maturities are stated at fair
value with any unrealized gain or loss, net of deferred policy acquisition
costs (DPAC) and deferred income taxes, reported as a separate component of
equity. The DPAC offsets to the unrealized gain or loss represent valuation
adjustments or restatements of DPAC that would have been required as a
charge or credit to operations had such unrealized amounts been realized.
The amortized cost of fixed maturities classified as available-for-sale is
adjusted for amortization of premiums and accrual of discounts. Premiums and
discounts are recognized over the estimated lives of the assets adjusted for
prepayment activity.
Equity securities consisting of common stocks, mutual funds and
nonredeemable preferred stock are classified as available-for-sale and
stated at fair value. Mortgage loans and short-term investments are reported
at amortized cost. Real estate investments are carried at the lower of
depreciated cost or estimated realizable value. Policy loans are reported at
unpaid principal. Investments accounted for by the equity method include
investments in, and advances to, various joint ventures and partnerships.
Realized gains and losses on sales of investments are recognized in revenues
on the specific identification method. The operations of the Company are
subject to risk resulting from interest rate fluctuations to the extent that
there is a difference between the amount of the Company's interest-earning
assets and the amount of interest-bearing liabilities that are
prepaid/withdrawn, mature or reprice in specified periods. The principal
objective of the Company's asset/liability management activities is to
provide maximum levels of net investment income while maintaining acceptable
levels of interest rate and liquidity risk and facilitating the funding
needs of the Company. The Company periodically may use derivative financial
instruments to modify its interest sensitivity to levels deemed to be
appropriate based on the Company's current economic outlook.
Such derivative financial instruments are for purposes other than trading
and classified as available-for-sale in accordance with Statement of
Financial Accounting Standards (SFAS) No. 115, "Accounting for Certain
Investments in Debt and Equity Securities." Accordingly, these instruments
are stated at fair value with the change in fair value reported as a
separate component of equity.
DEFERRED POLICY ACQUISITION COSTS
To the extent recoverable from future policy revenues and gross profits,
commissions and other policy-issue, underwriting and marketing costs that
are primarily related to the acquisition or renewal of traditional life
insurance, interest sensitive life and deferred annuity business have been
deferred. Traditional life insurance deferred policy acquisition costs are
being amortized in proportion to premium revenues over the premium-paying
period of the related policies using assumptions consistent with those used
in computing policy benefit reserves.
For interest sensitive life and deferred annuity business, deferred policy
acquisition costs are amortized in proportion to the present value
(discounted at the crediting rate) of expected gross profits from
investment, mortality and expense margins. That amortization is adjusted
retrospectively when estimates of current or future gross profits to be
realized from a group of products are revised.
CASH EQUIVALENTS
For purposes of the statement of cash flows, the Company considers
certificates of deposits with original maturities of 90 days or less to be
cash equivalents.
PROPERTY AND EQUIPMENT
Property and equipment, including home office real estate, furniture and
fixtures, and data processing hardware and related systems, are recorded at
cost, less accumulated depreciation. The provision for depreciation of
property and equipment is computed using the straight-line method over the
estimated lives of the related assets.
SEPARATE ACCOUNTS
The separate account assets and liabilities reported in the accompanying
balance sheets represent funds that are separately administered for the
benefit of contractholders who bear the investment risk. The separate
account assets and liabilities are carried at fair value. Revenues and
expenses related to separate account assets and liabilities, to the extent
of benefits paid or provided to the separate account contractholders, are
excluded from the amounts reported in the consolidated statements of income.
Investment income and gains or losses arising from separate accounts accrue
directly to the contractholders and are, therefore, not included in
investment earnings in the accompanying statements of income. Revenues to
the Company from the separate accounts consist principally of contract
maintenance charges, administrative fees, and mortality and expense risk
charges.
POLICY RESERVES AND ANNUITY ACCOUNT VALUES
Liabilities for future policy benefits for traditional life and reinsurance
products are computed using a net level premium method, including
assumptions as to investment yields, mortality and withdrawals, and other
assumptions that approximate expected experience.
Liabilities for future policy benefits for interest sensitive life and
deferred annuity products represent accumulated contract values without
reduction for potential surrender charges and deferred front-end contract
charges that are amortized over the life of the policy. Interest on
accumulated contract values is credited to contracts as earned. Crediting
rates ranged from 3.8% to 7.25% during 1997, 3.5% to 7.25% during 1996 and
4% to 7.75% during 1995.
INCOME TAXES
Income taxes have been provided using the liability method in accordance
with SFAS No. 109, "Accounting for Income Taxes." Under that method,
deferred tax assets and liabilities are determined based on differences
between the financial reporting and income tax bases of assets and
liabilities and are measured using the enacted tax rates and laws. Deferred
income tax expenses or credits reflected in the Company's statements of
income are based on the changes in deferred tax assets or liabilities from
period to period (excluding unrealized gains and losses on securities
available-for-sale).
RECOGNITION OF REVENUES
Traditional life insurance products include whole life insurance, term life
insurance and certain annuities. Premiums for these traditional products are
recognized as revenues when due. Revenues from interest sensitive life
insurance products and deferred annuities consist of policy charges for the
cost of insurance, policy administration charges and surrender charges
assessed against contractholder account balances during the period.
RESTRUCTURING EXPENSES
Restructuring expenses include costs relating to the mutual holding company
conversion and termination benefits provided to certain associates under an
early retirement program.
FAIR VALUES OF FINANCIAL INSTRUMENTS
The following methods and assumptions were used by the Company in estimating
its fair value disclosures for financial instruments:
o Cash and cash equivalents: The carrying amounts reported in the balance
sheet for these instruments approximate their fair values.
o Investment securities: Fair values for fixed maturities are based on
quoted market prices, if available. For fixed maturities not actively
traded, fair values are estimated using values obtained from independent
pricing services or estimated by discounting expected future cash flows
using a current market rate applicable to the yield, credit quality and
maturity of the investments. The fair values for equity securities are
based on quoted market prices.
o Mortgage loans and policy loans: Fair values for mortgage loans and
policy loans are estimated using discounted cash flow analyses based on
market interest rates for similar loans to borrowers with similar credit
ratings. Loans with similar characteristics are aggregated for purposes
of the calculations.
o Investment-type contracts: Fair values for the Company's liabilities
under investment-type insurance contracts are estimated using the
assumption reinsurance method, whereby the amount of statutory profit
the assuming company would realize from the business is calculated.
Those amounts are then discounted at a rate of return commensurate with
the rate presently offered by the Company on similar contracts.
o Long-term debt: Fair values for long-term debt are estimated using
discounted cash flow analyses based on current borrowing rates for
similar types of borrowing arrangements.
2. INVESTMENTS
Information as to the amortized cost, gross unrealized gains and losses, and
fair values of the Company's portfolio of fixed maturities and equity
securities at December 31, 1997 and 1996 is as follows:
<TABLE>
<CAPTION>
December 31, 1997
-------------------------------------------------
Gross Gross
Amortized Unrealized Unrealized Fair
Cost Gains Losses Value
---------- ---------- ---------- ----------
(In Thousands)
<S> <C> <C> <C> <C>
AVAILABLE-FOR-SALE
U.S. Treasury securities and obligations of U.S.
government corporations and agencies .............. $ 214,088 $ 3,313 $ -- $ 217,401
Obligations of states and political subdivisions .. 23,753 1,320 8 25,065
Special revenue and assessment .................... 255 45 -- 300
Corporate securities .............................. 742,123 27,986 1,674 768,435
Mortgage-backed securities ........................ 510,991 11,429 2,137 520,283
Asset-backed securities ........................... 117,907 1,030 97 118,840
-------------------------------------------------
Totals ............................................ $1,609,117 $ 45,123 $ 3,916 $1,650,324
=================================================
Equity securities ................................. $ 109,763 $ 11,220 $ 475 $ 120,508
=================================================
HELD-TO-MATURITY
Obligations of states and political subdivisions .. $ 74,802 $ 2,094 $ 30 $ 76,866
Corporate securities .............................. 108,609 5,295 201 113,703
Mortgage-backed securities ........................ 227,131 2,725 364 229,492
Asset-backed securities ........................... 41,869 297 1 42,165
Totals ............................................ $ 452,411 $ 10,411 $ 596 $ 462,226
<PAGE>
<CAPTION>
December 31, 1996
-------------------------------------------------
Gross Gross
Amortized Unrealized Unrealized Fair
Cost Gains Losses Value
---------- ---------- ---------- ----------
(In Thousands)
AVAILABLE-FOR-SALE
U.S. Treasury securities and obligations of U.S. .....
government corporations and agencies ................. $ 173,884 $ 414 $ 1,431 $ 172,867
Obligations of states and political subdivisions ..... 23,244 361 705 22,900
Special revenue and assessment ....................... 330 -- -- 330
Corporate securities ................................. 863,124 13,758 18,651 858,231
Mortgage-backed securities ........................... 627,875 9,091 9,308 627,658
Asset-backed securities .............................. 122,523 832 275 123,080
=================================================
Totals ............................................... $1,810,980 $ 24,456 $ 30,370 $1,805,066
=================================================
Equity securities .................................... $ 86,991 $ 2,422 $ 225 $ 89,188
HELD-TO-MATURITY
Obligations of states and political subdivisions ..... $ 81,791 $ 463 $ 1,036 $ 81,218
Special revenue and assessment ....................... 420 -- -- 420
Corporate securities ................................. 128,487 2,003 1,830 128,660
Mortgage-backed securities ........................... 264,155 2,121 1,347 264,929
Asset-backed securities .............................. 53,192 382 97 53,477
-------------------------------------------------
Totals ............................................... $ 528,045 $ 4,969 $ 4,310 $ 528,704
=================================================
</TABLE>
The change in the Company's unrealized gain (loss) on fixed maturities was
$56,277,000, $(51,773,000) and $220,048,000 during 1997, 1996 and 1995,
respectively; the corresponding amounts for equity securities were $8,588,000,
$1,595,000 and $1,034,000 during 1997, 1996 and 1995, respectively.
The amortized cost and fair value of fixed maturities at December 31, 1997, by
contractual maturity, are shown below. Expected maturities may differ from
contractual maturities because borrowers may have the right to call or prepay
obligations with or without call or prepayment penalties.
<TABLE>
<CAPTION>
Available-For-Sale Held-To-Maturity
----------------------- --------------------
Amortized Fair Amortized Fair
Cost Value Cost Value
---------- ---------- -------- --------
(In Thousands)
<S> <C> <C> <C> <C>
Due in one year or less ............. $ 33,328 $ 33,578 $ -- $ --
Due after one year through five years 202,757 206,870 6,821 6,947
Due after five years through 10 years 455,242 466,263 37,726 38,995
Due after 10 years .................. 288,892 304,490 138,864 144,627
Mortgage-backed securities .......... 510,991 520,283 227,131 229,492
Asset-backed securities ............. 117,907 118,840 41,869 42,165
---------- ---------- -------- --------
$1,609,117 $1,650,324 $452,411 $462,226
========== ========== ======== ========
</TABLE>
<PAGE>
Major categories of net investment income for the years ended December 31,
1997, 1996 and 1995 are summarized as follows:
1997 1996 1995
--------- -------- --------
(In Thousands)
Interest on fixed maturities ..... $ 167,646 $174,592 $165,684
Dividends on equity securities ... 7,358 5,817 1,309
Interest on mortgage loans ....... 6,017 6,680 7,876
Interest on policy loans ......... 6,282 6,372 5,927
Interest on short-term investments 2,221 1,487 2,625
Other ............................ (166) 4,199 2,740
Total investment income .......... 189,358 199,147 186,161
Investment expenses .............. 4,383 4,364 4,149
----------------------------------
Net investment income ............ $ 184,975 $194,783 $182,012
==================================
Proceeds from sales of fixed maturities and equity securities and related
realized gains and losses, including valuation adjustments, for the years
ended December 31, 1997, 1996 and 1995 are as follows:
1997 1996 1995
-------- -------- --------
(In Thousands)
Proceeds from sales ....... $333,498 $393,189 $310,590
Gross realized gains ...... 11,889 9,407 5,901
Gross realized losses ..... 6,640 9,723 3,361
Net realized gains (losses) for the years ended December 31, 1997, 1996 and
1995 consist of the following:
1997 1996 1995
------- ------- ------
(In Thousands)
Fixed maturities ............... $ 861 $(1,329) $1,805
Equity securities .............. 4,388 1,013 735
Other .......................... (320) 72 1,336
-------------------------------------
Total realized gains (losses) .. $ 4,929 $ (244) $3,876
=====================================
There were no deferred losses at December 31, 1997, and $2.2 million at
December 31, 1996, resulting from terminated and expired futures contracts.
These are included in fixed maturities and amortized as an adjustment to net
investment income. There were no outstanding agreements to sell securities
at December 31, 1997 or 1996.
The composition of the Company's portfolio of fixed maturities by quality
rating at December 31, 1997 is as follows:
Quality Rating Carrying Amount %
- --------------------------------- ---------- ------
(In Thousands)
AAA ..................... $1,024,624 48.73%
AA ...................... 161,469 7.68
A ....................... 396,387 18.85
BBB ..................... 329,371 15.66
Noninvestment grade...... 190,884 9.08
---------- ------
$2,102,735 100.00%
================================
<PAGE>
The Company has a diversified portfolio of commercial and residential
mortgage loans outstanding in 14 states. The loans are somewhat
geographically concentrated in the midwestern and southwestern United States
with the largest outstanding balances at December 31, 1997 being in the
states of Kansas (31%), Iowa (16%) and Texas (14%).
3. EMPLOYEE BENEFIT PLANS
Substantially all Company employees are covered by a qualified,
noncontributory defined benefit pension plan sponsored by the Company and
certain of its affiliates. Benefits are based on years of service and an
employee's highest average compensation over a period of five consecutive
years during the last 10 years of service. The Company's policy has been to
contribute funds to the plan in amounts required to maintain sufficient plan
assets to provide for accrued benefits. In applying this general policy, the
Company considers, among other factors, the recommendations of its
independent consulting actuaries, the requirements of federal pension law
and the limitations on deductibility imposed by federal income tax law. The
Company records pension cost in accordance with the provisions of SFAS No.
87, "Employers' Accounting for Pensions."
Pension cost for the plan for the years ended December 31, 1997, 1996 and
1995 is summarized below and includes termination benefit costs, a
significant portion of which were reflected as a reduction of the gain
recognized upon the sale of the block of life insurance business described
in Note 4.
1997 1996 1995
------- ------- -------
(In Thousands)
Service cost ................. $ 641 $ 670 $ 528
Interest cost ................ 721 587 508
Actual return on plan assets . (1,892) (1,064) (1,568)
Net amortization and deferral 990 284 900
Termination benefits ......... 1,539 -- --
-----------------------------------
Net pension cost ............. $ 1,999 $ 477 $ 368
===================================
The funded status of the plan as of December 31, 1997 and 1996 was as follows:
December 31
1997 1996
-------- --------
(In Thousands)
Actuarial present value of benefit obligations:
Vested benefit obligation ................. $ (8,191) $ (6,059)
Non-vested benefit obligation ............. (865) (202)
-----------------------
Accumulated benefit obligation ............ (9,056) (6,261)
Excess of projected benefit obligation
over accumulated benefit obligation ..... (3,431) (2,961)
Projected benefit obligation .............. (12,487) (9,222)
Plan assets, at fair market value .......... 11,279 10,085
-----------------------
Plan assets greater than (less than) projected
benefit obligation ...................... (1,208) 863
Unrecognized net loss ...................... 1,819 1,007
Unrecognized prior service cost ............ 642 700
Unrecognized net asset established at the
date of initial application .............. (1,657) (1,841)
-----------------------
Net (accrued) prepaid pension cost ......... $ (404) $ 729
=======================
<PAGE>
Assumptions were as follows:
<TABLE>
<CAPTION>
1997 1996 1995
---- ---- ----
<S> <C> <C> <C>
Weighted average discount rate .......................... 7.25% 7.75% 7.5%
Weighted average rate of increase in compensation
for participants age 45 and older ....................... 4.5 4.5 4.5
Weighted average expected long-term return on plan assets 9.0 9.0 9.0
</TABLE>
Compensation rates that vary by age for participants under age 45 were used
in determining the actuarial present value of the projected benefit
obligation in 1997. Plan assets are invested in a diversified portfolio of
affiliated mutual funds that invest in equity and debt securities.
In addition to the Company's defined benefit pension plan, the Company
provides certain medical and life insurance benefits to full-time employees
who have retired after the age of 55 with five years of service. The plan is
contributory, with retiree contributions adjusted annually and contains
other cost-sharing features such as deductibles and coinsurance.
Contributions vary based on the employee's years of service earned after age
40. The Company's portion of the costs is frozen after 1996 with all future
cost increases passed on to the retirees. Retirees in the plan prior to July
1, 1993 are covered 100% by the Company.
Retiree medical care and life insurance cost for the total plan for the
years ended December 31, 1997, 1996 and 1995 is summarized below and
includes termination benefit costs, a significant portion of which were
reflected as a reduction of the gain recognized upon the sale of the block
of life insurance business described in Note 4.
1997 1996 1995
----- ---- ----
(In Thousands)
Service cost .................. $ 155 $157 $151
Interest cost ................. 291 280 305
Net amortization .............. (32) -- --
Termination benefits .......... 372 -- --
--------------------------------
$ 786 $437 $456
================================
The funded status of the plan as of December 31, 1997 and 1996 was as follows:
1997 1996
------- -------
(In Thousands)
Accumulated postretirement benefit
obligation:
Retirees ......................... $(2,595) $(2,498)
Active participants:
Retirement eligible .............. (666) (568)
Others ........................... (1,100) (1,023)
-----------------------
(4,361) (4,089)
Unrecognized net gain .................... (692) (348)
-----------------------
Accrued postretirement benefit cost ...... $(5,053) $(4,437)
=======================
The annual assumed rate of increase in the per capita cost of covered
benefits is 9% for 1997 and is assumed to decrease gradually to 5% for 2001
and remain at that level thereafter. The health care cost trend rate has a
significant effect on the amount reported. For example, increasing the
assumed health care cost trend rates by one percentage point each year would
increase the accumulated postretirement benefit obligation as of December
31, 1997 by $201,000 and the aggregate of the service and interest cost
components of net periodic postretirement benefit cost for 1997 by $55,000.
The discount rate used in determining the accumulated postretirement benefit
obligation was 7.25%, 7.75% and 7.5% at December 31, 1997, 1996 and 1995,
respectively.
The Company has a profit-sharing and savings plan for which substantially
all employees are eligible after one year of employment with the Company.
Contributions for profit sharing are based on a formula established by the
Board of Directors with pro rata allocation among employees based on
salaries. The savings plan is a tax-deferred, 401(k) retirement plan.
Employees may contribute up to 10% of their eligible compensation. The
Company matches 50% of the first 6% of the employee contributions. Employee
contributions are fully vested, and Company contributions are vested over a
five-year period. Company contributions to the profit-sharing and savings
plan charged to operations were $1,857,000, $1,783,000 and $1,567,000 for
1997, 1996 and 1995, respectively.
4. REINSURANCE
The Company assumes and cedes reinsurance with other companies to provide
for greater diversification of business, allow management to control
exposure to potential losses arising from large risks, and provide
additional capacity for growth. The Company's maximum retention on any one
life is $500,000. The Company does not use financial or surplus relief
reinsurance. Life insurance in force ceded at December 31, 1997 and 1996 was
$7.4 billion and $4 billion, respectively.
Principal reinsurance transactions for the years ended December 31, 1997,
1996 and 1995 are summarized as follows:
1997 1996 1995
------- ------- ------
(In Thousands)
Reinsurance ceded:
Premiums paid ............ $33,872 $25,442 $5,305
================================
Commissions received ..... $ 4,636 $ 4,669 $ 230
================================
Claim recoveries ......... $14,581 $ 5,235 $3,089
================================
In the accompanying financial statements, premiums, benefits, settlement
expenses and deferred policy acquisition costs are reported net of
reinsurance ceded; policy liabilities and accruals are reported gross of
reinsurance ceded. The Company remains liable to policyholders if the
reinsurers are unable to meet their contractual obligations under the
applicable reinsurance agreements. To minimize its exposure to significant
losses from reinsurance insolvencies, the Company evaluates the financial
condition of its reinsurers and monitors concentrations of credit risk
arising from similar geographic regions, activities or economic
characteristics of reinsurers. At December 31, 1997 and 1996, the Company
had established a receivable totaling $408,096,000 and $92,197,000 for
reserve credits, reinsurance claims and other receivables from its
reinsurers. Substantially all of these receivables are collateralized by
assets of the reinsurers held in trust. The amount of reinsurance assumed is
not significant.
In 1997, the Company transferred, though a 100% coinsurance agreement, $318
million in policy reserves and claim liabilities reduced by a ceding
commission of $63 million and other related items. The agreement related to
a block of universal life and traditional life insurance business. The
Company recorded a pretax gain of $14,625,000 which is deferred in other
liabilities and amortized to income over the estimated life of the business
transferred.
In prior years, the Company was involved in litigation arising out of its
participation from 1986 to 1990 in a reinsurance pool. The litigation
related to the pool manager and a reinsurance intermediary placing major
medical business in the pool without authorization. During 1993, the Company
settled the major medical portion of the pool's activity with no significant
adverse effect on the Company. The nonmajor medical business placed in the
pool has experienced significant losses. At December 31, 1997, the Company
believes adequate provision has been made for such losses.
5. INCOME TAXES
The Company files a life/nonlife consolidated federal income tax return. The
provision for income taxes includes current federal income tax expense or
benefit and deferred income tax expense or benefit due to temporary
differences between the financial reporting and income tax bases of assets
and liabilities. Such differences relate principally to liabilities for
future policy benefits and accumulated contract values, deferred
compensation, deferred policy acquisition costs, postretirement benefits,
deferred selling commissions, depreciation expense and unrealized gains
(losses) on securities available-for-sale.
Income tax expense consists of the following for the years ended December
31, 1997, 1996 and 1995:
1997 1996 1995
-------- ------- -------
(In Thousands)
Current ........... $ 32,194 $12,528 $15,200
Deferred .......... (10,627) 8,343 2,727
-------------------------------------------
$ 21,567 $20,871 $17,927
===========================================
The provision for income taxes differs from the amount computed at the
statutory federal income tax rate due primarily to dividends received
deductions and tax credits.
Net deferred tax assets or liabilities consist of the following:
December 31
--------------------
1997 1996
------- -------
(In Thousands)
Deferred tax assets:
Future policy benefits .................. $ 9,869 $20,487
Net unrealized depreciation on
securities available-for-sale ........ -- 1,409
Guaranty fund assessments ............... 1,250 1,400
Employee benefits ....................... 6,487 4,852
Deferred gain on coinsurance agreement .. 4,970 --
Other ................................... 7,497 4,620
---------------------
Total deferred tax assets .................. 30,073 32,768
Deferred tax liabilities:
Deferred policy acquisition costs ....... 53,173 69,647
Net unrealized appreciation on
securities available-for-sale ........ 18,115 --
Deferred gain on investments ............ 8,378 10,446
Depreciation ............................ 1,935 2,061
Other ................................... 6,733 5,461
---------------------
Total deferred tax liabilities ............. 88,334 87,615
---------------------
Net deferred tax liabilities ............... $58,261 $54,847
=====================
6. CONDENSED FAIR VALUE INFORMATION
SFAS No. 107, "Disclosures about Fair Value of Financial Instruments,"
requires disclosures of fair value information about financial instruments,
whether recognized or not recognized in a company's balance sheet, for which
it is practicable to estimate that value. The methods and assumptions used
by the Company to estimate the following fair value disclosures for
financial instruments are set forth in Note 1.
SFAS No. 107 excludes certain insurance liabilities and other nonfinancial
instruments from its disclosure requirements. However, the liabilities under
all insurance contracts are taken into consideration in the Company's
overall management of interest rate risk that minimizes exposure to changing
interest rates through the matching of investment maturities with amounts
due under insurance contracts. The fair value amounts presented herein do
not include an amount for the value associated with customer or agent
relationships, the expected interest margin (interest earnings in excess of
interest credited) to be earned in the future on investment-type products or
other intangible items. Accordingly, the aggregate fair value amounts
presented herein do not necessarily represent the underlying value of the
Company; likewise, care should be exercised in deriving conclusions about
the Company's business or financial condition based on the fair value
information presented herein.
<TABLE>
<CAPTION>
December 31, 1997 December 31, 1996
----------------------- -----------------------
Carrying Fair Carrying Fair
Amount Value Amount Value
---------- ---------- ---------- ----------
(In Thousands)
<S> <C> <C> <C> <C>
Investments:
Mortgage loans ............... $ 64,251 $ 66,454 $ 66,611 $ 69,004
Policy loans ................. 85,758 85,993 106,822 108,685
Liabilities:
Supplementary contracts
without life contingencies . 29,890 30,189 33,225 33,803
Individual and group annuities 1,894,605 1,713,509 1,942,697 1,767,692
Long-term debt ............... 65,000 71,793 65,000 67,683
</TABLE>
7. COMMITMENTS AND CONTINGENCIES
The Company leases various equipment under several operating lease
agreements. Total expense for all operating leases amounted to $1,018,000,
$1,108,000 and $802,000 for the years ended December 31, 1997, 1996 and
1995, respectively. The Company has aggregate future lease commitments at
December 31, 1997 of $3,906,000 for noncancelable operating leases
consisting of $1,158,000 in 1998, $1,026,000 in 1999, $940,000 in 2000,
$782,000 in 2001. There are no noncancelable lease commitments beyond 2001.
In 2001, under the terms of one of the operating leases, the Company has the
option to renew the lease for another five years, purchase the asset for
approximately $4.7 million, or return the asset to the lessor and pay a
termination charge of approximately $3.7 million.
In connection with its investments in low income housing partnerships, the
Company is committed to invest additional capital of $4,008,000 and
$9,190,000 in 1998 and 1999, respectively.
Guaranty fund assessments are levied on the Company by life and health
guaranty associations in most states in which it is licensed to cover losses
of policyholders of insolvent or rehabilitated insurers. In some states,
these assessments can be partially recovered through a reduction in future
premium taxes. The Company cannot predict whether and to what extent
legislative initiatives may affect the right to offset. Based on information
from the National Organization of Life and Health Guaranty Association and
information from the various state guaranty associations, the Company
believes that it is probable that these insolvencies will result in future
assessments. The Company regularly evaluates its reserve for these
insolvencies and updates its reserve based on the Company's interpretation
of information recently received. The associated costs for a particular
insurance company can vary significantly based on its premium volume by line
of business in a particular state and its potential for premium tax offset.
The Company accrued no additional reserves for these insolvencies in 1997.
Additional accruals in the amount of $1,574,000 and $2,302,000 were recorded
during 1996 and 1995, respectively. At December 31, 1997, the Company has
reserved $3,573,000 to cover current and estimated future assessments, net
of related premium tax credits.
8. LONG-TERM DEBT AND OTHER BORROWINGS
The Company has a $61.5 million line of credit facility from the Federal
Home Loan Bank of Topeka. Any borrowings in connection with this facility
bear interest at .1% over the Federal Funds rate. No amounts were
outstanding at December 31, 1997 and 1996.
In February 1996, the Company negotiated three separate $5 million advances
with the Federal Home Loan Bank of Topeka. The advances are due February 27,
1998, February 26, 1999 and February 28, 2001 and carry interest rates of
5.59%, 5.76% and 6.04%, respectively.
In May 1996, the Company issued $50 million of 8.75% surplus notes maturing
on May 15, 2016. The surplus notes were issued pursuant to Rule 144A under
the Securities Act of 1933. The surplus notes have repayment conditions and
restrictions whereby each pay ment of interest on or principal of the
surplus notes may be made only with the prior approval of the Kansas
Insurance Commissioner and only out of surplus funds that the Kansas
Insurance Commissioner determines to be available for such payment under the
Kansas Insurance Code.
9. RELATED PARTY TRANSACTIONS
The Company owns shares of mutual funds managed by Security Management
Company, LLC with net asset values totaling $85,950,000 and $60,559,000 at
December 31, 1997 and 1996, respectively.
10. ASSETS HELD IN SEPARATE ACCOUNTS
Separate account assets were as follows:
December 31
1997 1996
---------- ----------
(In Thousands)
Premium and annuity considerations for
the variable annuity products and
variable universal life product for
which the contractholder, rather than
the Company, bears the investment risk .........$3,716,639 $2,793,911
Assets of the separate accounts owned
by the Company, at fair value .................. -- 9,016
-----------------------
$3,716,639 $2,802,927
=======================
11. STATUTORY INFORMATION
The Company and its insurance subsidiary prepare statutory-basis financial
statements in accordance with accounting practices prescribed or permitted
by the Kansas and New York Insurance regulatory authorities, respectively.
Accounting practices used to prepare statutory-basis financial statements
for regulatory filings of life insurance companies differ in certain
instances from generally accepted accounting principles (GAAP). Prescribed
statutory accounting practices include a variety of publications of the
National Association of Insurance Commissioners, as well as state laws,
regulations and general administrative rules. Permitted statutory accounting
practices encompass all accounting practices not so prescribed; such
practices may differ from state to state, may differ from company to company
within a state and may change in the future. Statutory capital and surplus
of the insur ance operations are $382,005,000 and $286,689,000 at December
31, 1997 and 1996, respectively.
12. IMPACT OF YEAR 2000 (UNAUDITED)
Some of the Company's computer systems were written using two digits rather
than four to define the applicable year. As a result, those computer systems
will not recognize the year 2000 which, if not corrected, could cause
disruptions of operations, including, among other things, an inability to
process transactions or engage in similar normal business activities.
The Company has completed an assessment of its systems which will need to be
modified or replaced to function properly in the year 2000. Based on this
assessment, the Company does not believe that the costs to complete such
system modifications or replacements will be material to the Company's
financial statements. The Company has been in the process of converting
existing products to a new administration system during the past few years,
and all new products during this conversion period have been placed on the
new system.
The modification or replacement of the Company's computer systems not
currently year 2000 ready is estimated to be completed not later than March
31, 1999, which is prior to any anticipated impact on its operating systems.
The Company believes that with modifications to existing software and
conversions to new software, the year 2000 issue will not pose significant
operational problems for its computer systems. However, if such
modifications and conversions are not made or are not completed timely, the
year 2000 issue could have a material impact on the operations of the
Company.
The Company has initiated formal communications with significant third
parties which provide the Company with information to determine the extent
to which the Company's interface systems are vulnerable to those third
parties' failure to solve their own year 2000 issues. There is no guarantee
that the systems of other companies on which the Company's systems rely will
be timely converted and would not have an adverse effect on the Company's
systems. However, third-party vendors of the Company's primary adminis
trative systems have represented to the Company that the systems are or will
be year 2000 ready.
The costs of the project and the date on which the Company believes it will
complete the year 2000 modifications are based on management's estimates,
which were derived utilizing numerous assumptions of future events,
including the continued availability of certain resources and other factors.
However, there can be no guarantee that these estimates will be achieved,
and actual results could differ materially from those anticipated. Specific
factors that might cause such material differences include, but are not
limited to, the availability and cost of personnel trained in this area, the
ability to convert to year 2000 ready systems and similar uncertainties.
<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.
(b) Exhibits
(1) Certified Resolution of the Board of Directors of Security
Benefit Life Insurance Company ("SBL") authorizing
establishment of the Separate Account
(2) Not Applicable
(3) (a) Service Facilities Agreement(d)
(b) Variable Annuity Sales Agreement(d)
(4) (a) Individual Contract (Form V6022 10-94)(d)
(b) Individual Contract - Unisex (Form V6022U 10-94)
(c) Annuity Loan Endorsement (Form V6846 1-97)(b)
(d) SIMPLE IRA Endorsement (Form 4453C-5S 2-97)(b)
(e) Tax-Sheltered Annuity Endorsement (Form 6832A 9-96)(b)
(f) Individual Retirement Annuity Endorsement
(Form 6849A 1-97)(b)
(g) Roth IRA Endorsement (Form V6851 10-97)
(h) 457 Plan Endorsement (Form V6054 R1-98)
(5) Sample Application (Form V6845 R9-97)
(6) (a) Composite of Articles of Incorporation of SBL(b)
(b) Bylaws of SBL(d)
(7) Not Applicable
(8) Not Applicable
(9) Opinion of Counsel
(10) Consent of Independent Auditors
(11) Not Applicable
(12) Not Applicable
(13) Schedules of Computation of Performance
(14) Financial Data Schedules
(15) Powers of Attorneys of Howard R. Fricke, Thomas R.
Clevenger, Sister Loretto Marie Colwell, John C. Dicus,
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.
33-85592 (April 28, 1995).
(b)Incorporated herein by reference to the Exhibits filed with the Registrant's
Post-Effective Amendment No. 3 under the Securities Act of 1933 and Amendment
No. 4 under the Investment Company Act of 1940 to Registration Statement No.
33-85592 (April 30, 1997).
(c)Incorporated herein by reference to the Exhibits filed with 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.
33-85592 (July 7, 1997).
(d)Incorporated herein by reference to the Exhibits filed with Registrant's
Post-Effective Amendment No. 5 under the Securities Act of 1933 and Amendment
No. 6 under the Investment Company Act of 1940 to Registration Statement No.
33-85592 (October 15, 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, 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
Steven J. Douglass Director
3231 East 6th Street
Topeka, KS 66607
William W. Hanna Director
P.O. Box 2256
Wichita, Kansas 67201
John E. Hayes, Jr. Director
818 Kansas Avenue
Topeka, Kansas 66612
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
Kris A. Robbins* President and Chief Operating Officer
Donald J. Schepker* Senior Vice President, Chief Financial
Officer and Treasurer
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
Venette K. Davis* Senior Vice President
Amy J. Lee* Associate General Counsel, Vice
President and Assistant Secretary
James R. Schmank* Senior Vice President
J. Craig Anderson* Senior Vice President
*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
controlled by its policy owners. No one person holds more than
approximately 0.0004% of the voting power of SBL. The Registrant is a
segregated asset account of SBL.
The following chart indicates the persons controlled by or under common
control with Variflex LS or SBL:
PERCENT OF VOTING
SECURITIES OWNED
JURISDICTION OF OR CONTROLLED BY
NAME INCORPORATION SBL
---- ------------- ---
Security Benefit Life Insurance Kansas -----
Company (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 Kansas 100%
Hospital (Nonprofit provider of
hospital benevolences for
fraternal certificate holders)
First Advantage Insurance Agency, Kansas 100%
Inc. (Insurance Agency)
First Security Benefit Life New York 100%
Insurance and Annuity Company of
New York
SBL is also the depositor of the following separate accounts: SBL
Variable Annuity Accounts I, III, IV, and Variflex, SBL Variable Life
Insurance Account Varilife, Security Varilife Separate Account,
Parkstone Variable Annuity Account and T. Rowe Price Variable Annuity
Account.
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 Growth and Income Fund 40.2%
Security Ultra Fund 34.0%
SBL Fund 100.0%
ITEM 27. NUMBER OF CONTRACT OWNERS
As of February 28, 1998 there were 2,687 owners of Variflex LS
Non-Qualified Contracts and 1,401 owners of Variflex LS Qualified
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.
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) Security Distributors, Inc. ("SDI"), a subsidiary of SBL, acts
as distributor of the Variflex LS contracts. SDI receives no
compensation for its distribution function in excess of the
commissions it pays to selling broker/dealers. SDI performs
similar functions for SBL Variable Annuity Accounts I, III and
IV, Variflex Separate Account (Variflex), Variflex Separate
Account (Variflex Educator Series), Variable Annuity Account
VIII (Variflex Signature), SBL Variable Life Insurance Account
Varilife, Security Varilife Separate Account, and Parkstone
Variable Annuity Account. SDI also acts as principal
underwriter for the following management investment companies
for which Security Management Company, LLC, an affiliate of
SBL, acts as investment adviser: Security Equity Fund,
Security Income Fund, Security Growth and Income Fund, Security
Tax-Exempt Fund, and Security Ultra Fund.
(b)
NAME AND PRINCIPAL POSITION AND OFFICES
BUSINESS ADDRESS* WITH UNDERWRITER
----------------- ----------------
Richard K Ryan President and Director
John D. Cleland Vice President and Director
James R. Schmank Vice President and Director
Mark E. Young Vice President and Director
Amy J. Lee Secretary
Brenda M. Harwood Treasurer
Donald E. Caum Director
William G. Mancuso Regional Vice President
Susan L. Tully Regional Vice President
*700 Harrison, Topeka, Kansas 66636-0001
(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 include as part of the Variflex
LS contract application a space that an applicant can check to
request a Statement of Additional Information.
(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) SBL, sponsor of the unit investment trust, Variflex LS, hereby
represents that it is relying upon the American Council of Life
Insurance, SEC No-Action Letter, [1988-1989 Transfer Binder] Fed.
Sec. L. Rep. (CCH) at paragraph 78,904 (Nov. 28, 1988), and that
it has complied with the provisions of paragraphs (1)-(4) of such
no-action letter which are incorporated herein by reference.
(f) Depositor 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 Depositor.
<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(b) for effectiveness of this 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 23rd day of April, 1998.
SIGNATURES AND TITLES
Howard R. Fricke SECURITY BENEFIT LIFE INSURANCE COMPANY
Director, Chairman of the (The Depositor)
Board and Chief Executive
Officer
By: ROGER K. VIOLA
Thomas R. Clevenger -----------------------------------------------
Director
Roger K. Viola, Senior Vice President,
General Counsel and Secretary as
Attorney-In-Fact for the Officers and
Sister Loretto Marie Colwell Directors Whose Names Appear Opposite
Director
SBL VARIABLE ANNUITY ACCOUNT VIII
John C. Dicus VARIFLEX LS
Director (The Registrant)
William W. Hanna By: SECURITY BENEFIT LIFE INSURANCE COMPANY
Director (The Depositor)
John E. Hayes, Jr. By: HOWARD R. FRICKE
Director -----------------------------------------------
Howard R. Fricke, Chairman of the Board and
Chief Executive Officer
Laird G. Noller
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: April 23, 1998
<PAGE>
EXHIBIT INDEX
-------------
(1) Certified Resolution of the Board of Directors of Security Benefit Life
Insurance Company ("SBL") authorizing establishment of the Separate
Account
(2) None
(3) (a) None
(b) None
(4) (a) None
(b) Individual Contract - Unisex (Form V6022U 10-94)
(c) None
(d) None
(e) None
(f) None
(g) Roth IRA Endorsement Form (V6851 R10-97)
(h) 457 Endorsement (Form V6054 R1-98)
(5) Sample Application (Form V6845 R9-97)
(6) (a) None
(b) None
(7) None
(8) None
(9) Opinion of Counsel
(10) Consent of Independent Auditors
(11) None
(12) None
(13) Schedules for Computation of Performance
(14) Financial Data Schedules
(15) Powers of Attorney
EXHIBIT 1
RESOLUTION TO ESTABLISH SEPARATE ACCOUNT
WHEREAS, Security Benefit Life Insurance Company, a Kansas-domiciled mutual
life insurance company (the "Company"), anticipates developing a new variable
annuity product;
WHEREAS, it is desired that the Company establish a funding vehicle for said
variable annuity policies;
WHEREAS, such funding vehicle should be established in compliance with Kansas
law;
WHEREAS, Kansas Statutes Annotated Sections 40-436 and 40-437 permit the
establishment of one or more separate accounts;
NOW, THEREFORE, BE IT RESOLVED, that the Company shall establish a
separate account referred to herein as the SBL Variable Annuity Account
VIII, or such other appropriate designation as may be determined by the
appropriate officers of SBL (hereinafter referred to as the "Separate
Account") in accordance with and under the provisions of Sections 40-436
and 40-437 of the Kansas Statutes Annotated, and that hereafter the
Separate Account shall be deemed to be and shall be established as a
separate account in accordance with and under the provisions of said
Sections 40-436 and 40-437, as heretofore or hereafter amended.
FURTHER RESOLVED, that the Separate Account is hereby empowered to:
(a) the extent required by the Investment Company Act of 1940, register
under such Act and make applications for such exemptions or orders
under such provisions thereof as may appear to be necessary or
desirable;
(b) the extent required by the Securities Act of 1933, effect one or
more registrations thereunder and, in connection with such
registrations, file one or more registration statements thereunder,
or amendments thereto, including any documents or exhibits required
as a part thereof;
(c) provide for the sale of policies issued by the Company as the
officers of the Company may deem necessary and appropriate, to the
extent such policies provide for allocation of amounts to the
Separate Account;
(d) provide for custodial or depository arrangements for assets
allocated to the Separate Account as the officers of the Company
may deem necessary and appropriate including self custodianship or
safekeeping arrangements by the Company;
(e) select an independent public accountant to audit the books and
records of the Separate Account;
<PAGE>
(f) invest or reinvest the assets of the Separate Account in securities
issued by SBL Fund, an investment company registered under the
Investment Company Act of 1940;
(g) divide the Separate Account into subaccounts with each subaccount
investing in shares of designated classes or series of designated
investment companies or other appropriate securities; and
(h) perform such additional functions and take such additional action
as may be necessary or desirable to carry out the foregoing and the
intent and purpose thereof.
FURTHER RESOLVED, that the assets of the Separate Account shall be
derived solely from (a) the sale of variable annuity products, (b) funds
corresponding to dividend accumulation with respect to investment of such
assets, and (c) advances made by the Company in connection with the
operation of the Separate Account;
FURTHER RESOLVED, that pursuant to Kansas Statutes Annotated
Section 40-436 the assets of the Separate Account shall be legally
segregated and, to the extent so provided in the applicable agreements,
shall not be chargeable with liabilities arising out of any other business
of the Company;
FURTHER RESOLVED, that the Company shall maintain in the Separate
Account, assets with a fair market value at least equal to the statutory
valuation reserves for the variable annuity policies;
FURTHER RESOLVED, that assets allocated to the Separate Account shall be
valued at their market value in accordance with the terms of the variable
annuity policies issued by the Company providing for allocation to the
Separate Account;
FURTHER RESOLVED, that the officers of the Company be, and each of them
hereby is, authorized in their discretion as they may deem appropriate from
time to time in accordance with applicable laws and regulations (a) to
divide the separate account into subaccounts, (b) to modify or eliminate
any such subaccounts, (c)to change the designation of the Separate Account
to another designation, (d) to designate further any subaccount thereof,
and (e) to deregister the Separate Account under the Investment Company Act
of 1940 and to deregister the policies or units of interest thereunder
under the Securities Act of 1933;
FURTHER RESOLVED, that the officers of the Company be, and each of them
hereby is, authorized to invest cash from the Company's general account in
the Separate Account or in any division thereof as may be deemed necessary
or appropriate to facilitate the commencement of the Separate Account's
operations or to meet any minimum capital requirements under the Investment
Company Act of 1940, and to transfer cash or securities from time to time
between the Company's general account and Separate
<PAGE>
Account as deemed necessary or appropriate so long as such transfers are
not prohibited by law and are consistent with the terms of the variable
annuity policies issued by the Company providing for allocations to the
Separate Account;
FURTHER RESOLVED, that pursuant to the Kansas Statutes Annotated
Section 40-436(c) the income, gains and losses (whether or not realized)
from assets allocated to Separate Account shall, in accordance with any
variable annuity policies issued by the Company providing for allocations
to the Separate Account, be credited to or charged against such Separate
Account without regard to other income, gains or losses of the Company;
FURTHER RESOLVED, that authority is hereby delegated to the Chairman or
the President of the Company to adopt procedures providing for, among other
things, criteria by which the Company shall institute procedures to provide
for a pass-through of voting rights to the owners of variable annuity
policies issued by the Company providing for allocation to the Separate
Account with respect to the shares of any investment companies which are
held in Separate Account;
FURTHER RESOLVED, that the officers of the Company are authorized and
directed, with the assistance of accountants, legal counsel, and other
consultants, to prepare and execute any necessary agreements to enable the
Separate Account to invest and reinvest the assets of the Separate Account
in securities issued by any investment company registered under the
Investment Company Act of 1940, or other appropriate securities as the
officers of the Company may designate pursuant to the provisions of the
variable annuity policies issued by the Company providing for allocations
to the Separate Account;
FURTHER RESOLVED, that the fiscal year of the Separate Account shall end
on the 31st day of December each year;
FURTHER RESOLVED, that the officers of the Company, with the assistance
of accountants, legal counsel, and other consultants, are authorized to
prepare, execute, and file all periodic reports required under the
Investment Company Act of 1940 and the Securities Exchange Act of 1934;
FURTHER RESOLVED, that the Company may register under the Securities Act
of 1933 variable annuity policies, or units of interest thereunder, under
which amounts will be allocated by the Company to the Separate Account to
support reserves for such policies and, in connection therewith, that the
officers of the Company be, and each of them hereby is, authorized, with
the assistance of accountants, legal counsel, and other consultants, to
prepare, execute, and file with the Securities and Exchange Commission, in
the name and on behalf of the Company, registration statements under the
Securities Act of 1933, including prospectuses, supplements, exhibits, and
other documents relating thereto, and amendments to the foregoing, in such
form as the officer executing the same may deem necessary or appropriate;
<PAGE>
FURTHER RESOLVED, that the officers of the Company be, and each of them
hereby is, authorized, with the assistance of accountants, legal counsel,
and other consultants, to take all actions necessary to register the
Separate Account as a unit investment trust under the Investment Company
Act of 1940 and to take such related actions as they deem necessary and
appropriate to carry out the foregoing;
FURTHER RESOLVED, that the President of the Company, or in his or her
absence, a Senior Vice President, be and each of them is hereby authorized,
empowered and directed to sign a form of Notification of Registration under
the 1940 Act, and such Registration Statement as may be required by the
1940 Act and the 1933 Act, in the name of the Separate Account by the
Company as sponsor and depositor, and that the appropriate officers of the
Company be, and they hereby are, fully authorized, empowered and directed
to execute and cause to be filed for and on behalf of the Separate Account
and the Company said Notification of Registration and said Registration
Statement, and the appropriate officers are empowered to execute and cause
to be filed, for and on behalf of the Separate Account and the Company, and
the President and each Senior Vice President of the Company hereby is fully
authorized and the Company be, and hereby is, fully authorized and
empowered to execute in the name of the Separate Account and the Company,
such amendments to, and such instruments, exhibits and documents in
connection with, said Notification of Registration and Registration
Statement, as they, or any of them may upon advice of counsel, deem
necessary or advisable;
FURTHER RESOLVED, that the officers of the Company be, and each of them
hereby is, authorized to prepare, execute, and file, with the assistance of
accountants, legal counsel, and other consultants, with the Securities and
Exchange Commission applications and amendments thereto for such exemptions
from or orders under the Investment Company Act of 1940, and to request
from the Securities and Exchange Commission no action and interpretative
letters, as they may from time to time deem necessary or desirable;
FURTHER RESOLVED, that the General Counsel, an Associate Counsel or an
Assistant Counsel of the Company may be appointed as agent for service
under any such registration statement and are duly authorized to receive
communications and notices from the Securities and Exchange Commission with
respect thereto and to exercise powers given to such agent by the
Securities Act of 1933 and the rules thereunder, and any other necessary
acts;
FURTHER RESOLVED, that the officers of the Company be, and each of them
hereby is, authorized, with the assistance of accountants, legal counsel,
and other consultants, to effect in the name of and on behalf of the
Company all such registrations, filings, and qualifications under blue sky
or other applicable securities laws and regulations and under insurance
laws and regulations of such states and other jurisdictions, as they may
deem necessary or appropriate with respect to the Company and with respect
to any variable annuity policies under which amounts will be allocated by
the Company to the Separate Account to support reserves for such policies;
such authorization shall include
<PAGE>
registration, filing, and qualification of the Company and of said
policies, as well as registration, filing, and qualification of officers,
employees, and agents of the Company as brokers, dealers, agents,
salespersons, or otherwise; and such authorization shall also include, in
connection therewith, authority to prepare, execute, acknowledge, and file
all such applications, applications for exemptions, certificates,
affidavits, covenants, consents to service of process, and other
instruments and to take all such action as the officer executing the same
or taking such action may deem necessary or desirable;
FURTHER RESOLVED, that the officers of the Company be, and each of them
hereby is, authorized to execute and deliver all such documents and papers
and to do or cause to be done all such acts and things as they may deem
necessary or desirable to carry out the foregoing resolutions and the
intent and purpose thereof.
CERTIFICATION
The undersigned hereby certifies that he is the duly elected Senior Vice
President, Secretary and General Counsel of Security Benefit Life Insurance
Company, a corporation organized and existing under the laws of the State of
Kansas. The Executive Committee of the Board of Directors of said Security
Benefit Life Insurance Company did hereby adopt the above stated resolution at
their meeting held September 12, 1994:
Dated this 17th day of March, 1997.
________________________________________
Roger K. Viola
Senior Vice President,
Secretary and General Counsel
SECURITY BENEFIT LIFE INSURANCE COMPANY
A MUTUAL COMPANY/FOUNDED IN 1892/TOPEKA, KS
FLEXIBLE PREMIUM DEFERRED VARIABLE ANNUITY CONTRACT
THE COMPANY'S PROMISE
In consideration for the Purchase Payments and the attached application,
Security Benefit Life Insurance Company (the "Company") will pay the benefits of
this Contract according to its provisions.
LEGAL CONTRACT
PLEASE READ YOUR CONTRACT CAREFULLY. It is a legal Contract between the Owner
and the Company. The Contract's table of contents is on page 2.
FREE LOOK PERIOD-RIGHT TO CANCEL
If for any reason the owner is not satisfied with this Contract, he or she may
return it to the Company within 10 days from the date of receipt. It may be
returned by delivering or mailing it to the Company. If returned, this Contract
shall be deemed void from the Contract Date. The Company will refund any
Purchase Payments made and allocated to the Fixed Account and will refund
Separate Account Contract Value as of the date the returned policy is received
by the Company.
Signed for Security Benefit Life Insurance Company on the Contract Date.
ROGER K. VIOLA HOWARD R. FRICKE
Secretary President
A BRIEF DESCRIPTION OF THIS CONTRACT
This is a FLEXIBLE PREMIUM DEFERRED VARIABLE ANNUITY CONTRACT.
* Purchase Payments may be made until the earlier of the Annuity Start Date or
termination of the Contract.
* A Death Benefit may be paid prior to the Annuity Start Date according to the
Contract provisions.
* Annuity Payments begin on the Annuity Start Date using the method specified
in this Contract.
* This Contract is Participating.
ALL PAYMENTS AND VALUES PROVIDED BY THIS CONTRACT, WHEN BASED ON THE INVESTMENT
EXPERIENCE OF THE SEPARATE ACCOUNT, ARE VARIABLE AND MAY INCREASE OR DECREASE IN
ACCORDANCE WITH THE INVESTMENT EXPERIENCE OF THE SEPARATE ACCOUNT. THERE ARE NO
GUARANTEED MINIMUM PAYMENTS OR CASH VALUES. (SEE "CONTRACT VALUE AND EXPENSE
PROVISIONS" AND "ANNUITY PAYMENT PROVISIONS" FOR DETAILS.)
SECURITY BENEFIT LIFE INSURANCE COMPANY
A Member of The Security Benefit Group of Companies
P.O. Box 750497, Topeka, KS 66675-0497
700 SW Harrison Street,
Topeka, KS 66636-0001
1-800-888-2461
<PAGE>
TABLE OF CONTENTS
Page
CONTRACT SPECIFICATIONS 3
DEFINITIONS 4-6
GENERAL PROVISIONS 7, 8
The Contract 7
Compliance 7
Misstatement of Age 7
Evidence of Survival 7
Incontestability 7
Assignment 7
Transfers 8
Claims of Creditors 8
Nonforfeiture Values 8
Participation 8
Statements 8
OWNERSHIP, ANNUITANT AND BENEFICIARY PROVISIONS 9
Ownership 9
Joint Ownership 9
Annuitant 9
Primary and Secondary Beneficiaries 9
Ownership and Beneficiary Changes 9
PURCHASE PAYMENT PROVISIONS 10
Flexible Purchase Payments 10
Purchase Payment Limitations 10
Purchase Payment Allocation 10
Place of Payment 10
CONTRACT VALUE AND EXPENSE PROVISIONS 10-12
Contract Value 10
Fixed Account Contract Value 10
Fixed Account Interest Crediting 11
Separate Account Contract Value 11
Accumulation Unit Value 11
Determining Accumulation Units 11
Mortality and Expense Risk Charge 12
Premium Tax Expense 12
Administrative Charge 12
Mutual Fund Expenses 12
WITHDRAWAL PROVISIONS 12, 13
Withdrawals 12, 13
Withdrawal Value 13
Systematic Withdrawals 13
Date of Request 13
Payment of Withdrawal Benefits 13
DEATH BENEFIT PROVISIONS 14, 15
Death Benefit 14
Proof of Death 14
Distribution Rules 14, 15
ANNUITY PAYMENT PROVISIONS 15-18
Annuity Start Date 15
Change of Annuity Start Date 15
Annuity Start Amount 15
Annuity Tables 16
Annuity Payments 16
Change of Annuity Option 16
Fixed Annuity Payments 16
Variable Annuity Payments 16
Annuity Units 16, 17
Net Investment Factor 17
Alternate Annuity Option Rates 17
Annuity Options 18
ANNUITY TABLES 19
AMENDMENTS OR ENDORSEMENTS, if any
<PAGE>
DEFINITIONS (Continued)
SEPARATE ACCOUNT
Variable Annuity Account VIII (the "Separate Account") is a separate account
established and maintained by the Company under Kansas law. The Separate Account
is registered with the Securities and Exchange Commission under the Investment
Company Act of 1940 as a Unit Investment Trust. It was established by the
Company to support variable annuity contracts. The Company owns the assets of
the Separate Account and maintains them apart from the assets of its general
account and its other separate accounts. The assets held in the Separate Account
equal to the reserves and other Contract liabilities with respect to the
Separate Account may not be charged with liabilities arising from any other
business the Company may conduct.
Income and realized and unrealized gains and losses from assets in the Separate
Account are credited to, or charged against, the Separate Account without regard
to the income, gains or losses from the Company's general account or its other
separate accounts. The Separate Account is divided into Subaccounts shown on
page 3. Income and realized and unrealized gains and losses from assets in each
Subaccount are credited to, or charged against, the Subaccount without regard to
income, gains or losses in the other Subaccounts. The Company has the right to
transfer to its general account any assets of the Separate Account that are in
excess of the reserves and other Contract liabilities with respect to the
Separate Account. The value of the assets in the Separate Account on each
Valuation Date are determined at the end of each Valuation Date.
SUBACCOUNT NET ASSET VALUE
The Subaccount Net Asset Value is equal to: (1) the net asset value of all
shares of the underlying mutual fund held by the Subaccount; plus (2) any cash
or other assets; less (3) all liabilities of the Subaccount.
SUBACCOUNTS
The Separate Account is divided into Subaccounts which invest in shares of
mutual funds. Each Subaccount may invest its assets in a separate class or
series of a designated mutual fund or funds. The Subaccounts are shown on page
3. Subject to the regulatory requirements then in force, the Company reserves
the right to:
1. change or add designated mutual funds or other investment vehicles;
2. add, remove or combine Subaccounts;
3. add, delete or make substitutions for securities that are held or purchased
by the Separate Account or any Subaccount;
4. operate the Separate Account as a management investment company;
5. combine the assets of the Separate Account with other Separate Accounts of
the Company or an affiliate thereof;
6. restrict or eliminate any voting rights of the Owner with respect to the
Separate Account or other persons who have voting rights as to the Separate
Account; and
7. terminate and liquidate any Subaccount.
If any of these changes result in a material change to the Separate Account or a
Subaccount, the Company will notify the Owner of the change. The Company will
not change the investment policy of any Subaccount in any material respect
without complying with the filing and other procedures of the insurance
regulators of the state of issue.
VALUATION DATE
A Valuation Date is each day the New York Stock Exchange and the Company's Home
Office are open for business.
VALUATION PERIOD
A Valuation Period is the interval of time from one Valuation Date to the next
Valuation Date.
GENERAL PROVISIONS
THE CONTRACT
The entire Contract between the Owner and the Company consists of this Contract,
the attached Application, and any Amendments, Endorsements or Riders to the
Contract. All statements made in the Application will, in the absence of fraud,
as ruled by the a court of competent jurisdiction, be deemed representations and
not warranties. The Company will use no statement made by or on behalf of the
Owner or the Annuitant to void this Contract unless it is in the written
Application.. Any change in the Contract can be made only with the written
consent of the President, a Vice President, or the Secretary of the Company.
The Purchase Payment(s) and the Application must be acceptable to the Company
under its rules and practices. If they are not, the Company's liability shall be
limited to a return of the Purchase Payment(s).
COMPLIANCE
The Company reserves the right to make any change to the provisions of this
Contract to comply with or give the Owner the benefit of any federal or state
statute, rule or regulation. This includes, but is not limited to, requirements
for annuity contracts under the Internal Revenue Code or the laws of any state.
The Company will provide the Owner with a copy of any such change and will also
file such a change with the insurance regulatory officials of the state in which
the Contract is delivered.
MISSTATEMENT OF AGE
If the age of the Annuitant has been misstated, payments shall be adjusted, when
allowed by law, to the amount which would have been provided for the correct
age. Proof of the age of an Annuitant may be required at any time, in a form
suitable to the Company. If payments have already commenced and the misstatement
has caused an underpayment, the full amount due will be paid with the next
scheduled payment. If the misstatement has caused an overpayment, the amount due
will be deducted from one or more future payments.
EVIDENCE OF SURVIVAL
When any payments under this Contract depend on the payee being alive on a given
date, proof that the payee is living may be required by the Company. Such proof
must be in a form accepted by the Company, and may be required prior to making
the payments.
INCONTESTABILITY
This Contract will not be contested after it has been in force for two years
from the Issue Date during the life of the Owner.
ASSIGNMENT
Please refer to page 3 to see if the Contract may be assigned. If it may be
assigned, no Assignment under this Contract is binding unless Received by the
Company in writing. The Company assumes no responsibility for the validity,
legality, or tax status of any Assignment. The Assignment will be subject to any
payment made or other action taken by the Company before the Assignment is
Received by the Company. Once filed, the rights of the Owner, Annuitant and
Beneficiary are subject to the Assignment. Any claim is subject to proof of
interest of the assignee.
ANNUITY PAYMENT PROVISIONS (CONTINUED)
ANNUITY TABLES
Annuity Tables A and B show the guaranteed minimum amount of monthly Annuity
Payment per $1,000 of Annuity Start Amount for annuity options 1 through 4 that
applies to the first Variable Annuity Payment and to each payment for Fixed
Annuity Payments. The amount of each Annuity Payment for Annuity Options 1
through 4 will depend on the Annuitant's age on the Annuity Start Date.
Tables A and B assume 1900 as the year of birth of the annuitant. To use Table A
and B for an Annuitant born after 1900, the actual age is reduced by 0.1
(one-tenth) of a year for each year the year of birth exceeds 1900. For an
annuitant with a birth year prior to 1900, the actual age is increased in a like
manner. The actual age (in completed months) reduced or increased becomes the
"adjusted age of the Annuitant" The guaranteed payout rate is then found by
interpolating the Annuitant's adjusted age between the ages shown in Tables A
and B. Tables A and B are based on the 1983 Table "A" mortality table and an
interest rate of 3.5% per year. On request the Company will furnish the amount
of monthly Annuity Payment per $1,000 applied for any ages not shown.
For Annuity Options 5 and 6, annuity rates based on age are not used to
calculate annuity payments. Annuity Payments for these options are computed
without reference to the Annuity Tables.
ANNUITY PAYMENTS
The Annuity Option is shown on page 3. The Owner may choose any form of Annuity
Option that is allowed by the Company. The Owner may choose an Annuity Option by
written request. This request must be Received by the Company at least 30 days
prior to the Annuity Start Date. Several Annuity Options are listed on page 18.
No Annuity Option can be selected that requires the Company to make periodic
payments of less than $100.00. If no Annuity Option is chosen prior to the
Annuity Start Date, the Company will use Life with 10-Year Fixed Period Option.
Each Annuity Option allows for making Annuity Payments annually, semiannually,
quarterly or monthly.
CHANGE OF ANNUITY OPTION
Prior to the Annuity Start Date, the Owner may change the Annuity Option chosen.
The Owner must request the change in writing. This request must be Received by
the Company at least 30 days prior to the Annuity Start Date.
FIXED ANNUITY PAYMENTS
With respect to Fixed Annuity Payments, the amounts shown on the Tables are the
guaranteed minimum for each Annuity Payment for Annuity Options 1 through 4.
VARIABLE ANNUITY PAYMENTS
With respect to Variable Annuity Payments, the amount shown on the Tables is the
guaranteed minimum first Annuity Payment, based on the assumed interest rate of
3.5% for Annuity Options 1 through 4. The amount of each Annuity Payment after
the first for these options is computed by means of Annuity Units.
ANNUITY UNITS
The number of Annuity Units is found by dividing the first Annuity Payment by
the Annuity Unit Value for the selected Subaccount on the Annuity Start Date.
The number of Annuity Units for the Subaccount then remains constant, unless a
Transfer of Annuity Units is made. After the first Annuity Payment, the dollar
amount of each subsequent Annuity Payment is equal to the number of Annuity
Units times the Annuity Unit Value for the Subaccount on the due date of the
Annuity Payment.
ANNUITY PAYMENT PROVISIONS (CONTINUED)
ANNUITY UNITS (CONTINUED)
The Annuity Unit Value for each Subaccount was first set at $1.00. The Annuity
Unit Value for any subsequent Valuation Date is equal to (a) times (b) times
(c), where:
(a) is the Annuity Unit Value on the immediately preceding Valuation Date;
(b) is the Net Investment Factor for the day;
(c) is a factor used to adjust for an assumed interest rate of 3.5% per year
used to determine the Annuity Payment amounts. The assumed interest rate is
reflected in the Annuity Tables.
NET INVESTMENT FACTOR
The Net Investment Factor for any Subaccount at the end of any Valuation Period
is determined by dividing (1) by (2) and subtracting (3) from the result, where:
1. is equal to:
a. the net asset value per share of the mutual fund held in the Subaccount,
found at the end of the current Valuation Period; plus
b. the per share amount of any dividend or capital gain distributions paid
by the Subaccount's underlying mutual fund that is not included in the
net asset value per share; plus or minus
c. a per share charge or credit for any taxes reserved for, which the
Company deems to have resulted from the operation of the Subaccount.
2. is the net asset value per share of the Subaccount's underlying mutual fund
as found at the end of the prior Valuation Period.
3. is a factor representing the Mortality and Expense Risk Charge which is
deducted from the Separate Account.
Underlying mutual funds may declare dividends on a daily basis and pay such
dividends once a month. The Net Investment Factor allows for the monthly
reinvestment of these daily dividends. As described above, the gains and losses
from each Subaccount are credited or charged against the Subaccount without
regard to the gains or losses in the Company or other Subaccounts.
ALTERNATE ANNUITY OPTION RATES
The Company may, at the time of election of an Annuity Option, offer more
favorable rates in lieu of the guaranteed rates shown in the Annuity Tables.
ANNUITY PAYMENT PROVISIONS (Continued)
ANNUITY OPTIONS
OPTION 1
LIFE OPTION: This option provides payments for the life of the Annuitant. Table
A shows some of the guaranteed rates for this option.
OPTION 2
LIFE WITH FIXED PERIOD OPTION: This option provides payments for the life of the
Annuitant. A fixed period of 5, 10, 15 or 20 years may be chosen. Payments will
be made to the end of this period even if the Annuitant dies prior to the end of
the period. If the Annuitant dies before receiving all the payments during the
fixed period. If the Annuitant dies before receiving all the payments during the
fixed period, the remaining payments will be made to the Designated Beneficiary.
Table A shows some of the guaranteed rates for this option.
OPTION 3
LIFE WITH INSTALLMENT OR UNIT REFUND OPTION: This option provides payments for
the life of the Annuitant, with a period certain determined by dividing the
Annuity Start Amount by the amount of the first payment. A fixed number of
payments will be made even if the Annuitant dies. If the Annuitant dies before
receiving the fixed number of payments, any remaining payments will be made to
the Designated Beneficiary. Table A shows some of the guaranteed rates for this
option.
OPTION 4
JOINT AND LAST SURVIVOR OPTION: This option provides payments for the life of
the Annuitant and Joint Annuitant. Payments will be made as long as either is
living. Table B shows some of the guaranteed rates for this option.
OPTION 5
FIXED PERIOD OPTION: This option provides payments for a fixed number of years
between 5 and 20. If the Contract Value is held in the Fixed Account, then the
amount of the payments will vary as a result of the interest rate (as adjusted
periodically) credited on the Fixed Account. This rate is guaranteed to be no
less than the Guaranteed Rate shown on page 3. If the Contract Value is held in
the Separate Account, then the amount of the payments will vary as a result of
the investment performance of the Subaccounts chosen. If all the Annuitants die
before receiving the fixed number of payments, any remaining payments will be
made to the Designated Beneficiary.
OPTION 6
FIXED PAYMENT OPTION: This option provides a fixed payment amount. This amount
is paid until the amount applied, including daily interest adjustments, is paid.
If the Contract Value is held in the Fixed Account, then the number of payments
will vary as a result of the interest rate (as adjusted periodically) credited
on the Fixed Account. This rate is guaranteed to be no less than the Guaranteed
Rate shown on page 3. If the Contract Value is held in the Separate Account,
then the number of payments will vary as a result of the investment performance
of the Subaccounts chosen. If all the Annuitants die before receiving all the
payments, any remaining payments will be made to the Designated Beneficiary.
ANNUITY TABLES
TABLE A
SETTLEMENT OPTIONS ONE, TWO, AND THREE
MINIMUM INITIAL MONTHLY INSTALLMENTS PER $1,000 OF AMOUNT APPLIED
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C>
Adjusted Option One Option Two Option Three
Age Life Year Fixed Period Ends Unit
of Annuitant Only 5 10 15 20 Refund
- ------------------ --------------- -------------- ------------- -------------- ------------- ----------------
UNISEX
55 4.54 4.53 4.51 4.46 4.38 4.40
56 4.62 4.61 4.58 4.53 4.44 4.47
57 4.71 4.70 4.66 4.60 4.51 4.54
58 4.80 4.79 4.75 4.68 4.57 4.62
59 4.90 4.88 4.84 4.76 4.64 4.70
60 5.00 4.99 4.93 4.84 4.70 4.78
61 5.11 5.09 5.03 4.93 4.77 4.87
62 5.23 5.21 5.14 5.02 4.84 4.96
63 5.36 5.33 5.25 5.12 4.91 5.06
64 5.49 5.46 5.37 5.21 4.98 5.17
65 5.64 5.60 5.50 5.31 5.05 5.28
66 5.79 5.75 5.63 5.42 5.12 5.39
67 5.95 5.91 5.77 5.53 5.19 5.52
68 6.13 6.08 5.91 5.63 5.25 5.65
69 6.32 6.26 6.07 5.74 5.32 5.79
70 6.53 6.46 6.23 5.86 5.37 5.94
71 6.75 6.67 6.40 5.97 5.43 6.09
72 6.99 6.89 6.58 6.08 5.48 6.26
73 7.26 7.13 6.76 6.18 5.52 6.44
74 7.54 7.39 6.95 6.29 5.57 6.63
75 7.85 7.67 7.14 6.39 5.60 6.83
</TABLE>
Values not shown will be provided upon request. Annual, semiannual, or quarterly
installments can be determined by multiplying the monthly installments by
11.812853, 5.9572227, and 2.9914196 respectively.
TABLE B
SETTLEMENT OPTION FOUR
MINIMUM INITIAL MONTHLY INSTALLMENT PER $1,000 OF AMOUNT APPLIED
<TABLE>
<CAPTION>
ADJUSTED
AGE OF
PRIMARY ADJUSTED AGE OF SECONDARY ANNUITANT
ANNUITANT 55 60 62 65 70 75
- ---------------------------------- ------------ ----------- ----------- ------------ ----------- -------------
<S> <C> <C> <C> <C> <C> <C> <C>
55 4.05 4.18 4.23 4.29 4.38 4.44
60 4.18 4.37 4.45 4.55 4.70 4.81
62 4.23 4.45 4.53 4.65 4.84 4.98
65 4.29 4.55 4.65 4.81 5.05 5.26
70 4.38 4.70 4.84 5.05 5.43 5.77
75 4.44 4.81 4.98 5.26 5.77 6.32
</TABLE>
Values not shown will be provided upon request.
Annual, semiannual, or quarterly payments can be determined from Table A or B by
multiplying the monthly payments by 11.812854, 5.9572233, and 2.9914201,
respectively.
EXHIBIT 4G
ENDORSEMENT
- --------------------------------------------------------------------------------
ROTH IRA PROVISIONS
- --------------------------------------------------------------------------------
ROTH IRA ENDORSEMENT
This Contract is established as a Roth IRA as defined in Section 408A of the
Internal Revenue Code of 1986, as amended (the "Code") or any successor
provision, pursuant to the Owner's request in the Application. Accordingly, this
endorsement is attached to and made part of the Contract as of its Issue Date
or, if later, the date shown below. Notwithstanding any other provisions of the
Contract to the contrary, the following provisions shall apply.
RESTRICTIONS ON ROTH IRA
To ensure treatment as a Roth IRA, this Contract will be subject to the
requirements of Code Section 408A, which are briefly summarized below:
1. The Contract is established for the exclusive benefit of the Owner or his or
her beneficiaries. The Owner shall be the Annuitant.
2. The Contract shall be nontransferable and the entire interest of the Owner
in the Contract is nonforfeitable.
3. If the Owner dies before his or her entire interest is distributed to him or
her and the Owner's surviving spouse is not the sole beneficiary, the entire
remaining interest will, at the election of the Owner or, if the Owner has
not so elected, at the election of the beneficiary or beneficiaries, either:
(a) Be distributed by December 31 of the year containing the fifth
anniversary of the Owner's death, or
(b) be distributed over the life expectancy of the designated beneficiary
starting no later than December 31 of the year following the year of
the Owner's death.
If, distributions do not begin by the date described in (b), distribution
method (a) will apply.
In the case of distribution method (b) above, to determine the minimum
annual payment for each year, divide the Owner's entire interest in the
Contract as of the close of business on December 31 of the preceding year by
the life expectancy of the designated beneficiary using the attained age of
the designated beneficiary as of the beneficiary's birthday in the year
distributions are required to commence and subtract 1 for each subsequent
year.
If the Owner's spouse is the sole beneficiary on the Owner's date of death,
such spouse will then be treated as the Owner.
4. Any refund of premiums (other than those attributable to excess
contributions) will be applied before the close of the calendar year
following the year of the refund toward the payment of future premiums or
the purchase of additional benefits.
V 6851 (10-97) SP 685111
<PAGE>
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ROTH IRA PROVISIONS (Continued)
- --------------------------------------------------------------------------------
RESTRICTIONS ON ROTH IRA (Continued)
5. The annual premium shall not exceed the lesser of $2,000 or 100 percent of
compensation ($4,000 or 100 percent of compensation for two Roth IRAs owned
by a married couple, however, no more than $2,000 can be contributed to
either spouse's Roth IRA). The maximum annual premium shall be phased-out
for single Owners with adjusted gross income between $95,000 and $110,000,
and for married Owners with adjusted gross income between $150,000 and
$160,000 in accordance with Section 408A(c)(3).
6. Other than qualified rollover contributions, as defined in Section 408A(e)
of the Code, no rollover contributions may be made to the Contract.
Qualified rollover contributions are excluded from the annual premium limit
set forth in Section 5.
7. Notwithstanding any Contract provision to the contrary, no amount may be
borrowed under the Contract and no portion may be used as security for a
loan.
8. The portion of any Annuity Payments made from the Contract representing
earnings will be subject to a 10% penalty tax under Section 72(t) of the
Code if such amounts are paid before the Annuitant attains the age of
59-1/2, unless the payments meet one of the exceptions to the penalty tax
for distributions from individual retirement plans under Section 72(t) of
the Code.
SECURITY BENEFIT LIFE INSURANCE COMPANY
ROGER K. VIOLA
Secretary
- ------------------------------
Endorsement Effective Date
(If Other Than Issue Date)
SP 685111
EXHIBIT 4H
ENDORSEMENT FOR SECTION 457 PLANS
The Contract to which this Endorsement is attached is hereby modified as set
forth below so that it may be used under the Plan. This Endorsement is attached
to and made part of the Contract as of the Contract Date or, if later, the date
shown below.
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DEFINITIONS
- --------------------------------------------------------------------------------
ANNUITANT
An employee or independent contractor ("Contractor") who performs services for
the Employer and is entitled to benefit payments under the Plan.
CODE
The Internal Revenue Code of 1986, as amended.
COMPANY
Security Benefit Life Insurance Company, 700 Harrison Street, Topeka, Kansas
66636-0001.
EMPLOYER
The Governmental or Tax-Exempt Employer which has established the Plan.
GOVERNMENTAL EMPLOYER
("Govt. Employer") A state, a political subdivision, an agency, or
instrumentality of a State or a political subdivision thereof.
OWNER
The entity that has purchased the Contract. The Owner shall control the Contract
and may exercise all contractual rights hereunder. The Owner shall be either the
Employer or the trustee of a trust which holds the assets of the Plan.
PLAN
A deferred compensation plan established by the Employer which meets the
requirements of Code Section 457(b) for which the Contract has been purchased.
REQUIRED BEGINNING DATE
The date when benefit payments to an Annuitant are required to commence under
the Plan. This date will be the April 1st following:
(a) the calendar year in which the Annuitant attains age 70 1/2; or (if
permitted by the Plan),
(b) the later of (a) above or the calendar year in which the Annuitant
separates from service with the Employer.
TAX-EXEMPT EMPLOYER
A tax-exempt organization (other than a "church" or "qualified church-controlled
organization" described in Code Section 3121(w)(3)).
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SECTION 457 PLAN PROVISIONS
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PARTICIPATION
Only individuals who perform services for the Employer, either as an employee or
as a Contractor, may participate in the Plan.
Premiums applied to the Contract may not exceed the maximum deferral amount
permitted under Code Sections 457(b)(2) and (3) or 457(c).
V6054 (1-98) -1- SP 605411
<PAGE>
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SECTION 457 PLAN PROVISIONS (continued)
- --------------------------------------------------------------------------------
PARTICIPATION (continued)
Premiums paid under a salary reduction agreement may be applied to this Contract
for any calendar month only if an agreement providing for such salary reduction
was entered into before the beginning of such month. However, with respect to a
new employee or Contractor, premiums may be paid for the calendar month during
which the individual first performs services for the Employer if a salary
reduction agreement is entered into on or before the first day performance of
the service begins.
DISTRIBUTIONS
Unless the Plan permits in-service distributions as set forth in Code Section
457(e)(9), distributions shall not be made under the Contract earlier than:
(i) the calendar year in which the Annuitant attains age 70 1/2;
(ii) when the Annuitant is separated from service with the Employer; or
(iii)when the Annuitant is faced with an "unforeseeable emergency" (within the
meaning of Treasury Regulation Section 1.457-2(h).
Distributions from this Contract must comply with the minimum distribution rules
of Code Section 401(a)(9), which include the incidental death benefit rule of
Section 401(a)(9)(G). The entire interest under the Contract must be distributed
as follows:
(a) not later than the Required Beginning Date; or
(b) commencing not later than the Required Beginning Date over the life of
the Annuitant or the lives of the Annuitant and the Beneficiary (or over
a period not extending beyond the life expectancy of the Annuitant or the
joint life expectancy of the Annuitant and the Beneficiary).
If the Annuitant dies before distribution of his or interest in the Contract has
begun as described in paragraph (b) above, the Annuitant's entire interest must
be distributed by December 31 of the calendar year which contains the 5th
anniversary of the Owner's death, unless: (i) such interest is distributed to a
Beneficiary over his or her life (or over a period not extending beyond his or
her life expectancy); and (ii) such distributions begin by December 31 of the
calendar year following the year in which the Owner died. If the Beneficiary is
the Annuitant's surviving spouse, the date on which distributions are required
to begin shall not be earlier than the date on which the Annuitant would have
attained age 70 1/2. However, in all cases where the Annuitant dies before
distribution of his or her interest begins, the entire interest must be paid
over a period not to exceed 15 years (or the life expectancy of the surviving
spouse if he or she is the Beneficiary).
If the Annuitant dies after distribution of his or her interest in the Contract
has begun as set forth in paragraph (b), above, but before the entire interest
has been distributed, the remaining interest will be distributed at least as
rapidly as under the method of distribution being used prior to the Annuitant's
death.
All distributions must comply with a method offered by the Company under the
Contract.
Distributions from the Contract payable over a period of more than one year
shall be made in substantially nonincreasing amounts. Such amounts must be paid
at least annually.
-2- SP 605411
<PAGE>
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SPECIAL RULES
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NON-TRUSTEED GOVERNMENTAL PLANS
If the Plan was established by a Govt. Employer and no trust has been
established to hold the assets of the Plan; then
(1) the Contract shall not be transferred, sold, assigned or pledged as
collateral for a loan by the Govt. Employer; and;
(2) no amounts may be paid under the Contract for any purpose other than for
the exclusive benefit of the employees and Contractors covered under the
Plan and their beneficiaries prior to satisfaction of all liabilities under
the Plan with respect to such employees and Contractors and their
beneficiaries.
TRUSTEED GOVERNMENTAL PLANS
If the Plan was established by a Govt. Employer which establishes a trust to
hold the assets of the Plan and the Trustee is the Owner of the Contract, the
Contract shall be held by the trustee under the terms of the trust.
TAX-EXEMPT EMPLOYER PLANS
If the Plan was established by a Tax-Exempt Employer, all amounts of
compensation deferred under the Plan, all property and rights purchased with
such amounts and all income thereon shall:
(1) remain (until made available to the Annuitant or other Beneficiary) solely
the property and rights of the Tax-Exempt Employer (without being
restricted to the provision of benefits under the Plan); and
(2) will be subject only to the claims of the Tax-Exempt Employer's general
creditors.
The Company reserves the right to amend this endorsement to comply with future
changes in the Code and any regulations or rulings issued thereunder. The
Company shall provide the Owner with a copy of any such amendment
SECURITY BENEFIT LIFE INSURANCE COMPANY
ROGER K. VIOLA
Secretary
- ---------------------------------
Endorsement Effective Date
(If Other Than Contract Date)
V6054 (1-98) -3- SP 605411
EXHIBIT 99.B5
SBG LOGO
SECURITY BENEFIT LIFE
INSURANCE COMPANY ("SBL")
- --------------------------------------------------------------------------------
A Member of the Security Benefit Group of Companies 700 SW Harrison St.
Topeka, Kansas 66636-0001
VARIFLEX LS APPLICATION
- --------------------------------------------------------------------------------
1. OWNER (APPLICANT)
Name _____________________________________________
Address __________________________________________
__________________________________________________
Sex M [ ] F [ ] Date of Birth___________________
Tax ID or SSN ____________________________________
Annuity Start Date _______________________________
- --------------------------------------------------------------------------------
2. JOINT OWNER
Name _____________________________________________
Address __________________________________________
__________________________________________________
Date of Birth ____________________________________
Tax ID or SSN ____________________________________
Relationship to Owner ____________________________
- --------------------------------------------------------------------------------
3. INITIAL PURCHASE PAYMENTS
(min. $25,000) ___________________________________
- --------------------------------------------------------------------------------
4. ALLOCATION OF PURCHASE PAYMENTS
Small Cap Series* ____________%
Emerging Growth Series* ____________%
Social Awareness Series* ____________%
Worldwide Equity Series* ____________%
Value Series* ____________%
Growth Series* ____________%
Specialized Asset Allocation Series* ____________%
Managed Asset Allocation Series* ____________%
Equity Income Series* ____________%
Growth-Income Series* ____________%
Global Aggressive Bond Series* ____________%
High Yield Series* ____________%
High Grade Income Series* ____________%
Money Market Series* ____________%
Fixed Account ____________%
100%
- --------------------------------------------------------------------------------
5. ANNUITANT (IF DIFFERENT FROM OWNER)
Name _____________________________________________
Address __________________________________________
__________________________________________________
Sex M [ ] F [ ] Date of Birth ___________________
Tax ID or SSN ____________________________________
- --------------------------------------------------------------------------------
6. PRIMARY BENEFICIARY
Name _____________________________________________
Address __________________________________________
__________________________________________________
Relationship to Owner ____________________________
Date of Birth ____________________________________
SSN ______________________________________________
(UPON THE DEATH OF ANY OWNER, THE PRIMARY BENEFICIARY WILL RECEIVE ANY DEATH
BENEFIT WHICH IS PAYABLE, ONLY IF THERE IS NO SURVIVING JOINT OWNER. SEE
PROSPECTUS FOR DETAILS.)
- --------------------------------------------------------------------------------
7. SECONDARY BENEFICIARY
Name _____________________________________________
Address __________________________________________
__________________________________________________
Relationship to Owner ____________________________
Date of Birth ____________________________________
SSN ______________________________________________
- --------------------------------------------------------------------------------
8. TYPE OF ANNUITY CONTRACT
[ ] Non Qualified [ ] 401(a) (Qual. Pension/Profit Sharing)
[ ] 403(b) (TSA) [ ] 401(k) (Qual. Savings Plan)
[ ] 408 (IRA)
[ ] 408 (Roth IRA) Type of Plan:
[ ] 408(k) - (SEP) _________________________________________
[ ] 408 (Simple) _________________________________________
[ ] 457 (Def. Comp.)
- --------------------------------------------------------------------------------
9. Will this annuity replace or change any other insurance or Annuity? Yes [ ]
[ ] No
If yes, state company(ies) and contract number(s) __________________________
Type of contract ___________________________________________________________
If 1035 exchange or other transfer of assets, attach: (1) exchange form(s)
or letter(s); and (2) replacement form(s) if applicable.
- --------------------------------------------------------------------------------
10. SPECIAL INSTRUCTIONS _______________________________________________________
____________________________________________________________________________
____________________________________________________________________________
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11. PLEASE CHECK THE FOLLOWING SERVICES THAT YOU WISH TO ELECT:
Telephone Transfer Privilege
[ ] I (We) authorize SBL to make transfers from subaccount to subaccount
and/or change the allocation of future purchases based on telephone
instructions. SBL has procedures to confirm that such instructions are
genuine and will not be liable for any losses due to fraudulent or
unauthorized instructions provided it complies with its procedures. SBL's
procedures require that any person requesting a transfer by telephone
provide the account number and the Owner's tax identification number and
such instructions must be received on a recorded line. I (we) agree to hold
harmless and indemnify SBL, its affiliates and employees and this account
for: (1) any claim, loss, liability or expense arising out of any telephone
transfer effected; or (2) any failure or overload to the telephone system
provided that SBL complies with its procedures. The policy concerning
telephone transfers may require an Owner who authorizes telephone transfers
to bear the risk of loss from a fraudulent or unauthorized request.
V6845 (R9-97)
<PAGE>
12. [ ] AUTOMATIC DOLLAR COST AVERAGING
Please establish an automatic transfer from ________________________________
(Subaccount or Fixed Account)
(1) _______________________________
(Subaccount or Fixed Account)
(Please indicate the dollar or percentage split if going to one or more
Subaccounts) (2) _______________________________
(Subaccount or Fixed Account)
Please establish the transfer under the following option:
Check only one:
A. [ ] $___________________________ per transfer over _________months/years
B. [ ] Fixed Period _____________ months/years
C. [ ] Only Interest/Earnings over ___________ months/years. (Earnings will
accrue for one time period - i.e. monthly, quarterly, etc. - from the
effective date before the first transfer occurs.)
Please make transfers: [ ] Monthly [ ] Quarterly
I understand that automatic transfers are subject to: (1) the terms of my
contract; (2) the current prospectus of Variflex LS; and (3) such other
rules as SBL shall enact. I also understand that any automatic transfer from
the Fixed Account may not exceed an amount which would exhaust that account
within 12 months; and that Dollar Cost Averaging transfers may not exceed
one each 30 days.
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13. [ ] ASSET REALLOCATION REQUEST
Small Cap Series* ____________%
Emerging Growth Series* ____________%
Social Awareness Series* ____________%
Worldwide Equity Series* ____________%
Value Series* ____________%
Growth Series* ____________%
Specialized Asset Allocation Series* ____________%
Managed Asset Allocation Series* ____________%
Equity Income Series* ____________%
Growth-Income Series* ____________%
Global Aggressive Bond Series* ____________%
High Yield Series* ____________%
High Grade Income Series* ____________%
Money Market Series* ____________%
Fixed Account ____________%
Please establish the Asset Reallocation option as follows:
Please make my first transaction on ________________________ and every 3 months
Month Day Year
thereafter.
If no date is selected the first transaction will be made 3 months after the
date of purchase. I understand that any transfer in my account which is not
scheduled will cancel the asset reallocation option. To reinstate this service,
I must complete an Asset Reallocation form and send it to SBL. The Fixed Account
may not be used if the reallocation would violate the transfer provisions of the
Fixed Account as stated in the prospectus. INITIAL PURCHASE PAYMENT WILL BE
ALLOCATED BASED ON INSTRUCTIONS IN SECTION 4, UNLESS OTHERWISE INDICATED.
- --------------------------------------------------------------------------------
I have been given an effective Variflex LS prospectus that describes the
contract for which I am applying. I have been given an effective prospectus from
the fund underlying each series above. If my annuity contract qualifies under
Section 403(b), I declare that I know: (1) the limits on redemption imposed by
Section 403(b)(11) of the IRS Code; and (2) the investment choices available
under my employer's Section 403(b) arrangement to which I may elect to transfer
my account balance. *I KNOW THAT ANNUITY PAYMENTS AND WITHDRAWAL VALUES, IF ANY,
WHEN BASED ON THE INVESTMENT EXPERIENCE OF A SEPARATE ACCOUNT OF SBL ARE
VARIABLE AND DOLLAR AMOUNTS ARE NOT GUARANTEED. I must give proof of my age
before any annuity payments start. I must give proof to SBL that I am alive when
each payment is due. The proof must be satisfactory to SBL. The amount paid and
the application must be acceptable to SBL under its rules and practices. If they
are, the Variflex LS contract applied for will be effective on its Contract
Date. If they are not, SBL's liability will be limited to a return of amount
paid.
REPRESENTATIVE'S STATEMENT - To the best of my knowledge, this application is
not involved in replacement of life insurance or annuities, as defined in
applicable Insurance Department Regulations, except as stated in question 9
above. I have complied with the requirements for disclosure and/or replacement.
__________________________________________________
Representative Signature and Number
__________________________________________________
Print Representative's Full Name and Phone Number
__________________________________________________
Broker/Dealer Name and Number
- --------------------------------------------------------------------------------
TAX IDENTIFICATION NUMBER CERTIFICATION**
UNDER PENALTIES OF PERJURY I CERTIFY THAT:
1. The number shown on this form is my correct taxpayer identification number
(or I am waiting for a number to be issued to me); and
2. I am not subject to backup withholding because: (a) I am exempt from backup
withholding, or (b) I have not been notified by the Internal Revenue
Service (IRS) that I am subject to backup withholding as a result of a
failure to report all interest or dividends, or (c) the IRS has notified me
that I am no longer subject to backup withholding.
THE INTERNAL REVENUE SERVICE DOES NOT REQUIRE YOUR CONSENT TO ANY PROVISION OF
THIS DOCUMENT OTHER THAN THE CERTIFICATIONS REQUIRED TO AVOID BACKUP
WITHHOLDING.
- --------------------------------------------------------------------------------
Dated at ________________________________________
this _______ day of ______________________ 19___
_________________________________________________
Owner Signature
_________________________________________________
Joint Owner/Signature
- --------------------------------------------------------------------------------
**CERTIFICATION INSTRUCTIONS - You must cross out item (2) above if you have
been notified by IRS that you are currently subject to backup withholding
because of underreporting interest or dividends on your tax return. For
contributions to an individual retirement arrangement (IRA), and generally
payments other than interest and dividends, you are not required to sign the
Certification, but you must provide your correct TIN.
- --------------------------------------------------------------------------------
[ ] Check this box if you would like a Statement of Additional Information.
EXHIBIT 24.B.(9)
April 24, 1998
Security Benefit Life Insurance Company
700 SW Harrison Street
Topeka, KS 66636-0001
Dear Sir/Madam:
This letter is with reference to the Registration Statement of SBL Variable
Annuity Account VIII of which Security Benefit Life Insurance Company
(hereinafter "SBL") is the Depositor. Said Registration Statement is being filed
with the Securities and Exchange Commission for the purpose of registering the
variable annuity contracts issued by SBL and the interests in SBL Variable
Annuity Account VIII under such variable annuity contracts which will be sold
pursuant to an indefinite registration.
I have examined the Articles of Incorporation and the bylaws of SBL, minutes of
the meetings of its Board of Directors and other records, and pertinent
provisions of the Kansas insurance laws, together with applicable certificates
of public officials and other documents which I have deemed relevant. Based on
the foregoing, it is my opinion that:
1. SBL is duly organized and validly existing as a mutual life
insurance company under the laws of the State of Kansas.
2. SBL Variable Annuity Account VIII has been validly created as
a Separate Account in accordance with the pertinent
provisions of the insurance laws of Kansas.
3. SBL has the power, and has validly and legally exercised it,
to create and issue the variable annuity contracts which are
administered within and by means of SBL Variable Annuity
Account VIII.
4. The amount of variable annuity contracts to be sold pursuant
to the indefinite registration, when issued, will represent
binding obligations of SBL in accordance with their terms
providing said contracts were issued for the considerations
set forth therein and evidenced by appropriate policies and
certificates.
I hereby consent to the inclusion in the Registration Statement
of my foregoing opinion.
Respectfully submitted,
Amy J. Lee
Associate General Counsel and Vice President
Security Benefit Life Insurance Company
CONSENT OF INDEPENDENT AUDITORS
We consent to the reference to our firm under the caption "Experts" and to
the use of our reports dated February 6, 1998, with respect to the financial
statements of Security Benefit Life Insurance Company and Subsidiaries and the
financial statements of Variable Annuity Account VIII included in Post-Effective
Amendment No. 6 to the Registration Statement (Form N-4 No. 33-85592) and the
related Statement of Additional Information accompanying the Prospectus of
Variflex LS Variable Annuity.
ERNST & YOUNG LLP
Kansas City, Missouri
April 27, 1998
EXHIBIT 99.B13
GROWTH SERIES
AVERAGE ANNUAL TOTAL RETURN AS OF DECEMBER 31, 1997
1 Year
1000 (1+T) 1 = 1,269.25
(1+T) 1 = (1.26925)1
1+T = 1.26925
T = .2693
5 Years
1000 (1+T) 5 = 2,252.21
((1+T) 5)1/5 = (2.25221)1/5
1+T = 1.1763
T = .1763
10 Years
1000 (1+T) 10 = 4,258.34
((1+T) 10)1/10 = (4.25834)1/10
1+T = 1.15591
T = .1559
<PAGE>
GROWTH-INCOME SERIES
AVERAGE ANNUAL TOTAL RETURN AS OF DECEMBER 31, 1997
1 Year
1000 (1+T) 1 = 1,247.97
(1+T) 1 = (1.24797)1
1+T = 1.24797
T = .2480
5 Years
1000 (1+T) 5 = 1,927.95
((1+T) 5)1/5 = (1.92795)1/5
1+T = 1.1403001
T = .1403
10 Years
1000 (1+T) 10 = 3,855.85
((1+T) 10)1/10 = (3.85585)1/10
1+T = 1.14449
T = .1445
<PAGE>
MONEY MARKET YIELD
Money Market Series (Series C) as of December 30, 1997
NO ADMINISTRATION FEE
CALCULATION OF CHANGE IN UNIT VALUE:
(Unrounded Unrounded )
( Price Price )
(12-31-97 - 12-24-97 ) = 11.121863049276 - 11.115991885827 =.0005281727
----------------------------- ----------------------------------------------
( Unrounded Price ) 11.115991885857
( 12-24-97 )
ANNUALIZED YIELD:
365/7 (.0005281727) = 2.75%
EFFECTIVE YIELD:
(1 + .0005281727)365/7 - 1 = 2.79%
<PAGE>
WORLDWIDE EQUITY SERIES
AVERAGE ANNUAL TOTAL RETURN AS OF DECEMBER 31, 1997
1 Year
1000 (1+T) 1 = 1,049.13
(1+T) 1 = (1.04913)1
1+T = 1.04913
T = .0491
5 Years
1000 (1+T) 5 = 1,748.15
((1+T) 5)1/5 = (1.74815)1/5
1+T = 1.11819
T = .1182
6.67 Years (From May 1, 1991)
1000 (1+T) 6.67 = 1,728.53
((1+T) 6.67)1/6.67 = (1.72853)1/6.67
1+T = 1.08551
T = .0855
10 Years
1000 (1+T) 10 = 1,320.61
((1+T) 10)1/10 = (1.32061)1/10
1+T = 1.02820
T = .2820
<PAGE>
HIGH GRADE INCOME SERIES
AVERAGE ANNUAL TOTAL RETURN AS OF DECEMBER 31, 1997
1 Year
1000 (1+T) 1 = 1,084.88
(1+T) 1 = (1.08488)1
1+T = 1.08488
T = .0849
5 Years
1000 (1+T) 5 = 1,264.96
((1+T) 5)1/5 = (1.26496)1/5
1+T = 1.0481305
T = .0481
10 Years
1000 (1+T) 10 = 1,896.44
((1+T) 10)1/10 = (1.89644)1/10
1+T = 1.06609
T = .0661
<PAGE>
SOCIAL AWARENESS SERIES
AVERAGE ANNUAL TOTAL RETURN AS OF DECEMBER 31, 1997
1 Year
1000 (1+T) 1 = 1,209.38
(1+T) 1 = (1.20938)1
1+T = 1.20938
T = .2094
5 Years
1000 (1+T) 5 = 1,868.67
((1+T) 5)1/5 = (1.86867)1/5
1+T = 1.13320
T = .1332
6.67 Years (From date of inception May 1, 1991)
1000 (1+T) 6.67 = 2,246.17
((1+T) 6.67)1/6.67 = (2.24617)1/6.67
1+T = 1.12899
T = .1290
<PAGE>
EMERGING GROWTH SERIES
AVERAGE ANNUAL TOTAL RETURN AS OF DECEMBER 31, 1997
1 Year
1000 (1+T) 1 = 1,182.80
(1+T) 1 = (1.18280)1
1+T = 1.18280
T = .1828
5 Years
1000 (1+T) 5 = 1,699.91
((1+T) 5)1/5 = (1.69991)1/5
1+T = 1.11195
T = .1120
5.25 Years (From date of inception October 1, 1992)
1000 (1+T) 5.25 = 2,115.03
((1+T) 5.25)1/5.25 = (2.11503)1/5.25
1+T = 1.15336
T = .1534
<PAGE>
GLOBAL AGGRESSIVE BOND SERIES
AVERAGE ANNUAL TOTAL RETURN AS OF DECEMBER 31, 1997
1 Year
1000 (1+T) 1 = 1,039.30
(1+T) 1 = (1.03930)1
1+T = 1.03930
T = .0393
2.58 Years (From date of inception June 1, 1995)
1000 (1+T) 2.58 = 1,243.00
((1+T) 2.58)1/2.58 = (1.24300)1/2.58
1+T = 1.08797
T = .0880
<PAGE>
SPECIALIZED ASSET ALLOCATION SERIES
AVERAGE ANNUAL TOTAL RETURN AS OF DECEMBER 31, 1997
1 Year
1000 (1+T) 1 = 1,046.82
(1+T) 1 = (1.04682)1
1+T = 1.04682
T = .0468
2.58 Years (from date of inception June 1, 1995)
1000 (1+T) 2.58 = 1,252.01
((1+T) 2.58)1/2.58 = (1.25201)1/2.58
1+T = 1.09102
T = .0910
<PAGE>
MANAGED ASSET ALLOCATION SERIES
AVERAGE ANNUAL TOTAL RETURN AS OF DECEMBER 31, 1997
1 Year
1000 (1+T) 1 = 1,167.23
(1+T) 1 = (1.16723)1
1+T = 1.16723
T = .1672
2.58 Years (from date of inception June 1, 1995)
1000 (1+T) 2.58 = 1,381.99
((1+T) 2.58)1/2.58 = (1.38199)1/2.58
1+T = 1.13360
T = .1336
<PAGE>
EQUITY INCOME SERIES
AVERAGE ANNUAL TOTAL RETURN AS OF DECEMBER 31, 1997
1 Year
1000 (1+T) 1 = 1,265.65
(1+T) 1 = (1.26565)1
1+T = 1.26565
T = .2657
2.58 Years (from date of inception June 1, 1995)
1000 (1+T) 2.58 = 1,738.98
((1+T) 2.58)1/2.58 = (1.73898)1/2.58
1+T = 1.23919
T = .2392
<PAGE>
HIGH YIELD SERIES
AVERAGE ANNUAL TOTAL RETURN AS OF DECEMBER 31, 1997
1 Year
1000 (1+T) 1 = 1,116.98
(1+T) 1 = (1.11698)1
1+T = 1.11698
T = .1170
1.41 Years (from date of inception August 5, 1996)
1000 (1+T) 1.41 = 1,184.01
((1+T) 1.41)1/.41 = (1.18401)1/1.41
1+T = 1.12726
T = .1273
<PAGE>
VALUE SERIES
AVERAGE ANNUAL TOTAL RETURN AS OF DECEMBER 31, 1997
.67 Year (from date of inception May 1, 1997)
1000 (1+T) 1 = 1,292.00
(1+T) 1 = (1.29200)1
1+T = 1.29200
T = .2920
<PAGE>
SMALL CAP SERIES
AVERAGE ANNUAL TOTAL RETURN AS OF DECEMBER 31, 1997
.21 Year (from date of inception October 15, 1997)
1000 (1+T) 1 = 955.00
(1+T) 1 = (.95500)1
1+T = .95500
T = (.0450)
<PAGE>
HIGH GRADE INCOME SERIES
Yield Calculation As Of December 31, 1997 = 6.21%
[ (99,457.56-0.00) ]6
2[------------------------------- + 1 ] - 1
[(1,587,300.2736)(12.27) ]
[(( 99,457.56 ) ) 6]
2[((----------------------- ) + 1 ) ] - 1
[(( 19,476,174.34 ) ) ]
2[((.00510663 + 1)6) - 1]
2[(1.00510663)6 - 1]
2[(1.0310336 - 1)]
2(.0310336)
= .0621
<PAGE>
Item 24.b Exhibit (13)
VARIFLEX LS
NON-STANDARDIZED TOTAL RETURN
SERIES A (GROWTH)
Quotation of Total Return for the period of January 1, 1987 to December 31,
1997.
Initial Investment = $1,000
INCREASE
INITIAL (DECREASE) INITIAL % INCREASE
ENDING VALUE VALUE IN VALUE VALUE (DECREASE)
1997 $1,269.25 - $1,000 $269.25 / $1,000 = 26.93%
1996 1,209.59 - 1,000 209.59 / 1,000 = 20.96%
1995 1,349.07 - 1,000 349.07 / 1,000 = 34.91%
1994 969.85 - 1,000 (30.15) / 1,000 = (3.02)%
1993 1,121.23 - 1,000 121.23 / 1,000 = 12.12%
1992 1,096.07 - 1,000 96.07 / 1,000 = 9.61%
1991 1,341.83 - 1,000 341.83 / 1,000 = 34.18%
1990 889.18 - 1,000 (110.82) / 1,000 = (11.08)%
1989 1,330.47 - 1,000 330.47 / 1,000 = 33.05%
1988 1,085.80 - 1,000 85.80 / 1,000 = 8.58%
1987 1,047.99 - 1,000 47.99 / 1,000 = 4.80%
<PAGE>
VARIFLEX LS
NON-STANDARDIZED TOTAL RETURN
SERIES B (GROWTH-INCOME)
Quotation of Total Return for the period of January 1, 1987 to December 31,
1997.
Initial Investment = $1,000
INCREASE
INITIAL (DECREASE) INITIAL % INCREASE
ENDING VALUE VALUE IN VALUE VALUE (DECREASE)
1997 $1,247.97 - $1,000 $247.97 / $1,000 = 24.80%
1996 1,165.88 - 1,000 165.88 / 1,000 = 16.59%
1995 1,282.59 - 1,000 282.59 / 1,000 = 28.26%
1994 956.66 - 1,000 (43.34) / 1,000 = (4.33)%
1993 1,080.79 - 1,000 80.79 / 1,000 = 8.08%
1992 1,047.75 - 1,000 47.75 / 1,000 = 4.78%
1991 1,358.86 - 1,000 358.86 / 1,000 = 35.89%
1990 942.10 - 1,000 (57.90) / 1,000 = (5.79)%
1989 1,266.10 - 1,000 266.10 / 1,000 = 26.61%
1988 1,176.57 - 1,000 176.57 / 1,000 = 17.66%
1987 1,022.13 - 1,000 22.13 / 1,000 = 2.21%
<PAGE>
VARIFLEX LS
NON-STANDARDIZED TOTAL RETURN
SERIES C (MONEY MARKET)
Quotation of Total Return for the period of January 1, 1987 to December 31,
1997.
Initial Investment = $1,000
INCREASE
INITIAL (DECREASE) INITIAL % INCREASE
ENDING VALUE VALUE IN VALUE VALUE (DECREASE)
1997 $1,037.31 - $1,000 $37.31 / $1,000 = 3.73%
1996 1,035.93 - 1,000 35.93 / 1,000 = 3.59%
1995 1,039.03 - 1,000 39.03 / 1,000 = 3.90%
1994 1,022.81 - 1,000 22.81 / 1,000 = 2.28%
1993 1,011.48 - 1,000 11.48 / 1,000 = 1.15%
1992 1,018.01 - 1,000 18.01 / 1,000 = 1.80%
1991 1,041.77 - 1,000 41.77 / 1,000 = 4.18%
1990 1,063.45 - 1,000 63.45 / 1,000 = 6.35%
1989 1,075.28 - 1,000 75.28 / 1,000 = 7.53%
1988 1,056.78 - 1,000 56.78 / 1,000 = 5.68%
1987 1,049.81 - 1,000 49.81 / 1,000 = 4.98%
<PAGE>
VARIFLEX LS
NON-STANDARDIZED TOTAL RETURN
SERIES D (WORLD WIDE EQUITY)
Quotation of Total Return for the period of January 1, 1987 to December 31,
1997.
Initial Investment = $1,000
INCREASE
INITIAL (DECREASE) INITIAL % INCREASE
ENDING VALUE VALUE IN VALUE VALUE (DECREASE)
1997 $1,049.13 - $1,000 $ 49.13 / $1,000 = 4.91%
1996 1,158.13 - 1,000 158.13 / 1,000 = 15.81%
1995 1,093.41 - 1,000 93.41 / 1,000 = 9.34%
1994 1,013.06 - 1,000 13.06 / 1,000 = 1.31%
1993 1,298.00 - 1,000 298.00 / 1,000 = 29.80%
1992 960.22 - 1,000 (39.78) / 1,000 = (3.98)%
1991* 1,029.57 - 1,000 29.57 / 1,000 = 2.96%
*From May 1, 1991 to December 31, 1991.
<PAGE>
VARIFLEX LS
NON-STANDARDIZED TOTAL RETURN
SERIES E (HIGH GRADE INCOME)
Quotation of Total Return for the period of January 1, 1987 to December 31,
1997.
Initial Investment = $1,000
INCREASE
ENDING INITIAL (DECREASE) INITIAL % INCREASE
VALUE VALUE IN VALUE VALUE (DECREASE)
1997 $1,084.88 - $1,000 $ 84.88 / $1,000 = 8.49%
1996 978.86 - 1,000 (21.14) / 1,000 = (2.11)%
1995 1,169.24 - 1,000 169.24 / 1,000 = 16.92%
1994 917.72 - 1,000 (82.28) / 1,000 = (8.23)%
1993 1,110.56 - 1,000 110.56 / 1,000 = 11.06%
1992 1,059.46 - 1,000 59.46 / 1,000 = 5.95%
1991 1,153.38 - 1,000 153.38 / 1,000 = 15.34%
1990 1,051.87 - 1,000 51.87 / 1,000 = 5.19%
1989 1,103.21 - 1,000 103.21 / 1,000 = 10.32%
1988 1,056.97 - 1,000 56.97 / 1,000 = 5.70%
1987 1,009.58 - 1,000 9.58 / 1,000 = 1.00%
<PAGE>
VARIFLEX LS
NON-STANDARDIZED TOTAL RETURN
SERIES S (SOCIAL AWARENESS)
Quotation of Total Return for the period of January 1, 1987 to December 31,
1997.
Initial Investment = $1,000
INCREASE
INITIAL (DECREASE) INITIAL % INCREASE
ENDING VALUE VALUE IN VALUE VALUE (DECREASE)
1997 $1,209.38 - $1,000 $209.38 / $1,000 = 20.94%
1996 1,171.50 - 1,000 171.50 / 1,000 = 17.15%
1995 1,260.22 - 1,000 260.22 / 1,000 = 26.02%
1994 948.48 - 1,000 (51.52) / 1,000 = (5.15)%
1993 1,103.26 - 1,000 103.26 / 1,000 = 10.33%
1992 1,147.64 - 1,000 147.64 / 1,000 = 14.76%
1991* 1,045.58 - 1,000 45.58 / 1,000 = 4.56%
*From May 1, 1991 to December 31, 1991.
<PAGE>
VARIFLEX LS
NON-STANDARDIZED TOTAL RETURN
SERIES J (EMERGING GROWTH)
Quotation of Total Return for the period of January 1, 1987 to December 31,
1997.
Initial Investment = $1,000
INCREASE
INITIAL (DECREASE) INITIAL % INCREASE
ENDING VALUE VALUE IN VALUE VALUE (DECREASE)
1997 $1,182.80 - $1,000 $182.80 / $1,000 = 18.28%
1996 1,163.82 - 1,000 163.82 / 1,000 = 16.38%
1995 1,178.23 - 1,000 178.23 / 1,000 = 17.82%
1994 935.81 - 1,000 (64.19) / 1,000 = (6.42)%
1993 1,120.74 - 1,000 120.74 / 1,000 = 12.07%
1992* 1,243.40 - 1,000 243.40 / 1,000 = 24.34%
*From October 1, 1992 to December 31, 1992.
<PAGE>
VARIFLEX LS
NON-STANDARDIZED TOTAL RETURN
SERIES K (GLOBAL AGGRESSIVE BOND)
Quotation of Total Return for the period of January 1, 1987 to December 31,
1997.
Initial Investment = $1,000
INCREASE
INITIAL (DECREASE) INITIAL % INCREASE
ENDING VALUE VALUE IN VALUE VALUE (DECREASE)
1997 $1,039.30 - $1,000 $ 39.30 / $1,000 = 3.93%
1996 1,120.89 - 1,000 120.89 / 1,000 = 12.09%
1995* 1,067.40 - 1,000 67.40 / 1,000 = 6.74%
*From June 1, 1995 to December 31, 1995.
<PAGE>
VARIFLEX LS
NON-STANDARDIZED TOTAL RETURN
SERIES M (SPECIALIZED ASSET ALLOCATION)
Quotation of Total Return for the period of January 1, 1987 to December 31,
1997.
Initial Investment = $1,000
INCREASE
INITIAL (DECREASE) INITIAL % INCREASE
ENDING VALUE VALUE IN VALUE VALUE (DECREASE)
1997 $1,046.82 - $1,000 $ 46.82 / $1,000 = 4.68%
1996 1,126.29 - 1,000 126.29 / 1,000 = 12.63%
1995* 1,062.32 - 1,000 62.32 / 1,000 = 6.23%
*From June 1, 1995 to December 31, 1995.
<PAGE>
VARIFLEX LS
NON-STANDARDIZED TOTAL RETURN
SERIES N (MANAGED ASSET ALLOCATION)
Quotation of Total Return for the period of January 1, 1987 to December 31,
1997.
Initial Investment = $1,000
INCREASE
INITIAL (DECREASE) INITIAL % INCREASE
ENDING VALUE VALUE IN VALUE VALUE (DECREASE)
1997 $1,167.23 - $1,000 $167.23 / $1,000 = 16.72%
1996 1,112.10 - 1,000 112.10 / 1,000 = 11.21%
1995* 1,064.28 - 1,000 64.28 / 1,000 = 6.43%
*From June 1, 1995 to December 31, 1995.
<PAGE>
VARIFLEX LS
NON-STANDARDIZED TOTAL RETURN
SERIES O (EQUITY INCOME)
Quotation of Total Return for the period of January 1, 1987 to December 31,
1997.
Initial Investment = $1,000
INCREASE
INITIAL (DECREASE) INITIAL % INCREASE
ENDING VALUE VALUE IN VALUE VALUE (DECREASE)
1997 $1,265.65 - $1,000 $265.65 / $1,000 = 26.57%
1996 1,183.50 - 1,000 183.50 / 1,000 = 18.35%
1995* 1,160.55 - 1,000 160.55 / 1,000 = 16.05%
*From June 1, 1995 to December 31, 1995.
<PAGE>
VARIFLEX LS
NON-STANDARDIZED TOTAL RETURN
SERIES P (HIGH YIELD)
Quotation of Total Return for the period of January 1, 1987 to December 31,
1997.
Initial Investment = $1,000
INCREASE
INITIAL (DECREASE) INITIAL % INCREASE
ENDING VALUE VALUE IN VALUE VALUE (DECREASE)
1997 $1,116.98 - $1,000 $116.98 / $1,000 = 11.70%
1996* 1,060.00 - 1,000 60.00 / 1,000 = 6.00%
*From August 5, 1996 to December 31, 1996.
<PAGE>
VARIFLEX LS
NON-STANDARDIZED TOTAL RETURN
SERIES V (VALUE)
Quotation of Total Return for the period of January 1, 1987 to December 31,
1997.
Initial Investment = $1,000
INCREASE
INITIAL (DECREASE) INITIAL % INCREASE
ENDING VALUE VALUE IN VALUE VALUE (DECREASE)
1997* $1,291.96 - $1,000 $291.96 / $1,000 = 29.20%
*From May 1, 1997 to December 31, 1997.
<PAGE>
VARIFLEX LS
NON-STANDARDIZED TOTAL RETURN
SERIES X (SMALL CAP)
Quotation of Total Return for the period of January 1, 1997 to December 31,
1997.
Initial Investment = $1,000
INCREASE
INITIAL (DECREASE) INITIAL % INCREASE
ENDING VALUE VALUE IN VALUE VALUE (DECREASE)
1997* $955.00 - $1,000 $(45) / $1,000 = (4.5)%
*From October 15, 1997
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 SECURITY VARIABLE ANNUITY ACCOUNT VIII (Variflex LS)
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 3rd day of March, 1998.
THOMAS R. CLEVENGER
-----------------------------------------
Thomas R. Clevenger
SUBSCRIBED AND SWORN to before me this 3rd day of March, 1998.
ANNETTE E. CRIPPS
------------------------------------------
Notary Public
My Commission Expires:
7/8/2001
- --------------------------------
<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 SECURITY VARIABLE ANNUITY
ACCOUNT VIII (Variflex LS) 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 3rd day of March, 1998.
SISTER LORETTO MARIE COLWELL
-------------------------------------------
Sister Loretto Marie Colwell
SUBSCRIBED AND SWORN to before me this 3rd day of March, 1998.
ANNETTE E. CRIPPS
-------------------------------------------
Notary Public
My Commission Expires:
7/8/2001
- --------------------------------
<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 SECURITY VARIABLE ANNUITY ACCOUNT VIII (Variflex LS)
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 3rd day of March, 1998.
JOHN C. DICUS
-------------------------------------------
John C. Dicus
SUBSCRIBED AND SWORN to before me this 3rd day of March, 1998.
ANNETTE E. CRIPPS
-------------------------------------------
Notary Public
My Commission Expires:
7/8/2001
- --------------------------------
<PAGE>
POWER OF ATTORNEY
STATE OF KANSAS )
) ss.
COUNTY OF SHAWNEE )
KNOW ALL MEN BY THESE PRESENTS:
THAT I, Steven J. Douglass, 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 SECURITY VARIABLE ANNUITY ACCOUNT VIII (Variflex LS)
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 3rd day of March, 1998.
STEVEN J. DOUGLASS
-----------------------------------------
steven J. Douglass
SUBSCRIBED AND SWORN to before me this 3rd day of March, 1998.
ANNETTE E. CRIPPS
----------------------------------------
Notary Public
My Commission Expires:
7/8/2001
- --------------------------------
<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 SECURITY VARIABLE ANNUITY ACCOUNT VIII (Variflex LS) 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 3rd day of March, 1998.
HOWARD R. FRICKE
-------------------------------------------
Howard R. Fricke
SUBSCRIBED AND SWORN to before me this 3rd day of March, 1998.
ANNETTE E. CRIPPS
-------------------------------------------
Notary Public
My Commission Expires:
7/8/2001
- --------------------------------
<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 SECURITY VARIABLE ANNUITY ACCOUNT VIII (Variflex LS)
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 3rd day of March, 1998.
W. W. HANNA
-------------------------------------------
W. W. Hanna
SUBSCRIBED AND SWORN to before me this 3rd day of March, 1998.
ANNETTE E. CRIPPS
-------------------------------------------
Notary Public
My Commission Expires:
7/8/2001
- --------------------------------
<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 SECURITY VARIABLE ANNUITY ACCOUNT VIII (Variflex LS)
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 3rd day of March, 1998.
JOHN E. HAYES, JR.
-------------------------------------------
John E. Hayes, Jr.
SUBSCRIBED AND SWORN to before me this 3rd day of March, 1998.
ANNETTE E. CRIPPS
-------------------------------------------
Notary Public
My Commission Expires:
7/8/2001
- --------------------------------
<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 SECURITY VARIABLE ANNUITY ACCOUNT VIII (Variflex LS)
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 3rd day of March, 1998.
LAIRD G. NOLLER
-------------------------------------------
Laird G. Noller
SUBSCRIBED AND SWORN to before me this 3rd day of March, 1998.
ANNETTE E. CRIPPS
-------------------------------------------
Notary Public
My Commission Expires:
7/8/2001
- --------------------------------
<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 SECURITY VARIABLE ANNUITY ACCOUNT VIII (Variflex LS)
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 3rd day of March, 1998.
FRANK C. SABATINI
-------------------------------------------
Frank C. Sabatini
SUBSCRIBED AND SWORN to before me this 3rd day of March, 1998.
ANNETTE E. CRIPPS
-------------------------------------------
Notary Public
My Commission Expires:
7/8/2001
- --------------------------------
<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 SECURITY VARIABLE ANNUITY ACCOUNT VIII (Variflex LS)
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 3rd day of March, 1998.
ROBERT C. WHEELER
-------------------------------------------
Robert C. Wheeler
SUBSCRIBED AND SWORN to before me this 3rd day of March, 1998.
ANNETTE E. CRIPPS
-------------------------------------------
Notary Public
My Commission Expires:
7/8/2001
- --------------------------------
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