<PAGE>
As filed with the Securities and Exchange Commission on August 7, 2000
Registration Nos.
333-93059
811-08946
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-4
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [_]
Pre-Effective Amendment No. [_]
Post-Effective Amendment No. 1 [X]
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [_]
Amendment No. 25 [X]
(Check appropriate box or boxes)
SEPARATE ACCOUNT A
(Exact Name of Registrant)
PACIFIC LIFE INSURANCE COMPANY
(Name of Depositor)
700 Newport Center Drive
Newport Beach, California 92660
(Address of Depositor's Principal Executive Offices) (Zip Code)
(949) 219-3743
(Depositor's Telephone Number, including Area Code)
Diane N. Ledger
Vice President
Pacific Life Insurance Company
700 Newport Center Drive
Newport Beach, California 92660
(Name and address of agent for service)
Copies of all communications to:
Diane N. Ledger Jane A. Kanter, Esq.
Pacific Life Insurance Company Dechert Price & Rhoads
P. O. Box 9000 1775 Eye Street, N.W.
Newport Beach, CA 92658-9030 Washington, D.C. 20006-2401
Approximate Date of Proposed Public Offering
It is proposed that this filing will become effective (check appropriate box)
[X] immediately upon filing pursuant to paragraph (b) of Rule 485
[_] on ____________ pursuant to paragraph (b) of Rule 485
[_] 60 days after filing pursuant to paragraph (a) (1) of Rule 485
[_] on ____________ pursuant to paragraph (a) (1) 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 the Separate Account under
Pacific Innovations individual flexible premium deferred variable annuity
contracts.
Filing Fee: None
<PAGE>
PROSPECTUS
(Included in Registrant's Form 497, File No. 333-93059, Accession No.
0000912057-00-022008, filed on May 5, 2000, and incorporated by reference
herein.)
<PAGE>
STATEMENT OF ADDITIONAL INFORMATION
(Included in Registrant's Form 497, File No. 333-93059, Accession No.
0000912057-00-022008, filed on May 5, 2000, and incorporated by reference
herein.)
<PAGE>
++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++
+A registration statement for Pacific Select Fund relating to shares of the +
+Focused 30 and Strategic Value Portfolios has been filed with the Securities +
+and Exchange Commission, but has not yet become effective. The information in +
+the Prospectus is not complete and may be changed. Interests in the new +
+Investment Options and shares of the Focused 30 and Strategic Value +
+Portfolios may not be sold until the Fund's registration statement is +
+effective. This supplement and Preliminary Prospectus are not an offer to +
+sell interests in the Investment Options or shares of the Focused 30 and +
+Strategic Value Portfolios and do not solicit an offer to buy interests or +
+shares in any state where the offer or sale is not permitted. +
++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++
Supplement to Prospectus Dated May 1, 2000 for
Pacific Innovations, a variable annuity contract
issued by Pacific Life Insurance Company
Date of Supplement: August 7, 2000
This supplement changes the Prospectus to reflect the following:
---------------------------------------------------------
Two new Variable The new Investment Options will invest in two new
Investment Options Portfolios of the Pacific Select Fund called the
will be available Focused 30 and Strategic Value Portfolios. Below is
October 2, 2000 information summarizing the new Portfolios.
. Focused 30 Pacific Life Insurance Company, the adviser, and the
. Strategic Value Fund have retained Janus Capital Corporation as
Portfolio manager.
<TABLE>
<CAPTION>
--------------------------------------------------------------------------
Primary Investments
Portfolio Objective (under normal circumstances)
--------------------------------------------------------------------------
<S> <C> <C>
Focused 30 Long-term growth of capital. Common stocks selected
for their growth
potential.
Strategic Value Long-term growth of capital. Common stocks with the
potential for long-term
growth of capital.
--------------------------------------------------------------------------
</TABLE>
This chart is only a summary. For more complete
information on the Portfolios, including a discussion
of each Portfolio's investment techniques and the risks
associated with its investments, see the accompanying
Fund Preliminary Prospectus. You should read the
Prospectus carefully.
---------------------------------------------------------
An Overview of The following is added to the chart under Fees and
Pacific Expenses Paid by the Pacific Select Fund:
Innovations is
amended
<TABLE>
<CAPTION>
--------------------------------------------------------------------------
Portfolio Advisory fee Other expenses 12b-1 fees+ Total expenses+
--------------------------------------------------------------------------
As an annual % of average daily net assets
<S> <C> <C> <C> <C>
Focused 30* 0.95 0.08 -- 1.03
Strategic Value* 0.95 0.08 -- 1.03
</TABLE>
* Other expenses are estimated. There were no actual
advisory fees or other expenses for these Portfolios
in 1999 because the Portfolios will start on October
2, 2000. See page 7 of the Preliminary Prospectus for
information about expense caps through December 31,
2001 for these Portfolios.
+ The Fund has adopted a brokerage enhancement 12b-1
plan, under which brokerage transactions may be
placed with broker-dealers in return for credits,
cash, or other compensation that may be used to help
promote distribution of Fund shares. There are no
fees or charges to any Portfolio under this plan,
although the Fund's distributor may defray expenses
of up to approximately $300,000 for the year 2000,
which it might otherwise incur for distribution. If
such defrayed amount were considered a Fund expense,
it would represent approximately .0023% or less of
any Portfolio's average daily net assets.
<PAGE>
---------------------------------------------------------
The following is added to Examples:
The following table shows the expenses you would pay on
each $1,000 you invested if, at the end of each period,
you: annuitized your Contract, surrendered your
Contract and withdrew the Contract Value, or did not
annuitize or surrender, but left the money in your
Contract.
These examples assume the following:
. the Contract Value starts at $65,000
. the Investment Options have an annual return of 5%
. the Annual Fee is deducted even when the Contract
Value goes over $50,000 and a waiver would normally
apply.
without Rider reflects the expenses you would pay if
you did not buy the optional Stepped-Up Death Benefit
Rider (SDBR) or Premier Death Benefit Rider (PDBR).
with SDBR reflects the expenses you would pay if you
bought the optional Stepped-Up Death Benefit Rider.
with PDBR reflects expenses you would pay if you bought
the optional Premier Death Benefit Rider.
These examples do not show past or future expenses.
Your actual expenses in any year may be more or less
than those shown here.
<TABLE>
<CAPTION>
--------------------------------------------------------------------------------
Expenses if you did
not annuitize or
Expenses if you Expenses if you surrender, but left
annuitized surrendered the money in your
your Contract ($) your Contract ($) Contract ($)
--------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Variable Account 1 yr 3 yr 5 yr 10 yr 1 yr 3 yr 5 yr 10 yr 1 yr 3 yr 5 yr 10 yr
--------------------------------------------------------------------------------
Focused 30
without Rider 106 77 132 280 106 149 132 280 25 77 132 280
with SDBR 108 83 142 300 108 155 142 300 27 83 142 300
with PDBR 110 87 149 314 110 159 149 314 29 87 149 314
--------------------------------------------------------------------------------
Strategic Value
without Rider 106 77 132 280 106 149 132 280 25 77 132 280
with SDBR 108 83 142 300 108 155 142 300 27 83 142 300
with PDBR 110 87 149 314 110 159 149 314 29 87 149 314
--------------------------------------------------------------------------------
</TABLE>
---------------------------------------------------------
Choosing Your This information is added to the discussion in the
Investment Options Prospectus on Choosing Your Investment Options.
is amended
You may instruct us to allocate all or part of your
Purchase Payments to the Focused 30 and Strategic Value
Investment Options on or after October 2, 2000. You may
not allocate your Purchase Payments to these Investment
Options prior to October 2, 2000, when the Options
first become available.
2
<PAGE>
---------------------------------------------------------
Transfers is This information is added to the discussion in the
amended Prospectus on Transfers.
You may instruct us to transfer Accumulated Value to a
Variable Investment Option and specify a future date on
which the Accumulated Value is to be transferred. This
instruction may cover any Variable Investment Option
currently available under your contract and the Focused
30 and Strategic Value Investment Options. For the
Focused 30 and Strategic Value Investment Options, you
may not specify a date prior to October 2, 2000, when
the Options first become available. If you specify
October 2, 2000 for the Focused 30 and Strategic Value
Investment Options, and we receive the instructions
prior to that date, the requested amount will be
transferred effective as of the close of business on
October 2, 2000. You may revoke your transfer
instructions at any time before we transfer Accumulated
Value by providing us with a revocation in proper form,
which we must receive not later than 4:00 p.m. Eastern
time on the last Business Day before the date you have
specified for a transfer. While highly remote, there is
a possibility that the Focused 30 and Strategic Value
Investment Options will not become effective on October
2, 2000, in which case we would not effect the transfer
to these Options, and your Accumulated Value would
remain in the Investment Option from which you
requested it be transferred until the day the Focused
30 and Strategic Value Portfolios become effective, if
ever, unless you instruct us otherwise.
---------------------------------------------------------
Choosing Your This information is added to the discussion in the
Annuity Option Prospectus on Choosing Your Annuity Option.
is amended
If you annuitize and select the variable annuity
payment option, the Focused 30 and Strategic Value
Variable Investment Options will be available effective
October 2, 2000, unless the Focused 30 and Strategic
Value Portfolios do not become effective on that date.
3
<PAGE>
PART II
Part C: OTHER INFORMATION
Item 24. Financial Statements and Exhibits
---------------------------------
(a) Financial Statements
Part A: None
Part B:
(1) Registrant's Financial Statements
Audited Financial Statements dated as of
December 31, 1999 which are incorporated by
reference from the 1999 Annual Report include
the following for Separate Account A:
Statements of Assets and Liabilities
Statements of Operations
Statements of Changes in Net Assets
Notes to Financial Statements
(2) Depositor's Financial Statements
Audited Consolidated Financial Statements dated
as of December 31, 1999 and 1998, and for the
three year period ended December 31, 1999,
included in Part B include the following for
Pacific Life:
Independent Auditors' Report
Consolidated Statements of Financial Condition
Consolidated Statements of Operations
Consolidated Statements of Stockholder's Equity
Consolidated Statements of Cash Flows
Notes to Consolidated Financial Statements
(b) Exhibits
1. (a) Resolution of the Board of Directors of the
Depositor authorizing establishment of Separate
Account A and Memorandum establishing Separate
Account A./1/
(b) Memorandum Establishing Two New Variable
Accounts--Aggressive Equity and Emerging Markets
Portfolios./1/
(c) Resolution of the Board of Directors of Pacific
Life Insurance Company authorizing conformity to
the terms of the current Bylaws./3/
II-1
<PAGE>
2. Not applicable
3. (a) Distribution Agreement between Pacific Mutual Life
and Pacific Mutual Distributors, Inc. ("PMD")
(formerly Pacific Equities Network) /1/
(b) Form of Selling Agreement between Pacific Mutual
Life, PMD and Various Broker-Dealers /1/
4. (a) Form of Individual Flexible Premium Deferred
Variable Annuity Contract (Form 10-12600) /1/
(b) Qualified Pension Plan Rider (Form R90-PEN-V)
/1/
(c) 403(b) Tax-Sheltered Annuity Rider (Form
R-403B-9553) /1/
(d) Section 457 Plan Rider (Form 24-123799) /1/
(e) IRA Rider (Form R-IRA 198) /1/
(f) Roth IRA Rider (Form R-RIRA 198) /1/
(g) Simple IRA Rider (Form R-SIRA 198) /1/
(h) Stepped-Up Death Benefit Rider
(Form 20-12601) /1/
(i) Premier Death Benefit Rider
(Form 20-12602) /1/
5. (a) Application Form for Individual Flexible Premium
Deferred Variable Annuity Contract (Form 25-12600)
/1/
(b) Variable Annuity PAC APP /1/
(c) Application/Confirmation Form/2/
6. (a) Pacific Life's Articles of Incorporation /1/
(b) By-laws of Pacific Life /1/
7. Not applicable
8. Fund Participation Agreement/2/
9. Opinion and Consent of legal officer of Pacific Life as
to the legality of Contracts being registered. /1/
II-2
<PAGE>
10. Independent Auditors' Consent/3/
11. Not applicable
12. Not applicable
13. Performance Calculations/2/
14. Not applicable
15. Powers of Attorney/2/
16. Not applicable
/1/ Included in Registrant's Form N-4, File No. 333-93059, Accession No.
0000912057-99-009849 filed on December 17, 1999 and incorporated by reference
herein.
/2/ Included in Registrant's Form N-4, File No. 333-93059, Accession No.
0000912057-00-015739 filed on March 31, 2000 and incorporated by reference
herein.
/3/ Included in Registrant's Form N-4/A, File No. 333-93059, Accession No.
0000912057-00-018010 filed on April 14, 2000 and incorporated by reference
herein.
Item 25. Directors and Officers of Pacific Life
Positions and Offices
Name and Address with Pacific Life
Thomas C. Sutton Director, Chairman of the Board, and
Chief Executive Officer
Glenn S. Schafer Director and President
Khanh T. Tran Director, Senior Vice President and
Chief Financial Officer
David R. Carmichael Director, Senior Vice President and
General Counsel
Audrey L. Milfs Director, Vice President and Corporate
Secretary
Edward R. Byrd Vice President and Controller
Brian D. Klemens Vice President and Treasurer
Gerald W. Robinson Executive Vice President
______________________________
The address for each of the persons listed above is as follows:
700 Newport Center Drive
Newport Beach, California 92660
II-3
<PAGE>
Item 26. Persons Controlled by or Under Common Control with Pacific Life
or Separate Account A
The following is an explanation of the organization chart of Pacific
Life's subsidiaries:
PACIFIC LIFE, SUBSIDIARIES & AFFILIATED ENTERPRISES
LEGAL STRUCTURE
Pacific Life is a California Stock Insurance Company wholly-owned by
Pacific LifeCorp (a Delaware Stock Holding Company) which is, in turn,
99% owned by Pacific Mutual Holding Company (a California Mutual
Holding Company). Pacific Life is the parent company of Pacific Asset
Management LLC (a Delaware Limited Liability Company), Pacific Life &
Annuity Company, formerly known as PM Group Life Insurance Company (an
Arizona Corporation), Pacific Select Distributors, Inc. (formerly
known as Pacific Mutual Distributors, Inc.), and World-Wide Holdings
Limited (a United Kingdom Corporation). Pacific Life also has a 40%
ownership of American Maturity Life Insurance Company (a Connecticut
Corporation), a 50% ownership of Pacific Mezzanine Associates, L.L.C.
(a Delaware Limited Liability Company and a 95% ownership of Grayhawk
Golf Holdings, LLC). A subsidiary of Pacific Mezzanine Associates,
L.L.C. is Pacific Mezzanine Investors, L.L.C., (a Delaware Limited
Liability Company) who is the sole general partner of the PMI
Mezzanine Fund, L.P. (a Delaware Limited Partnership). Subsidiaries of
Pacific Asset Management LLC are PMRealty Advisors Inc., Pacific
Financial Products Inc. (a Delaware Corporation), PPA LLC (a Delaware
Limited Liability Company), CCM LLC (a Delaware Limited Liability
Company), NFJ LLC (a Delaware Limited Liability Company), and PIMCO
Holding LLC (a Delaware Limited Liability Company). Pacific Asset
Management LLC has a 32% beneficial economic interest in PIMCO
Advisors L.P. (a Delaware Limited Partnership). Subsidiaries of
Pacific Select Distributors, Inc. include: Associated Financial Group,
Inc.; Mutual Service Corporation (a Michigan Corporation), along with
its subsidiaries Advisors' Mutual Service Center, Inc. (a Michigan
Corporation) and Titan Value Equities Group, Inc.; and United
Planners' Group, Inc. (an Arizona Corporation), along with its
subsidiary United Planners' Financial Services of America (an Arizona
Limited Partnership). Subsidiaries of World-Wide Holdings Limited
include: World-Wide Reassurance Company Limited (a United Kingdom
Corporation) and World-Wide Reassurance Company (BVI) Limited (a
British Virgin Islands Corporation). All corporations are 100% owned
unless otherwise indicated. All entities are California corporations
unless otherwise indicated.
II-4
<PAGE>
Item 27. Number of Contractholders
Approximately 505 Qualified
504 Non Qualified
Item 28. Indemnification
(a) The Distribution Agreement between Pacific Life and Pacific Select
Distributors, Inc. ("PSD", formerly known as Pacific Mutual
Distributors, Inc.) provides substantially as follows:
Pacific Life hereby agrees to indemnify and hold harmless PSD and its
officers and directors, and employees for any expenses (including legal
expenses), losses, claims, damages, or liabilities incurred by reason
of any untrue or alleged untrue statement or representation of a
material fact or any omission or alleged omission to state a material
fact required to be stated to make other statements not misleading, if
made in reliance on any prospectus, registration statement, post-
effective amendment thereof, or sales materials supplied or approved by
Pacific Life or the Separate Account. Pacific Life shall reimburse each
such person for any legal or other expenses reasonably incurred in
connection with investigating or defending any such loss, liability,
damage, or claim. However, in no case shall Pacific Life be required to
indemnify for any expenses, losses, claims, damages, or liabilities
which have resulted from the willful misfeasance, bad faith,
negligence, misconduct, or wrongful act of PSD.
PSD hereby agrees to indemnify and hold harmless Pacific Life, its
officers, directors, and employees, and the Separate Account for any
expenses, losses, claims, damages, or liabilities arising out of or
based upon any of the following in connection with the offer or sale of
the contracts: (1) except for such statements made in reliance on any
prospectus, registration statement or sales material supplied or
approved by Pacific Life or the Separate Account, any untrue or alleged
untrue statement or representation is made; (2) any failure to deliver
a currently effective prospectus; (3) the use of any unauthorized sales
literature by any officer, employee or agent of PSD or Broker; (4) any
willful misfeasance, bad faith, negligence, misconduct or wrongful act.
PSD shall reimburse each such person for any legal or other expenses
reasonably incurred in connection with investigating or defending any
such loss, liability, damage, or claim.
(b) The Form of Selling Agreement between Pacific Life, Pacific Select
Distributors, Inc. ("PSD" formerly known asPacific Mutual Distributors,
Inc.) and Various Broker-Dealers provides substantially as follows:
Pacific Life and PSD agree to indemnify and hold harmless Selling
Broker-Dealer and General Agent, their officers, directors, agents and
employees, against any and all losses, claims, damages or liabilities
to which they may become subject under the 1933 Act, the 1934 Act, or
other federal or state statutory law or regulation, at common law or
otherwise, insofar as such losses, claims, damages or liabilities (or
actions in respect thereof) arise
II-5
<PAGE>
out of or are based upon any untrue statement or alleged untrue
statement of a material fact or any omission or alleged omission to
state a material fact required to be stated or necessary to make the
statements made not misleading in the registration statement for the
Contracts or for the shares of Pacific Select Fund (the "Fund") filed
pursuant to the 1933 Act, or any prospectus included as a part thereof,
as from time to time amended and supplemented, or in any advertisement
or sales literature approved in writing by Pacific Life and PSD
pursuant to Section IV.E. Of this Agreement.
Selling Broker-Dealer and General Agent agree to indemnify and hold
harmless Pacific Life, the Fund and PSD, their officers, directors,
agents and employees, against any and all losses, claims, damages or
liabilities to which they may become subject under the 1933 Act, the
1934 Act or other federal or state statutory law or regulation, at
common law or otherwise, insofar as such losses, claims, damages or
liabilities (or actions in respect thereof) arise out of or are based
upon: (a) any oral or written misrepresentation by Selling Broker-
Dealer or General Agent or their officers, directors, employees or
agents unless such misrepresentation is contained in the registration
statement for the Contracts or Fund shares, any prospectus included as
a part thereof, as from time to time amended and supplemented, or any
advertisement or sales literature approved in writing by Pacific Life
and PSD pursuant to Section IV.E. of this Agreement, (b) the failure of
Selling Broker-Dealer or General Agent or their officers, directors,
employees or agents to comply with any applicable provisions of this
Agreement or (c) claims by Sub-agents or employees of General Agent or
Selling Broker-Dealer for payments of compensation or remuneration of
any type. Selling Broker-Dealer and General Agent will reimburse
Pacific Life or PSD or any director, officer, agent or employee of
either entity for any legal or other expenses reasonably incurred by
Pacific Life, PSD, or such officer, director, agent or employee in
connection with investigating or defending any such loss, claims,
damages, liability or action. This indemnity agreement will be in
addition to any liability which Broker-Dealer may otherwise have.
II-6
<PAGE>
Item 29. Principal Underwriters
(a) PSD also acts as principal underwriter for Pacific Select
Separate Account, Pacific Select Exec Separate Account, Pacific
Select Variable Annuity Separate Account, Pacific Corinthian
Variable Separate Account, Separate Account B and Pacific
Select Fund.
(b) For information regarding PSD, reference is made to Form B-D, SEC
File No. 8-15264, which is herein incorporated by reference.
(c) PSD retains no compensation or net discounts or commissions from
the Registrant.
Item 30. Location of Accounts and Records
The accounts, books and other documents required to be maintained
by Registrant pursuant to Section 31(a) of the Investment Company
Act of 1940 and the rules under that section will be maintained
by Pacific Life at 700 Newport Center Drive, Newport Beach,
California 92660.
Item 31. Management Services
Not applicable
Item 32. Undertakings
The registrant hereby undertakes:
(a) to file a post-effective amendment to this registration statement
as frequently as is necessary to ensure that the audited
financial statements in this registration statement are never
more than 16 months old for so long as payments under the
variable annuity contracts may be accepted, unless otherwise
permitted.
(b) to include either (1) as a part of any application to purchase a
contract offered by the prospectus, a space that an applicant can
check to request a Statement of Additional Information, or (2) a
post card or similar written communication affixed to or included
in the prospectus that the applicant can remove to send for a
Statement of Additional Information, or (3) to deliver a
Statement of Additional Information with the Prospectus.
(c) 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.
Additional Representations
II-7
<PAGE>
(a) The Registrant and its Depositor are relying upon American Council of
Life Insurance, SEC No-Action Letter, SEC Ref. No. 1P-6-88 (November 28, 1988)
with respect to annuity contracts offered as funding vehicles for retirement
plans meeting the requirements of Section 403(b) of the Internal Revenue Code,
and the provisions of paragraphs (1)-(4) of this letter have been complied with.
(b) The Registrant and its Depositor are relying upon Rule 6c-7 of the
Investment Company Act of 1940 with respect to annuity contracts offered as
funding vehicles to participants in the Texas Optional Retirement Program, and
the provisions of Paragraphs (a)-(d) of the Rule have been complied with.
(c) REPRESENTATION PURSUANT TO SECTION 26(e) OF THE INVESTMENT COMPANY
ACT OF 1940: Pacific Life Insurance Company and Registrant represent
that the fees and charges to be deducted under the Variable Annuity Contract
("Contract") described in the prospectus contained in this registration
statement are, in the aggregate, reasonable in relation to the services
rendered, the expenses expected to be incurred, and the risks assumed in
connection with the Contract.
II-8
<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 Post-Effective Amendment No. 1 to the Registration Statement on
Form N-4 to be signed on its behalf by the undersigned thereunto duly authorized
in the City of Newport Beach, and the State of California on this 7th day of
August, 2000.
SEPARATE ACCOUNT A
(Registrant)
By: PACIFIC LIFE INSURANCE COMPANY
By: ____________________________________
Thomas C. Sutton*
Chairman and Chief Executive Officer
By: PACIFIC LIFE INSURANCE COMPANY
(Depositor)
By: ____________________________________
Thomas C. Sutton*
Chairman and Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective
Amendment No. 1 to the Registration Statement has been signed by the following
persons in the capacities and on the dates indicated:
Signature Title Date
_________________________ Director, Chairman of the Board August 7, 2000
Thomas C. Sutton* and Chief Executive Officer
_________________________ Director and President August 7, 2000
Glenn S. Schafer*
_________________________ Director, Senior Vice President August 7, 2000
Khanh T. Tran* and Chief Financial Officer
_________________________ Director, Senior Vice President August 7, 2000
David R. Carmichael* and General Counsel
_________________________ Director, Vice President and August 7, 2000
Audrey L. Milfs* Corporate Secretary
_________________________ Vice President and Controller August 7, 2000
Edward R. Byrd*
_________________________ Vice President and Treasurer August 7, 2000
Brian D. Klemens*
_________________________ Executive Vice President August 7, 2000
Gerald W. Robinson*
*By: __________________________ August 7, 2000
David R. Carmichael
as attorney-in-fact
(Powers of Attorney are contained in Pre-Effective Amendment No. 1, to the
Registration Statement filed on March 31, 2000 on Form N-4/A for Separate
Account A, File No. 333-93059, Accession No. 0000912059-00-015739, as
Exhibit 15.)
II-9
