<PAGE>
As filed with the Securities and Exchange Commission on March ____, 1995.
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-4
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
and
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
THE TRAVELERS FUND BD II FOR VARIABLE ANNUITIES
(Exact name of Registrant)
THE TRAVELERS LIFE AND ANNUITY COMPANY
(Name of Depositor)
ONE TOWER SQUARE, HARTFORD, CONNECTICUT 06183
(Address of Depositor's Principal Executive Offices)
Depositor's Telephone Number, including area code: (203) 277-0111
ERNEST J. WRIGHT
Assistant Secretary
The Travelers Life and Annuity Company
One Tower Square
Hartford, Connecticut 06183
(Name and Address of Agent for Service)
Approximate Date of Proposed Public Offering: As soon as posssible after
effective date of Registration
Statement.,
PURSUANT TO RULE 24F-2 OF THE INVESTMENT COMPANY ACT OF 1940, THE REGISTRANT
HEREBY DECLARES THAT AN INDEFINITE AMOUNT OF VARIABLE ANNUITY CONTRACTS IS
BEING REGISTERED UNDER THE SECURITIES ACT OF 1933. AMOUNT OF REGISTRATION
FEE: $500.
The Registrant hereby amends this registration statement on such date or
dates as may be necessary to delay its effective date until the registrant
shall file a further amendment which specifically states that this
registration statement shall thereafter become effective in accordance with
Section 8(a) of the Securities Act of 1933 or until the registration
statement shall thereafter become effective in accordance with Section 8(a)
of the Securities Act of 1933 or until the registration statement shall
become effective on such date as the Commission, acting pursuant to
Section 8(a), may determine.
<PAGE>
THE TRAVELERS FUND BD II FOR VARIABLE ANNUITIES
Cross-Reference Sheet
Form N-4
Item
No. Caption in Prospectus
1. Cover Page Prospectus
2. Definitions Glossary of Special Terms
3. Synopsis Prospectus Summary
4. Condensed Financial Information Not Applicable
5. General Description of Registrant, The Insurance Company; The Separate
Depositor, and Portfolio Companies Account and the Underlying Funds
6. Deductions Charges and Deductions;
Distribution of Variable Annuity
Contracts
7. General Description of Variable The Contract
Annuity Contracts
8. Annuity Period The Annuity Period
9. Death Benefit Death Benefit
10. Purchases and Contract Value The Contract
11. Redemptions Surrenders and Redemptions
12. Taxes Federal Tax Considerations
13. Legal Proceedings Legal Proceedings and Opinions
14. Table of Contents of the Statement Appendix B - Contents of the
of Additional Information Statement of Additional
Information
CAPTION IN STATEMENT OF ADDITIONAL
INFORMATION
15. Cover Page The Separate Account
16. Table of Contents Table of Contents
17. General Information and History The Insurance Company; The
Separate Account and The
Underlying Funds
18. Services Principal Underwriter
19. Purchase of Securities Being Offered Valuation of Assets
20. Underwriters Principal Underwriter
21. Calculation of Performance Data Not Applicable
22. Annuity Payments Not Applicable
23. Financial Statements Financial Statements
<PAGE>
PART A
INFORMATION REQUIRED IN A PROSPECTUS
<PAGE>
PROSPECTUS
This Prospectus describes an individual flexible premium
variable annuity contract (the "Contract") offered
by The Travelers Life and Annuity Company (the
"Company"). The Contract is currently available for
use in connection with (1) individual nonqualified
purchases; (2) Individual Retirement Annuities (IRAs)
pursuant to Section 408 of the Internal Revenue Code of
1986, as amended (the "Code"); and (3) qualified
retirement plans.
Purchase Payments made under the Contract will accumulate on
a fixed and/or a variable basis, as selected by the Contract
Owner. If on a variable basis, the value of the Contract
prior to the Maturity Date will vary continuously to reflect
the investment experience of The Travelers Fund BD II for
Variable Annuities ("Fund BD II"). Purchase
Payments may currently be allocated to any one or more of
the sub-accounts (the "Sub-Accounts") available
under Fund BD II. The assets in each Sub-Account are
invested in a separate series of shares of the Smith
Barney/Travelers Series Fund Inc., a "series" type
of mutual fund. Each series of shares is a separate
investment portfolio. The investment portfolios currently
available are: Smith Barney Income and Growth Portfolio,
Alliance Growth Portfolio, American Capital Enterprise
Portfolio, Smith Barney International Equity Portfolio,
Smith Barney Pacific Basin Portfolio, TBC Managed Income
Portfolio, Putnam Diversified Income Portfolio, G.T. Global
Strategic Income Portfolio, Smith Barney High Income
Portfolio, MFS Total Return Portfolio, Smith Barney Money
Market Portfolio; and Smith Barney Total Return Portfolio of
the Smith Barney Series Fund (collectively, the
"Underlying Funds").
This Prospectus provides the information about Fund BD II
that you should know before investing. Please read it and
retain it for future reference. Additional information
about Fund BD II is contained in a Statement of Additional
Information dated _________ 1995 which has been filed with
the Securities and Exchange Commission and is incorporated
by reference into this Prospectus. A copy may be obtained,
without charge, by writing to The Travelers Life and Annuity
Company, Annuity Investor Services--5SHS, One Tower
Square, Hartford, Connecticut 06183-9061, or by calling
1-800-842-8573. The Table of Contents of the Statement of
Additional Information appears in Appendix B of this
Prospectus.
THIS PROSPECTUS IS VALID ONLY WHEN
ACCOMPANIED BY THE CURRENT PROSPECTUS FOR THE UNDERLYING
FUNDS. BOTH THE CONTRACT PROSPECTUS AND THE UNDERLYING FUND
PROSPECTUS SHOULD BE READ AND RETAINED FOR FUTURE REFERENCE.
THESE SECURITIES HAVE NOT BEEN APPROVED OR
DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION OR ANY
STATE SECURITIES COMMISSION NOR HAS THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION
PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS.
ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
VARIABLE ANNUITY CONTRACTS ARE NOT DEPOSITS
OR OBLIGATIONS OF, OR ENDORSED OR GUARANTEED BY, ANY BANK,
NOR ARE THEY FEDERALLY INSURED OR OTHERWISE PROTECTED BY THE
FDIC, THE FEDERAL RESERVE BOARD OR ANY OTHER AGENCY; THEY
ARE SUBJECT TO INVESTMENT RISKS, INCLUDING POSSIBLE LOSS OF
PRINCIPAL INVESTMENT.
THIS PROSPECTUS IS DATED _________, 1995
<PAGE>
THIS PAGE INTENTIONALLY LEFT BLANK
<PAGE>
TABLE OF CONTENTS
GLOSSARY OF SPECIAL TERMS.............................GLOSSARY 1
PROSPECTUS SUMMARY....................................SUMMARY 1
FEE TABLE.............................................FEE TABLE 1
THE INSURANCE COMPANY...........................................1
THE SEPARATE ACCOUNT AND THE UNDERLYING FUNDS...................1
THE TRAVELERS FUND BD FOR VARIABLE ANNUITIES (FUND BD)......1
THE UNDERLYING FUNDS .....................................1
PERFORMANCE INFORMATION.........................................4
THE CONTRACT....................................................4
Purchase Payments ............................................5
Right to Return ..............................................5
Accumulation Units............................................5
Net Investment Factor.........................................5
CHARGES AND DEDUCTIONS .........................................6
Contingent Deferred Sales Charge .............................6
Administrative Charges .......................................6
Insurance Charge .............................................7
Reduction or Elimination of Contract Charges..................7
Underlying Fund Charges.......................................8
Premium Tax ..................................................8
OWNERSHIP PROVISIONS............................................8
Types of Ownership............................................8
Beneficiary ..................................................8
Annuitant.....................................................9
TRANSFERS ......................................................9
Dollar-Cost Averaging (Automated Transfers) ..................9
Telephone Transfers..........................................10
SURRENDERS AND REDEMPTIONS ....................................10
Systematic Withdrawals ......................................10
DEATH BENEFIT .................................................11
THE ANNUITY PERIOD ...........................................12
Maturity Date................................................12
Allocation of Annuity........................................13
Variable Annuity.............................................13
Fixed Annuity................................................14
PAYMENT OPTIONS................................................14
Election of Options..........................................14
<PAGE>
Annuity Options .............................................14
Income Options...............................................15
MISCELLANEOUS CONTRACT PROVISIONS..............................15
Termination .................................................15
Misstatement.................................................16
Required Reports.............................................16
Suspension of Payments.......................................16
FEDERAL TAX CONSIDERATIONS ....................................16
VOTING RIGHTS .................................................19
DISTRIBUTION OF VARIABLE ANNUITY CONTRACTS.....................20
STATE REGULATION...............................................20
Conformity with State and Federal Laws.......................20
LEGAL PROCEEDINGS AND OPINIONS.................................20
THE FIXED ACCOUNT .............................................22
APPENDIX A.....................................................24
Election of Options..........................................24
APPENDIX B.....................................................25
<PAGE>
GLOSSARY OF SPECIAL TERMS
The following terms are used throughout the Prospectus and have the
indicated meanings:
ACCUMULATION UNIT -- an accounting unit of measure used to
calculate the value of a Contract before Annuity Payments
begin.
ANNUITANT -- the person on whose life the Maturity Date and
the amount of the monthly Annuity Payments depend.
ANNUITY PAYMENTS -- a series of periodic payments for life; for
life with either a minimum number of payments or a
determinable sum assured; or for the joint lifetime of the
Annuitant and another person and thereafter during the
lifetime of the survivor.
ANNUITY UNIT -- an accounting unit of measure used to calculate
the amount of Annuity Payments.
CASH SURRENDER VALUE -- the amount payable to the Contract Owner or
other payee upon full or partial surrender of the Contract
during the lifetime of the Annuitant.
COMPANY'S HOME OFFICE -- the principal offices of The Travelers
Life and Annuity Company located at One Tower Square, Hartford,
Connecticut 06183-9061.
CONTRACT OWNER (YOU, YOUR) -- the person or entity to whom the
Contract is issued.
CONTRACT VALUE -- the current value of Accumulation Units
credited to the Contract less any administrative charges.
CONTRACT DATE -- the date on which the Contract, benefits and
the contract provisions become effective.
CONTRACT YEARS -- twelve-month periods beginning on the Contract
Date.
FIXED ACCOUNT -- an additional account into which Purchase
Payments may be allocated and which is included in the
Contract Value. Purchase Payments allocated to the Fixed
Account will earn interest at a rate guaranteed by the
Company; this rate will change from time to time.
INCOME PAYMENTS -- optional forms of payments made by the Company
which are based on an agreed-upon number of payments or
payment amount.
MATURITY DATE -- the date on which the first Annuity or Income
Payment is to begin.
PURCHASE PAYMENT -- a gross amount paid to the Company during the
accumulation period.
SEPARATE ACCOUNT -- assets set aside by the Company, the investment
experience of which is kept separate from that of other
assets of the Company; for example, Fund BD II.
SUB-ACCOUNT -- the portion of the assets of the Separate
Account which is allocated to a particular Underlying Fund.
UNDERLYING FUND(S) -- an open-end diversified management investment
company which serves as an investment option under the
Separate Account.
VALUATION DATE -- generally, a day on which the Sub-Account is
valued. A Valuation Date is any day on which the New York
Stock Exchange is open for trading and the Company is open
for business. The value of Accumulation Units and Annuity
Units will be determined as of the close of trading on the
New York Stock Exchange.
VALUATION PERIOD -- the period between the close of business on
successive Valuation Dates.
VARIABLE ANNUITY -- an annuity contract which provides for
accumulation and for Annuity Payments which vary in amount
in accordance with the investment experience of a Separate
Account.
<PAGE>
PROSPECTUS SUMMARY
INTRODUCTION
The Contract described in this Prospectus is issued by The
Travelers Life and Annuity Company (the "Company"),
a subsidiary of The Travelers Inc. The Company has
established The Travelers Fund BD II for Variable Annuities
("Fund BD II"), a registered unit investment trust
separate account, for the purpose of investing exclusively
in shares of the Underlying Funds described herein.
The purpose of the Contract is to provide for an individual
flexible premium variable annuity which allows you to invest
in any or all of the Sub-Accounts currently available under
Fund BD II, as well as in the Fixed Account.
Certain changes and elections must be made in writing to the
Company. Where the term "written request" is used,
it means that written information must be sent to the
Company's Home Office in a form and content satisfactory to
the Company.
RIGHT TO RETURN
You may return the Contract and receive a full refund of the
Contract Value (including charges) within twenty days after
the Contract is delivered to you, unless state law requires
a longer period. The Contract Value returned may be greater
or less than your Purchase Payment; however, if applicable
state law so requires, your Purchase Payment will be
refunded in full for some or all of the free-look period.
If you purchased the Contract as an Individual Retirement
Annuity (IRA), your Purchase Payment will be refunded in
full for the first seven days of the free-look period. (See
"Right to Return," page 5.)
THE SEPARATE ACCOUNT AND THE UNDERLYING FUNDS
Fund BD II is registered with the Securities and Exchange
Commission as a unit investment trust under the Investment
Company Act of 1940. Purchase Payments allocated to the
Sub-Accounts of Fund BD II will be invested at net asset
value in shares of the following Underlying Funds in
accordance with the selection made by the Contract Owner:
Smith Barney Income and Growth Portfolio
Alliance Growth Portfolio
American Capital Enterprise Portfolio
Smith Barney International Equity Portfolio
Smith Barney Pacific Basin Portfolio
TBC Managed Income Portfolio
Putnam Diversified Income Portfolio
G.T. Global Strategic Income Portfolio
Smith Barney High Income Portfolio
MFS Total Return Portfolio
Smith Barney Money Market Portfolio
Smith Barney Total Return Portfolio
Each Underlying Fund is a separate series of shares of the
Smith Barney/Travelers Series Fund Inc., except for Smith
Barney Total Return Portfolio, which is a separate series of
the Smith Barney Series Fund Inc. For a description of each
Fund's investment objectives, as well as the investment
advisers that provide investment management and advisory
services for the funds, please refer to "The Underlying
Funds" on page 1, and the prospectuses for
the Underlying Funds.
PURCHASE PAYMENTS
An initial lump-sum Purchase Payment of at least $5,000 must
be made to the Contract, and additional Purchase Payments of
at least $500 may be made at any time following the initial
payment. All Purchase Payments will be allocated to the
Sub-Account(s) or the Fixed Account, as chosen by the
Contract Owner. (See "Purchase Payments,"
page 5.)
<PAGE>
CHARGES AND EXPENSES
There is no sales charge deducted from Purchase Payments
when they are received. However, a Contingent Deferred
Sales Charge ("surrender charge") applies if you
make a full or partial surrender of the Contract Value
during the first six years following a Purchase Payment.
The maximum surrender charge that could be assessed is 6% of
the amount withdrawn. (See "Contingent Deferred Sales
Charge," page 6.)
The Company will deduct $30 annually from the Contract to
cover administrative expenses associated with the Contract.
This charge will not apply (1) at the time of a distribution
resulting from the death of the Contract Owner, or the death
of the Annuitant with no Contingent Annuitant surviving; (2)
after an annuity payout has begun; or (3) if the Contract
Value is equal to or greater than $40,000 on the date of the
assessment of the charge. The Company will also deduct from
each Sub-Account an amount equal to 0.15% on an annual basis
of the daily net asset value of the Sub-Account for
administrative and operating expenses related to the
Sub-Accounts. (See "Administrative Charges,"
page 6.)
An insurance charge is deducted daily from the Sub-Accounts
of Fund BD II to compensate for mortality and expense risks
assumed by the Company. For those Contract Owners who elect
a standard death benefit, the insurance charge will be
equivalent on an annual basis to 1.02% of the daily net
assets of the Sub-Account. For those Contract Owners who
elect an enhanced death benefit, the insurance charge will
be equivalent on an annual basis to 1.30% of the daily net
assets of the Sub-Account. (See "Insurance Charge,"
page 7.)
Premium taxes may apply to annuities in a few states. These
taxes currently range from 0.5% to 5.0%, depending upon
jurisdiction. Where required, the Company will deduct any
applicable premium tax from the Contract Value either upon
death, surrender or annuitization, or at the time Purchase
Payments are made to the Contract, but no earlier than when
the Company has a tax liability under state law. (See
"Premium Tax," page 8.)
TRANSFERS
Prior to the Maturity Date, your investments may be
reallocated among the Fixed Account and any of the
Sub-Accounts available under Fund BD II. You may request a
reallocation of your investment either in writing, sent to
the Company's Home Office, or by telephone in accordance
with the Company's telephone transfer procedures. Transfers
between the Fixed Account and any of the variable
Sub-Accounts are subject to certain restrictions. (See
"Transfers," page 9, and "The Fixed Account," page 22.)
You may also request that the Company establish automated
transfers of Contract Values from the Fixed Account or any
of the Sub-Accounts to other Sub-Accounts through written
request or other method acceptable to the Company. The
minimum automated transfer amount is $400. (See
"Dollar-Cost Averaging (Automated Transfers)," on
page 9.)
SURRENDERS
You may also elect to surrender all or part of the Contract
Value prior to the Maturity Date, subject to certain charges
and limitations. You will be liable for income tax on the
taxable portion of any full or partial surrender, and you
may incur tax penalties if such surrender is made prior to
the age of 59-1/2. (See "Surrenders and
Redemptions," page 10.)
You may elect to take systematic withdrawals from the
Contract by surrendering a specified dollar amount of at
least $100 on a monthly, quarterly, semiannual or annual
basis. All applicable surrender charges and premium taxes
will be deducted. The minimum Contract Value required to
begin systematic withdrawals is $15,000. (See
"Systematic Withdrawals," on page 10.)
DEATH BENEFIT
A death benefit is payable to the Beneficiary upon the death
of the Annuitant prior to the Maturity Date with no
Contingent Annuitant surviving. Two different types of
death benefits are available under the Contract: a Standard
Death Benefit and an Enhanced Death Benefit. The insurance
charges under the Contract will be higher for Contract
Owners who elect the Enhanced Death Benefit. The death
benefits will vary based on the Annuitant's age at the time
of death. In addition, for nonqualified Contracts, upon
distributions resulting from the death of the Contract Owner
prior to the Maturity Date and with the Annuitant or
Contingent Annuitant surviving, the value of the Contract
will be recalculated as if a Death Benefit had been payable
based on the Contract Owner's age at the time of death.
Such value will be credited to the party taking
distributions upon the death of the Contract Owner with the
Annuitant or Contingent Annuitant surviving. This party may
be either the surviving joint owner, the succeeding owner,
or the Beneficiary, depending upon all the circumstances and
the terms of the Contract. (See "Death Benefit,"
page 11.)
THE ANNUITY PERIOD
On the Maturity Date, or other agreed-upon payment date, the
Company will provide Annuity or Income Payments to the
Contract Owner or his or her designee in accordance with the
payment option selected by the Contract Owner. If a payment
option has not been selected at or prior to the Maturity
Date, the Company will pay to the Contract Owner the first
of a series of monthly payments based on the life of the
Annuitant, in accordance with Annuity Option 2 (Life Annuity
with 120 Monthly Payments Assured), or for certain qualified
contracts, in accordance with Annuity Option 4 (Joint and
Last Survivor Joint Life Annuity - Annuity Reduced on Death
of Primary Payee) (the "Automatic Option"). If a
variable payout is selected, the payments will continue to
vary with the investment performance of the selected
Underlying Fund. If monthly Annuity Payments are less than
$100, the Company reserves the right to reduce the frequency
of payments or to pay the Contract Value in one lump-sum
payment. (See "Annuity Period," page 12.)
THE FIXED ACCOUNT
Although this Prospectus specifically applies only to the
variable features of the Contract, the Contract also allows
you to allocate Purchase Payments to a Fixed Account where
they will earn interest at a rate guaranteed by the Company,
which interest rate will not be less than 3% per year.
Transfers may also be made from the Fixed Account to the
Sub-Accounts twice a year during the 30 days following the
semi-annual Contract Date anniversary in an amount of up to
15% of the Fixed Account value on the semi-annual Contract
Date anniversary. Additionally, automated transfers from
the Fixed Account to any of the Sub-Accounts may begin at
any time. Other restrictions may also apply. (See
"The Fixed Account," page 22.)
<PAGE>
FEE TABLE
FUND BD II
AND ITS UNDERLYING FUNDS
The purpose of the Fee Table is to assist
Contract Owners in understanding the various costs and
expenses that will be borne, directly or indirectly, under
the Contract. The information listed reflects expenses of
the Sub-Accounts as well as of the Underlying Fund Expenses.
Additional information regarding the charges and deductions
assessed under the Contract can be found on page 6. Expenses shown
do not include premium taxes, which may be applicable.
<TABLE>
CONTRACT OWNER TRANSACTION EXPENSES
Contingent Deferred Sales Charge (as a percentage of purchase payments):
<CAPTION>
LENGTH OF TIME FROM PURCHASE PAYMENT SURRENDER
(NUMBER OF YEARS) CHARGE
<C> <C>
1 6%
2 6%
3 6%
4 3%
5 2%
6 1%
7 and thereafter 0%
Annual Contract Administrative Charge........................$30.00
(Waived if Contract Value is $40,000 or more)
ANNUAL SUB-ACCOUNT CHARGES
<CAPTION>
STANDARD ENHANCED
DEATH BENEFIT DEATH BENEFIT
<S>
<C> <C>
Mortality and Expense Risk Fee (as a percentage of daily net asset
value)........1.02% 1.30%
Sub-Account Administrative Charge (as a percentage of daily net asset
value).....0.15% 0.15%
TOTAL SUB-ACCOUNT
CHARGES....................................................1.17%
1.45%
UNDERLYING FUND EXPENSES
<CAPTION>
TOTAL
MANAGEMENT OTHER
UNDERLYING FUND
FEE EXPENSES*
EXPENSES
<S> <C> <C>
<C>
Smith Barney Income and Growth Portfolio 0.65%
Alliance Growth Portfolio 0.80%
American Capital Enterprise Portfolio 0.70%
Smith Barney International Equity Portfolio 0.90%
Smith Barney Pacific Basin Portfolio 0.90%
TBC Managed Income Portfolio 0.65%
Putnam Diversified Income Portfolio 0.75%
G.T. Global Strategic Income Portfolio 0.80%
Smith Barney High Income Portfolio 0.60%
MFS Total Return Portfolio 0.80%
Smith Barney Money Market Portfolio 0.60%
Smith Barney Total Return Portfolio 0.75%
<FN>
* "Other Expenses" are based on an estimate of expenses for the current
fiscal year. The fund manager has agreed to reimburse
the Portfolios for the amount by which their aggregate expenses (including
management fees, but excluding brokerage
commissions and interest charges) exceed a certain expense cap. For the
Income and Growth, Growth, Enterprise, Managed
Income, Diversified Income, High Income, Total Return and Money Market
Portfolios, the expense cap is 1.25%; for the
International Equity, Pacific Basin and Strategic Income Portfolios, the
expense cap is 1.50%.
</TABLE>
<PAGE>
<TABLE>
EXAMPLE*
THE EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
EXPENSES. ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN.
STANDARD DEATH BENEFIT ELECTION
A $1,000 investment would be subject If the
Contract is NOT surrendered at
to the following expenses, assuming a the end of
the period shown, a $1,000
5% annual return on assets, if the Con- investment
would be subject to the
tract is surrendered or if certain income following
expenses, assuming a 5%
options are elected at the end of the annual
return on assets:
period shown**:
<CAPTION>
One Year Three Years One
Year Three Years
<S> <C> <C> <C>
<C>
Smith Barney Income and Growth Portfolio
Alliance Growth Portfolio
American Capital Enterprise Portfolio
Smith Barney International Equity Portfolio
Smith Barney Pacific Basin Portfolio
TBC Managed Income Portfolio
Putnam Diversified Income Portfolio
G.T. Global Strategic Income Portfolio
Smith Barney High Income Portfolio
MFS Total Return Portfolio
Smith Barney Money Market Portfolio
Smith Barney Total Return Portfolio
ENHANCED DEATH BENEFIT ELECTION
A $1,000 investment would be subject If the
Contract is NOT surrendered at
to the following expenses, assuming a the end of
the period shown, a $1,000
5% annual return on assets, if the Con- investment
would be subject to the
tract is surrendered or if certain income following
expenses, assuming a 5%:
options are elected at the end of the annual
return on assets:
period shown**:
<CAPTION>
One Year Three Years One
Year Three Years
<S> <C> <C> <C>
<C>
Smith Barney Income and Growth Portfolio
Alliance Growth Portfolio
American Capital Enterprise Portfolio
Smith Barney International Equity Portfolio
Smith Barney Pacific Basin Portfolio
TBC Managed Income Portfolio
Putnam Diversified Income Portfolio
G.T. Global Strategic Income Portfolio
Smith Barney High Income Portfolio
MFS Total Return Portfolio
Smith Barney Money Market Portfolio
Smith Barney Total Return Portfolio
<FN1>
* The Example reflects the $30 Annual Contract Administrative Charge as an
annual charge of 0.075% of assets based on an
anticipated average account value of $40,000.
<FN2>
** The Contingent Deferred Sales Charge is waived if an annuity payout has
begun or if an income option of at least five years
duration is begun after the first Contract Year (see "Charges and
Deductions - Contingent Deferred Sales Charge," page 6.)
</TABLE>
<PAGE>
THE INSURANCE COMPANY
The Travelers Life and Annuity Company (the
"Company"), an indirect wholly owned subsidiary of
The Travelers Inc., is a stock insurance company chartered
in 1864 in the State of Connecticut and continuously engaged
in the insurance business since that time. The Company is
licensed to conduct a life insurance business in all states
of the United States, the District of Columbia, Puerto Rico,
Guam, the Virgin Islands, Canada and the Bahamas. The
Company's Home Office is located at One Tower Square,
Hartford, Connecticut 06183.
THE SEPARATE ACCOUNT AND THE UNDERLYING FUNDS
THE TRAVELERS FUND BD FOR VARIABLE ANNUITIES (FUND BD)
Fund BD II was established on October 22, 1993 and is
registered with the Securities and Exchange Commission as a
unit investment trust under the Investment Company Act of
1940, as amended (the "1940 Act"). The assets of
Fund BD II will be invested exclusively in the shares of the
Underlying Funds. Fund BD II meets the definition of a
separate account under the federal securities laws, and will
comply with the provisions of the 1940 Act. Additionally,
the operations of Fund BD II are subject to the provisions
of Section 38a-433 of the Connecticut General Statutes which
authorizes the Connecticut Insurance Commissioner to adopt
regulations under it. Section 38a-433 contains no
restrictions on the investments of the Separate Account, and
the Commissioner has adopted no regulations under the
Section that affect the Separate Account.
Under Connecticut law, the assets of Fund BD II will be held
for the exclusive benefit of the owners of, and the persons
entitled to payment under, the Contract offered by this
Prospectus and under all other contracts which provide for
accumulated values or dollar amount payments to reflect
investment results of the Separate Account. Incomes, gains
and losses, whether or not realized, for assets allocated to
Fund BD II are in accordance with the Contracts, credited to
or charged against Fund BD II without regard to other gains
and losses of the Company. The assets held in Fund BD II
are not chargeable with liabilities arising out of any other
business which the Company may conduct. The obligations
arising under the Contract are obligations of the Company.
THE UNDERLYING FUNDS
Purchase Payments applied to the Sub-Accounts of Fund BD II
will be invested in one or more of the available Underlying
Funds at net asset value in accordance with the selection
made by the Contract Owner. Contract Owners may change
their selection in accordance with the provisions of the
Contract. Underlying Funds available under the Contract may
be added or withdrawn as permitted by applicable law.
Fund BD II currently invests in the following Underlying
Funds, each of which is a separate series of shares of the
Smith Barney/Travelers Series Fund Inc.:
SMITH BARNEY INCOME AND GROWTH PORTFOLIO.
The objective of the Income and Growth Portfolio is current
income and long-term growth of income and capital by
investing primarily, but not exclusively, in common stocks.
ALLIANCE GROWTH PORTFOLIO. The objective
of the Growth Portfolio is long-term growth of capital by
investing predominantly in equity securities of companies
with a favorable outlook for earnings and whose rate of
growth is expected to exceed that of the U.S. economy over
time. Current income is only an incidental consideration.
<PAGE>
AMERICAN CAPITAL ENTERPRISE PORTFOLIO. The
Enterprise Portfolio's objective is capital appreciation
through investment in securities believed to have
above-average potential for capital appreciation. Any
income received on such securities is incidental to the
objective of capital appreciation.
SMITH BARNEY INTERNATIONAL EQUITY PORTFOLIO. The objective of the
International Equity Portfolio is total return on assets from
growth of capital and income by investing at least 65% of its assets in a
diversified portfolio of equity securities of established non-U.S. issuers.
SMITH BARNEY PACIFIC BASIN PORTFOLIO. The
Pacific Basin Portfolio's objective is long-term capital
appreciation through investment primarily in equity
securities of companies in Asian Pacific Countries.
TBC MANAGED INCOME PORTFOLIO. The
objective of the Managed Income Portfolio is to seek high
current income consistent with prudent risk of capital
through investments in corporate debt obligations, preferred
stocks, and obligations issued or guaranteed by the U.S.
Government or its agencies or instrumentalities.
PUTNAM DIVERSIFIED INCOME PORTFOLIO. The
objective of the Diversified Income Portfolio is to seek
high current income consistent with preservation of capital.
The Portfolio will allocate its investments among the U.S.
Government Sector, the High Yield Sector, and the
International Sector of the fixed income securities markets.
(Please read carefully the complete risk disclosure in the
Portfolio's prospectus before investing.)
G.T. GLOBAL STRATEGIC INCOME PORTFOLIO.
The Strategic Income Portfolio's investment objective is
primarily to seek high current income and secondarily to
seek capital appreciation. The Portfolio allocates its
assets among debt securities of issuers in the United
States, developed foreign countries, and emerging markets.
(Please read carefully the complete risk disclosure in the
Portfolio's prospectus before investing.)
SMITH BARNEY HIGH INCOME PORTFOLIO. The
investment objective of the High Income Portfolio is high
current income. Capital appreciation is a secondary
objective. The Portfolio will invest at least 65% of its
assets in high-yielding corporate debt obligations and
preferred stock. (Please read carefully the complete risk
disclosure in the Portfolio's prospectus before investing.)
MFS TOTAL RETURN PORTFOLIO. The Total
Return Portfolio's objective is to obtain above-average
income (compared to a portfolio entirely invested in equity
securities) consistent with the prudent employment of
capital. Generally, at least 40% of the Portfolio's assets
will be invested in equity securities. (Please read
carefully the complete risk disclosure in the Portfolio's
prospectus before investing.)
SMITH BARNEY MONEY MARKET PORTFOLIO. The
investment objective of the Money Market Portfolio is
maximum current income and preservation of capital by
investing in high quality, short-term money market
instruments.
The following is a separate series of shares of
the Smith Barney Series Fund Inc., and is also an investment
option under Fund BD II:
SMITH BARNEY TOTAL RETURN PORTFOLIO. The
investment objective of the Smith Barney Total Return
Portfolio is to provide total return, consisting of
long-term capital appreciation and income. The Portfolio
will seek to achieve its goal by investing primarily in a
diversified portfolio of dividend-paying common stock.
(Please read carefully the complete risk disclosure in the
Portfolio's prospectus before investing.)
<PAGE>
UNDERLYING FUND INVESTMENT MANAGERS
The Underlying Funds receive investment management and
advisory services from the following investment
professionals:
<TABLE>
<CAPTION>
FUND INVESTMENT MANAGER SUB-ADVISER
<C> <C> <C>
Smith Barney Income and Smith Barney Mutual Funds
Growth Portfolio Management Inc.
Alliance Growth Portfolio Smith Barney Mutual Funds
Management Inc. Alliance
Capital Management L.P.
American Capital Smith Barney Mutual Funds American
Capital
Enterprise Portfolio Management Inc. Asset
Management, Inc.
Smith Barney Int'l Smith Barney Mutual Funds
Equity Portfolio Management Inc.
Smith Barney Pacific Smith Barney Mutual Funds
Basin Portfolio Management Inc.
TBC Managed Income Portfolio Smith Barney Mutual Funds The Boston
Company Asset
Management Inc. Management,
Inc.
Putnam Diversified Smith Barney Mutual Funds Putnam
Investment
Income Portfolio Management Inc. Management,
Inc.
G.T. Global Strategic Smith Barney Mutual Funds G.T. Capital
Management, Inc.
Income Portfolio Management Inc.
Smith Barney High Smith Barney Mutual Funds
Income Portfolio Management Inc.
MFS Total Return Portfolio Smith Barney Mutual Funds Massachusetts
Financial
Management Inc. Services
Company
Smith Barney Money Smith Barney Mutual Funds
Market Portfolio Management Inc.
Smith Barney Total Smith Barney Mutual Funds
Return Portfolio Management Inc.
</TABLE>
SUBSTITUTION
If shares of any of the Underlying Funds should not be
available for purchase by the appropriate Sub-Account, or
if, in the judgment of the Company further investment in
such shares becomes inappropriate for the purposes of the
Contract, shares of another registered, open-end management
investment company may be substituted for shares of the
Underlying Funds held in the Sub-Accounts. Substitution may
be made with respect to both existing investments and the
investment of any future Purchase Payments. However, no
such substitution will be made without notice to Contract
Owners and without prior approval of the Securities and
Exchange Commission, to the extent required by the 1940 Act,
or other applicable law. The Company may also add other
available Underlying Funds under the Contract as it deems
appropriate.
GENERAL
All investment income and other distributions of Fund BD II
are reinvested in shares of the Underlying Funds at net
asset value. The Underlying Funds are required to redeem
fund shares at net asset value and to make payment within
seven days. Shares of the Underlying Funds listed above are
currently sold only to
<PAGE>
life insurance company separate
accounts to fund benefits under variable annuity and
variable life insurance contracts issued by insurance
companies. Fund shares are not sold to the general public.
More detailed information may be found in the current
prospectus for the Underlying Funds; this prospectus is
included with and must accompany this Prospectus. Read it
carefully before investing.
PERFORMANCE INFORMATION
From time to time, the Company may advertise different types
of historical performance for the Sub-Accounts of Fund BD
II. The Company may advertise the "standardized average
annual total returns" of the Sub-Accounts, calculated in
a manner prescribed by the Securities and Exchange
Commission, as well as the "non-standardized total
return," as described below.
"Standardized average annual total return" will show
the percentage rate of return of a hypothetical initial
investment of $1,000 for the most recent one, five and ten
year periods (or fractional periods thereof). This
standardized calculation reflects the deduction of all
applicable charges made to the Contract, except for premium
taxes which may be imposed by certain states.
"Non-standardized total return" will be calculated
in a similar manner, except non-standardized total returns
will not reflect the deduction of any applicable Contingent
Deferred Sales Charge or the $30 annual contract
administrative charge, which would decrease the level of
performance shown if reflected in these calculations.
Performance information may be quoted numerically or may be
presented in a table, graph or other illustration.
Advertisements may include data comparing performance to
well-known indices of market performance (including, but not
limited to, the Dow Jones Industrial Average, the Standard &
Poor's (S&P) 500 Index and the S&P 400 Index, the Lehman
Brothers Long T-Bond Index, the Russell 1000, 2000 and 3000
Indices, the Value Line Index, and the Morgan Stanley
Capital International's EAFE Index). Advertisements may
also include published editorial comments and performance
rankings compiled by independent organizations (including,
but not limited to, Lipper Analytical Services, Inc. and
Morningstar, Inc.) and publications that monitor the
performance of Fund BD II and the Underlying Funds.
The total return quotations are based upon historical
earnings and are not necessarily representative of future
performance. A Contract Owner's Contract Value at
redemption may be more or less than original cost.
THE CONTRACT
The Contract described in this Prospectus is both an
insurance product and a security. As an insurance product,
it is subject to the insurance laws and regulations of each
state in which it is available for distribution. The
underlying product is an Annuity whereby Purchase Payments
are paid to the Company and credited to the Contract Owner's
account to accumulate until the Maturity Date. A variable
annuity differs from a fixed annuity in that during the
accumulation period, the Contract Value may vary from day to
day. The Contract Owner assumes the risk of gain or loss
according to the performance of the selected investment(s).
There is generally no guarantee that the Contract Value at
the Maturity Date will equal or exceed the total Purchase
Payments made under the Contract, except as specified or
elected under the Death Benefit provisions described on page 11.
<PAGE>
PURCHASE PAYMENTS
An initial-lump sum Purchase Payment must be made to the
Contract with certain limitations. The minimum initial
Purchase Payment must be at least $5,000, and additional
payments of at least $500 may be made under the Contract at
any time following the initial payment. The initial
Purchase Payment is due and payable before the Contract
becomes effective.
The Company will apply each Purchase Payment to purchase
Accumulation Units of the designated Sub-Account(s). The
Company will apply the initial Purchase Payment within two
business days following its receipt at the Company's Home
Office; all subsequent Purchase Payments will be applied as
of the next valuation following their receipt.
RIGHT TO RETURN
The Company may be returned for a full refund of the
Contract Value (including charges) within twenty days after
delivery of the Contract to the Contract Owners (the
"free-look period"), unless state law requires a
longer period. The Contract Owner bears the investment risk
during the free-look period; therefore, the Contract Value
returned may be greater or less than your Purchase Payment.
However, if you purchased the Contract as an Individual
Retirement Annuity, (1) your Purchase Payment will be
refunded in full if you return the Contract within the first
seven days after delivery, and (2) the Contract Value
(including charges) will be refunded if you return the
Contract during the remainder of the free-look period. In
addition, certain states require that Purchase Payments be
refunded in full for all Contracts or for Contracts issued
in replacement situations, during the entire free-look
period or for some portion of it. All Contract Values will
be determined as of the next valuation following the
Company's receipt of the Owner's written request for refund.
ACCUMULATION UNITS
The number of Accumulation Units of each Sub-Account to be
credited to the Contract once a Purchase Payment has been
received by the Company will be determined by dividing the
Purchase Payment applied to the Sub-Account by the current
Accumulation Unit Value of the Sub-Account.
The Accumulation Unit Value for each Sub-Account was
established at $1.00 at inception. The value of an
Accumulation Unit on any Valuation Date is determined by
multiplying the value on the immediately preceding Valuation
Date by the net investment factor for the Valuation Period
just ended. The value of an Accumulation Unit on any date
other than a Valuation Date will be equal to its value as of
the next succeeding Valuation Date. The value of an
Accumulation Unit may increase or decrease.
NET INVESTMENT FACTOR
The net investment factor is used to measure the investment
performance of a Sub-Account from one Valuation Period to
the next. The net investment factor for a Sub-Account for
any Valuation Period is equal to the sum of 1.000000 plus
the net investment rate (the gross investment rate less any
applicable Sub-Account deductions during the Valuation
Period relating to the Insurance Charge and the Sub-Account
Administrative Charge). The gross investment rate of a
Sub-Account is equal to (a) minus (b) divided by (c) where:
(A) = investment income plus capital gains and
losses (whether realized or unrealized);
(B) = any deduction for applicable taxes
(presently zero); and
(C)= the value of the assets of the Underlying
Fund at the beginning of the Valuation Period.
The gross investment rate may be either positive or
negative. A Sub-Account's assets are based on the net asset
value of the Underlying Fund, and investment income includes
any distribution whose ex-dividend date occurs during the
Valuation Period.
<PAGE>
CHARGES AND DEDUCTIONS
CONTINGENT DEFERRED SALES CHARGE
There are no sales charges deducted from Purchase Payments
when they are received and applied under the Contract.
However, a Contingent Deferred Sales Charge ("surrender
charge") will be applied if a full or partial surrender
of the Contract Value is made during the first six years
following a Purchase Payment. The length of time from
receipt of the Purchase Payment to the time of surrender
determines the amount of the charge.
The purpose of the surrender charge is to help defray
expenses incurred in the sale of the Contract, including
commissions and other expenses associated with the printing
and distribution of prospectuses and sales material.
However, the Company expects that the Contingent Deferred
Sales Charges assessed under the Contract will be
insufficient to cover these expenses; the difference will be
covered by the general assets of the Company which are
attributable, in part, to mortality and expense risk charges
under the Contract which are described below.
The surrender charge is equal to a percentage of the amount
withdrawn from the Contract (not to exceed the aggregate
amount of the Purchase Payments made under the Contract),
and is calculated as follows:
<TABLE>
LENGTH OF TIME FROM
PURCHASE PAYMENT SURRENDER
(NUMBER OF YEARS) CHARGE
<S> <C>
1 6%
2 6%
3 6%
4 3%
5 2%
6 1%
7 and thereafter 0%
</TABLE>
For purposes of determining the amount of any surrender
charge, surrenders will be deemed to be taken first from any
applicable free withdrawal amount (as described below); next
from remaining Purchase Payments (on a first-in, first-out
basis); and then from contract earnings (in excess of any
free withdrawal amount). Unless the Company receives
instructions to the contrary, the surrender charge will be
deducted from the amount requested.
No Contingent Deferred Sales Charge will be assessed (1) in
the event of distributions resulting from the death of the
Contract Owner or the death of the Annuitant with no
Contingent Annuitant surviving; (2) if an annuity payout has
begun; or (3) if an income option of at least five years'
duration is begun after the first Contract Year.
FREE WITHDRAWAL ALLOWANCE. There is a 15% free withdrawal
allowance available each year after the first Contract Year.
The available withdrawal amount will be calculated as of the
first Valuation Date of any given Contract Year. The free
withdrawal allowance applies to partial surrenders of any
amount and to full surrenders, except those full surrenders
transferred directly to annuity contracts issued by other
financial institutions.
ADMINISTRATIVE CHARGES
Contract Administrative Charge. An administrative charge of
$30 will be deducted annually from the Contract to
compensate the Company for expenses incurred in establishing
and administering the Contract. The contract administrative
charge will be deducted from the Contract Value on the
fourth Friday of August of each year by cancelling
Accumulation Units in each Sub-Account on a pro rata basis.
This charge will be prorated from the date of purchase to
the next date of assessment of charge. A prorated charge
will also be assessed upon voluntary or involuntary
surrender of the Contract. The Contract Administrative
Charge will
<PAGE>
not be assessed upon distributions resulting
from the death of the Contract Owner or the Annuitant with
no Contingent Annuitant surviving, or after an annuity
payout has begun, or if the Contract Value is equal to or
greater than $40,000 on the date of the assessment of the
charge.
SUB-ACCOUNT ADMINISTRATIVE CHARGE. A sub-account
administrative charge is deducted daily from the
Sub-Accounts of Fund BD II in order to compensate the
Company for certain administrative and operating expenses of
the Sub-Accounts. The charge is equivalent, on an annual
basis, to 0.15% of the daily net asset value of the
Sub-Accounts and is deducted on each Valuation Date at the
rate of 0.000411% for each day in the Valuation Period.
Neither the Contract Administrative Charge nor the
Sub-Account Administrative Charge can be increased. The
charges are set at a level which does not exceed the average
expected cost of the administrative services to be provided
while the Contract is in force, and the Company does not
expect to make a profit from these charges.
INSURANCE CHARGE
An insurance charge is deducted daily from the Sub-Accounts
of Fund BD II. This charge is intended to cover the
mortality and expense risks associated with guarantees which
the Company provides under the Contract. As discussed
below, a portion of the insurance charge is for the
assumption of mortality risk, while the remainder is for the
assumption of expense risk. The mortality risk portion of
the insurance charge compensates the Company for
guaranteeing to provide Annuity Payments to an Annuitant
according to the terms of the Contract regardless of how
long the Annuitant lives and no matter what the actual
mortality experience of other Annuitants under the Contract
might be, and for guaranteeing to provide the standard or
the enhanced death benefit if an Annuitant dies prior to the
Maturity Date. The expense risk charge compensates the
Company for the risk that the charges under the Contract,
which cannot be increased during the duration of the
Contract, will be insufficient to cover actual costs.
For those Contract Owners who have elected a standard death
benefit provision, the insurance charge is equivalent, on an
annual basis, to 1.02% of the daily net asset value of the
Sub-Accounts. The Company reserves the right to lower this
charge at any time. The charge is deducted on each
Valuation Date at the rate of 0.002795% for each day in the
Valuation Period. The Company estimates that approximately
75% of the standard death benefit insurance charge is for
the assumption of mortality risk.
For those Contract Owners who have elected an enhanced death
benefit provision, the insurance charge is equivalent, on an
annual basis, to 1.30% of the daily net asset value of the
Sub-Accounts. The Company reserves the right to lower this
charge at any time. The charge is deducted on each
Valuation Date at the rate of .003562% for each day in the
Valuation Period. The Company estimates that approximately
80% of the enhanced death benefit insurance charge is for
the assumption of mortality risk.
If the amount deducted for mortality and expense risks is
not sufficient to cover the mortality costs and expense
shortfalls, the loss is borne by the Company. If the
deduction is more than sufficient, the excess will be a
profit to the Company. The Company expects to make a profit
from the insurance charge.
REDUCTION OR ELIMINATION OF CONTRACT CHARGES
The Contingent Deferred Sales Charge and the administrative
charges under the Contract may be reduced or eliminated when
certain sales of the Contract result in savings or reduction
of sales expenses. The entitlement to such a reduction in
the Contingent Deferred Sales Charges or the administrative
charge will be based on the following: (1) the size and type
of group to which sales are to be made; (2) the total amount
of Purchase Payments to be received; and (3) any prior or
existing relationship with the Company. There may be other
circumstances, of which the Company is not presently aware,
which could result in fewer sales expenses. In no event
will reduction or elimination of the Contingent Deferred
Sales Charge or the
<PAGE>
administrative charge be permitted where
such reduction or elimination will be unfairly
discriminatory to any person.
UNDERLYING FUND CHARGES
Fund BD II purchases shares of the Underlying Funds at net
asset value. The net asset value of each Underlying Fund
reflects investment management fees and other expenses
already deducted from the assets of the Underlying Funds.
For a complete description of these investment advisory fees
and other expenses, refer to the prospectus for the
Underlying Funds.
PREMIUM TAX
Certain state and local governments impose premium taxes.
These taxes currently range from 0.5% to 5.0%, depending
upon jurisdiction. The Company, in its sole discretion and
in compliance with any applicable state law, will determine
the method used to recover premium tax expenses incurred.
Where required, the Company will deduct any applicable
premium taxes from the Contract Value either upon death,
surrender, annuitization, or at the time Purchase Payments
are made to the Contract, but no earlier than when the
Company has a tax liability under state law.
OWNERSHIP PROVISIONS
TYPES OF OWNERSHIP
OWNER. The Contract belongs to the Owner designated on the
Contract Specifications page, or to any other person
subsequently named pursuant to a valid assignment. An
assignment of ownership or a collateral assignment may be
made only for nonqualified contracts. The Owner has sole
power during the Annuitant's lifetime to exercise any rights
and to receive all benefits given in the contract provided
the Owner has not named an irrevocable beneficiary and
provided the Contract is not assigned.
The Owner is the recipient of all payments while the
Annuitant is alive unless the Owner directs them to an
alternate recipient. An alternate recipient under a payment
direction does not become the Owner.
JOINT OWNER. For nonqualified contracts only, Joint Owners
may be named in a written request prior to the Contract
Date. Joint Owners may independently exercise transfers
between the Sub-Accounts or between the Fixed Account and
the Sub-Accounts. All other rights of ownership must be
exercised by joint action. Joint owners own equal shares of
any benefits accruing or payments made to them. All rights
of a Joint Owner end at death if another Joint Owner
survives. The entire interest of the deceased Joint Owner
in the Contract will pass to the surviving Joint Owner.
SUCCEEDING OWNER. For nonqualified contracts only, if Joint
Owners are not named, the Contract Owner may name a
Succeeding Owner in a written request. The Succeeding Owner
becomes the Owner if living when the Owner dies. The
Succeeding Owner has no interest in the Contract before
then. The Owner may change or delete a Succeeding Owner by
written request.
BENEFICIARY
The Beneficiary is the party named by the Owner in a written
request. The Beneficiary has the right to receive any
remaining contractual benefits upon the death of the
Annuitant. If there is more than one Beneficiary surviving
the Annuitant, the Beneficiaries will share equally in
benefits unless different shares are recorded with the
Company by written request prior to the death of the
Annuitant.
<PAGE>
With nonqualified contracts, the Beneficiary may differ from
the designated beneficiary as defined by the distribution
provisions of the Contract. The designated beneficiary may
take the contract benefits in lieu of the Beneficiary upon
the death of the Contract Owner.
Unless an irrevocable Beneficiary has been named, the Owner
has the right to change any Beneficiary by written request
during the lifetime of the Annuitant and while the Contract
continues.
ANNUITANT
The Annuitant is designated on the Contract Specifications
page, and is the individual on whose life the Maturity Date
and the amount of the monthly annuity payments depend. The
Annuitant may not be changed after the Contract Date.
For nonqualified contracts only, the Contract Owner may also
name one individual as a Contingent Annuitant by written
request prior to the Contract Date. A Contingent Annuitant
may not be changed, deleted or added to the Contract after
the Contract Date.
If the Annuitant dies prior to the Maturity Date while this
Contract is in effect and while the Contingent Annuitant is
living:
1) the Contract Value will not be payable upon the
Annuitant's death;
2) the Contingent Annuitant becomes the Annuitant;
and
3) all other rights and benefits provided by this
Contract will continue in effect.
When a Contingent Annuitant becomes the Annuitant, the
Maturity Date remains the same as previously in effect,
unless otherwise provided.
TRANSFERS
Prior to the Maturity Date, the Contract Owner may transfer
all or part of the Contract Value between Sub-Accounts.
Although there are currently no charges, penalties or
restrictions on the amount or frequency of transfers, the
Company reserves the right to charge a fee for any transfer
request, and to limit the number of transfers to no more
than one in any six month period.
Some Underlying Funds have higher investment advisory fees
than others; therefore, a transfer from one Sub-Account to
another could result in a Contract Owner's investment
becoming subject to higher or lower investment advisory
fees. A transfer between Sub-Accounts has no other effect
on the amount or timing of any of the other charges under
the Contract. Specifically, for purposes of computing the
applicability of the Contingent Deferred Sales Charge, the
date of the Purchase Payments made pursuant to the Contract
will not be affected by transfers among Sub-Accounts.
DOLLAR-COST AVERAGING (AUTOMATED TRANSFERS)
You may establish automated transfers of Contract Values on
a monthly or quarterly basis from the Fixed Account and
certain of the Sub-Accounts to other Sub-Accounts through
written request or other method acceptable to the Company.
You must have a minimum total Contract Value of $5,000 to
enroll in the dollar-cost averaging program. The minimum
total automated transfer amount is $400.
Certain restrictions apply for automated transfers from the
Fixed Account that do not apply to automated transfers from
any of the Sub-Accounts. You may establish automated
transfers of Contract Values from the Fixed Account at any
time following the date on which you make a deposit of at
least $5,000 to the Fixed Account. Automated transfers from
the Fixed Account may not deplete your Fixed Account Value
in a period of less than twelve months from your enrollment
in the Dollar-Cost Averaging program.
<PAGE>
You may start or stop participation in the Dollar-Cost
Averaging program at any time, but you must give the Company
at least 30 days' notice to change any automated transfer
instructions that are currently in place. Automated
transfers are subject to all of the other provisions and
terms of the Contract, including provisions relating to the
transfer of money between Sub-Accounts. The Company
reserves the right to suspend or modify transfer privileges
at any time and to assess a processing fee for this service.
Before transferring any part of the Contract Value, Contract
Owners should consider the risks involved in switching
between investments available under this Contract.
Dollar-cost averaging requires regular investments
regardless of fluctuating price levels, and does not
guarantee profits or prevent losses in a declining market.
A potential investor should consider their financial ability
to continue purchases through periods of low price levels.
TELEPHONE TRANSFERS
A Contract Owner may also place a request for all or part of
the Contract Value to be transferred by telephone. The
telephone transfer privilege is available automatically; no
special election is necessary for a Contract Owner to have
this privilege available. All transfers must be in
accordance with the terms of the Contract. Transfer
instructions are currently accepted on each Valuation Date
between 9:00 a.m. and 4:00 p.m., Eastern time, at
1-800-842-8573. Once instructions have been accepted, they
may not be rescinded; however, new telephone instructions
may be given the following day. If the transfer
instructions are not in good order, the Company will not
execute the transfer and will promptly notify the caller.
The Company will make a reasonable effort to record each
telephone transfer conversation, but in the event that no
recording is effective or available, the Contract Owner will
remain liable for each telephone transfer effected.
Additionally, the Company is not liable for acting upon
instructions believed to be genuine and in accordance with
the procedures described above. As a result of this policy,
the Contract Owner may bear the risk of loss in the event
that the Company follows instructions that prove to be
fraudulent. The Securities and Exchange Commission is
currently considering the propriety of such a policy.
SURRENDERS AND REDEMPTIONS
A Contract Owner may redeem all or any portion of the Cash
Surrender Value of the Contract at any time prior to the
Maturity Date. The Contract Owner must submit a written
request (in the proper form) specifying the Sub-Account (or
the Fixed Account) from which surrender is to be made. The
Cash Surrender Value will be determined as of the next
valuation following receipt of the Owner's surrender request
at the Company's Home Office.
The Company may defer payment of any Cash Surrender Value
for a period of not more than seven days after the request
is received in the mail, but it is its intent to pay as soon
as possible. Requests for surrender that are not in good
order will not be processed until the deficiencies are
corrected. The Company will contact the Contract Owner to
advise of the reason for the delay and what is needed to act
upon the surrender request.
The Cash Surrender Value on any date will be equal to the
Contract Value less any applicable surrender charge and any
premium tax not previously deducted. The Cash Surrender
Value may be more or less than the Purchase Payments made
depending on the Contract Value at the time of surrender.
SYSTEMATIC WITHDRAWALS
Prior to the Maturity Date of the Contract, a Contract Owner
may elect in writing on a form provided by the Company to
take systematic withdrawals from the Contract by
surrendering a specified dollar amount of at least $100 on a
monthly, quarterly, semiannual or annual basis. Any
applicable surrender charges above the free withdrawal
allowance and any applicable premium taxes will be deducted.
The minimum Contract
<PAGE>
Value required to begin systematic
withdrawals is $15,000. The Company will process the
withdrawals as directed by surrendering on a pro-rata basis
Accumulation Units from all Sub-Accounts and/or the Fixed
Account in which the Contract Owner has an interest, unless
otherwise directed. The Contract Owner may begin or
discontinue systematic withdrawals at any time by notifying
the Company in writing, but at least 30 days' notice must be
given to change any systematic withdrawal instructions that
are currently in place.
The Company reserves the right to discontinue offering
systematic withdrawals or to assess a processing fee for
this service upon 30 days' written notice to Contract
Owners.
Each systematic withdrawal is subject to federal income
taxes on the taxable portion. In addition, a 10% federal
penalty tax may be assessed on systematic withdrawals if the
Contract Owner is under age 59 1/2. Contract Owners should
consult with their tax adviser regarding the tax
consequences of systematic withdrawals.
DEATH BENEFIT
A Death Benefit is payable to the Beneficiary upon the death
of the Annuitant prior to the Maturity Date with no
Contingent Annuitant surviving. Two different types of
death benefits are available under the Contract: a Standard
Death Benefit and an Enhanced Death Benefit (the Enhanced
Death Benefit may not be available in all jurisdictions).
Death Benefits are payable upon the Company's receipt of due
proof of death at its Home Office. A Beneficiary may
request that a death benefit payable under the Contract be
applied to one of the settlement options available under the
Contract, subject to the contract provisions. (See also
"Nonqualified Annuity Contracts," page 17.) See Appendix A for
Contracts issued in the state of Florida.
In addition, for nonqualified contracts, if the Contract
Owner dies (including the first of joint owners) before the
Maturity Date with the Annuitant or Contingent Annuitant
surviving, and if a distribution is made as a result of such
death, as required by the minimum distribution rules of the
federal tax law, the Company will recalculate the value of
the Contract under the provisions of "Death Proceeds
Prior to the Maturity Date," below. The value of the
Contract, as recalculated, will be credited to the party
taking distributions upon the death of the Contract Owner
with the Annuitant or Contingent Annuitant surviving. This
will generally be the surviving joint owner or succeeding
owner, or otherwise the Beneficiary in accordance with all
the circumstances and the terms of the Contract. This party
may differ from the Beneficiary who was named by the Owner
in a written request and who would receive any remaining
contractual benefits upon the death of the Annuitant. This
party may be paid in a single lump sum, or by other options,
but should take distributions as required by minimum
distribution rules of the federal tax law. If the Contract
Owner's spouse is the surviving joint or succeeding owner,
the spouse may elect to continue the Contract as owner in
lieu of taking a distribution under the Contract. (See
generally, "Nonqualified Annuity Contracts," page
17.) All references to age in the "Death
Proceeds Prior to Maturity Date" section will be based
on the Contract Owner's age rather than the Annuitant's age.
DEATH PROCEEDS PRIOR TO THE MATURITY DATE
STANDARD DEATH BENEFIT. Under the standard death benefit,
if the Annuitant dies BEFORE AGE 75 and before the Maturity
Date, the Company will pay to the Beneficiary a death
benefit in an amount equal to the greatest of (1), (2) or
(3) below, less any applicable premium tax or prior
surrenders not previously deducted:
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1) the Contract Value;
2) the total Purchase Payments made under the
Contract; or
3) the Contract Value on the fifth contract year
anniversary immediately preceding the date on which the
Company receives due proof of death.
If the Annuitant dies ON OR AFTER AGE 75, BUT BEFORE AGE 85
and before the Maturity Date, the Company will pay to the
Beneficiary a death benefit in an amount equal to the
greatest of (1), (2) or (3) below, less any applicable
premium tax or prior surrenders not previously deducted:
1) the Contract Value;
2) the total Purchase Payments made under the
Contract; or
3) the Contract Value on the latest fifth contract
year anniversary occurring on or before the Annuitant's 75th
birthday.
If the Annuitant dies ON OR AFTER AGE 85 and before the
Maturity Date, the Company will pay to the Beneficiary a
death benefit in an amount equal to the Contract Value, less
any applicable premium tax.
See Apendix A for Contracts issued in the State of Florida.
ENHANCED DEATH BENEFIT. Under the enhanced death benefit,
if the Annuitant dies BEFORE AGE 75 and before the Maturity
Date, the Company will pay to the Beneficiary a death
benefit equal to the greater of (1) the guaranteed death
benefit, or (2) the Contract Value less any applicable
premium tax.
The guaranteed death benefit is equal to the Purchase
Payments made to the Contract (minus surrenders and
applicable premium tax) increased by 5% on each contract
date anniversary, but not beyond the contract date
anniversary following the Annuitant's 75th birthday, with a
maximum guaranteed death benefit of 200% of the total of
Purchase Payments minus surrenders and minus applicable
premium tax.
If the Annuitant dies ON OR AFTER AGE 75, BUT BEFORE AGE 85
and before the Maturity Date, the Company will pay to the
Beneficiary a death benefit in an amount equal to the
greater of (1) the guaranteed death benefit as of the
Annuitant's 75th birthday, plus additional purchase
payments, minus surrenders and applicable premium tax; or
(2) the Contract Value less any applicable premium tax.
If the Annuitant dies ON OR AFTER AGE 85 but before the
Maturity Date, the Company will pay to the Beneficiary a
death benefit equal to the Contract Value less any
applicable premium tax.
DEATH PROCEEDS AFTER THE MATURITY DATE
If the Annuitant dies on or after the Maturity Date, the
Company will pay the Beneficiary a death benefit consisting
of any benefit remaining under the Annuity or Income Option
then in effect.
THE ANNUITY PERIOD
MATURITY DATE
Annuity Payments will ordinarily begin on the Maturity Date
stated in the Contract. If no Maturity Date is elected, the
Maturity Date will be the Annuitant's 70th birthday for
qualified contracts and the Annuitant's 75th birthday, or
ten years after the Contract Date, if later, for
nonqualified contracts. The Maturity Date is the date on
which the Company will begin paying the first of a series of
Annuity or Income Payments in accordance with the Settlement
Option selected by the Contract Owner. Annuity or Income
Payments will begin on the Maturity Date unless the Contract
has been fully surrendered or the proceeds have been paid to
the Beneficiary prior to that date. The Company may require
proof that the Annuitant is alive before Annuity Payments
are made.
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At least 30 days before the original Maturity Date, a
Contract Owner may elect to extend the Maturity Date to any
time prior to the Annuitant's 85th birthday or to a later
date with the Company's consent. Certain annuity options
taken at the Maturity Date may be used to meet the minimum
required distribution requirements of federal tax law, or a
program of partial surrenders may be used instead. These
mandatory distribution requirements take effect generally
upon the death of the Contract Owner, or with qualified
contracts upon either the Contract Owner's attainment of age
70 1/2 or the death of the Contract Owner. Independent
tax advice should be sought regarding the election of
minimum required distributions.
See Appendix A for Contracts issued in the state of Florida.
ALLOCATION OF ANNUITY
At the time election of one of the Annuity Options is made,
the person electing the Option may further elect to have the
Contract Value applied to provide a Variable Annuity, a
Fixed Annuity, or a combination of both. If at the time
when Annuity Payments begin no election has been made to the
contrary, the value of a Sub-Account or the Fixed Account
shall be applied to provide an annuity funded by that same
Sub-Account or Fixed Account. A Contract Owner may elect to
transfer Contract Values from one account to another prior
to the date Annuity Payments commence in order to reallocate
the basis on which Annuity Payments will be determined.
(See "Transfers," page 9.)
VARIABLE ANNUITY
ANNUITY UNIT VALUE. The initial value of an Annuity Unit
for each Sub-Account was established at $1. The Annuity
Unit Value for each Sub-Account as of any Valuation Date is
equal to (a) the value of the Annuity Unit on the
immediately preceding Valuation Date, multiplied by (b) the
net investment factor for that Sub-Account for the Valuation
Period just ended, divided by (c) the assumed net investment
factor for the Valuation Period. (For example, the assumed
net investment factor based on an annual assumed net
investment rate of 3.0% for a Valuation Period of one day is
1.000081 and, for a period of two days, is 1.000081 x
1.000081.) The value of an Annuity Unit as of any date
other than a Valuation Date is equal to its value on the
next succeeding Valuation Date.
The number of Annuity Units credited to the Contract is
determined by dividing the first monthly Annuity Payment
attributable to each Sub-Account by the Sub-Account's
Annuity Unit Value as of 14 days prior to the date Annuity
Payments commence. The number of Annuity Units remains
fixed during the annuity period.
DETERMINATION OF FIRST ANNUITY PAYMENT. The Contract
contains tables used to determine the first monthly Annuity
Payment. The amount applied to effect an Annuity will be
the Contract Value as of 14 days before the date Annuity
Payments commence less any applicable premium taxes not
previously deducted.
The amount of the first monthly payment depends on the
Annuity Option elected. A formula for determining the
adjusted age is contained in the Contract. The total first
monthly Annuity Payment is determined by multiplying the
benefit per $1,000 of value shown in the tables of the
Contract by the number of thousands of dollars of value of
the Contract applied to that Annuity Option. The Company
reserves the right to require satisfactory proof of age of
any person on whose life Annuity Payments are based before
making the first payment under any of the Settlement
Options.
DETERMINATION OF SECOND AND SUBSEQUENT ANNUITY PAYMENTS.
The dollar amount of the second and subsequent Annuity
Payments is not predetermined and may change from month to
month based on the investment experience of the applicable
Sub-Account. The total amount of each Annuity Payment will
be equal to the sum of the basic payments in each
Sub-Account. The actual amounts of these payments are
determined by multiplying the number of Annuity Units
credited to each Sub-Account by the corresponding Annuity
Unit Value as of the date 14 days prior to the date before
payment is due.
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FIXED ANNUITY
A Fixed Annuity is an annuity with payments which remain
fixed as to dollar amount throughout the payment period.
The dollar amount of the first Fixed Annuity Payment will be
calculated as described under "Variable Annuity"
above. All subsequent payments will be made in the same
amount, and that amount will be assured throughout the
payment period. If it would produce a larger payment, the
Company agrees that the first Fixed Annuity Payment will be
determined using the Life Annuity Tables in effect on the
Maturity Date.
PAYMENT OPTIONS
ELECTION OF OPTIONS
On the Maturity Date, or other agreed-upon date, the Company
will pay an amount payable under the Contract in one lump
sum, or in accordance with the payment option selected by
the Contract Owner. Election of an option must be made in
writing in a form satisfactory to the Company. Any election
made during the lifetime of the Annuitant must be made by
the Contract Owner. While the Annuitant is alive, the
Contract Owner may change a Settlement Option election by
written request at any time prior to the Maturity Date.
Once Annuity or Income Payments have begun, no further
election changes are allowed. During the Annuitant's
lifetime, if no election has been made prior to the Maturity
Date, the Company will pay to the Contract Owner the first
of a series of monthly Annuity Payments based on the life of
the Annuitant, in accordance with Annuity Option 2 (Life
Annuity with 120 monthly payments assured). For certain
qualified contracts, Annuity Option 4 (Joint and Last
Survivor Joint Life Annuity - Annuity Reduced on Death of
Primary Payee) will be the automatic option as described in
the contract.
The minimum amount that can be placed under an Annuity or
Income Option will be $2,000 unless the Company consents to
a lesser amount. If any monthly periodic payment due any
payee is less than $100.00, the Company reserves the right
to make payments at less frequent intervals, or to pay the
Contract Value in one lump-sum payment.
See Appendix A for Contracts issued in the state of Florida.
ANNUITY OPTIONS
Subject to the conditions described in "Election of
Options" above, all or any part of the Cash Surrender
Value of the Contract may be paid under one or more of the
following Annuity Options. Annuity Options may be elected
on a monthly, quarterly, semiannual or annual basis.
OPTION 1--LIFE ANNUITY--NO REFUND. The Company will
make Annuity Payments during the lifetime of the Annuitant,
terminating with the last payment preceding death. This
option offers the maximum periodic payment, since there is
no assurance of a minimum number of payments or provision
for a death benefit for beneficiaries. (It would be
possible under this option to receive only ONE Annuity
Payment if the Annuitant died before the due date of the
second Annuity Payment, only TWO if the Annuitant died
before the third Annuity Payment, etc.)
OPTION 2--LIFE ANNUITY WITH 120, 180 OR 240 MONTHLY
PAYMENTS ASSURED. The Company will make monthly Annuity
Payments during the lifetime of the Annuitant, with the
agreement that if, at the death of that person, payments
have been made for less than 120, 180 or 240 months, as
elected, payments will be continued during the remainder of
the period to the Beneficiary designated.
OPTION 3--JOINT AND LAST SURVIVOR LIFE ANNUITY--NO
REFUND. The Company will make Annuity Payments during the
joint lifetime of the two persons on whose lives payments
are based, and during the lifetime of the survivor. No
further payments will be made following the death of the
survivor.
<PAGE>
OPTION 4--JOINT AND LAST SURVIVOR LIFE
ANNUITY--ANNUITY REDUCED ON DEATH OF PRIMARY PAYEE. The
Company will make Annuity Payments during the lifetime of
the two persons on whose lives payments are based. One of
the two persons will be designated as the primary payee, the
other will be designated as the secondary payee. On the
death of the secondary payee, if survived by the primary
payee, the Company will continue to make monthly Annuity
Payments to the primary payee in the same amount that would
have been payable during the joint lifetime of the two
persons. On the death of the primary payee, if survived by
the secondary payee, the Company will continue to make
Annuity Payments to the secondary payee in an amount equal
to 50% of the payments which would have been made during the
lifetime of the primary payee. No further payments will be
made following the death of the survivor.
OPTION 5--OTHER ANNUITY OPTIONS. The Company will make
any other arrangements for Annuity Payments as may be
mutually agreed upon.
INCOME OPTIONS
Instead of one of the Annuity Options described above, and
subject to the conditions described under "Election of
Options," all or part of the Cash Surrender Value of the
Contract may be paid under one or more of the following
Income Options, provided that they are consistent with
federal tax law qualification requirements. Payments under
the Income Options may be elected on a monthly, quarterly,
semiannual or annual basis:
OPTION 1--PAYMENTS OF A FIXED AMOUNT. The Company will
make equal payments of the amount elected until the Contract
Value applied under this option has been exhausted. The
first payment and all later payments will be paid from each
Sub-Account or the Fixed Account in proportion to the Cash
Surrender Value attributable to that Account. The final
payment will include any amount insufficient to make another
full payment.
OPTION 2--PAYMENTS FOR A FIXED PERIOD. The Company will
make payments for the period selected. The amount of each
payment will be equal to the remaining Contract Value
applied under this option divided by the number of remaining
payments.
OPTION 3--OTHER INCOME OPTIONS. The Company will make
any other arrangements for Income Payments as may be
mutually agreed upon.
The amount applied to effect an Income Option will be the
Contract Value as of 14 days before the date Income Payments
commence, less any applicable premium taxes not previously
deducted and any applicable contingent deferred sales
charge. The Contract Value used to determine the amount of
any Income Payment will be determined on the same basis as
the Contract Value during the Accumulation Period, including
the deduction for mortality and expense risks and the
Sub-Account Administrative Charge. Income Options differ
from Annuity Options in that the amount of the payments made
under Income Options are unrelated to the length of life of
any person. Although the Company continues to deduct the
charge for mortality and expense risks, it assumes no
mortality risks for amounts applied under any Income Option.
Moreover, payments are unrelated to the actual life span of
any person. Thus, the Annuitant may outlive the payment
period.
MISCELLANEOUS CONTRACT PROVISIONS
TERMINATION
No Purchase Payments after the first are required to keep
the Contract in effect. However, the Company reserves the
right to terminate the Contract on any Valuation Date if the
Contract Value as of that date is less than $1,000 and no
Purchase Payments have been made for at least two years,
unless otherwise specified by state law. Termination will
not occur until 31 days after the Company has mailed notice
of termination to the Contract Owner at his or her last
known address and to any assignee of record. If the
Contract is terminated,
<PAGE>
the Company will pay to the Contract
Owner the Cash surrender Value, (Contract Calue, in the
states of Washington, New York and New Jersey), less any
applicable administrative charge or premium tax.
MISSTATEMENT
If the Annuitant's or Contract Owner's sex or date of birth
was misstated, all benefits under the Contract are what the
Purchase Payment paid would have purchased at the correct
sex and age. Proof of the Annuitant's or Contract Owner's
age may be filed at any time at the Company's Home Office.
REQUIRED REPORTS
As often as required by law, but at least once in each
Contract Year before the due date of the first Annuity
Payment, the Company will furnish a report showing the
number of Accumulation Units credited to the Contract and
the corresponding Accumulation Unit Value as of the date of
the report for each Sub-Account in which the Contract Owner
has invested during the applicable period. The Company will
keep all records required under federal or state laws.
SUSPENSION OF PAYMENTS
The Company reserves the right to suspend or postpone the
date of any payment of any benefit or values for any
Valuation Period (1) when the New York Stock Exchange is
closed; (2) when trading on the Exchange is restricted; (3)
an emergency exists as determined by the Securities and
Exchange Commission so that disposal of the securities held
in the Sub-Accounts is not reasonably practicable or it is
not reasonably practicable to determine the value of the
Sub-Account's net assets; or (4) during any other period
when the Securities and Exchange Commission, by order, so
permits for the protection of securityholders.
FEDERAL TAX CONSIDERATIONS
The following description of the federal income tax
consequences under this Contract is not exhaustive and is
not intended to cover all situations. Because of the
complexity of the law and the fact that the tax results will
vary according to the factual status of the individual
involved, tax advice may be needed by a person contemplating
purchase of an annuity contract and by a Contract Owner or
Beneficiary who may make elections under a contract. For
further information, a qualified tax adviser should be
consulted.
GENERAL TAXATION OF ANNUITIES
Amounts credited to the Contract are not generally taxable
until they are received by the Contract Owner or the
Beneficiary, either in the form of Annuity Payments or other
distributions. Distributions from annuities that include
previously taxed amounts may be taxed on either an
income-first basis or an income-last basis, or on a pro-rata
basis according to the type of plan or due to other
circumstances.
INVESTOR CONTROL
In certain circumstances, owners of variable annuity
insurance contracts may be considered the owners, for
federal income tax purposes, of the assets of the separate
accounts used to support their contract. In those
circumstances, income and gains from the separate account
assets would be includable annually in the variable contract
owner's gross income. The IRS has stated in published
rulings that a variable contract owner will be considered
the owner of separate account assets if the contract owner
possesses incidents of ownership in those assets, such as
the ability to exercise investment control over the assets.
The Treasury has 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 Contract Owner), rather than the
insurance company,
<PAGE>
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 Sub-Accounts 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 Policy are similar to, but
different in certain respects from, those described by the
IRS in rulings in which it determined that the owners were
not owners of separate account assets. For example, a
Contract Owner of this Policy has additional flexibility in
allocating payments and cash values. These differences
could result in the Contract Owner being treated as the
owner of the assets of Fund BD II. In addition, the Company
does not know what standard will be set forth in the
regulations or rulings which the Treasury is expected to
issue, nor does the Company know if such guidance will be
issued. The Company therefore reserves the right to modify
the Contract as necessary to attempt to prevent the Contract
Owner from being considered the owner of a pro rata share of
the assets of Fund BD II.
The remaining tax discussion assumes that the Policy
qualifies as a life insurance contract for federal income
tax purposes.
PENALTY TAX FOR PREMATURE DISTRIBUTIONS
Taxable distributions taken before the Contract Owner has
attained the age of 59 1/2 will be subject to a 10%
additional tax penalty unless the distribution is taken in a
series of periodic distributions for life or life
expectancy, or unless the distribution follows the death or
disability of the Contract Owner. Other exceptions may be
available in certain tax-benefited plans.
MANDATORY DISTRIBUTIONS FOR QUALIFIED PLANS
Federal tax law requires that minimum annual distributions
begin by April 1st of the calendar year following the
calendar year in which a participant under a qualified plan,
a Section 403(b) annuity, or an IRA attains age 70 1/2.
Distributions must also begin or be continued according to
required patterns following the death of the Owner or the
Annuitant.
NONQUALIFIED ANNUITY CONTRACTS
Individuals may purchase tax-deferred annuities without tax
law funding limits. The Purchase Payments receive no tax
benefit, deduction or deferral, but increases in the value
of the contract are generally deferred from tax until
distribution. If a nonqualified annuity is owned by other
than an individual, however, (e.g., by a corporation), the
increases in value attributable to Purchase Payments made
after February 28, 1986 are includable in income annually.
Furthermore, for contracts issued after April 22, 1987, all
deferred increases in value will be includable in the income
of a Contract Owner when the Contract Owner transfers the
contract without adequate consideration.
If two or more annuity contracts are purchased from the same
insurer within the same calendar year, distributions from
any of them will be taxed based upon the amount of income in
all of the same calendar year series of annuities. This
will generally have the effect of causing taxes to be paid
sooner on the deferred gain in the contracts.
Those receiving partial distributions made before
annuitization of a contract will generally be taxed on an
income-first basis to the extent of income in the contract.
Certain pre-August 14, 1982 deposits into an annuity
contract that have been placed in the contract by means of a
tax-deferred exchange under Section 1035 of the Code may be
withdrawn first without income tax liability. This
information on deposits must be provided to the Company by
the other insurance company at the time of the exchange.
There is income in the contract generally to the extent the
Cash Value exceeds the investment in the contract. The
investment in the contract is equal to the amount of
premiums paid less any amount received previously which was
<PAGE>
excludable from gross income. Any direct or indirect
borrowing against the value of the contract or pledging of
the contract as security for a loan will be treated as a
cash distribution under the tax law.
The federal tax law requires that nonqualified annuity
contracts meet minimum mandatory distribution requirements
upon the death of the Contract Owner, including the first of
joint owners. Failure to meet these requirements will cause
the surviving joint owner, the succeeding Contract Owner, or
the Beneficiary to lose the tax benefits associated with
annuity contracts, i.e., primarily the tax deferral prior to
distribution. The distribution required depends, among
other things, upon whether an Annuity Option is elected or
whether the new Contract Owner is the surviving spouse.
Contracts will be administered by the Company in accordance
with these rules and the Company will make a notification
when payments should be commenced.
INDIVIDUAL RETIREMENT ANNUITIES
To the extent of earned income for the year and not
exceeding $2,000 per individual, an individual may make
deductible contributions to an individual retirement annuity
(IRA). There are certain limits on the deductible amount
based on the adjusted gross income of the individual and
spouse and based on their participation in a retirement
plan. If an individual is married and the spouse does not
have earned income, the individual may establish IRAs for
the individual and spouse. Purchase Payments may then be
made annually into IRAs for both spouses in the maximum
amount of 100% of earned income up to a combined limit of
$2,250.
The Code provides for the purchase of a Simplified Employee
Pension (SEP) plan. A SEP is funded through an IRA with an
annual employer contribution limit of 15% of compensation up
to $30,000 for each participant.
QUALIFIED PENSION AND PROFIT-SHARING PLANS
Under a qualified pension or profit-sharing plan, Purchase
Payments made by an employer are not currently taxable to
the participant and increases in the value of a contract are
not subject to taxation until received by a participant or
Beneficiary.
Distributions are taxable to the participant or Beneficiary
as ordinary income in the year of receipt. Any distribution
that is considered the participant's "investment in the
contract" is treated as a return of capital and is not
taxable. Certain lump-sum distributions may be eligible for
special forward averaging tax treatment for certain classes
of individuals.
FEDERAL INCOME TAX WITHHOLDING
The portion of a distribution which is taxable income to the
recipient will be subject to federal income tax withholding
as follows:
1. ELIGIBLE ROLLOVER DISTRIBUTION FROM SECTION
403(B) PLANS OR ARRANGEMENTS OR FROM QUALIFIED PENSION AND
PROFIT-SHARING PLANS
There is a mandatory 20% tax withholding for plan distributions
that are eligible for rollover to an IRA or to another retirement
plan but that are not directly rolled over. A distribution made
directly to a participant or Beneficiary may avoid this result if:
(a) a periodic settlement distribution is
elected based upon a life or life expectancy calculation, or
(b) a term-for-years settlement distribution is
elected for a period of ten years or more, payable at least
annually, or
(c) a minimum required distribution as defined
under the tax law is taken after the attainment of the age
of 70-1/2 or as otherwise required by law.
A distribution including a rollover that is
not a direct rollover will be subject to the 20%
withholding, and a 10% additional tax penalty may apply to
any amount not added back in the rollover. The 20%
withholding may be recovered when the participant or
Beneficiary files a personal income tax return
<PAGE>
for the year if a rollover was completed within 60 days of
receipt of the funds, except to the extent that the
participant or spousal Beneficiary is otherwise underwithheld
or short on estimated taxes for that year.
2. OTHER NON-PERIODIC DISTRIBUTIONS (FULL OR
PARTIAL REDEMPTIONS)
To the extent not described as requiring
20% withholding in 1 above, the portion of a non-periodic
distribution which constitutes taxable income will be
subject to federal income tax withholding, if the aggregate
distributions exceed $200 for the year, unless the recipient
elects not to have taxes withheld. If no such election is
made, 10% of the taxable distribution will be withheld as
federal income tax. Election forms will be provided at the
time distributions are requested. This form of withholding
applies to all annuity programs.
3. PERIODIC DISTRIBUTIONS (DISTRIBUTIONS PAYABLE
OVER A PERIOD GREATER THAN ONE YEAR)
The portion of a periodic distribution
which constitutes taxable income will be subject to federal
income tax withholding under the wage withholding tables as
if the recipient were married claiming three exemptions. A
recipient may elect not to have income taxes withheld or
have income taxes withheld at a different rate by providing
a completed election form. Election forms will be provided
at the time distributions are requested. This form of
withholding applies to all annuity programs. As of January
1, 1994, a recipient receiving periodic payments (e.g.,
monthly or annual payments under an Annuity Option) which
total $13,700 or less per year, will generally be exempt
from periodic withholding.
Recipients who elect not to have withholding made are liable
for payment of federal income tax on the taxable portion of
the distribution. All recipients may also be subject to
penalties under the estimated tax payment rules if
withholding and estimated tax payments are not sufficient to
cover tax liabilities.
Recipients who do not provide a social security number or
other taxpayer identification number will not be permitted
to elect out of withholding. Additionally, United States
citizens residing outside of the country, or U.S. legal
residents temporarily residing outside the country, are not
permitted to elect out of withholding.
VOTING RIGHTS
The Contract Owner has certain voting rights in Fund BD II
and the Underlying Funds. The number of votes which a
Contract Owner may cast in the accumulation period is equal
to the number of Accumulation Units credited to the account
under the Contract. During the annuity period, the Contract
Owner may cast the number of votes equal to (i) the reserve
related to the Contract divided by (ii) the value of an
Accumulation Unit, and a Contract Owner's voting rights will
decline as the reserve for the Contract declines.
Upon the death of the Contract Owner, all voting rights will
vest in the Beneficiary of the Contract, except in the case
of contracts where the surviving spouse may succeed to the
ownership.
In accordance with its view of present applicable law, the
Company will vote shares of Underlying Funds held by Fund BD
II at regular and special meetings of the Underlying Fund
shareholders in accordance with instructions received from
persons having a voting interest in Fund BD II. The Company
will vote shares for which it has not received instructions
in the same proportion as it votes shares for which it has
received instructions. However, if the 1940 Act or any
regulation thereunder should be amended, or if the present
interpretation thereof should change, and as a result the
Company determines that it is permitted to vote shares of
the Underlying Funds in its own right, it may elect to do
so.
The number of shares which a person has a right to vote will
be determined as of the date concurrent with the date
established by the respective Underlying Fund for
determining shareholders eligible to vote at the meeting of
the fund, and voting instructions will be solicited by
written communication before the meeting in accordance with
the procedures established by the Underlying Fund.
<PAGE>
Each person having a voting interest in Fund BD II will
receive periodic reports relating to the Underlying Fund(s)
in which he or she has an interest, as well as any proxy
materials, including a form on which to give voting
instructions with respect to the proportion of the
Underlying Fund shares held by Fund BD II which correspond
to his or her interest in the Sub-Account.
DISTRIBUTION OF VARIABLE ANNUITY CONTRACTS
The Company intends to sell the Contracts in all
jurisdictions where it is licensed to do business and where
the Contract is approved. The Contracts will be sold by
life insurance sales agents who represent the Company, and
who are licensed registered representatives of the Company
or certain other registered broker-dealers. The
compensation paid to sales representatives will not exceed
6.25% of the payments made under the Contracts.
From time to time the Company may pay or permit other
promotional incentives, in cash, credit or other compensation.
Any sales representative or employee will have been
qualified to sell Variable Annuities under applicable
federal and state laws. Each broker-dealer is registered
with the Securities and Exchange Commission under the
Securities Exchange Act of 1934, and all are members of the
National Association of Securities Dealers, Inc. Effective
February 1, 1995, Travelers Equities Sales, Inc., an
affiliate of the Company, became the principal underwriter
for the Contracts.
STATE REGULATION
The Company is subject to the laws of the state of
Connecticut governing insurance companies and to regulation
by the Insurance Commissioner of the state of Connecticut.
An annual statement covering the operations of the Company
for the preceding year, as well as its financial conditions
as of December 31 of such year, must be filed with the
Commissioner in a prescribed format on or before March 1 of
each year. The Company's books and assets are subject to
review or examination by the Commissioner or his agents at
all times, and a full examination of its operations is
conducted by the National Association of Insurance
Commissioners ("NAIC") at least once every four years.
The Company is also subject to the insurance laws and
regulations of all other states in which it is licensed to
operate. However, the insurance departments of each of
these states generally apply the laws of the jurisdiction of
domicile in determining the field of permissible
investments.
CONFORMITY WITH STATE AND FEDERAL LAWS
The Contract is governed by the laws of the state in which
it is delivered. Any paid-up Annuity, Cash Surrender Value
or death benefits that are available under the Contract are
not less than the minimum benefits required by the statutes
of the state in which the Contract is delivered. The
Company may at any time make any changes, including
retroactive changes, in the Contract to the extent that the
change is required to meet the requirements of any law or
regulation issued by any governmental agency to which the
Company, the Contract or the Contract Owner is subject.
LEGAL PROCEEDINGS AND OPINIONS
There are no pending material legal proceedings affecting
Fund BD II. Legal matters in connection with the federal
laws and regulations affecting the issue and sale of the
Contract described in this Prospectus, as well as the
organization of the Company, its authority to issue variable
annuity contracts under Connecticut
<PAGE>
law and the validity of the forms of the variable annuity
contracts under Connecticut law, have been reviewed by
the General Counsel of the Life and Annuities Division of
the Company.
THE FIXED ACCOUNT
Purchase Payments allocated to the Fixed Account portion of
the Contract and any transfers made to the Fixed Account
become part of the general account of the Company which
supports insurance and annuity obligations. Because of
exemptive and exclusionary provisions, interests in the
general account have not been registered under the
Securities Act of 1933 ("1933 Act"), nor is the
general account registered as an investment company under
the 1940 Act. Accordingly, neither the general account nor
any interest therein is generally subject to the provisions
of the 1933 or 1940 Acts, and the staff of the Securities
and Exchange Commission does not generally review the
disclosure in the prospectus relating to the Fixed Account.
Disclosure regarding the Fixed Account and the general
account may, however, be subject to certain generally
applicable provisions of the federal securities laws
relating to the accuracy and completeness of statements made
in the prospectus.
Under the Fixed Account, the Company assumes the risk of
investment gain or loss, guarantees a specified interest
rate, and guarantees a specified periodic annuity payment.
The investment gain or loss of Fund BD II or any of the
Sub-Accounts does not affect the Fixed Account portion of
the Contract Owner's Contract Value, or the dollar amount of
fixed annuity payments made under any payout option.
The Fixed Account is secured by part of the general assets
of the Company. The general assets of the Company include
all assets of the Company other than those held in Fund BD
II or any other separate account sponsored by the Company or
its affiliates. Purchase Payments will be allocated to the
Fixed Account at the direction of the Contract Owner at the
time of purchase or at a later date.
The Company will invest the assets of the Fixed Account in
those assets chosen by the Company and allowed by applicable
law. Investment income from such Fixed Account assets will
be allocated by the Company between itself and the Contracts
participating in the Fixed Account.
Investment income from the Fixed Account allocated to the
Company includes compensation for mortality and expense
risks borne by the Company in connection with Fixed Account
Contracts. The amount of such investment income allocated
to the Contracts will vary from year to year in the sole
discretion of the Company at such rate or rates as the
Company prospectively declares from time to time. The
initial rate for any deposit into the Fixed Account is
guaranteed for one year from the date of such deposit.
Subsequent renewal rates will be guaranteed for the calendar
quarter. The Company also guarantees that for the life of
the Contract it will credit interest at not less than 3% per
year. ANY INTEREST CREDITED TO AMOUNTS ALLOCATED TO THE
FIXED ACCOUNT IN EXCESS OF 3% PER YEAR WILL BE DETERMINED IN
THE SOLE DISCRETION OF THE COMPANY. THE CONTRACT OWNER
ASSUMES THE RISK THAT INTEREST CREDITED TO THE FIXED ACCOUNT
MAY NOT EXCEED THE MINIMUM GUARANTEE OF 3% FOR ANY GIVEN
YEAR.
The Company guarantees that, at any time, the Fixed Account
Contract Value will not be less than the amount of the
Purchase Payments allocated to the Fixed Account, plus
interest credited as described above, less any applicable
premium taxes or prior surrenders. If the Contract Owner
effects a surrender, the amount available from the Fixed
Account will be reduced by any applicable Contingent
Deferred Sales Charge.
TRANSFERS
Transfers from the Fixed Account to any of the Sub-Accounts
will be permitted twice a year during the 30 days following
the semiannual Contract Date anniversary in an amount of up
to 15% of the Fixed Account Value on the semiannual Contract
Date anniversary. (This restriction does not apply to
transfers from the Dollar-Cost Averaging Program.) Amounts
previously transferred from the Fixed Account to the
Sub-Accounts may begin at any time after you make a deposit
to the Fixed Account. The Company reserves the right to
waive either of these restrictions in its discretion.
<PAGE>
Automated transfers from the Fixed Account to any of the
Sub-Accounts may begin within 30 days of the date you
allocate amounts to the Fixed Account. Automated transfers
from the Fixed Account may not deplete your Fixed Account
value in a period of less than twelve months from your
enrollment in the Dollar-Cost Averaging program.
<PAGE>
APPENDIX A
FOR CONTRACTS ISSUED IN THE STATE OF FLORIDA
DEATH BENEFIT
The Enhanced Death Benefit is NOT available in Florida.
STANDARD DEATH BENEFIT. Under the standard death benefit,
if the Annuitant dies BEFORE AGE 75 and before the Maturity
Date, the Company will pay to the Beneficiary a death
benefit in an amount equal to the greatest of (1), (2) or
(3) below, less any applicable premium tax or prior
surrenders not previously deducted:
1) the Contract Value;
2) the total Purchase Payments made under the
Contract; or
3) the Contract Value on the fifth contract year
anniversary immediately preceding the date on which the
Company receives due proof of death.
IF THE ANNUITANT DIES ON OR AFTER AGE 75, BUT BEFORE AGE 90
and before the Maturity Date, the Company will pay to the
Beneficiary a death benefit in an amount equal to the
greatest of (1), (2) or (3) below, less any applicable
premium tax or prior surrenders not previously deducted:
1) the Contract Value;
2) the total Purchase Payments made under the
Contract; or
3) the Contract Value on the latest fifth contract
year anniversary occurring on or before the Annuitant's 75th
birthday.
THE ANNUITY PERIOD
MATURITY DATE
The maturity date may not be any date beyond the annuitant's
90th birthday.
THE VARIABLE ANNUITY
Variable payouts are not permitted in Florida. Contract Owners
may only have their Contract Values applied to provide a
Fixed Annuity.
Disregard the "Variable Annuity" section described on page 13.
ELECTION OF OPTIONS
ON THE MATURITY DATE, OR OTHER AGREED-UPON DATE, THE COMPANY
WILL PAY AN AMOUNT PAYABLE UNDER THE CONTRACT IN ACCORDANCE
WITH THE PAYMENT OPTION SELECTED BY THE CONTRACT OWNER.
Election of an option must be made in writing in a form
satisfactory to the Company. Any election made during the
lifetime of the Annuitant must be made by the Contract
Owner. While the Annuitant is alive, the Contract Owner may
change a Settlement Option election by Written Request at
any time prior to the Maturity Date. Once Annuity or Income
Payments have begun, no further election changes are
allowed. During the Annuitant's lifetime, if no election
has been made prior to the Maturity Date, the Company will
pay to the Contract Owner the first of a series of monthly
Annuity Payments based on the life of the Annuitant, in
accordance with Annuity Option 2 (Life Annuity with 120
monthly payments assured). For certain tax-qualified
contracts, Annuity Option 4 (Joint and Last Survivor Joint
Life Annuity - Annuity Reduced on Death of Primary Payee)
will be the automatic option as described in the contract.
<PAGE>
The minimum amount that can be placed under an Annuity or
Income Option will be $2,000 unless the Company consents to
a lesser amount. If any monthly periodic payment due any
payee is less than $100.00, the Company reserves the right
to make payments at less frequent intervals, or to pay the
Contract Value in one lump-sum payment.
<PAGE>
APPENDIX B
CONTENTS OF THE STATEMENT OF ADDITIONAL INFORMATION
The Statement of Additional Information contains more
specific information and financial statements relating to
the Separate Account and The Travelers Life and Annuity
Company. A list of the contents of the Statement of
Additional Information is set forth below:
The Insurance Company
The Separate Account and the Underlying Funds
The Travelers Fund BD II for Variable Annuities
The Underlying Funds
Valuation of Assets
Distribution and Management Services
Principal Underwriter
Securities Custodian
Independent Accountants
Financial Statements
- -----------------------------------------------------------
COPIES OF THE STATEMENT OF ADDITIONAL
INFORMATION DATED MAY 1, 1995 (FORM NO. L-12253S) ARE
AVAILABLE WITHOUT CHARGE. TO REQUEST A COPY, PLEASE CLIP
THIS COUPON ON THE DOTTED LINE ABOVE, ENTER YOUR NAME AND
ADDRESS IN THE SPACES PROVIDED BELOW, AND MAIL TO: THE
TRAVELERS LIFE AND ANNUITY COMPANY, ANNUITY INVESTOR
SERVICES -- ____, ONE TOWER SQUARE, HARTFORD, CONNECTICUT
06183-9061.
Name:
_________________________________________________________________
Address:
_________________________________________________________________
_________________________________________________________________
<PAGE>
THIS PAGE INTENTIONALLY LEFT BLANK.
<PAGE>
THE TRAVELRS FUND BD II
FOR VARIABLE ANNUITIES
Individual Variable Annuity Contracts
issued by
The Travelers Life and Annuity Company
L-12540 TLAC Ed. ___ 1995
<PAGE>
PART B
INFORMATION REQUIRED IN A STATEMENT OF ADDITIONAL INFORMATION
<PAGE>
STATEMENT OF ADDITIONAL INFORMATION
dated ___________, 1995
for
THE TRAVELERS FUND BD II FOR VARIABLE ANNUITIES
This Statement of Additional Information is not a prospectus but
relates to, and should be read in conjunction with, the Individual
Variable Annuity Contract Prospectus dated __________, 1995. A
copy of the Prospectus may be obtained by writing to The Travelers
Life and Annuity Company, Annuity Services - 5 SHS, One Tower
Square, Hartford, Connecticut 06183-9061, or by calling
1-800-842-8573.
TABLE OF CONTENTS
THE INSURANCE COMPANY....................................... 1
THE SEPARATE ACCOUNT AND THE UNDERLYING FUNDS .............. 1
The Travelers Fund BD II for Variable Annuities
(Fund BD II) ........................................ 1
The Underlying Funds................................... 1
VALUATION OF ASSETS ........................................ 3
PRINCIPAL UNDERWRITER ...................................... 4
INDEPENDENT ACCOUNTANTS .................................... 4
FINANCIAL STATEMENTS ....................................... 4
<PAGE>
THE INSURANCE COMPANY
The Travelers Life and Annuity Company (the "Company"), an indirect
wholly owned subsidiary of The Travelers Inc., is a stock insurance company
chartered in 1973 in the state of Connecticut and continuously engaged in the
insurance business since that time. The Company is licensed to conduct a
life insurance business in a majority of the states of the United States and
intends to seek licensure in the remaining states, except New York. The
Company's Home Office is located at One Tower Square, Hartford, Connecticut
06183.
THE SEPARATE ACCOUNT AND THE UNDERLYING FUNDS
THE TRAVELERS FUND BD II FOR VARIABLE ANNUITIES (FUND BD II)
Fund BD II was established on February 22, 1995 and is registered
with
the Securities and Exchange Commission as a unit investment trust under the
Investment Company Act of 1940, as amended (the "1940 Act"). The assets of
Fund BD II will be invested exclusively in the shares of the Underlying
Funds. Fund BD II meets the definition of a separate account under the
federal securities laws, and will comply with the provisions of the 1940 Act.
Additionally, the operations of Fund BD II are subject to the provisions of
Section 38a-433 of the Connecticut General Statutes which authorizes the
Connecticut Insurance Commissioner to adopt regulations under it. The
Section contains no restrictions on the investments of the Separate Account,
and the Commissioner has adopted no regulations under the Section that affect
the Separate Account.
Under Connecticut law, the assets of Fund BD II will be held for the
exclusive benefit of the owners of, and the persons entitled to payment
under, the Contracts offered by this Prospectus and under all other contracts
which provide for accumulated values or dollar amount payments to reflect
investment results of the Separate Account. Incomes, gains and losses,
whether or not realized, for assets allocated to Fund BD II are in accordance
with the Contracts, credited to or charged against Fund BD II without regard
to other gains and losses of the Company. The assets held in Fund BD II are
not chargeable with liabilities arising out of any other business which the
Company may conduct. The obligations arising under the Contract are
obligations of the Company.
THE UNDERLYING FUNDS
Purchase Payments applied to the Sub-Accounts of Fund BD II will be
invested in one or more of the available Underlying Funds at net asset value
in accordance with the selection made by the Contract Owner. Contract Owners
may change their selection in accordance with
<PAGE>
the provisions of the Contract. Underlying Funds available under the
Contract may be added or withdrawn as permitted by applicable law.
Fund BD II currently invests in the following Underlying Funds:
SMITH BARNEY/TRAVELERS SERIES FUND INC.:
SMITH BARNEY INCOME AND GROWTH PORTFOLIO. The objective of the Income and
Growth Portfolio is current income and long-term growth of income and capital
by investing primarily, but not exclusively, in common stocks.
ALLIANCE GROWTH PORTFOLIO. The objective of the Growth Portfolio is
long-term growth of capital by investing predominantly in equity securities
of companies with a favorable outlook for earnings and whose rate of growth
is expected to exceed that of the U.S. economy over time. Current income is
only an incidental consideration.
AMERICAN CAPITAL ENTERPRISE PORTFOLIO. The Enterprise Portfolio's objective
is capital appreciation through investment in securities believed to have
above-average potential for capital appreciation. Any income received on
such securities is incidental to the objective of capital appreciation.
SMITH BARNEY INTERNATIONAL EQUITY PORTFOLIO. The objective of the
International Equity Portfolio is total return on assets from growth of
capital and income by investing at least 65% of its assets in a diversified
portfolio of equity securities of established non-U.S. issuers.
SMITH BARNEY PACIFIC BASIN PORTFOLIO. The Pacific Basin Portfolio's
objective is long-term capital appreciation through investment primarily in
equity securities of companies in Asian Pacific Countries.
TBC MANAGED INCOME PORTFOLIO. The objective of the Managed Income Portfolio
is to seek high current income consistent with prudent risk of capital
through investments in corporate debt obligations, preferred stocks, and
obligations issued or guaranteed by the U.S. Government or its agencies or
instrumentalities.
PUTNAM DIVERSIFIED INCOME PORTFOLIO. The objective of the Diversified Income
Portfolio is to seek high current income consistent with preservation of
capital. The Portfolio will allocate its investments among the U.S.
Government Sector, the High Yield Sector, and the International Sector of the
fixed income securities markets. (Please read carefully the complete risk
disclosure in the Portfolio's prospectus before investing.)
G.T. GLOBAL STRATEGIC INCOME PORTFOLIO. The Strategic Income Portfolio's
investment objective is primarily to seek high current income and secondarily
to seek capital appreciation. The Portfolio allocates its assets among debt
securities of issuers in the United States, developed foreign countries, and
emerging markets. (Please read carefully the complete risk disclosure in the
Portfolio's prospectus before investing.)
SMITH BARNEY HIGH INCOME PORTFOLIO. The investment objective of the High
Income Portfolio is high current income. Capital appreciation is a secondary
objective. The Portfolio will invest at least 65% of its assets in
high-yielding corporate debt obligations and preferred stock. (Please read
carefully the complete risk disclosure in the Portfolio's prospectus before
investing.)
MFS TOTAL RETURN PORTFOLIO. The Total Return Portfolio's objective is to
obtain above-average income (compared to a portfolio entirely invested in
equity securities) consistent
<PAGE>
with the prudent employment of capital. Generally, at least 40% of the
Portfolio's assets will be invested in equity securities. (Please read
carefully the complete risk disclosure in the Portfolio's prospectus before
investing.)
SMITH BARNEY MONEY MARKET PORTFOLIO. The investment objective of the Money
Market Portfolio is maximum current income and preservation of capital by
investing in high quality, short-term money market instruments.
The following is a separate series of shares of the Smith Barney Series Fund
and is also an investment option under Fund BD II:
SMITH BARNEY TOTAL RETURN PORTFOLIO. The investment objective of the Smith
Barney Total Return Portfolio is to provide total return, consisting of
long-term capital appreciation and income. The Portfolio will seek to
achieve its goal by investing primarily in a diversified portfolio of
dividend-paying common stock. (Please read carefully the complete risk
disclosure in the Portfolio's prospectus before investing.)
Each Underlying Fund is subject to certain investment restrictions which
may not be changed without the approval of a "majority vote of the
outstanding voting securities" of that Portfolio (as defined in the 1940
Act). There is no assurance that the Underlying Funds will achieve their
stated objectives. More detailed information regarding the Underlying Funds
may be found in the current Prospectuses and Statements of Additional
Information for the Underlying Funds.
VALUATION OF ASSETS
The value of the assets of each Underlying Fund is determined on each
Valuation Date as of the close of the New York Stock Exchange. If the New
York Stock Exchange is not open for trading on any such day, then such
computation shall be made as of the normal close of the New York Stock
Exchange. Each security traded on a national securities exchange is valued
at the last reported sale price on the Valuation Date. If there has been no
sale on that day, then the value of the security is taken to be the mean
between the reported bid and asked prices on the Valuation Date or on the
basis of quotations received from a reputable broker or any other recognized
source.
Any security not traded on a securities exchange but traded in the
over-the-counter market and for which market quotations are readily available
is valued at the mean between the quoted bid and asked prices on the
Valuation Date or on the basis of quotations received from a reputable broker
or any other recognized source.
Securities traded on the over-the-counter-market and listed securities
with no reported sales are valued at the mean between the last reported bid
and asked prices or on the basis of quotations received from a reputable
broker or other recognized source.
<PAGE>
Short-term investments for which a quoted market price is available are
valued at market. Short-term investments maturing in more than sixty days
for which there is no reliable quoted market price are valued by "marking to
market" (computing a market value based upon quotations from dealers or
issuers for securities of a similar type, quality and maturity). "Marking to
market" takes into account unrealized appreciation or depreciation due to
changes in interest rates or other factors which would influence the current
fair values of such securities. Short-term investments maturing in sixty
days or less for which there is no reliable quoted market price are valued at
amortized cost which approximates market.
PRINCIPAL UNDERWRITER
Travelers Equities Sales, Inc. ("TESI"), an affiliate of the Company,
serves as principal underwriter for Fund BD II and the Contracts. The
offering is continuous. TESI is an indirect wholly owned subsidiary of The
Travelers Inc. and its principal executive offices are located at One Tower
Square, Hartford, Connecticut.
DISTRIBUTION AND MANAGEMENT AGREEMENT
Under the terms of the Distribution and Management Agreement among Fund
BD II, the Company and TESI, the Company provides all administrative services
and mortality and expense risk guarantees related to variable annuity
contracts sold by the Company in connection with the Fund BD II. TESI
performs the sales functions related to the Contracts. The Company
reimburses TESI for commissions paid, other sales expenses and certain
overhead expenses connected with sales functions. The Company also pays all
costs (including costs associated with the preparation of sales literature);
all costs of qualifying the Fund BD II and the variable annuity contract with
regulatory authorities; the costs of proxy solicitation; and all custodian,
accountant's and legal fees. The Company also provides without cost to the
Fund BD II all necessary office space, facilities, and personnel to manage
its affairs.
INDEPENDENT ACCOUNTANTS
Coopers & Lybrand, L.L.P., Independent Accountants, 100 Pearl Street,
Hartford, Connecticut, are the independent auditors for Fund BD II. The
services provided to Fund BD II include primarily the examination of the
Fund's financial statements.
FINANCIAL STATEMENTS
Financial Statements for The Travelers Fund BD II are not available
since the Fund had no assets as of the effective date of this Statement of
Additional Information.
<PAGE>
THE TRAVELERS FUND BD II FOR VARIABLE ANNUITIES
STATEMENT OF ADDITIONAL INFORMATION
The Travelers Life and Annuity Company
One Tower Square
Hartford, Connecticut 06183
L-12540 TLAC Ed. ____
<PAGE>
PART C
OTHER INFORMATION
Item 24. Financial Statements and Exhibits
(a) The consolidated financial statements of The Travelers Life and Annuity
Company and Subsidiaries and the Report of Independent Accountants will
be
filed in a subsequent Pre-Effective Amendment.
(b) Exhibits
1. Resolution of The Travelers Life and Annuity Company Board of
Directors authorizing the establishment of the Registrant.
2. Exempt.
3. Form of Distribution and Management Agreement among the Registrant,
The Travelers Life and Annuity Company and Travelers Equities Sales,
Inc.
4. Form of Variable Annuity Contracts.
5. Form of Applications - To be filed by amendment.
6(a). Charter of The Travelers Life and Annuity Company, as amended on
April 10, 1990.
6(b). By-Laws of The Travelers Life and Annuity Company, as amended on
October 20, 1994.
7. None.
8. None.
9. Opinion of Counsel as to the legality of securities being registered.
10(a). To be filed by amendment.
10(b). To be filed by amendment.
11. None.
12. None.
13. Not Applicable.
14. Representation concerning reliance upon No-Action Letter IP-6-88.
15. Powers of Attorney authorizing Jay S. Fishman as a signatory for
Michael A. Carpenter, Robert I. Lipp, Charles O. Prince, III, Marc P.
Weill, James F. Calvano, Irwin R. Ettinger and James L. Morgan.
<PAGE>
Item 25. Directors and Officers of the Depositor
Name and Principal Positions and Offices
Business Address with Depositor
Michael A. Carpenter* Director and Chairman
Robert I. Lipp* Director
Jay S. Fishman* Director and Chief Financial Officer
Charles O. Prince, III** Director
Marc P. Weill* Director and Chief Investment Officer
James F. Calvano* Director
Irwin R. Ettinger** Director
Jay S. Benet* Senior Vice President
Robert E. Evans* Senior Vice President
James L. Morgan* Senior Vice President
and Chief Accounting Officer
William H. White* Vice President and Treasurer
Ian R. Stuart* Vice President and Financial Officer
Kathleen M. D'Auria* Vice President
George C. Kokulis* Vice President
Mary Jean Thornton* Vice President
Charles N. Vest* Vice President and Actuary
Robert Hamilton* Second Vice President
Gene S. Lunman* Second Vice President and Actuary
Kyle Rotherie* Second Vice President
Donald T. DeCarlo* General Counsel and Secretary
Ernest J. Wright* Assistant Secretary
Kathleen A. McGah* Assistant Secretary
Principal Business Address:
* The Travelers Life and Annuity Company ** The Travelers Inc.
One Tower Square 65 East 55th Street
Hartford, Connecticut 06183 New York, New York 10022
<PAGE>
Item 26. Persons Controlled by or under Common Control with Depositor or
Registrant
To be filed by Amendment
<PAGE>
Item 27. Number of Contract Owners
Not Applicable.
Item 28. Indemnification
Section 33-320a of the Connecticut General Statutes regarding indemnification
of directors and officers of Connecticut corporations provides in general
that Connecticut corporations shall indemnify their officers, directors and
certain other defined individuals against judgments, fines, penalties,
amounts paid in settlement and reasonable expenses actually incurred in
connection with proceedings against the corporation. The corporation's
obligation to provide such indemnification generally does not apply unless
(1) the individual is successful on the merits in the defense of any such
proceeding; or (2) a determination is made (by persons specified in the
statute) that the individual acted in good faith and in the best interests of
the corporation; or (3) the court, upon application by the individual,
determines in view of all of the circumstances that such person is fairly and
reasonably entitled to be indemnified, and then for such amount as the court
shall determine. With respect to proceedings brought by or in the right of
the corporation, the statute provides that the corporation shall indemnify
its officers, directors and certain other defined individuals, against
reasonable expenses actually incurred by them in connection with such
proceedings, subject to certain limitations.
C.G.S. Section 33-320a provides an exclusive remedy; a Connecticut
corporation cannot indemnify a director or officer to an extent either
greater or less than that authorized by the statute, e.g., pursuant to its
certificate of incorporation, by-laws, or any separate contractual
arrangement. However, the statute does specifically authorize a corporation
to procure indemnification insurance to provide greater indemnification
rights. The premiums for such insurance may be shared with the insured
individuals on an agreed basis.
The Travelers Inc. also provides liability insurance for its directors and
officers and the directors and officers of its subsidiaries, including the
Depositor. This insurance provides for coverage against loss from claims
made against directors and officers in their capacity as such, including,
subject to certain exceptions, liabilities under the Federal securities laws.
Item 29. Principal Underwriter
(a) Travelers Equities Sales, Inc.
One Tower Square
Hartford, Connecticut 06183
Travelers Equities Sales, Inc. also serves as principal underwriter for the
following :
The Travelers Growth and Income Stock Account for Variable Annuities
The Travelers Quality Bond Account for Variable Annuities
The Travelers Money Market Account for Variable Annuities
The Travelers Timed Growth and Income Stock Account for Variable Annuities
The Travelers Timed Short-Term Bond Account for Variable Annuities
The Travelers Timed Aggressive Stock Account for Variable Annuities
The Travelers Timed Bond Account for Variable Annuities
The Travelers Fund U for Variable Annuities
The Travelers Fund UL for Variable Life Insurance
<PAGE>
The Travelers Variable Life Insurance Separate Account One
The Travelers Variable Life Insurance Separate Account Three
The Travelers Fund BD for Variable Annuities
The Travelers Fund VA for Variable Annuities
(b) Name and Principal Positions and Offices
Business Address * With Underwriter
George C. Kokulis President
Gregory C. MacDonald Director
Robert E. Evans Director
Robert C. Hamilton Senior Vice President
Kathleen A. Preston Director and Executive Vice President
William F. Scully, III Treasurer
Ernest J. Wright Corporate Secretary
Alison K. George Director of Compliance and Assistant
Corporate Secretary
Thomas P. Tooley Vice President, Life Marketing
Donald R. Munson, Jr. Vice President, Annuity Marketing
George A. Ryan Vice President
Mary L. Gregory Director, Licensing
William H. White Assistant Treasurer
Charles B. Chamberlain Assistant Treasurer
George M. Quaggin Assistant Treasurer
*Principal business address:
One Tower Square, Hartford, Connecticut 06183
(c) Not applicable.
Item 30. Location of Accounts and Records
(1) The Travelers Life and Annuity Company
One Tower Square
Hartford, Connecticut 06183
Item 31. Management Services
Not applicable.
<PAGE>
Item 32. Undertakings
The undersigned 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
the registration statement are never more than sixteen months old for so long
as payments under the variable annuity contracts may be accepted;
(b) To include either (1) as 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;
(c) To deliver any Statement of Additional Information and any financial
statements required to be made available under this Form N-4 promptly upon
written or oral request; and
(d) To include in any registration statement filed in connection with a
contract used as a funding vehicle for retirement plans meeting the
requirements of Section 403(b) of the Internal Revenue Code, a representation
that the Registrant is relying upon No-Action Letter IP-6-88 issued to the
American Council of Life Insurance.
<PAGE>
SIGNATURES
As required by the Securities Act of 1933 and the Investment Company Act of
1940, the Registrant has duly caused this Registration Statement to be signed
on its behalf by the undersigned, thereunto duly authorized, in the City of
Hartford, State of Connecticut, on March __,1995.
THE TRAVELERS FUND BD II
FOR VARIABLE ANNUITIES
By: The Travelers Life and Annuity Company
By: _____ /s/ Jay S. Fishman________
Jay S. Fishman
Chief Financial Officer
<PAGE>
SIGNATURES
As required by the Securities Act of 1933 and the Investment Company Act of
1940, the Registrant has duly caused this Registration Statement to be signed
on its behalf by the undersigned, thereunto duly authorized, in the City of
Hartford, State of Connecticut, on March ____, 1995.
THE TRAVELERS LIFE AND ANNUITY COMPANY
(Depositor)
By: /s/JAY S. FISHMAN
Jay S. Fishman
Chief Financial Officer
Pursuant to the requirements of the Securities Act of 1933, this Registration
Statement has been signed below by the following persons in the capacities
indicated on March ____, 1995.
___*MICHAEL A. CARPENTER____ Director, Chairman of the Board
(Michael A. Carpenter) and principal executive officer
___*ROBERT I. LIPP__________ Director
(Robert I. Lipp)
___/s/JAY S. FISHMAN________ Director and Chief Financial Officer
(Jay S. Fishman)
___*CHARLES O. PRINCE, III_ Director
(Charles O. Prince, III)
___*MARC P. Weill___________ Director
(Marc P. Weill)
___*JAMES F. CALVANO________ Director
(James F. Calvano)
___*IRWIN R. ETTINGER_______ Director
(Irwin R. Ettinger)
___*JAMES L. MORGAN_________ Senior Vice President and
(James L. Morgan) Chief Accounting Officer
*By: _____/s/Jay S. Fishman_____________
Jay S. Fishman, Attorney-in-Fact
<PAGE>
EXHIBIT INDEX
Exhibit Page in Sequential
No. Description Numbering System
1. Resolution of The Travelers Life and Annuity
Company Board of Directors authorizing the
establishment of the Registrant.
3. Form of Distribution and Management Agreement.
4. Form of Variable Annuity Contracts.
5. To be filed by amendment.
6(a). Charter of The Travelers Life and Annuity Company,
as amended on April 10, 1990.
6(b). By-Laws of The Travelers Life and Annuity Company,
as amended on October 20, 1994.
9. Opinion of Counsel as to the legality of securities being
registered by Registrant.
10(a). To be filed by amendment.
10(b). To be filed by amendment.
14. Representation concerning reliance upon
No-Action Letter IP-6-88.
15. Powers of Attorney authorizing Jay S. Fishman as
a signatory for Michael A Carpenter, Robert I. Lipp,
Charles O. Prince, III, Marc P. Weill, James F. Calvano,
Irwin R. Ettinger and James L. Morgan.
<PAGE>
EXHIBIT 1
CERTIFICATE
I, ERNEST J. WRIGHT, Assistant Secretary of THE TRAVELERS LIFE
AND ANNUITY COMPANY, DO HEREBY CERTIFY that at a meeting of the
Board of Directors of The Travelers Life and Annuity Company held
on the 9th day of July, 1993, at which a quorum was present and
voting, the following resolutions were adopted:
VOTED: That pursuant to authority granted by Section 38a-433 of the
Connecticut General Statutes, the proper officers of the Company
are authorized to establish a separate account or accounts to
invest in shares of investment companies pursuant to plans and
contracts issued and sold by the Company in connection therewith.
VOTED: That the proper officers of the Company are authorized to
take such action as may be necessary to register the separate
account or accounts as a unit investment trust investment company
under the Investment Company Act of 1940; to file any necessary or
appropriate exemptive requests, and any amendments thereto, for
such separate account or accounts under the Investment Company Act
of 1940; to file a registration statement, and any amendments,
exhibits and other documents thereto, in order to register plans
and contracts of the Company and interests in such separate account
or accounts in connection therewith under the Securities Act of
1933; and to take any and all action as may in their judgment be
necessary or appropriate in connection therewith.
I FURTHER CERTIFY that by unanimous consent action of the
Board of Directors of The Travelers Life and Annuity Company
effective the 21st day of September, 1994, the following resolution
was adopted:
VOTED: That each officer and director who may be required, on their
own behalf and in the name and on behalf of the Company, to execute
one or more registration statements, and any amendments thereto,
under the Securities Act of 1933 and the Investment Company Act of
1940 relating to the separate account or accounts to be established
to invest in shares of investment companies is authorized to
execute a power of attorney appointing representatives to act as
their attorney and agent to execute said registration statement,
and any amendments thereto, in their name, place and stead; and
that the Secretary, or any Assistant Secretary designated by the
Secretary, is designated and appointed the agent for service of
process of the Company under the Securities Act of 1933 and the
Investment Company Act of 1940 in connection with such registration
statement, and any amendments thereto, with all the powers incident
to such appointment.
AND I DO FURTHER CERTIFY that the foregoing actions of the
said Board of Directors is still in full force and effect.
IN WITNESS WHEREOF, I have hereunto set my hand and the seal
of THE TRAVELERS LIFE AND ANNUITY COMPANY at Hartford, Connecticut,
this 15th day of March, 1995.
/s/ Ernest J. Wright
SEAL Ernest J. Wright
Assistant Secretary
FORM OF DISTRIBUTION AND MANAGEMENT AGREEMENT
DISTRIBUTION AND MANAGEMENT AGREEMENT made this ___ day of
________, 1995, by and among The Travelers Life and Annuity
Company, a Connecticut stock insurance company (hereinafter the
"Company"), Travelers Equities Sales, Inc., a Connecticut general
business corporation (hereinafter "TESI"), and The Travelers Fund
BD II for Variable Annuities (hereinafter "Fund BD II"), a separate
account of the Company established by its Chairman pursuant to a
resolution of the Company's Board of Directors on February 22,
1995, pursuant to Section 38-433 of the Connecticut General
Statutes.
1. The Company hereby agrees to provide all administrative
services relative to variable annuity contracts and revisions
thereof (hereinafter " Contracts" ) sold by the Company, the net
proceeds of which or reserves for which are maintained in Fund BD
II.
2. TESI hereby agrees to perform all sales functions relative
to the Contracts. The Company agrees to reimburse TESI for
commissions paid, other sales expenses and properly allocable
overhead expenses incurred in performance thereof.
3. For providing the administrative services referred to in
paragraph 1 above and reimbursing TESI for the sales functions
referred to in paragraph 2 above, the Company will receive the
deductions for sales and administrative expenses which are stated
in the Contracts.
4. The Company will furnish at its own expense and without
cost to Fund BD II the administrative expenses of Fund BD II,
including but not limited to:
(a) office space in the offices of the Company or in such
other place as may be agreed upon from time to time, and all
necessary office facilities and equipment;
(b) necessary personnel for managing the affairs of Fund BD
II, including clerical, bookkeeping, accounting and other office
personnel;
(c) all information and services, including legal services,
required in connection with registering and qualifying Fund BD II
or the Contracts with federal and state regulatory authorities,
preparation of registration statements and prospectuses, including
amendments and revisions thereto, and annual, semi-annual and
periodic reports, notices and proxy solicitation materials
furnished to variable annuity Contract Owners or regulatory
authorities, including the costs of printing and mailing such
items;
(d) the costs of preparing, printing, and mailing all sales
literature;
(e) all registration, filing and other fees in connection with
compliance requirements of federal and state regulatory
authorities;
(f) the charges and expenses of any custodian or depository
appointed by Fund BD II for the safekeeping of its cash, securities
and other property; and
(g) the charges and expenses of independent accountants
retained by Fund BD II.
5. The services of the Company and TESI to Fund BD II
hereunder are not to be deemed exclusive and the Company and TESI
shall be free to render similar services to others so long as its
services hereunder are not impaired or interfered with thereby.
6. The Company agrees to guarantee that the annuity payments
will not be affected by mortality experience (under Contracts the
reserves for which are invested in Fund BD II) and as such assumes
the risks (a) that the actuarial estimate of mortality rates among
annuitants may prove erroneous and that reserves set up on the
basis of such estimates will not be sufficient to meet the
Company's variable annuity payment obligations, and (b) that the
charges for services and expenses of the Company set forth in the
Contracts may not prove sufficient to cover its actual expenses.
For providing these mortality and expense risk guarantees, the
Company will receive from Fund BD II an amount per valuation period
of Fund BD II, as provided from time to time.
7. This Agreement will be effective on the date executed, and
will remain effective until terminated by any party upon sixty (60)
days notice; provided, however, that this agreement will terminate
automatically in the event of its assignment by any of the parties
hereto.
8. Notwithstanding termination of this Agreement, the Company
shall continue to provide administrative services and mortality and
expense risk guarantees provided for herein with respect to
Contracts in effect on the date of termination, and the Company
shall continue to receive the compensation provided under this
Agreement.
9. This Agreement is subject to the provisions of the
Investment Company Act of 1940, as amended, and the rules of the
Securities and Exchange Commission.
IN WITNESS WHEREOF, the parties hereto have caused this
Agreement to be signed by their respective officials thereunto duly
authorized and, in the case of the Company and TESI, seals to be
affixed as of the day and year first above written.
THE TRAVELERS LIFE AND ANNUITY COMPANY
(Seal)
By:___________________________________________
Title:_________________________________________
ATTEST:
____________________________
Assistant Secretary
THE TRAVELERS FUND BD FOR VARIABLE ANNUITIES
By:___________________________________________
Title:_________________________________________
WITNESS:
____________________________
TRAVELERS EQUITIES SALES, INC.
By: ___________________________________________
Title: _________________________________________
ATTEST: (SEAL)
____________________________
Corporate Secretary
<PAGE>
EXHIBIT 4-A
THE TRAVELERS (logo with umbrella)
THE TRAVELERS LIFE AND ANNUITY COMPANY
ONE TOWER SQUARE
HARTFORD, CONNECTICUT 06183
A STOCK COMPANY
We are pleased to provide you the benefits of this Variable
Annuity Contract. Please read your contract and all attached forms
carefully.
RIGHT TO EXAMINE THIS CONTRACT
If this contract is returned to us at Our Office or to our Agent
to be cancelled within 20 days after its delivery to you, we will
pay you the Contract Value determined as of the next valuation
after we receive the Written Request at Our Office, plus any
premium tax charges and contract charges paid. After the
contract is returned, it will be considered as never in effect.
This contract is issued in consideration of the purchase payment.
It is subject to the terms and conditions stated on the attached
pages, all of which are a part of it.
Executed at Hartford, Connecticut
/s/ Robert J. Lipp
Chairman
This is a legal contract between you and us.
READ YOUR CONTRACT CAREFULLY.
INDIVIDUAL VARIABLE ANNUITY CONTRACT
NON TAX QUALIFIED
LIFE ANNUITY COMMENCING AT MATURITY DATE
ELECTIVE OPTIONS NON--PARTICIPATING
ANNUITY PAYMENTS AND OTHER VALUES PROVIDED BY THIS CONTRACT,
WHEN BASED ON THE INVESTMENT EXPERIENCE OF THE SEPARATE ACCOUNT,
ARE VARIABLE AND ARE NOT GUARANTEED AS TO FIXED DOLLAR AMOUNT.
<PAGE>
TABLE OF CONTENTS
Right to Examine this Contract Cover Page
Contract Specifications Page 3
Definitions Page 4
Owner, Beneficiary and Annuitant Provisions Pages 5 & 6
Purchase Payment and Valuation Provisions Pages 7 - 9
Death Benefit Provisions Page 10
Settlement Provisions Pages 11 - 13
General Provisions Pages 14 - 15
Table of Values Page 16 & 17
Life Annuity Tables Pages 18 & 19
Any Riders or Endorsements follow the Life Annuity Tables.
<PAGE>
CONTRACT SPECIFICATIONS
OWNER JOHN DOE
JOINT OWNER
ANNUITANT
CONTINGENT ANNUITANT
CONTRACT NUMBER SPECIMEN 06/01/94 CONTRACT DATE
MONTHLY LIFE ANNUITY 06-01-24 MATURITY DATE
PURCHASE PAYMENTS:
Minimum Initial Purchase Payment: $5,000
Minimum Subsequent Purchase Payment: $500
Maximum Purchase Payment: $1,000,000 unless we consent to a
larger amount
<TABLE>
<CAPTION>
SUBACCOUNT
SEPARATE ACCOUNT: THE TRAVELERS FUND BD DEDUCTION PER DAY
<S>
Underlying Funds -
Smith Barney/Travelers Series Fund, Inc. <C>
Smith Barney Income & Growth Portfolio .0000321
Alliance Growth Portfolio .0000321
American Capital Enterprise Portfolio .0000321
Smith Barney International Equity Portfolio .0000321
Smith Barney Pacific Basin Portfolio .0000321
TBC Managed Income Portfolio .0000321
Putnam Diversified Income Portfolio .0000321
GT Global Strategic Income Portfolio .0000321
Smith Barney High Income Portfolio .0000321
MFS Total Return Portfolio .0000321
Smith Barney Money Market Portfolio .0000321
Smith Barney Series Fund
Total Return Portfolio .0000321
</TABLE>
Information about the Separate Account is provided in the
prospectus for Fund BD.
FIXED ACCOUNT GUARANTEED INTEREST PERIODS: The initial rate
for any deposit is guaranteed for one year from date of deposit.
Subsequent renewal rates will be guaranteed for the calendar
quarter.
TRANSFER CHARGE: $0.00
You may transfer up to 15% of the Fixed Account value to any of the
Sub-Accounts twice a year during the 30 days following the
semi-annual Contract Date anniversary.
<PAGE>
<TABLE>
AMOUNTS DEDUCTED ON SURRENDER (FIRST IN, FIRST OUT BASIS):
<CAPTION>
YEARS SINCE PURCHASE PERCENT OF PURCHASE
PAYMENT WAS PAID PAYMENTS (NOT PREVIOUSLY SURRENDERED)
<C> <C>
1 6%
2 6%
3 6%
4 3%
5 2%
6 1%
7 AND THEREAFTER 0%
</TABLE>
After the first Contract Year, you may take partial surrenders
annually of up to 15% of your Contract Value as of the first
Valuation Date of any given Contract Year without imposition of
amounts deducted on surrender.
CONTRACT CHARGE
$30.00, Annually. This charge will be taken on the fourth Friday of
August of each year. This charge will be waived if your Contract
Value is equal or greater than $40,000 on the date the charge would
be taken. No Contract Charge will be deducted from the Fixed
Account.
ASSUMED DAILY NET INVESTMENT FACTOR is 1.000081 for all
Sub-Accounts.
TERMINATION
We reserve the right to terminate this contract when the Contract
Value is less than the Termination Amount of $1,000 and no purchase
payments have been made for at least two years.
<PAGE>
CONTRACT SPECIFICATIONS
OWNER JOHN DOE
JOINT OWNER
ANNUITANT
CONTINGENT ANNUITANT
CONTRACT NUMBER SPECIMEN 06/01/94 CONTRACT DATE
MONTHLY LIFE ANNUITY 06-01-24 MATURITY DATE
PURCHASE PAYMENTS:
Minimum Initial Purchase Payment: $5,000
Minimum Subsequent Purchase Payment: $500
Maximum Purchase Payment: $1,000,000 unless we consent to a
larger amount
<TABLE>
<CAPTION>
SUBACCOUNT
SEPARATE ACCOUNT: THE TRAVELERS FUND BD DEDUCTION PER
DAY
<S> <C>
Underlying Funds -
Smith Barney/Travelers Series Fund, Inc.
Smith Barney Income & Growth Portfolio .0000397
Alliance Growth Portfolio .0000397
American Capital Enterprise Portfolio .0000397
Smith Barney International Equity Portfolio .0000397
Smith Barney Pacific Basin Portfolio .0000397
TBC Managed Income Portfolio .0000397
Putnam Diversified Income Portfolio .0000397
GT Global Strategic Income Portfolio .0000397
Smith Barney High Income Portfolio .0000397
MFS Total Return Portfolio .0000397
Smith Barney Money Market Portfolio .0000397
Smith Barney Series Fund
Total Return Portfolio .0000397
</TABLE>
Information about the Separate Account is provided in the prospectus
for Fund BD.
FIXED ACCOUNT GUARANTEED INTEREST PERIODS: The initial rate
for any deposit is guaranteed for one year from date of deposit. Subsequent
renewal rates will be guaranteed for the calendar quarter.
TRANSFER CHARGE: $0.00
You may transfer up to 15% of the Fixed Account value to any of the
Sub-Accounts twice a year during the 30 days following the semi-annual
Contract Date anniversary.
<PAGE>
<TABLE>
AMOUNTS DEDUCTED ON SURRENDER (FIRST IN, FIRST OUT BASIS):
<CAPTION>
YEARS SINCE PURCHASE PERCENT OF PURCHASE
PAYMENT WAS PAID PAYMENTS (NOT PREVIOUSLY
SURRENDERED)
<S> <C>
1 6%
2 6%
3 6%
4 3%
5 2%
6 1%
7 AND THEREAFTER 0%
</TABLE>
After the first Contract Year, you may take partial surrenders
annually of up to 15% of your Contract Value as of the first Valuation
Date of any given Contract Year without imposition of amounts deducted
on surrender.
CONTRACT CHARGE
$30.00, Annually. This charge will be taken on the fourth
Friday of August of each year. This charge will be waived if your
Contract Value is equal or greater than $40,000 on the date the charge
would be taken. No Contract Charge will be deducted from the Fixed
Account.
DEATH BENEFIT: You have selected an enhanced death
benefit which is described in the attached Death Benefit Endorsement.
ASSUMED DAILY NET INVESTMENT FACTOR is 1.000081 for
all Sub-Accounts.
TERMINATION
We reserve the right to terminate this contract when the
Contract Value is less than the Termination Amount of $1,000 and no
purchase payments have been made for at least two years.
<PAGE>
DEFINITIONS
(a) ACCOUNT(S) -- the Sub-Accounts and/or the Fixed Account under
this contract.
(b) ACCUMULATION UNIT -- an accounting unit of measure used to
calculate the value of this contract before Annuity payments
begin.
(c) AGE -- age last birthday.
(d) ANNUITANT -- the person on whose life the Maturity Date and
Annuity payments depend.
(e) ANNUITY UNIT -- an accounting unit of measure used to calculate
the amount of Annuity payments.
(f) CODE -- the Internal Revenue Code of 1986, as amended, and all
related laws and regulations which are in effect during the
term of this contract.
(g) CONTRACT DATE -- the date on which the contract is issued.
(h) CONTRACT YEARS -- twelve month periods beginning with the
Contract Date.
(i) DEATH REPORT DATE -- the Valuation Date coincident with or next
following the day on which we have received 1) Due Proof of
Death and 2) Written Request for an election of a single sum
payment or an alternate Settlement Option as described in the
contract.
(j) DUE PROOF OF DEATH -- (i) a copy of a certified death
certificate; (ii) a copy of a certified decree of a court of
competent jurisdiction as to the finding of death; (iii) a
written statement by a medical doctor who attended the
deceased; or (iv) any other proof satisfactory to us.
(k) FIXED ACCOUNT -- an account that consists of all the assets
under this contract other than those in the Separate Account.
(l) MATURITY DATE -- the date on which the Annuity or Income
payments are to begin.
(m) OUR OFFICE -- the Home Office of The Travelers Insurance
Company or any other office which we may designate for the
purpose of administering this contract.
(n) RECORDED -- a Written Request is recorded when the information
is noted in our file for this contract.
(o) SEPARATE ACCOUNTS -- those Separate Accounts indicated in the
CONTRACT SPECIFICATIONS which we established for this class of
contracts and certain other contracts.
(p) SETTLEMENT OPTION -- an Annuity or Income option elected under
this contract.
(q) SUB-ACCOUNT -- that portion of the assets of a Separate Account
which is allocated to a particular Underlying Fund.
(r) UNDERLYING FUND -- an open-end investment management company
indicated in the CONTRACT SPECIFICATIONS, which serves as an
investment option under the Separate Account.
(s) VALUATION DATE -- a date on which a Sub-Account is valued.
(t) VALUATION PERIOD -- the period between successive valuations.
(u) WE, US, OUR -- The Travelers Life and Annuity Company.
(v) WRITTEN REQUEST -- written information including requests for
contract changes sent to us in a form and content satisfactory
to us and received at Our Office.
(w) YOU, YOUR -- the owner including a joint owner.
<PAGE>
OWNER, BENEFICIARY AND ANNUITANT PROVISIONS
OWNER
This contract belongs to the owner shown on the CONTRACT
SPECIFICATIONS or to any person subsequently named in a Written
Request of transfer of owner as provided below. As owner, you have
sole power during the Annuitant's lifetime to exercise any rights
and to receive all benefits given in this contract provided you
have not named an irrevocable Beneficiary and provided the contract
is not assigned.
You will be the recipient of all payments while the Annuitant is
alive unless you direct them to an alternate recipient under a
Recorded payment direction. An alternate recipient under a payment
direction does not become the owner. A payment direction is
revocable by you at any time by Written Request giving 30 days
advance notice.
JOINT OWNER
Joint owners may be named in a Written Request prior to the
Contract Date. Joint owners may independently exercise transfers
between Accounts. All other rights of ownership must be exercised
by joint action. Joint owners own equal shares of any benefits
accruing or payments made to them. All rights of a joint owner end
at death if another joint owner survives. The entire interest of
the deceased joint owner in this contract will pass to the
surviving joint owner.
If a joint owner dies and is survived by the Annuitant before
payment of an Annuity or Income Option begins, any surviving joint
owner is the "designated beneficiary" referred to in
Section 72(s) of the Code, and his or her rights pre-empt those of
the Beneficiary named in a Written Request.
SUCCEEDING OWNER
If joint owners are not named, you may name a succeeding owner by
Written Request prior to the Contract Date. The succeeding owner
becomes the owner if living when you die. The succeeding owner has
no interest in this contract before then. You may change or delete
a succeeding owner by Written Request.
If the owner dies and is survived by the Annuitant before payment
of an Annuity or Income Option begins, any surviving
succeeding owner is the "designated beneficiary" referred to in
Section 72(s) of the Code, and his or her rights pre-empt those of
the Beneficiary named in a Written Request.
TRANSFER OF OWNER
You may transfer ownership by Written Request. You may not revoke
any transfer after the effective date. Once the transfer of owner
is Recorded by us, it will take effect as of the date of your
Request, subject to any payments made or other actions taken by us
before the recording.
Unless provided otherwise, a transfer does not affect the interest
of any Beneficiary designated prior to the effective date of the
transfer.
We are not responsible for advising you or the proposed new owner
about the income tax consequences of a transfer of owner.
ASSIGNMENT
You may collaterally assign ownership of all or a portion of this
contract by Written Request without the approval of any Beneficiary
unless irrevocably named. You may not exercise any rights of
ownership while the assignment remains in effect without the
approval of the collateral assignee. We are not responsible for the
validity of any assignment. Once the collateral assignment is
Recorded by us, it will take effect as of the date of your Written
Request, subject to any payments made or other actions taken by us
before the Request is received.
If a claim is made based on an assignment, we may require proof of
interest of the claimant. A Recorded assignment takes precedence
over any rights of a Beneficiary. Any amounts due under a Recorded
assignment will be paid in a single sum.
We are not responsible for advising you about the income tax
consequences of an assignment.
CREDITOR CLAIMS
To the extent permitted by law, no right or benefit of the owner
or Beneficiary under this contract shall be subject to the claims
of creditors or any legal process except as may be provided by an
assignment.
BENEFICIARY
The Beneficiary is the party named in a Written Request. The
Beneficiary has the right to receive any remaining contractual
benefits upon the death of the Annuitant, or under certain
circumstances, upon the death of the owner. If there is more than
one Beneficiary surviving the Annuitant, the Beneficiaries will
share equally in benefits unless different shares are Recorded with
us by Written Request prior to the death of the Annuitant.
<PAGE>
If the owner dies and is survived by the Annuitant before payment
of an Annuity or Income Option begins, any surviving joint or
succeeding owner is the "designated beneficiary" referred to in
Section 72(s) of the Code, and his or her rights pre-empt those of
the Beneficiary named in a Written Request.
Unless an irrevocable Beneficiary has been named, you have the
right to change any Beneficiary by Written Request during the
lifetime of the Annuitant and while the contract continues.
Once a change in Beneficiary is Recorded by us, it will take effect
as of the date of the Written Request, subject to any payments made
or other actions taken by us before the recording.
If no Beneficiary has been named by you, or if no Beneficiary is
living when the Annuitant dies, the interest of any Beneficiary
will pass:
a. if you are living, to you;
b. if you have died and there is a surviving joint owner, to the
joint owner;
c. if you have died and there is a surviving succeeding owner,
to the succeeding owner, or;
d. if you have died and there is neither a joint owner nor
succeeding owner surviving, to your estate.
ANNUITANT
The Annuitant is the individual shown on the CONTRACT
SPECIFICATIONS on whose life the first Annuity payment is made. The
Annuitant may not be changed after the Contract Date.
CONTINGENT ANNUITANT
You may name one individual as a contingent annuitant by Written
Request prior to the Contract Date. A contingent annuitant may not
be changed, deleted or added to the contract after the Contract
Date.
If the Annuitant dies prior to the Maturity Date while this
contract is in effect and while the contingent annuitant is living:
a. the death benefit will not be payable upon the Annuitant's
death;
b. the contingent annuitant becomes the Annuitant; and
c. all other rights and benefits provided by this contract will
continue in effect.
When a contingent annuitant becomes the Annuitant, the Maturity
Date remains the same as previously in effect, unless otherwise
provided.
<PAGE>
PURCHASE PAYMENT AND VALUATION PROVISIONS
PURCHASE PAYMENTS
PURCHASE PAYMENT
Purchase payments are the payments you make for this contract and
the benefits it provides. An initial lump sum purchase payment must
be made to the contract and is due and payable before the contract
becomes effective. Each purchase payment is payable as shown on the
CONTRACT SPECIFICATIONS to us at Our Office or to one of our
authorized representatives. No purchase payments after the initial
purchase payment are required to continue this contract in force,
except as provided in the "Termination" provision.
Net purchase payments are that part of your purchase payments
applied to the Contract Value. A net purchase payment is equal to
the purchase payment less any applicable premium tax charge.
ALLOCATION OF PURCHASE PAYMENTS
We will apply any net purchase payments to provide Accumulation
Units of selected Sub-Accounts and/or the Fixed Account of this
contract. The initial payment will be applied within two business
days following its receipt at Our Office. Any subsequent purchase
payments will be applied as of the next valuation following receipt
of those payments at Our Office. The net purchase payment will be
allocated to the Accounts in the proportion specified by you for
this contract. By Written Request, you may change your choice of
Accounts or allocation percentages. The available Underlying Funds
to which Sub-Account assets are allocated are shown on the CONTRACT
SPECIFICATIONS; funds may be subsequently added or may be deleted.
SUB-ACCOUNT VALUATION
NUMBER OF ACCUMULATION UNITS
The number of Accumulation Units to be credited to each Sub-Account
once a purchase payment has been received by us will be determined
by dividing the net purchase payment applied to that Sub-Account by
the then Accumulation Unit Value of that Sub-Account.
ACCUMULATION UNIT VALUE
The initial value of an Accumulation Unit for each Sub-Account was
set at $1.00. We determine the value of an Accumulation Unit in
each Sub-Account on each Valuation Date by multiplying the value on
the immediately preceding Valuation Date by the net investment
factor for that Sub-Account for the Valuation Period just ended.
The value of an Accumulation Unit on any date other than a
Valuation Date will be equal to its value as of the next Valuation
Date.
NET INVESTMENT FACTOR
The net investment factor is a factor applied to measure the
investment performance of a Sub-Account from one Valuation Period
to the next. The net investment factor for a Sub-Account for any
Valuation Period is equal to the sum of 1.0000 plus the net
investment rate.
Each Sub-Account's net investment rate for a Valuation Period is
equal to the gross investment rate for that Sub-Account, less the
applicable Sub-Account deduction for the Valuation Period.
All Sub-Account deductions are shown on the CONTRACT
SPECIFICATIONS.
The gross investment rate of a Sub-Account for a Valuation Period
is equal to (1) divided by (2) where (1) is:
a. investment income, plus
b. capital gains and losses, whether realized or unrealized;
less
c. a deduction for any tax levied against the Separate Account
and its Underlying Funds; and
(2) is the amount of the assets at the beginning of the Valuation
Period.
The gross investment rate for a Sub-Account may be either positive
or negative. If a Sub-Account is invested in shares of an
Underlying Fund, assets are based on the net asset value of the
Underlying Fund. Investment income includes any distribution whose
ex-dividend date occurs during the Valuation Period.
FIXED ACCOUNT VALUATION
NUMBER OF ACCUMULATION UNITS -- We will determine the number of
Accumulation Units to be credited to the Fixed Account on receipt
of a purchase payment by dividing the net purchase payment applied
to the Fixed Account by the then dollar value of one Accumulation
Unit Value of the Fixed Account.
ACCUMULATION UNIT VALUE -- We determine the value of an
Accumulation Unit in the Fixed Account on any day by multiplying
the value on the immediately preceding day by the net interest
factor for the day on which the value is being determined.
<PAGE>
NET INTEREST FACTOR -- The net interest factor for any day is the
guaranteed net interest rate which is equivalent to an effective
annual interest rate of 3.00%, plus 1.0000. The method of crediting
additional interest will be at our discretion.
Interest is declared in advance. Before Annuity or Income payments
begin, we may credit the Fixed Account with annual interest rates
higher than the minimum guaranteed interest rate of 3.00%. Interest
rates may be higher or lower than the initial interest rates, but
not less than the minimum guaranteed interest rate of 3.00%.
Additional amounts may be credited by us at our discretion for the
guaranteed interest periods shown on the CONTRACT SPECIFICATIONS.
TRANSFER BETWEEN ACCOUNTS
You may transfer all or any part of the Contract Value from one
Sub-Account to any other Sub-Account at any time up to 30 days
before the due date of the first Annuity or Income payment.
Additionally, you may transfer a part of the Fixed Account value to
any of the Sub-Accounts, twice a year during the 30 days following
the semi-annual Contract Date anniversary in the amount shown on
the CONTRACT SPECIFICATIONS.
Amounts may generally be transferred from the Sub-Accounts to the
Fixed Account at any time, up to 30 days before the due date of the
first Annuity or Income payment. Amounts previously transferred
from the Fixed Account to the Sub-Accounts may not be transferred
back to the Fixed Account for a period of at least 6 months from
the date of transfer. We reserve the right to limit the number of
transfers from one Sub-Account to any other Sub-Account or to the
Fixed Account. We will not limit these transfers to less than one
in any six month period.
Transfers between Accounts will result in the addition or deletion
of Accumulation Units having a total value equal to the dollar
amount being transferred to or from a particular Account. The
number of Accumulation Units will be determined by using the
Accumulation Unit Value of the Accounts involved as of the next
valuation after we receive notification of request for transfer.
Transfers will be subject to any applicable Transfer charge stated
on the CONTRACT SPECIFICATIONS.
CONTRACT VALUES
CONTRACT VALUE
The Contract Value of this contract on any date equals the sum of
the accumulated values in the Accounts. The accumulated value in an
Account equals the number of outstanding Accumulation Units
credited to that Account, multiplied by the then Accumulation Unit
Value for that Account.
The Guaranteed Value of the Fixed Account equals the accumulated
value of the Fixed Account calculated by using the guaranteed net
interest factor. The Guaranteed Values of the Fixed Account are
shown in the Table of Values.
CONTRACT CHARGE
A Contract Charge in the amount and for the period shown on the
CONTRACT SPECIFICATIONS will be deducted from the Contract Value to
reimburse us for administrative expenses relating to the contract.
The Contract Charge will be deducted by surrendering on a pro rata
basis Accumulation Units from all Sub-Accounts in which you have an
interest.
We will deduct the charge on a pro rata basis if the contract has
been in effect for less than a full period on the date a Contract
Charge is deducted. The Contract Charge will also be prorated
upon full surrender or termination of the contract.
CASH SURRENDER
You may elect by Written Request to receive the Cash Surrender
Value of this contract before the due date of the first Annuity or
Income payment and without the consent of any Beneficiary unless
irrevocably named. You may elect either a full or partial surrender
of the Cash Surrender Value. In the case of a full surrender, this
contract will be cancelled. A partial surrender will result in a
reduction in your Contract Value. If you have a balance in more
than one Account, your Contract Value will be reduced from all your
Accounts on a pro rata basis, unless you request otherwise.
The Cash Surrender Value will be determined as of the next
valuation following receipt of your Written Request. We may delay
payment of the Cash Surrender Value of the Sub-Accounts for a
period of not more than seven days after we receive your Written
Request. We may delay payment of the Cash Surrender Value of the
Fixed Account for a period of not more than six months after we
receive your Written Request.
<PAGE>
CASH SURRENDER VALUE
The Cash Surrender Value is equal to the Contract Value less any
amounts deducted on surrender which are shown on the CONTRACT
SPECIFICATIONS and any applicable premium tax not previously
deducted.
The Guaranteed Cash Surrender Value of the Fixed Account equals the
Guaranteed Value of the Fixed Account less any amounts deducted on
surrender which are shown on the CONTRACT SPECIFICATIONS and less
any applicable premium tax not previously deducted. For Guaranteed
Cash Surrender Values of the Fixed Account, see the Table of
Values.
CONTRACT CONTINUATION
Except as provided in the "Termination" provision, this contract
does not require continuing purchase payments and will
automatically continue as a paid-up contract during the lifetime of
the Annuitant until the Maturity Date or until it is surrendered.
<PAGE>
DEATH BENEFIT PROVISIONS
DEATH OF ANNUITANT
A death benefit is payable to the Beneficiary upon the death of the
Annuitant before the Maturity Date, unless prior to the Maturity
Date there is a contingent annuitant surviving. A death benefit is
also payable under those Settlement Options which provide for death
benefits. We will pay the Beneficiary the death benefit in a single
sum as described below upon receiving Due Proof of Death. A
Beneficiary may request that a death benefit payable under this
contract be applied to a Settlement Option subject to the
provisions of this contract and the current Tax Law Qualification
Rider.
DEATH OF OWNER WITH ANNUITANT SURVIVING
If the owner dies (including the first of joint owners) before the
Maturity Date and with the Annuitant surviving, we will recalculate
the value of the death benefit under provisions of DEATH PROCEEDS
PRIOR TO THE MATURITY DATE below. The value of the contract, as
recalculated, will be paid in a single lump sum or by other
election to the party taking proceeds under the current Tax Law
Qualification Rider. The party must take distributions no later
than under the applicable elections of that provision. All
references to annuitant in the DEATH PROCEEDS PRIOR TO MATURITY
DATE provision will be replaced with the reference to the owner.
DEATH PROCEEDS PRIOR TO THE MATURITY DATE
If the Annuitant dies before age 75 and before the Maturity Date,
we will pay the Beneficiary the greatest of a), b), or c) below,
less any applicable premium tax or prior surrenders not previously
deducted as of the Death Report Date:
a. the Contract Value of the contract;
b. the total purchase payments under the contract; or
c. the Contract Value of the Contract on the most recent
quinquennial Contract Date Anniversary immediately preceding
the Death Report Date.
If the Annuitant dies on or after age 75, but before age 85 and
before the Maturity Date, we will pay the Beneficiary the greatest
of a), b), or c) below, less any applicable premium tax or prior
surrenders not previously deducted as of the Death Report Date:
a. the Contract Value of the contract;
b. the total purchase payments under the contract; or
c. the Contract Value of the Contract on the most recent
quinquennial Contract Date Anniversary occurring on or before
the Annuitant's 75th birthday.
If the Annuitant dies on or after age 85 and before the Maturity
Date, we will pay the Beneficiary the Contract Value of the
contract less any applicable premium tax as of the Death Report
Date.
DEATH PROCEEDS AFTER THE MATURITY DATE
If the Annuitant dies on or after the Maturity Date, we will pay
the Beneficiary a death benefit consisting of any benefit remaining
under the Annuity or Income option then in effect.
<PAGE>
SETTLEMENT PROVISIONS
MATURITY DATE
The Maturity Date is shown on the CONTRACT SPECIFICATIONS. This is
the date on which we will begin paying to you the first of a series
of Annuity or Income payments in accordance with the Settlement
Option elected by you. Annuity or Income payments will begin under
this contract on the Maturity Date unless the contract has been
fully surrendered or the proceeds have been paid to the Beneficiary
prior to that date. We may require proof that the Annuitant is
alive before Annuity payments are made. If no Maturity Date is
specified, the automatic Maturity Date will be the greater of when
the Annuitant reaches age 75 or ten years after the Contract Date.
Additionally, at least 30 days before the original Maturity Date,
you may change the Maturity Date by Written Request to any time
prior to the Annuitant's 85th birthday or to a later date with our
consent.
ELECTION OF SETTLEMENT OPTIONS
On the Maturity Date, or other agreed upon date, we will pay any
amount payable under this contract to you in one lump sum or in
accordance with the option elected by you. While the Annuitant is
alive, you may change your Settlement Option election by Written
Request, but only before the Maturity Date. Once Annuity or Income
payments have commenced, no further election changes are allowed.
During the Annuitant's lifetime, if no election has been made on
the Maturity Date, we will pay to you the first of a series of
monthly Annuity payments based on the life of the Annuitant, in
accordance with Annuity Option 2, with 120 monthly payments
assured.
MINIMUM AMOUNTS
The minimum amount that can be placed under a Settlement Option is
$2,000 unless we consent to a lesser amount. If any periodic
payments due are less than $100.00, we reserve the right to make
payments at less frequent intervals.
ALLOCATION OF ANNUITY
At the time election of one of the Annuity Options is made, the
person electing the option may further elect to have the Contract
Value applied to provide a Variable Annuity, a Fixed Annuity or a
combination of both.
If no election is made to the contrary, the value of a Sub-Account
will be applied when Annuity payments start to provide an Annuity
which varies with the investment experience of that same
Sub-Account and the value of the Fixed Account will be applied to
provide a Fixed Annuity.
You may elect to transfer Contract Value from one Account to
another, as described in the provision "Transfer Between Accounts,"
in order to reallocate the basis on which Annuity payments will be
determined. Once Annuity payments have begun, no further transfers
are allowed.
VARIABLE ANNUITY
AMOUNT OF BASIC FIRST PAYMENT
The LIFE ANNUITY TABLES are used to determine the basic first
monthly Annuity payment. They show the dollar amount of the basic
first monthly Annuity payment which can be purchased with each
$1,000 applied. The amount applied to an Annuity will be the Cash
Surrender Value as of 14 days before the date Annuity payments
start. We reserve the right to require satisfactory proof of the
age of any person on whose life Annuity payments are based before
making the first payment under any of these options.
ANNUITY UNIT VALUE
The initial value of an Annuity Unit for each Sub-Account was set
at $1.00. On any Valuation Date, the Annuity Unit Value for a
Sub-Account equals the Sub-Account Annuity Unit Value on the
immediately preceding Valuation Date, multiplied by the net
investment factor for that Sub-Account for the Valuation Period
just ended, divided by the Assumed Daily Net Investment Factor. The
Assumed Daily Net Investment Factor is shown on the CONTRACT
SPECIFICATIONS.
The value of an Annuity Unit as of any date other than a Valuation
Date will be equal to its value as of the next succeeding Valuation
Date.
NUMBER OF ANNUITY UNITS
We determine the number of Annuity Units credited to this contract
in each Sub-Account by dividing the basic first monthly Annuity
payment attributable to that Sub-Account by the Sub-Account's
Annuity Unit Value as of 14 days before the due date of the first
Annuity payment.
<PAGE>
AMOUNT OF SECOND AND SUBSEQUENT BASIC PAYMENTS
The dollar amount of the second and subsequent payments may change
from month to month. The total amount of each Annuity payment will
be equal to the sum of the basic payments in each Sub-Account.
The actual amount of the basic payments in each Sub-Account is
found by multiplying the number of Annuity Units credited to the
contract in that Sub-Account by the Annuity Unit Value of the
Sub-Account as of the date 14 days prior to the date on which the
payment is due.
FIXED ANNUITY
A Fixed Annuity is an Annuity with payments which remain fixed as
to dollar amount throughout the payment period. The dollar amount
of the first Fixed Annuity payment will be calculated as described
above in the "Amount of Basic First Payment" provision. All
subsequent payments will be in the same amount and that amount will
be assured throughout the payment period. If it would produce a
larger payment, we agree that the first Fixed Annuity payment will
be determined using the Life Annuity Tables in effect on the
Maturity Date.
ANNUITY OPTIONS
Subject to conditions stated in ELECTIONS OF SETTLEMENT OPTIONS and
MINIMUM AMOUNTS, all or any part of the Cash Surrender Value of
this contract may be paid under one or more of the Annuity Options
below.
OPTION 1. LIFE ANNUITY--NO REFUND
We will make monthly Annuity payments during the lifetime of the
person on whose life the payments are based, ending with the last
monthly payment preceding death.
OPTION 2. LIFE ANNUITY WITH 120, 180 OR 240 MONTHLY PAYMENTS
ASSURED
We will make monthly Annuity payments during the lifetime of the
person on whose life the payments are based and under the
conditions stated below.
If at the death of that person, payments have been made for less
than 120, 180 or 240 months, as elected, we will continue to make
payments to the designated Beneficiary during the remainder of the
period.
OPTION 3. JOINT AND LAST SURVIVOR LIFE ANNUITY
We will make monthly Annuity payments during the joint lifetime of
two persons on whose lives payments are based and during the
lifetime of the survivor.
No more payments will be made after the death of the survivor.
OPTION 4. JOINT AND LAST SURVIVOR LIFE ANNUITY--ANNUITY REDUCED
ON DEATH OF PRIMARY PAYEE
We will make monthly Annuity payments during the joint lifetime of
two persons on whose lives payments are based. One of the two
persons will be designated as the primary payee. The other will be
designated the secondary payee. On the death of the secondary
payee, if survived by the primary payee, we will continue to make
monthly Annuity payments to the primary payee in the same amount
that would have been payable during the joint lifetime of the two
persons.
On the death of the primary payee, if survived by the secondary
payee, we will continue to make monthly Annuity payments to the
secondary payee in an amount equal to 50% of the payments which
would have been made during the lifetime of the primary payee.
No further payments will be made following the death of the
survivor.
OPTION 5. OTHER ANNUITY OPTIONS
We will make any other arrangements for Annuity payments as may be
mutually agreed.
<PAGE>
INCOME OPTIONS
We will pay all or any part of the Cash Surrender Value to you
under one or more of the Income Options below subject to the
conditions stated in ELECTION OF SETTLEMENT OPTIONS and MINIMUM
AMOUNTS and the currently effective Tax Law Qualification Rider.
The Cash Surrender Value used to determine the amount of any Income
payment will be based on the Accumulation Unit Value as of 14 days
before the date an Income payment is due and will be determined the
same way as in the Accumulation period.
OPTION 1. PAYMENTS OF A FIXED AMOUNT
We will make equal payments each month in the amount elected until
the Cash Surrender Value applied under this option is gone.
The first monthly payment will be paid from each Sub-Account in
proportion to its Cash Surrender Values applied.
The second payment and all later payments from each Sub-Account
will be the same as the first payment under this option. The final
payment will include any amount that is not enough to make another
full payment.
OPTION 2. PAYMENTS FOR A FIXED PERIOD
We will make monthly payments for the period selected. The amount
of each payment will be equal to the then remaining Cash Surrender
Value applied under this option divided by the number of remaining
payments.
OPTION 3. OTHER INCOME OPTIONS
We will make any other arrangements for Income payments as may be
mutually agreed.
<PAGE>
GENERAL PROVISIONS
THE CONTRACT
The entire contract between you and us consists of the contract
and all attached pages.
CONTRACT CHANGES
The only way this contract may be changed is by a written
endorsement signed by one of our officers.
SUBSTITUTION OF SEPARATE ACCOUNT OR UNDERLYING FUNDS
If it is not possible to continue to offer a Separate Account or
Underlying Fund, or in our judgment becomes inappropriate for the
purposes of this contract, we may substitute another Separate
Account or Underlying Fund without your consent. Substitution may
be made with respect to both existing investments and investment of
future premium payments. However, no such substitution will be made
without notice to you and without prior approval of the Securities
and Exchange Commission, to the extent required by law.
MISSTATEMENT
If the Annuitant's or owner's sex or date of birth was misstated,
all benefits of this contract are what the purchase payment paid
would have purchased at the correct sex and age. Proof of the
Annuitant's and owner's ages may be filed at any time at Our
Office.
INCONTESTABILITY
We will not contest this contract from its Contract Date.
TERMINATION
We reserve the right to terminate this contract on any Valuation
Date if the Contract Value as of the date is less than the
Termination Amount shown on the CONTRACT SPECIFICATIONS, and
purchase payments have not been made to this contract for at least
two years. Termination will not occur until 31 days after we have
mailed notice of termination to you at your last known address and
to any assignee of record. If this contract is terminated, we will
pay you the Cash Surrender Value, if any.
REQUIRED REPORTS
We will furnish a report to the owner as often as required by law,
but at least once in each Contract Year before the due date of the
first Annuity or Income payment. The report will show the number
of Accumulation Units credited to the contract in each Account and
the corresponding Accumulation Unit Value as of the date of the
report.
VOTING RIGHTS
So long as federal law requires, you may have the right to vote
at the meetings of the shareholders of the Underlying Funds. If you
have voting rights, we will send a notice to you telling you the
time and place of a meeting. The notice will also explain matters
to be voted upon and how many votes you get.
MORTALITY AND EXPENSES
Our actual mortality and expense experience will not affect the
amount of any Annuity or Income payments or any other values under
this contract.
NON-PARTICIPATING
This contract does not share in our surplus earnings, so you will
receive no dividends under it.
CONFORMITY WITH STATE AND FEDERAL LAWS
This contract is governed by the law of the state in which it is
delivered. Any paid-up Annuity, Cash Surrender or death benefits
that are available under this contract are not less than the
minimum benefits required by the statutes of the state in which
this contract is delivered.
Upon receiving appropriate state approval, we may at any time make
any changes, including retroactive changes, in this contract to the
extent that the change is required to meet the requirements of any
law or regulation issued by any governmental agency to which we or
you are subject.
<PAGE>
EMERGENCY PROCEDURE
We reserve the right to suspend or postpone the date of any payment
of any benefit or values for any Valuation Period (1) when the New
York Stock Exchange is closed; (2) when trading on the Exchange is
restricted; (3) when an emergency exists as determined by the
Securities and Exchange Commission so that disposal of the
securities held in the Sub-Accounts is not reasonably practicable
or it is not reasonably practicable to determine the value of the
Sub-Account's net assets, or (4) during any other period when the
Securities and Exchange Commission, by order, so permits for the
protection of security holders. Any provision of this contract
which specifies a Valuation Date will be superseded by this
Emergency Procedure.
RELATION OF THIS CONTRACT TO THE SEPARATE ACCOUNTS AND SUB-ACCOUNTS
We will have exclusive and absolute ownership and control of the
assets of our Separate Account and the Sub-Accounts. That portion
of the assets of a Separate Account or Sub-Account equal to the
reserves and other contract liabilities with respect to such
Separate Account or Sub-Account shall not be chargeable with
liabilities arising out of any other business we conduct. Our
determination of the value of an Accumulation Unit and an Annuity
Unit by the method described in this contract will be conclusive.
<PAGE>
<TABLE>
<CAPTION>
TABLE OF VALUES
GUARANTEED VALUES OF THE FIXED ACCOUNT PER $1,000
OF NET PURCHASE PAYMENT APPLIED
GUARANTEED NO. OF FULL
GUARANTEED
NO. OF FULL YEARS CASH YEARS FROM
CASH
FROM DATE PAYMT. GUARANTEED SURRENDER DATE PAYMT.
GUARANTEED SURRENDER
IS APPLIED VALUE VALUE IS APPLIED
VALUE VALUE
<S> <C> <C> <C> <C>
1 1030 970 36
2898 2898
2 1060 1000 37
2985 2985
3 1092 1032 38
3074 3074
4 1125 1095 39
3167 3167
5 1159 1139 40
3262 3262
6 1194 1184 41
3359 3359
7 1229 1229 42
3460 3460
8 1266 1266 43
3564 3564
9 1304 1304 44
3671 3671
10 1343 1343 45
3781 3781
11 1384 1384 46
3895 3895
12 1425 1425 47
4011 4011
13 1468 1468 48
4132 4132
14 1512 1512 49
4256 4256
15 1557 1557 50
4383 4383
16 1604 1604 51
4515 4515
17 1652 1652 52
4650 4650
18 1702 1702 53
4790 4790
19 1753 1753 54
4934 4934
20 1806 1806 55
5082 5082
21 1860 1860 56
5234 5234
22 1916 1916 57
5391 5391
23 1973 1973 58
5553 5553
24 2032 2032 59
5720 5720
25 2093 2093 60
5891 5891
26 2156 2156 61
6068 6068
27 2221 2221 62
6250 6250
28 2287 2287 63
6437 6437
29 2356 2356 64
6631 6631
30 2427 2427 65
6829 6829
31 2500 2500 66
7034 7034
32 2575 2575 67
7245 7245
33 2652 2652 68
7463 7463
34 2731 2731 69
7687 7687
35 2813 2813 70
7917 7917
</TABLE>
<PAGE>
THIS PAGE INTENTIONALLY LEFT BLANK
<PAGE>
<TABLE>
LIFE ANNUITY TABLES
DOLLAR AMOUNT OF THE FIRST MONTHLY ANNUITY PAYMENT WHICH IS PURCHASED
WITH EACH $1,000 APPLIED
OPTIONS 1 AND 2 - SINGLE LIFE ANNUITIES
<CAPTION>
120
ADJUSTED ADJUSTED MONTHLY
AGE AGE NO PAYMENTS
MALE FEMALE REFUND ASSURED
<C> <C> <C> <C>
50 54 $4.13 $4.10
51 55 4.20 4.17
52 56 4.28 4.25
53 57 4.37 4.33
54 58 4.46 4.41
55 59 4.55 4.50
56 60 4.65 4.59
57 61 4.76 4.69
58 62 4.87 4.79
59 63 4.99 4.90
60 64 5.12 5.01
61 65 5.26 5.13
62 66 5.40 5.25
63 67 5.56 5.39
64 68 5.72 5.52
65 69 5.90 5.67
66 70 6.09 5.82
67 71 6.29 5.97
68 72 6.51 6.13
69 73 6.74 6.30
70 74 6.99 6.48
71 75 7.26 6.66
72 76 7.54 6.84
73 77 7.86 7.03
74 78 8.19 7.22
75 79 8.55 7.41
180 240
ADJUSTED ADJUSTED MONTHLY MONTHLY
AGE AGE PAYMENTS PAYMENTS
MALE FEMALE ASSURED ASSURED
<C> <C> <C> <C>
50 54 $4.06 $4.00
51 55 4.13 4.06
52 56 4.20 4.12
53 57 4.27 4.18
54 58 4.35 4.25
55 59 4.42 4.31
56 60 4.51 4.38
57 61 4.59 4.44
58 62 4.68 4.51
59 63 4.77 4.58
60 64 4.86 4.65
61 65 4.96 4.72
62 66 5.06 4.79
63 67 5.16 4.85
64 68 5.27 4.92
65 69 5.37 4.99
66 70 5.48 5.05
67 71 5.59 5.11
68 72 5.69 5.16
69 73 5.80 5.21
70 74 5.90 5.26
71 75 6.01 5.31
72 76 6.11 5.34
73 77 6.20 5.38
74 78 6.29 5.41
75 79 6.38 5.43
OPTION 3 - JOINT AND LAST SURVIVOR LIFE ANNUITY
<CAPTION>
ADJUSTED AGE OF ADJUSTED AGE OF SECOND LIFE
FIRST LIFE M-51 M-56 M-58 M-61 M-63 M-66
M-71
Male Female F-55 F-60 F-62 F-65 F-67 F-70
F-75
<C> <C> <C> <C> <C> <C> <C> <C> <C>
50 54 $3.69 $3.81 $3.85 $3.91 $3.94 $3.98
$4.04
55 59 3.82 3.99 4.06 4.15 4.20 4.28
4.38
57 61 3.87 4.06 4.14 4.25 4.32 4.41
4.53
60 64 3.93 4.17 4.26 4.40 4.48 4.61
4.78
62 66 3.97 4.23 4.34 4.49 4.60 4.74
4.96
65 69 4.02 4.32 4.44 4.63 4.76 4.95
5.24
70 74 4.09 4.43 4.59 4.83 5.01 5.27
5.72
</TABLE>
Dollar amounts of the first monthly payments for ages
not shown in these Tables will be calculated on the same basis as
those shown and may be obtained from us. Amounts shown in these Tables
are based on the Progressive Annuity Table, with a two year set-back,
(assuming births in the year 1900) with interest at the rate of 3% per
annum. The adjusted age of the person on whose life the Annuity is
based is determined from the actual age last birthday on the due date
of the first Annuity payment in the following manner.
Calendar Year in which
First Payment is Due . . 1991-2000 2001-2010 2011 & later
Adjusted Age is Actual Age plus 2 plus 1 plus 0
<PAGE>
OPTION 4-JOINT AND LAST SURVIVOR LIFE ANNUITY
ANNUITY REDUCES ON DEATH OF PRIMARY PAYEE
<TABLE>
<CAPTION>
ADJUSTED AGE OF
PRIMARY PAYEE ADJUSTED AGE OF SECOND PAYEE
MALE 50 55 60 65
<C> <C> <C> <C> <C>
50 $3.82 $3.90 $3.96 $4.01
55 4.05 4.15 4.25 4.34
60 4.31 4.45 4.59 4.73
65 4.60 4.78 4.98 5.19
70 4.93 5.16 5.43 5.71
<CAPTION>
ADJUSTED AGE OF
PRIMARY PAYEE ADJUSTED AGE OF SECOND PAYEE
FEMALE 50 55 60 65
<C> <C> <C> <C> <C>
50 $3.70 $3.75 $3.79 $3.81
55 3.93 4.00 4.06 4.11
60 4.19 4.30 4.40 4.48
65 4.48 4.64 4.79 4.92
70 4.81 5.03 5.25 5.46
</TABLE>
Dollar amounts of the monthly payments for ages not
shown in these Tables will be calculated on the same basis as those
shown and may be obtained from us. Amounts shown in these Tables are
based on the Progressive Annuity Table, with a two year set-back,
(assuming births in the year 1900) with interest at the rate of 3% per
annum. The adjusted age of the person on whose life the annuity is
based is determined from the actual age last birthday on the due date
of the first annuity payment in the following manner.
Calendar Year in Which
First Payment is Due . . . 1991-2000 2001-2010 2011 & Later
Adjusted Age is Actual Age . . plus 2 plus 1 plus 0
<PAGE>
INDIVIDUAL VARIABLE ANNUITY CONTRACT
NON-TAX QUALIFIED NON-PARTICIPATING
<PAGE>
INDIVIDUAL VARIABLE ANNUITY CONTRACT
NON-TAX QUALIFIED NON-PARTICIPATING
<PAGE>
TAX LAW QUALIFICATION RIDER
This rider is made a part of this contract at its Contract Date in
order to comply with the tax rules under Section 72(s) of the Code
for required distributions upon the death of any contract owner.
The following conditions, restrictions and limitations must apply
to maintain the tax qualified status of your Annuity.
REQUIRED DISTRIBUTIONS WHERE OWNER AND ANNUITANT DIE SIMULTANEOUSLY
If you are the owner and the Annuitant or you are the owner and you
die simultaneously with the Annuitant before payment of an Annuity
or Income option begins, an amount equal to the Death Benefit will
be distributed within five years of your death to the contract
Beneficiary unless:
a. the Beneficiary elects by Written Request to have the
proceeds distributed over the Beneficiary's life or over a
period not extending beyond life expectancy, and the payments
begin within one year of your death; or
b. the sole Beneficiary is your spouse who elects by Written
Request to continue the contract as the owner and Annuitant.
If you are the owner and the Annuitant or you are the owner and you
die simultaneously with the Annuitant after an Annuity or Income
option begins but before your entire interest has been distributed,
the remaining proceeds of the contract will be distributed at least
as rapidly as they were being distributed under the method of
payment in effect at the time of your death.
The death of the first joint owner triggers these distribution
requirements.
NON-NATURAL OWNER HOLDING FOR NATURAL PERSONS
The above rules also apply if you are not an individual and the
primary Annuitant dies before payment of an Annuity or Income
option begins. Payments will be made to the Beneficiary. The
primary Annuitant is the first-named Annuitant and the individual
who is of primary importance in affecting the timing or amount of
payments under the contract.
If you are not an individual and the primary annuitant dies after
payment of an Annuity or Income option begins, the remaining
proceeds of the contract will be distributed at least as rapidly as
they were being distributed under the method of payment in effect
at the time of the primary Annuitant's death.
REQUIRED DISTRIBUTIONS WHERE OWNER AND ANNUITANT DO NOT DIE
SIMULTANEOUSLY
If you are the owner but not the Annuitant, and you die before the
Annuitant and before payment of an Annuity or Income option begins,
an amount equal to the Death Benefit will be distributed within
five years of your death to the joint or succeeding owner surviving
you. In this circumstance, the joint or succeeding owner is the
"designated beneficiary" referred to in Section 72(s) of the Code,
and his or her rights preempt those of the Beneficiary named in a
Written Request unless:
a. the joint or succeeding owner elects by Written Request to
have the proceeds distributed over his or her life or over a
period not extending beyond life expectancy, and the payments
begin within one year of your death; or
b. the sole joint or succeeding owner is your spouse, who elects
by Written Request to continue the contract as owner.
The joint owner is determined by contract designation. The
succeeding owner is the owner who succeeds to your interest by
contract designation, by Recorded administrative change, or if no
contract designation or subsequent change was made, the succeeding
owner in this circumstance is the Beneficiary. If there is no joint
or succeeding owner or Beneficiary surviving you, ownership of this
contract passes to your estate. The individual taking the contract
benefits through your estate must take complete distribution within
five years of your death.
If you are the owner but not the Annuitant, and you die before the
Annuitant but after payment of an Annuity or Income option begins,
the remaining proceeds of the contract will be distributed at least
as rapidly as they were being distributed under the method of
payment in effect at the time of your death.
The death of the first joint owner triggers these distribution
requirements.
<PAGE>
ADMINISTRATIVE COMPLIANCE
If the Code and related law, regulations and rulings require a
distribution other than described above in order to keep this
Annuity contract qualified under the Code, we will administer the
contract in accordance with these laws, regulations and rulings.
We will provide you with a revised rider describing any necessary
changes, following all regulatory approvals.
THE TRAVELERS LIFE AND ANNUITY COMPANY
/s/ Robert J. Lipp
Chairman
<PAGE>
DEATH BENEFIT ENDORSEMENT
This endorsement is made a part of the contract to which it is
attached and will take effect as of the Contract Date shown on the
CONTRACT SPECIFICATIONS. The endorsement modifies the determination
of the value of the death benefit in the DEATH PROCEEDS PRIOR TO
THE MATURITY DATE provision.
If the Annuitant dies before age 75 and before the Maturity Date,
the death benefit payable under the contract as of the Death Report
Date will be the greater of 1) the guaranteed death benefit; or 2)
the Contract Value less any applicable premium tax or amounts taken
as loans.
The guaranteed death benefit is:
1. On the Contract Date, the death benefit is equal to the purchase
payment made to the Contract;
2. On each Contract Date anniversary, but not beyond the Contract
Date anniversary following the Annuitant's 75th birthday, the
guaranteed death benefit will be recalculated as follows:
a. the guaranteed death benefit as of the previous Contract Date
anniversary;
b. plus any purchase payments made during the previous Contract
Year;
c. minus any amounts surrendered during the previous Contract
Year;
d. minus any applicable premium tax or amounts taken as loans;
e. the sum of a through d multiplied by 1.05 equals the new
guaranteed death benefit.
3. On dates other than the Contract Date or the Contract Date
anniversary, the guaranteed death benefit equals:
a. the guaranteed death benefit on the previous Contract Date
anniversary;
b. plus purchase payments made since the previous Contract Date
anniversary;
c. minus any amounts surrendered since the previous Contract
Date anniversary;
d. minus any applicable premium tax or amounts taken as loans.
The maximum guaranteed death benefit payable equals 200% of the
total of the purchase payments minus surrenders, minus applicable
premium taxes.
If the Annuitant dies on or after age 75, but before age 85 and
before the Maturity Date, the death benefit payable as of the
Death Report Date will be the greater of 1) the guaranteed death
benefit as of the Annuitant's 75th birthday, plus additional
purchase payments, minus surrenders, applicable premium tax and
amounts taken as loans; or 2) the Contract Value less any
applicable premium tax or amounts taken as loans.
If the Annuitant dies on or after age 85 and before the Maturity
Date, the death benefit payable will be the Contract Value less any
applicable premium tax and amounts taken as loans as of the Death
Report Date.
THE TRAVELERS LIFE AND ANNUITY COMPANY
/s/ Robert J. Lipp
Chairman
<PAGE>
EXHIBIT 4-B
THE TRAVELERS (logo with umbrella)
THE TRAVELERS LIFE AND ANNUITY COMPANY
ONE TOWER SQUARE
HARTFORD, CONNECTICUT 06183
A STOCK COMPANY
We are pleased to provide you the benefits of this Variable
Annuity Contract. Please read your contract and all attached forms
carefully.
RIGHT TO EXAMINE THIS CONTRACT
If this contract is returned to us at Our Office or to our Agent
to be cancelled within 20 days after its delivery to you, we will
pay you the Contract Value determined as of the next valuation
after we receive the Written Request at Our Office, plus any
premium tax charges and contract charges paid. After the
contract is returned, it will be considered as never in effect.
This contract is issued in consideration of the purchase payment.
It is subject to the terms and conditions stated on the attached
pages, all of which are a part of it.
Executed at Hartford, Connecticut
/s/ Robert J. Lipp
Chairman
This is a legal contract between you and us. READ YOUR CONTRACT
CAREFULLY.
INDIVIDUAL VARIABLE ANNUITY CONTRACT
TAX QUALIFIED
LIFE ANNUITY COMMENCING AT MATURITY DATE
ELECTIVE OPTIONS NON--PARTICIPATING
ANNUITY PAYMENTS AND OTHER VALUES PROVIDED BY THIS CONTRACT,
WHEN BASED ON THE INVESTMENT EXPERIENCE OF THE SEPARATE ACCOUNT,
ARE VARIABLE AND ARE NOT GUARANTEED AS TO FIXED DOLLAR AMOUNT.
<PAGE>
TABLE OF CONTENTS
Right to Examine this Contract Cover Page
Contract Specifications Page 3
Definitions Page 4
Owner, Beneficiary and Annuitant Provisions Pages 5 - 6
Purchase Payment and Valuation Provisions Pages 7 - 9
Death Benefit Provisions Page 10
Settlement Provisions Pages 11 - 13
General Provisions Pages 14 - 15
Table of Values Page 16
Life Annuity Tables Pages 18 - 19
Any Riders or Endorsements follow the Life Annuity Tables.
<PAGE>
CONTRACT SPECIFICATIONS
OWNER JOHN DOE JOHN DOE ANNUITANT
CONTRACT NUMBER SPECIMEN 06/01/94 CONTRACT DATE
MONTHLY LIFE ANNUITY 06/01/24 MATURITY DATE
PURCHASE PAYMENTS:
Minimum Initial Purchase Payment: $5,000
Minimum Subsequent Purchase Payment: $500
Maximum Purchase Payment: $1,000,000 unless we consent to a larger amount
<TABLE>
SEPARATE ACCOUNT SUB-ACCOUNT
THE TRAVELERS FUND BD DEDUCTION PER DAY
<S> <C>
Underlying Funds -
Smith Barney/Travelers Series Fund, Inc.
Smith Barney Income & Growth Portfolio .0000397
Alliance Growth Portfolio .0000397
AmCap Enterprise Portfolio .0000397
Smith Barney International Equity Portfolio .0000397
Smith Barney Pacific Basin Portfolio .0000397
TBC Managed Income Portfolio .0000397
Putnam Diversified Income Portfolio .0000397
GT Global Strategic Income Portfolio .0000397
Smith Barney High Income Portfolio .0000397
MFS Total Return Portfolio .0000397
Smith Barney Money Market Portfolio .0000397
Smith Barney Series Fund
Total Return Portfolio .0000397
</TABLE>
Information about the Separate Account is provided in the prospectus
for Fund BD.
FIXED ACCOUNT GUARANTEED INTEREST PERIODS: The initial rate
for any deposit is guaranteed for one year from date of deposit. Subsequent
renewal rates will be guaranteed for the calendar quarter.
TRANSFER CHARGE: $0.00
You may transfer up to 15% of the Fixed Account value to any of the
Sub-Accounts twice a year during the 30 days following the semi-annual
Contract Date anniversary.
AMOUNTS DEDUCTED ON SURRENDER (FIRST IN, FIRST OUT BASIS):
<TABLE>
<CAPTION>
YEARS SINCE PURCHASE PERCENT OF PURCHASE
PAYMENT WAS PAID PAYMENTS (NOT PREVIOUSLY SURRENDERED)
<S> <C>
1 6%
2 6%
3 6%
4 3%
5 2%
6 1%
7 AND THEREAFTER 0%
</TABLE>
After the first Contract Year and to the extent permitted
under the currently effective tax law qualification rider, you may
take partial surrenders annually of up to 15% of your Contract Value
as of the first Valuation Date
<PAGE>
of any given Contract Year without imposition of amounts deducted on
surrender.
CONTRACT CHARGE
$30.00, Annually. This charge will be taken on the fourth
Friday of August of each year. This charge will be waived if your
Contract Value is equal or greater than $40,000 on the date the charge
would be taken. No Contract Charge will be deducted from the Fixed
Account.
DEATH BENEFIT: You have selected an enhanced death
benefit which is described in the attached Death Benefit Endorsement.
ASSUMED DAILY NET INVESTMENT FACTOR is 1.000081 for
all Sub-Accounts.
TERMINATION
We reserve the right to terminate this contract when the
Contract Value is less than the Termination Amount of $1,000 and no
purchase payments have been made for at least two years.
<PAGE>
CONTRACT SPECIFICATIONS
OWNER JOHN DOE JOHN DOE ANNUITANT
CONTRACT NUMBER SPECIMEN 06/01/94 CONTRACT DATE
MONTHLY LIFE ANNUITY 06/01/24 MATURITY DATE
PURCHASE PAYMENTS:
Minimum Initial Purchase Payment: $5,000
Minimum Subsequent Purchase Payment: $500
Maximum Purchase Payment: $1,000,000 unless we consent to a larger
amount
<TABLE>
SEPARATE ACCOUNT: SUB-ACCOUNT
THE TRAVELERS FUND BD DEDUCTION PER DAY
Underlying Funds -
Smith Barney/Travelers Series Fund, Inc.
Smith Barney Income & Growth Portfolio .0000321
Alliance Growth Portfolio .0000321
American Capital Enterprise Portfolio .0000321
Smith Barney International Equity Portfolio .0000321
Smith Barney Pacific Basin Portfolio .0000321
TBC Managed Income Portfolio .0000321
Putnam Diversified Income Portfolio .0000321
GT Global Strategic Income Portfolio .0000321
Smith Barney High Income Portfolio .0000321
MFS Total Return Portfolio .0000321
Smith Barney Money Market Portfolio .0000321
Smith Barney Series Fund
Total Return Portfolio .0000321
Information about the Separate Account is provided in the prospectus
for Fund BD.
FIXED ACCOUNT GUARANTEED INTEREST PERIODS : The initial rate
for any deposit is guaranteed for one year from date of deposit. Subsequent
renewal rates will be guaranteed for the calendar quarter.
TRANSFER CHARGE : $0.00
You may transfer up to 15% of the Fixed Account value to any of the
Sub-Accounts twice a year during the 30 days following the semi-annual
Contract Date anniversary.
AMOUNTS DEDUCTED ON SURRENDER (FIRST IN, FIRST OUT BASIS):
<CAPTION>
YEARS SINCE PURCHASE PERCENT OF PURCHASE
PAYMENT WAS PAID PAYMENTS (NOT PREVIOUSLY
SURRENDERED)
<S> <C>
1 6%
2 6%
3 6%
4 3%
5 2%
6 1%
7 AND THEREAFTER 0%
</TABLE>
After the first Contract Year and to the extent permitted
under the currently effective tax law qualification rider, you may
take partial surrenders annually of up to 15% of your Contract
Value as of the first Valuation Date
<PAGE>
of any given Contract Year without imposition of amounts deducted
on surrender.
CONTRACT CHARGE
$30.00, Annually. This charge will be taken on the fourth
Friday of August of each year. This charge will be waived if your
Contract Value is equal or greater than $40,000 on the date the
charge would be taken. No Contract Charge will be deducted from the
Fixed Account.
ASSUMED DAILY NET INVESTMENT FACTOR is 1.000081 for all
Sub-Accounts.
TERMINATION
We reserve the right to terminate this contract when the
Contract Value is less than the Termination Amount of $1,000 and no
purchase payments have been made for at least two years.
<PAGE>
DEFINITIONS
(a) ACCOUNT(S) -- the Sub-Accounts and/or the Fixed
Account under this contract.
(b) ACCUMULATION UNIT -- an accounting unit of measure
used to calculate the value of this contract before Annuity
payments begin.
(c) AGE -- age last birthday.
(d) ANNUITANT -- the person on whose life the Maturity
Date and Annuity payments depend.
(e) ANNUITY UNIT -- an accounting unit of measure
used to calculate the amount of Annuity payments.
(f) CODE -- the Internal Revenue Code of 1986, as
amended, and all related laws and regulations which are in effect
during the term of this contract.
(g) CONTRACT DATE -- the date on which the contract
is issued.
(h) CONTRACT YEARS -- twelve month periods beginning
with the Contract Date.
(i) DEATH REPORT DATE -- the Valuation Date coincident
with or next following the day on which we received 1) Due Proof of
Death and 2) a Written Request for an election of a single sum
payment or an alternate Settlement Option as described in the
contract.
(j) DUE PROOF OF DEATH -- (i) a copy of a certified
death certificate; (ii) a copy of a certified decree of a court of
competent jurisdiction as to the finding of death; (iii) a written
statement by a medical doctor who attended the deceased; or (iv)
any other proof satisfactory to us.
(k) FIXED ACCOUNT -- an account that consists of
all of the assets under this contract other than those in the
Separate Account.
(l) MATURITY DATE -- the date on which the Annuity
payments are to begin.
(m) OUR OFFICE -- the Home Office of The Travelers
Insurance Company or any other office which we may designate for
the purpose of administering this contract.
(n) RECORDED -- a Written Request is recorded when
the information is noted in our file for this contract.
(o) SEPARATE ACCOUNTS -- those Separate Accounts indicated
in the CONTRACT SPECIFICATIONS which we established for this class
of contracts and certain other contracts.
(p) SETTLEMENT OPTION -- an Annuity or Income option
elected under this contract.
(q) SUB-ACCOUNT -- that portion of the assets of a
Separate Account which is allocated to a particular Underlying
Fund.
(r) TAX QUALIFIED CONTRACT -- a contract used in a
retirement plan or program that is intended to qualify under
Sections 401, 403, 408 or 414(d) of the Code.
(s) UNDERLYING FUND -- an open-end investment management
company indicated in the CONTRACT SPECIFICATIONS, which serves as
an investment option under the Separate Account.
(t) VALUATION DATE -- a date on which a Sub-Account
is valued.
(u) VALUATION PERIOD -- the period between successive
valuations.
(v) WE, US, OUR -- The Travelers Life and Annuity
Company.
(w) WRITTEN REQUEST -- written information including
requests for contract changes sent to us in a form and content
satisfactory to us and received at Our Office.
(x) YOU, YOUR -- the Owner.
<PAGE>
OWNER, BENEFICIARY AND ANNUITANT PROVISIONS
OWNER
This contract belongs to the owner shown on the CONTRACT
SPECIFICATIONS. As owner, you have sole power to exercise rights
and receive benefits under this contract during the Annuitant's
lifetime. In order to maintain tax qualification, this contract may
not be sold, assigned, transferred, discounted or pledged as
collateral for a loan or as security for the performance of an
obligation or for any other purpose except as may be required or
permitted under applicable sections of the Code. We will administer
this contract only as a Tax Qualified Contract.
You will be the recipient of all payments while the Annuitant is
alive unless you direct them to an alternative recipient under a
Recorded payment direction. An alternative recipient under a
payment direction does not become the owner. A payment direction is
revocable by you at any time by Written Request giving 30 days
advance notice.
CREDITOR CLAIMS
To the extent permitted by law, no right or benefit of the owner,
Annuitant or Beneficiary under this contract shall be subject to
the claims of creditors or any legal process.
BENEFICIARY
The Beneficiary is the party named in a Written Request. The
Beneficiary receives any remaining contractual benefits upon the
death of the Annuitant.
You may change or add a Beneficiary by Written Request during the
lifetime of the Annuitant and while this contract continues. Once
a change of Beneficiary is Recorded by us, it will take effect as
of the date of the request, subject to any payments made or other
actions taken by us before the recording.
If no Beneficiary has been named by you, or none survives when the
Annuitant dies, the interest of any Beneficiary will pass:
a. to the estate of the owner of a Tax Qualified Contract
qualifying under Section 408 of the Code, or to the estate of the
owner of a non-trusteed Tax Qualified Contract under other than
Section 408 of the Code; or
b. to the trustee or plan administrator of a trusteed Tax
Qualified plan contract for further distribution in accordance with
the plan.
ANNUITANT
The Annuitant is the individual shown on the CONTRACT
SPECIFICATIONS on whose life the first Annuity payment is made. The
Annuitant may not be changed after the Contract Date except as may
be provided under a provision of the tax law qualification rider
currently in effect for this contract.
<PAGE>
PURCHASE PAYMENT AND VALUATION PROVISIONS
PURCHASE PAYMENTS
PURCHASE PAYMENT
Purchase payments are the payments you make for this contract and
the benefits it provides. An initial lump sum purchase payment must
be made to the contract and is due and payable before the contract
becomes effective. Each purchase payment is payable as shown on the
CONTRACT SPECIFICATIONS to us at Our Office or to one of our
authorized representatives. No purchase payments after the initial
purchase payment are required to continue this contract in force,
except as provided in the "Termination" provision.
Net purchase payments are that part of your purchase payments
applied to the Contract Value. A net purchase payment is equal to
the purchase payment less any applicable premium tax charge.
ALLOCATION OF PURCHASE PAYMENTS
We will apply any net purchase payments to provide Accumulation
Units of selected Sub-Accounts and/or the Fixed Account of this
contract. The initial purchase payment will be applied within two
business days following its receipt at Our Office. Any subsequent
purchase payments will be applied as of the next valuation
following receipt of those payments at Our Office. The net purchase
payment will be allocated to the Accounts in the proportion
specified by you for this contract. By Written Request, you may
change your choice of Accounts or allocation percentages. The
available Underlying Funds to which Sub-Account assets
are allocated are shown on the CONTRACT SPECIFICATIONS; funds may
be subsequently added or deleted.
SUB-ACCOUNT VALUATION
NUMBER OF ACCUMULATION UNITS
The number of Accumulation Units to be credited to each
Sub-Account once a purchase payment has been received by us will be
determined by dividing the net purchase payment applied to that
Sub-Account by the then Accumulation Unit Value of that
Sub-Account.
ACCUMULATION UNIT VALUE
The initial value of an Accumulation Unit for each Sub-Account was
set at $1.00. We determine the value of an Accumulation Unit in
each Sub-Account on each Valuation Date by multiplying the value on
the immediately preceding Valuation Date by the net investment
factor for that Sub-Account for the Valuation Period just ended.
The value of an Accumulation Unit on any date other than a
Valuation Date will be equal to its value as of the next Valuation
Date.
NET INVESTMENT FACTOR
The net investment factor is a factor applied to measure the
investment performance of a Sub-Account from one Valuation Period
to the next. The net investment factor for a Sub-Account for any
Valuation Period is equal to the sum of 1.0000 plus the net
investment rate.
Each Sub-Account's net investment rate for a Valuation Period is
equal to the gross investment rate for that Sub-Account, less the
applicable Sub-Account deduction for the Valuation Period.
All Sub-Account deductions are shown on the CONTRACT
SPECIFICATIONS.
The gross investment rate of a Sub-Account for a Valuation Period
is equal to (1) divided by (2) where (1) is:
a. investment income, plus
b. capital gains and losses, whether realized or unrealized; less
c. a deduction for any tax levied against the Separate Account
and its Underlying Funds; and
(2) is the amount of the assets at the beginning of the
Valuation Period.
The gross investment rate for a Sub-Account may be either positive
or negative. If a Sub-Account is invested in shares of an
Underlying Fund, assets are based on the net asset value of the
Underlying Fund. Investment income includes any distribution whose
ex-dividend date occurs during the Valuation Period.
FIXED ACCOUNT VALUATION
NUMBER OF ACCUMULATION UNITS -- We will determine the number
of Accumulation Units to be credited to the Fixed Account on
receipt of a purchase payment by dividing the net purchase payment
applied to the Fixed Account by the then dollar value of one
Accumulation Unit Value of the Fixed Account.
ACCUMULATION UNIT VALUE -- We determine the value of an
Accumulation Unit in the Fixed Account on any day by multiplying
the value on the immediately preceding day by the net interest
factor for the day on which the value is being determined.
<PAGE>
NET INTEREST FACTOR -- The net interest factor for any day
is the guaranteed net interest rate which is equivalent to an
effective annual interest rate of 3.00%, plus 1.0000. The method of
crediting additional interest will be at our discretion.
Interest is declared in advance. Before Annuity or Income payments
begin, we may credit the Fixed Account with annual interest rates
higher than the minimum guaranteed interest rate of 3.00%.
Interest rates may be higher or lower than the initial interest
rates, but not less than the minimum guaranteed interest rate of
3.00%. Additional amounts may be credited by us at our discretion
for the guaranteed interest periods shown on the CONTRACT
SPECIFICATIONS.
TRANSFER BETWEEN ACCOUNTS
You may transfer all or any part of the Contract Value from one
Sub-Account to any other Sub-Account at any time up to 30 days
before the due date of the first Annuity or Income payment.
Additionally, you may transfer a part of the Fixed Account value to
any of the Sub-Accounts, twice a year during the 30 days following
the semi-annual Contract Date Anniversary in the amount shown on
the CONTRACT SPECIFICATIONS.
Amounts may generally be transferred from the Sub-Accounts to the
Fixed Account at any time, up to 30 days before the due date of the
first Annuity or Income payment. Amounts previously transferred
from the Fixed Account to the Sub-Accounts may not be transferred
back to the Fixed Account for a period of at least 6 months from
the date of transfer. We reserve the right to limit the number of
transfers from one Sub-Account to any other Sub-Account or to the
Fixed Account. We will not limit these transfers to less than one
in any six month period.
Transfers between Accounts will result in the addition or deletion
of Accumulation Units having a total value equal to the dollar
amount being transferred to or from a particular Account. The
number of Accumulation Units will be determined by using the
Accumulation Unit Value of the Accounts involved as of the next
valuation after we receive notification of request for transfer.
Transfers will be subject to any applicable Transfer charge stated
on the CONTRACT SPECIFICATIONS.
CONTRACT VALUES
CONTRACT VALUE
The Contract Value of this contract on any date equals the sum
of the accumulated values in the Accounts. The accumulated value in
an Account equals the number of outstanding Accumulation Units
credited to that Account, multiplied by the then Accumulation
Unit Value for that Account.
The Guaranteed Value of the Fixed Account equals the accumulated
values of the Fixed Account calculated by using the guaranteed net
interest factor. The Guaranteed Values of the Fixed Account are
shown in the Table of Values.
CONTRACT CHARGE
A Contract Charge in the amount and for the period shown on the
CONTRACT SPECIFICATIONS will be deducted from the Contract Value to
reimburse us for administrative expenses relating to the contract.
The Contract Charge will be deducted by surrendering on a pro rata
basis Accumulation Units from all Sub-Accounts in which you have an
interest.
We will deduct the charge on a pro rata basis if the contract has
been in effect for less than a full period on the date a Contract
Charge is deducted. The Contract Charge will also be prorated upon
full surrender or termination of the contract.
CASH SURRENDER
You may elect by Written Request to receive the Cash Surrender
Value of this contract before the due date of the first Annuity or
Income payment and without the consent of any Beneficiary unless
irrevocably named. You may elect either a full or partial
surrender of the Cash Surrender Value. In the case of a full
surrender, this contract will be cancelled. A partial surrender
will result in a reduction in your Contract Value. If you have a
balance in more than one Account, your Contract Value will be
reduced from all your Accounts on a pro rata basis, unless you
request otherwise.
The Cash Surrender Value will be determined as of the next
valuation following receipt of your Written Request. We may delay
payment of the Cash Surrender Value of the Sub-Accounts for a
period of not more than seven days after we receive your Written
Request. We may delay payment of the Cash Surrender Value of the
Fixed Account for a period of not more than six months after we
receive your Written Request.
<PAGE>
CASH SURRENDER VALUE
The Cash Surrender Value is equal to the Contract Value less any
amounts deducted on surrender which are shown on the CONTRACT
SPECIFICATIONS, any applicable premium tax not previously deducted,
and any outstanding loan balance.
The Guaranteed Cash Surrender Value of the Fixed Account equals the
Guaranteed Value of the Fixed Account less any amounts deducted on
surrender which are shown on the CONTRACT SPECIFICATIONS, less any
applicable premium tax not previously deducted and less any
outstanding loan balance. For Guaranteed Cash Surrender Values of
the Fixed Account, see the Table of Values.
CONTRACT CONTINUATION
Except as provided in the "Termination" provision, this contract
does not require continuing purchase payments and will
automatically continue as a paid-up contract during the lifetime of
the Annuitant until the Maturity Date or until it is surrendered.
<PAGE>
DEATH BENEFITS PROVISIONS
A death benefit is payable to the Beneficiary upon the death of the
Annuitant before the Maturity Date. A death benefit is also payable
under those Settlement Options which provide for death benefits. We
will pay the Beneficiary the death benefit in a single sum as
described below upon receiving Due Proof of Death. A Beneficiary
may request that a death benefit payable under this contract be
applied to a Settlement Option subject to the provisions of this
contract.
DEATH PROCEEDS PRIOR TO THE MATURITY DATE
If the Annuitant dies before age 75 and before the Maturity Date,
we will pay the Beneficiary the greatest of a), b), or c) below,
less any applicable premium tax, prior surrenders not previously
deducted or outstanding loans as of the Death Report Date:
a. the Contract Value of the contract;
b. the total purchase payments under the contract; or
c. the Contract Value of the contract on the most recent
quinquennial Contract Date anniversary immediately preceding the
Death Report Date.
If the Annuitant dies on or after age 75, but before age 85 and
before the Maturity Date, we will pay the Beneficiary the greatest
of a), b), or c) below, less any applicable premium tax, prior
surrenders not previously deducted or outstanding loans as of the
Death Report Date:
a. the Contract Value of the contract;
b. the total purchase payments under the contract; or
c. the Contract Value of the contract on the most recent
quinquennial Contract Date anniversary occurring on or before the
Annuitant's 75th birthday.
If the Annuitant dies on or after age 85 and before the Maturity
Date, we will pay the Beneficiary the Contract Value of the
contract, less any applicable premium tax or outstanding loans as
of the Death Report Date.
DEATH PROCEEDS AFTER THE MATURITY DATE
If the Annuitant dies on or after the Maturity Date, we will pay
the Beneficiary a death benefit consisting of any benefit remaining
under the Annuity or Income option then in effect.
SETTLEMENT PROVISIONS
MATURITY DATE
The Maturity Date is shown on the CONTRACT SPECIFICATIONS. This is
the date on which we will begin paying to you the first of a series
of Annuity or Income payments in accordance with the Settlement
Option elected by you. Annuity or Income payments will begin under
this contract on the Maturity Date unless the contract has been
fully surrendered or the proceeds have been paid to the Beneficiary
prior to that date. We may require proof that the Annuitant is
alive before Annuity payments are made. If no Maturity Date is
specified, the automatic Maturity Date will be the greater of when
the Annuitant reaches age 75 or ten years after the Contract Date.
Additionally, at least 30 days before the original Maturity Date,
you may change the Maturity Date by Written Request to any time
prior to the Annuitant's 70th birthday or to a later date with our
consent.
ELECTION OF SETTLEMENT OPTIONS
On the Maturity Date, or other agreed upon date, we will pay any
amount payable under this contract to you in one lump sum or in
accordance with the option elected by you. While the Annuitant is
alive, you may change your Settlement Option election by Written
Request, but only before the Maturity Date. Once Annuity or Income
payments have commenced, no further election changes are allowed.
If no election has been made on the Maturity Date and if the
Annuitant is living and has a spouse, we will pay to you the first
of a series of monthly Annuity payments based on the life of the
Annuitant as primary payee and the Annuitant's spouse as secondary
payee, in accordance with Annuity Option 4. During the Annuitant's
lifetime, if no election has been made and the Annuitant has no
spouse on the Maturity Date, we will pay to you the first of a
series of monthly Annuity payments based on the life of the
Annuitant, in accordance with Annuity Option 2, with 120 monthly
payments assured.
MINIMUM AMOUNTS
The minimum amount that can be placed under a Settlement Option is
$2,000 unless we consent to a lesser amount. If any periodic
payments due are less than $100.00, we reserve the right to make
payments at less frequent intervals.
ALLOCATION OF ANNUITY
At the time election of one of the Annuity Options is made, the
person electing the option may further elect to have the Contract
Value applied to provide a Variable Annuity, a Fixed Annuity or a
combination of both.
If no election is made to the contrary, the value of a Sub-Account
will be applied when Annuity payments start to provide an Annuity
which varies with the investment experience of that same
Sub-Account and the value of the Fixed Account will be applied to
provide a Fixed Annuity.
You may elect to transfer Contract Value from one Account to
another, as described in the provision "Transfer Between Accounts,"
in order to reallocate the basis on which Annuity payments will be
determined. Once Annuity payments have begun, no further
transfers are allowed.
VARIABLE ANNUITY
AMOUNT OF BASIC FIRST PAYMENT
The LIFE ANNUITY TABLES are used to determine the basic first
monthly annuity payment. They show the dollar amount of the basic
first monthly Annuity payment which can be purchased with each
$1,000 applied. The amount applied to an Annuity will be the Cash
Surrender Value as of 14 days before the date Annuity payments
start. We reserve the right to require satisfactory proof of the
age of any person on whose life Annuity payments are based before
making the first payment under any of these options.
ANNUITY UNIT VALUE
The initial value of an Annuity Unit for each Sub-Account was
set at $1.00. On any Valuation Date, the Annuity Unit Value for a
Sub-Account equals the Sub-Account Annuity Unit Value on the
immediately preceding Valuation Date, multiplied by the net
investment factor for that Sub-Account for the Valuation Period
just ended, divided by the Assumed Daily Net Investment Factor. The
Assumed Daily Net Investment Factor is shown on the CONTRACT
SPECIFICATIONS.
The value of an Annuity Unit as of any date other than a Valuation
Date will be equal to its value as of the next succeeding Valuation
Date.
NUMBER OF ANNUITY UNITS
We determine the number of Annuity Units credited to this
contract in each Sub-Account by dividing the basic first monthly
Annuity payment attributable to that Sub-Account by the
Sub-Account's Annuity Unit Value as of 14 days before the due date
of the first Annuity payment.
<PAGE>
AMOUNT OF SECOND AND SUBSEQUENT BASIC PAYMENTS
The dollar amount of the second and subsequent payments may
change from month to month. The total amount of each Annuity
payment will be equal to the sum of the basic payments in each
Sub-Account.
The actual amount of the basic payments in each Sub-Account is
found by multiplying the number of Annuity Units credited to the
contract in that Sub-Account by the Annuity Unit Value of the
Sub-Account as of the date 14 days prior to the date on which the
payment is due.
FIXED ANNUITY
A Fixed Annuity is an Annuity with payments which remain fixed as
to dollar amount throughout the payment period. The dollar amount
of the first Fixed Annuity payment will be calculated as described
above in the "Amount of Basic First Payment" provision. All
subsequent payments will be in the same amount and that amount will
be assured throughout the payment period. If it would produce a
larger payment, we agree that the Fixed Annuity payment will be
determined using the Life Annuity Tables in effect on the Maturity
Date.
ANNUITY OPTIONS
Subject to conditions stated in ELECTIONS OF SETTLEMENT OPTIONS and
MINIMUM AMOUNTS, all or any part of the Cash Surrender Value of
this contract may be paid under one or more of the Annuity Options
below.
OPTION 1. LIFE ANNUITY--NO REFUND
We will make monthly Annuity payments during the lifetime of the
person on whose life the payments are based, ending with the last
monthly payment preceding death.
OPTION 2. LIFE ANNUITY WITH 120, 180 OR 240 MONTHLY PAYMENTS
ASSURED
We will make monthly Annuity payments during the lifetime of the
person on whose life the payments are based and under the
conditions stated below.
If at the death of that person, payments have been made for less
than 120, 180 or 240 months, as elected, we will continue to make
payments to the designated Beneficiary during the remainder of the
period.
OPTION 3. JOINT AND LAST SURVIVOR LIFE ANNUITY
We will make monthly Annuity payments during the joint lifetime of
two persons on whose lives payments are based and during the
lifetime of the survivor.
No more payments will be made after the death of the survivor.
OPTION 4. JOINT AND LAST SURVIVOR LIFE ANNUITY--ANNUITY REDUCED
ON DEATH OF PRIMARY PAYEE
We will make monthly Annuity payments during the joint lifetime
of two persons on whose lives payments are based. One of the two
persons will be designated as the primary payee. The other will be
designated the secondary payee. On the death of the secondary
payee, if survived by the primary payee, we will continue to make
monthly Annuity payments to the primary payee in the same amount
that would have been payable during the joint lifetime of the two
persons.
On the death of the primary payee, if survived by the secondary
payee, we will continue to make monthly Annuity payments to the
secondary payee in an amount equal to 50% of the payments which
would have been made during the lifetime of the primary payee.
No further payments will be made following the death of the
survivor.
OPTION 5. OTHER ANNUITY OPTIONS
We will make any other arrangements for Annuity payments as may be
mutually agreed.
<PAGE>
INCOME OPTIONS
We will pay all or any part of the Cash Surrender Value to you
under one or more of the Income Options below subject to the
conditions stated in ELECTION OF SETTLEMENT OPTIONS and MINIMUM
AMOUNTS.
The Cash Surrender Value used to determine the amount of any Income
payment will be based on the Accumulation Unit Value as of 14 days
before the date an Income payment is due and will be determined the
same way as in the Accumulation period.
OPTION 1. PAYMENTS OF A FIXED AMOUNT
We will make equal payments each month in the amount elected
until the Cash Surrender Value applied under this option is gone.
The first monthly payment will be paid from each Sub-Account in
proportion to its Cash Surrender Values applied.
The second payment and all later payments from each Sub-Account
will be the same as the first payment under this option. The final
payment will include any amount that is not enough to make another
full payment.
OPTION 2. PAYMENTS FOR A FIXED PERIOD
We will make monthly payments for the period selected. The
amount of each payment will be equal to the then remaining Cash
Surrender Value applied under this option divided by the number of
remaining payments.
OPTION 3. OTHER INCOME OPTIONS
We will make any other arrangements for Income payments as may
be mutually agreed.
<PAGE>
GENERAL PROVISIONS
THE CONTRACT
The entire contract between you and us consists of the contract
and all attached pages.
CONTRACT CHANGES
The only way this contract may be changed is by a written
endorsement signed by one of our officers.
SUBSTITUTION OF SEPARATE ACCOUNT OR UNDERLYING FUNDS
If it is not possible to continue to offer a Separate Account or
Underlying Fund, or in our judgment becomes inappropriate for the
purposes of this contract, we may substitute another Separate
Account or Underlying Fund without your consent. Substitution may
be made with respect to both existing investments and investment of
future premium payments. However, no such substitution will be made
without notice to you and without prior approval of the Securities
and Exchange Commission, to the extent required by law.
MISSTATEMENT
If the Annuitant's date of birth was misstated, all benefits of
this contract are what the purchase payment paid would have
purchased at the correct age. Proof of the Annuitant's age may be
filed at any time at Our Office.
INCONTESTABILITY
We will not contest this contract from its Contract Date.
TERMINATION
We reserve the right to terminate this contract on any Valuation
Date if the Contract Value as of the date is less than the
Termination Amount shown on the CONTRACT SPECIFICATIONS, and
purchase payments have not been made to this contract for at least
two years. Termination will not occur until 31 days after we have
mailed notice of termination to you at your last known address. If
this contract is terminated, we will pay you the Cash Surrender
Value, if any.
REQUIRED REPORTS
We will furnish a report to the owner as often as required by
law, but at least once in each Contract Year before the due date of
the first Annuity or Income payment. The report will show the
number of Accumulation Units credited to the contract in each
Account and the corresponding Accumulation Unit Value as of the
date of the report.
VOTING RIGHTS
So long as federal law requires, you may have the right to vote
at the meetings of the Shareholders of the Underlying Funds. If
you have voting rights, we will send a notice to you telling you
the time and place of a meeting. The notice will also explain
matters to be voted upon and how many votes you get.
MORTALITY AND EXPENSES
Our actual mortality and expense experience will not affect the
amount of any Annuity or Income payments or any other values under
this contract.
NON-PARTICIPATING
This contract does not share in our surplus earnings, so you
will receive no dividends under it.
CONTRACT MODIFICATION
We reserve the right to modify this contract to qualify it under
provision of Sections 401, 403, 408 or 414(d) of the Code and all
related laws and regulations which are in effect during the term of
this contract. We will obtain the approval of any regulatory
authority needed for the modifications.
STATE LAWS
This contract is governed by the law of the state in which it is
delivered. Any paid-up Annuity, Cash Surrender or death benefits
that are available under this contract are not less than the
minimum benefits required by the statutes of the state in which
this contract is delivered.
<PAGE>
EMERGENCY PROCEDURE
We reserve the right to suspend or postpone the date of any payment
of any benefit or values for any Valuation Period (1) when the New
York Stock Exchange is closed; (2) when trading on the Exchange is
restricted; (3) when an emergency exists as determined by the
Securities and Exchange Commission so that disposal of the
securities held in the Sub-Accounts is not reasonably practicable
or it is not reasonably practicable to determine the value of the
Sub-Account's net assets, or (4) during any other period when the
Securities and Exchange Commission, by order, so permits for the
protection of security holders. Any provision of this contract
which specifies a Valuation Date will be superseded by this
Emergency Procedure.
RELATION OF THIS CONTRACT TO THE SEPARATE ACCOUNTS AND
SUB-ACCOUNTS
We will have exclusive and absolute ownership and control of the
assets of our Separate Account and the Sub-Accounts. That portion
of the assets of a Separate Account or Sub-Account equal to the
reserves and other contract liabilities with respect to such
Separate Account or Sub-Account shall not be chargeable with
liabilities arising out of any other business we conduct. Our
determination of the value of an Accumulation Unit and an Annuity
Unit by the method described in this contract will be conclusive.
<PAGE>
TABLE OF VALUES
GUARANTEED VALUES OF THE FIXED ACCOUNT PER $1,000 OF NET PURCHASE
PAYMENT APPLIED
<TABLE>
<CAPTION>
NO. OF FULL GUARANTEED NO. OF FULL
YEARS FROM CASH YEARS FROM
DATE PAYMT. GUARANTEED SURRENDER DATE PAYMT.
IS APPLIED VALUE VALUE IS APPLIED
<C> <C> <C> <C>
1 1030 970 36
2 1060 1000 37
3 1092 1032 38
4 1125 1095 39
5 1159 1139 40
6 1194 1184 41
7 1229 1229 42
8 1266 1266 43
9 1304 1304 44
10 1343 1343 45
11 1384 1384 46
12 1425 1425 47
13 1468 1468 48
14 1512 1512 49
15 1557 1557 50
16 1604 1604 51
17 1652 1652 52
18 1702 1702 53
19 1753 1753 54
20 1806 1806 55
21 1860 1860 56
22 1916 1916 57
23 1973 1973 58
24 2032 2032 59
25 2093 2093 60
26 2156 2156 61
27 2221 2221 62
28 2287 2287 63
29 2356 2356 64
30 2427 2427 65
31 2500 2500 66
32 2575 2575 67
33 2652 2652 68
34 2731 2731 69
35 2813 2813 70
NO. OF FULL GUARANTEED
YEARS FROM CASH
DATE PAYMT. GUARANTEED SURRENDER
IS APPLIED VALUE VALUE
<C> <C> <C>
1 2898 2898
2 2985 2985
3 3074 3074
4 3167 3167
5 3262 3262
6 3359 3359
7 3460 3460
8 3564 3564
9 3671 3671
10 3781 3781
11 3895 3895
12 4011 4011
13 4132 4132
14 4256 4256
15 4383 4383
16 4515 4515
17 4650 4650
18 4790 4790
19 4934 4934
20 5082 5082
21 5234 5234
22 5391 5391
23 5553 5553
24 5720 5720
25 5891 5891
26 6068 6068
27 6250 6250
28 6437 6437
29 6631 6631
30 6829 6829
31 7034 7034
32 7245 7245
33 7463 7463
34 7687 7687
35 7917 7917
</TABLE>
<PAGE>
<TABLE>
LIFE ANNUITY TABLES
DOLLAR AMOUNT OF THE FIRST MONTHLY ANNUITY PAYMENT WHICH IS PURCHASED
WITH EACH $1,000 APPLIED
OPTIONS 1 AND 2-SINGLE LIFE ANNUITIES
<CAPTION>
120 180 240
MONTHLY MONTHLY MONTHLY
ADJUSTED NO PAYMENTS PAYMENTS PAYMENTS
AGE REFUND ASSURED ASSURED ASSURED
<C> <C> <C> <C> <C>
50 $4.13 $4.10 $4.06 $4.00
51 4.20 4.17 4.13 4.06
52 4.28 4.25 4.20 4.12
53 4.37 4.33 4.27 4.18
54 4.46 4.41 4.35 4.25
55 4.55 4.50 4.42 4.31
56 4.65 4.59 4.51 4.38
57 4.76 4.69 4.59 4.44
58 4.87 4.79 4.68 4.51
59 4.99 4.90 4.77 4.58
60 5.12 5.01 4.86 4.65
61 5.26 5.13 4.96 4.72
62 5.40 5.25 5.06 4.79
63 5.56 5.39 5.16 4.85
64 5.72 5.52 5.27 4.92
65 5.90 5.67 5.37 4.99
66 6.09 5.82 5.48 5.05
67 6.29 5.97 5.59 5.11
68 6.51 6.13 5.69 5.16
69 6.74 6.30 5.80 5.21
70 6.99 6.48 5.9 5.26
71 7.26 6.66 6.01 5.31
72 7.54 6.84 6.11 5.34
73 7.86 7.03 6.20 5.38
74 8.19 7.22 6.29 5.41
75 8.55 7.41 6.38 5.43
OPTION 3 - JOINT AND LAST SURVIVOR LIFE ANNUITY
<CAPTION>
ADJUSTED AGE OF ADJUSTED AGE OF SECOND LIFE
FIRST LIFE 51 56 58 61 63 66 71
<C> <C> <C> <C> <C> <C> <C> <C>
50 $3.69 $3.81 $3.85 $3.91 $3.94 $3.98 $4.04
55 3.82 3.99 4.06 4.15 4.20 4.28 4.38
57 3.87 4.06 4.14 4.25 4.32 4.41 4.53
60 3.93 4.17 4.26 4.40 4.48 4.61 4.78
62 3.97 4.23 4.34 4.49 4.60 4.74 4.96
65 4.02 4.32 4.44 4.63 4.76 4.95 5.24
70 4.09 4.43 4.59 4.83 5.01 5.27 5.72
</TABLE>
Dollar amounts of the first monthly payments for ages
not shown in these Tables will be calculated on the same basis as
those shown and may be obtained from us. Amounts shown in these
Tables are based on the Progressive Annuity Table, with a two year
set-back, (assuming births in the year 1900) with interest at the
rate of 3% per annum. The adjusted age of the person on whose life
the Annuity is based is determined from the actual age last
birthday on the due date of the first Annuity payment in the
following manner.
Calendar Year in which
First Payment is Due . . 1991-2000 2001-2010 2011 & later
Adjusted Age is Actual Age minus 0 minus 1 minus 2
<PAGE>
OPTION 4-JOINT AND LAST SURVIVOR LIFE ANNUITY
ANNUITY REDUCES ON DEATH OF PRIMARY PAYEE
<TABLE>
<CAPTION>
ADJUSTED AGE OF
PRIMARY PAYEE ADJUSTED AGE OF SECOND PAYEE
46 51 56 61
<C> <C> <C> <C> <C>
50 $3.82 $3.90 $3.96 $4.01
55 4.05 4.15 4.25 4.34
60 4.31 4.45 4.59 4.73
65 4.60 4.78 4.98 5.19
70 4.93 5.16 5.43 5.71
</TABLE>
Dollar amounts of the monthly payments for ages not
shown in these Tables will be calculated on the same basis as those
shown and may be obtained from us. Amounts shown in these Tables are
based on the Progressive Annuity Table, with a two year set-back,
(assuming births in the year 1900) with interest at the rate of 3% per
annum. The adjusted age of the person on whose life the annuity is
based is determined from the actual age last birthday on the due date
of the first annuity payment in the following manner.
Calendar Year in Which
First Payment is Due . . . 1991-2000 2001-2010 2011 & Later
Adjusted Age is Actual Age . . minus 0 minus 1 minus 2
<PAGE>
INDIVIDUAL VARIABLE ANNUITY CONTRACT
TAX QUALIFIED NON-PARTICIPATING
<PAGE>
INDIVIDUAL RETIREMENT ANNUITY QUALIFICATION RIDER
As requested by the owner, this Contract is amended as follows to
qualify as an Individual Retirement Annuity (IRA) under Section
408(b) of the Code of 1986, as amended.
I. EXCLUSIVE BENEFIT
This Contract is established for the exclusive benefit of you or
your Beneficiaries.
II. PROHIBITION OF ASSIGNMENT OR LOAN
This Contract shall not be pledged or otherwise encumbered and it
shall not be sold, assigned or otherwise transferred to any person
or entity other than us. No loans shall be made under this
Contract.
III. LIMITATION ON PREMIUMS
Notwithstanding the provisions of the Contract and except in the
case of a rollover contribution (as permitted by Section 402(c),
403(a)(4), 403(b)(8), or 408(d)(3) of the Code) or a contribution
made in accordance with the terms of a Simplified Employee Pension
(SEP) program as described in Section 408(k) of the Code, the total
contributions shall not exceed the lesser of $2,000 or 100% of
compensation for any taxable year. In the case of a spousal IRA,
the maximum contribution shall not exceed the lesser of $2,250 or
100% of compensation, but no more than $2,000 can be contributed to
either spouse's IRA. In the case of a Simplified Employee Pension
Plan qualifying under Section 408(k), the annual contribution under
the Contract may not exceed the lesser of $30,000 or 15% of
compensation. No contributions will be accepted unless they
are in cash.
The purchase payments under this Contract are not fixed. Any refund
of purchase payments (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
purchase payments or the purchase of additional benefits.
Purchase payments after the first will not be required to continue
this Contract in force. We reserve the right, however, to terminate
this Contract when no purchase payments have been made for at least
two consecutive years and the Contract Value of the Contract is
less than the termination amount of $1000 or the paid up Annuity
benefit at maturity would be less than $20 per month. If this
Contract is terminated, we will pay you the Cash SurrenderValue, if
any.
IV. COMPENSATION
Compensation means wages, salaries, professional fees, or other
amounts derived from or received from personal service actually
rendered (including, but not limited to, commissions) and includes
earned income as defined in Code Section 401(c)(2). Compensation
does not include amounts received as earnings or profits from
property or amounts not includible in gross income. Compensation
also does not include any amount received as a pension or Annuity
or as deferred compensation. The term "compensation"
shall include any amount includible in the individual's gross
income under Code Section 71 with respect to a divorce or
separation instrument.
V. DISTRIBUTION OF BENEFITS
Notwithstanding any provision of this contract to the contrary, the
distribution of an individual's interest shall be made in
accordance with the minimum distribution requirements of Section
408(a)(6) or Section 408(b)(3) of the Code and the regulations
thereunder, including the incidental death benefit provisions of
Section 1.401(a)(9)-2 of the proposed regulations, all of which are
herein incorporated by reference.
Your entire interest in the account must be distributed, or begin
to be distributed, by your required beginning date, which is the
April 1 following the calendar year in which you reach age 70 1/2.
For each succeeding year, a distribution must be made on or before
December 31. By the required beginning date you may elect to have
the balance in the account distributed in one of the following
forms:
1. a single sum payment;
2. equal or substantially equal payments over your life;
3. equal or substantially equal payments over the lives of
you and your designated Beneficiary;
4. equal or substantially equal payments over a specified period
that may not be longer than your life expectancy;
5. equal or substantially equal payments over a specified period
that may not be longer than the joint life and last survivor
expectancy of you and your designated Beneficiary.
<PAGE>
Minimum Amounts to be Distributed.
If your interest is to be distributed in other than a lump sum or
substantially equal amounts as discussed above, then the amount to
be distributed each year, commencing at your required beginning
date, must be at least an amount equal to the quotient obtained by
dividing your entire interest by your life expectancy or the joint
and last survivor expectancy of you and your designated
Beneficiary.
Life expectancy and joint and last survivor expectancy are computed
by use of the return multiples contained in section 1.72-9 of the
Income Tax Regulations. For purposes of this computation, the
owner's life expectancy may be recalculated no more frequently than
annually; however, the life expectancy of a nonspouse Beneficiary
may not be recalculated.
If your designated Beneficiary is not your spouse, then the minimum
amount required to be distributed shall be the greater of the
amount determined above, or the amount determined under the
incidental benefit rules set forth in Treasury Regulation Section
1.401(a)(9)-2.
VI. DEATH
If you die before your entire interest is distributed, the entire
remaining interest will be distributed as follows:
1. If you die on or after distributions have begun under the
DISTRIBUTION OF BENEFITS section, the entire remaining interest
must be distributed at least as rapidly as provided under the
DISTRIBUTION OF BENEFITS section.
2. If you die before distributions have begun under the
DISTRIBUTION OF BENEFITS section, the entire remaining interest
must be distributed as elected by you, or, if you have not so
elected, as elected by the Beneficiary or Beneficiaries, as
follows:
a. by December 31st of the year containing the fifth
anniversary of your death; or
b. in equal or substantially equal payments over the life or
life expectancy of the designated Beneficiary or Beneficiaries
starting by December 31st of the year following the year of your
death. If, however, the Beneficiary is your surviving spouse, then
this distribution is not required to begin before December 31st of
the year in which you would have turned 70 1/2.
If your surviving spouse dies before distributions begin, he or she
shall be treated as the IRA contract owner and the restrictions in
the preceding paragraph shall apply.
Unless otherwise elected by you prior to the commencement of
distributions under the DISTRIBUTION OF BENEFITS section or, if
applicable, by the surviving spouse where you die before
distributions have commenced, life expectancies of you or your
spousal Beneficiary shall be recalculated annually for purposes of
distributions under the DISTRIBUTION OF BENEFITS section and the
DEATH section. An election not to recalculate shall be irrevocable
and shall apply to all subsequent years. The life expectancy
of a non-spouse Beneficiary shall not be recalculated.
VII. ALTERNATIVE CALCULATION METHOD
An individual may satisfy the minimum distribution requirements
under section 408(a)(6) and 408(b)(3) of the Code by receiving a
distribution for one IRA that is equal to the amount required to
satisfy the minimum distribution requirements for two or more IRAs.
For this purpose, the owner of two or more IRAs may use the
"alternative method" described in Notice 88-38, 1988-1 C.B. 524, to
satisfy the minimum distribution requirements described above.
VIII. NONFORFEITABILITY
Your entire interest in this Contract is nonforfeitable.
IX. NONTRANSFERABLE
This Contract is not transferable.
<PAGE>
X. ROLLOVERS
A. Subject to subparagraphs (B) and (C) hereof, and the
limitations stated in the Contract, you may transfer to this
Contract your interest in any of the following:
1. the entire amount, or any portion thereof, under any
other individual retirement account or individual retirement
Annuity qualified under Section 408 of the Code;
2. the entire amount, or any portion thereof, excluding
nondeductible employee voluntary contributions, under a trust
described in Section 401(a) of the Code which is exempt from tax
under Section 501(a) of the Code or under a qualified annuity plan
described in Section 403(a) of the Code.
3. the entire amount or any portion thereof to which you are
entitled under a tax sheltered annuity described in Section 403(b)
of the Code.
4. distributions you roll over from retirement plans or
arrangements described in A.2. and A.3. above to this contract must
be completed by means of a direct transfer or rollover in
accordance with Code Section 401(a)(31) in order to avoid mandatory
20% income tax withholding from the distribution and a possible 10%
additional tax penalty under Code Section 72(t). You may replace
amounts withheld from other sources to complete the full rollover,
but the 10% penalty may continue to be due, if you do not specify
that the transfer of the distribution be conducted by direct
transfer or rollover.
B. You shall not make a rollover under subparagraph (A)(1)
hereof during the 12 month period commencing on the date you last
made a rollover contribution of the type described in subparagraph
(A)(1).
C. We must receive any amount which qualifies for a rollover
within 60 days after you receive the distribution.
XI. DISTRIBUTIONS PRIOR TO AGE 59 1/2
Except in the event of your death, disability or attainment of age
59 1/2, we shall receive from you a declaration of your intention
as to the disposition of the amounts distributed before making any
distribution from this Contract.
XII. REPORTS
As the issuer of this Contract, we will furnish reports concerning
the status of the Annuity at least annually.
XIII. DISABILITY PAYMENTS
If the Contract contains a Rider for waiver of premium and
disability payments benefits, any disability payments provided for
in the CONTRACT SPECIFICATIONS will be applied as purchase payments
under the contract.
XIV. AMENDMENT
This Contract may be amended by us at any time to maintain its
qualified status under Section 408(b) of the Code, following all
regulatory approvals. Any such amendment may be made retroactively
effective if necessary or appropriate to conform to the
requirements of the Code (or any State law granting IRA tax
benefits.)
THE TRAVELERS LIFE AND ANNUITY COMPANY
/s/ Robert J. Lipp
Chairman
<PAGE>
TAX-SHELTERED ANNUITY QUALIFICATION RIDER
This endorsement is made a part of this contract in order to comply
with Section 403(b) of the Code. The following conditions,
restrictions and limitations apply.
OWNERSHIP - NON-TRANSFERABLE
You may not sell, assign, or discount this contract or pledge this
contract as collateral for a loan or as security for the
performance of an obligation or for any other purpose, to any
person or organization other than to us. This provision supersedes
any provisions of the contract which may be inconsistent with it.
ELECTIVE DEFERRAL CONTRIBUTION LIMITS
In order to meet the qualification requirements of Code Section
403(b), elective deferral contributions may not exceed the
limitations in effect under Code Section 402(g).
This rule applies to all elective deferral plans, contracts or
arrangements.
WITHDRAWAL RESTRICTIONS
To qualify as a contract which can defer compensation under a Code
Section 403(b) plan or arrangement, the withdrawal restrictions
under Code Section 403(b)(11) must be met.
Withdrawals attributable to contributions made pursuant to a salary
reduction agreement may be paid only upon or after attainment of
age 59 1/2, separation from service, death, total or permanent
disability (as defined in Code Section 72(m)(7)) or in the case of
hardship (as defined in the Treasury Regulations). The hardship
exception applies only to the salary reduction contribution and not
to any income attributable to such contribution.
These withdrawal restrictions apply to years beginning after
December 31, 1988 but only with respect to assets other than those
assets held as of the close of the last year beginning before
January 1, 1989.
If contributions attributable to a custodial account described in
Section 403(b)(7) of the Code are transferred to this contract, the
following conditions, restrictions and limitations apply.
Withdrawals attributable to these transferred contributions may be
paid only upon or after attainment of age 59 1/2, separation from
service, death, or total and permanent disability (as defined in
Code Section 72(m)(7)).
Withdrawals on account of hardship may be made only with respect to
assets attributable to a custodial account as of the close of the
last year beginning before January 1, 1989 and amounts contributed
thereafter under a salary reduction agreement but not to any income
attributable to such contributions.
MANDATORY DISTRIBUTION RESTRICTIONS
In order to meet the qualification requirements of Code Section
403(b), all plans must meet the required mandatory distribution
rules in Code Section 401(a)(9).
Code Section 401(a)(9) states that a plan will not be qualified
unless the entire interest of each employee is distributed to such
employee not later than the "required beginning date" or over the
life or life expectancy of such employee or over the lives or joint
life expectancy of such employee and a designated Beneficiary.
Generally, the "required beginning date" means April 1 of the
calendar year following the calendar year in which the employee
attains age 70 1/2.
If the employee dies before his/her entire interest has been
distributed, the remaining interest must be paid out at least as
rapidly as it was being paid out under the method of payment in
effect at the time of death. If the employee dies before the
distribution of his/her entire interest has begun, the entire
interest must be distributed within five years after the employee's
death or an Annuity payable over no longer than life or life
expectancy must be distributed to an electing designated
Beneficiary starting within one year of the employee's death. A
spousal designated Beneficiary may elect to defer distributions
until the employee would have attained the age of 70 1/2 .
<PAGE>
ADMINISTRATIVE COMPLIANCE
If the Code and related law, regulations and rulings require a
distribution other than described above in order to keep this
Annuity qualified under the Code, we will administer the contract
in accordance with these laws, regulations and rulings. We will
provide you with a revised rider describing any necessary changes,
following all regulatory approvals.
THE TRAVELERS LIFE AND ANNUITY COMPANY
/s/ Robert J. Lipp
Chairman
<PAGE>
PENSION/PROFIT SHARING PLAN QUALIFICATION RIDER
If the owner of this contract requested that it be issued to comply
with Section 401(a) of the Code, the following conditions,
restrictions and limitations apply to this contract.
OWNERSHIP - NON-TRANSFERABLE
You may not sell, assign, or discount this contract or pledge this
contract as collateral for a loan or as security for the
performance of an obligation or for any other purpose, to any
person or organization other than The Travelers Insurance Company;
provided, however, the restrictions of this provisions will not
apply to the Trustee of any Trust described in Section 401(a) or
the Administrator of any Annuity Plan described in Section 403(a)
of the Code. This provision supersedes any provisions of the
contract which may be inconsistent with it.
MANDATORY DISTRIBUTION RESTRICTIONS
In order to meet the qualification requirements of Code Section
401(a), all plans must meet the required mandatory distribution
rules in Code Section 401(a)(9).
Code Section 401(a)(9) states that a plan will not be qualified
unless the entire interest of each employee is distributed to such
employee not later than the "required beginning date" or over no
longer than the life or life expectancy of such employee or the
lives or joint life expectancy of such employee and a designated
Beneficiary. Generally, the "required beginning date" means
April 1 of the calendar year following the calendar year in which
the employee attains age 70 1/2.
If the employee dies before his/her entire interest has been
distributed, the remaining interest must be paid out at least as
rapidly as it was being paid out under the method of payment in
effect at the time of death. If the employee dies before the
distribution of his/her entire interest has begun, the entire
interest must be distributed within five years after the employee's
death or an Annuity payable over no longer than life or life
expectancy must be distributed to an electing designated
Beneficiary starting within one year of the employee's death. A
spousal designated Beneficiary may elect to defer distributions
until the employee would have attained the age of 70 1/2.
ANNUITIES DISTRIBUTED UNDER QUALIFIED PLANS
If the applicant for this contract requested that it be issued to
comply with Section 401(a) of the Code, and this contract has
subsequently been transferred to the Annuitant, the following
conditions, restrictions and limitations apply to this contract in
addition to the above.
Spousal Consent
Death Benefit - If the Annuitant dies while the contract continues
and the Annuitant has a spouse at the time of the Annuitant's
death, we will pay the death benefit to a person other than the
current spouse of the Annuitant only if proof of spousal consent,
which meets the requirements of Section 417 of the Code, is
furnished to us.
If the Beneficiary is not the current spouse and such spousal
consent is not furnished, we will pay 50% of the death benefit to
the current spouse. We will pay the balance of the death benefit
to the Beneficiary.
Cash Surrender - Before the due date of the first Annuity Payment,
1) if you do not have a spouse and without the consent of any
Beneficiary unless irrevocably named; or, 2) if you do have a
current spouse then only with the written consent of your spouse,
as required by Section 417 of the Code; we will pay to you all or
any portion of the Cash Surrender Value of the contract
upon receipt of your Written Request for it.
Settlement Option - If the Annuitant is living on the Maturity
Date, payment must be made in accordance with Option 5 under
ANNUITY OPTIONS unless you elect another form of Annuity or Income
Option and furnish us a qualified election which meets
the requirements of Section 417 of the Code.
THE TRAVELERS LIFE AND ANNUITY COMPANY
/s/ Robert J. Lipp
Chairman
<PAGE>
DEATH BENEFIT ENDORSEMENT
This endorsement is made a part of the contract to which it is
attached and will take effect as of the Contract Date shown on the
CONTRACT SPECIFICATIONS. The endorsement modifies the
determination of the value of the death benefit in the DEATH
PROCEEDS PRIOR TO THE MATURITY DATE provision.
If the Annuitant dies before age 75 and before the Maturity Date,
the death benefit payable under the contract as of the Death Report
Date will be the greater of 1) the guaranteed death benefit; or 2)
the Contract Value less any applicable premium tax or amounts taken
as loans.
The guaranteed death benefit is:
1. On the Contract Date, the death benefit is equal to the purchase
payment made to the Contract;
2. On each Contract Date anniversary, but not beyond the Contract
Date anniversary following the Annuitant's 75th birthday, the
guaranteed death benefit will be recalculated as follows:
a. the guaranteed death benefit as of the previous Contract Date
anniversary;
b. plus any purchase payments made during the previous Contract
Year;
c. minus any amounts surrendered during the previous Contract
Year;
d. minus any applicable premium tax or amounts taken as loans;
e. the sum of a through d multiplied by 1.05 equals the new
guaranteed death benefit.
3. On dates other than the Contract Date or the Contract Date
anniversary, the guaranteed death benefit equals:
a. the guaranteed death benefit on the previous Contract Date
anniversary;
b. plus purchase payments made since the previous Contract Date
anniversary;
c. minus any amounts surrendered since the previous Contract Date
anniversary;
d. minus any applicable premium tax or amounts taken as loans.
The maximum guaranteed death benefit payable equals 200% of the
total of the purchase payments minus surrenders, minus applicable
premium taxes.
If the Annuitant dies on or after age 75, but before age 85 and
before the Maturity Date, the death benefit payable as of the
Death Report Date will be the greater of 1) the guaranteed death
benefit as of the Annuitant's 75th birthday, plus additional
purchase payments, minus surrenders, applicable premium tax and
amounts taken as loans; or 2) the Contract Value less any
applicable premium tax or amounts taken as loans.
If the Annuitant dies on or after age 85 and before the Maturity
Date, the death benefit payable will be the Contract Value less any
applicable premium tax and amounts taken as loans as of the Death
Report Date.
THE TRAVELERS LIFE AND ANNUITY COMPANY
/s/ Robert J. Lipp
Chairman
EXHIBIT 6A
COPY OF THE CHARTER
OF
THE TRAVELERS LIFE AND ANNUITY COMPANY
Hartford, Connecticut
AS EFFECTIVE
April 10, 1990
CHARTER
OF
THE TRAVELERS LIFE AND ANNUITY COMPANY
Section 1. J. Doyle DeWitt, Sterling T. Tooker and Millard Bartels with
such other persons as may be associated with them, their successors and
assigns, are created a body politic and corporate by the name of The
Travelers Life and Annuity Company and under that name shall have all the
powers granted by the general statutes, as now enacted or hereafter amended,
to corporations formed under the Stock Corporation Act.
Section 2. The corporation shall have to the power to write life
insurance, endowments and annuities, and to issue policies and contracts
therfor with benefits payable in fixed or variable amounts, or both; to
accept and to cede reinsurance of any such risks or hazards; and to issue
policies and contracts either with or without participation in profits. The
corporation is authorized to exercise the powers herein granted in any state,
territory or jurisdiction of the United States or in any foreign country.
Section 3. The authorized capital of the corporation shall be ten
million dollars divided into one hundred thousand shares of common capital
stock with a par value of one hundred dollars each.
Section 4. The business, property and affairs of the corporation shall
be managed by the chief executive officer and his delegated officers under
the direction of the Board of Directors. The Board of Directors shall be
charged with the following responsibilities and duties: selection,
surveillance and removal of the chief executive officer and, subject to the
provisions of any applicable by-laws, other corporate officers; provision of
periodic statements to the shareholders concerning the operation and
financial status of the corporation; amendment of the charter and by-laws;
authorization or approval of major acquisitions and dispositions of assets;
authorization or approval of mergers, consolidations and reorganizations; the
taking of action with respect to the issuance, acquisition, retirement or
cancellation, redemption or determination of terms, limitations and relative
rights and preferences of the corporation's capital stock or any class
thereof; the incurrence of major corporate indebtedness; declaration of
dividends with respect to outstanding shares of the corporation's capital
stock; action with respect to the dissolution of the corporation; and such
<PAGE>
other responsibilities and duties as may be required by law. The number of
directorships shall be fixed in the by-laws. The number of directorships so
fixed shall be filled by an election of directors at each annual meeting of
the shareholders to serve until the next annual meeting or until their
respective successors shall be elected and shall qualify, except as provided
in the Connecticut Stock Corporation Act.
Section 5. The incorporators named in Section 1 of this act shall form
the corporation in the manner provided for specially chartered corporations
in the Stock Corporation Act.
Section 6. The personal liability to the corporation or its
shareholders of a person who is or was a director of the corporation for
monetary damages for breach of duty as a director shall be limited to the
amount of the compensation received by the director for serving the
corporation during the year of the violation if such breach did not (a)
involve a knowing and culpable violation of law by the director, (b) enable
the director or an associate, as defined in subdivision (3) of Section
33-374d of the Connecticut Stock Corporation Act as in effect on the
effective date hereof or as it may be amended from time to time, to receive
an improper personal economic gain, (c) show a lack of good faith and a
conscious disregard for the duty of the director to the corporation under
circumstances in which the director was aware that his conduct or omission
created an unjustifiable risk of serious injury to the corporation, (d)
constitute a sustained and unexcused pattern of inattention that amounted to
an abdication of the director's duty to the corporation, or (e) create
liability under Section 33-321 of the Connecticut Stock Corporation Act as in
effect on the effective date hereof or as it may be amended from time to
time. This Section 6 shall not limit or preclude the liability of a person
who is or was a director for any act or omission occurring prior to the
effective date hereof on the date of filing of a Certificate of Amendment
amending the Charter of the corporation with the Secretary of the State of
the State of Connecticut. The personal liability of a person who is or was
a director to the corporation or its shareholders for breach of duty as a
director shall further be limited to the full extent allowed by the
Connecticut Stock Corporation Act as it may be amended from time to time.
Any lawful repeal or modification of this Section 6 or the adoption of any
provision inconsistent herewith by the Board of Directors and the
shareholders of the corporation shall not, with respect to a person who is or
was a director, adversely affect any limitation of liability, right or
protection existing at or prior to the effective date of such repeal,
modification or adoption of a provision inconsistent herewith.
<PAGE>
EXHIBIT 6B
BY-LAWS
of
THE TRAVELERS LIFE AND ANNUITY COMPANY
OCTOBER 20, 1994
ARTICLE I.
SHAREHOLDERS AND SHAREHOLDERS' MEETINGS.
Section 1. The annual meeting of the shareholders of The
Travelers Life and Annuity Company shall be held at such time and
place as the directors may appoint.
Section 2. Special meetings of the shareholders may be held
at such time and place as may be designated in the notice thereof
and may be called at any time by the Chairman of the Board or the
President or by a majority of the directors.
Section 3. At each meeting of the shareholders the Chairman
of the Board, or in his absence the President, or, in the absence
of both, such other person as may be appointed by the Board of
Directors, shall act as chairman of the meeting and the Corporate
Secretary shall act as clerk of the meeting, and in his absence, an
Assistant Corporate Secretary, or in the absence of the Corporate
Secretary or an Assistant Corporate Secretary, such company officer
as the Chairman may appoint shall act as clerk of the meeting.
Section 4(a). There shall be a minimum of three and a maximum
of twelve directorships and the number of directorships at any time
within such minimum and maximum shall be the number fixed by
resolution of the Board of Directors. At each annual meeting of
the company directors shall be elected, each to hold office until
the next succeeding annual meeting of shareholders following such
election or until a successor has been elected and qualified,
except as provided hereafter. Whenever any vacancy shall occur in
the Board of Directors by death, resignation or otherwise, such
vacancy may be filled by a majority of the directors then in office
whether or not they constitute a quorum.
(b). The Board of Directors may increase the number of
directorships, within a minimum of three and a maximum of twelve,
and fill any vacancy created by reason of such increase in the
number of directorships, by the concurring vote of directors
holding a majority of the directorships, which number of
directorships shall be the number prior to the vote on the
increase. Directors elected to fill such vacancies shall serve
until the next annual meeting of shareholders and until a successor
has been elected and qualified.
(c). Any adult person in good standing in his/her community
is eligible to be a director of the Company provided that he/she
shall not be elected for a term commencing after he/she shall have
<PAGE>
attained age seventy. An officer of the Company, other than a
director who has been chief executive officer of the Company, who
is a member of the Board of Directors upon retirement or
resignation as an officer of the Company, shall thereafter be
ineligible for reelection to the board.
Section 5. A majority of the shares of voting capital stock
outstanding of all classes shall constitute a quorum for the
transaction of business at such meetings.
ARTICLE II.
DIRECTORS.
Section 1. The regular meetings of the directors shall be
held at such place and at such time as the directors may by vote
designate. The directors may authorize the Chairman of the Board or
the President to change the time of any regular meeting.
Section 2. Special meetings of the directors may be called at
any time by the Chairman of the Board or the President or by any
three directors.
Section 3. Written notice by mail shall be given by the
Corporate Secretary of each regular and special meeting of the
board and each committee thereof to all directors or members of the
committee, as the case may be, at least two days before the time
appointed therefor or notice to such directors or committee members
may be personally delivered or given by telegraph or telephone not
later than the day before the meeting.
Section 4. Not less than one-third of the board shall
constitute a quorum for the transaction of business at any meeting
of the board, and at every meeting the presiding officer shall have
the right to vote, but at any special meeting called by three
directors not less than seven directors shall constitute a quorum.
Section 5. The Board of Directors annually at the first
meeting of the board held after the annual election of directors or
at some adjourned meeting thereof by a majority vote of the
directors present shall elect from their own number a Chairman of
the Board and may elect from their own number a President and one
or more Vice Chairmen, each to hold office for one year and until
his successor is chosen, and may at any time fill any vacancy which
may occur in said offices for the unexpired term. In the absence
of the Chairman of the Board, the President, if he is a member of
the Board of Directors, shall preside when present at all meetings
of the board; in the absence of the Chairman of the Board and the
President, the Board of Directors may choose from among their own
number a Chairman or a President pro tem to preside at its
meetings. Any two or more offices may be held by the same person,
except the offices of President and Corporate Secretary.
Section 6. By the same vote but at any time and from time to
time the Board of Directors shall appoint a President (if not
elected from there own number) and may appoint one or more
Executive Vice Presidents, Senior Vice Presidents, a General
Counsel, a Corporate Secretary, a Treasurer, an Auditor and such
<PAGE>
other officers under appropriate titles as the board may deem
necessary for the proper conduct of the Company's business, to hold
office during the pleasure of the chief executive officer.
ARTICLE III.
COMMITTEES.
Section 1. The Board of Directors by resolution adopted by
the affirmative vote of the directors holding a majority of the
directorships shall annually appoint an Investment Committee and an
Audit Committee, the members of which may be selected from the
members of the Board of Directors or otherwise, and may from time
to time appoint and prescribe the duties and authority of other
committees. Appointments to any committee may be revoked and
annulled and new appointments made by the board at any time in its
discretion. The Board of Directors may appoint from among its
members two directors as alternates to each such committee to serve
in the order of their appointment and the chairman of any committee
may appoint a director as an alternate to serve as a member of such
committee in the absence or disqualification of any committee
member and any alternate appointed by the Board of Directors.
Section 2. The Investment Committee shall consist of not less
than three members. It shall be the duty of the Investment
Committee to authorize or approve each loan or investment
transaction made by the Company and to review the investment policy
and program of the Company.
Section 3. Not less than two members of the Investment
Committee shall constitute a quorum for the transaction of business
at any meeting of the Committee, and at every meeting the presiding
officer shall have the right to vote.
Section 4. The Investment Committee may appoint from among
the officers of the Company or an affiliated company a Management
Investment Committee and assign to the Management Investment
Committee, subject to such limitations as the Investment Committee
may from time to time establish, the review and authorization of
loans and investments of the Company.
ARTICLE IV.
OFFICERS.
Section 1. The Chairman of the Board shall be the chief
executive officer, charged with the management of the business,
property and affairs of the Company under the direction of the
Board of Directors. The Board of Directors may appoint as the
chief executive officer the President or some other officer,
provided that no such appointment shall become effective unless
notice thereof is included in a notice of the meeting at which the
change is made, or such appointment was considered at a meeting of
the board at which a majority of the directors were present held at
least twenty-four hours prior to the appointment. At his
discretion, the chief executive officer may act as Chairman of any
Committee of which he is a member. When present, the Chairman of
<PAGE>
the Board shall preside at all meetings of the board. He shall be
a member ex officio of all committees, except the Audit Committee.
The chief executive officer may at any time and from time to time
appoint such other officers, not specified in or appointed by the
Board of Directors pursuant to Section 6 of Article II, under
appropriate titles as he may deem necessary for the proper conduct
of the Company's business to hold office during his pleasure. The
chief executive officer may at his discretion delegate such power
of appointment to any of the officers designated in Sections 5 and
6 of Article II.
Section 2. In the absence of the chief executive officer or
his inability to act, the Board of Directors may designate the
Chairman of the Board or the President or such other officer of the
Company as it may select to perform the duties imposed upon the
chief executive officer by these by-laws.
Section 3. Each officer appointed by the Board of Directors
shall be subject to the direction of and shall have such authority
and perform such duties as may be assigned to him from time to time
by the Board of Directors, the chief executive officer and his
delegated officers. Each officer appointed pursuant to Section 1
of this Article IV shall be subject to the direction of and shall
have such authority and perform such duties as may be assigned to
him from time to time by the chief executive officer and his
delegated officers.
Section 4. The compensation of all officers, agents and
employees of the Company may be fixed either by the Board of
Directors, by a committee appointed by the board for that purpose
or by the chief executive officer or other officer within the
limits of authority conferred upon him by the board or by such
committee.
ARTICLE V.
CORPORATE SEAL.
The corporate seal shall hereafter, as heretofore, consist of
the corporate name in a circle enclosing the word "seal." The
Corporate Secretary shall be the keeper of the corporate seal with
authority in him and in each Department Secretary or Assistant
Corporate Secretary or Assistant Department Secretary to affix the
same and attest it by his signature to all sealed instruments.
ARTICLE VI.
AMENDMENTS.
These by-laws may be altered, repealed or amended and
additional by-laws enacted at any annual or special meeting of the
shareholders provided notice be given of the action proposed in the
notice of such meeting, or by vote of a majority of the entire
Board of Directors at a meeting of said board called for the
purpose upon notice to each director of the action proposed to be
<PAGE>
taken in regard to said by-laws, provided, however, that Article I,
Section 4(b), Article II, Section 4, and Article III, Section 3 of
the by-laws shall not be amended except at a meeting of the
shareholders.
State of Connecticut, }
} ss: Hartford, Conn.................19
County of Hartford. }
The foregoing is a true copy of the by-laws of THE TRAVELERS LIFE
AND ANNUITY COMPANY.
Attest:
________________________________
Secretary.
EXHIBIT 6(b).
March 15, 1995
The Travelers Life and Annuity Company
One Tower Square
Hartford, Connecticut 06183
Gentlemen:
With reference to the Registration Statement on Form N-4 filed
by The Travelers Life and Annuity Company and The Travelers Fund BD
II for Variable Annuities with the Securities and Exchange
Commission covering Flexible Premium Variable Annuity contracts, I
have examined such documents and such law as I have considered
necessary and appropriate, and on the basis of such examination, it
is my opinion that:
1. The Travelers Life and Annuity Company is duly organized
and existing under the laws of the State of Connecticut and has
been duly authorized to do business and to issue variable annuity
contracts by the Insurance Commissioner of the State of
Connecticut.
2. The Travelers Fund BD II for Variable Annuities is a duly
authorized and validly existing separate account established
pursuant to Section 38a-433 of the Connecticut General Statutes.
3. The variable annuity contracts covered by the above
Registration Statement, and all pre- and post-effective amendments
relating thereto, will be approved and authorized by the Insurance
Commissioner of the State of Connecticut and when issued will be
valid, legal and binding obligations of The Travelers Life and
Annuity Company and The Travelers Fund BD II for Variable
Annuities.
I hereby consent to the filing of this opinion as an exhibit
to the above-referenced Registration Statement and to the reference
to this opinion under the caption "Legal Proceedings and Opinion"
in the Prospectus constituting a part of the Registration
Statement.
_______/s/ Ernest J. Wright______________
Ernest J. Wright
General Counsel
Life and Annuities Division
The Travelers Life and Annuity Company
EXHIBIT 14
REPRESENTATION CONCERNING RELIANCE UPON NO-ACTION LETTER IP-6-88
In connection with the solicitation and sale of variable
annuity contracts to participants of plans qualified under Section
403(b) of the Internal Revenue Code, the Registrant hereby
represents, in reliance upon No-Action Letter IP-6-88, that it has:
(1) included appropriate disclosure regarding the redemption
restrictions imposed by Section 403(b)(11) in each registration
statement, including the prospectus, used in connection with the
offer of the contract;
(2) included appropriate disclosure regarding the redemption
restrictions imposed by Section 403(b)(11) in any sales literature
used in connection with the offer of the contract;
(3) instructed sales representatives who solicit participants
to purchase the contract specifically to bring the redemption
restrictions imposed by Section 403(b)(11) to the attention of the
potential participants; and
(4) obtained from each plan participant who purchases a Section
403(b) annuity contact, prior to or at the time of such purchase,
a signed statement acknowledging the participant's understanding of
(i) the restrictions on redemption imposed by Section 403(b)(11),
and (ii) the investment alternatives available under the employer's
Section 403(b) arrangement, to which the participant may elect to
transfer his or her contract value.
By: _____ /s/Robert C. Hamilton_______
Name: Robert C. Hamilton
Title: Second Vice President
Date: March 15, 1995
<PAGE>
THE TRAVELERS FUND BD II FOR VARIABLE ANNUITIES
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS:
That I, Charles O. Prince of Weston, Connecticut, director of The
Travelers Life and Annuity Company (hereafter the "Company"), do hereby make,
constitute and appoint Jay S. Fishman, Director and Chief Financial Officer
of said Company and Ernest J. Wright, Assistant Secretary of said Company, or
either one of them acting alone, my true and lawful attorney-in-fact, for me,
and in my name, place and stead, to sign registration statements on behalf of
said Company on Form N-4 or other appropriate form under the Securities Act
of 1933 and the Investment Company Act of 1940 for The Travelers Fund BD II
for Variable Annuities, a separate account of the Company dedicated
specifically to the funding of variable annuity contracts to be offered by
the Company, and further, to sign any and all amendments thereto, including
post-effective amendments, that may be filed by the Company on behalf of said
registrant.
In Witness Whereof, I have hereunto set my hand this 27th day of
February, 1995.
/s/Charles O. Prince, III
Director
The Travelers Life and Annuity Company
<PAGE>
THE TRAVELERS FUND BD II FOR VARIABLE ANNUITIES
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS:
That I, Robert I. Lipp of Scarsdale, New York, director of The
Travelers Life and Annuity Company (hereafter the "Company"), do hereby make,
constitute and appoint Jay S. Fishman, Director and Chief Financial Officer
of said Company and Ernest J. Wright, Assistant Secretary of said Company, or
either one of them acting alone, my true and lawful attorney-in-fact, for me,
and in my name, place and stead, to sign registration statements on behalf of
said Company on Form N-4 or other appropriate form under the Securities Act
of 1933 and the Investment Company Act of 1940 for The Travelers Fund BD II
for Variable Annuities, a separate account of the Company dedicated
specifically to the funding of variable annuity contracts to be offered by
the Company, and further, to sign any and all amendments thereto, including
post-effective amendments, that may be filed by the Company on behalf of said
registrant.
In Witness Whereof, I have hereunto set my hand this 24th day
of
February, 1995.
/s/Robert I. Lipp
Director
The Travelers Life and Annuity Company
<PAGE>
THE TRAVELERS FUND BD II FOR VARIABLE ANNUITIES
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS:
That I, Marc P. Weill of New York, New York, director of The
Travelers Life and Annuity Company (hereafter the "Company"), do hereby make,
constitute and appoint Jay S. Fishman, Director and Chief Financial Officer
of said Company, and Ernest J. Wright, Assistant Secretary of said Company,
or either one of them acting alone, my true and lawful attorney-in-fact, for
me, and in my name, place and stead, to sign registration statements on
behalf of said Company on Form N-4 or other appropriate form under the
Securities Act of 1933 and the Investment Company Act of 1940 for The
Travelers Fund BD II for Variable Annuities, a separate account of the
Company dedicated specifically to the funding of variable annuity contracts
to be offered by the Company, and further, to sign any and all amendments
thereto, including post-effective amendments, that may be filed by the
Company on behalf of said registrant.
In Witness Whereof, I have hereunto set my hand this 24th day of
February, 1995.
/s/Marc P. Weill
Director
The Travelers Life and Annuity Company
<PAGE>
THE TRAVELERS FUND BD II FOR VARIABLE ANNUITIES
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS:
That I, James F. Calvano of Norwood, New Jersey, director of The
Travelers Life and Annuity Company (hereafter the "Company"), do hereby make,
constitute and appoint Jay S. Fishman, Director and Chief Financial Officer
of said Company, and Ernest J. Wright, Assistant Secretary of said Company,
or either one of them acting alone, my true and lawful attorney-in-fact, for
me, and in my name, place and stead, to sign registration statements on
behalf of said Company on Form N-4 or other appropriate form under the
Securities Act of 1933 and the Investment Company Act of 1940 for The
Travelers Fund BD II for Variable Annuities, a separate account of the
Company dedicated specifically to the funding of variable annuity contracts
to be offered by the Company, and further, to sign any and all amendments
thereto, including post-effective amendments, that may be filed by the
Company on behalf of said registrant.
In Witness Whereof, I have hereunto set my hand this 28th day of
February, 1995.
/s/James F. Calvano
Director
The Travelers Life and Annuity Company
<PAGE>
THE TRAVELERS FUND BD II FOR VARIABLE ANNUITIES
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS:
That I, Irwin R. Ettinger of Stamford, Connecticut, director of The
Travelers Life and Annuity Company (hereafter the "Company"), do hereby make,
constitute and appoint Jay S. Fishman, Director and Chief Financial Officer
of said Company, and Ernest J. Wright, Assistant Secretary of said Company,
or either one of them acting alone, my true and lawful attorney-in-fact, for
me, and in my name, place and stead, to sign registration statements on
behalf of said Company on Form N-4 or other appropriate form under the
Securities Act of 1933 and the Investment Company Act of 1940 for The
Travelers Fund BD II for Variable Annuities, a separate account of the
Company dedicated specifically to the funding of variable annuity contracts
to be offered by the Company, and further, to sign any and all amendments
thereto, including post-effective amendments, that may be filed by the
Company on behalf of said registrant.
In Witness Whereof, I have hereunto set my hand this 28th day of
February, 1995.
/s/Irwin R. Ettinger
Director
The Travelers Life and Annuity Company
<PAGE>
THE TRAVELERS FUND BD II FOR VARIABLE ANNUITIES
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS:
That I, Michael A. Carpenter of Greenwich, Connecticut, a director
of The Travelers Life and Annuity Company (hereafter the "Company"), do
hereby make, constitute and appoint Jay S. Fishman, Director and Chief
Financial Officer of said Company, and Ernest J. Wright, Assistant Secretary
of said Company, or either one of them acting alone, my true and lawful
attorney-in-fact, for me, and in my name, place and stead, to sign
registration statements on behalf of said Company on form N-4 or other
appropriate form under the Securities Act of 1933 and the Investment Company
Act of 1940 for The Travelers Fund BD II for Variable Annuities, a separate
account of the Company dedicated specifically to the funding of variable
annuity contracts to be offered by the Company, and further, to sign any and
all amendments thereto, including post-effective amendments, that may be
filed by the Company on behalf of said registrant.
In Witness Whereof, I have hereunto set my hand this 7th day of
March, 1995.
/s/Michael A. Carpenter
Director
The Travelers Life and Annuity Company
<PAGE>
THE TRAVELERS FUND BD II FOR VARIABLE ANNUITIES
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS:
That I, James L. Morgan of Simsbury, Connecticut, Senior Vice
President and Chief Accounting Officer of The Travelers Life and Annuity
Company (hereinafter the "Company"), do hereby make, constitute and appoint
Jay S. Fishman, Director and Chief Financial Officer of said Company and
Ernest
J. Wright, Assistant Secretary of said Company, or either one of them acting
alone, my true and lawful attorney-in-fact, for me, and in my name, place and
stead, to sign registration statements on behalf of said Company on Form N-4
or other appropriate form under the Securities Act of 1933 and the Investment
Company Act of 1940 for The Travelers Fund BD II for Variable Annuities, a
separate account of the Company dedicated specifically to the funding of
variable annuity contracts to be offered by the Company, and further, to sign
any and all amendments thereto, including post-effective amendments, that may
be filed by the Company on behalf of said registrant.
In Witness Whereof, I have hereunto set my hand this 24th day of
February, 1995.
/s/James L. Morgan
Senior Vice President and
Chief Accounting Officer
The Travelers Life and Annuity Company
