-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, S3Ob/sj/URr5mpnXk4c6lJDoILIBdJ5SEW8nAcw3bw+uYwvE33umdqEkdHtWNczn LYK/rbDyV5ygTMFyZprg1Q== 0000950146-98-001583.txt : 19980916 0000950146-98-001583.hdr.sgml : 19980916 ACCESSION NUMBER: 0000950146-98-001583 CONFORMED SUBMISSION TYPE: 485BPOS PUBLIC DOCUMENT COUNT: 4 FILED AS OF DATE: 19980915 EFFECTIVENESS DATE: 19980915 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: VARIABLE ANNUITY ACCT C OF AETNA LIFE INSURANCE & ANNUITY CO CENTRAL INDEX KEY: 0000103007 STANDARD INDUSTRIAL CLASSIFICATION: [] STATE OF INCORPORATION: CT FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 485BPOS SEC ACT: SEC FILE NUMBER: 033-75988 FILM NUMBER: 98709690 FILING VALUES: FORM TYPE: 485BPOS SEC ACT: SEC FILE NUMBER: 811-02513 FILM NUMBER: 98709691 BUSINESS ADDRESS: STREET 1: 151 FARMINGTON AVE CITY: HARTFORD STATE: CT ZIP: 06156 BUSINESS PHONE: 2032734808 MAIL ADDRESS: STREET 1: C/O AETNA LIFE & CASUALTY STREET 2: 151 FARMINGTON AVE CITY: HARTFORD STATE: CT ZIP: 06156 FORMER COMPANY: FORMER CONFORMED NAME: VARIABLE ANNUITY ACCOUNT C OF AETNA VARIABLE ANNUITY LIFE IN DATE OF NAME CHANGE: 19791108 485BPOS 1 AMENDMENT TO PROSPECTUS As filed with the Securities and Exchange Registration No. 33-75988* Commission on September 15, 1998 Registration No. 811-2513 - -------------------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-4 - -------------------------------------------------------------------------------- POST-EFFECTIVE AMENDMENT NO. 12 TO REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 and Amendment to REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 - -------------------------------------------------------------------------------- Variable Annuity Account C of Aetna Life Insurance and Annuity Company Aetna Life Insurance and Annuity Company 151 Farmington Avenue, RE4A, Hartford, Connecticut 06156 Depositor's Telephone Number, including Area Code: (860) 273-4686 Julie E. Rockmore, Counsel Aetna Life Insurance and Annuity Company 151 Farmington Avenue, RE4A, Hartford, Connecticut 06156 (Name and Address of Agent for Service) - -------------------------------------------------------------------------------- It is proposed that this filing will become effective: immediately upon filing pursuant to paragraph (b) of Rule 485 -------- X on October 1, 1998 pursuant to paragraph (b) of Rule 485 -------- *Pursuant to Rule 429(a) under the Securities Act of 1933, Registrant has included a combined prospectus under this Registration Statement which includes all the information which would currently be required in prospectuses relating to the securities covered by the following earlier Registration Statements: 33-75972; 33-76024; and 33-89858. VARIABLE ANNUITY ACCOUNT C CROSS REFERENCE SHEET
LOCATION - PROSPECTUS DATED MAY 1, 1998, FORM N-4 AND AS AMENDED BY SUPPLEMENTS EACH DATED ITEM NO. PART A (PROSPECTUS) OCTOBER 1, 1998 Cover Page........................................... Cover Page 2 Definitions.......................................... Definitions 3 Synopsis............................................. Prospectus Summary; Fee Table, and as supplemented 4 Condensed Financial Information...................... Condensed Financial Information 5 General Description of Registrant, Depositor, and Portfolio Companies.................................. The Company; Variable Annuity Account C; The Funds, and as supplemented 6 Deductions and Expenses.............................. Charges and Deductions; Distribution 7 General Description of Variable Annuity Contracts.... Purchase; Miscellaneous 8 Annuity Period....................................... Annuity Period 9 Death Benefit........................................ Death Benefit During Accumulation Period; Death Benefit Payable During the Annuity Period 10 Purchases and Contract Value......................... Purchase; Contract Valuation 11 Redemptions.......................................... Right to Cancel; Withdrawals 12 Taxes................................................ Tax Status 13 Legal Proceedings.................................... Miscellaneous - Legal Matters and Proceedings 14 Table of Contents of the Statement of Additional Information.......................................... Contents of the Statement of Additional Information
FORM N-4 LOCATION - STATEMENT OF ADDITIONAL ITEM NO. PART B (STATEMENT OF ADDITIONAL INFORMATION INFORMATION DATED MAY 1, 1998 15 Cover Page........................................... Cover page 16 Table of Contents.................................... Table of Contents 17 General Information and History...................... General Information and History 18 Services............................................. General Information and History; Independent Auditors 19 Purchase of Securities Being Offered................. Offering and Purchase of Contracts 20 Underwriters......................................... Offering and Purchase of Contracts 21 Calculation of Performance Data...................... Performance Data; Average Annual Total Return Quotations 22 Annuity Payments..................................... Annuity Payments 23 Financial Statements................................. Financial Statements
Part C (Other Information) Information required to be included in Part C is set forth under the appropriate item, so numbered, in Part C to this Registration Statement. PARTS A AND B The Prospectus and Statement of Additional Information are incorporated into Part A and Part B of this Post-Effective Amendment No. 12, respectively, by reference to Post-Effective Amendment No. 11 to the Registration Statement on Form N-4 (File No. 33-75988), as filed electronically on April 20, 1998 (Accession No. 0000950146-98-000669). Two Supplements to the Prospectus, each dated October 1, 1998, are included in Part A of this Post-Effective Amendment. AETNA LIFE INSURANCE AND ANNUITY COMPANY VARIABLE ANNUITY ACCOUNT C INDIVIDUAL DEFERRED VARIABLE ANNUITY CONTRACTS FOR INDIVIDUAL RETIREMENT ANNUITIES (SECTION 408(B)) AND SIMPLIFIED EMPLOYEE PENSION PLANS (SECTION 408(K)) Supplement Dated October 1, 1998 to the Prospectus Dated May 1, 1998 This supplement describes Series D of Aetna GET Fund ("GET D"), an investment option which may be available under the Contracts described by the Variable Annuity C prospectus, and a guarantee offered by the Aetna Life Insurance and Annuity Company ("Aetna") in connection with investments in GET D. GET D may not be available in all jurisdictions or under all Contracts. See the GET D prospectus for a more complete description of the Fund, including charges and expenses. AETNA GET FUND--SERIES D GET D seeks to achieve maximum total return without compromising a minimum targeted rate of return, by participating in favorable equity market performance during the Guaranteed Period which runs from January 16, 1999 through January 15, 2004. GET D shares will be offered for a limited time period, from October 15, 1998 through the close of business on January 15, 1999. ("Offering Period"). Aeltus Investment Management, Inc. is the investment adviser to GET D. THE GET FUND GUARANTEE GET D will mature on January 15, 2004 ("Maturity Date"), which will end the Guaranteed Period for GET D. Aetna guarantees that the value of a GET D accumulation unit on the Maturity Date will not be less than the value of a GET D accumulation unit as valued after the close of business on the last day of the Offering Period. If necessary, Aetna will transfer funds from its General Account to GET D to offset any shortfall. THIS GUARANTEE DOES NOT APPLY TO WITHDRAWALS OR TRANSFERS MADE BEFORE THE MATURITY DATE. Such withdrawals or transfers are made at the actual accumulation unit value on the date of the transaction. GET D is only available as an investment option during the accumulation period. GET D should not be selected if annuity payments or other withdrawals or transfers from GET D are expected to begin prior to the Maturity Date. Contract Holders must transfer any portion of the value of their account ("Account Value") held in GET D to another investment option before an annuity option is elected. Prior to the Maturity Date, Aetna will send a notice to each Contract Holder with amounts in GET D, reminding them that the Maturity Date is approaching and that another investment option must be elected. If no such election is made, on the Maturity Date, Aetna will transfer the portion of the Account Value based on GET D to another available series of GET Fund. If no GET Fund series is available, 50% of the Account Value from GET D will be transferred to Aetna Variable Fund d/b/a Aetna Growth and Income VP, a growth and income fund. The remaining 50% of the Account Value from GET D will be transferred to Aetna Income Shares d/b/a Aetna Bond VP, a bond fund. The transfers would be made as of the next determined accumulation unit value. X.75988-98 October 1998 The following information supplements the Fee Table contained in the Prospectus. Separate Account Annual Expenses (Daily deductions, equal to the percentage shown on an annual basis, made from amounts allocated to the GET D investment option under the Contract): Mortality and Expense Risk Charge......................................1.25%(1) Administrative Charge..................................................0.00%(2) GET Guarantee Charge (deducted daily during the Guaranteed Period).....0.25% Total Separate Account Annual Expenses.................................1.50% (1) This illustrates the maximum mortality and expense risk charge that can be deducted under the Contract. For the 1994 Contracts, the charge may be reduced to 1.15% under certain circumstances. (See "Charges and Deductions.") (2) We currently do not impose an administrative expense charge. However, we reserve the right to deduct a daily charge from the Subaccounts, equivalent on an annual basis to not more than 0.25%. Aetna GET Fund Series D Annual Expenses (As a percentage of average net assets)
INVESTMENT OTHER TOTAL FUND ADVISORY FEE* EXPENSES** ANNUAL EXPENSES --------------- -------------- ---------------- Aetna GET Fund Series D 0.60% 0.15% 0.75%
*0.25% during the Offering Period. Thereafter, a management fee at an annual rate of 0.60% will apply during the Guaranteed Period. **"Other Expenses" include an administrative fee on an annual basis of 0.075% of the average daily net assets of GET D and additional expenses which the investment adviser has agreed will not exceed on an annual basis 0.075% of the average daily net assets of GET D. For more information regarding expenses paid out of assets of the Fund, see the GET D prospectus. HYPOTHETICAL ILLUSTRATION (Example)--Aetna GET Fund Series D THIS EXAMPLE IS PURELY HYPOTHETICAL. IT SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE EXPENSES OR EXPECTED RETURN. ACTUAL EXPENSES AND/OR RETURN MAY BE MORE OR LESS THAN THOSE SHOWN BELOW. The following Examples illustrate the expenses that would have been paid assuming a $1,000 investment in the GET D investment option under the contract and a 5% return on assets.***
EXAMPLE A EXAMPLE B - -------------------------------------------------------------- ------------------------------------------------------------ If you withdraw your entire Account Value at the end of the If you do not withdraw your Account Value, you would pay the periods shown, you would pay the following expenses, including following expenses (no deferred sales any applicable deferred sales charge: charge is reflected): 1 Year 3 Years 5 Years 10 Years 1 Year 3 Years 5 Years 10 Years $ 85 $116 $148 $268 $24 $73 $125 $268
***The Examples above assume that a mortality and expense risk charge of 1.25% on an annual basis, a GET guarantee charge of 0.25% on an annual basis, and an annual maintenance fee of $25 converted to a percentage of assets equal to 0.095%, are assessed. Example A reflects the deferred sales charge schedule shown in Schedule C of the Prospectus. Expenses for Schedule A and Schedule B would be lower. (Please refer to the Fee Table Section of your Prospectus.) X.75988-98 October 1998 VARIABLE ANNUITY ACCOUNT C VARIABLE ANNUITY ACCOUNT B Aetna Life Insurance and Annuity Company Supplement Dated October 1, 1998 to May 1, 1998 Prospectus or Contract Prospectus Summary The following information updates and amends the "Fixed Account" Appendix or the "Fixed Account" section of the "Contracts Acquired by Exchange" Appendix of the Prospectus or Contract Prospectus Summary as follows: If the Company pays the Fixed Account Withdrawal Value in equal payments, with interest, over a period not to exceed 60 months, then the following language replaces the paragraph that describes the applicable interest rate to be credited by the Company. "During the payment period, the interest rate credited to amounts held in the Fixed Account will be determined in the manner set forth in the Contract. In no event will the interest rate be less than the minimum stated in the Contract." Information about the Aetna Value Opportunity VP investment option is amended as follows: Effective October 1, 1998, the sub-adviser for Aetna Variable Portfolios, Inc.--Aetna Value Opportunity VP will be Bradley, Foster & Sargent, Inc. Aeltus Investment Management, Inc. will continue to be the investment adviser to the Fund. X.FAVALOP-98 October 1998 VARIABLE ANNUITY ACCOUNT C PART C - OTHER INFORMATION Item 24. Financial Statements and Exhibits (a) Financial Statements: (1) Incorporated by reference in Part A: Condensed Financial Information (2) Incorporated by reference in Part B: Financial Statements of Variable Annuity Account C: - Statement of Assets and Liabilities as of December 31, 1997 - Statements of Operations and Changes in Net Assets for the years ended December 31, 1997 and 1996 - Notes to Financial Statements - Independent Auditors' Report Financial Statements of the Depositor: - Independent Auditors' Report - Consolidated Statements of Income for the years ended December 31, 1997, 1996 and 1995 - Consolidated Balance Sheets as of December 31, 1997 and 1996 - Consolidated Statements of Changes in Shareholder's Equity for the years ended December 31, 1997, 1996 and 1995 - Consolidated Statements of Cash Flows for the years ended December 31, 1997, 1996 and 1995 - Notes to Consolidated Financial Statements (b) Exhibits (1) Resolution of the Board of Directors of Aetna Life Insurance and Annuity Company establishing Variable Annuity Account C(1) (2) Not applicable (3.1) Broker-Dealer Agreement(2) (3.2) Alternative Form of Wholesaling Agreement and Related Selling Agreement(3) (4.1) Variable Annuity Contracts (IRA-CDA-IC) and (IP-CDA-IB)(4) (4.2) Endorsements (EIRA-SDOIC-97 and EIRA-SDOIC-97(NY)) to Variable Annuity Contract IRA-CDA-IC(5) (4.3) Endorsement (EIP-SDOIB-97) to Variable Annuity Contract IP-CDA-IB(5) (4.4) Endorsement (EPIRA-GI-98) to Contract IRA-CDA-IC (4.5) Endorsement (EIGET-IC(R)) to Contracts IRA-CDA-IC and (IP-CDA-IB)(6) (5.1) Variable Annuity Contract Application (304.00.1A)(7) (5.2) Variable Annuity Contract Application (703.00.1A)(8) (5.3) Variable Annuity Contract Application (75988-97)(9) (6.1) Certification of Incorporation of Aetna Life Insurance and Annuity Company(10) (6.2) Amendment of Certificate of Incorporation of Aetna Life Insurance and Annuity Company(11) (6.3) By-Laws as amended September 17, 1997 of Aetna Life Insurance and Annuity Company(12) (7) Not applicable (8.1) Fund Participation Agreement by and among Aetna Life Insurance and Annuity Company and Aetna Variable Fund, Aetna Variable Encore Fund, Aetna Income Shares, Aetna Balanced VP, Inc., Aetna GET Fund on behalf of each of its series, Aetna Generation Portfolios, Inc., on behalf of each of its series, and Aetna Variable Portfolios, Inc. on behalf of each of its series and Aeltus Investment Management, Inc., dated as of May 1, 1998(2) (8.2) Service Agreement between Aeltus Investment Management, Inc. and Aetna Life Insurance and Annuity Company in connection with the sale of shares of Aetna Variable Fund, Aetna Variable Encore Fund, Aetna Income Shares, Aetna Balanced VP, Inc., Aetna GET Fund on behalf of each of its series, Aetna Generation Portfolios, Inc. on behalf of each of its series and Aetna Variable Portfolios, Inc., on behalf of each of its series dated as of May 1, 1998(2) (8.3) Fund Participation Agreement among Calvert Responsibly Invested Balanced Portfolio, Calvert Asset Management Company, Inc. and Aetna Life Insurance and Annuity Company dated December 1, 1997(13) (8.4) Service Agreement between Calvert Asset Management Company, Inc. and Aetna Life Insurance and Annuity Company dated December 1, 1997(13) (8.5) Fund Participation Agreement between Aetna Life Insurance and Annuity Company, Variable Insurance Products Fund and Fidelity Distributors Corporation dated February 1, 1994 and amended on December 15, 1994, February 1, 1995, May 1, 1995, January 1, 1996 and March 1, 1996(11) (8.6) Fifth Amendment dated as of May 1, 1997 to the Fund Participation Agreement between Aetna Life Insurance and Annuity Company, Variable Insurance Products Fund and Fidelity Distributors Corporation dated February 1, 1994 and amended on December 15, 1994, February 1, 1996, May 1, 1995, January 1, 1996 and March 1, 1996(14) (8.7) Sixth Amendment dated November 6, 1997 to the Fund Participation Agreement between Aetna Life Insurance and Annuity Company, Variable Insurance Products Fund and Fidelity Distributors Corporation dated February 1, 1994 and amended on December 15, 1994, February 1, 1995, May 1, 1995, January 1, 1996, March 1, 1996 and May 1, 1997(15) (8.8) Seventh Amendment dated as of May 1, 1998 to the Fund Participation Agreement between Aetna Life Insurance and Annuity Company, Variable Insurance Products Fund and Fidelity Distributors Corporation dated February 1, 1994 and amended on December 15, 1994, February 1, 1995, May 1, 1995, January 1, 1996, March 1, 1996 May 1, 1997 and November 6, 1997(2) (8.9) Fund Participation Agreement between Aetna Life Insurance and Annuity Company, Variable Insurance Products Fund II and Fidelity Distributors Corporation dated February 1, 1994 and amended on December 15, 1994, February 1, 1995, May 1, 1995, January 1, 1996 and March 1,1996(11) (8.10) Fifth Amendment dated as of May 1, 1997 to the Fund Participation Agreement between Aetna Life Insurance and Annuity Company, Variable Insurance Products Fund II and Fidelity Distributors Corporation dated February 1, 1994 and amended on December 15, 1994, February 1, 1996, May 1, 1995, January 1, 1996 and March 1, 1996(14) (8.11) Sixth Amendment dated as of January 20, 1998 to the Fund Participation Agreement between Aetna Life Insurance and Annuity Company, Variable Insurance Products Fund II and Fidelity Distributors Corporation dated February 1, 1994 and amended on December 15, 1994, February 1, 1995, May 1, 1995, January 1, 1996, March 1, 1996 and May 1, 1997(16) (8.12) Seventh Amendment dated as of May 1, 1998 to the Fund Participation Agreement between Aetna Life Insurance and Annuity Company, Variable Insurance Products Fund II and Fidelity Distributors Corporation dated February 1, 1994 and amended on December 15, 1994, February 1, 1995, May 1, 1995, January 1, 1996, March 1, 1996 May 1, 1997 and January 20, 1998(2) (8.13) Service Agreement between Aetna Life Insurance and Annuity Company and Fidelity Investments Institutional Operations Company dated as of November 1, 1995(17) (8.14) Amendment dated January 1, 1997 to Service Agreement between Aetna Life Insurance and Annuity Company and Fidelity Investments Institutional Operations Company dated as of November 1, 1995(14) (8.15) Fund Participation Agreement among Janus Aspen Series and Aetna Life Insurance and Annuity Company and Janus Capital Corporation dated December 8, 1997(18) (8.16) Service Agreement between Janus Capital Corporation and Aetna Life Insurance and Annuity Company dated December 8, 1997(18) (8.17) Fund Participation Agreement between Aetna Life Insurance and Annuity Company and Oppenheimer Variable Annuity Account Funds and Oppenheimer Funds, Inc.(19) (8.18) Service Agreement between Oppenheimer Funds, Inc. and Aetna Life Insurance and Annuity Company(19) (9) Opinion and Consent of Counsel (10) Consent of Independent Auditors (11) Not applicable (12) Not applicable (13) Schedule for Computation of Performance Data(8) (14) Not applicable (15.1) Powers of Attorney(20) (15.2) Authorization for Signatures(3) 1. Incorporated by reference to Post-Effective Amendment No. 6 to Registration Statement on Form N-4 (File No. 33-75986), as filed electronically on April 22, 1996 (Accession No. 0000950146-96-000563). 2. Incorporated by reference to Registration Statement on Form N-4 (File No. 333-56297) as filed electronically on June 8, 1998 (Accession No. 0000950146-98-000983). 3. Incorporated by reference to Post-Effective Amendment No. 5 to Registration Statement on Form N-4 (File No. 33-75986), as filed electronically on April 12, 1996 (Accession No. 0000912057-96-006383). 4. Incorporated by reference to Post-Effective Amendment No. 4 to Registration Statement on Form N-4 (File No. 33-75988), as filed electronically on April 15, 1996 (Accession No. 0000912057-96-006419). 5. Incorporated by reference to Post-Effective Amendment No. 8 to Registration Statement on Form N-4 (File No. 33-75988), as filed electronically on April 17, 1997 (Accession No. 0000950146-97-000622). 6. Incorporated by reference to Post-Effective Amendment No. 8 to Registration Statement on Form N-4 (File No. 33-75964), as filed electronically on August 30, 1996 (Accession No. 0000928389-96-000150). 7. Incorporated by reference to Post-Effective Amendment No. 10 to Registration Statement Form N-4 (File No. 33-75988), as filed electronically on October 30, 1997 (Accession No. 0001029869-97-001251). 8. Incorporated by reference to Post-Effective Amendment No. 9 to Registration Statement on Form N-4 (File No. 33-75988), as filed electronically on August 18, 1997 (Accession No. 0000950146-97-001293). 9. Incorporated by reference to Post-Effective Amendment No. 12 to Registration Statement on Form N-4 (File No. 33-75988), as filed electronically on April 20, 1998 (Accession No. 0000950146-98-000669). 10. Incorporated by reference to Post-Effective Amendment No. 1 to Registration Statement on Form S-1 (File No. 33-60477), as filed electronically on April 15, 1996 (Accession No. 0000950146-96-000534). 11. Incorporated by reference to Post-Effective Amendment No. 12 to Registration Statement on Form N-4 (File No. 33-75964), as filed electronically on February 11, 1997 (Accession No. 0000950146-97-000159). 12. Incorporated by reference to Post-Effective Amendment No. 12 to Registration Statement on Form N-4 (File No. 33-91846), as filed electronically on October 30, 1997 (Accession No. 0000950146-97-001589). 13. Incorporated by reference to Post-Effective Amendment No. 8 to Registration Statement on Form N-4 (File No. 333-01107), as filed electronically on February 19, 1998 (Accession No. 0000950146-98-000248) 14. Incorporated by reference to Post-Effective Amendment No. 30 to Registration Statement on Form N-4 (File No. 33-34370), as filed electronically on September 29, 1997 (Accession No. 0000950146-97-001485). 15. Incorporated by reference to Post-Effective Amendment No. 16 to Registration Statement on Form N-4 (File No. 33-75964), as filed electronically on February 9, 1998 (Accession No. 0000950146-98-000179). 16. Incorporated by reference to Post-Effective Amendment No. 7 to Registration Statement on Form S-6 (File No. 33-75248), as filed electronically on February 24, 1998 (Accession No. 0000950146-98-000267). 17. Incorporated by reference to Post-Effective Amendment No. 3 to Registration Statement on Form N-4 (File No. 33-88720), as filed electronically on June 28, 1996 (Accession No. 0000928389-96-000136). 18. Incorporated by reference to Post-Effective Amendment No. 10 to Registration Statement on Form N-4 (File No. 33-75992), as filed electronically on December 31, 1997 (Accession No. 0000950146-97-001982). 19. Incorporated by reference to Post-Effective Amendment No. 27 to Registration Statement on Form N-4 (File No. 33-34370), as filed electronically on April 16, 1997 (Accession No. 0000950146-97-000617). 20. Incorporated by reference to Pre-Effective Amendment No. 1 to Registration Statement on Form N-4 (File No. 333-56297), as filed electronically on August 4, 1998 (Accession No. 0000950146-98-001283). Item 25. Directors and Officers of the Depositor
Name and Principal Business Address* Positions and Offices with Depositor - ----------------- ------------------------------------ Thomas J. McInerney Director and President Shaun P. Mathews Director and Senior Vice President Catherine H. Smith Director, Chief Financial Officer and Senior Vice President Deborah Koltenuk Vice President, Treasurer and Corporate Controller Frederick D. Kelsven Vice President and Chief Compliance Officer Kirk P. Wickman Vice President, General Counsel and Corporate Secretary
* The principal business address of all directors and officers listed is 151 Farmington Avenue, Hartford, Connecticut 06156. Item 26. Persons Controlled by or Under Common Control with the Depositor or Registrant Incorporated herein by reference to Item 26 of Registration Statement on Form N-4 (File No. 333-01107), as filed electronically on September 10, 1998 (Accession No. 0000950146-98-001550). Item 27. Number of Contract Owners As of July 31, 1998, there were 612,538 individuals holding interests in variable annuity contracts funded through Variable Annuity Account C. Item 28. Indemnification Section 21 of Public Act No. 97-246 of the Connecticut General Assembly (the "Act") provides that a corporation may provide indemnification of or advance expenses to a director, officer, employee or agent only as permitted by Sections 33-770 to 33-778, inclusive, of the Connecticut General Statutes, as amended by Sections 12 to 20, inclusive, of this Act. Reference is hereby made to Section 33-771(e) of the Connecticut General Statutes ("CGS") regarding indemnification of directors and Section 33-776(d) of CGS regarding indemnification of officers, employees and agents of Connecticut corporations. These statutes provide in general that Connecticut corporations incorporated prior to January 1, 1997 shall, except to the extent that their certificate of incorporation expressly provides otherwise, indemnify their directors, officers, employees and agents against "liability" (defined as the obligation to pay a judgment, settlement, penalty, fine, including an excise tax assessed with respect to an employee benefit plan, or reasonable expenses incurred with respect to a proceeding) when (1) a determination is made pursuant to Section 33-775 that the party seeking indemnification has met the standard of conduct set forth in Section 33-771 or (2) a court has determined that indemnification is appropriate pursuant to Section 33-774. Under Section 33-775, the determination of and the authorization for indemnification are made (a) by the disinterested directors, as defined in Section 33-770(3); (b) by special counsel; (c) by the shareholders; or (d) in the case of indemnification of an officer, agent or employee of the corporation, by the general counsel of the corporation or such other officer(s) as the board of directors may specify. Also, Section 33-772 provides that a corporation shall indemnify an individual who was wholly successful on the merits or otherwise against reasonable expenses incurred by him in connection with a proceeding to which he was a party because he was a director, officer, employee or agent of the corporation. In the case of a proceeding by or in the right of the corporation or with respect to conduct for which the director, officer, agent or employee was adjudged liable on the basis that he received a financial benefit to which he was not entitled, indemnification is limited to reasonable expenses incurred in connection with the proceeding against the corporation to which the individual was named a party. The statute does specifically authorize a corporation to procure indemnification insurance on behalf of an individual who was a director, officer, employer or agent of the corporation. Consistent with the statute, Aetna Inc. has procured insurance from Lloyd's of London and several major United States excess insurers for its directors and officers and the directors and officers of its subsidiaries, including the Depositor. Item 29. Principal Underwriter (a) In addition to serving as the principal underwriter and depositor for the Registrant, Aetna Life Insurance and Annuity Company (Aetna) also acts as the principal underwriter, only, for Aetna Variable Encore Fund, Aetna Variable Fund, Aetna Generation Portfolios, Inc., Aetna Income Shares, Aetna Balanced VP, Inc. (formerly Aetna Investment Advisers Fund, Inc.), Aetna GET Fund, and Aetna Variable Portfolios, Inc. and as the principal underwriter and investment adviser for Portfolio Partners, Inc. (all management investment companies registered under the Investment Company Act of 1940 (1940 Act)). Additionally, Aetna acts as the principal underwriter and depositor for Variable Life Account B of Aetna, Variable Annuity Account B of Aetna and Variable Annuity Account G of Aetna (separate accounts of Aetna registered as unit investment trusts under the 1940 Act). Aetna is also the principal underwriter for Variable Annuity Account I of Aetna Insurance Company of America (AICA) (a separate account of AICA registered as a unit investment trust under the 1940 Act). (b) See Item 25 regarding the Depositor. (c) Compensation as of December 31, 1997:
(1) (2) (3) (4) (5) Name of Net Underwriting Compensation on Principal Discounts and Redemption or Brokerage Underwriter Commissions Annuitization Commissions Compensation* - ----------- ----------- ------------- ----------- ------------- Aetna Life Insurance $1,987,454 $124,603,039 and Annuity Company
* Compensation shown in column 5 includes deductions for mortality and expense risk guarantees and contract charges assessed to cover costs incurred in the sales and administration of the contracts issued under Variable Annuity Account C. Item 30. Location of Accounts and Records All accounts, books and other documents required to be maintained by Section 31(a) of the 1940 Act and the rules under it relating to the securities described in and issued under this Registration Statement are located at the home office of the Depositor as follows: Aetna Life Insurance and Annuity Company 151 Farmington Avenue Hartford, Connecticut 06156 Item 31. Management Services Not applicable Item 32. Undertakings Registrant hereby undertakes: (a) to file a post-effective amendment to this registration statement on Form N-4 as frequently as is necessary to ensure that the audited financial statements in the registration statement are never more than sixteen months old for as long as payments under the variable annuity contracts may be accepted; (b) to include as part of any application to purchase a contract offered by a prospectus which is part of this registration statement on Form N-4, a space that an applicant can check to request a Statement of Additional Information; and (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. (d) Insofar as indemnification for liability arising under the Securities Act of 1933 may be permitted to directors, officers and controlling persons of the Registrant pursuant to the foregoing provisions, or otherwise, the Registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Registrant of expenses incurred or paid by a director, officer or controlling person of the Registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the Registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question of whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue. (e) Aetna Life Insurance and Annuity Company represents that the fees and charges deducted under the contracts covered by this registration statement, in the aggregate, are reasonable in relation to the services rendered, the expenses expected to be incurred, and the risks assumed by the insurance company. SIGNATURES As required by the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant, Variable Annuity Account C of Aetna Life Insurance and Annuity Company, certifies that it meets the requirements of Securities Act Rule 485(b) for effectiveness of this Post-Effective Amendment to its Registration Statement on Form N-4 (File No. 33-75988) and has caused this Post-Effective Amendment to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Hartford, State of Connecticut, on the 15th day of September, 1998. VARIABLE ANNUITY ACCOUNT C OF AETNA LIFE INSURANCE AND ANNUITY COMPANY (Registrant) By: AETNA LIFE INSURANCE AND ANNUITY COMPANY (Depositor) By: Thomas J. McInerney* ----------------------------------------- Thomas J. McInerney President As required by the Securities Act of 1933, this Post-Effective Amendment No. 12 to the Registration Statement has been signed by the following persons in the capacities and on the dates indicated.
Signature Title Date - --------- ----- ---- Thomas J. McInerney* Director and President ) - ------------------------------------ (principal executive officer) ) Thomas J. McInerney ) ) Shaun P. Mathews* Director ) September - ------------------------------------ ) Shaun P. Mathews ) 15, 1998 ) Catherine H. Smith* Director and Chief Financial Officer ) - ------------------------------------ ) Catherine H. Smith ) ) Deborah Koltenuk* Vice President, Treasurer and Corporate Controller ) - ------------------------------------ ) Deborah Koltenuk )
By: /s/ Julie E. Rockmore ------------------------------------------------------ Julie E. Rockmore *Attorney-in-Fact VARIABLE ANNUITY ACCOUNT C EXHIBIT INDEX
Exhibit No. Exhibit Page - ----------- ------- ---- 99-B.1 Resolution of the Board of Directors of Aetna Life Insurance and Annuity * Company establishing Variable Annuity Account C 99-B.3.1 Broker-Dealer Agreement * 99-B.3.2 Alternative Form of Wholesaling Agreement and Related Selling Agreement * 99-B.4.1 Variable Annuity Contracts (IRA-CDA-IC) and * (IP-CDA-IB) 99-B.4.2 Endorsements (EIRA-SDOIC-97 and EIRA-SDOIC-97(NY)) to Variable Annuity * Contract IRA-CDA-IC 99-B.4.3 Endorsement (EIP-SDOIB-97) to Variable Annuity Contract * IP-CDA-IB 99-B.4.4 Endorsement (EPIRA-GI-98) to Contract IRA-CDA-IC ----------------- 99-B.4.5 Endorsement (EIGET-IC(R)) to Contracts IRA-CDA-IC and * (IP-CDA-IB) 99-B.5.1 Variable Annuity Contract Application (304.00.1A) * 99-B.5.2 Variable Annuity Contract Application (703.00.1A) * 99-B.5.3 Variable Annuity Contract Application (75988-97) * 99-B.6.1 Certification of Incorporation of Aetna Life Insurance and Annuity Company * 99-B.6.2 Amendment of Certificate of Incorporation of Aetna Life Insurance and * Annuity Company 99-B.6.3 By-Laws as amended September 17, 1997 of Aetna Life Insurance and Annuity * Company
*Incorporated by reference
Exhibit No. Exhibit Page - ----------- ------- ---- 99-B.8.1 Fund Participation Agreement by and among Aetna Life Insurance and Annuity * Company and Aetna Variable Fund, Aetna Variable Encore Fund, Aetna Income Shares, Aetna Balanced VP, Inc., Aetna GET Fund on behalf of each of its series, Aetna Generation Portfolios, Inc., on behalf of each of its series, and Aetna Variable Portfolios, Inc. on behalf of each of its series and Aeltus Investment Management, Inc., dated as of May 1, 1998 99-B.8.2 Service Agreement between Aeltus Investment Management, Inc. and Aetna Life * Insurance and Annuity Company in connection with the sale of shares of Aetna Variable Fund, Aetna Variable Encore Fund, Aetna Income Shares, Aetna Balanced VP, Inc., Aetna GET Fund on behalf of each of its series, Aetna Generation Portfolios, Inc. on behalf of each of its series and Aetna Variable Portfolios, Inc., on behalf of each of its series dated as of May 1, 1998 99-B.8.3 Fund Participation Agreement among Calvert Responsibly Invested Balanced * Portfolio, Calvert Asset Management Company, Inc. and Aetna Life Insurance and Annuity Company dated December 1, 1997 99-B.8.4 Service Agreement between Calvert Asset Management Company, Inc. and Aetna * Life Insurance and Annuity Company dated December 1, 1997 99-B.8.5 Fund Participation Agreement between Aetna Life Insurance and Annuity Company, Variable Insurance Products Fund and Fidelity Distributors Corporation dated February 1, 1994 and amended on December 15, 1994, February 1, 1995, May 1, 1995, January 1, 1996 and March 1, 1996 * 99-B.8.6 Fifth Amendment dated as of May 1, 1997 to the Fund Participation Agreement * between Aetna Life Insurance and Annuity Company, Variable Insurance Products Fund and Fidelity Distributors Corporation dated February 1, 1994 and amended on December 15, 1994, February 1, 1996, May 1, 1995, January 1, 1996 and March 1, 1996
*Incorporated by reference
Exhibit No. Exhibit Page - ----------- ------- ---- 99-B.8.7 Sixth Amendment dated November 6, 1997 to the Fund Participation Agreement * between Aetna Life Insurance and Annuity Company, Variable Insurance Products Fund and Fidelity Distributors Corporation dated February 1, 1994 and amended on December 15, 1994, February 1, 1995, May 1, 1995, January 1, 1996, March 1, 1996 and May 1, 1997 99-B.8.8 Seventh Amendment dated as of May 1, 1998 to the Fund Participation * Agreement between Aetna Life Insurance and Annuity Company, Variable Insurance Products Fund and Fidelity Distributors Corporation dated February 1, 1994 and amended on December 15, 1994, February 1, 1995, May 1, 1995, January 1, 1996, March 1, 1996 May 1, 1997 and November 6, 1997 99-B.8.9 Fund Participation Agreement between Aetna Life Insurance and Annuity Company, Variable Insurance Products Fund II and Fidelity Distributors Corporation dated February 1, 1994 and amended on December 15, 1994, February 1, 1995, May 1, 1995, January 1, 1996 and March 1,1996 * 99-B.8.10 Fifth Amendment dated as of May 1, 1997 to the Fund Participation Agreement * between Aetna Life Insurance and Annuity Company, Variable Insurance Products Fund II and Fidelity Distributors Corporation dated February 1, 1994 and amended on December 15, 1994, February 1, 1996, May 1, 1995, January 1, 1996 and March 1, 1996 99-B.8.11 Sixth Amendment dated as of January 20, 1998 to the Fund Participation * Agreement between Aetna Life Insurance and Annuity Company, Variable Insurance Products Fund II and Fidelity Distributors Corporation dated February 1, 1994 and amended on December 15, 1994, February 1, 1995, May 1, 1995, January 1, 1996, March 1, 1996 and May 1, 1997
*Incorporated by reference
Exhibit No. Exhibit Page - ----------- ------- ---- 99-B.8.12 Seventh Amendment dated as of May 1, 1998 to the Fund Participation * Agreement between Aetna Life Insurance and Annuity Company, Variable Insurance Products Fund II and Fidelity Distributors Corporation dated February 1, 1994 and amended on December 15, 1994, February 1, 1995, May 1, 1995, January 1, 1996, March 1, 1996 May 1, 1997 and January 20, 1998 99-B.8.13 Service Agreement between Aetna Life Insurance and Annuity Company and * Fidelity Investments Institutional Operations Company dated as of November 1, 1995 99-B.8.14 Amendment dated January 1, 1997 to Service Agreement between Aetna Life * Insurance and Annuity Company and Fidelity Investments Institutional Operations Company dated as of November 1, 1995 99-B.8.15 Fund Participation Agreement among Janus Aspen Series and Aetna Life * Insurance and Annuity Company and Janus Capital Corporation dated December 8, 1997 99-B.8.16 Service Agreement between Janus Capital Corporation and Aetna Life Insurance * and Annuity Company dated December 8, 1997 99-B.8.17 Fund Participation Agreement between Aetna Life Insurance and Annuity * Company and Oppenheimer Variable Annuity Account Funds and Oppenheimer Funds, Inc. 99-B.8.18 Service Agreement between Oppenheimer Funds, Inc. and Aetna Life Insurance * and Annuity Company 99-B.9 Opinion and Consent of Counsel ----------------- 99-B.10 Consent of Independent Auditors ----------------- 99-B.13 Schedule for Computation of Performance Data *
*Incorporated by reference
Exhibit No. Exhibit Page - ----------- ------- ---- 99-B.15.1 Powers of Attorney * 99-B.15.2 Authorization for Signatures *
*Incorporated by reference EX-99.B4.4 2 ENDORSEMENT Aetna Life Insurance and Annuity Company ENDORSEMENT This Contract is hereby endorsed as follows: Section 3.02 Guaranteed Interest Rate - Fixed Account is amended and restated as follows: Aetna will add interest daily to all amounts held in the Fixed Account. For each calendar year, Aetna will set a minimum guaranteed annual interest rate which will apply to amounts held in the Fixed Account during the calendar year. This rate will never be less than an annual rate of 3%. This one year minimum guaranteed interest rate will be established prior to each calendar year and will be made available to the Contract Holder in advance of the calendar year. Aetna, in its discretion, may credit interest at a rate greater than this one year rate. Aetna will make available to the Contract Holder the rate currently being credited to amounts held in the Fixed Account. Section 3.15 Payment of Surrender Value is amended by restating the last paragraph as follows: During the payment period, the interest rate will be credited to the remaining Fixed Account balance at a single fixed rate that will not be more than two percentage points below the rate being credited to the Fixed Account as of the date of surrender. In no event will the credited interest rate be less than 3%. Endorsed and made a part of the Contract effective on the Effective Date of the Contract. /s/ Thomas J. McInerney President Aetna Life Insurance and Annuity Company EPIRA-GI-98 EX-99.B9 3 OPINION AND CONSENT OF COUNSEL [Aetna Logo] [Aetna Letterhead] 151 Farmington Avenue Hartford, CT 06156 Julie E. Rockmore Counsel Law Division, RE4A September 15, 1998 Investments & Financial Services (860) 273-4686 Fax: (860) 273-8340 Securities and Exchange Commission 450 Fifth Street, N.W. Washington, DC 20549 Re: Aetna Life Insurance and Annuity Company and its Variable Annuity Account C Post-Effective Amendment No. 12 to Registration Statement on Form N-4 Prospectus Title: Deferred Variable Annuity Contracts for use with Individual Retirement Annuities (IRAs) and Simplified Employee Pension (SEP) Plans under Section 408 File Nos. 33-75988* and 811-2513 Dear Sir or Madam: The undersigned serves as counsel to Aetna Life Insurance and Annuity Company, a Connecticut life insurance company (the "Company"). It is my understanding that the Company, as depositor, has registered an indefinite amount of securities (the "Securities") under the Securities Act of 1933 (the "Securities Act") as provided in Rule 24f-2 under the Investment Company Act of 1940 (the "Investment Company Act"). In connection with this opinion, I or those for whom I have supervisory responsibility, have reviewed the N-4 Registration Statement, as amended to the date hereof, and this Post-Effective Amendment No. 12. I have also examined originals or copies, certified or otherwise identified to my satisfaction, of such documents, trust records and other instruments I have deemed necessary or appropriate for the purpose of rendering this opinion. For purposes of such examination, I have assumed the genuineness of all signatures on original documents and the conformity to the original of all copies. I am admitted to practice law in Connecticut, and do not purport to be an expert on the laws of any other state. My opinion herein as to any other law is based upon a limited inquiry thereof which I have deemed appropriate under the circumstances. - -------- * Pursuant to Rule 429(a) under the Securities Act of 1933, Registrant has included a combined prospectus under this Registration Statement which includes all the information which would currently be required in prospectuses relating to the securities covered by the following earlier Registration Statements: 33-75972; 33-76024; and 33-89858. Based upon the foregoing, and, assuming the Securities are sold in accordance with the provisions of the prospectus, I am of the opinion that the Securities being registered will be legally issued and will represent binding obligations of the Company. I consent to the filing of this opinion as an exhibit to the Registration Statement. Sincerely, /s/ Julie E. Rockmore Julie E. Rockmore EX-99.B10 4 CONSENT OF INDEPENDENT AUDITORS Consent of Independent Auditors The Board of Directors of Aetna Life Insurance and Annuity Company and Contractholders of Aetna Variable Annuity Account C: We consent to the incorporation by reference in this Post-Effective Amendment No. 12 to Registration Statement (File No. 33-75988) on Form N-4 our reports dated February 3, 1998 and February 27, 1998. /s/ KPMG Peat Marwick LLP Hartford, Connecticut September 15, 1998 -----END PRIVACY-ENHANCED MESSAGE-----