485BPOS 1 lbibfilingedgar.htm TLIC LB+ AND IB+

As filed with the Securities and Exchange Commission on April 17, 2007

Registration No. 333-86231/811-9115

 

 

SECURITIES AND EXCHANGE COMMISSION

 

WASHINGTON, D.C. 20549

 

 

FORM N-6

 

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

 

PRE-EFFECTIVE AMENDMENT NO.

( )

 

POST-EFFECTIVE AMENDMENT NO.

11

(X)

 

and/or

 

REGISTRATION STATEMENT UNDER THE INVESTMENT

 

COMPANY ACT OF 1940

 

Amendment No. 7

(X)

 

(Check appropriate box or boxes)

 

 

SEPARATE ACCOUNT VUL-A

 

(Exact Name of Registrant)

 

 

TRANSAMERICA LIFE INSURANCE COMPANY

 

(Name of Depositor)

 

4333 Edgewood Road, NE

 

Cedar Rapids, IA 52499

 

(Address of Depositor's Principal Executive Offices) (Zip Code)

 

Depositor's Telephone Number, including Area Code:

 

(800) 327-7754

 

 

Arthur D. Woods, Esq.

 

Vice President and Senior Counsel

 

Transamerica Life Insurance Company

 

570 Carillon Parkway

 

St. Petersburg, FL 33716

 

(Name and Address of Agent for Service)

 

 

Copy to:

 

 

Mary Jane Wilson-Bilik, Esq.

 

Sutherland Asbill & Brennan LLP

 

1275 Pennsylvania Avenue, N.W.

 

Washington, D.C. 20004-2415

X on May 1, 2007

, pursuant to paragraph (b)

60 days after

filing pursuant to paragraph (a)(1)

 

filing pursuant to paragraph (a)(1)

 

on

(date)

, pursuant to paragraph (a)(1)

 

If appropriate, check the following box:

 

This post-effective amendment designates a new effective date for a previously filed post-effective amendment.

 

 


 

 

PART A

 

INFORMATION REQUIRED IN A PROSPECTUS

FOR LEGACY BUILDER PLUS

 

 

 


 

PROSPECTUS

 

May 1, 2007

Legacy Builder Plus

Flexible Premium Variable Life

Insurance Policy

issued by

Separate Account VUL-A

and

Transamerica Life Insurance Company

4333 Edgewood Road NE

Cedar Rapids, Iowa 52499

(800) 525-6205

 

Transamerica Life Insurance Company is offering Legacy Builder Plus (the “Policy”), the flexible premium variable life insurance policy described in this prospectus. This prospectus provides information that a prospective owner should know before investing in the Policy. You should consider the Policy in conjunction with other insurance you own.

 

You can allocate your Cash Value to:

?

     the Separate Account VUL-A (the “variable account”), which invests in the portfolios listed on this page; or

 

a fixed account, which credits a specified rate of interest.

 

A prospectus for each of the portfolios available through the variable account must accompany this prospectus. Please read these documents before investing and save them for future reference.

 

The Policy generally will be a “modified endowment contract” for federal income tax purposes. This means all loans, surrenders and partial surrenders are treated first as distributions of taxable income, and then as a return of basis. All these distributions generally are subject to a 10% penalty tax, if taken before you reach age 59 ½.

 

The available portfolios are:

AEGON/Transamerica Series Trust (“Series Fund”) – Initial Class

Oppenheimer Variable Account Funds

 

Oppenheimer Capital Appreciation Fund/VA

 

Transamerica Equity

 

Oppenheimer Global Securities Fund/VA

Van Kampen Mid-Cap Growth

Oppenheimer High Income Fund/VA

AIM Variable Insurance Funds - Series I Shares

 

Oppenheimer Main Street Fund/VA

 

AIM V.I. Capital Appreciation Fund

 

Oppenheimer Strategic Bond Fund/VA

 

AIM V.I. Core Equity Fund

Variable Insurance Products Funds

(VIP) – Service Class 2

AIM VI Government Securities Fund

Dreyfus Stock Index Fund - Initial Class

 

Fidelity VIP Balanced Portfolio

Dreyfus Variable Investment Fund

 

Fidelity VIP Contrafund® Portfolio

 

Dreyfus VIF - Money Market Portfolio

 

Fidelity VIP Equity-Income Portfolio

MFS® Variable Insurance TrustSM

 

Fidelity VIP Growth Portfolio

 

MFS Emerging Growth Series

 

Fidelity VIP Growth & Income Portfolio

 

MFS Research Series

 

Fidelity VIP High Income Portfolio

 

MFS Total Return Series

 

Fidelity VIP Investment Grade Bond Portfolio

 

MFS Utilities Series

 

Fidelity VIP Mid Cap Portfolio

 

Please note that the Policies and the portfolios:

      are not bank deposits

      are not federally insured

      are not endorsed by any bank or government agency

      are not guaranteed to achieve their goals

      are subject to risks, including loss of the amount invested.

 

If you already own a life insurance policy, it may not be to your advantage to buy additional insurance or to replace your policy with the Policy described in this prospectus. And it may not be to your advantage to borrow money to purchase the Policy or to take withdrawals from another policy you own to make premium payments under the Policy.

 

The Securities and Exchange Commission has not approved or disapproved this Policy or determined that this prospectus is accurate or complete. Any representation to the contrary is a criminal offense.

 


 

Table of Contents

 

Policy Benefits/Risks Summary

1

Policy Benefits

1

The Policy in General

1

Flexible Premiums

1

Variable Death Benefit

1

No Lapse Guarantee

2

Cash Value

2

Transfers

2

Loans

2

Partial Surrenders and Full Surrenders

3

Policy Risks

3

Risk of an Increase in Current Fees and Expenses

3

Investment Risks

3

Risk of Lapse

3

Tax Risks

4

Loan Risks

4

Portfolio Risks

4

Fee Tables

4

Range of Expenses for the Portfolios

6

Redemption Fees

7

Transamerica, the Variable Account, the Fixed Account and the Portfolios

7

Transamerica Life Insurance Company

7

The Variable Account

7

The Fixed Account

8

The Portfolios

8

Selection of Underlying Portfolios

10

Addition, Deletion, or Substitution of Portfolios

11

Your Right to Vote Portfolio Shares

11

Charges and Deductions

11

Premium Expense Charge

12

Monthly Deduction

12

Daily Charge

13

Surrender Charge

13

Partial Surrender Charge

13

Loan Interest Spread

14

Transfer Charge

14

Rider Charges

14

Portfolio Expenses

14

Revenue We Receive

14

Redemption Fees

16

The Policy

16

Ownership Rights

16

Modifying the Policy

16

Purchasing a Policy

16

Tax Free “Section 1035” Exchanges

17

When Insurance Coverage Takes Effect

17

Canceling a Policy (Free-Look Period)

17

Policy Features

17

Premiums

17

Allocating Premiums

17

Premium Payments

18

Transfers

18

General

18

Telephone Transfer Privileges

19

Disruptive Trading and Market Timing

19

 

 

 

 

ii

 


 

 

Dollar Cost Averaging

22

Asset Rebalancing Program

22

Policy Values

23

Cash Value

23

Growth Accelerator

23

Cash Surrender Value

23

Subaccount Value

23

Unit Value

24

Fixed Account Value

24

Death Benefit

24

Death Benefit

24

Accelerated Death Benefit Rider

25

Payment Options

26

Terminal Illness Accelerated Death Benefit Rider

26

Full and Partial Surrenders

26

Full Surrenders

26

Partial Surrenders

26

Loans

27

General

27

Fixed Account Policy Loan

27

Collateral:

27

Interest Rate:

28

Variable Interest Policy Loan

28

Collateral:

28

Interest Rate:

29

Policy Lapse and Reinstatement

29

Lapse

29

Reinstatement

29

Federal Tax Considerations

30

Tax Status of the Policy

30

Tax Treatment of Policy Benefits

30

Other Policy Information

32

Extending the Maturity Date

32

Payments We Make

33

Split Dollar Arrangements

33

Policy Termination

34

Riders

34

Additional Information

34

Sale of the Policies

34

Associate Policies

36

Legal Proceedings

36

Financial Statements

36

Table of Contents of the Statement of Additional Information

37

Glossary

38

Prospectus Back Cover

40

Personalized Illustrations of Policy Benefits

40

Inquiries

40

 

 

 

ii

 


 

Policy Benefits/Risks Summary

 

This summary describes the Policy’s important benefits and risks. More detailed information about the Policy appears later in this prospectus and in the Statement of Additional Information (“SAI”). For your convenience, we have provided a Glossary at the end of this prospectus that defines certain words and phrases used in this prospectus.

 

Policy Benefits

 

The Policy in General

 

The Legacy Builder Plus is a flexible premium variable life insurance policy. The Policy gives you the potential for long-term insurance coverage with the opportunity for tax-deferred cash value accumulation. The Policy’s Cash Value will increase or decrease depending on the investment performance of the subaccounts, the premiums you pay, the fees and charges we deduct, the interest we credit to the Fixed Account, and the effects of any Policy transactions (such as transfers, loans and partial surrenders).

The Policy is designed to be long-term in nature in order to provide significant life insurance benefits for you. However, purchasing this Policy involves certain risks. You should purchase the Policy only if you have the financial ability to keep it in force for a substantial period of time. You should consider the Policy in conjunction with other insurance you own. The Policy is not suitable as a short-term savings vehicle. There may be adverse consequences should you decide to surrender your Policy early, such as payment of a surrender charge that applies during the first six (6) Policy years.

Fixed Account. You may place money in the basic fixed account where it earns interest at an annual rate of at least 3%. We may declare a higher rate of interest, but we are not obligated to do so. The fixed account is part of our general account.

Variable Account. You may allocate the money in your Policy to any of the subaccounts of the variable account. We do not guarantee any money you place in the subaccounts. The value of each subaccount will increase or decrease, depending on the investment performance of the corresponding portfolio. You could lose some or all of your money.

Supplemental Benefits (Riders). Supplemental riders, such as the Accelerated Death Benefit Rider, are available under the Policy. We will assess additional charges for certain of these riders.

 

Flexible Premiums

 

You can select a premium payment plan, but you are not required to pay premiums according to the plan. You can vary the frequency and amount, and can skip premium payments. We will not accept any premiums after the insured reaches age 100. In general, the minimum initial premium is $10,000, and the minimum additional premium is $5,000.

Once we issue your Policy, the free look period begins. The free look period is the period when you may return the Policy and receive a refund. The length of the free look period and amount of the refund varies by state. The front cover of your Policy shows the applicable free look period.

 

Variable Death Benefit

 

While the Policy is in force, the death benefit is the greater of: (1) the Basic Death Benefit; or (2) the Guaranteed Minimum Death Benefit (“GMDB”).

Basic Death Benefit: The Basic Death Benefit is equal to the Cash Value divided by the net single premium. The net single premium is calculated using guaranteed cost of insurance charges with a 4% interest rate. The Basic Death Benefit will change monthly due to changes in the Cash Value. The net single premium will change annually. We will reduce the death benefit proceeds by any outstanding loan, any accrued loan interest, any monthly deductions due, and any payments under the Accelerated Death Benefit Rider.

Guaranteed Minimum Death Benefit: The GMDB is the greater of premiums paid or highest Cash Value on a Policy anniversary before the Insured’s age 75 (both adjusted for partial surrenders). At the Insured’s age 75, the GMDB remains fixed for the remainder of the Policy. For Policies issued after age 74, the GMDB will be the premiums paid less partial surrenders. If the Policy has an outstanding loan, the GMDB will not apply. The death benefit will be the Basic Death Benefit. The GMDB will be reinstated, however, if the Policy loan is fully repaid.

Under current tax laws, the death benefit generally should be U.S. income tax free to the beneficiary. Other taxes, such as estate taxes, may apply.

 

1

 


 

 

The Owner may exercise the Accelerated Death Benefit Rider for long-term care, if such rider was purchased with the Policy. The Accelerated Death Benefit Rider accelerates payment of a portion of the death benefit under the Policy that may be payable monthly to the Owner as reimbursement of actual charges incurred by the Insured for long-term care. We believe the benefit paid under this rider is generally not subject to tax. However, various factors such as certain business uses of the rider or the amount of other long-term care insurance on the Insured may cause the benefit to be taxable. You should consult your tax advisor.

You may also exercise the Terminal Illness Accelerated Death Benefit Rider, if the Insured has been diagnosed with a terminal condition (a disease or injury that is expected to result in death within 12 months). There is no charge for the Terminal Illness Accelerated Death Benefit Rider. We believe that the single-sum payment we make under this rider should be fully excludible from the gross income of the beneficiary, except in certain business contexts. You should consult a tax advisor.

 

No Lapse Guarantee

 

If you have no outstanding loans, then we guarantee that your Policy will never lapse. If you do have an outstanding loan, your Policy will enter a 61-day grace period whenever the loan amount exceeds the Cash Value minus any surrender charge. The loan amount is the total amount of all outstanding Policy loans, including principal and interest due. In addition, if a Policy loan is outstanding, then your Policy will enter a 61-day grace period whenever the Cash Surrender Value on any Monthly Date is insufficient to cover the monthly deductions then due. If either occurs, then your Policy will terminate without value unless you make a sufficient payment during the grace period.

 

Cash Value

 

Cash Value equals the sum of all values in the Fixed Account (including any amounts held in the Fixed Account to secure any loans) and in each subaccount of the Variable Account.

Cash Value is the starting point for calculating important values under the Policy, such as the Cash Surrender Value and the death benefit.

Growth Accelerator: At the end of each month in any Policy year, we will credit your Cash Value with additional interest at an annual rate of 0.50% if your Policy satisfies the following requirements at the beginning of the Policy year:

 

>

Cash Value is greater than 200% of the total

premiums paid; and

 

>

Cash Value exceeds $50,000.

 

Transfers

 

Each year, you may make an unlimited number of transfers of Cash Value from the subaccounts; you may make one transfer out of the Fixed Account every twelve (12) months. However, if you have an outstanding Variable Interest Policy Loan, certain transfers between the Variable Account and the Fixed Account may be restricted.

Transfers from the Fixed Account each Policy year may not exceed the greater of:

 

>

25% of the amount in the Fixed Account; or

 

>

$1,000.

We may charge $10 for the 13th and each additional transfer during a Policy year.

Dollar Cost Averaging and Asset Rebalancing programs are available at no additional cost.

We may impose restrictions on the transfer privilege. See the discussion of the risks that can result from programmed, large, frequent, or short-term transfers, in our Statement of Policy on Disruptive Trading and Market Timing.

 

Loans

 

You may take a loan against the Policy for any amount from $500 up to 90% of the Cash Value net of surrender charge, minus any outstanding loans and interest you owe.

We currently charge interest on your Fixed Account Policy Loan at an annual rate of 4.5% (maximum rate of 6%). We may adjust the rate of interest charged on the Variable Interest Policy Loan at the end of a calendar quarter, subject to certain limits. Interest is due and payable at the end of each calendar quarter. Unpaid interest becomes part of the outstanding loan.

 

2

 


 

 

You may take a Fixed Account Policy Loan (secured by the Cash Value held in the loan account, which is part of the Fixed Account), or a Variable Interest Policy Loan (secured by the Cash Value in the Fixed Account, the Variable Account or both ) as set forth by the provisions of your Policy.

Because the Policy is intended to be purchased with a single premium, it will likely be considered a Modified Endowment Contract (“MEC”). As a result, federal income taxes and a penalty tax may apply to loans you take against the Policy. If the Policy is not a MEC, Policy loans will not be taxable when taken, but could have adverse tax consequences on the surrender or lapse of the Policy.

The “no lapse guarantee” does not apply if there is an outstanding loan.

 

Partial Surrenders and Full Surrenders

 

Partial Surrender. You may make a written request to withdraw part of the Cash Surrender Value, subject to the following rules:

 

>

you must request at least $500 and the remaining Cash Surrender Value following a withdrawal may not be less than $5,000.

During the first Policy year, any amount you surrender is subject to a 7% surrender charge. After the first Policy year, you may surrender amounts up to your Policy’s gain (Cash Value minus premiums paid and minus indebtedness) free of charge. We impose a 7% surrender charge on the portion of any surrender that exceeds the gain in the Policy and is attributable to a premium paid within the six years prior to the surrender.

A partial surrender automatically causes a pro-rata reduction in the death benefit.

A partial surrender reduces the Cash Surrender Value, so it will increase the risk that the Policy will lapse.

Full Surrender. At any time while the Policy is in force, you may make a written request to surrender your Policy. Life insurance coverage will end. You will receive the Cash Surrender Value (that is, the Cash Value minus any surrender charge, and minus any outstanding loan amount including any accrued interest).

Federal income taxes may apply to partial surrenders and full surrenders. If the Policy is a MEC, a penalty tax may also apply.

 

Policy Risks

 

Risk of an Increase in Current Fees and Expenses

 

Certain fees and expenses currently are assessed at less than their guaranteed (that is, maximum) levels. In the future, we may increase these current charges up to the guaranteed (that is, maximum) levels. If fees and expenses are increased, you may need to increase the amount and/or frequency of premiums to keep the Policy in force.

 

Investment Risks

 

If you invest your Cash Value in one or more subaccounts, then you will be subject to the risk that investment performance will be unfavorable and that the Cash Value will decrease. In addition, we deduct Policy fees and charges from your Cash Value, which can significantly reduce your Cash Value. During times of poor investment performance, this deduction will have an even greater impact on your Cash Value. You could lose everything you invest and your Policy could lapse without value unless you pay additional premium. If you allocate premiums to the Fixed Account, then we credit your Cash Value with a declared rate of interest, but you assume the risk that the rate may decrease, although it will never be lower than a guaranteed minimum annual effective rate of 3%.

 

Risk of Lapse

 

If you do not have an outstanding loan, we guarantee that your Policy will never lapse (terminate without value), regardless of investment performance. If you have an outstanding loan and your Cash Surrender Value becomes zero, or if on a Monthly Date the Cash Surrender Value is insufficient to cover the entire monthly deduction then due, then the Policy will enter a 61-day grace period.

 

Whenever your Policy enters the grace period, your Policy will lapse, insurance coverage will no longer be in effect, and you will receive no benefits unless you pay additional premiums. The payment must be sufficient enough to cause the Cash Surrender Value to exceed zero, after deducting all due and unpaid monthly deductions

 

3

 


 

and outstanding loans. You might not be able to reinstate a policy that has lapsed (depending on applicable state law). A Policy lapse may have adverse tax consequences.

 

If you have an outstanding Policy loan and make a partial surrender, you will increase the risk of lapse. Before you take a Policy loan or make a withdrawal, you should carefully consider the effect your actions will have on the no lapse guarantee.

 

Tax Risks

 

We anticipate that the Policy should be deemed a life insurance contract under federal tax law and that the death benefit paid to the beneficiary will generally not be subject to federal income tax. However, there is some uncertainty in this regard. The Policy generally will be treated as a MEC under federal tax laws (except in some cases for a Policy issued in exchange for another life insurance policy that was not a MEC). If a Policy is treated as a MEC, then full surrenders, partial surrenders, and loans under a Policy will be treated first as distributions of gain that are taxable as ordinary income, and treated as tax-free recovery of the Owner’s basis in the Policy after all gain has been distributed. In addition, if the Policy is a MEC, a 10% penalty tax may be imposed on the taxable portion of full surrenders, partial surrenders, assignments, pledges, and loans taken before you reach age 59½. You should consult a qualified tax advisor for assistance in all tax matters involving your Policy.

 

Loan Risks

 

A Policy loan affects the death benefit because a loan reduces the death benefit proceeds and Cash Surrender Value by the amount of the outstanding loans, plus any interest you owe on the Policy loans.

 

While a loan is outstanding, the “no lapse guarantee” does not apply.

 

A Policy loan could make it more likely that a Policy would terminate without value. There is a risk that if the loan reduces your Cash Surrender Value to too low an amount and investment results are unfavorable, then the Policy will lapse, resulting in loss of insurance and possibly adverse tax consequences. If the Policy is a MEC, a loan will likely be taxed as a partial surrender and a 10% penalty may apply.

 

A Fixed Account Policy loan, whether or not repaid, will affect Cash Value over time because we subtract the amount of the loan from the subaccounts and fixed account as collateral. We then credit a fixed interest rate of 3.0% to the collateral in the loan account. As a result, the loan collateral does not participate in the investment results of the subaccounts nor does it receive any higher current interest rate credited to the fixed account. The longer the loan is outstanding, the greater the effect is likely to be. Depending on the investment results of the subaccounts and the interest rate credited to the fixed account, the effect could be favorable or unfavorable.

 

Portfolio Risks

 

A comprehensive discussion of the risks of each portfolio may be found in each portfolio’s prospectus. Please refer to the prospectuses for the portfolios for more information.

 

There is no assurance that any of the portfolios will achieve its stated investment objective.

 

Fee Tables

 

The following tables describe the fees and expenses that you will pay when buying, owning or surrendering the Policy. If the amount of a charge depends on the personal characteristics of the Insured or the Owner, then the fee table lists the minimum and maximum charges we assess under the Policy and the fees and charges of a representative Insured with the characteristics set forth below. These charges may not be representative of the charges you will pay.

 

The first table describes the fees and expenses that you will pay when buying the Policy, paying premiums, making partial surrenders from the Policy or transferring Policy Cash Value among the subaccounts and the fixed account.

 

 

 

 

 

4

 


 

 

Transaction Fees

 

Charge

 

When Charge is Deducted

Amount Deducted

Guaranteed Charge

Current Charge

Premium Charge:

 

Premium Expense Charge1

Upon payment of each premium

0-3.5% of each premium payment

0-3.5% of each premium payment

Partial Surrender Charge2

Upon each withdrawal during the first Policy year and in Policy years 2+ on the portion of any withdrawal that exceeds the Policy’s gain

First Policy year - 7.0% of the amount withdrawn

First Policy year - 7.0% of the amount withdrawn

Surrender Charge

 

Upon full surrender of the Policy during the 6 years after a premium payment

7% of all premiums paid during the 6 years before surrender

7% of all premiums paid during the 6 years before surrender

Transfer Charge3

Upon transfer

$10 for each transfer in excess of 12 per Policy year

None

Terminal Illness Accelerated Death Benefit Rider

When rider is exercised

Discount Factor4

Discount Factor4

 

The table below describes the fees and expenses that you will pay periodically during the time you own the Policy, not including portfolio fees and expenses.

 

Periodic Charges Other Than Portfolio Operating Expenses

 

Charge

 

When Charge is Deducted

Amount Deducted

Guaranteed Charge

Current Charge

Monthly Policy Charge

 

Monthly on the Policy Date and on each Monthly Date

 

 

Monthly Administrative Charge5

 

$2.50

$2.50

Monthly Asset Based

Charge

During the first 10 Policy years, monthly on the Policy Date and on each Monthly Date

0.55% (annually) of assets in variable account

0.55% (annually) of assets in variable account

 

_________________________

Premium expense charge is equal to the premium tax rate, if any, imposed by the owner’s resident state when we issued your Policy. State premium taxes currently range from 0.00% to a maximum of 3.50% of each premium payment.

After the first Policy year, 7% on the portion of any withdrawal that exceeds the Policy gain and is attributable to a premium paid within 6 years prior to withdrawal.

We guarantee that the first 12 transfers in a Policy year are free. We currently do not charge for transfers in excess of 12 per Policy year, but we reserve the right to charge $10 for each transfer after 12 per Policy year.

We reduce the single sum benefit by a discount factor to compensate us for lost income due to the early payment of the death benefit.

This charge is not assessed if the Cash Value at the beginning of a Policy year is greater than $50,000.

 

5

 


 

Periodic Charges Other Than Portfolio Operating Expenses

 

Charge

 

When Charge is Deducted

Amount Deducted

Guaranteed Charge

Current Charge

Cost of Insurance6

(Without Extra Ratings7)

 

Monthly on the Policy Date and on each Monthly Date

 

 

 

 

 

 Minimum Charge8

$0.10 per $1,000 of net amount at risk per month10

$0.08 per $1,000 of net amount at risk per month10

 Maximum Charge9

$15.13 per $1,000 of net amount at risk per month10

$15.13 per $1,000 of net amount at risk per month10

  Charge for a (male insured, issue age 69, Approved Preferred non-tobacco class, Policy Year 1)

$1.69 per $1,000 of net amount at risk per month10

$1.03 per $1,000 of net amount at risk per month10

Daily Charge

Daily

Annual rate of 0.75% of daily net assets of each subaccount in which you are invested

Annual rate of 0.75% of daily net assets of each subaccount in which you are invested

Loan Interest Spread for Fixed Account Policy Loan11

At the end of each calendar quarter, or earlier if applicable12

 

3.00%

1.50%

Loan Interest Spread for Variable Interest Policy Loan13

At the end of each calendar quarter, or earlier, if applicable

Variable interest rate tied, in part, to a bond index

Variable interest rate tied, in part, to a bond index

Optional Rider Charges

Accelerated Death Benefit Rider

Upon payment of premium

3% of premium paid

3% of premium paid

 

For information concerning compensation paid for the sale of the Policy, see “Sale of the Policies.”

 

Range of Expenses for the Portfolios1

 

The next table shows the lowest and highest total operating expenses charged by the portfolios during the fiscal year ended December 31, 2006. Expenses of the portfolios may be higher or lower in the future. More detail concerning each portfolio’s fees and expenses is contained in the prospectus for each portfolio.

 

 

_________________________

Cost of insurance rates vary based on the Insured’s age, gender and risk class. Cost of insurance rates generally will increase each year with the age of the Insured. The cost of insurance charges shown in the table may not be representative of the charges you will pay. Your Policy’s schedule page will indicate the guaranteed cost of insurance charge applicable to your Policy. You can obtain more information about your cost of insurance charges by contacting your agent.

We may place an Insured in a sub-standard underwriting class with extra ratings that reflect higher mortality risks and that result in higher cost of insurance rates. If the Insured possesses additional mortality risks, we may add a surcharge to the cost of insurance rates up to $83.33 monthly per $1,000 of net amount at risk.

This minimum charge is based on an Insured with the following characteristics: Female, Issue Age 30, Approved Preferred Non-Tobacco class, Policy Year 1.

This maximum charge is based on an Insured with the following characteristics: Male, Issue Age 70, Approved Rated II Tobacco class, Policy Year 1.

10  The net amount at risk equals the death benefit on the Monthly Date, divided by 1.00247, minus the Cash Value on the Monthly Date.

11 The Loan Interest Spread for a Fixed Account Policy Loan is the difference between the amount of interest we charge you for a Fixed Account Policy Loan (currently, an effective annual rate of 4.50% guaranteed not to exceed 6.00%) and the amount of interest we credit to the amount in your loan reserve account (currently, an effective rate of 3.0% guaranteed to be at least an effective annual rate of 3.0%).

12 While a Policy loan is outstanding, loan interest is due and payable at the end of each calendar quarter, or, if earlier, on the date of loan repayment, Policy lapse, surrender, Policy termination, or the Insured’s death.

13 The interest rate for a Variable Interest Policy Loan is reset quarterly based on a formula that is tied, in part, to a bond index. There is no fixed maximum rate of interest. We do not credit interest on collateral for a Variable Interest Policy Loan that is held in the Variable Account.

 

6

 


 

 

 

Lowest

Highest

Total Annual Portfolio Operating Expenses (total of all expenses that are deducted from portfolio assets, including management fees, 12b-1 fees, and other expenses)

 

0.44%

 

1.14%

Net Annual Portfolio Operating Expenses (total of all expenses that are deducted from portfolio assets, including management fees, 12b-1 fees, and other expenses, after contractual waiver of fees and expenses)2

 

0.44%

 

1.14%

1    The portfolio expenses used to prepare this table were provided to Transamerica by the funds. Transamerica has not independently verified such information. The expenses shown are those incurred for the year ended December 31, 2006. Current or future expenses may be greater or less than those shown.

2    The range of Net Annual Portfolio Operating Expenses takes into account contractual arrangements for 4 portfolios that require a portfolio’s investment adviser to reimburse or waive portfolio expenses until April 30, 2008.

 

Redemption Fees

 

A portfolio may assess a redemption fee of up to 2% on subaccount assets that are redeemed out of the portfolio in connection with a withdrawal or transfer. Each portfolio determines the amount of the redemption fee and when the fee is imposed. The redemption fee will reduce your cash value. For more information, see the portfolio prospectus.

 

Transamerica, the Variable Account, the Fixed Account and the Portfolios

 

Transamerica Life Insurance Company

 

Transamerica Life Insurance Company (“Transamerica,” “Company,” “we,” “us” or “our”), located at 4333 Edgewood Road, N.E., Cedar Rapids, Iowa 52499, is the insurance company issuing the Policy. We are obligated to pay all benefits under the Policy.

 

The Variable Account

 

Transamerica established the variable account as a separate investment account under Iowa law on November 20, 1998. Transamerica owns the assets in the variable account and may use assets in the variable account to support other variable life insurance policies we issue. The variable account is registered with the Securities and Exchange Commission (“SEC”) as a unit investment trust under the Investment Company Act of 1940, as amended, and qualifies as a “separate account” within the meaning of the federal securities laws.

 

The variable account is divided into subaccounts, each of which invests in shares of a specific portfolio of a mutual fund. The subaccounts buy and sell portfolio shares at net asset value. Any dividends and distributions from a portfolio are reinvested at net asset value in shares of that portfolio.

 

Income, gains, and losses credited to, or charged against, a subaccount of the variable account reflect the subaccount’s own investment experience and not the investment experience of our other assets. The variable account’s assets may not be used to pay any of Transamerica’s liabilities other than those arising from the Policies and other variable life insurance policies we issue that are funded through the Variable Account. If the variable account’s assets exceed the required reserves and other liabilities, we may transfer the excess to our general account.

 

Changes to the Variable Account. The variable account may include other subaccounts that are not available under the Policies and are not discussed in this prospectus. Where permitted by applicable law, Transamerica reserves the right to:

 

 

1.

Create new separate accounts;

 

2.

Combine separate accounts, including the variable account;

 

3.

Remove, combine or add subaccounts and make the new or combined subaccounts available to you at our discretion;

 

4.

Make new portfolios available under the variable account or remove existing portfolios;

 

5.

Substitute new portfolios for any existing portfolios if shares of the portfolio are no longer available for investment or if we determine that investment in a portfolio is no longer appropriate in light of the variable account’s purposes;

 

6.

Deregister the variable account under the Investment Company Act of 1940 if such registration is no longer required;

 

7

 


 

 

7.

Operate the variable account as a management investment company under the Investment Company Act of 1940 or as any other form permitted by law;

 

8.

Make other structural and operational changes affecting the Variable Account; and

 

9.

Make any changes required by the Investment Company Act of 1940 or any other law.

 

New or substitute portfolios may have different fees and expenses, and their availability may be limited to certain classes of purchasers. We will not make any such changes without receiving any necessary approval of the SEC and applicable state insurance departments. We will notify you of any changes.

 

The portfolios, which sell their shares to the Subaccounts, may discontinue offering their shares to the Subaccounts.

 

The Fixed Account

 

The basic Fixed Account is part of Transamerica’s general account. We use general account assets to support our insurance and annuity obligations other than those funded through separate accounts. Subject to applicable law, Transamerica has sole discretion over investment of the Fixed Account’s assets. Transamerica bears the full investment risk for all amounts contributed to the Fixed Account. Transamerica guarantees that the amounts allocated to the Fixed Account will be credited interest daily at a net effective interest rate of at least 3%. We will determine any interest rate credited in excess of the guaranteed rate at our sole discretion. We have no formula for determining Fixed Account interest rates in excess of the guaranteed rate nor any duration for such rates. You bear the risk that we will credit only 3% interest.

 

The Dollar Cost Averaging Fixed Account. At the time you purchase a Policy, you may place some or all of your initial net premium in the Dollar Cost Averaging Fixed Account (“DCA Fixed Account”). Money you place in the DCA Fixed Account will earn interest at an annual rate of at least 3%. We may declare a higher rate of interest at our sole discretion. We credit interest on the declining balance in the DCA Fixed Account. We will transfer money out of the DCA Fixed Account in equal installments over a period of 6 months (or other periods available at the time of issue) and place it in the subaccounts and basic fixed account according to your instructions. The first such transfer occurs on the Monthly Date after the Reallocation Date. In the last month of the DCA Fixed Account term, we will transfer interest accrued on the declining balance in the DCA Fixed Account.

 

There is no charge for participating in the DCA Fixed Account, and transfers under this program do not count in determining any transfer charge.

 

We reserve the right to stop offering the DCA Fixed Account at any time for any reason.

 

The Fixed Account is not registered with the Securities and Exchange Commission and the staff of the Securities and Exchange Commission has not reviewed the disclosure in this prospectus relating to the Fixed Account.

 

The Portfolios

 

The variable account invests in shares of certain portfolios of the Funds. Each of the Funds is registered with the SEC as an open-end management investment company. Such registration does not involve supervision of the management or investment practices or policies of the Funds by the SEC.

 

Each portfolio’s assets are held separate from the assets of the other portfolios, and each portfolio has investment objectives and policies that are different from those of the other portfolios. Thus, each portfolio operates as a separate investment fund, and the income or loss of one portfolio generally has no effect on the investment performance of any other portfolio. Pending any required approval by a state insurance regulatory authority, certain subaccounts and corresponding portfolios may not be available to residents of some states.

 

Each portfolio’s investment objective(s) and policies are summarized below. There is no assurance that any of the portfolios will achieve its stated objective(s). Certain portfolios may have investment objectives and policies similar to other portfolios that are managed by same investment adviser or sub-adviser. The investment results of the portfolios, however, may be higher or lower than those of such other portfolios. We do not guarantee or make any representation that the investment results of the portfolios will be comparable to any other portfolio, even those with the same investment adviser or manager.

 

You can find more detailed information about the portfolios, including a description of the risks, in the current prospectuses for the underlying fund portfolios, which are attached to this prospectus. You should read the funds’ prospectuses carefully.

 

8

 


 

 

Portfolio

Adviser and Investment Objective

Transamerica Equity

Transamerica Investment Management, LLC

Seeks to maximize long-term growth.

Van Kampen Mid-Cap Growth

Van Kampen Asset Management Inc.

Seeks capital appreciation by investing primarily in common stocks of small and medium-sized companies.

AIM V.I. Capital Appreciation Fund – Series I Shares

A I M Advisors, Inc.

Seeks growth of capital.

AIM V.I. Core Equity Fund – Series I Shares

A I M Advisors, Inc.

Seeks growth of capital with a secondary objective of current income.

AIM V.I. Government Securities Fund – Series I Shares

A I M Advisors, Inc.

Seeks to achieve a high level of current income consistent with reasonable concern for safety of principal.

Dreyfus Stock Index Fund

The Dreyfus Corporation and Mellon Equity Associates

Seeks to match the performance of the S&P 500®.

Dreyfus VIF – Money Market Portfolio

The Dreyfus Corporation

Seeks current income, safety of principal and liquidity of investing in high quality money market instruments.

MFS Emerging Growth Series

Massachusetts Financial Services Company

Seeks capital appreciation.

MFS Research Series

Massachusetts Financial Services Company

Seeks capital appreciation.

MFS Total Return Series

Massachusetts Financial Services Company

Seeks total return.

MFS Utilities Series

Massachusetts Financial Services Company

Seeks total return.

Oppenheimer Capital Appreciation Fund/VA

Oppenheimer Funds, Inc.

Seeks capital appreciation by investing in securities of well-known established companies.

Oppenheimer Global Securities Fund/VA

Oppenheimer Funds, Inc.

Seeks long-term capital appreciation by investing a substantial portion of assets in securities of foreign issuers, “growth-type” companies, cyclical industries and special situations that are considered to have appreciation possibilities.

Oppenheimer High Income Fund/VA

Oppenheimer Funds, Inc.

Seeks a high level of current income from investment in high-yield fixed-income securities.

Oppenheimer Main Street Fund/VA

Oppenheimer Funds, Inc.

Seeks high total return (which includes growth in the value of its shares as well as current income) from equity and debt securities.

Oppenheimer Strategic Bond Fund/VA

Oppenheimer Funds, Inc.

Seeks a high level of current income principally derived from interest or debt securities.

Fidelity VIP Balanced Portfolio – Service Class 2

Fidelity Management & Research Company

Seeks income and capital growth consistent with reasonable risk.

 

9

 


 

 

Portfolio

Adviser and Investment Objective

Fidelity VIP Contrafund® Portfolio – Service Class 2

Fidelity Management & Research Company

Seeks long-term capital appreciation.

Fidelity VIP Equity-Income Portfolio – Service Class 2

Fidelity Management & Research Company

Seeks reasonable income. The Fund will also consider the potential for capital appreciation. The Fund’s goal is to achieve a yield which exceeds the composite yield on the securities comprising the Standard & Poor’s 500SM Index.

Fidelity VIP Growth Portfolio – Service Class 2

Fidelity Management & Research Company

Seeks to achieve capital appreciation.

Fidelity VIP Growth & Income Portfolio – Service Class 2

Fidelity Management & Research Company

Seeks high total return through a combination of current income and capital appreciation.

Fidelity VIP High Income Portfolio – Service Class 2

Fidelity Management & Research Company

Seeks a high level of current income, while also considering growth of capital.

Fidelity VIP Investment Grade Bond Portfolio – Service Class 2

Fidelity Management & Research Company

Seeks as high a level of current income as is consistent with the preservation of capital.

Fidelity VIP Mid Cap Portfolio – Service Class 2

Fidelity Management & Research Company

Seeks long-term growth of capital.

 

Transamerica Fund Advisors, Inc. (“Transamerica Advisors”), located at 570 Carillon Parkway, St. Petersburg, Florida 33716, is an affiliate of Transamerica, and serves as investment adviser to the Series Fund and manages the Series Fund in accordance with policies and guidelines established by the Series Fund’s Board of Directors. For certain portfolios, Transamerica Advisors has engaged investment sub-advisers to provide portfolio management services. Transamerica Advisors and each investment sub-adviser are registered investment advisers under the Investment Advisers Act of 1940, as amended. See the Series Fund prospectuses for more information regarding Transamerica Advisors and the investment sub-advisers.

Selection of Underlying Portfolios

The underlying portfolios offered through this product are selected by Transamerica, and Transamerica may consider various factors, including, but not limited to, asset class coverage, the strength of the adviser’s or sub-adviser’s reputation and tenure, brand recognition, performance, and the capability and qualification of each investment firm. Another factor that we may consider is whether the underlying portfolio or its service providers (e.g., the investment adviser or sub-advisers) or its affiliates will make payments to us or our affiliates in connection with certain administrative, marketing, and support services that would otherwise be provided by the portfolio or its service providers, or whether affiliates of the portfolio can provide marketing and distribution support for sales of the Policies. (For additional information on these arrangements, see “Revenue We Receive.”) We review the portfolios periodically and may remove a portfolio or limit its availability to new premiums and/or transfers of cash value if we determine that a portfolio no longer satisfies one or more of the selection criteria, and/or if the portfolio has not attracted significant allocations from policyowners. We have included the Series Fund portfolios at least in part because they are managed by one of our affiliates, Transamerica Fund Advisers.

 

You are responsible for choosing the portfolios, and the amounts allocated to each, that are appropriate for your own individual circumstances and your investment goals, financial situation, and risk tolerance. Since investment risk is borne by you, decisions regarding investment allocations should be carefully considered.

 

In making your investment selections, we encourage you to thoroughly investigate all of the information regarding the portfolios that is available to you, including each fund’s prospectus, statement of additional information and annual and semi/annual reports. Other sources such as the fund’s website or newspapers and financial and other magazines provide more current information, including information about any regulatory actions or investigations relating to a fund or portfolio. After you select portfolios for your initial premium, you should monitor and periodically re-evaluate your allocations to determine if they are still appropriate.

 

You bear the risk of any decline in the cash value of your Policy resulting from the performance of the portfolios you have chosen.

 

10

 


 

We do not recommend or endorse any particular portfolio and we do not provide investment advice.

 

Addition, Deletion, or Substitution of Portfolios

 

We do not guarantee that each portfolio will always be available for investment through the Policy. We reserve the right, subject to compliance with applicable law, to add new portfolios or portfolio classes, close existing portfolios or portfolio classes, or substitute portfolio shares that are held by any subaccount for shares of a different portfolio. New or substitute portfolios may have different fees and expenses and their availability may be limited to certain classes of purchasers. We will only add, delete or substitute shares of another portfolio of a fund (or of another open-end, registered investment company) if the shares of a portfolio are no longer available for investment, or if in our judgement further investment in any portfolio would become inappropriate in view of the purposes of the Variable Account. We will not add, delete or substitute any shares attributable to your interest in a subaccount without notice to you and prior approval of the SEC, to the extent required by the 1940 Act or other applicable law. We may also decide to purchase securities from other portfolios in which the subaccounts of the Variable Account invest. We reserve the right to transfer Variable Account assets to another separate account that we determine to be associated with the class of contracts to which the Policy belongs.

 

Your Right to Vote Portfolio Shares

 

Even though we are the legal owner of the portfolio shares held in the subaccounts, and have the right to vote on all matters submitted to shareholders of the portfolios, we will vote our shares only as Policy Owners instruct, so long as such action is required by law.

 

Before a vote of a portfolio’s shareholders occurs, you will receive voting materials. We will ask you to instruct us on how to vote and to return your proxy to us in a timely manner. You will have the right to instruct us on the number of portfolio shares that corresponds to the amount of Cash Value you have in that portfolio (as of a date set by the portfolio).

 

If we do not receive voting instructions on time from some Owners, we will vote those shares in the same proportion as the timely voting instructions we receive. Therefore, because of proportional voting, a small number of policyowners may control the outcome of a vote. Should federal securities laws, regulations and interpretations change, we may elect to vote portfolio shares in our own right. If required by state insurance officials, or if permitted under federal regulation, we may disregard certain owner voting instructions. If we ever disregard voting instructions, we will send you a summary in the next annual report to Policy Owners advising you of the action and the reasons we took such action.

 

Charges and Deductions

 

This section describes the charges and deductions that we make under the Policy in consideration for: (1) the services and benefits we provide; (2) the costs and expenses we incur; and (3) the risks we assume. The fees and charges deducted under the Policy may result in a profit to us.

 

Services and

benefits we

provide:

The death benefit, cash and loan benefits under the Policy

Investment options, including premium allocations

Administration of elective options and the distribution of reports to owners

 

 

Costs and

expenses we

incur:

Costs associated with processing and underwriting applications, issuing and administering the Policy (including any riders)

Overhead and other expenses for providing services and benefits

Sales and marketing expenses

Other costs of doing business, such as collecting premiums, maintaining records, processing claims, effecting transactions, and paying federal, state and local premium and other taxes and fees

 

 

 

11

 


 

 

Risks we assume:

That the charges we may deduct are insufficient to meet our actual claims because Insureds die sooner than we estimate

That the costs of providing the services and benefits under the Policies exceed the charges we deduct

 

 

 

Some or all of the charges we deduct are used to pay aggregate Policy costs and expenses we incur in providing the services and benefits under the Policy and assuming the risks associated with the Policy.

 

Premium Expense Charge

 

When you make a premium payment, we deduct a premium expense charge equal to the premium tax rate imposed by the Owner’s resident state when we issued your Policy. State premium taxes currently range from 0.00% to 3.50% of each premium payment. After we deduct any premium expense charge, we apply the remaining amount (the net premium) to the subaccounts and the Fixed Account according to your allocation instructions. The premium expense charge compensates us for state premium taxes.

 

Monthly Deduction

 

We take a monthly deduction from the Cash Value on the Policy Date and on each Monthly Date. We will make deductions from each subaccount and the Fixed Account on a pro rata basis (i.e., in the same proportion that the value in each subaccount and the Fixed Account bears to the total Cash Value on the Monthly Date). If the value of any subaccount or the Fixed Account is insufficient to pay that subaccount’s or Fixed Account’s portion of the monthly deduction, we will take the monthly deduction on a pro-rata basis from all accounts. Because portions of the monthly deduction (such as the cost of insurance) can vary from month-to-month, the monthly deduction will also vary.

 

The monthly deduction has two components:

 

1.

The cost of insurance charge for the Policy; plus

2.

The monthly Policy charge, if applicable.

 

Cost of Insurance. We assess a monthly cost of insurance charge to compensate us for underwriting the death benefit. The rate of the charge depends on a number of variables (the Insured’s age, gender, risk class) that would cause the charge to vary from Policy to Policy and from Monthly Date to Monthly Date.

 

Cost of Insurance Charge

 

The cost of insurance charge is equal to:

 

the cost of insurance rates; multiplied by

the net amount at risk for your Policy on the Monthly Date.

 

The net amount at risk is equal to:

 

the death benefit at the beginning of the month; divided by

1.00247 which is a “risk rate divisor” (a factor that reduces the net amount at risk, for purposes of computing the cost of insurance, by taking into account assumed monthly earnings at an annual rate of 3%); minus

the Cash Value at the beginning of the month.

 

We base the cost of insurance rates on the Insured’s age, gender, and risk class. The factors that affect the net amount at risk for each segment of specified amount include the investment performance of the portfolios in which you invest, payment of premiums, the fees and charges deducted under the Policy, the death benefit option you chose, as well as any Policy transactions (such as loans, partial withdrawals, transfers, and changes in specified amount). The actual monthly cost of insurance rates are based on our expectations as to future mortality experience and expenses. The actual rates we charge will never be greater than the guaranteed amount stated in your Policy. These guaranteed rates are based on the 1980 Commissioner’s Standard Ordinary (C.S.O.) Mortality Tables (smoker/non-smoker) and the Insured’s age and rate class. For standard rate classes, these guaranteed rates will never be greater than the rates in the

 

12

 


 

C.S.O. tables. For substandard rate classes, these rates could be higher than the rates in the C.S.O. tables. When required by state law, we use a unisex table.

 

To determine the monthly cost of insurance rates we refer to a schedule of current cost of insurance rates using the Insured’s gender, attained age, and premium class determined after underwriting. The underwriting class of the Insured will affect the cost of insurance rate. We currently place Insureds into the following underwriting classes:

 

Approved-Preferred Non-Tobacco

Approved Non-Tobacco

Approved-Rated Non-Tobacco

Approved-Rated II Non-Tobacco

Approved-Preferred Tobacco

Approved Tobacco

Approved-Rated Tobacco

Approved-Rated II Tobacco

 

Insureds in substandard underwriting classes are considered to have higher mortality risks based on our underwriting standards and guidelines, and consequently are assessed higher cost of insurance rates.

 

Monthly Policy Charge. We assess a monthly Policy charge to compensate us for administrative expenses such as record keeping, processing death benefit claims and Policy changes, and overhead costs. The monthly Policy charge includes two components:

 

 

(1)

a monthly administrative charge of $2.50 if the Cash Value at the beginning of a Policy year is less than $50,000; and

 

 

(2)

a monthly asset based charge equal to an annual rate of 0.55% of the assets in the variable account. We deduct this charge from the assets in the variable account only during the first 10 Policy years.

 

Daily Charge

 

We deduct a daily charge from your Policy’s Cash Value in each subaccount that, together with other fees and charges, compensates us for services rendered, the expenses expected to be incurred and the risks assumed. This charge is equal to:

 

your Policy’s Cash Value in each subaccount, multiplied by

the daily pro rata portion of the annual mortality and expense charge rate of 0.75%.

 

If this charge, combined with other Policy fees and charges, does not cover our total actual costs for services rendered and expenses incurred, we absorb the loss. Conversely, if these fees and charges more than covers actual costs, the excess is added to our surplus. We expect to profit from these charges.

 

Surrender Charge

 

If you fully surrender your Policy during the first 6 years following any premium payment, we deduct a surrender charge from your Cash Value and pay the remaining amount (less any outstanding loan amount) to you. The payment you receive is called the Cash Surrender Value. The surrender charge is equal to 7% of the premium(s) that was paid within 6 years of the surrender.

 

The surrender charge may be significant. You should carefully calculate this charge before you request a surrender. Under some circumstances the level of surrender charges might result in no Cash Surrender Value available if you surrender your Policy in the first few years after paying a premium.

 

Partial Surrender Charge

 

You may request partial surrenders of a portion of the Cash Surrender Value; however, the entire amount surrendered in the first Policy year is subject to a 7% surrender charge. After the first Policy year, you may partially surrender amounts up to your Policy’s gain (Cash Value minus premiums paid and minus indebtedness) free of charge. We deduct a 7% surrender charge on the portion of any partial surrender that exceeds the gain and is attributable to a premium paid

 

13

 


 

within 6 years prior to the partial surrender. For this purpose, we deem any gain to be withdrawn first, and then the oldest premiums in the order they were paid (i.e., first-in-first-out, or “FIFO”).

 

Loan Interest Spread

 

You may take a Fixed Account Policy Loan (secured by Cash Value held in the loan account, which is part of the Fixed Account). For this type of loan, we currently charge you an annual interest rate on a Policy loan of 4.5% (the guaranteed maximum is 6%), payable at the end of each calendar quarter or, if earlier, the date of any loan repayment, Policy lapse, surrender, Policy termination, or the Insured’s death. We also will credit the amount in the loan reserve with interest at a guaranteed minimum effective annual rate of 3%. After offsetting the 3% interest we credit, the net cost of loans currently is 1.5% annually, and is guaranteed to be no more than 3% annually.

 

You also may take a Variable Interest Policy Loan (secured by Cash Value in the Fixed Account, the Variable Account, or both). We will charge interest on Variable Interest Policy Loans while such loans are outstanding. Interest on your Variable Interest Policy Loan will be payable in arrears. We may adjust the rate of interest at the end of a calendar quarter or, if earlier, the date of any loan repayment, Policy lapse, surrender, Policy termination, or the Insured’s death. The rate will not exceed the greater of: (i) the “Published Monthly Average” for the calendar month ending two months before the date on which the rate is determined; or (ii) the interest rate used to determine Cash Surrender Value in the Fixed Account under the Policy during the applicable period plus one percent per year. We will notify you of the initial interest rate to be charged on the loan at the time the loan is made.

 

Transfer Charge

 

We guarantee that you can make 12 transfers each year free from charge. We currently allow an unlimited number of free transfers.

We reserve the right to charge $10 for each transfer in excess of 12 during a Policy Year. We will not increase this charge.

For purposes of assessing the transfer charge, each written or telephone request is considered to be one transfer, regardless of the number of subaccounts (or fixed account) affected by the transfer.

We deduct the transfer charge from the amount being transferred.

Transfers we effect on the Reallocation Date, and transfers due to dollar cost averaging, asset rebalancing, and loans, do not count as transfers for the purpose of assessing this charge.

 

Rider Charges

 

Accelerated Death Benefit Rider. Unless the state where we issued your Policy requires otherwise, we will charge an additional premium equal to 3% of the premium paid for your Policy if you purchase this rider.

 

Terminal Illness Accelerated Death Benefit Rider. We do not assess an administrative charge for this rider, but we do reduce the single sum benefit by a discount factor to compensate us for expected lost income as a result of early payment of the death benefit.

 

Portfolio Expenses

 

The value of the net assets of each subaccount reflects the deduction of investment advisory fees and other expenses incurred by the corresponding portfolio in which the subaccount invests. Some portfolios deduct 12b-1 fees from portfolio assets. These fees and expenses reduce the value of your portfolio shares. See the portfolios’ prospectuses for further information on these fees and expenses.

Revenue We Receive

We (and our affiliates) may directly or indirectly receive payments from the portfolios, their advisers, sub-advisers, distributors or affiliates thereof, in connection with certain administrative, marketing and other services we (and our affiliates) provide and expenses we incur. We (and/or our affiliates) generally receive three types of payments:

 

       Rule 12b-1 Fees. Effective May 1, 2007, our affiliate, Transamerica Capital, Inc. (“TCI”) replaced our affiliate, AFSG Securities Corporation (“AFSG”), as the principal underwriter for the Policies. TCI receives some or all of the 12b-1 fees from the funds. Any 12b-1 fees received by TCI that are attributable to our variable insurance products are then credited to us. These fees range from 0.10% to 0.40% of the average daily assets of the certain portfolios attributable to the Policies and to certain other variable insurance products that we and our affiliates issue.

 

14

 


 

       Administrative, Marketing and Support Service Fees (“Support Fees”). The investment adviser, sub-adviser, administrators, and/or distributors (or affiliates thereof) of the portfolios may make payments to us and/or our affiliates, including TCI. These payments may be derived, in whole or in part, from the profits the investment adviser or sub-adviser receives from the advisory fee deducted from portfolio assets. Owners, through their indirect investment in the portfolios, bear the costs of those advisory fees (see the prospectuses for the funds for more information). The payment we receive is based on a percentage of the assets of the particular portfolios attributable to the Policy and to certain other variable insurance products that our affiliates and we issue. These percentages differ and may be significant. Some advisers or sub-advisers (or other affiliates) pay us more than others.

The chart below provides the maximum combined percentages of 12b-1 fees and Service Fees that we anticipate will be paid to us on an annual basis:

 

Incoming Payments to TLIC and TCI

Fund

Maximum Fee

% of assets*

Fund

Maximum Fee

% of assets*

Series Fund ***

0.50%

Fidelity Variable Insurance Products Fund

0.50%**

AIM Variable Insurance Funds

0.25%

MFS Variable Insurance Trust

0.20%

 

*              Payments are based on a percentage of the average assets of each fund portfolio owned by the subaccounts available under this Policy and under certain other variable insurance products offered by our affiliates and us. We may continue to receive 12b-1 fees and administrative fees on subaccounts that are closed to new investments, depending on the terms of the agreements supporting those payments and on the services we provide.

**

We receive this percentage once $100 million in fund shares are held by the subaccounts of Transamerica and its affiliates.

***           Because the Series Fund is managed by an affiliate, there are additional benefits to us and our affiliates for amounts you allocate to the Series Fund portfolios, in terms of our and our affiliates’ overall profitability. These additional benefits may be significant.

 

Other payments. We and our affiliates, including TCI, the principal underwriter and wholesale distributor for the Policies, also directly or indirectly receive additional amounts or different percentages of assets under management from certain advisers and sub-advisers to the portfolios (or their affiliates) with regard to variable insurance products or mutual funds that are issued and managed by us and our affiliates. These payments may be profits derived in whole or in part, from the profits the investment adviser or sub-adviser receives from the advisory fees deducted from portfolio assets. Owners, through their indirect investment in the portfolios, bear the costs of those advisory fees (see the prospectuses for the funds for more information). Certain advisers and sub-advisers of the underlying portfolios (or their affiliates) (1) may pay TCI amounts up to $75,000 per year to participate in a “preferred sponsor” program that provides such advisers and sub-advisers with access to TCI’s wholesalers at TCI’s national and regional sales conferences that are attended by TCI’s wholesalers; (2) may provide our affiliates and/or selling firms with wholesaling services to assist us in the distribution of the Policies; and (3) may provide us and/or certain affiliates and/or selling firms with occasional gifts, meals, tickets or other compensation as an incentive to market the portfolios and to cooperate with their promotional efforts. The amounts may be significant and provide the adviser or sub-adviser (or other affiliates) with increased access to us and to our affiliates involved in the distribution of the Policy.

 

For the calendar year ended December 31, 2006, TCI received revenue sharing payments ranging from $1,475 to $40,725 (for a total of $291,627) from the following fund managers and/or sub-advisers to participate in TCI’s events: T. Rowe Price Associates, Inc., American Century Investment Management, MFS Investment Management, Evergreen Investments, Marsico Capital Management, Transamerica Investment Management, Pacific Investment Management Company LLC, Van Kampen Investments, Janus Capital Management, Jennison Associates, Lehman Brothers/Neuberger Berman, Legg Mason, AIM Funds, Alliance Bernstein, Federated Funds, Fidelity Funds, ING Clarion and Merrill Lynch.

 

Please note some of the aforementioned managers and/or sub-advisers may not be associated with underlying fund portfolios currently available in this product.

 

Proceeds from certain of these payments by the funds, the advisers, the sub-advisers and/or their affiliates may be profit

 

15

 


 

to us, and may be used for any corporate purpose, including payment of expenses (i) that we and our affiliates incur in promoting, issuing, marketing and administering the Policies; and (ii) that we incur, in our role as intermediary, in promoting, marketing and administering the fund portfolios.

 

For further details about the compensation payments we make in connection with the sale of the Policies, see “Sale of the Policies” in this prospectus.

 

Redemption Fees

 

A portfolio may assess a redemption fee of up to 2% on subaccount assets that are redeemed out of the portfolio in connection with a withdrawal or transfer. Each portfolio determines the amount of the redemption fee and when the fee is imposed. The redemption fee is retained by or paid to the portfolio and is not retained by us. The redemption fee will be deducted from your cash value. For more information on each portfolio’s redemption fee, see each portfolio’s prospectus.

 

The Policy

 

The Policy is subject to the insurance laws and regulations of each state or jurisdiction in which it is available for distribution. There may be differences between the Policy issued and the general Policy description contained in this prospectus because of requirements of the state where your Policy is issued. Some of the state specific differences are included in the prospectus, but this prospectus does not include references to all state specific differences. All state specific Policy features will be described in your Policy.

 

Ownership Rights

 

The Policy belongs to the Owner named in the application. The Owner may exercise all of the rights and options described in the Policy. The Owner is the Insured unless the application specifies a different person as the Insured. If the Owner dies before the Insured and no contingent owner is named, then ownership of the Policy will pass to the Owner’s estate. The principal rights an Owner may exercise are:

 

to designate or change beneficiaries;

to receive amounts payable before the death of the insured;

to assign the Policy (if you assign the Policy, your rights and the rights of anyone who is to receive payment under the Policy are subject to the terms of that assignment); and

to change the Owner of this Policy.

 

No designation or change in designation of an Owner will take effect unless we receive written request thereof at our Office. When received, the request will take effect as of the date it was signed, subject to payment or other action taken by us before it was received.

 

Modifying the Policy

 

Only one of our officers may modify the Policy or waive any of our rights or requirements under the Policy. Any modification or waiver must be in writing. No agent may bind us by making any promise not contained in the Policy.

 

Upon notice to you, we may modify the Policy:

 

to conform the Policy, our operations, or the variable account’s operations to the requirements of any law (or regulation issued by a government agency) to which the Policy, our company or the variable account is subject; or

to assure continued qualification of the Policy as a life insurance contract under the Internal Revenue Code or to meet applicable requirements of federal or state laws relating to variable life policies; or

to reflect a change in the variable account’s operation; or

to provide additional subaccounts and/or fixed account options.

 

Purchasing a Policy

 

To purchase the Policy, you must submit a completed application and an initial premium to us at our Office. You may also send the application and initial premium to us through any licensed life insurance agent who is also a registered representative of a broker-dealer having a selling agreement with TCI, the principal underwriter for the Policy, and us.

 

16

 


 

We determine the basic death benefit for a Policy based on the age of the Insured when we issue the Policy, the initial premium paid, and other characteristics of the proposed Insured(s) such as gender and risk class.

 

Generally, the Policy is available for Insureds between issue ages 30-80 for standard risk classes, and between issue ages 30-70 for non-standard risk classes. We use different underwriting standards (simplified underwriting, or full underwriting) in relation to the Policy. Cost of insurance rate charges for any Policies issued on a simplified or expedited basis may cause healthy individuals to pay higher cost of insurance rates than they would pay under a substantially similar Policy that we offer using different underwriting criteria. We can provide you with details as to these underwriting standards when you apply for a Policy. We must receive evidence of insurability that satisfies our underwriting standards before we will issue a Policy. We reserve the right: (1) to modify our underwriting requirements at any time; or (2) to reject an application for any reason permitted by law. There is no insurance coverage until we complete our underwriting process and accept the application.

 

Tax-Free “Section 1035” Exchanges

 

You can generally exchange one life insurance policy for another covering the same insured in a “tax-free exchange” under Section 1035 of the Internal Revenue Code. Before making an exchange, you should compare both life insurance policies carefully. Remember that if you exchange another life insurance policy for the one described in this prospectus, you might have to pay a surrender charge on your old policy, other charges may be higher (or lower) and the benefits may be different. If the exchange does not qualify for Section 1035 treatment, or if your current Policy is subject to a policy loan, you may also have to pay federal income tax on the exchange. You should not exchange another life insurance policy for this one unless you determine, after knowing all the facts, that the exchange is in your best interest and not just better for the person selling you the Policy (that person will generally earn a commission if you buy this Policy through an exchange or otherwise).

 

When Insurance Coverage Takes Effect

 

Once we determine that the Insured meets our underwriting requirements and you have paid the initial premium, we issue the Policy, insurance coverage begins, and we begin to deduct monthly charges from your net premium. This date is the Policy Date. On the Policy Date, we will allocate your initial premium (less charges) to the fixed account. On the Reallocation Date, we will transfer your Cash Value from the fixed account to the subaccounts or maintain your Cash Value in the fixed account as you directed on your application. The Reallocation Date varies by state according to a state’s free look requirement. In states that require a full refund of premium upon exercise of the free look right, the Reallocation Date is 5 days after the end of the free look period. In other states, the Reallocation Date is the Policy Date.

 

Full insurance coverage under the Policy will take effect only if the proposed insured is alive and in the same condition of health as described in the application when we deliver the Policy to you.

 

Canceling a Policy (Free-Look Period)

 

You may cancel a Policy during the free-look period by returning it, with a written request to cancel the Policy to Transamerica at 4333 Edgewood Road, N.E., Cedar Rapids, Iowa 52499, or to the agent who sold you the Policy. The free-look period generally expires 10 days after you receive the Policy, but this period will be longer if required by state law. If you decide to cancel the Policy during the free-look period, we will treat the Policy as if we never issued it. Within seven calendar days after we receive the returned Policy, we will refund either: (a) an amount equal to the Cash Value plus any charges and taxes we deducted from your premiums or from amounts you allocated to the subaccounts or to the Fixed Account; or (b) where required by state law, all premiums paid for the Policy.

 

Policy Features

 

Premiums

 

Allocating Premiums

 

When you apply for a Policy, you must instruct us to allocate your net premium to one or more subaccounts of the variable account and to the fixed account according to the following rules:

 

You must put at least 1% of each net premium in any subaccount or the fixed account you select (you can, of course, put nothing in some subaccounts or the fixed account).

 

 

17

 


 

 

Allocation percentages must be in whole numbers and the sum of the percentages must equal 100.

You can change the allocation instructions for additional premiums without charge at any time by providing us with written notification (or any other notification we deem satisfactory) at our Office. The change will be effective as of the Valuation Date on which we receive the change at our Office.

Any allocation change will be effective on the date we record the change. We record the allocation change on the same day that we receive at our Office the request for the change.

We reserve the right to limit the number of premium allocation changes; and to limit the number of subaccount allocations in effect at any one time.

 

We will credit interest on your initial net premium from the date we receive payment and the necessary documents at our Office to the Reallocation Date. Interest will be credited at the current fixed account rate. Interest is guaranteed to equal at least 3% annually.

 

Whenever you direct money into a subaccount, we will credit your Policy with the number of units for that subaccount that can be bought for the dollar payment. Premium payments received at our Office before the New York Stock Exchange (“NYSE”) closes are priced using the unit value determined at the closing of the regular business session of the NYSE (usually at 4:00 p.m. Eastern time). If we receive a premium payment at our Office after the NYSE closes, we will process the order using the subaccount unit value determined at the close of the next regular session of the NYSE. We will credit amounts to the subaccounts only on a Valuation Date, that is, on a date the NYSE is open for trading. Your cash value will vary with the investment experience of the subaccounts in which you invest. You bear the investment risk for amounts you allocate to the subaccounts.

 

Investment returns from amounts allocated to the subaccounts will vary with the investment experience of these subaccounts and will be reduced by Policy charges. You bear the entire investment risk for amounts you allocate to the subaccounts.

 

On the Policy Date, we will allocate your Cash Value to the fixed account. We also allocate any net premiums we receive from the Policy Date to the Reallocation Date to the fixed account. On the Reallocation Date, we will reallocate the Cash Value in the fixed account to the subaccounts or retain it in the fixed account in accordance with the allocation percentages provided in the application. We invest all net premiums paid after the Reallocation Date at the unit value next determined after we receive the premium at our Office or at such other office as we may designate from time to time. (Please refer to the Glossary for an explanation of the Reallocation Date.)

 

Premium Payments

 

Before we issue a Policy, you must pay an initial premium equal to at least $10,000. Thereafter, you may pay premiums at any time and in any amount of $5,000 or more. However, because most additional premium payments will increase the death benefit, we will require additional underwriting for most additional premium payments.

 

Your Policy’s schedule page will show the maximum additional premium you can pay during the first two Policy Years without additional underwriting. As indicated below, it is the Company’s policy to use simplified issue underwriting for these Policies. However, the Company reserves the right to impose full underwriting on future premium payments. If we return a portion of your premium based on the maximum premium amount, we will not allow you to make additional premium payments until they are allowed by the maximum premium limitations. We reserve the right to modify our premium limitations at any time. You make all premium payments to our Office or to one of our authorized agents.

 

You can stop paying premiums at any time and your Policy will continue in force until the earlier of the maturity date (when the Insured reaches age 100), or the date when either (1) the Insured dies, or (2) the grace period ends without a sufficient payment, or (3) we receive your signed request to surrender the Policy.

 

The type of underwriting you qualify for depends upon the amount of premium paid at issue.

 

Transfers

 

General

 

You may make transfers from (i.e., out of) the subaccounts or from the fixed account. If you give telephone transfer privileges to your registered representative, you will be bound by any transfers he/she makes. We determine the amount you have available for transfers at the end of the Valuation Period when we receive your transfer request at our Office. We may modify or revoke the transfer privilege at any time. The following features apply to transfers under the Policy:

 

18

 


 

 

 

You may make an unlimited number of transfers in a Policy Year.

You may request transfers in writing by sending a Written Notice to our Office or by telephone.

For transfers out of the fixed account, you may not transfer more than 25% of the value in the fixed account (not including amounts securing Policy loans), or $1,000 (whichever is greater). If the balance after the transfer is less than $1,000, we will transfer the entire amount in the fixed account. We allow only one transfer out of the fixed account every 12 months.

If you have an outstanding Policy Loan, which exceeds 50% of the policy’s Cash Surrender Value, transfers out of the Fixed Account will be limited such that the balance remaining in the Fixed Account is no less than two times the excess of your Policy Loan minus 50% of the Cash Surrender Value.

We may deduct a $10 charge from the amount transferred for the 13th and each additional transfer in a Policy Year. Transfers we effect on the Reallocation Date, and transfers resulting from loans, dollar cost averaging and asset rebalancing are not treated as transfers for the purpose of the transfer charge.

We consider each written or telephone request to be a single transfer, regardless of the number of subaccounts (or fixed account) involved.

We process transfers based on the unit values next determined after we receive your request (which is at the end of the Valuation Date during which we receive your request).

 

We will process any transfer order we receive at our Office before the NYSE closes (usually 4:00 p.m. Eastern time) using the subaccount unit value determined at the end of that session of the NYSE. If we receive the transfer order after the NYSE closes, we will process the order using the subaccount unit value determined at the close of the next regular business session of the NYSE.

 

Telephone Transfer Privileges

 

Your Policy, as applied for and issued, will automatically receive telephone transfer privileges unless you provide other instructions. The telephone transfer privileges allow you to give authority to the registered representative or agent of record for your Policy to make telephone transfers and to change the allocation of future payments among the subaccounts and the fixed account on your behalf according to your instructions. To make a telephone transfer, you may call 1-800-525-6205.

 

Please note the following regarding telephone transfers:

 

We will employ reasonable procedures to confirm that telephone instructions are genuine.

If we follow these procedures, we are not liable for any loss, damage, cost or expense from complying with telephone instructions we reasonably believe to be authentic. You bear the risk of any such loss.

If we do not employ reasonable confirmation procedures, we may be liable for losses from unauthorized or fraudulent instructions.

Such procedures may include requiring forms of personal identification prior to acting upon telephone instructions, providing written confirmation of transactions to you, and/or tape recording telephone instructions received from you.

We may also require written confirmation of your order.

If you do not want the ability to make telephone transfers, you should notify us in writing at our Office.

 

We cannot guarantee that telephone and faxed transactions will always be available. For example, our Offices may be closed during severe weather emergencies or there may be interruptions in telephone or fax service beyond our control. If the volume of calls is unusually high, we might not have someone immediately available to receive your order. Although we have taken precautions to help our systems handle heavy use, we cannot promise complete reliability under all circumstances.

 

In addition, you should protect your personal identification number (PIN) because self-service options will be available to your agent and anyone who provides your PIN. We will not be able to verify that the person using your PIN and providing instructions is you or one authorized by you.

 

Disruptive Trading and Market Timing

 

Statement of Policy. This variable insurance Policy was not designed for the use of market timers or frequent or disruptive traders. Such transfers may be harmful to the underlying fund portfolios and increase transaction costs.

 

19

 


 

Market timing and disruptive trading among the subaccounts or between the subaccounts and the fixed account can cause risks with adverse effects for other policyowners (and beneficiaries and underlying fund portfolios). These risks and harmful effects include:

 

 

(1)

dilution of the interests of long-term investors in a subaccount if purchases or transfers into or out of an underlying fund portfolio are made at prices that do not reflect an accurate value for the underlying fund portfolio’s investments (some market timers attempt to do this through methods known as “time-zone arbitrage” and “liquidity arbitrage”);

 

 

(2)

an adverse effect on portfolio management, such as:

 

(a)

impeding a portfolio manager’s ability to sustain an investment objective;

 

(b)

causing the underlying fund portfolio to maintain a higher level of cash than would otherwise be the case; or

 

(c)

causing an underlying fund portfolio to liquidate investments prematurely (or otherwise at an inopportune time) in order to pay withdrawals or transfers out of the underlying fund portfolio; and

 

 

(3)

increased brokerage and administrative expenses.

 

These costs are borne by all policyowners invested in those subaccounts, not just those making the transfers.

 

We have developed policies and procedures with respect to market timing and disruptive trading (which vary for certain subaccounts at the request of the corresponding underlying fund portfolios) and we do not make special arrangements or grant exceptions to accommodate market timing or disruptive trading. As discussed herein, we cannot detect or deter all market timing or other potentially disruptive trading. Do not invest with us if you intend to conduct market timing or potentially disruptive trading.

 

Detection. We employ various means in an attempt to detect and deter market timing and disruptive trading. However, despite our monitoring we may not be able to detect nor halt all harmful trading. In addition, because other insurance companies (and retirement plans) with different policies and procedures may invest in the underlying fund portfolios, we cannot guarantee that all harmful trading will be detected or that an underlying fund portfolio will not suffer from market timing and disruptive trading among subaccounts of variable products issued by these other insurance companies or retirement plans.

 

Deterrence. If we determine you are engaged in market timing or disruptive trading, we may take one or more actions in an attempt to halt such trading. Your ability to make transfers is subject to modification or restriction if we determine, in our sole opinion, that your exercise of the transfer privilege may disadvantage or potentially harm the rights or interests of other policyowners (or having an interest in the variable insurance products). As described below, restrictions may take various forms, but under our current policies and procedures will include loss of expedited transfer privileges. We consider transfers by telephone, fax, overnight mail, or the Internet to be “expedited” transfers. This means that we would accept only written transfer requests with an original signature transmitted to us only by standard United States Postal Service First Class mail. We may also restrict the transfer privileges of others acting on your behalf, including your registered representative or an asset allocation or investment advisory service.

 

We reserve the right to reject any premium payment or transfer request from any person without prior notice, if, in our judgment, (1) the payment or transfer, or series of transfers, would have a negative impact on an underlying fund portfolio’s operations, or (2) if an underlying fund portfolio would reject or has rejected our purchase order or has instructed us not to allow that purchase or transfer, or (3) because of a history of market timing or disruptive trading. We may impose other restrictions on transfers, or even prohibit transfers for any owner who, in our view, has abused, or appears likely to abuse, the transfer privilege on a case-by-case basis. We may, at any time and without prior notice, discontinue transfer privileges, modify our procedures, impose holding period requirements or limit the number, size, frequency, manner, or timing of transfers we permit. We also reserve the right to reverse a potentially harmful transfer if an underlying fund portfolio refuses or reverses our order; in such instances some policyowners may be treated differently than others in that some transfers may be reversed and others allowed. For all of these purposes, we may aggregate two or more variable insurance products that we believe are connected.

 

In addition to our internal policies and procedures, we will administer your variable insurance product to comply with any applicable state, federal, and other regulatory requirements concerning transfers. We reserve the right to implement, administer, and charge you for any fee or restriction, including redemption fees, imposed by any underlying fund portfolio. To the extent permitted by law, we also reserve the right to defer the transfer privilege at any time that we are unable to purchase or redeem shares of any of the underlying fund portfolios.

 

20

 


 

       Under our current policies and procedures, we do not:

 

 

impose redemption fees on transfers;

 

expressly limit the number or size of transfers in a given period except for certain subaccounts where an underlying fund portfolio has advised us to prohibit certain transfers that exceed a certain size; or

 

provide a certain number of allowable transfers in a given period.

 

Redemption fees, transfer limits, and other procedures or restrictions may be more or less successful than ours in deterring market timing or other disruptive trading and in preventing or limiting harm from such trading.

 

In the absence of a prophylactic transfer restriction (e.g., expressly limiting the number of trades within a given period or their size), it is likely that some level of market timing and disruptive trading will occur before it is detected and steps taken to deter it (although some level of market timing and disruptive trading can occur with a prophylactic transfer restriction). As noted above, we do not impose a prophylactic transfer restriction and, therefore, it is likely that, some level of market timing and disruptive trading will occur before we are able to detect it and take steps in an attempt to deter it.

 

Please note that the limits and restrictions described herein are subject to our ability to monitor transfer activity. Our ability to detect market timing or other disruptive trading may be limited by operational and technological systems, as well as by our ability to predict strategies employed by policyowners (or those acting on their behalf) to avoid detection. As a result, despite our efforts to prevent harmful trading activity among the variable investment options available under this variable insurance product, there is no assurance that we will be able to detect or deter market timing or disruptive trading by such policyowners or intermediaries acting on their behalf. Moreover, our ability to discourage and restrict market timing or disruptive trading may be limited by decisions of state regulatory bodies and court orders which we cannot predict.

 

Furthermore, we may revise our policies and procedures in our sole discretion at any time and without prior notice, as we deem necessary or appropriate (1) to better detect and deter market timing or other harmful trading that may adversely affect other policyowners, other persons with material rights under the variable insurance products, or underlying fund shareholders generally, (2) to comply with state or federal regulatory requirements, or (3) to impose additional or alternative restrictions on owners engaging in market timing or disruptive trading among the investment options under the variable insurance product. In addition, we may not honor transfer requests if any variable investment option that would be affected by the transfer is unable to purchase or redeem shares of its corresponding underlying fund portfolio.

 

Underlying Fund Portfolio Frequent Trading Policies. The underlying fund portfolios may have adopted their own policies and procedures with respect to frequent purchases and redemptions of their respective shares. Underlying fund portfolios may, for example, assess a redemption fee (which we reserve the right to collect) on shares held for a relatively short period of time. The prospectuses for the underlying fund portfolios describe any such policies and procedures. The frequent trading policies and procedures of an underlying fund portfolio may be different, and more or less restrictive, than the frequent trading policies and procedures of other underlying fund portfolios and the policies and procedures we have adopted for our variable insurance policies to discourage market timing and disruptive trading. Policyowners should be aware that we may not have the contractual ability or the operational capacity to monitor policyowners’ transfer requests and apply the frequent trading policies and procedures of the respective underlying funds that would be affected by the transfers. Accordingly, policyowners and other persons who have material rights under our variable insurance products should assume that any protection they may have against potential harm from market timing and disruptive trading is the protection, if any, provided by the policies and procedures we have adopted for our variable insurance products to discourage market timing and disruptive trading in certain subaccounts.

 

You should be aware that, upon written request by a fund or its designee, we are required to provide the fund with information about you and your trading activities in and out of one or more portfolios of the fund. In addition, a fund may require us to restrict or prohibit your purchases and exchanges of shares of a specified portfolio if the fund identifies you as violating the frequent trading policies established for that portfolio.

 

Omnibus Order. Policyowners and other persons with material rights under the variable insurance products also should be aware that the purchase and redemption orders received by the underlying fund portfolios generally are “omnibus” orders from intermediaries such as retirement plans and separate accounts funding variable insurance products. The omnibus orders reflect the aggregation and netting of multiple orders from individual retirement plan participants and individual owners of variable insurance products. The omnibus nature of these orders may limit the underlying fund portfolios’ ability to apply their respective frequent trading policies and procedures. We cannot guarantee that the underlying fund portfolios will not be harmed by transfer activity relating to the retirement plans or

 

21

 


 

other insurance companies that may invest in the underlying fund portfolios. These other insurance companies are responsible for their own policies and procedures regarding frequent transfer activity. If their policies and procedures fail to successfully discourage harmful transfer activity, it will affect other owners of underlying fund portfolio shares, as well as the owners of all of the variable annuity or life insurance policies, including ours, whose variable investment options correspond to the affected underlying fund portfolios. In addition, if an underlying fund portfolio believes that an omnibus order we submit may reflect one or more transfer requests from owners engaged in market timing and disruptive trading, the underlying fund portfolio may reject the entire omnibus order and thereby delay or prevent us from implementing your request.

 

Dollar Cost Averaging

 

When purchasing a Policy, you may elect to participate in a dollar cost averaging program through which you may place some or all of your initial net premium in the Dollar Cost Averaging Fixed Account (“DCA Fixed Account”). Dollar cost averaging is an investment strategy designed to reduce the investment risks associated with market fluctuations. The strategy spreads the allocation of your premium into the subaccounts over a period of time. This allows you to potentially reduce the risk of investing most of your premium into the subaccounts at a time when prices are high. The success of this strategy is not assured and depends on market trends. You should carefully consider your financial ability to continue the program over a long enough period of time to purchase units when their value is low as well as when it is high. We make no guarantees that dollar cost averaging will result in a profit or protect you against loss.

 

We will transfer money out of the DCA Fixed Account in equal installments over a specified period of 6 months (or other periods available at issue) and place it in the subaccounts according to your instructions. Transfers from the DCA Fixed Account are not restricted by the requirements limiting transfers from the Fixed Account when there is an outstanding Variable Interest Policy Loan.

 

Money you place in the DCA Fixed Account will earn interest at an annual rate of at least 3%. We credit interest on the declining balance in the DCA Fixed Account. We may credit different interest rates for dollar cost averaging programs of varying time periods. If you discontinue the dollar cost averaging program before its completion, then the interest credited on amounts in the DCA Fixed Account may be adjusted downward, but not below the minimum guaranteed effective annual interest rate of 3%.

 

There is no charge for dollar cost averaging. A transfer under this program is not considered a transfer for purposes of assessing the transfer fee.

 

Dollar cost

averaging will

terminate if:

we receive at our Office your request to cancel your participation;

the value in the DCA Fixed Account is depleted;

you elect to participate in the asset rebalancing program; or

you elect to participate in any asset allocation services provided by a third party.

 

We may modify, suspend, or discontinue the dollar cost averaging program at any time.

 

Asset Rebalancing Program

 

We also offer an asset rebalancing program under which we will automatically transfer amounts periodically to maintain a particular percentage allocation among the subaccounts. Cash Value allocated to each subaccount will grow or decline in value at different rates. The asset rebalancing program automatically reallocates the Cash Value in the subaccounts at the end of each period to match your Policy’s currently effective premium allocation schedule. The asset rebalancing program will transfer Cash Value from those subaccounts that have increased in value to those subaccounts that have declined in value (or not increased as much). Over time, this method of investing may help you buy low and sell high. The asset rebalancing program does not guarantee gains, nor does it assure that any subaccount will not have losses. Cash Value in the fixed account and the DCA Fixed Account are not available for this program.

 

To participate in the asset

rebalancing program:

you must complete an asset rebalancing request form and submit it to us at our Office before the maturity date

you must have a minimum Cash Value in all subaccounts of $10,000.

 

You may elect for asset rebalancing to occur on each quarterly, semi-annual or annual anniversary of the Policy Date. You may modify your allocations quarterly. Once we receive the asset rebalancing request form at our Office, we will effect the initial rebalancing of Cash Value on the next such anniversary, in accordance with the Policy’s current

 

22

 


 

premium allocation schedule. We will credit the amounts transferred at the unit value next determined on the dates the transfers are made. If a day on which rebalancing would ordinarily occur falls on a day on which the NYSE is closed, rebalancing will occur on the next day the NYSE is open. There is no charge for the asset rebalancing program. Any reallocation which occurs under the asset rebalancing program will not be counted towards the 12 free transfers allowed during each Policy year. You can begin or end this program only once each Policy year. We may modify, suspend, or discontinue the asset rebalancing program at any time.

 

Asset rebalancing

will cease if:

you elect to participate in the DCA Fixed Account;

we receive at our Office your request to discontinue participation;

you make a transfer to or from any subaccount other than under a scheduled rebalancing (not including transfers in connection with loans); or

you elect to participate in any asset allocation services provided by a third party.

 

Policy Values

 

Cash Value

varies from day to day, depending on the investment experience of the subaccounts you choose, the interest credited to the fixed account, the charges deducted and any other Policy transactions (such as additional premium payments, transfers, withdrawals and Policy loans);

serves as the starting point for calculating values under a Policy;

equals the sum of all values in the fixed account (including any amounts held in the fixed account to secure any loans) and in each subaccount of the Variable Account;

Is determined on the Policy Date and on each Valuation Date; and

has no guaranteed minimum amount (except for amounts allocated to the fixed account) and may be more or less than premiums paid.

 

Growth Accelerator

 

At the end of each month, we will credit your Cash Value with additional interest at an annual rate of 0.50% if your Policy satisfies the following requirements at the beginning of the Policy year:

 

Cash Value is greater than 200% of the total premiums paid; and

Cash Value exceeds $50,000.

 

We will allocate the additional interest to the Variable Account and the fixed account on a pro-rata basis. We guarantee to credit the monthly interest (0.04167% multiplied by the Cash Value at the end of each month); however, the Policy needs to be re-qualified to meet the specified requirements on a year-to-year basis. There is no charge for this benefit.

 

Cash Surrender Value

 

The Cash Surrender Value is the amount we pay to you when you surrender your Policy. We determine the Cash Surrender Value at the end of the Valuation Period when we receive your written surrender request at our Office.

 

Cash Surrender

Value on any

Valuation Date

equals:

the Cash Value as of such date; minus

any surrender charge as of such date; minus

any outstanding Policy loans; minus

any interest you owe on the Policy loans.

 

Subaccount Value

 

Each subaccount’s value is the Cash Value in that subaccount. At the end of any Valuation Period, the subaccount’s value is equal to the number of units that the Policy has in the subaccount, multiplied by the unit value of that subaccount.

 

 

23

 


 

 

The number of

units in any

subaccount on

any Valuation

Date equals:

the initial units purchased at the unit value on the Policy Date; plus

units purchased with additional net premiums; plus

units purchased via transfers from another subaccount or the fixed account (including transfers from the loan account); plus

units purchased via growth accelerator, if any; minus

units redeemed to pay for monthly deductions; minus

units redeemed to pay for partial surrenders; minus

 

units redeemed as part of a transfer to another subaccount or the fixed account (including the loan account); minus

units redeemed to pay any partial surrender charges and any transfer charges.

 

Every time you allocate, transfer, or withdraw money to or from a subaccount, we convert that dollar amount into units. We determine the number of units we credit to, or subtract from, your Policy by dividing the dollar amount of the allocation, transfer or partial surrender by the unit value for that subaccount next determined at the end of the Valuation Period in which the allocation, transfer or partial surrender request is received at our Office.

 

Unit Value

 

We determine a unit value for each subaccount to reflect how investment results affect the Policy values. Unit values will vary among subaccounts. The unit value of each subaccount was originally established at $10 per unit. The unit value may increase or decrease from one Valuation Period to the next.

 

The unit value of

any subaccount

at the end of a

Valuation Period

is calculated as:

the total value of the assets held in the subaccount, determined by multiplying the number of shares of the designated portfolio owned by the subaccount times the portfolio’s net asset value per share; minus

a charge equal to the daily net assets of the Subaccount multiplied by the daily pro rata portion of the annual rate for the Daily Charge; minus

the accrued amount of reserve for any taxes or other economic burden resulting from applying tax laws that we determine to be properly attributable to the subaccount; and the result divided by

the number of outstanding units in the subaccount, before the purchase or redemption of any units on that date.

 

The corresponding portfolio of any subaccount determines its net asset value per each share once daily, as of the close of the regular business session of the NYSE (usually 4:00 p.m. Eastern time), which coincides with the end of each Valuation Period.

 

Therefore, we will process any transfer request we receive at our Office after the close of the regular business session of the NYSE, using the net asset value for each share of the applicable portfolio determined as of the close of the next regular business session of the NYSE.

 

Fixed Account Value

 

On the Policy Date, the fixed account value is equal to the net premiums allocated to the fixed account, less the portion of the first monthly deduction taken from the fixed account.

 

The fixed account

value at the end

of any Valuation

Period is equal to:

the net premium(s) allocated to the fixed account; plus

any amounts transferred to the fixed account (including amounts transferred to the loan account); plus

total interest credited to the fixed account; plus

amount credited via Growth Accelerator, if any; minus

amounts charged to pay for monthly deductions; minus

amounts withdrawn or surrendered from the fixed account; minus

amounts transferred from the fixed account (including the loan account) to a subaccount.

 

Death Benefit

 

Death Benefit

 

While the Policy is in force and if no loan is outstanding when the Insured dies, then, the death benefit is the greater of:

 

 

(1)

the Basic Death Benefit; or

 

(2)

the Guaranteed Minimum Death Benefit (“GMDB”).

 

24

 


 

 

Basic Death Benefit: The Basic Death Benefit is the minimum amount that must be payable at the Insured’s death, before reduction for any outstanding loans, for the Policy to be treated as life insurance under the Internal Revenue Code. We determine the Basic Death Benefit by dividing the Cash Value by the net single premium. The net single premium is the amount of premium needed to provide a paid up death benefit of $1.00, assuming the guaranteed cost of insurance charges, a 4% interest rate, and mortality as set forth in the “Commissioners 1980 Standard Ordinary Mortality Table.” The Basic Death Benefit will change monthly, or as of the date of  death, due to changes in the Cash Value. The net single premium will change annually. Only the Basic Death Benefit is paid if there is an outstanding Policy loan when the Insured dies.

 

 

Guaranteed Minimum Death Benefit: Until the Insured’s age 75, the GMDB is the greater of premiums paid (less partial surrenders) or the highest Cash Value on a Policy anniversary (adjusted for subsequent partial surrenders). At age 75, the GMDB remains fixed for the remainder of the Policy. For Policies issued after age 74, the GMDB will be the premiums paid less partial surrenders. If you take a partial surrender, the GMDB is reduced on a “dollar for dollar” basis. If you have an outstanding Policy loan, the GMDB will terminate. If you have an outstanding Policy loan when the Insured dies, the death benefit proceeds will be based on the Basic Death Benefit. However, if you repay the Policy loan before the Insured dies, we will reinstate the GMDB.

 

As long as the Policy is in force, we will determine the amount of and pay the death benefit proceeds on an individual Policy upon receipt at our Office of satisfactory proof of the Insured’s death, plus written direction (from each eligible recipient of death benefit proceeds) regarding how to pay the death benefit payment, and any other documents, forms and information we need. We may require return of the Policy. We will pay the death benefit proceeds to the primary beneficiary(ies) or to a contingent beneficiary. If each beneficiary dies before the Insured and there is no contingent beneficiary, we will pay the death benefit proceeds to the Owner or the Owner’s estate. We will pay the death benefit proceeds in a lump sum or under a payment option. See Payment Options.

 

Death Benefit

Proceeds equal:

the death benefit (described above); minus

any past due monthly deductions; minus

any outstanding Policy loan on the date of death; minus

any interest you owe on the Policy loan(s), minus

any payments under the Accelerated Death Benefit Rider (see below).

 

If all or part of the death benefit proceeds are paid in one sum, we will pay interest on this sum only if required by applicable state law, from the date we receive due proof of the Insured’s death to the date we make payment.

 

The Specified Amount shown in the hypothetical illustrations in this prospectus and on the policy schedule page of your Policy is the Basic Death Benefit on the Policy Date.

 

Accelerated Death Benefit Rider

 

You may exercise the simplified issue Accelerated Death Benefit Rider for long-term care, if such rider was purchased with the Policy. The Accelerated Death Benefit accelerates payment of a portion of the death benefit under the Policy that may be payable monthly to the Owner as reimbursement of certain actual charges incurred by the Insured for long-term care. The Insured becomes eligible for benefits under the Accelerated Death Benefit Rider by being certified as a chronically ill individual and by being confined to a nursing or assisted living facility, or by receiving home health care from a home health agency or adult or adult day care in an adult day care center. Unless the state where we issued your Policy requires otherwise, we will charge an additional premium which is equal to 3% of the life insurance premium paid for your Policy if you purchase the optional Accelerated Death Benefit Rider.

 

The death benefit under the Policy will be reduced by the amount paid under the Accelerated Death Benefit Rider. If the Insured dies while the Policy is in force and while benefits under the rider are being paid, the remaining death benefit proceeds will be paid to the beneficiary and no further payments under this rider will be made to you. However, if the entire death benefit proceeds are paid under the terms of the rider prior to the Insured’s death, the Policy will terminate and there will be no death benefit payable upon the Insured’s death.

 

Benefits under the Accelerated Death Benefit Rider are not intended to be considered taxable income to you. However, benefits paid under this rider may be considered taxable income to you. We urge you to consult your personal tax advisor or attorney on specific points of interest to you.

 

25

 


 

Payment Options

 

There are several ways of receiving proceeds under the death benefit and surrender provisions of the Policy, other than in a lump sum. Information concerning these settlement options is available on request from our Office.

 

Terminal Illness Accelerated Death Benefit Rider

 

You may exercise the single sum Terminal Illness Accelerated Death Benefit if the Insured has been diagnosed with a terminal condition (a disease or injury that is expected to result in death within 12 months).

 

The Terminal Illness Accelerated Death Benefit equals the present value of a portion of the death benefit elected by the Owner, up to a maximum of 100% of the death benefit, less any indebtedness under the Policy. At the time of payment of the Terminal Illness Accelerated Death Benefit, we will provide you with revised specification pages, which reflect the reduction of values and benefits. The Terminal Illness Accelerated Death Benefit can be elected only once. The rider will terminate when the benefit is paid.

 

We reduce the single sum benefit by a discount factor to compensate us for lost income due to the early payment of the death benefit. Benefits under the Terminal Illness Accelerated Death Benefit Rider are not intended to be considered taxable income to you. However, benefits paid under this rider may be considered taxable income to you. We urge you to consult your personal tax advisor or attorney.

 

Full and Partial Surrenders

 

Full Surrenders

 

You may send a Written Notice to surrender your Policy for its Cash Surrender Value as calculated at the end of the Valuation Date when we receive your Written Notice.

 

Full Surrender

Conditions:

The Insured must be alive and the Policy must be in force when you make your Written Notice. A surrender is effective as of the date when we receive your Written Notice. We may require that you return the Policy.

 

You will incur a surrender charge of 7% of any premium payments made within 6 years before the surrender.

 

Written Notice to surrender a Policy that are received at our Office before the NYSE closes are priced using the subaccount unit value determined at the close of that regular business session of the NYSE (usually 4:00 p.m. Eastern time). If we receive Written Notice after the NYSE closes, we will process the surrender request using the subaccount unit value determined at the close of the next regular business session of the NYSE.

 

Once you surrender your Policy, all coverage and other benefits under it cease.

 

We will pay you the Cash Surrender Value in a lump sum within seven days unless you request other arrangements.

 

Surrendering the Policy may have adverse tax consequences. See Federal Tax Considerations—Tax Treatment of Policy Benefits.

 

Partial Surrenders

 

You may request a partial surrender of a portion of your Cash Value subject to certain conditions.

 

You must make your partial surrender request to us in writing.

You must request at least $500.

You may withdraw up to the Policy’s gain (Cash Value minus premiums paid and minus indebtedness) free of charge after the first Policy year.

At least $5,000 of Cash Surrender Value must remain in the Policy after the partial surrender.

We assess a surrender charge equal to 7% of the whole amount surrendered in the first Policy year.

We assess a surrender charge equal to 7% of the portion of any partial surrender after the first Policy year that exceeds the gain and is attributable to a premium payment made within 6 years before the partial surrender.

We deduct the surrender charge from the remaining Cash Value.

 

 

26

 


 

You can specify the subaccount(s) and fixed account from which to make the partial surrender; otherwise we will deduct the amount (including any partial surrender charge) from the subaccounts and the fixed account on a pro-rata basis (that is, according to the percentage of Cash Value contained in each subaccount and the fixed account).

 

>

If you have an outstanding Variable Interest Policy Loan which exceeds 50% of the Cash Surrender Value – and your partial surrender causes your fixed account (excluding any DCA amounts) to fall below two times the excess of your Variable Interest Policy Loan minus 50% of the Cash Surrender Value, we then must secure all or a portion of your Policy loan by automatically transferring the required amount from your Cash Value held in the Variable Account to the fixed account or you cannot make the partial surrender.

>

If you have an outstanding Fixed Account Policy Loan your Policy loan has already been secured by your Cash Value held in the loan reserve in the fixed account and you can make a partial surrender of up to the amount remaining in the Cash Surrender Value for the policy, subject to the rules outlined above.

>

We will process the partial surrender at the unit values next determined after we receive your request.

>

We generally will pay a partial surrender request within seven days after the Valuation Date when we receive the request.

 

Partial surrenders may have adverse tax consequences. See Federal Tax Considerations—Tax Treatment of Policy Benefits.

 

Loans

 

General

 

While the Policy is in force, you may borrow money from us using the Policy as the only collateral for the loan. A loan that is taken from, or secured by, a Policy may have tax consequences.

 

To request a Policy loan, you must complete our Policy Loan Request Form and send it to our Office. We cannot process your request until you have completed all items on that form.

 

A Policy loan affects the Policy because we reduce the death benefit proceeds and Cash Surrender Value under the Policy by the amount of any outstanding Policy loan plus interest you owe on the Policy loans. Repaying the Policy loan causes the death benefit proceeds and Cash Surrender Value to increase by the amount of the repayment.

 

There are risks involved in taking a Policy loan, including the potential for a Policy to lapse if projected earnings, taking into account outstanding Policy loans, are not achieved. If the Policy is a Modified Endowment Contract (“MEC”), the Policy loan will be treated as a distribution from the Policy for federal income tax purposes to the extent of gain in the Policy. A Policy loan may also have possible adverse tax consequences that could occur if a Policy is surrendered or lapses with Policy loans outstanding, whether or not the Policy is a MEC.

 

Fixed Account Policy Loan

 

Collateral:

 

You may take a Fixed Account Policy Loan against the Policy for amounts from $500 up to 90% of the Cash Value net of any surrender charge, minus outstanding loans and any interest you owe. To secure the Fixed Account Policy Loan, we transfer an amount equal to the loan from the Variable Account and the fixed account to the loan account, which is a part of the fixed account. If your loan application does not specify any allocation instructions, we will transfer the loan from the subaccounts and the fixed account on a pro-rata basis (that is, according to the percentage of Cash Value contained in each subaccount and the fixed account).

 

Amounts in the loan account earn interest at the guaranteed minimum rate of 3% per year, compounded annually. We may credit the loan account with an interest rate different from the fixed account. We normally pay the amount of the loan within seven days after we receive a proper loan request. We may postpone payment of loans under certain conditions.

 

 

You may repay all or part of your outstanding loans at any time. Loan repayments must be at least $500, and must be

 

27

 


 

clearly marked as “loan repayments” or they will be credited as premiums if they meet minimum premium requirements. Upon each loan repayment, we will transfer an amount equal to the loan repayment from the loan account to the fixed and/or Variable Account according to your current premium allocation schedule.

 

We deduct any unpaid loans from the Cash Surrender Value and death benefit proceeds payable on the Insured’s death. If any unpaid loan, including interest you owe, equals or exceeds the Cash Value, causing the Cash Surrender Value to become zero, then your Policy will enter a 61-day grace period.

 

The Guaranteed Minimum Death Benefit will not be paid if the Insured dies while a loan is outstanding. Instead the death benefit under the Policy will be the Basic Death Benefit. The Guaranteed Minimum Death Benefit will be reinstated if all outstanding Policy loans are repaid before Insured’s death.

 

Interest Rate:

 

We currently charge you an interest rate of 4.50% (the guaranteed maximum is 6%) per year on your loan. Interest is due and payable at the end of each calendar quarter, or, if earlier, on the date of any loan repayment, Policy lapse, surrender, Policy termination, or the Insured’s death. Unpaid interest becomes part of the outstanding loan and accrues interest accordingly. We reserve the right to change the interest rate on any new and existing loans. However, the interest rate will never be raised above the guaranteed rate of 6%.

 

This Fixed Account Policy Loan provision may not be available in all states.

 

Variable Interest Policy Loan

 

You may take a Variable Interest Policy Loan against the Policy while it is in force. The amount of your Policy loan may not be greater than 90% of the Cash Value of the Policy less the applicable Surrender Charge as of the date of the Policy loan request, less any outstanding loan amount. The outstanding loan amount is the total Policy loan payoff amount, including accrued loan interest and any new loan(s). The minimum amount of any Policy loan request is $500. Our Policy loan review procedure generally results in making a Policy loan within 7 days after review of the request. However, in certain circumstances, we may be required to defer making a Policy Loan for not more than six (6) months after the Policy loan request is made.

 

The loan date is the date that we process your Policy loan request. The Policy loan may be repaid at any time while the Policy is in force.

 

Collateral:

 

The Policy is the only collateral that we require for your Variable Interest Policy Loan. The Cash Value of the Policy becomes the collateral for the repayment of the Policy loan. For a Policy loan of up to 50% of the Cash Value of the Policy, you may choose to have the collateral in the fixed account, the Variable Account or both the fixed and Variable Accounts. For a Policy loan greater than 50% of the Cash Surrender Value of the Policy, an amount of collateral must remain in the fixed account equal to two times the portion of the Policy loan that exceeds 50% of the Cash Surrender Value of the Policy. If the amount in the fixed account is not sufficient to meet this requirement, the additional amount necessary will be transferred automatically from the Variable Account to the fixed account on a pro-rata basis, according to your existing fund allocation instructions.

 

We will reevaluate Policy values whenever any of the following occurs:

 

>

A new Policy loan or an addition to an existing Policy loan is taken;

>

A partial withdrawal is processed;

>

A benefit is paid under the Acceleration of Death Benefit Rider; or

>

A transfer is made from the fixed account to the Variable Account.

 

We will not automatically transfer amounts from the fixed account to the Variable Account. You may request a transfer from the fixed account to the Variable Account within 30 days after a Variable Interest Policy Loan repayment. A transfer to the Variable Account following a Policy loan repayment may be for any amount up to the amount of the repayment. No transfer to the Variable Account will be permitted to the extent that such transfer would result in the fixed account being less than the required amount.

 

The Guaranteed Minimum Death Benefit will not be paid if the Insured dies while a loan is outstanding. Instead, the death benefit under the Policy will be the Basic Death Benefit. The Guaranteed Minimum Death Benefit will be

 

28

 


 

reinstated if all outstanding Policy loans are repaid before Insured’s death.

 

Interest Rate:

 

We will charge interest on the Policy Loan while it is outstanding. We may adjust the rate of interest at the end of a calendar quarter. The rate will not exceed the greater of (i) the “Published Monthly Average” for the calendar month ending two months before the date on which the rate is determined; or (ii) the interest rated used to determine cash surrender value in the fixed account under the Policy during the applicable period plus 1% per year. The “Published Monthly Average” is Moody’s Corporate Bond Yield Average – Monthly Average Corporates as published by Moody’s Investors Service, Inc., for the calendar month ending two months before the date on which the maximum rate is to be determined. (In the event that the Moody’s Corporate Bond Yield Average – Monthly Average Corporates is no longer published, a substantially similar average, established by regulation by the Iowa Commissioner of Insurance will be instituted.)

 

We will notify you of the initial interest rate to be charged on the loan at the time a Policy loan is made. We will notify you in advance of any change in the interest rate applicable to any existing Policy loan(s). Interest on your Policy loan is payable in arrears. Interest is due at the end of each calendar quarter or, if earlier, on the date of any loan repayment, Policy lapse, surrender, Policy termination, or the Insured’s death. Any interest not paid when due will be added to the Policy loan at the end of each calendar quarter.

 

This Variable Interest Policy Loan provision may not be available in all states.

 

Policy Lapse and Reinstatement

 

Lapse

 

If you have no outstanding Policy loans, then we guarantee that your Policy will not lapse, regardless of investment performance. If you do have an outstanding loan, then certain circumstances will cause your Policy to enter a grace period during which you must make a sufficient payment to keep your Policy in force:

 

If you have an outstanding Policy loan and your Policy’s Cash Surrender Value becomes zero (or negative), then the Policy will enter a 61-day grace period.

 

If your Policy enters into a grace period, we will mail a notice to your last known address and to any assignee of record. The 61-day grace period begins on the date of the notice. The notice will specify the minimum payment required and the final date by which we must receive the payment to keep the Policy from lapsing. If we do not receive the specified minimum payment by the end of the grace period, all coverage under the Policy will terminate and you will receive no benefits. The payment must be sufficient enough to cause the Cash Surrender Value to exceed zero, after deducting all due and unpaid monthly deductions and outstanding loans.

 

Reinstatement

 

You may not reinstate your Policy if it lapses unless we issued your Policy in a state that requires that the Policy include a reinstatement provision. If your Policy was issued in a state that requires that the Policy include a reinstatement provision, then you may request a reinstatement of a lapsed Policy within five years of the date of lapse (and prior to the Maturity Date). To reinstate a Policy, you must:

 

submit Written Notice requesting reinstatement;

provide evidence of insurability that is satisfactory to us; and

make a premium payment that is large enough to cover the sum of:

 

>

the monthly deductions not previously paid during the grace period, plus

 

>

$10,000.

 

We will not reinstate any outstanding loans (including interest you owe). The amount in the loan account on the reinstatement date will be zero. Your Cash Surrender Value on the reinstatement date will equal the premium you pay at reinstatement minus the sum of:

 

 

(1)

monthly deductions to cover the grace period;

 

(2)

one additional monthly deduction; and

 

(3)

any surrender charge.

 

29

 


 

 

The reinstatement date for your Policy will be the monthly date on or following the day we approve your application for reinstatement. We may decline a request for reinstatement.

 

Federal Tax Considerations

 

The following summarizes some of the basic federal income tax considerations associated with a Policy and does not purport to be complete or to cover all situations. This discussion is not intended as tax advice. Please consult counsel or other qualified tax advisors for more complete information. We base this discussion on our understanding of the present federal income tax laws as they are currently interpreted by the Internal Revenue Service (the “IRS”). Federal income tax laws and the current interpretations by the IRS may change.

 

Tax Status of the Policy

 

A Policy must satisfy certain requirements set forth in the Internal Revenue Code (“Code”) in order to qualify as a life insurance policy for federal income tax purposes and to receive the tax treatment normally accorded life insurance policies under federal tax law. Guidance as to how these requirements are to be applied is limited. Nevertheless, we believe that this Policy should generally satisfy the applicable Code requirements. It is uncertain whether death benefits under policies where the maturity date has been extended will be excludible from the beneficiary’s gross income and whether policy cash value will be deemed to be distributed to you on the original maturity date. Such a deemed distribution may be taxable. If it is subsequently determined that a Policy does not satisfy the applicable requirements, we may take appropriate steps to bring the Policy into compliance with such requirements and we reserve the right to restrict Policy transactions in order to do so.

 

In certain circumstances, owners of variable life insurance policies have been considered for federal income tax purposes to be the owners of the assets of the separate account supporting their policies due to their ability to exercise investment control over those assets. Where this is the case, the policy owners have been currently taxed on income and gains attributable to the separate account assets. There is little guidance in this area, and some features of the Policies, such as the flexibility to allocate premiums and Cash Values, have not been explicitly addressed in published rulings. While we believe that the Policy does not give you investment control over variable account assets, we reserve the right to modify the Policy as necessary to prevent you from being treated as the owner of the separate account assets supporting the Policy.

 

In addition, the Code requires that the investments of the separate account be “adequately diversified” in order to treat the Policy as a life insurance policy for federal income tax purposes. We intend that the separate account, through the portfolios, will satisfy these diversification requirements.

 

The following discussion assumes that the Policy will qualify as a life insurance policy for federal income tax purposes.

 

Tax Treatment of Policy Benefits

 

In General. We believe that the Policy described in this prospectus is a life insurance policy under Code Section 7702. Section 7702 affects the taxation of life insurance policies and places limits on the relationship of the accumulation value to the death benefit. As life insurance policies, the death benefits of the policies are generally excludable from the gross income of the beneficiaries. In the absence of any guidance from the IRS on the issue, we believe that providing an amount at risk after age 99 in the manner provided should be sufficient to maintain the excludability of the death benefit after age 99. However, lack of specific IRS guidance makes the tax treatment of the death benefit after age 99 uncertain. Also, any increase in accumulation value should generally not be taxable until received by you or your designee. However, if your Policy is a modified endowment contract you may be taxed when you take a Policy loan, pledge or assign the Policy. Federal, state and local transfer, estate and other tax consequences of ownership or receipt of Policy proceeds depend on your circumstances and the beneficiary's circumstances. A tax advisor should be consulted on these consequences.

 

Generally, you will not be deemed to be in constructive receipt of the Cash Value until there is a distribution. When distributions from a Policy occur, or when loans are taken out from or secured by a Policy (e.g., by assignment), then the tax consequences depend on whether the Policy is classified as a “Modified Endowment Contract” (“MEC”). Moreover, if a loan from a Policy that is not a MEC is outstanding when the Policy is canceled or lapses, the amount of the outstanding indebtedness will be added to the amount distributed and will be taxed accordingly.

 

30

 


 

Modified Endowment Contracts. Under the Code, certain life insurance policies are classified as MECs and receive less favorable tax treatment than other life insurance policies. The Policy will generally be classified as a MEC, although some policies issued in exchange for life insurance policies are not. You should consult a tax advisor to determine the circumstances, if any, under which your Policy would or would not be classified as a MEC.

 

Upon issue of your Policy, we will notify you as to whether or not your Policy is classified as a MEC based on the initial premium we receive. If your Policy is not a MEC at issue, then you will also be notified of the maximum amount of additional premiums you can pay without causing your Policy to be classified as a MEC. If a payment would cause your Policy to become a MEC, you and your agent will be notified. At that time, you will need to notify us if you want to continue your Policy as a MEC. Unless you notify us that you do want to continue your Policy as a MEC, we will refund the dollar amount of the excess premium that would cause the Policy to become a MEC.

 

Distributions (other than Death Benefits) from MECs. Policies classified as MECs are subject to the following tax rules:

 

All distributions other than death benefits from a MEC, including distributions upon surrender and partial surrenders, will be treated first as distributions of gain taxable as ordinary income. They will be treated as tax-free recovery of the Owner’s investment in the Policy only after all gain has been distributed. Your investment in the Policy is generally your total premium payments. When a distribution is taken from the policy, your investment in the Policy is reduced by the amount of the distribution that is tax free.

Loans taken from or secured by (e.g., by assignment) such a Policy are treated as distributions and taxed accordingly. If the Policy is part of a collateral assignment split dollar arrangement, the initial assignment as well as increases in cash value during the assignment may be distributions and taxable.

A 10% additional federal income tax is imposed on the amount included in income except where the distribution or loan is made when you have attained age 59½ or are disabled, or where the distribution is part of a series of substantially equal periodic payments for your life (or life expectancy) or the joint lives (or joint life expectancies) of you and your beneficiary.

If a Policy becomes a MEC, distributions that occur during the Policy year will be taxed as distributions from a MEC. In addition, distributions from a Policy within two years before it becomes a MEC will be taxed in this manner. This means that a distribution made from a Policy that is not a MEC at the time when the distribution is made could later become taxable as a distribution from a MEC.

 

Distributions (other than Death Benefits) from Policies that are not MECS. Distributions from a Policy that is not a MEC are generally treated first as a recovery of your investment in the Policy, and as taxable income after the recovery of all investment in the Policy. However, certain distributions which must be made in order to enable the Policy to continue to qualify as a life insurance policy for federal income tax purposes if Policy benefits are reduced during the first 15 Policy Years may be treated in whole or in part as ordinary income subject to tax. Distributions from or loans from or secured by a Policy that is not a MEC are not subject to the 10% additional tax.

 

Policy Loans. Loans from or secured by a Policy that is not a MEC are generally not treated as distributions. Instead, such loans are treated as indebtedness. If a loan from a Policy that is not a MEC is outstanding when the Policy is surrendered or lapses, the amount of the outstanding indebtedness will be treated as if it were a distribution at that time. The tax consequences associated with Policy loans outstanding after the first 10 Policy years with preferred loan rates are less clear and a tax advisor should be consulted about such loans.

 

Deductibility of Policy Loan Interest. In general, interest you pay on a loan from a Policy will not be deductible. Before taking out a Policy loan, you should consult a tax advisor as to the tax consequences.

 

Multiple Policies. All MECs that we issue (or that our affiliates issue) to the same owner during any calendar year are treated as one MEC for purposes of determining the amount includible in the owner’s income when a taxable distribution occurs.

 

Investment in the Policy. Your investment in the Policy is generally the sum of premium payments you made. When a distribution from the Policy occurs, your investment in the Policy is reduced by the amount of the distribution that is tax-free.

 

Continuation of Policy Beyond Age 100. The tax consequences of continuing the Policy beyond the insured’s attained age 100 are unclear and may include taxation of the gain in the Policy at the original maturity date or the taxation of the death benefit in whole or in part. You should consult a tax advisor if you intend to keep the Policy in force beyond the insured’s attained age 100.

 

Business Uses of the Policy. The Policy may be used in various arrangements, including nonqualified deferred

 

31

 


 

compensation or salary continuance plans, split dollar insurance plans, executive bonus plans, retiree medical benefit plans and others. The tax consequences of such plans and business uses of the Policy may vary depending on the particular facts and circumstances of each individual arrangement and business uses of the Policy. Therefore, if you are contemplating using the Policy in any such arrangement, you should be sure to consult a tax advisor as to tax attributes of the arrangement and in its use of life insurance. In recent years, moreover, Congress and the IRS have adopted new rules relating to nonqualified deferred compensation and to life insurance owned by businesses and the IRS has recently issued new guidelines on split-dollar arrangements. Any business contemplating the purchase of a new Policy or a change in an existing Policy should consult a tax advisor.

 

Withholding. To the extent that Policy distributions are taxable, they are generally subject to withholding for the recipient’s federal income tax liability. The federal income tax withholding rate is generally 10% of the taxable amount of the distribution. Withholding applies only if the taxable amount of all distributions are at least $200 during a taxable year. Some states also require withholding for state income taxes. With the exception of amounts that represent eligible rollover distributions from Pension Plans and 403(b) arrangements, which are subject to mandatory withholding of 20% for federal tax, recipients can generally elect, however, not to have tax withheld from distributions. If the taxable distributions are delivered to foreign countries, U.S. persons may not elect out of withholding. Taxable distributions to non-resident aliens are generally subject to withholding at a 30% rate unless withholding is eliminated under an international treaty with the United States. The payment of death benefits is generally non-taxable and not subject to withholding.

 

Alternative Minimum Tax. There also may be an indirect tax upon the income in the Policy or the proceeds of a Policy under the federal corporate alternative tax, if the Policy Owner is subject to that tax.

 

Accelerated Death Benefit Rider. We believe that the benefits received under this rider will generally be excludible from gross income, except in certain business contexts. However, taxability of the benefits can also be affected by other factors such as the amount of other long-term care insurance on the Insured. You should consult a tax advisor about the consequences of adding this rider to your Policy.

 

Terminal Illness Accelerated Death Benefit Rider. We believe that the single-sum payment we make under this rider should be fully excludible from the gross income of the beneficiary, except in certain business contexts. You should consult a tax advisor about the consequences of adding this rider to your Policy, or requesting a single-sum payment.

 

Other Tax Considerations. The transfer of the Policy or designation of a beneficiary may have federal, state, and/or local transfer and inheritance tax consequences, including the imposition of gift, estate, and generation-skipping transfer taxes. The individual situation of each owner or beneficiary will determine the extent, if any, to which federal, state, and local transfer and inheritance taxes may be imposed and how ownership or receipt of Policy proceeds will be treated for purposes of federal, state and local estate, inheritance, generation-skipping and other taxes.

 

Special Rules for Pension Plans and Section 403(b) Plans. If the Policy is purchased in connection with a section 401(a) qualified pension or profit sharing plan, including a section 401(k) plan, or in connection with a section 403(b) plan or program, federal and state income and estate tax consequences could differ from those stated in this prospectus. The purchase may also affect the qualified status of the plan. You should consult a qualified tax advisor in connection with such purchase.

 

Policies owned under these types of plans may be subject to the Employee Retirement Income Security Act of 1974, or ERISA, which may impose additional requirements on the purchase of policies by such plans. You should consult a qualified advisor regarding ERISA.

 

Other Policy Information

 

Extending the Maturity Date

 

You may request to extend the Maturity Date for your Policy. You must make your request in writing and we must receive it at our Office at least 90 days, but no more than 180 days, before the scheduled Maturity Date. After you extend the Maturity Date, we will automatically extend your Maturity Date every year unless you direct us in writing to

 

32

 


 

do otherwise. Interest on any outstanding Policy loan will continue to accrue during the period for which the Maturity Date is extended.

 

The Cash Value at the Maturity Date will be equal to the death benefit, less any indebtedness. If you choose to extend the Maturity Date, the Cash Value will continue to earn interest and no monthly deductions will be deducted from the Cash Value.

 

The tax consequences of continuing a Policy beyond the Insured’s age 100 are unclear and may include taxation of the gain in the Policy at the original maturity date or taxation of the death benefit in whole or in part. You should consult a tax advisor as to those consequences.

 

Payments We Make

 

We usually pay the amounts of any surrender, partial surrender, death benefit proceeds, or settlement options within seven calendar days after we receive all applicable written notices and/or due proofs of death. However, we can postpone such payments if:

 

the NYSE is closed, other than customary weekend and holiday closing, or trading on the NYSE is restricted as determined by the Securities and Exchange Commission (SEC); or

 

 

the SEC permits, by an order or less formal interpretation (e.g., no-action letter), the postponement of any payment for the protection of Owners; or

 

 

the SEC determines that an emergency exists that would make the disposal of securities held in the variable account or the determination of their value not reasonably practicable.

 

We have the right to defer payments of amounts from the fixed account for up to six (6) months.

 

If you have submitted a recent check or draft, we have the right to defer payment of surrenders, partial surrenders, death benefit proceeds, or payments under a payment option until such check or draft has been honored.

 

If mandated under applicable law, we may be required to reject a premium payment and/or block an Owner’s account and thereby refuse to pay any request for transfers, full or partial surrenders, loans or death benefits until instructions are received from the appropriate regulators. If a Policy or account is frozen, the policy value would be moved to a special segregated interest bearing account and held in that account until we receive instructions from the appropriate federal regulator. We also may be required to provide additional information about you or your account to government regulators.

 

Split Dollar Arrangements

 

You may enter into a split dollar arrangement with another owner or another person(s) whereby the payment of premiums and the right to receive the benefits under the Policy (i.e., Cash Surrender Value of insurance proceeds) are split between the parties. There are different ways of allocating these rights.

 

For example, an employer and employee might agree that under a Policy on the life of the employee, the employer will pay the premiums and will have the right to receive the Cash Surrender Value. The employee may designate the beneficiary to receive any insurance proceeds in excess of the Cash Surrender Value. If the employee dies while such an arrangement is in effect, the employer would receive from the insurance proceeds the amount that he would have been entitled to receive upon surrender of the Policy and the employee’s beneficiary would receive the balance of the proceeds.

 

No transfer of Policy rights pursuant to a split dollar arrangement will be binding on us unless in writing and received by us at our office. Split dollar arrangements may have tax consequences. You should consult a tax advisor before entering into a split dollar arrangement.

 

On July 30, 2002, President Bush signed into law significant accounting and corporate governance reform legislation, known as the Sarbanes-Oxley Act of 2002 (the “Act”). The Act prohibits, with limited exceptions, publicly-traded companies, including non-U.S. companies that have securities listed on exchanges in the United States, from extending, directly or through a subsidiary, many types of personal loans to their directors or executive officers. It is possible that this prohibition may be interpreted as applying to split-dollar life insurance policies for directors and executive officers of such companies, since such insurance arguably can be viewed as involving a loan from the employer for at least some purposes.

 

33

 


 

Although the prohibition on loans of publicly-traded companies is generally effective as of July 30, 2002, there is an exception for loans outstanding as of the date of enactment, so long as there is no material modification to the loan terms and the loan is not renewed after July 30, 2002. Any affected business contemplating the payment of a premium on an existing Policy, or the purchase of a new Policy, in connection with a split-dollar life insurance arrangement should consult legal counsel.

 

In addition, the IRS issued guidance that affects the tax treatment of split-dollar arrangements and the Treasury Department issued final regulations that would significantly affect the tax treatment of such arrangements. The IRS guidance and the final regulations affect all split dollar arrangements, not just those involving publicly-traded companies. Consult your qualified tax advisor with respect to the effect of this current and proposed guidance on your split dollar policy.

 

Policy Termination

 

Your Policy will terminate on the earliest of:

 

>

the Maturity Date (Insured’s age 100)

>

the end of the grace period without a sufficient payment

>

the date the Insured dies

>

the date you surrender the Policy

 

Riders

 

The following riders are available under the Policy. You must elect to add a rider to your Policy. Each of the following riders may be subject to certain limitations, and may not be available in all states. There may be charges associated with each of these riders. Your agent can help you determine whether certain of the riders are suitable for you. Please contact us for further details about these riders.

 

Adding riders to an existing Policy or canceling them may have tax consequences. You should consult a tax advisor before doing so.

 

The Accelerated Death Benefit Rider accelerates payment of a portion of the death benefit under the Policy that may be payable monthly to the Owner as reimbursement of certain charges incurred by the Insured for long-term care.

The Terminal Illness Accelerated Death Benefit Rider allows the Owner to elect to receive a portion of the death benefit proceeds under the Policy in a single sum benefit if, while the Policy is in force, the Insured has been diagnosed with a terminal condition that is expected to result in death within 12 months.

 

Additional Information

 

Sale of the Policies

Principal Underwriting Agreement. Effective May 1, 2007, our affiliate, TCI, replaced our affiliate, AFSG, as principal underwriter for the Policies. We have entered into a principal underwriting agreement with our affiliate, TCI, for the distribution and sale of the Policies. We may reimburse TCI for certain expenses it incurs in order to pay for the distribution of the Policies (e.g., commissions payable to selling firms selling the Policies, as described below.) TCI also acts as distributor for the Policies. TCI markets the Policies through the banking channel and serves as the wholesaler to national brokerage firms, regional and independent broker-dealers and independent financial planners.

 

Compensation to Broker-Dealers Selling the Policies. The Policies are offered to the public through broker-dealers (“selling firms”) that are licensed under the federal securities laws; the selling firm and/or its affiliates are also licensed under state insurance laws. The selling firms have entered into written selling agreements with us and with TCI as principal underwriter for the Policies. We pay commissions through TCI to the selling firms for their sales of the Policies.

 

A limited number of affiliated and unaffiliated broker-dealers may also be paid commissions and overrides to “wholesale” the Policies, that is, to provide sales support and training to sales representatives at the selling firms. We also provide compensation to a limited number of broker-dealers for providing ongoing service in relation to the policies that have already been purchased.

 

The selling firms who have selling agreements with us and TCI are paid commissions for the promotion and sale of the

 

34

 


 

Policies according to one or more schedules. The amount and timing of commissions may vary depending on the selling agreement, but the maximum commission is approximately 7% of premiums.

 

To the extent permitted by NASD rules, TCI may pay (or allow other broker-dealers to provide) promotional incentives or payments in the form of cash or non-cash compensation or reimbursement to some, but not all, selling firms. These arrangements are sometimes referred to as “revenue sharing” arrangements and are described further below.

 

The registered representative who sells you the Policy typically receives a portion of the compensation we (and our affiliates) pay to the selling firms, depending on the agreement between the selling firm and its registered representative and the firm’s internal compensation program. These programs may include other types of cash and non-cash compensation and other benefits. Ask your sales representative for further information about the compensation your sales representative, and the selling firm that employs your sales representative, may receive in connection with your purchase of a Policy. Also inquire about any revenue sharing arrangements that we and our affiliates may have with the selling firm, including the conflicts of interests that such arrangements may create.

 

Special Compensation For Affiliated Firms. Our parent company provides paid-in capital to TCI and pays the cost of TCI’s operating and other expenses, including costs for facilities, legal and accounting services, and other internal administrative functions. TCI is also provided with a percentage of total commissions paid on sales of our policies and with capital payments that are not contingent on sales.

 

TCI’s registered representatives and supervisors may receive non-cash compensation, such as attendance at conferences, seminars and trips (such as travel, lodging and meals in connection therewith), entertainment, merchandise and other similar items, payments, loans, loan guaranties or loan forgiveness.

 

Additional Compensation that We Pay to Selected Selling Firms. TCI, in connection with the sales of the Policies, may pay certain selling firms additional cash amounts for “preferred product” treatment of the Policies in their marketing programs in order to receive enhanced marketing services and increased access to their sales representatives. In exchange for providing TCI with access to their distribution network, such selling firms may receive additional compensation or reimbursement for, among other things, the hiring and training of sales personnel, marketing, sponsoring of conferences and seminars, and/or other services they provide to us and our affiliates. To the extent permitted by applicable law, TCI and other parties may provide the selling firms with occasional gifts, meals, tickets or other non-cash compensation as an incentive to sell the Policies. These special compensation arrangements are not offered to all selling firms and the terms of such arrangements may differ between selling firms.

 

Special compensation arrangements are calculated in different ways by different selling firms and may be based on past or anticipated sales of the Policies and other criteria. For instance, in 2006, TCI, in connection with the sales of our Policies, made flat fee payments to several selling firms ranging from $5,000 to $500,000, and payments of between .06% and 25% on new sales. TCI also paid selling firm’s special fees based on new sales and/or assets under management.

 

During 2006, we and/or TCI had entered into such “preferred product” arrangements with the following selling firms:

Atlas Securities

Compass Bancshares

Mutual of Omaha

Centaurus Financial

First Allied

Neworth Financial Group/AIG

Huntington Investments

Guaranty Bank

Lincoln Financial Advisers

LPL Financial

PNC Bank

Merrill Lynch

Citizens Bank

Raymond James Financial Group

ProEquities

Smith Barney/Citigroup

Suntrust

Questar Capital

UBS Financial Services

US Bancorp Piper Jaffray

Stifel Nicholas

Transamerica Financial Advisors

Bank of America

Wachovia Securities/Wachovia Bank

Associated Financial Group

Jefferson Pilot

Robert W. Baird

H & R Block

Money Concepts

Signator

 

35

 


 

 

M&T Bank

 

 

 

During 2006, in conjunction with TCI, we paid the following amounts (in addition to sales commissions) to the top 10 selling firms (in terms of amounts paid):

 

Name of Firm

Amount Paid in 2006

Wachovia Securities/Wachovia Bank

$1,222,156

Smith Barney/Citigroup

$873,804

UBS Financial

$798,614

Linsco/Private Ledger (LPL)

$6069,312

Merrill Lynch

$84,625

Raymond James Financial Group

$381,425

A.G. Edwards

$189,232

Huntington Investments

$185,407

USBancorp/Piper Jaffray

$940522

 

No specific charge is assessed directly to policyowners or the Variable Account to cover commissions and other incentives or payments described above. We do intend to recoup commissions and other sales expenses and incentives we pay, however, through fees and charges deducted under the Policy and other corporate revenue.

You should be aware that a selling firm or its sales representatives may receive different compensation or incentives for selling one product over another. In some cases, these payments may create an incentive for the selling firm or its sales representatives to recommend or sell this Policy to you. You may wish to take such payments into account when considering and evaluating any recommendation relating to the Policies.

 

Associate Policies

 

The Policy may be acquired by an employee or registered representative of any broker/dealer authorized to sell the policy or their spouse or minor children, or by an officer, director, trustee or bona-fide full-time employee of Transamerica or its affiliated companies or their spouse or minor children. In such a case, Transamerica may credit an amount equal to a percentage of each premium payment to the policy due to lower acquisition costs Transamerica experiences on those purchases. The credit will be reported to the Internal Revenue Service as taxable income to the employee or registered representative. Transamerica may offer certain employer sponsored savings plans, in its discretion reduced fees and charges including, but not limited to, the annual service charge, the surrender charges, the mortality and expense risk fee and the administrative charge for certain sales under circumstances which may result in savings of certain costs and expenses. In addition, there may be other circumstances of which Transamerica is not presently aware which could result in reduced sales or distribution expenses. Credits to the policy or reductions in these fees and charges will not be unfairly discriminatory against any owner.

 

Legal Proceedings

 

Like other life insurance companies, we are involved in lawsuits. We are not aware of any class action lawsuits naming us as a defendant or involving the variable account. In some lawsuits involving other insurers, substantial damages have been sought and/or material settlement payments have been made. Although the outcome of any litigation cannot be predicted with certainty, at the present time, we believe that there are no pending or threatened lawsuits that are likely to have a material adverse impact on the Variable Account, or TCI’s ability to perform under its principal underwriting agreement, or on Transamerica’s ability to meet its obligations under the Policy.

 

Financial Statements

 

The financial statements of Transamerica and the Variable Account are included in the SAI.

 

 

 

36

 


 

Table of Contents of the Statement of Additional Information

 

Glossary

The Policy – General Provisions

 

Ownership Rights

 

Our Right to Contest the Policy

 

Suicide Exclusion

 

Misstatement of Age or Gender

 

Modifying the Policy

 

Mixed and Shared Funding

 

Addition, Deletion, or Substitution of Portfolios

 

Additional Information

 

Payment Options

 

Additional Information about Transamerica and the Variable Account

 

Variations in Policy Provisions

 

Personalized Illustrations of Policy Benefits

 

Sales of the Policies

 

Report to Owners

 

Records

 

Independent Registered Public Accounting Firm

 

Experts

 

Financial Statements

Underwriters

 

Underwriting Standards

IMSA

Performance Data

 

Other Performance Date in Advertising Sales Literature

 

Transamerica’s Published Ratings

Index to Financial Statements

 

Separate Account VUL A

 

Transamerica Life Insurance Company

 

37

 


 

Glossary

Cash Value

The sum of your Policy’s value in the subaccounts and the fixed account (including amounts held in the fixed account to secure any Fixed Account Policy Loans).

 

Cash Surrender Value

The amount we pay when you surrender your Policy. It is equal to: (1) the Cash Value as of the date of surrender; minus (2) any surrender charge; minus (3) any outstanding Policy loan; minus (4) any loan interest you owe.

 

Death benefit proceeds

The amount we will pay to the beneficiary when we receive proof of the Insured’s death. We will reduce the proceeds by the amount of any outstanding loans (including any interest you owe), and any due and unpaid monthly deductions.

 

Fixed Account Collateral

The Cash Value held in the Loan Reserve of the Fixed Account that is used to secure a Fixed Account Policy Loan.

 

Fixed Account Policy Loan

A Policy Loan secured by the Cash Value held in the Loan Reserve, which is part of the Fixed Account.

 

Indebtedness

Policy loan value plus accrued interest on the Policy loan.

 

Initial premium

The amount you must pay before insurance coverage begins under the Policy. Your Policy’s schedule page shows the initial premium. It must be at least $10,000.

 

Insured

The person whose life is insured by the Policy.

 

Lapse

If the Policy has an outstanding loan and it does not have enough Cash Value to pay the monthly deduction, the surrender charge and any outstanding loan amount (including any interest you owe on the loan(s)), the Policy will enter a 61-day grace period. The Policy will lapse (terminate without value) if you do not make a sufficient payment by the end of a grace period.

 

Loan Amount

The total amount of all outstanding Policy loans, including principal and interest due.

 

Maturity Date

The Policy anniversary when the insured reaches age 100 and life insurance coverage under the Policy ends. You may elect to continue the Policy beyond Insured’s age 100 under the extended maturity provision. However, the extended maturity provision may not be available in all states.

 

Monthly Date

This is the same day of each month as the Policy Date. If there is no Valuation Date in a calendar month that coincides with the Policy Date, the Monthly Date is the next Valuation Date. On each Monthly Date, we determine Policy charges and deduct them from the Cash Value.

 

Monthly Deduction

The amount we deduct from the Cash Value each month. The monthly deduction includes the cost of insurance charge, and any monthly charge to cover administrative expenses.

 

Net Premium

The amount we receive as premium, less the premium expense charge.

 

Office

Our administrative and service office is Financial Markets Division, P.O. Box 3183, Cedar Rapids, Iowa 52406-3183; or 4333 Edgewood Road NE, Cedar Rapids, Iowa 52499-0001. The telephone number is 1-800-525-6205

 

38

 


 

Owner (you, your)

The person entitled to exercise all rights as Owner under the Policy.

 

Policy Date

The date when we complete our underwriting process, full life insurance coverage goes into effect, we issue the Policy, and we begin to deduct the Monthly Deductions. Your Policy’s schedule page shows the Policy Date. The free look period begins on the Policy Date. We measure Policy months, years, and anniversaries from the Policy Date. Different rules may apply to Policies purchased by Owners in California who are age 60 or older.

 

Premiums

All payments you make under the Policy other than loan repayments.

 

Reallocation Date

The date shown on the Policy schedule page when we reallocate any premium (plus interest) held in the fixed account to the subaccounts and fixed account as you directed in your application. The Reallocation Date varies by state according to a state’s free look requirement. In states that require a full refund of premium upon exercise of the free look right, the Reallocation Date is 5 days after the end of the free look period. In other states, the Reallocation Date is the Policy Date. Different rules may apply to Policies purchased by Owners in California who are age 60 or older.

 

Subaccount

A subdivision of the Separate Account VUL-A. We invest each subaccount’s assets exclusively in shares of one investment portfolio.

 

Surrender

To cancel the Policy by signed request from the Owner.

 

Valuation Date

Each day that both the New York Stock Exchange and Transamerica Life Insurance Company are open for business, except for any days when a subaccount’s corresponding investment portfolio does not value its shares. As of the date of this prospectus, there are no days when both the New York Stock Exchange and Transamerica are open for business and an investment portfolio does not value its shares.

 

Valuation Period

The period beginning at the close of regular trading on the New York Stock Exchange (usually 4:00 p.m. Eastern Time on each Valuation Date) on one Valuation Date and continuing to the close of business on the next Valuation Date.

 

Variable Account

Separate Account VUL-A. It is a separate investment account that is divided into subaccounts, each of which invests in a corresponding portfolio of a designated mutual fund.

 

Variable Interest Policy Loan

A Policy Loan secured by the Cash Value held in the Variable Account, the Fixed Account or both the Fixed and Variable Accounts.

 

We, Us, Our (Transamerica)

Transamerica Life Insurance Company.

 

Written Notice

The written notice you must sign and send us to request or exercise your rights as Owner under the Policy. To be complete, it must: (1) be in a form we accept, (2) contain the information and documentation that we determine in our sole discretion is necessary for us to take the action you request or for you to exercise the right specified, and (3) be received at our Office.

 

39

 


 

Prospectus Back Cover

 

Personalized Illustrations of Policy Benefits

 

In order to help you understand how your Policy Values could vary over time under different sets of assumptions, we will provide you, without charge and upon request, with certain personalized hypothetical illustrations showing the death benefit, Cash Surrender Value and Cash Value. These hypothetical illustrations will be based on the age and insurance risk characteristics of the Insured persons under your Policy and such factors as the specified amount, death benefit option, premium payment amounts, and hypothetical rates of return (within limits) that you request. The illustrations are not a representation or guarantee of investment returns or Cash Value.

 

Inquiries

 

To learn more about the Policy, you should read the SAI dated the same date as this prospectus. The SAI has been filed with the SEC and is incorporated herein by reference. The table of contents of the SAI is included near the end of this prospectus.

 

For a free copy of the SAI, for other information about the Policy, and to obtain personalized illustrations, please contact your agent, or our Office at:

 

 

Transamerica Life Insurance Company

 

P.O. Box 3183

 

Cedar Rapids, Iowa 52406-3183

 

1-800-525-6205

 

(Monday – Friday from 8.00 a.m. – 4:30 p.m. Central time)

 

 

More information about the Registrant (including the SAI) may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. For information on the operation of the Public Reference Room, please contact the SEC at 202-551-8090. You may also obtain copies of reports and other information about the Registrant on the SEC’s website at http://www.sec.gov and copies of this information may be obtained, upon payment of a duplicating fee, by writing the Public Reference Section of the SEC at 100 F Street, NE, Washington, D.C. 20549. The Registrant’s file numbers are listed below.

 

 

 

 

 

TCI serves as the principal underwriter for the Policies. More information about TCI is available at http://www.nasd.com or by calling 1-800-289-9999. You also can obtain an investor brochure from NASD, Inc. describing its Public Disclosure Program.

 

SEC File No. 333-86231/811-9115

 

 

 

 

40

 

 


 

 

PART A

 

INFORMATION REQUIRED IN A PROSPECTUS

FOR INHERITANCE BUILDER PLUS

 

 

 


PROSPECTUS

May 1, 2007

 

Inheritance Builder Plus

Flexible Premium Variable Life

Insurance Policy

issued by

Separate Account VUL-A

And

Transamerica Life Insurance Company

4333 Edgewood Road NE

Cedar Rapids, Iowa 52499

(800) 525-6205

 

Transamerica Life Insurance Company is offering Inheritance Builder Plus (the “Policy”), the flexible premium variable life insurance policy described in this prospectus. This prospectus provides information that a prospective owner should know before investing in the Policy. You should consider the Policy in conjunction with other insurance you own.

 

You can allocate your Cash Value to:

 

the Separate Account VUL-A (the “variable account”), which invests in the portfolios listed on this page; or

a fixed account, which credits a specified rate of interest.

 

A prospectus for each of the portfolios available through the variable account must accompany this prospectus. Please read these documents before investing and save them for future reference.

 

The available portfolios are:

 

 

AEGON/Transamerica Series Trust (“Series Fund”) – Service Class

 

Asset Allocation – Conservative Portfolio

Asset Allocation – Moderate Portfolio

Asset Allocation – Moderate Growth Portfolio

Asset Allocation – Growth Portfolio

International Moderate Growth Fund

Transamerica Money Market

 

Please note that the Policies and the portfolios:

are not bank deposits

are not federally insured

are not endorsed by any bank or government agency

are not guaranteed to achieve their goals

are subject to risks, including loss of the amount invested.

 

The Policy generally will be a “modified endowment contract” for federal income tax purposes. This means all loans, surrenders and partial surrenders are treated first as distributions of taxable income, and then as a return of basis. All these distributions generally are subject to a 10% penalty tax if taken before you reach 59 ½.

 

If you already own a life insurance policy, it may not be to your advantage to buy additional insurance or to replace your policy with the Policy described in this prospectus. And it may not be to your advantage to borrow money to purchase the Policy or to take withdrawals from another policy you own to make premium payments under the Policy.

 

The Securities and Exchange Commission has not approved or disapproved this Policy or determined that this prospectus is accurate or complete. Any representation to the contrary is a criminal offense.

 


 

Table of Contents

 

 

Cash Value

2

 

Transfers

2

 

Loans

3

 

Tax Risks

4

 

Loan Risks

4

 

Daily Charge

13

 

General

18

 

Unit Value

24

 

i

 


 

Loans

28

 

General

28

 

Collateral

28

 

Lapse

30

 

Riders

35

 

Inquiries

41

 

 

 

ii

 


Policy Benefits/Risks Summary

 

This summary describes the Policy’s important benefits and risks. More detailed information about the Policy appears later in this prospectus and in the Statement of Additional Information (“SAI”). For your convenience, we have provided a Glossary at the end of this prospectus that defines certain words and phrases used in this prospectus.

 

Policy Benefits

 

The Policy in General

The Inheritance Builder Plus is a flexible premium variable life insurance policy. The Policy gives you the potential for long-term insurance coverage with the opportunity for tax-deferred cash value accumulation. The Policy’s Cash Value will increase or decrease depending on the investment performance of the subaccounts, the premiums you pay, the fees and charges we deduct, the interest we credit to the fixed account, and the effects of any Policy transactions (such as transfers, loans and partial surrenders).

The Policy is designed to be long-term in nature in order to provide significant life insurance benefits for you. However, purchasing this Policy involves certain risks. You should purchase the Policy only if you have the financial ability to keep it in force for a substantial period of time. You should consider the Policy in conjunction with other insurance you own. The Policy is not suitable as a short-term savings vehicle. There may be adverse consequences should you decide to surrender your Policy early, such as payment of a surrender charge that applies during the first six (6) Policy years.

Fixed Account. You may place money in the basic fixed account where it earns interest at an annual rate of at least 3%. We may declare a higher rate of interest, but we are not obligated to do so. The fixed account is part of our general account.

Variable Account. You may allocate the money in your Policy to any of the subaccounts of the Variable Account. We do not guarantee any money you place in the subaccounts. The value of each subaccount will increase or decrease, depending on the investment performance of the corresponding portfolio. You could lose some or all of your money.

Supplemental Benefits (Riders). Supplemental riders, such as the Terminal Illness Accelerated Death Benefit Rider, are available under the Policy. We will assess additional charges for certain of these riders.

 

Flexible Premiums

 

You can select a premium payment plan, but you are not required to pay premiums according to the plan. You can vary the frequency and amount, and can skip premium payments. We will not accept any premiums after the Insured reaches age 100. In general, the minimum initial premium is $10,000, and the minimum additional premium is $5,000.

Once we issue your Policy, the free look period begins. The free look period is the period when you may return the Policy and receive a refund. The length of the free look period and amount of the refund varies by state. The front cover of your Policy shows the applicable free look period.

 

Variable Death Benefit

 

While the Policy is in force, the death benefit is the greater of: (1) the Basic Death Benefit; or (2) the Guaranteed Minimum Death Benefit (“GMDB”).

Basic Death Benefit: The Basic Death Benefit is equal to the Cash Value divided by the net single premium. The net single premium is calculated using guaranteed cost of insurance charges with a 4% interest rate. The Basic Death Benefit will change monthly due to changes in the Cash Value. The net single premium will change annually. We will reduce the death benefit proceeds by any outstanding loan, any accrued loan interest, any monthly deductions due, and any payments under the Accelerated Death Benefit Rider.

Guaranteed Minimum Death Benefit: The GMDB is the greater of premiums paid or highest Cash Value on a Policy anniversary before the Insured’s age 75 (both adjusted for partial surrenders). At the Insured’s age 75, the GMDB remains fixed for the remainder of the Policy. For Policies issued after age 74, the GMDB will be the premiums paid less partial surrenders. If the Policy has an outstanding loan, the GMDB will not apply. The death benefit will be the Basic Death Benefit. The GMDB will be reinstated, however, if the Policy loan is fully repaid.

Under current tax laws, the death benefit generally should be U.S. income tax free to the beneficiary. Other taxes, such as estate taxes, may apply.

 

 

 

1

 


 

 

Effective May 1, 2006, the Accelerated Death Benefit Rider was no longer available for new sales. The Accelerated Death Benefit Rider accelerates payment of a portion of the death benefit under the Policy that may be payable monthly to the Owner as reimbursement of actual charges incurred by the Insured for long-term care. We believe the benefit paid under this rider is generally not subject to tax. However, various factors such as certain business uses of the rider or the amount of other long-term care insurance on the Insured may cause the benefit to be taxable. You should consult your tax advisor.

You may exercise the Terminal Illness Accelerated Death Benefit Rider, if the Insured has been diagnosed with a terminal condition (a disease or injury that is expected to result in death within 12 months). There is no charge for the Terminal Illness Accelerated Death Benefit Rider. We believe that the single-sum payment we make under this rider should be fully excludible from the gross income of the beneficiary, except in certain business contexts. You should consult a tax advisor.

Effective May 1, 2006, you may also exercise the Long-Term Care Accelerated Death Benefit Rider for long-term care, if such rider was purchased with the Policy. The Long-Term Care Accelerated Death Benefit Rider accelerates payment of a portion of the death benefit under the Policy when the Insured becomes eligible for benefits by being certified as a Chronically Ill Individual and Confined to a Nursing Facility or Assisted Living Facility or receiving Home Health Care or Adult Day Care, subject to terms and conditions defined in the rider. We believe the benefit paid under this rider is generally not subject to tax. However, various factors such as certain business uses of the rider or the amount of other long-term care insurance on the Insured may cause the benefit to be taxable. You should consult your tax advisor.

 

No Lapse Guarantee

 

If you have no outstanding loans, then we guarantee that your Policy will never lapse. If you do have an outstanding loan, your Policy will enter a 61-day grace period whenever the loan amount exceeds the Cash Value minus any surrender charge. The loan amount is the total amount of all outstanding Policy loans, including principal and interest due. In addition, if a Policy loan is outstanding, then your Policy will enter a 61-day grace period whenever the Cash Surrender Value on any Monthly Date is insufficient to cover the monthly deductions then due. If either occurs, then your Policy will terminate without value unless you make a sufficient payment during the grace period.

 

Cash Value

 

Cash Value equals the sum of all values in the Fixed Account (including any amounts held in the fixed account to secure any loans) and in each subaccount of the Variable Account.

Cash Value is the starting point for calculating important values under the Policy, such as the Cash Surrender Value and the death benefit.

Growth Accelerator: At the end of each month in any Policy year, we will credit your Cash Value with additional interest at an annual rate of 0.50% if your Policy satisfies the following requirements at the beginning of the Policy year:

>

Cash Value is greater than 200% of the total premiums paid; and

>

Cash Value exceeds $50,000.

 

Transfers

 

Each year, you may make an unlimited number of transfers of Cash Value from the subaccounts; you may make one transfer out of the fixed account every twelve (12) months. However, if you have an outstanding Variable Interest Policy Loan, certain transfers between the Variable Account and the fixed account may be restricted.

Transfers from the fixed account each Policy year may not exceed the greater of:

>

25% of the amount in the fixed account; or

>

$1,000.

We may charge $10 for the 13th and each additional transfer during a Policy year.

Dollar Cost Averaging and Asset Rebalancing programs are available at no additional cost.

We may impose restrictions on the transfer privilege. See the discussion of the risks that can result from programmed, large, frequent, or short-term transfers, in our Statement of Policy on Disruptive Trading and Market Timing.

 

 

2

 


 

 

Loans

 

You may take a loan against the Policy for any amount from $500 up to 90% of the Cash Value net of surrender charge, minus any outstanding loans and interest you owe.

We currently charge interest on your Fixed Account Policy Loan at an annual rate of 4.5% (maximum rate of 6%). We may adjust the rate of interest charged on the Variable Interest Policy Loan at the end of a calendar quarter, subject to certain limits. Interest is due and payable at the end of each calendar quarter. Unpaid interest becomes part of the outstanding loan.

You may take a Fixed Account Policy Loan (secured by the Cash Value held in the loan account, which is part of the fixed account), or a Variable Interest Policy Loan (secured by the Cash Value in the fixed account, the Variable Account or both ) as set forth by the provisions of your Policy.

Because the Policy is intended to be purchased with a single premium, it will likely be considered a Modified Endowment Contract (“MEC”). As a result, federal income taxes and a penalty tax may apply to loans you take against the Policy. If the Policy is not a MEC, Policy loans will not be taxable when taken, but could have adverse tax consequences on the surrender or lapse of the Policy.

The “no lapse guarantee” does not apply if there is an outstanding loan.

 

Partial Surrenders and Full Surrenders

 

Partial Surrender. You may make a written request to withdraw part of the Cash Surrender Value, subject to the following rules:

>

you must request at least $500 and the remaining Cash Surrender Value following a withdrawal may not be less than $5,000.

During the first Policy year, any amount you surrender is subject to a 7% surrender charge. After the first Policy year, you may surrender amounts up to your Policy’s gain (Cash Value minus premiums paid and minus indebtedness) free of charge. We impose a 7% surrender charge on the portion of any surrender that exceeds the gain in the Policy and is attributable to a premium paid within the six years prior to the surrender.

A partial surrender automatically causes a pro-rata reduction in the death benefit.

A partial surrender reduces the Cash Surrender Value, so it will increase the risk that the Policy will lapse.

Full Surrender. At any time while the Policy is in force, you may make a written request to surrender your Policy. Life insurance coverage will end. You will receive the Cash Surrender Value (that is, the Cash Value minus any surrender charge, and minus any outstanding loan amount).

Federal income taxes may apply to partial surrenders and full surrenders. If the Policy is a MEC, a penalty tax may also apply.

 

Policy Risks

 

Risk of an Increase in Current Fees and Expenses

 

Certain fees and expenses currently are assessed at less than their guaranteed maximum levels. In the future, we may increase these current charges up to the guaranteed (that is, maximum) levels. If fees and expenses are increased, you may need to increase the amount and/or frequency of premiums to keep the Policy in force.

 

Investment Risks

 

If you invest your Cash Value in one or more subaccounts, then you will be subject to the risk that investment performance will be unfavorable and that the Cash Value will decrease. In addition, we deduct Policy fees and charges from your Cash Value, which can significantly reduce your Cash Value. During times of poor investment performance, this deduction will have an even greater impact on your Cash Value. You could lose everything you invest and your Policy could lapse without value unless you pay additional premiums. If you allocate premiums to the fixed account, then we credit your Cash Value with a declared rate of interest, but you assume the risk that the rate may decrease, although it will never be lower than a guaranteed minimum annual effective rate of 3%.

 

 

3

 


 

Risk of Lapse

 

If you do not have an outstanding loan, we guarantee that your Policy will never lapse (terminate without value), regardless of investment performance. If you have an outstanding loan and your Cash Surrender Value becomes zero, or if on a Monthly Date the Cash Surrender Value is insufficient to cover the entire monthly deduction then due, then the Policy will enter a 61-day grace period.

 

Whenever your Policy enters the grace period, your Policy will lapse, insurance coverage will no longer be in effect, and you will receive no benefits unless you pay additional premiums. The payment must be sufficient enough to cause the Cash Surrender Value to exceed zero, after deducting all due and unpaid monthly deductions and outstanding loans. You might not be able to reinstate a policy that has lapsed (depending on applicable state law). A Policy lapse may have adverse tax consequences.

 

If you have an outstanding Policy loan and make a partial surrender, you will increase the risk of lapse. Before you take a Policy loan or make a withdrawal, you should carefully consider the effect your actions will have on the no lapse guarantee.

 

Tax Risks

 

We anticipate that the Policy should be deemed a life insurance contract under federal tax law and that the death benefit paid to the beneficiary will generally not be subject to federal income tax. However, there is some uncertainty in this regard. The Policy generally will be treated as a MEC under federal tax laws (except in some cases for a Policy issued in exchange for another life insurance policy that was not a MEC). If a Policy is treated as a MEC, then full surrenders, partial surrenders, and loans under a Policy will be treated first as distributions of gain that are taxable as ordinary income, and treated as tax-free recovery of the Owner’s basis in the Policy after all gain has been distributed.. In addition, if the Policy is a MEC, a 10% penalty tax may be imposed on the taxable portion of full surrenders, partial surrenders, and loans taken before you reach age 59½.

 

You should consult a qualified tax advisor for assistance in all tax matters involving your Policy.

 

Loan Risks

 

A Policy loan affects the death benefit because a loan reduces the death benefit proceeds and Cash Surrender Value by the amount of the outstanding loans, plus any interest you owe on the Policy loans.

 

While a loan is outstanding, the “no lapse guarantee” does not apply.

 

A Policy loan could make it more likely that a Policy would terminate without value. There is a risk that if the loan reduces your Cash Surrender Value to too low an amount and investment results are unfavorable, then the Policy will lapse, resulting in loss of insurance and possibly adverse tax consequences. If the Policy is a MEC, a loan will likely be taxed as a partial surrender and a 10% penalty may apply.

 

A Fixed Account Policy Loan, whether or not repaid, will affect Cash Value over time because we subtract the amount of the loan from the subaccounts and fixed account as collateral. We then credit a fixed interest rate of 3.0% to the collateral in the loan account. As a result, the loan collateral does not participate in the investment results of the subaccounts nor does it receive any higher current interest rate credited to the fixed account. The longer the loan is outstanding, the greater the effect is likely to be. Depending on the investment results of the subaccounts and the interest rate credited to the fixed account, the effect could be favorable or unfavorable.

 

Portfolio Risks

 

A comprehensive discussion of the risks of each portfolio may be found in each portfolio’s prospectus. Please refer to the prospectuses for the portfolios for more information.

 

There is no assurance that any of the portfolios will achieve its stated investment objective.

 

 

4

 


 

Fee Tables

 

The following tables describe the fees and expenses that you will pay when buying, owning or surrendering the Policy. If the amount of a charge depends on the personal characteristics of the insured or the owner, then the fee table lists the minimum and maximum charges we assess under the Policy, and the fees and charges of a representative Insured with the characteristics set forth below. These charges may not be representative of the charges you will pay.

 

The first table describes the fees and expenses that you will pay when buying the Policy, paying premiums, making partial surrenders from the Policy or transferring Policy Cash Value among the subaccounts and the fixed account.

 

Transaction Fees

 

Charge

 

When Charge is Deducted

Amount Deducted

Guaranteed Charge

Current Charge

Premium Charge:

Upon payment of each premium

0 – 3.5% of each premium payment

0 – 3.5% of each premium payment

Premium Expense Charge1

Partial Surrender

Charge2

Upon each withdrawal during the first Policy year and in Policy years 2+ on the portion of any withdrawal that exceeds the Policy’s gain

First Policy year - 7.0% of the amount withdrawn

First Policy year - 7.0% of the amount withdrawn

Surrender Charge

 

Upon full surrender of the Policy during the 6 years after a premium payment

7% of all premiums paid during the 6 years before surrender

7% of all premiums paid during the 6 years before surrender

Transfer Charge3

Upon transfer

$10 for each transfer in excess of 12 per Policy year

None

Terminal Illness Accelerated Death Benefit Rider

When rider is exercised

Discount Factor4

Discount Factor4

 

The table below describes the fees and expenses that you will pay periodically during the time you own the Policy, not including portfolio fees and expenses.

 

 

 

Periodic Charges Other Than Portfolio Operating Expenses

Monthly Policy Charge

 

Monthly Administrative Charge5

 

Monthly Asset Based Charge

Monthly on the Policy Date and on each Monthly Date

 

 

 

During the first 10 Policy years, monthly on the Policy Date and on each Monthly Date

 

 

$2.50

 

 

0.55% (annually) of assets in variable account

 

 

$2.50

 

 

0.55% (annually) of assets in variable account

 

 

_________________________

Premium expense charge is equal to the premium tax rate, if any, imposed by the owner’s resident state when we issued your Policy. State premium taxes currently range from 0.00% to a maximum of 3.50% of each premium payment.

After the first Policy year, 7% on the portion of any withdrawal that exceeds the Policy gain and is attributed to a premium paid within 6 years prior to the withdrawal.

We guarantee that the first 12 transfers per Policy year are free. We currently do not charge for transfers in excess of 12 per Policy year, but we reserve the right to charge $10 for each transfer after 12 per Policy year.

We reduce the single sum benefit by a discount factor to compensate us for lost income due to the early payment of the death benefit.

This charge is not assessed if the Cash Value at the beginning of a Policy year is greater than $50,000.

 

5

 


 

Periodic Charges Other Than Portfolio Operating Expenses

 

Charge

 

When Charge is Deducted

Amount Deducted

Guaranteed Charge

Current Charge

Cost of Insurance6

(Without Extra Ratings7)

Monthly on the Policy Date and on each Monthly Date

 

 

     Maximum Charge8

 

 

$15.13 per $1,000 of net amount at risk per month9

$15.13 per $1,000 of net amount at risk per month9

     Minimum Charge10

 

 

$0.10 per $1,000 of net amount at risk per month9

 

$0.08 per $1,000 of net amount at risk per month9

     Charge for a (male insured, issue age 72, Approved Preferred non-tobacco class, Policy Year 1)

 

$3.75 per $1,000 of net amount at risk per month9

$2.10 per $1,000 of net amount at risk per month9

     Daily Charge

Daily

Annual rate of 0.75% of daily net assets of each subaccount in which you are invested

Annual rate of 0.75% of daily net assets of each subaccount in which you are invested

Loan Interest Spread for Fixed Account Policy Loan11

At the end of each calendar quarter, or earlier if applicable12

 

3.00%

1.50%

 

 

_________________________

Cost of insurance rates vary based on the Insured’s age, gender and risk class. Cost of insurance rates generally will increase each year with the age of the Insured. The cost of insurance charges shown in the table may not be representative of the charges you will pay. Your Policy’s schedule page will indicate the guaranteed cost of insurance charge applicable to your Policy. You can obtain more information about your cost of insurance charges by contacting your agent.

We may place an Insured in a sub-standard underwriting class with extra ratings that reflect higher mortality risks and that result in higher cost of insurance rates. If the Insured possesses additional mortality risks, we may add a surcharge to the cost of insurance rates up to $83.33 monthly per $1,000 of net amount at risk.

This maximum charge is based on an Insured with the following characteristics: Male, Issue Age 70, Approved Rated II, Tobacco class, Policy Year 1.

The net amount at risk equals the death benefit on the Monhly Date, divided by 1.00247, minus the Cash Value on the Monthly Date, calculated before the monthly deduction is taken.

10 This minimum charge is based on an Insured with the following characteristics: Female, Issue Age 30, Approved Preferred Non-Tobacco class, Policy Year 1.

11 The Loan Interest Spread for a Fixed Account Policy Loan is the difference between the amount of interest we charge you for a Fixed Account Policy Loan (currently, an effective annual rate of 4.50% guaranteed not to exceed 6.00% and the amount of interest we credit to the amount in your loan reserve account (currently, an effective rate of 3.0% guaranteed to be at least an effective annual rate of 3.0%).

12 While a Policy loan is outstanding, loan interest is due and payable at the end of each calendar quarter, or, if earlier, on the date of loan repayment, Policy lapse, surrender, Policy termination, or the Insured’s death.

 

6

 


 

Periodic Charges Other Than Portfolio Operating Expenses

Charge

When Charge is Deducted

Amount Deducted

Guaranteed Charge

Current Charge

Loan Interest Spread Variable Interest Policy Loan13

At the end of each calendar quarter, or earlier, if applicable

Variable interest rate tied, in part, to a bond index

Variable interest rate tied, in part, to a bond index

 

Optional Rider Charges

 

Accelerated Death Benefit Rider14

Upon payment of premiums

3% of premium paid

3% of premium paid

 

Long-Term Care Accelerated Death Benefit Rider

Upon payment of initial premium

For the 4%/2% Benefit the following percentages of the initial premium payment apply: Male – 4% and Female – 7%; for the 2%/1% Benefit the following percentages of the initial premium payment apply: Male – 3% and Female – 5%

For the 4%/2% Benefit the following percentages of the initial premium payment apply: Male – 4% and Female – 7%; for the 2%/1% Benefit the following percentages of the initial premium payment apply: Male – 3% and Female – 5%

 

 

 

For information concerning compensation paid for the sale of the Policy, see “Sale of the Policies.”

 

Range of Expenses for the Portfolios1

 

The next table shows the lowest and highest total operating expenses charged by the portfolios during the fiscal year ended December 31, 2006. Expenses of the portfolios may be higher or lower in the future. More detail concerning each portfolio’s fees and expenses is contained in the prospectus for each portfolio.

 

 

 

Lowest

Highest

Total Annual Portfolio Operating Expenses (total of all expenses that are deducted from portfolio assets, including management fees, 12b-1 fees, and other expenses)2

 

0.40%

 

1.32%

Net Annual Portfolio Operating Expenses (total of all expenses that are deducted from portfolio assets, including management fees, 12b-1 fees, and other expenses, after contractual waiver of fees and expenses)3

 

0.40%

 

1.18%

1    The portfolio expenses used to prepare this table were provided to Transamerica by the underlying fund. Transamerica has not independently verified such information. The expenses shown are those incurred for the year ended December 31, 2006. Current or future expenses may be greater or less than those shown.

2    The table showing the range of expenses for the portfolios takes into account the expenses of several asset allocation portfolios that are “fund of funds.” A “fund of funds” portfolio typically allocates its assets, within predetermined percentage ranges, among certain other portfolios of the Series Fund and certain portfolios of the Transamerica IDEX Mutual Funds (each such portfolio an “Acquired Fund”). Each “fund of funds” has its own set of operating expenses, as does each of the portfolios in which it invests. In determining the range of portfolio expenses, Transamerica took into account the information received from the Series Fund on the combined actual expenses for each of the ‘fund of funds” and the portfolios in which it invests. (The combined expense information includes the pro rata portion of the fees and expenses incurred indirectly by a Series Fund asset allocation portfolio as a result of its investment in shares of one or more Acquired Funds.) See the prospectus for the Series Fund for a presentation of an applicable Acquired Fund fees and expenses.

3 The range of Net Annual Portfolio Operating Expenses takes into account contractual arrangements for 1 portfolio that requires a portfolio’s investment adviser to reimburse or waive portfolio expenses until April 30, 2008.

 

Transamerica, the Variable Account, the Fixed Account and the Portfolios

 

Transamerica Life Insurance Company

 

Transamerica Life Insurance Company (“Transamerica,” “Company,” “we,” “us” or “our”), located at 4333 Edgewood Road, N.E., Cedar Rapids, Iowa 52499, is the insurance company issuing the Policy. We are obligated to pay all benefits under the Policy. Transamerica Life Insurance and Annuity Company (“TALIAC”) was merged into Transamerica, an affiliate, on October 1, 2005.

 

_________________________

13 The interest rate on a Variable Interest Policy Loan is reset quarterly based on a formula that is tied, in part, to a bond index. There is no fixed maximum rate of interest. We do not credit interest on collateral for a Variable Interest Policy Loan that is held in the Variable Account.

14 The Accelerated Death Benefit Rider is not available under Policies issued on or after May 1, 2006.

 

7

 


 

The Variable Account

 

Transamerica established the Variable Account as a separate investment account under Iowa law on November 20, 1998. Transamerica owns the assets in the Variable Account and may use assets in the Variable Account to support other variable life insurance policies we issue. The Variable Account is registered with the Securities and Exchange Commission (“SEC”) as a unit investment trust under the Investment Company Act of 1940, as amended, and qualifies as a “separate account” within the meaning of the federal securities laws.

 

The Variable Account is divided into subaccounts, each of which invests in shares of a specific portfolio of a mutual fund (“Fund”). The subaccounts buy and sell portfolio shares at net asset value. Any dividends and distributions from a portfolio are reinvested at net asset value in shares of that portfolio.

 

Income, gains, and losses credited to, or charged against, a subaccount of the Variable Account reflect the subaccount’s own investment experience and not the investment experience of our other assets. The Variable Account’s assets may not be used to pay any of Transamerica’s liabilities other than those arising from the Policies. If the Variable Account’s assets exceed the required reserves and other liabilities, we may transfer the excess to our general account.

 

Changes to the Variable Account. The Variable Account may include other subaccounts that are not available under the Policies and are not discussed in this prospectus. Where permitted by applicable law, Transamerica reserves the right to:

 

1.

Create new separate accounts;

2.

Combine separate accounts, including the variable account;

3.

Remove, combine or add subaccounts and make the new or combined subaccounts available to you at our discretion;

4.

Make new portfolios available under the Variable Account or remove existing portfolios;

5.

Substitute new portfolios for any existing portfolios if shares of the portfolio are no longer available for investment or if we determine that investment in a portfolio is no longer appropriate in light of the Variable Account’s purposes;

6.

Deregister the Variable Account under the Investment Company Act of 1940 if such registration is no longer required;

7.

Operate the Variable Account as a management investment company under the Investment Company Act of 1940 or as any other form permitted by law; and

8.

Make other structural and operational changes affecting the Variable Account; and

9.

Make any changes required by the Investment Company Act of 1940 or any other law.

 

New or substitute portfolios may have different fees and expenses, and their availability may be limited to certain classes of purchasers.

 

We will not make any such changes without receiving any necessary approval of the SEC and applicable state insurance departments. We will notify you of any changes.

 

The portfolios, which sell their shares to the Subaccounts, may discontinue offering their shares to the Subaccounts.

 

The Fixed Account

 

The basic fixed account is part of Transamerica’s general account. We use general account assets to support our insurance and annuity obligations other than those funded through separate accounts. Subject to applicable law, Transamerica has sole discretion over investment of the fixed account’s assets. Transamerica bears the full investment risk for all amounts contributed to the fixed account. Transamerica guarantees that the amounts allocated to the fixed account will be credited interest daily at a net effective interest rate of at least 3%. We will determine any interest rate credited in excess of the guaranteed rate at our sole discretion. We have no formula for determining fixed account interest rates in excess of the guaranteed rate nor any duration for such rates. You bear the risk that we will credit only 3% interest.

 

The Dollar Cost Averaging Fixed Account. At the time you purchase a Policy, you may place some or all of your initial net premium in the Dollar Cost Averaging Fixed Account (“DCA Fixed Account”). Money you place in the DCA Fixed Account will earn interest at an annual rate of at least 3%. We may declare a higher rate of interest at our sole discretion. We credit interest on the declining balance in the DCA Fixed Account. We will transfer money out

 

8

 


 

of the DCA Fixed Account in equal installments over a period of 6 months (or other periods available at the time of issue) and place it in the subaccounts and basic fixed account according to your instructions. The first such transfer occurs on the Monthly Date after the Reallocation Date. In the last month of the DCA Fixed Account term, we will transfer interest accrued on the declining balance in the DCA Fixed Account.

 

There is no charge for participating in the DCA Fixed Account, and transfers under this program do not count in determining any transfer charge.

 

We reserve the right to stop offering the DCA Fixed Account at any time for any reason.

 

The fixed account is not registered with the Securities and Exchange Commission and the staff of the Securities and Exchange Commission has not reviewed the disclosure in this prospectus relating to the fixed account.

 

The Portfolios

 

The Variable Account invests in shares of certain portfolios of the Fund. The Fund is registered with the SEC as an open-end management investment company. Such registration does not involve supervision of the management or investment practices or policies of the Fund by the SEC.

 

Each portfolio’s assets are held separate from the assets of the other portfolios, and each portfolio has investment objectives and policies that are different from those of the other portfolios. Thus, each portfolio operates as a separate investment fund, and the income or loss of one portfolio generally has no effect on the investment performance of any other portfolio. Pending any required approval by a state insurance regulatory authority, certain subaccounts and corresponding portfolios may not be available to residents of some states.

 

Each portfolio’s investment objective(s) and policies are summarized below. There is no assurance that any of the portfolios will achieve its stated objective(s). Certain portfolios may have investment objectives and policies similar to other portfolios that are managed by same investment adviser or sub-adviser. The investment results of the portfolios, however, may be higher or lower than those of such other portfolios. We do not guarantee or make any representation that the investment results of the portfolios will be comparable to any other portfolio, even those with the same investment adviser or manager.

 

You can find more detailed information about the portfolios, including a description of the risks, in the current prospectuses for the underlying fund portfolios, which are attached to this prospectus. You should read the Fund’s prospectuses carefully.

 

Portfolio

Sub-Adviser or Adviser and

Investment Objective

Asset Allocation – Conservative Portfolio*

Transamerica Fund Advisors, Inc. (Adviser)

Seeks current income and preservation of capital.

 

Portfolio Construction Consultant:

Morningstar Associates, LLC

Asset Allocation – Moderate Portfolio*

Transamerica Fund Advisors, Inc. (Adviser)

Seeks capital appreciation.

 

Portfolio Construction Consultant:

Morningstar Associates, LLC

Asset Allocation – Moderate Growth Portfolio*

Transamerica Fund Advisors, Inc. (Adviser)

Seeks capital appreciation.

 

Portfolio Construction Consultant:

Morningstar Associates, LLC

Asset Allocation – Growth Portfolio*

Transamerica Fund Advisors, Inc. (Adviser)

Seeks capital appreciation and current income.

 

Portfolio Construction Consultant:

Morningstar Associates, LLC

 

9

 


 

 

Portfolio

Sub-Adviser or Adviser and

Investment Objective

International Moderate Growth Fund

Morningstar Associates, LLC

Seeks capital appreciation with current income as a secondary objective.

Transamerica Money Market

Transamerica Investment Management, LLC (Sub-Adviser)

Seeks to provide maximum current income consistent with preservation of principal and maintenance of liquidity.

 

* Each asset allocation portfolio invests in a combination of underlying Fund portfolios.

 

Transamerica Fund Advisors, Inc. (“Transamerica Advisors”), located at 570 Carillon Parkway, St. Petersburg, Florida 33716, is an affiliate of Transamerica, and serves as investment adviser to the Series Fund and manages the Series Fund in accordance with policies and guidelines established by the Series Fund’s Board of Directors. For certain portfolios, Transamerica Advisors has engaged investment sub-advisers to provide portfolio management services. Transamerica Advisors and each investment sub-adviser are registered investment advisers under the Investment Advisers Act of 1940, as amended. See the Series Fund prospectuses for more information regarding Transamerica Advisors and the investment sub-advisers.

 

Morningstar Associates, LLC (“Morningstar”), located at 225 West Wacker Drive, Chicago, Illinois 60606, serves as a “consultant” to Transamerica Advisors for investment model creation and maintenance to the Asset Allocation – Conservative Portfolio, Asset Allocation – Moderate Portfolio, Asset Allocation – Moderate Growth Portfolio and Asset Allocation – Growth Portfolio of the Series Fund. Morningstar will be paid an annual fee for its services. See the Series Fund prospectuses for more information regarding Morningstar.

Selection of Underlying Portfolios

The underlying portfolios offered through this product are selected by Transamerica, and Transamerica may consider various factors, including, but not limited to, asset class coverage, the strength of the adviser’s or sub-adviser’s reputation and tenure, brand recognition, performance, and the capability and qualification of each investment firm. Another factor that we may consider is whether the underlying portfolio or its service providers (e.g., the investment adviser or sub-advisers) or its affiliates will make payments to us or our affiliates in connection with certain administrative, marketing, and support services that would otherwise be provided by the portfolio or its service providers, or whether affiliates of the portfolio can provide marketing and distribution support for sales of the Policies. (For additional information on these arrangements, see “Revenue We Receive.”) We review the portfolios periodically and may remove a portfolio or limit its availability to new premiums and/or transfers of cash value if we determine that a portfolio no longer satisfies one or more of the selection criteria, and/or if the portfolio has not attracted significant allocations from policyowners. We have included the Series Fund portfolios at least in part because they are managed by one of our affiliates, Transamerica Fund Advisers.

 

You are responsible for choosing the portfolios, and the amounts allocated to each, that are appropriate for your own individual circumstances and your investment goals, financial situation, and risk tolerance. Since investment risk is borne by you, decisions regarding investment allocations should be carefully considered.

 

In making your investment selections, we encourage you to thoroughly investigate all of the information regarding the portfolios that is available to you, including each fund's prospectus, statement of additional information and annual and semi/annual reports. Other sources such as the fund’s website or newspapers and financial and other magazines provide more current information, including information about any regulatory actions or investigations relating to a fund or portfolio. After you select portfolios for your initial premium, you should monitor and periodically re-evaluate your allocations to determine if they are still appropriate.

 

You bear the risk of any decline in the cash value of your Policy resulting from the performance of the portfolios you have chosen.

 

We do not recommend or endorse any particular portfolio and we do not provide investment advice.

 

10

 


 

Addition, Deletion, or Substitution of Portfolios

 

We do not guarantee that each portfolio will always be available for investment through the Policy. We reserve the right, subject to compliance with applicable law, to add new portfolios or portfolio classes, close existing portfolios or portfolio classes, or substitute portfolio shares that are held by any subaccount for shares of a different portfolio. New or substitute portfolios may have different fees and expenses and their availability may be limited to certain classes of purchasers. We will only add, delete or substitute shares of another portfolio of a fund (or of another open-end, registered investment company) if the shares of a portfolio are no longer available for investment, or if in our judgment further investment in any portfolio would become inappropriate in view of the purposes of the Variable Account. We will not add, delete or substitute any shares attributable to your interest in a subaccount without notice to you and prior approval of the SEC, to the extent required by the 1940 Act or other applicable law. We may also decide to purchase securities from other portfolios in which the subbacounts of the Variable Account invest. We reserve the right to transfer Variable Account assets to another separate account that we determine to be associated with the class of contracts to which the Policy belongs.

 

Your Right to Vote Portfolio Shares

 

Even though we are the legal owner of the portfolio shares held in the subaccounts, and have the right to vote on all matters submitted to shareholders of the portfolios, we will vote our shares only as Policy owners instruct, so long as such action is required by law.

 

Before a vote of a portfolio’s shareholders occurs, you will receive voting materials. We will ask you to instruct us on how to vote and to return your proxy to us in a timely manner. You will have the right to instruct us on the number of portfolio shares that corresponds to the amount of Cash Value you have in that portfolio (as of a date set by the portfolio).

 

If we do not receive voting instructions on time from some owners, we will vote those shares in the same proportion as the timely voting instructions we receive. Therefore, because of proportional voting, a small number of policyowners may control the outcome of a vote. Should federal securities laws, regulations and interpretations change, we may elect to vote portfolio shares in our own right. If required by state insurance officials, or if permitted under federal regulation, we may disregard certain owner voting instructions. If we ever disregard voting instructions, we will send you a summary in the next annual report to Policy owners advising you of the action and the reasons we took such action.

 

Charges and Deductions

 

This section describes the charges and deductions that we make under the Policy in consideration for: (1) the services and benefits we provide; (2) the costs and expenses we incur; and (3) the risks we assume. The fees and charges deducted under the Policy may result in a profit to us.

 

Services and

benefits we

provide:

The death benefit, cash and  oan benefits under the Policy

Investment options, including premium allocations

Administration of elective options and the distribution of reports to owners

 

 

Costs and

expenses we

incur:

Costs associated with processing and underwriting applications, issuing and administering the Policy (including any riders)

Overhead and other expenses for providing services and benefits

Sales and marketing expenses

Other costs of doing business, such as collecting premiums, maintaining records, processing claims, effecting transactions, and paying federal, state and local premium and other taxes and fees

 

 

Risks we assume:

That the charges we may deduct are insufficient to meet our actual claims because insureds die sooner than we estimate

That the costs of providing the services and benefits under the Policies exceed the charges we deduct

 

 

 

 

11

 


 

Some or all of the charges we deduct are used to pay aggregate Policy costs and expenses we incur in providing the services and benefits under the Policy and assuming the risks associated with the Policy.

 

Premium Expense Charge

 

When you make a premium payment, we deduct a premium expense charge equal to the premium tax rate imposed by the owner’s resident state when we issued your Policy. State premium taxes currently range from 0.00% to 3.50% of each premium payment. After we deduct any premium expense charge, we apply the remaining amount (the net premium) to the subaccounts and the fixed account according to your allocation instructions. The premium expense charge compensates us for state premium taxes.

 

Monthly Deduction

 

We take a monthly deduction from the Cash Value on the Policy Date and on each Monthly Date. We will make deductions from each subaccount and the fixed account on a pro rata basis (i.e., in the same proportion that the value in each subaccount and the fixed account bears to the total Cash Value on the Monthly Date). If the value of any subaccount or the fixed account is insufficient to pay that subaccount’s or fixed account’s portion of the monthly deduction, we will take the monthly deduction on a pro-rata basis from all accounts. Because portions of the monthly deduction (such as the cost of insurance) can vary from month-to-month, the monthly deduction will also vary.

 

The monthly deduction has two components:

 

1.

The cost of insurance charge for the Policy; plus

2.

The monthly Policy charge, if applicable.

 

Cost of Insurance. We assess a monthly cost of insurance charge to compensate us for underwriting the death benefit. The rate of the charge depends on a number of variables (the Insured’s age, gender, risk class) that would cause the charge to vary from Policy to Policy and from Monthly Date to Monthly Date.

 

Cost of Insurance Charge

 

The cost of insurance charge is equal to:

 

the cost of insurance rates; multiplied by

the net amount at risk for your Policy on the Monthly Date.

 

The net amount at risk is equal to:

 

the death benefit at the beginning of the month; divided by

1.00247 which is a “risk rate divisor” (a factor that reduces the net amount at risk, for purposes of computing the cost of insurance, by taking into account assumed monthly earnings at an annual rate of 3%); minus

the Cash Value at the beginning of the month.

 

We base the cost of insurance rates on the Insured’s age, gender, and risk class. The factors that affect the net amount at risk for each segment of specified amount include the investment performance of the portfolios in which you invest, payment of premiums, the fees and charges deducted under the Policy, the death benefit option you chose, as well as any Policy transactions (such as loans, partial withdrawals, transfers, and changes in specified amount). The actual monthly cost of insurance rates are based on our expectations as to future mortality experience and expenses. The actual rates we charge will never be greater than the guaranteed amount stated in your Policy. These guaranteed rates are based on the 1980 Commissioner’s Standard Ordinary (C.S.O.) Mortality Tables (smoker/non-smoker) and the Insured’s age and rate class. For standard rate classes, these guaranteed rates will never be greater than the rates in the C.S.O. tables. For substandard rate classes, these rates could be higher than the rates in the C.S.O. tables. When required by state law, we use a unisex table.

 

To determine the monthly cost of insurance rates we refer to a schedule of current cost of insurance rates using the Insured’s gender, attained age, and premium class determined after underwriting. The underwriting class of the Insured will affect the cost of insurance rate. We currently place Insureds into the following underwriting classes:

 

 

12

 


 

 

Approved-Preferred Non-Tobacco

Approved Non-Tobacco

Approved-Rated Non-Tobacco

Approved-Rated II Non-Tobacco

Approved Preferred Tobacco

Approved Tobacco

Approved-Rated Tobacco

Approved-Rated II Tobacco

 

Insureds in substandard underwriting classes are considered to have higher mortality risks based on our underwriting standards and guidelines, and consequently are assessed higher cost of insurance rates.

 

Monthly Policy Charge. We assess a monthly Policy charge to compensate us for administrative expenses such as record keeping, processing death benefit claims and Policy changes, and overhead costs. The monthly Policy charge includes two components:

 

 

(1)

a monthly administrative charge of $2.50 if the Cash Value at the beginning of a Policy year is less than $50,000; and

 

 

(2)

a monthly asset based charge equal to an annual rate of 0.55% of the assets in the Variable Account. We deduct this charge from the assets in the Variable Account only during the first 10 Policy years.

 

Daily Charge

 

We deduct a daily charge from your Policy’s Cash Value in each subaccount that, together with other fees and charges, compensates us for services rendered, the expenses expected to be incurred and the risks assumed. This charge is equal to:

 

your Policy’s Cash Value in each subaccount, multiplied by

the daily pro rata portion of the annual mortality and expense charge rate of 0.75%.

 

If this charge, combined with other Policy fees and charges, does not cover our total actual costs for services rendered and expenses incurred, we absorb the loss. Conversely, if these fees and charges more than covers actual costs, the excess is added to our surplus. We expect to profit from these charges.

 

Surrender Charge

 

If you fully surrender your Policy during the first 6 years following any premium payment, we deduct a surrender charge from your Cash Value and pay the remaining amount (less any outstanding loan amount) to you. The payment you receive is called the Cash Surrender Value. The surrender charge is equal to 7% of the premium(s) that was paid within 6 years of the surrender.

 

The surrender charge may be significant. You should carefully calculate this charge before you request a surrender. Under some circumstances the level of surrender charges might result in no Cash Surrender Value available if you surrender your Policy in the first few years after paying a premium.

Partial Surrender Charge

 

You may request partial surrenders of a portion of the Cash Surrender Value; however, the entire amount surrendered in the first Policy year is subject to a 7% surrender charge. After the first Policy year, you may partially surrender amounts up to your Policy’s gain (Cash Value minus premiums paid and minus indebtedness) free of charge. We deduct a 7% surrender charge on the portion of any partial surrender that exceeds the gain and is attributable to a premium paid within 6 years prior to the partial surrender. For this purpose, we deem any gain to be withdrawn first, and then the oldest premiums in the order they were paid (i.e., first-in-first-out, or “FIFO”).

 

Transfer Charge

 

We guarantee that you can make 12 transfers each year free from charge. We currently allow an unlimited number of free transfers.

 

 

13

 


 

 

We reserve the right to charge $10 for each transfer in excess of 12 during a Policy Year. We will not increase this charge.

For purposes of assessing the transfer charge, each written or telephone request is considered to be one transfer, regardless of the number of subaccounts (or fixed account) affected by the transfer.

We deduct the transfer charge from the amount being transferred.

Transfers we effect on the Reallocation Date, and transfers due to dollar cost averaging, asset rebalancing, and loans, do not count as transfers for the purpose of assessing this charge.

 

Loan Interest Spread

 

You may take a Fixed Account Policy Loan (secured by Cash Value held in the loan account, which is part of the fixed account). For this type of loan, we currently charge you an annual interest rate on a Policy loan of 4.5% (the guaranteed maximum is 6%), payable at the end of each calendar quarter or, if earlier, the date of any loan repayment, Policy lapse, surrender, Policy termination, or the Insured’s death. We also will credit the amount in the loan reserve with interest at a guaranteed minimum effective annual rate of 3%. After offsetting the 3% interest we credit, the net cost of loans currently is 1.5% annually, and is guaranteed to be no more than 3% annually.

 

You also may take a Variable Interest Policy Loan (secured by Cash Value in the Fixed Account, the Variable Account, or both). We will charge interest on Variable Interest Policy Loans while such loans are outstanding. Interest on your Variable Interest Policy Loan will be payable in arrears. We may adjust the rate of interest at the end of a calendar quarter. The rate will not exceed the greater of: (i) the “Published Monthly Average” for the calendar month ending two months before the date on which the rate is determined; or (ii) the interest rate used to determine Cash Surrender Value in the fixed account under the Policy during the applicable period plus one percent per year. We will notify you of the initial interest rate to be charged on the loan at the time the loan is made.

 

Rider Charges

 

Accelerated Death Benefit Rider. Unless the state where we issued your Policy requires otherwise, we will charge an additional premium equal to 3% of the premium paid for your Policy if you purchase this rider.

 

Terminal Illness Accelerated Death Benefit Rider. We do not assess an administrative charge for this rider, but we do reduce the single sum benefit by a discount factor to compensate us for expected lost income as a result of early payment of the death benefit.

 

Long-Term Care Accelerated Death Benefit Rider. If you purchase the optional Long-Term Care Accelerated Death Benefit Rider, we will assess an additional charge that is a percentage of the Initial premium paid for your Policy at issue (as shown in the chart on page 26), unless the state where we issued your Policy requires otherwise.

 

Portfolio Expenses

 

The value of the net assets of each subaccount reflects the deduction of investment advisory fees and other expenses incurred by the corresponding portfolio in which the subaccount invests. These fees and expenses reduce the value of your portfolio shares. See the portfolios’ prospectuses for further information on these fees and expenses.

Revenue We Receive

We (and our affiliates) may directly or indirectly receive payments from the portfolios, their advisers, sub-advisers, distributors or affiliates thereof, in connection with consideration of certain administrative, marketing and other services we (and our affiliates) provide and expenses we incur. We (and/or our affiliates) generally receive three types of payments:

 

       Rule 12b-1 Fees. Effective May 1, 2007, our affiliate, Transamerica Capital, Inc. (“TCI”) replaced our affiliate, AFSG Securities Corporation (“AFSG”), as principal underwriter for the Policies. TCI receives some or all of the 12b-1 fees from the funds. Any 12b-1 fees received by TCI that are attributable to our variable insurance products are then credited to us. These fees range from 0.10% to 0.40% of the average daily assets of the certain portfolios attributable to the Policies and to certain other variable insurance products that we and our affiliates issue.

 

 

14

 

 


 

 

Administrative, Marketing and Support Service Fees (“Support Fees”). The investment adviser, sub-adviser, administrators, and/or distributors (or affiliates thereof) of the portfolios may make payments to us and/or our affiliates, including TCI. These payments may be derived, in whole or in part, from the profits the investment adviser or sub-adviser receives from the advisory fee deducted from portfolio assets. Owners, through their indirect investment in the portfolios, bear the costs of those advisory fees (see the prospectuses for the funds for more information). The payment we receive is based on a percentage of the assets of the particular portfolios attributable to the Policy and to certain other variable insurance products that our affiliates and we issue. These percentages differ and may be significant. Some advisers or sub-advisers (or other affiliates) pay us more than others.

The chart below provides the maximum combined percentages of 12b-1 fees and Service Fees that we anticipate will be paid to us on an annual basis:

 

Incoming Payments to TLIC and TCI

Fund

Maximum Fee

% of assets*

Series Fund **

0.00%

 

*              Payments are based on a percentage of the average assets of each fund portfolio owned by the subaccounts available under this Policy and under certain other variable insurance products offered by our affiliates and us. We may continue to receive 12b-1 fees and administrative fees on subaccounts that are closed to new investments, depending on the terms of the agreements supporting those payments and on the services we provide.

**            Because the Series Fund is managed by an affiliate, there are additional benefits to us and our affiliates for amounts you allocate to the Series Fund portfolios, in terms of our and our affiliates’ overall profitability. These additional benefits may be significant.

 

§

Other payments. We and our affiliates, including TCI, the principal underwriter and wholesale distributor for the Policies, also directly or indirectly receive additional amounts or different percentages of assets under management from certain advisers and sub-advisers to the portfolios (or their affiliates) with regard to variable insurance products or mutual funds that are issued or managed by us and our affiliates. These payments may be profits derived in whole or in part, from the profits the investment adviser or sub-adviser receives from the advisory fees deducted from portfolio assets. Owners, through their indirect investment in the portfolios, bear the costs of those advisory fees (see the prospectuses for the funds for more information). Certain advisers and sub-advisers of the underlying portfolios (or their affiliates) (1) may pay TCI amounts up to $75,000 per year to participate in a “preferred sponsor” program that provides such advisers and sub-advisers with access to TCI’s wholesalers at TCI’s national and regional sales conferences that are attended by TCI’s wholesalers; (2) may provide our affiliates and/or selling firms with wholesaling services to assist us in the distribution of the Policies; and (3) may provide us and/or certain affiliates and/or selling firms with occasional gifts, meals, tickets or other compensation as an incentive to market the portfolios and to cooperate with their promotional efforts. The amounts may be significant and provide the adviser or sub-adviser (or other affiliates) with increased access to us and to our affiliates involved in the distribution of the Policy.

 

For the calendar year ended December 31, 2006, TCI received revenue sharing payments ranging from $1,475 to $40,725 (for a total of $291,627) from the following fund managers and/or sub-advisers to participate in TCI’s events: T. Rowe Price Associates, Inc., American Century Investment Management, MFS Investment Management, Evergreen Investments, Marsico Capital Management, Transamerica Investment Management, Pacific Investment Management Company LLC, Van Kampen Investments, Janus Capital Management, Jennison Associates, Lehman Brothers/Neuberger Berman, Legg Manson, AIM Funds, Alliance Bernstein, Federated Funds, Fidelity Funds, ING Clarion and Merrill Lynch.

 

Please note some of the aforementioned managers and/or sub-advisers may not be associated with underlying fund portfolios currently available in this product.

 

Proceeds from certain of these payments by the funds, the advisers, the sub-advisers and/or their affiliates may be profit to us, and may be used for any corporate purpose, including payment of expenses (i) that we and our affiliates incur in promoting, issuing, marketing and administering the Policies; (ii) that we incur, in our role as intermediary, in promoting, marketing and administering the fund portfolios.

 

15

 


 

For further details about the compensation payments we make in connection with the sale of the Policies, see "Sale of the Policies" in this prospectus.

 

The Policy

 

The Policy is subject to the insurance laws and regulations of each state or jurisdiction in which it is available for distribution. There may be differences between the Policy issued and the general Policy description contained in this prospectus because of requirements of the state where your Policy is issued. Some of the state specific differences are included in the prospectus, but this prospectus does not include references to all state specific differences. All state specific Policy features will be described in your Policy.

 

Ownership Rights

 

The Policy belongs to the Owner named in the application. The Owner may exercise all of the rights and options described in the Policy. The Owner is the Insured unless the application specifies a different person as the Insured. If the Owner dies before the Insured and no contingent owner is named, then ownership of the Policy will pass to the Owner’s estate. The principal rights an Owner may exercise are:

 

to designate or change beneficiaries;

to receive amounts payable before the death of the Insured;

to assign the Policy (if you assign the Policy, your rights and the rights of anyone who is to receive payment under the Policy are subject to the terms of that assignment); and

to change the Owner of this Policy.

 

No designation or change in designation of an Owner will take effect unless we receive written request thereof at our Office. When received, the request will take effect as of the date it was signed, subject to payment or other action taken by us before it was received.

 

Modifying the Policy

 

Only one of our officers may modify the Policy or waive any of our rights or requirements under the Policy. Any modification or waiver must be in writing. No agent may bind us by making any promise not contained in the Policy.

 

Upon notice to you, we may modify the Policy:

 

to conform the Policy, our operations, or the Variable Account’s operations to the requirements of any law (or regulation issued by a government agency) to which the Policy, our company or the Variable Account is subject; or

to assure continued qualification of the Policy as a life insurance contract under the Internal Revenue Code or to meet applicable requirements of federal or state laws relating to variable life policies; or

to reflect a change in the Variable Account’s operation; or

to provide additional subaccounts and/or fixed account options.

 

Purchasing a Policy

 

To purchase a Policy, you must submit a completed application and an initial premium to us at our Office. You may also send the application and initial premium to us through any licensed life insurance agent who is also a registered representative of a broker-dealer having a selling agreement with TCI, the principal underwriter for the Policy and us.

 

We determine the basic death benefit for a Policy based on the age of the Insured when we issue the Policy, the initial premium paid, and other characteristics of the proposed Insured(s) such as gender and risk class.

 

Generally, the Policy is available for Insureds between issue ages 30-80 for standard risk classes, and between issue ages 30-70 for non-standard risk classes. We use different underwriting standards (simplified underwriting, or full underwriting) in relation to the Policy. Cost of insurance rate charges for any Policies issued on a simplified or expedited basis would not cause healthy individuals to pay higher cost of insurance rates than they would pay under

 

16

 


 

a substantially similar Policy that we offer using different underwriting criteria. We can provide you with details as to these underwriting standards when you apply for a Policy. We must receive evidence of insurability that satisfies our underwriting standards before we will issue a Policy. We reserve the right: (1) to modify our underwriting requirements at any time; or (2) to reject an application for any reason permitted by law. There is no insurance coverage until we complete our underwriting process and accept the application.

 

Tax-Free "Section 1035" Exchanges

 

You can generally exchange one life insurance policy for another covering the same insured in a "tax-free exchange" under Section 1035 of the Internal Revenue Code. Before making an exchange, you should compare both life insurance policies carefully. Remember that if you exchange another life insurance policy for the one described in this prospectus, you might have to pay a surrender charge on your old policy, other charges may be higher (or lower) and the benefits may be different. If the exchange does not qualify for Section 1035 treatment, or if your current Policy is subject to a policy loan, you may also have to pay federal income tax on the exchange. You should not exchange another life insurance policy for this one unless you determine, after knowing all the facts, that the exchange is in your best interest and not just better for the person selling you the Policy (that person will generally earn a commission if you buy this Policy through an exchange or otherwise).

 

When Insurance Coverage Takes Effect

 

Once we determine that the Insured meets our underwriting requirements, and you have paid the initial premium, we issue the Policy, insurance coverage begins, and we begin to deduct monthly charges from your net premium. This date is the Policy Date. On the Policy Date, we will allocate your initial premium (less charges) to the fixed account. Some states may require us to allocate premium according to an Owner’s instructions during the free-look period. On the Reallocation Date, we will transfer your Cash Value from the fixed account to the subaccounts or maintain your Cash Value in the fixed account as you directed on your application. The Reallocation Date varies by state according to a state’s free look requirement. In states that require a full refund of premium upon exercise of the free look right, the Reallocation Date is 5 days after the end of the free look period. In other states, the Reallocation Date is the Policy Date.

 

Full insurance coverage under the Policy will take effect only if the proposed insured is alive and in the same condition of health as described in the application when we deliver the Policy to you.

 

Canceling a Policy (Free-Look Period)

 

You may cancel a Policy during the free-look period by returning it, with a written request to cancel the Policy, to Transamerica at 4333 Edgewood Road, N.E., Cedar Rapids, Iowa 52499, or to the agent who sold you the Policy. The free-look period generally expires 10 days after you receive the Policy, but this period will be longer if required by state law. If you decide to cancel the Policy during the free-look period, we will treat the Policy as if we never issued it. Within seven calendar days after we receive the returned Policy, we will refund either: (a) an amount equal to the Cash Value plus any charges and taxes we deducted from your premiums or from amounts you allocated to the subaccounts or to the fixed account; or (b) where required by state law, all premiums paid for the Policy.

 

Policy Features

 

Premiums

 

Allocating Premiums

 

When you apply for a Policy, you must instruct us to allocate your net premium to one or more subaccounts of the Variable Account and to the fixed account according to the following rules:

 

You must put at least 1% of each net premium in any subaccount or the fixed account you select (you can, of course, put nothing in some subaccounts or the fixed account).

Allocation percentages must be in whole numbers and the sum of the percentages must equal 100.

You can change the allocation instructions for additional premiums without charge at any time by providing us with written notification (or any other notification we deem satisfactory) at our Office. The change will be effective as of the Valuation Date on which we receive the change at our Office.

Any allocation change will be effective on the date we record the change. We record the allocation change on the same day that we receive at our Office the request for the change.

 

 

17

 


 

 

We reserve the right to limit the number of premium allocation changes; and to limit the number of subaccount allocations in effect at any one time.

 

 

We will credit interest on your initial net premium from the date we receive payment and the necessary documents at our Office to the Reallocation Date. Interest will be credited at the current fixed account rate. Interest is guaranteed to equal at least 3% annually.

 

Whenever you direct money into a subaccount, we will credit your Policy with the number of units for that subaccount that can be bought for the dollar payment. Premium payments received at our Office before the New York Stock Exchange (“NYSE”) closes are priced using the unit value determined at the closing of the regular business session of the NYSE (usually at 4:00 p.m. Eastern time). If we receive a premium payment at our Office after the NYSE closes, we will process the order using the subaccount unit value determined at the close of the next regular session of the NYSE. We will credit amounts to the subaccounts only on a Valuation Date, that is, on a date the NYSE is open for trading. Your cash value will vary with the investment experience of the subaccounts in which you invest. You bear the investment risk for amounts you allocate to the subaccounts.

 

On the Policy Date, we will allocate your Cash Value to the fixed account. We also allocate any net premiums we receive from the Policy Date to the Reallocation Date to the fixed account. Different rules may apply to Policies purchased by Owners in California who are age 60 or older. On the Reallocation Date, we will reallocate the Cash Value in the fixed account to the subaccounts or retain it in the fixed account in accordance with the allocation percentages provided in the application. We invest all net premiums paid after the Reallocation Date on the Valuation Date at the unit value next determined after we receive the premium at our Office or at such other office as we may designate from time to time. (Please refer to the Glossary for an explanation of the Reallocation Date.)

 

Premium Payments

 

Before we issue a Policy, you must pay an initial premium equal to at least $10,000. Thereafter, you may pay premiums at any time and in any amount of $5,000 or more. However, because most additional premium payments will increase the death benefit, we will require additional underwriting for most additional premium payments.

 

Your Policy’s schedule page will show the maximum additional premium you can pay during the first two Policy Years without additional underwriting. As indicated below, it is the Company’s policy to use simplified issue underwriting for these Policies. However, the Company reserves the right to impose full underwriting on future premium payments. If we return a portion of your premium based on the maximum premium amount, we will not allow you to make additional premium payments until they are allowed by the maximum premium limitations. We

reserve the right to modify our premium limitations at any time. You make all premium payments to our Office or to one of our authorized agents.

 

You can stop paying premiums at any time and your Policy will continue in force until the earlier of the maturity date (when the insured reaches age 100), or the date when either (1) the insured dies, or (2) the grace period ends without a sufficient payment, or (3) we receive your signed request to surrender the Policy.

 

The type of underwriting you qualify for depends upon the amount of premium paid at issue.

 

Transfers

 

General

 

You may make transfers from (i.e., out of) the subaccounts or from the fixed account. If you give telephone transfer privileges to your registered representative, you will be bound by any transfers he/she makes. We determine the amount you have available for transfers at the end of the Valuation Period when we receive your transfer request at

our Office. We may modify or revoke the transfer privilege at any time. The following features apply to transfers under the Policy:

 

You may make an unlimited number of transfers in a Policy Year.

You may request transfers by sending a Written Notice to our Office, or by telephone.

 

 

18

 


 

 

For transfers out of the fixed account, you may not transfer more than 25% of the value in the fixed account (not including amounts securing Policy loans), or $1,000 (whichever is greater). If the balance after the transfer is less than $1,000, we will transfer the entire amount in the fixed account. We allow only one transfer out of the fixed account every 12 months.

If you have an outstanding Policy Loan, which exceeds 50% of the policy’s Cash Surrender Value, transfers out of the fixed account will be limited such that the balance remaining in the fixed account is no less than two times the excess of your Policy Loan minus 50% of the Cash Surrender Value.

We may deduct a $10 charge from the amount transferred for the 13th and each additional transfer in a Policy Year. Transfers we effect on the Reallocation Date, and transfers resulting from loans, dollar cost averaging and asset rebalancing are not treated as transfers for the purpose of the transfer charge.

We consider each written or telephone request to be a single transfer, regardless of the number of subaccounts (or fixed account) involved.

We process transfers based on the unit values next determined after we receive your request (which is at the end of the Valuation Date during which we receive your request).

 

We will process any transfer order we receive at our Office before the NYSE closes (usually 4:00 p.m. Eastern time) using the subaccount unit value determined at the end of that session of the NYSE. If we receive the transfer order after the NYSE closes, we will process the order using the subaccount unit value determined at the close of the next regular business session of the NYSE.

 

Telephone Transfer Privileges

 

Your Policy, as applied for and issued, will automatically receive telephone transfer privileges unless you provide other instructions. The telephone transfer privileges allow you to give authority to the registered representative or agent of record for your Policy to make telephone transfers and to change the allocation of future payments among the subaccounts and the fixed account on your behalf according to your instructions. To make a telephone transfer, you may call 1-800-525-6205.

 

Please note the following regarding telephone transfers:

 

We will employ reasonable procedures to confirm that telephone instructions are genuine.

If we follow these procedures, we are not liable for any loss, damage, cost or expense from complying with telephone instructions we reasonably believe to be authentic. You bear the risk of any such loss.

If we do not employ reasonable confirmation procedures, we may be liable for losses from unauthorized or fraudulent instructions.

Such procedures may include requiring forms of personal identification prior to acting upon telephone instructions, providing written confirmation of transactions to you, and/or tape recording telephone instructions received from you.

We may also require written confirmation of your order.

If you do not want the ability to make telephone transfers, you should notify us in writing at our Office.

 

We cannot guarantee that telephone and faxed transactions will always be available. For example, our offices may be closed during severe weather emergencies or there may be interruptions in telephone or fax service beyond our control. If the volume of calls is unusually high, we might not have someone immediately available to receive your order. Although we have taken precautions to help our systems handle heavy use, we cannot promise complete reliability under all circumstances.

 

In addition, you should protect your personal identification number (PIN) because self-service options will be available to your agent and anyone who provides your PIN. We will not be able to verify that the person using your PIN and providing instructions is you or one authorized by you.

 

Disruptive Trading and Market Timing

 

Statement of Policy. This variable insurance Policy was not designed for the use of market timers or frequent or disruptive traders. Such transfers may be harmful to the underlying fund portfolios and increase transaction costs.

 

Market timing and disruptive trading among the subaccounts or between the subaccounts and the fixed account can cause risks with adverse effects for other policyowners (and beneficiaries and underlying fund portfolios). These

 

19

 


 

risks and harmful effects include:

 

(1)

dilution of the interests of long-term investors in a subaccount if purchases or transfers into or out of an underlying fund portfolio are made at prices that do not reflect an accurate value for the underlying fund portfolio’s investments (some market timers attempt to do this through methods known as “time-zone arbitrage” and “liquidity arbitrage”);

 

 

(2)

an adverse effect on portfolio management, such as:

(a)

impeding a portfolio manager’s ability to sustain an investment objective;

(b)

causing the underlying fund portfolio to maintain a higher level of cash than would otherwise be the case; or

(c)

causing an underlying fund portfolio to liquidate investments prematurely (or otherwise at an inopportune time) in order to pay withdrawals or transfers out of the underlying fund portfolio; and

 

 

(3)

increased brokerage and administrative expenses.

These costs are borne by all policyowners invested in those subaccounts, not just those making the transfers.

 

We have developed policies and procedures with respect to market timing and disruptive trading (which vary for certain subaccounts at the request of the corresponding underlying fund portfolios) and we do not make special arrangements or grant exceptions to accommodate market timing or disruptive trading. As discussed herein, we cannot detect or deter all market timing or other potentially disruptive trading. Do not invest with us if you intend to conduct market timing or potentially disruptive trading.

 

Detection. We employ various means in an attempt to detect and deter market timing and disruptive trading. However, despite our monitoring we may not be able to detect nor halt all harmful trading. In addition, because other insurance companies (and retirement plans) with different policies and procedures may invest in the underlying fund portfolios, we cannot guarantee that all harmful trading will be detected or that an underlying fund portfolio will not suffer from marketing timing and disruptive trading among subaccounts of variable products issued by these other insurance companies or retirement plans.

 

Deterrence. If we determine you are engaged in market timing or disruptive trading, we may take one or more actions in an attempt to halt such trading. Your ability to make transfers is subject to modification or restriction if we determine, in our sole opinion, that your exercise of the transfer privilege may disadvantage or potentially harm the rights or interests of other policyowners (or having an interest in the variable insurance products). As described below, restrictions may take various forms, but under our current policies and procedures will include loss of expedited transfer privileges. We consider transfers by telephone, fax, overnight mail, or the Internet to be “expedited” transfers. This means that we would accept only written transfer requests with an original signature transmitted to us only by standard United States Postal Service First Class mail. We may also restrict the transfer privileges of others acting on your behalf, including your registered representative or an asset allocation or investment advisory service.

 

We reserve the right to reject any premium payment or transfer request from any person without prior notice, if, in our judgment, (1) the payment or transfer, or series of transfers, would have a negative impact on an underlying fund portfolio's operations, or (2) if an underlying fund portfolio would reject or has rejected our purchase order or has instructed us not to allow that purchase or transfer, or (3) because of a history of market timing or disruptive trading. We may impose other restrictions on transfers, or even prohibit transfers for any owner who, in our view, has abused, or appears likely to abuse, the transfer privilege on a case-by-case basis. We may, at any time and without prior notice, discontinue transfer privileges, modify our procedures, impose holding period requirements or limit the number, size, frequency, manner, or timing of transfers we permit. We also reserve the right to reverse a potentially harmful transfer if an underlying fund portfolio refuses or reverses our order; in such instances some policyowners may be treated differently than others in that some transfers may be reversed and others allowed. For all of these purposes, we may aggregate two or more variable insurance products that we believe are connected.

 

In addition to our internal policies and procedures, we will administer your variable insurance product to comply with any applicable state, federal, and other regulatory requirements concerning transfers. We reserve the right to implement, administer, and charge you for any fee or restriction, including redemption fees, imposed by any underlying fund portfolio. To the extent permitted by law, we also reserve the right to defer the transfer privilege at any time that we are unable to purchase or redeem shares of any of the underlying fund portfolios.

 

20

 


 

Under our current policies and procedures, we do not:

 

impose redemption fees on transfers;

expressly limit the number or size of transfers in a given period except for certain subaccounts where an underlying fund portfolio has advised us to prohibit certain transfers that exceed a certain size; or

provide a certain number of allowable transfers in a given period.

 

Redemption fees, transfer limits, and other procedures or restrictions may be more or less successful than ours in deterring market timing or other disruptive trading and in preventing or limiting harm from such trading.

 

In the absence of a prophylactic transfer restriction (e.g., expressly limiting the number of trades within a given period or their size), it is likely that some level of market timing and disruptive trading will occur before it is detected and steps taken to deter it (although some level of market timing and disruptive trading can occur with a prophylactic transfer restriction). As noted above, we do not impose a prophylactic transfer restriction and, therefore, it is likely that, some level of market timing and disruptive trading will occur before we are able to detect it and take steps in an attempt to deter it.

 

Please note that the limits and restrictions described herein are subject to our ability to monitor transfer activity. Our ability to detect market timing or other disruptive trading may be limited by operational and technological systems, as well as by our ability to predict strategies employed by policyowners (or those acting on their behalf) to avoid detection. As a result, despite our efforts to prevent harmful trading activity among the variable investment options available under the variable insurance product, there is no assurance that we will be able to detect or deter market timing or disruptive trading by such policyowners or intermediaries acting on their behalf. Moreover, our ability to discourage and restrict market timing or disruptive trading may be limited by decisions of state regulatory bodies and court orders which we cannot predict.

 

Furthermore, we may revise our policies and procedures in our sole discretion at any time and without prior notice, as we deem necessary or appropriate (1) to better detect and deter market timing or other harmful trading that may adversely affect other policyowners, other persons with material rights under the variable insurance products, or underlying fund shareholders generally, (2) to comply with state or federal regulatory requirements, or (3) to impose additional or alternative restrictions on owners engaging in market timing or disruptive trading among the investment options under the variable insurance product. In addition, we may not honor transfer requests if any variable investment option that would be affected by the transfer is unable to purchase or redeem shares of its corresponding underlying fund portfolio.

 

Underlying Fund Portfolio Frequent Trading Policies. The underlying fund portfolios may have adopted their own policies and procedures with respect to frequent purchases and redemptions of their respective shares. Underlying fund portfolios may, for example, assess a redemption fee (which we reserve the right to collect) on shares held for a relatively short period of time. The prospectuses for the underlying fund portfolios describe any such policies and procedures. The frequent trading policies and procedures of an underlying fund portfolio may be different, and more or less restrictive, than the frequent trading policies and procedures of other underlying fund portfolios and the policies and procedures we have adopted for our variable insurance products to discourage market timing and disruptive trading. Policyowners should be aware that we may not have the contractual ability or the operational capacity to monitor policyowners’ transfer requests and apply the frequent trading policies and procedures of the respective underlying funds that would be affected by the transfers. Accordingly, policyowners and other persons who have material rights under our variable insurance products should assume that any protection they may have against potential harm from market timing and disruptive trading is the protection, if any, provided by the policies and procedures we have adopted for our variable insurance products to discourage market timing and disruptive trading in certain subaccounts.

 

You should be aware that, upon written request by a fund or its designee, we are required to provide the fund with information about you and your trading activities in and out of one or more portfolios of the fund. In addition, a fund may require us to restrict or prohibit your purchases and exchanges of shares of a specified portfolio if the fund identifies you as violating the frequent trading policies established for that portfolio.

 

Omnibus Order. Policyowners and other persons with material rights under the variable insurance products also should be aware that the purchase and redemption orders received by the underlying fund portfolios generally are “omnibus” orders from intermediaries such as retirement plans and separate accounts funding variable insurance products. The omnibus orders reflect the aggregation and netting of multiple orders from individual retirement plan participants and individual owners of variable insurance products. The omnibus nature of these orders may limit the

 

21

 


 

underlying fund portfolios’ ability to apply their respective frequent trading policies and procedures. We cannot guarantee that the underlying fund portfolios will not be harmed by transfer activity relating to the retirement plans or other insurance companies that may invest in the underlying fund portfolios. These other insurance companies are responsible for their own policies and procedures regarding frequent transfer activity. If their policies and procedures fail to successfully discourage harmful transfer activity, it will affect other owners of underlying fund portfolio shares, as well as the owners of all of the variable annuity or life insurance policies, including ours, whose variable investment options correspond to the affected underlying fund portfolios. In addition, if an underlying fund portfolio believes that an omnibus order we submit may reflect one or more transfer requests from owners engaged in market timing and disruptive trading, the underlying fund portfolio may reject the entire omnibus order and thereby delay or prevent us from implementing your request.

 

Dollar Cost Averaging

 

When purchasing a Policy, you may elect to participate in a dollar cost averaging program through which you may place some or all of your initial net premium in the Dollar Cost Averaging Fixed Account (“DCA Fixed Account”). Dollar cost averaging is an investment strategy designed to reduce the investment risks associated with market fluctuations. The strategy spreads the allocation of your premium into the subaccounts over a period of time. This allows you to potentially reduce the risk of investing most of your premium into the subaccounts at a time when prices are high. The success of this strategy is not assured and depends on market trends. You should carefully consider your financial ability to continue the program over a long enough period of time to purchase units when their value is low as well as when it is high. We make no guarantee that dollar cost averaging will result in a profit or protect you against loss.

 

We will transfer money out of the DCA Fixed Account in equal installments over a specified period of 6 months (or other periods available at issue) and place it in the subaccounts according to your instructions. Transfers from the DCA Fixed Account are not restricted by the requirements limiting transfers from the fixed account when there is an outstanding Variable Interest Policy Loan.

 

Money you place in the DCA Fixed Account will earn interest at an annual rate of at least 3%. We credit interest on the declining balance in the DCA Fixed Account. We may credit different interest rates for dollar cost averaging programs of varying time periods. If you discontinue the dollar cost averaging program before its completion, then the interest credited on amounts in the DCA Fixed Account may be adjusted downward, but not below the minimum guaranteed effective annual interest rate of 3%.

 

There is no charge for dollar cost averaging. A transfer under this program is not considered a transfer for purposes of assessing the transfer fee.

 

Dollar Cost

averaging will

terminate if:

we receive at our Office your reques  to cancel your participation;

the value in the DCA Fixed Account is depleted;

you elect to participate in the asset rebalancing program; or

you elect to participate in any asset allocation services provided by a third party.

 

We may modify, suspend, or discontinue the dollar cost averaging program at any time.

 

Asset Rebalancing Program

 

We also offer an asset rebalancing program under which we will automatically transfer amounts periodically to maintain a particular percentage allocation among the subaccounts. Cash Value allocated to each subaccount will grow or decline in value at different rates. The asset rebalancing program automatically reallocates the Cash Value in the subaccounts at the end of each period to match your Policy’s currently effective premium allocation schedule. The asset rebalancing program will transfer Cash Value from those subaccounts that have increased in value to those subaccounts that have declined in value (or not increased as much). Over time, this method of investing may help you buy low and sell high. The asset rebalancing program does not guarantee gains, nor does it assure that any subaccount will not have losses. Cash Value in the fixed account and the DCA Fixed Account are not available for this program.

 

To participate in the asset rebalancing program:

you must complete an asset rebalancing requ  st form and submit it to us at our Office before the Maturity Date

you must have a minimum Cash Value in all subaccounts of $10,000.

 

You may elect for asset rebalancing to occur on each quarterly, semi-annual or annual anniversary of the Policy

 

22

 


 

Date. You may modify your allocations quarterly. Once we receive the asset rebalancing request form at our Office, we will effect the initial rebalancing of Cash Value on the next such anniversary, in accordance with the Policy’s current premium allocation schedule. We will credit the amounts transferred at the unit value next determined on the dates the transfers are made. If a day on which rebalancing would ordinarily occur falls on a day on which the NYSE is closed, rebalancing will occur on the next day the NYSE is open. There is no charge for the asset rebalancing program. Any reallocation which occurs under the asset rebalancing program will not be counted towards the 12 free

 

transfers allowed during each Policy Year. You can begin or end this program only once each Policy year. We may modify, suspend, or discontinue the asset rebalancing program at any time.

 

Asset rebalancing

will cease if:

you elect to participate in the DCA Fixed Account;

we receive at our Office your request to discontinue participation;

you make a transfer to or from any subaccount other than under a scheduled rebalancing (not including transfers in connection with loans); or

you elect to participate in any asset allocation services provided by a third party.

 

Policy Values

 

 

 

Cash Value

varies from day to day, depending on the investment experience of the subaccounts you choose, the interest credited to the fixed account, the charges deducted, and any other Policy transactions (such as additional premium payments, transfers, withdrawals and Policy loans);

serves as the starting point for calculating values under a Policy;

equals the sum of all values in the fixed account (including any amounts held in the fixed account to secure any loans) and in each subaccount of the variable account;

is determined on the Policy Date and on each Valuation Date; and

 

has no guaranteed minimum amount (except for amounts allocated to the fixed account) and may be more or less than premiums paid.

 

Growth Accelerator

 

At the end of each month, we will credit your Cash Value with additional interest at an annual rate of 0.50% if your Policy satisfies the following requirements at the beginning of the Policy year:

 

Cash Value is greater than 200% of the total premiums paid; and

Cash Value exceeds $50,000.

 

We will allocate the additional interest to the variable account and the fixed account on a pro-rata basis. We guarantee to credit the monthly interest (0.04167% multiplied by the Cash Value at the end of each month); however, the Policy needs to be re-qualified to meet the specified requirements on a year-to-year basis. There is no charge for this benefit.

 

Cash Surrender Value

 

The Cash Surrender Value is the amount we pay to you when you surrender your Policy. We determine the Cash Surrender Value at the end of the Valuation Period when we receive your written surrender request at our Office.

 

Ca h Surrender

Value on any

Valuation Date

equals:

the Cash Value as of such date; minus

any surrender charge as of such date; minus

any outstanding Policy loans; minus

any interest you owe on the Policy loans.

 

Subaccount Value

 

Each subaccount’s value is the Cash Value in that subaccount. At the end of any Valuation Period, the subaccount’s value is equal to the number of units that the Policy has in the subaccount, multiplied by the unit value of that subaccount.

 

 

23

 


 

 

The number of

units in any

subaccount on

any Valuation

Date equals:

the initial units purchased at the unit value on the Policy Da e; plus

units purchased with additional net premiums; plus

units purchased via transfers from another subaccount or the fixed account (including transfers from the loan account); plus

units purchased via growth accelerator, if any; minus

units redeemed to pay for monthly deductions; minus

units redeemed to pay for partial surrenders; minus

units redeemed as part of a transfer to another subaccount or the fixed account (including the loan account); minus

units redeemed to pay any partial surrender charges and any transfer charges.

 

Every time you allocate, transfer or withdraw money to or from a subaccount, we convert that dollar amount into units. We determine the number of units we credit to, or subtract from, your Policy by dividing the dollar amount of the allocation, transfer or partial surrender by the unit value for that subaccount next determined at the end of the Valuation Period in which the allocation, transfer or partial surrender request is received at our Office.

 

Unit Value

 

We determine a unit value for each subaccount to reflect how investment results affect the Policy values. Unit values will vary among subaccounts. The unit value of each subaccount was originally established at $10 per unit. The unit value may increase or decrease from one Valuation Period to the next.

 

The unit value of

any subaccount

at the end of a

Valuation Period

is calculated as:

the total value of the assets held in the subaccount, determined by multiplying the number of shares of the designated portfolio owned by the subaccount times the portfolio’s net asset value per share; minus

a charge equal to the daily net assets of the Subaccount multiplied by the daily pro rata portion of the annual rate for the Daily Charge; minus

the accrued amount of reserve for any taxes or other economic burden resulting from applying tax laws that we determine to be properly attributable to the subaccount; and the result divided by

the number of outstanding units in the subaccount before the purchase or redemption of any units on that date.

 

The corresponding portfolio of any subaccount determines its net asset value per each share once daily, as of the close of the regular business session of the NYSE (usually 4:00 p.m. Eastern time), which coincides with the end of each Valuation Period. Therefore, we will process any transfer request we receive at our Office after the close of the regular business session of the NYSE, using the net asset value for each share of the applicable portfolio determined as of the close of the next regular business session of the NYSE.

 

Fixed Account Value

 

On the Policy Date, the fixed account value is equal to the net premiums allocated to the fixed account, less the portion of the first monthly deduction taken from the fixed account.

 

The fi  ed account

value at the end

of any Valuation

Period is equal to:

the net premium(s) allocated to the fixed account; plus

any amounts transferred to the fixed account (including amounts transferred to the loan account); plus

total interest credited to the fixed account; plus

amount credited via Growth Accelerator, if any; minus

amounts charged to pay for monthly deductions; minus

amounts withdrawn or surrendered from the fixed account; minus

amounts transferred from the fixed account (including the loan account) to a subaccount.

 

Death Benefit

 

Death Benefit

 

While the Policy is in force and if no loan is outstanding when the Insured dies, then, the death benefit is the greater of:

 

 

(1)

the Basic Death Benefit; or

 

(2)

the Guaranteed Minimum Death Benefit (“GMDB”).

 

24


 

Basic Death Benefit: The Basic Death Benefit is the minimum amount that must be payable at the Insured’s death, before reduction for any outstanding loans, for the Policy to be treated as life insurance under the Internal Revenue Code. We determine the Basic Death Benefit by dividing the Cash Value by the net single premium. The net single premium is the amount of premium needed to provide a paid up death benefit of $1.00, assuming the guaranteed cost of insurance charges, a 4% interest rate, and mortality as set forth in the “Commissioners 1980 Standard Ordinary Mortality Table.” The Basic Death Benefit will change monthly, or as of the date of death, due to changes in the Cash Value. The net single premium will change annually. Only the Basic Death Benefit is paid if there is an outstanding Policy loan when the Insured dies.

 

Guaranteed Minimum Death Benefit: Until the Insured’s age 75, the GMDB is the greater of premiums paid (less partial surrenders) or the highest Cash Value on a Policy anniversary (adjusted for subsequent partial surrenders). At age 75, the GMDB remains fixed for the remainder of the Policy. For Policies issued after age 74, the GMDB will be the premiums paid less partial surrenders. If you take a partial surrender, the GMDB is reduced on a “dollar for dollar” basis. If you have an outstanding Policy Loan, the GMDB will terminate. If you have an outstanding Policy loan when the Insured dies, the death benefit proceeds will be based on the Basic Death Benefit. However, if you repay the Policy loan before the Insured dies, we will reinstate the GMDB.

 

As long as the Policy is in force, we will determine the amount of and pay the death benefit proceeds on an individual Policy upon receipt at our Office of satisfactory proof of the Insured’s death, plus written direction (from each eligible recipient of death benefit proceeds) regarding how to pay the death benefit payment, and any other documents, forms and information we need. We may require return of the Policy. We will pay the death benefit proceeds to the primary beneficiary(ies) or to a contingent beneficiary. If each beneficiary dies before the Insured and there is no contingent beneficiary, we will pay the death benefit proceeds to the Owner or the Owner’s estate. We will pay the death benefit proceeds in a lump sum or under a payment option. See Payment Options.

 

Death Benefit

Proceeds equal:

the death benefit (descri  ed above); minus

any past due monthly deductions; minus

any outstanding Policy loan on the date of death; minus

any interest you owe on the Policy loan(s), minus

any payments under the Accelerated Death Benefit Rider (see below).

 

If all or part of the death benefit proceeds are paid in one sum, we will pay interest on this sum only if required by applicable state law, from the date we receive due proof of the Insured’s death to the date we make payment.

 

The Specified Amount shown in the hypothetical illustrations in this prospectus and on the policy schedule page of your Policy is the Basic Death benefit on the Policy Date.

 

Accelerated Death Benefit Rider (Not available for new sales)

 

You may exercise the simplified issue Accelerated Death Benefit Rider for long-term care, if such rider was purchased with the Policy. The Accelerated Death Benefit accelerates payment of a portion of the Death Benefit under the Policy that may be payable monthly to the Owner as reimbursement of certain actual charges incurred by the Insured for long-term care. The Insured becomes eligible for benefits under the Accelerated Death Benefit Rider by being certified as a chronically ill individual and by being confined to a nursing or assisted living facility, or by receiving home health care from a home health agency or adult or adult day care in an adult day care center. Unless the state where we issued your Policy requires otherwise, we will charge an additional premium which is equal to 3% of the life insurance premium paid for your Policy if you purchase the optional Accelerated Death Benefit Rider.

 

The Death Benefit under the Policy will be reduced by the amount paid under the Accelerated Death Benefit Rider. If the Insured dies while the Policy is in force and while benefits under the rider are being paid, the remaining death benefit proceeds will be paid to the Beneficiary and no further payments under this rider will be made to you. However, if the entire death benefit proceeds are paid under the terms of the rider prior to the Insured’s death, the

 

25

 


 

Policy will terminate and there will be no death benefit payable upon the Insured’s death.

 

Benefits under the Accelerated Death Benefit Rider are not intended to be considered taxable income to you. However, benefits paid under this rider may be considered taxable income to you. We urge you to consult your personal tax advisor or attorney on specific points of interest to you.

 

The Accelerated Death Benefit Rider is not available under Policies issued on or after May 1, 2006.

 

Long-Term Care Accelerated Death Benefit Rider

 

You may exercise the simplified issue Long-Term Care Accelerated Death Benefit Rider for long-term care for issue ages 30 - 79, if such rider was purchased with the Policy. The Long-Term Care Accelerated Death Benefit accelerates payment of a portion of the Death Benefit under the Policy. The Insured becomes eligible for benefits under the Long-Term Care Accelerated Death Benefit Rider by being certified as a Chronically Ill Individual and by being confined to a Nursing or Assisted Living Facility, or by receiving Home Health Care from a Home Health Agency or Adult Day Care in an Adult Day Care Center. If you purchase the optional Long-Term Care Accelerated Death Benefit Rider, we will assess an additional charge that is a percentage of the Initial premium paid for your Policy at issue (as shown in the chart below), unless the state where we issued your Policy requires otherwise. Benefits under the rider are payable monthly to the Owner and are a percentage (maximum of 2% or 4%) of the initial specified amount. If the 4%/2% acceleration benefit is chosen at issue, We determine whether the insured receives the 4% or 2% benefit on a monthly basis. Likewise, if the 2%/1% acceleration benefit is chosen at issue, We determine whether the insured receives the 2% or 1% benefit on a monthly basis. The insured must provide written proof of loss within ninety (90) days after the end of each month for which the benefit is payable.

 

Charge for Long-Term Care Accelerated Death Benefit Rider

Gender / Benefit

4% / 2% Acceleration Benefit

2% / 1% Acceleration Benefit

Male

4.0%

3.0%

Female

7.0%

5.0%

If the 2%/1% benefit is chosen at issue, the monthly benefit amount for a Nursing Home or Assisted Living Facility would equal the lesser of 2% of the initial specified amount or $5,000. For Adult Day Care or Home Health Care, the monthly benefit amount would equal the lesser of 1% of initial specified amount or $2,500.

 

If the 4%/2% benefit is chosen at issue, the monthly benefit amount for a Nursing Home or Assisted Living Facility would equal the lesser of 4% of the initial specified amount or $5,000. For Adult Day Care or Home Health Care, the monthly benefit amount would equal the lesser of 2% of initial specified amount or $2,500.

 

The benefit provided is a monthly benefit that is paid to the Owner regardless of actual expenses incurred by the Insured. The monthly benefit is set based on the initial specified amount and is level during the claim period, unless a withdrawal (i.e., a partial surrender or any acceleration of the death benefit under the Policy under any other rider available under the Policy) is taken. If no withdrawal is taken, the entire initial specified amount is available for eventual acceleration, and the maximum total Long-Term Care Accelerated Death Benefit Rider benefits paid will be the initial specified amount. If any withdrawals have been taken, however, the total amount available for acceleration is reduced on a pro-rata basis.

 

Each rider benefit we pay will reduce the Policy’s death benefit, specified amount, Cash Value, Guaranteed Minimum Death Benefit, surrender charge, or any indebtedness.

 

 

The Death Benefit under the Policy will be reduced by the amount paid under the Long-Term Care Accelerated Death Benefit Rider. If the Insured dies while the Policy is in force and while benefits under the rider are being paid, the remaining death benefit proceeds will be paid to the beneficiary and no further payments under this rider will be made to you. However, if the entire death benefit proceeds are paid under the terms of the rider prior to the Insured’s death, the Policy will terminate and there will be no death benefit payable upon the Insured’s death.

 

Benefits under the Long-Term Care Accelerated Death Benefit Rider are not intended to be considered taxable income to you. However, benefits paid under this rider may be considered taxable income to you. We urge you to consult your personal tax advisor or attorney about the tax treatment of the benefits paid under this rider given your own circumstances.

 

26

 


 

 

The specified amount of the Policy, the Cash Value, the Guaranteed Minimum Death Benefit under the Policy, and the surrender charge under the Policy each will be reduced proportionately to the reduction in the death benefit under the Policy as a result of each rider benefit amount paid.

 

If there is any indebtedness under the Policy, a pro-rata portion of each rider benefit amount paid will be used to repay a portion of any indebtedness under the Policy. For example, if the death benefit was $100,000 and the outstanding debt was $10,000, the monthly payment of $2,000 would be reduced by $200 to help pay off the loans.

 

Once benefit payments begin, We will provide you with a monthly report that shows the effect of each rider benefit payment on the Policy.

 

Payment Options

 

There are several ways of receiving proceeds under the death benefit and surrender provisions of the Policy, other than in a lump sum. Information concerning these settlement options is available on request from our Office.

 

Terminal Illness Accelerated Death Benefit Rider

 

You may exercise the single sum Terminal Illness Accelerated Death Benefit if the Insured has been diagnosed with a terminal condition (a disease or injury that is expected to result in death within 12 months).

 

The Terminal Illness Accelerated Death Benefit equals the present value of a portion of the death benefit elected by the Owner, up to a maximum of 100% of the death benefit, less any indebtedness (Policy loan plus accrued interest) under the Policy. At the time of payment of the Terminal Illness Accelerated Death Benefit, we will provide you with revised specification pages, which reflect the reduction of values and benefits. The Terminal Illness Accelerated Death Benefit can be elected only once. The rider will terminate when the benefit is paid.

 

We reduce the single sum benefit by a discount factor to compensate us for lost income due to the early payment of the death benefit. Benefits under the Terminal Illness Accelerated Death Benefit are not intended to be considered taxable income to you. However, benefits paid under this rider may be considered taxable income to you. We urge you to consult your personal tax advisor or attorney.

 

Full and Partial Surrenders

 

Full Surrenders

 

You may send a Written Notice to surrender your Policy for its Cash Surrender Value as calculated at the end of the Valuation Date when we receive your Written Notice.

 

Full Surrender

Conditions 

The Insured must be alive and the Policy must be in force when you send your Written Notice. A surrender is effective as of the date when we receive your Written Notice at our Office. We may require that you return the Policy.

 

You will incur a surrender charge of 7% of any premium payments made within 6 years before the surrender.

 

Written Notice to surrender a Policy that are received at our Office before the NYSE closes are priced using the subaccount unit value determined at the close of that regular business session of the NYSE (usually 4:00 p.m. Eastern time). If we receive Written Notice after the NYSE closes, we will process the surrender request using the subaccount unit value determined at the close of the next regular business session of the NYSE.

 

Once you surrender your Policy, all coverage and other benefits under it cease.

 

We will pay you the Cash Surrender Value in a lump sum within seven days unless you request other arrangements.

 

Surrendering the Policy may have adverse tax consequences. See Federal Tax Considerations—Tax Treatment of Policy Benefits.

 

Partial Surrenders

 

You may request a partial surrender of a portion of your Cash Value subject to certain conditions.

 

You must make your partial surrender request to us in writing.

You must request at least $500.

You may withdraw up to the Policy’s gain (Cash Value minus premiums paid and minus indebtedness) free of charge after the first Policy year.

At least $5,000 of Cash Surrender Value must remain in the Policy after the partial surrender.

We assess a surrender charge equal to 7% of the whole amount surrendered in the first Policy year.

We assess a surrender charge equal to 7% of the portion of any partial surrender after the first Policy year that exceeds the gain and is attributable to a premium payment made within 6 years before the partial surrender.

We deduct the surrender charge from the remaining Cash Value.

 

27

 


 

You can specify the subaccount(s) and fixed account from which to make the partial surrender; otherwise we will deduct the amount (including any partial surrender charge) from the subaccounts and the fixed account on a pro-rata basis (that is, according to the percentage of Cash Value contained in each subaccount and the fixed account).

 

>

If you have an outstanding Variable Interest Policy Loan which exceeds 50% of the Cash Surrender Value – and your partial surrender causes your fixed account (excluding any DCA amounts) to fall below two times the excess of your Variable Interest Policy Loan minus 50% of the Cash Surrender Value, we then must secure all or a portion of your Policy loan by automatically transferring the required amount from your Cash Value held in the Variable Account to the fixed account or you cannot make the partial surrender.

>

If you have an outstanding Fixed Account Policy Loan your Policy loan has already been secured by your Cash Value held in the Loan Reserve in the fixed account and you can make a partial surrender of up to the amount remaining in the Cash Surrender Value for the policy, subject to the rules outlined above.

>

We will process the partial surrender at the unit values next determined after we receive your request.

>

We generally will pay a partial surrender request within seven days after the Valuation Date when we receive the request.

 

Partial surrenders may have adverse tax consequences. See Federal Tax Considerations—Tax Treatment of Policy Benefits.

 

Loans

 

General

 

While the Policy is in force, you may borrow money from us using the Policy as the only collateral for the loan. A loan that is taken from, or secured by, a Policy may have tax consequences.

 

To request a Policy Loan, you must complete our Policy Loan Request Form and send it to our Office. We cannot process your request until you have completed all items on that form.

 

A Policy Loan affects the Policy because we reduce the Death Benefit proceeds and Cash Surrender Value under the Policy by the amount of any outstanding Policy Loan plus interest you owe on the Policy Loans. Repaying the Policy Loan causes the Death Benefit proceeds and Cash Surrender Value to increase by the amount of the repayment.

 

There are risks involved in taking a Policy Loan, including the potential for a Policy to lapse if projected earnings, taking into account outstanding Policy Loans, are not achieved. If the Policy is a Modified Endowment Contract (“MEC”), the Policy Loan will be treated as a distribution from the Policy for federal income tax purposes to the extent of gain in the Policy. A Policy Loan may also have possible adverse tax consequences that could occur if a Policy is surrendered or lapses with Policy Loans outstanding.

 

Fixed Account Policy Loan

 

Collateral:

 

You may take a Fixed Account Policy Loan against the Policy for amounts from $500 up to 90% of the Cash Value net of any surrender charge, minus outstanding loans and any interest you owe. To secure the Fixed Account Policy Loan, we transfer an amount equal to the loan from the Variable Account and the fixed account to the loan account,

 

28

 


 

which is a part of the fixed account. If your loan application does not specify any allocation instructions, we will transfer the loan from the subaccounts and the fixed account on a pro-rata basis (that is, according to the percentage of Cash Value contained in each subaccount and the fixed account).

 

Amounts in the loan account earn interest at the guaranteed minimum rate of 3% per year, compounded annually. We may credit the loan account with an interest rate different from the fixed account. We normally pay the amount of the loan within seven days after we receive a proper loan request. We may postpone payment of loans under certain conditions.

 

You may repay all or part of your outstanding loans at any time. Loan repayments must be at least $500, and must be clearly marked as “loan repayments” or they will be credited as premiums if they meet minimum premium requirements. Upon each loan repayment, we will transfer an amount equal to the loan repayment from the loan account to the fixed and/or Variable Account according to your current premium allocation schedule.

 

We deduct any unpaid loans from the Cash Surrender Value and death benefit proceeds payable on the Insured’s death. If any unpaid loan, including interest you owe, equals or exceeds the Cash Value, causing the Cash Surrender Value to become zero, then your Policy will enter a 61-day grace period.

 

The Guaranteed Minimum Death Benefit will not be paid if the Insured dies while a loan is outstanding. Instead the death benefit under the Policy will be the Basic Death Benefit. The Guaranteed Minimum Death Benefit will be reinstated if all outstanding Policy loans are repaid before Insured’s death.

 

Interest Rate:

 

We currently charge you an interest rate of 4.50% (the guaranteed maximum is 6%) per year on your loan. Interest is due and payable at the end of each calendar quarter, or, if earlier, on the date of any loan repayment, Policy lapse surrender, Policy termination, or the Insured’s death. Unpaid interest becomes part of the outstanding loan and accrues interest accordingly. We reserve the right to change the interest rate on any new and existing loans. However, the interest rate will never be raised above the guaranteed rate of 6%.

 

This Fixed Account Policy Loan provision may not be available in all states.

 

Variable Interest Policy Loan

 

You may take a Variable Interest Policy Loan against the Policy while it is in force. The amount of your Policy loan may not be greater than 90% of the Cash Value of the Policy less the applicable Surrender Charge as of the date of the Policy loan request, less any outstanding loan amount. The outstanding loan amount is the total Policy loan payoff amount, including accrued loan interest and any new loan(s). The minimum amount of any Policy loan request is $500. Our Policy loan review procedure generally results in making a Policy loan within 7 days after review of the request. However, in certain circumstances, we may be required to defer making a Policy loan for not more than six (6) months after the Policy loan request is made.

 

The loan date is the date that we process your Policy loan request. The Policy loan may be repaid at any time while the Policy is in force.

 

Collateral:

 

The Policy is the only collateral that we require for your Variable Interest Policy Loan. The Cash Value of the Policy becomes the collateral for the repayment of the Policy loan. For a Policy loan of up to 50% of the Cash Value of the Policy, you may choose to have the collateral in the fixed account, the Variable Account or both the fixed and Variable Accounts. For a Policy loan greater than 50% of the Cash Surrender Value of the Policy, an amount of collateral must remain in the fixed account equal to two times the portion of the Policy loan that exceeds 50% of the Cash Surrender Value of the Policy. If the amount in the fixed account is not sufficient to meet this requirement, the additional amount necessary will be transferred automatically from the Variable Account to the fixed account on a pro-rata basis, according to your existing fund allocation instructions.

 

We will reevaluate Policy values whenever any of the following occurs:

 

>

A new Policy loan or an addition to an existing Policy loan is taken;

>

A partial withdrawal is processed;

 

 

29

 


 

 

>

A benefit is paid under the Acceleration of Death Benefit Rider; or

>

A transfer is made from the fixed account to the Variable Account.

 

We will not automatically transfer amounts from the fixed account to the Variable Account. You may request a transfer from the fixed account to the Variable Account within 30 days after a Variable Interest Policy Loan repayment. A transfer to the Variable Account following a Policy loan repayment may be for any amount up to the amount of the repayment. No transfer to the Variable Account will be permitted to the extent that such transfer would result in the fixed account being less than the required amount.

 

The Guaranteed Minimum Death Benefit will not be paid if the Insured dies while a loan is outstanding. Instead, the death benefit under the Policy will be the Basic Death Benefit. The Guaranteed Minimum Death Benefit will be reinstated if all outstanding Policy loans are repaid before Insured’s death.

 

Interest Rate:

 

We will charge interest on the Policy loan while it is outstanding. We may adjust the rate of interest at the end of a calendar quarter. The rate will not exceed the greater of (i) the “Published Monthly Average” for the calendar month ending two months before the date on which the rate is determined; or (ii) the interest rated used to determine cash surrender value in the fixed account under the Policy during the applicable period plus 1% per year. The “Published Monthly Average” is Moody’s Corporate Bond Yield Average –Monthly Average Corporates as published by Moody’s Investors Service, Inc., for the calendar month ending two months before the date on which the maximum rate is to be determined. (In the event that the Moody’s Corporate Bond Yield Average –Monthly Average Corporates is no longer published, a substantially similar average, established by regulation by the Iowa Commissioner of Insurance will be instituted.)

 

We will notify you of the initial interest rate to be charged on the loan at the time a Policy loan is made. We will notify you in advance of any change in the interest rate applicable to any existing Policy loan(s). Interest on your Policy loan is payable in arrears. Interest is due at the end of each calendar quarter, or, if earlier, on the date of loan repayment, Policy lapse, surrender Policy termination, or the Insured’s death. Any interest not paid when due will be added to the Policy loan at the end of each calendar quarter.

 

This Variable Interest Policy Loan provision may not be available in all states.

 

Effect of Long-Term Care Accelerated Death Benefit Rider (“Rider”)

 

If the Policy has any indebtedness, a portion of each Rider benefit amount paid will be used to repay a portion of the indebtedness under the Policy and will reduce the payment made to you for that Policy month. The portion of the Rider benefit used to repay the indebtedness equals the Rider benefit multiplied by the ratio of the respective current indebtedness to the current Policy Death Benefit (before the current Policy month’s Rider benefit is paid).

 

Policy Lapse and Reinstatement

 

Lapse

 

If you have no outstanding Policy loans, then we guarantee that your Policy will not lapse, regardless of investment performance. If you do have an outstanding loan, then certain circumstances will cause your Policy to enter a grace period during which you must make a sufficient payment to keep your Policy in force:

 

If you have an outstanding Policy loan and your Policy’s Cash Surrender Value becomes zero (or negative), then the Policy will enter a 61-day grace period.

 

If your Policy enters into a grace period, we will mail a notice to your last known address and to any assignee of record. The 61-day grace period begins on the date of the notice. The notice will specify the minimum payment required and the final date by which we must receive the payment to keep the Policy from lapsing. If we do not receive the specified minimum payment by the end of the grace period, all coverage under the Policy will terminate and you will receive no benefits. The payment must be sufficient enough to cause the Cash Surrender Value to exceed zero, after deducting all due and unpaid monthly deductions and outstanding loans.

 

 

Reinstatement

 

You may not reinstate your Policy if it lapses unless we issued your Policy in a state that requires that the Policy include a reinstatement provision. If your Policy was issued in a state that requires that the Policy include a reinstatement provision, then you may request a reinstatement of a lapsed Policy within five years of the date of lapse (and prior to the Maturity Date). To reinstate a Policy, you must:

 

30

 


submit a Written Notice requesting reinstatement;

provide evidence of insurability that is satisfactory to us; and

make a premium payment that is large enough to cover the sum of:

 

>

the monthly deductions not previously paid during the grace period, plus

 

>

$10,000.

 

We will not reinstate any outstanding loans (including interest you owe). The amount in the loan account on the reinstatement date will be zero. Your Cash Surrender Value on the reinstatement date will equal the premium you pay at reinstatement minus the sum of:

 

(1)

monthly deductions to cover the grace period;

(2)

one additional monthly deduction; and

(3)

any surrender charge.

         

The reinstatement date for your Policy will be the monthly date on or following the day we approve your application for reinstatement. We may decline a request for reinstatement.

 

Federal Tax Considerations

 

The following summarizes some of the basic federal income tax considerations associated with a Policy and does not purport to be complete or to cover all situations. This discussion is not intended as tax advice. Please consult counsel or other qualified tax advisors for more complete information. We base this discussion on our understanding of the present federal income tax laws as they are currently interpreted by the Internal Revenue Service (the “IRS”). Federal income tax laws and the current interpretations by the IRS may change.

 

Tax Status of the Policy

 

A Policy must satisfy certain requirements set forth in the Internal Revenue Code (“Code”) in order to qualify as a life insurance policy for federal income tax purposes and to receive the tax treatment normally accorded life insurance policies under federal tax law. Guidance as to how these requirements are to be applied is limited. Nevertheless, we believe that this Policy should generally satisfy the applicable Code requirements. It is uncertain whether death benefits under policies where the maturity date has been extended will be excludible from the beneficiary’s gross income and whether policy cash value will be deemed to be distributed to you on the original maturity date. Such a deemed distribution may be taxable. If it is subsequently determined that a Policy does not satisfy the applicable requirements, we may take appropriate steps to bring the Policy into compliance with such requirements and we reserve the right to restrict Policy transactions in order to do so.

 

In certain circumstances, owners of variable life insurance policies have been considered for federal income tax purposes to be the owners of the assets of the separate account supporting their policies due to their ability to exercise investment control over those assets. Where this is the case, the policy owners have been currently taxed on income and gains attributable to the separate account assets. There is little guidance in this area, and some features of the Policies, such as the flexibility to allocate premiums and Cash Values, have not been explicitly addressed in published rulings. While we believe that the Policy does not give you investment control over variable account assets, we reserve the right to modify the Policy as necessary to prevent you from being treated as the owner of the separate account assets supporting the Policy.

 

In addition, the Code requires that the investments of the separate account be “adequately diversified” in order to treat the Policy as a life insurance policy for federal income tax purposes. We intend that the separate account, through the portfolios, will satisfy these diversification requirements.

 

The following discussion assumes that the Policy will qualify as a life insurance policy for federal income tax purposes.

 

Tax Treatment of Policy Benefits

 

In General. We believe that the Policy described in this prospectus is a life insurance policy under Code Section 7702. Section 7702 affects the taxation of life insurance policies and places limits on the relationship of the accumulation value to the death benefit. As life insurance policies, the death benefits of the policies are generally excludable from the gross income of the beneficiaries. In the absence of any guidance from the IRS on the issue, we believe that providing an amount at risk after age 99 in the manner provided should be sufficient to maintain the excludability of the death benefit after age 99. However, lack of specific IRS guidance makes the tax treatment of the death benefit after age 99 uncertain. Also, any increase in accumulation value should generally not be taxable until received by you or your designee. However, if your Policy is a modified endowment contract you may be taxed when you take a Policy loan, pledge or assign the Policy. Federal, state and local transfer, estate and other tax consequences of ownership or receipt of Policy proceeds depend on your circumstances and the beneficiary's circumstances. A tax advisor should be consulted on these consequences.

 

31

 


 

 

Generally, you will not be deemed to be in constructive receipt of the Cash Value until there is a distribution. When distributions from a Policy occur, or when loans are taken out from or secured by a Policy (e.g., by assignment), then the tax consequences depend on whether the Policy is classified as a “Modified Endowment Contract” (“MEC”). Moreover, if a loan from a Policy that is not a MEC is outstanding when the Policy is canceled or lapses, the amount of the outstanding indebtedness will be added to the amount distributed and will be taxed accordingly.

 

Modified Endowment Contracts. Under the Code, certain life insurance policies are classified as MECs and receive less favorable tax treatment than other life insurance policies. The Policy will generally be classified as a MEC, although some policies issued in exchange for life insurance policies are not. You should consult a tax advisor to determine the circumstances, if any, under which your Policy would or would not be classified as a MEC.

 

Upon issue of your Policy, we will notify you as to whether or not your Policy is classified as a MEC based on the initial premium we receive. If your Policy is not a MEC at issue, then you will also be notified of the maximum amount of additional premiums you can pay without causing your Policy to be classified as a MEC. If a payment would cause your Policy to become a MEC, you and your agent will be notified. At that time, you will need to notify us if you want to continue your Policy as a MEC. Unless you notify us that you do want to continue your Policy as a MEC, we will refund the dollar amount of the excess premium that would cause the Policy to become a MEC.

 

Distributions (other than Death Benefits) from MECs. Policies classified as MECs are subject to the following tax rules:

 

All distributions other than death benefits from a MEC, including distributions upon surrender and partial surrenders, will be treated first as distributions of gain taxable as ordinary income. They will be treated as tax-free recovery of the Owner’s investment in the Policy only after all gain has been distributed. Your investment in the Policy is generally your total premium payments. When a distribution is taken from the policy, your investment in the Policy is reduced by the amount of the distribution that is tax free.

Loans taken from or secured by (e.g., by assignment) such a Policy are treated as distributions and taxed accordingly. If the Policy is part of a collateral assignment split dollar arrangement, the initial assignment as well as increases in cash value during the assignment may be distributions and taxable.

A 10% additional federal income tax is imposed on the amount included in income except where the distribution or loan is made when you have attained age 59½ or are disabled, or where the distribution is part of a series of substantially equal periodic payments for your life (or life expectancy) or the joint lives (or joint life expectancies) of you and your beneficiary.

If a Policy becomes a MEC, distributions that occur during the Policy year will be taxed as distributions from a MEC. In addition, distributions from a Policy within two years before it becomes a MEC will be taxed in this manner. This means that a distribution made from a Policy that is not a MEC at the time when the distribution is made could later become taxable as a distribution from a MEC.

 

Distributions (other than Death Benefits) from Policies that are not MECS. Distributions from a Policy that is not a MEC are generally treated first as a recovery of your investment in the Policy, and as taxable income after the recovery of all investment in the Policy. However, certain distributions which must be made in order to enable the Policy to continue to qualify as a life insurance policy for federal income tax purposes if Policy benefits are reduced during the first 15 Policy Years may be treated in whole or in part as ordinary income subject to tax. Distributions from or loans from or secured by a Policy that is not a MEC are not subject to the 10% additional tax.

 

Policy Loans. Loans from or secured by a Policy that is not a MEC are generally not treated as distributions.

 

Instead, such loans are treated as indebtedness. If a loan from a Policy that is not a MEC is outstanding when the Policy is surrendered or lapses, the amount of the outstanding indebtedness will be treated as if it were a distribution at that time. The tax consequences associated with Policy loans outstanding after the first 10 Policy years with preferred loan rates are less clear and a tax advisor should be consulted about such loans.

 

Deductibility of Policy Loan Interest. In general, interest you pay on a loan from a Policy will not be deductible. Before taking out a Policy loan, you should consult a tax advisor as to the tax consequences.

 

32

 


 

Multiple Policies. All MECs that we issue (or that our affiliates issue) to the same owner during any calendar year are treated as one MEC for purposes of determining the amount includible in the owner’s income when a taxable distribution occurs.

 

Investment in the Policy. Your investment in the Policy is generally the sum of premium payments you made. When a distribution from the Policy occurs, your investment in the Policy is reduced by the amount of the distribution that is tax-free.

 

Continuation of Policy Beyond Age 100. The tax consequences of continuing the Policy beyond the insured’s attained age 100 are unclear and may include taxation of the gain in the Policy at the original maturity date or the taxation of the death benefit in whole or in part. You should consult a tax advisor if you intend to keep the Policy in force beyond the insured’s attained age 100.

 

Business Uses of the Policy. The Policy may be used in various arrangements, including nonqualified deferred compensation or salary continuance plans, split dollar insurance plans, executive bonus plans, retiree medical benefit plans and others. The tax consequences of such plans and business uses of the Policy may vary depending on the particular facts and circumstances of each individual arrangement and business uses of the Policy. Therefore, if you are contemplating using the Policy in any such arrangement, you should be sure to consult a tax advisor as to tax attributes of the arrangement and in its use of life insurance. In recent years, moreover, Congress and the IRS have adopted new rules relating to nonqualified deferred compensation and to life insurance owned by businesses and the IRS has recently issued new guidelines on split-dollar arrangements. Any business contemplating the purchase of a new Policy or a change in an existing Policy should consult a tax advisor.

 

Withholding. To the extent that Policy distributions are taxable, they are generally subject to withholding for the recipient’s federal income tax liability. The federal income tax withholding rate is generally 10% of the taxable amount of the distribution. Withholding applies only if the taxable amount of all distributions are at least $200 during a taxable year. Some states also require withholding for state income taxes. With the exception of amounts that represent eligible rollover distributions from Pension Plans and 403(b) arrangements, which are subject to mandatory withholding of 20% for federal tax, recipients can generally elect, however, not to have tax withheld from distributions. If the taxable distributions are delivered to foreign countries, U.S. persons may not elect out of

withholding. Taxable distributions to non-resident aliens are generally subject to withholding at a 30% rate unless withholding is eliminated under an international treaty with the United States. The payment of death benefits is generally non-taxable and not subject to withholding.

 

Alternative Minimum Tax. There also may be an indirect tax upon the income in the Policy or the proceeds of a Policy under the federal corporate alternative tax, if the Policy Owner is subject to that tax.

 

Accelerated Death Benefit Rider. We believe that the benefits received under this rider will generally be excludible from gross income, except in certain business contexts. However, taxability of the benefits can also be affected by other factors such as the amount of other long-term care insurance on the Insured. You should consult a tax advisor about the consequences of adding this rider to your Policy.

 

Terminal Illness Accelerated Death Benefit Rider. We believe that the single-sum payment we make under this rider should be fully excludible from the gross income of the beneficiary, except in certain business contexts. You should consult a tax advisor about the consequences of adding this rider to your Policy, or requesting a single-sum payment.

 

Long-Term Care Accelerated Death Benefit Rider. This rider is intended to provide a long-term care insurance benefit that meets the requirements of Code Section 101(g) and Code Section 7702B(b) and the requirements of the Health Insurance Portability and Accountability Act of 1996. The benefits provided by the rider are intended to be excludable from federal gross income under Code Section 101(g) and Code Section 104 by means of Code Section

 

33

 


 

7702B. If, in the future, it is determined that this rider does not meet these requirements, We will make reasonable efforts to amend the rider if We are required to do so in order to comply with applicable tax and insurance regulations. You should consult an attorney or a qualified tax advisor about the consequences of adding this rider to your Policy.

 

Other Tax Considerations. The transfer of the Policy or designation of a beneficiary may have federal, state, and/or local transfer and inheritance tax consequences, including the imposition of gift, estate, and generation-skipping transfer taxes. The individual situation of each owner or beneficiary will determine the extent, if any, to which federal, state, and local transfer and inheritance taxes may be imposed and how ownership or receipt of Policy proceeds will be treated for purposes of federal, state and local estate, inheritance, generation-skipping and other taxes.

 

Special Rules for Pension Plans and Section 403(b) Plans. If the Policy is purchased in connection with a section 401(a) qualified pension or profit sharing plan, including a section 401(k) plan, or in connection with a section 403(b) plan or program, federal and state income and estate tax consequences could differ from those stated in this prospectus. The purchase may also affect the qualified status of the plan. You should consult a qualified tax advisor in connection with such purchase.

 

Policies owned under these types of plans may be subject to the Employee Retirement Income Security Act of 1974, or ERISA, which may impose additional requirements on the purchase of policies by such plans. You should consult a qualified advisor regarding ERISA.

 

Other Policy Information

 

Extending the Maturity Date

 

You may request to extend the Maturity Date for your Policy. You must make your request in writing and we must receive it at our Office at least 90 days, but no more than 180 days, before the scheduled Maturity Date. After you extend the Maturity Date, we will automatically extend your Maturity Date every year unless you direct us in writing to do otherwise. Interest on any outstanding Policy loan will continue to accrue during the period for which the Maturity Date is extended.

 

The Cash Value at the Maturity Date will be equal to the death benefit, less any indebtedness. If you choose to extend the Maturity Date, the Cash Value will continue to earn interest and no monthly deductions will be deducted from the Cash Value.

 

The tax consequences of continuing a Policy beyond the Insured's age 100 are unclear and may include taxation of the gain in the Policy at the original Maturity Date or taxation of the death benefit in whole or in part. You should consult a tax advisor as to those consequences.

 

Payments We Make

 

We usually pay the amounts of any surrender, partial surrender, death benefit proceeds, or settlement options within seven calendar days after we receive all applicable written notices and/or due proofs of death. However, we can postpone such payments if:

 

the NYSE is closed, other than customary weekend and holiday closing, or trading on the NYSE is restricted as determined by the Securities and Exchange Commission (SEC); or

 

 

 

the SEC permits, by an order or less formal interpretation (e.g., no-action letter), the postponement of any payment for the protection of Owners; or

 

 

the SEC determines that an emergency exists that would make the disposal of securities held in the variable account or the determination of their value not reasonably practicable.

 

We have the right to defer payments of amounts from the fixed account for up to 6 months.

 

If you have submitted a recent check or draft, we have the right to defer payment of surrenders, partial surrenders,

 

34

 


 

death benefit proceeds, or payments under a payment option until such check or draft has been honored.

 

If mandated under applicable law, we may be required to reject a premium payment and/or block an Owner’s account and thereby refuse to pay any request for transfers, full or partial surrenders, loans or death benefits until instructions are received from the appropriate regulators. If a Policy or account is frozen, the Policy value would be moved to a special segregated interest bearing account and held in that account until we receive instructions from the appropriate federal regulator. We also may be required to provide additional information about you or your account to government regulators.

 

Split Dollar Arrangements

 

You may enter into a split dollar arrangement with another owner or another person(s) whereby the payment of premiums and the right to receive the benefits under the Policy (i.e., Cash Surrender Value of insurance proceeds) are split between the parties. There are different ways of allocating these rights.

 

For example, an employer and employee might agree that under a Policy on the life of the employee, the employer will pay the premiums and will have the right to receive the Cash Surrender Value. The employee may designate the beneficiary to receive any insurance proceeds in excess of the Cash Surrender Value. If the employee dies while such an arrangement is in effect, the employer would receive from the insurance proceeds the amount that he would have been entitled to receive upon surrender of the Policy and the employee's beneficiary would receive the balance of the proceeds.

 

No transfer of Policy rights pursuant to a split dollar arrangement will be binding on us unless in writing and received by us at our office. Split dollar arrangements may have tax consequences. You should consult a tax advisor before entering into a split dollar arrangement.

 

On July 30, 2002, President Bush signed into law significant accounting and corporate governance reform legislation, known as the Sarbanes-Oxley Act of 2002 (the “Act”). The Act prohibits, with limited exceptions, publicly-traded companies, including non-U.S. companies that have securities listed on exchanges in the United States, from extending, directly or through a subsidiary, many types of personal loans to their directors or executive officers. It is possible that this prohibition may be interpreted as applying to split-dollar life insurance policies for directors and executive officers of such companies, since such insurance arguably can be viewed as involving a loan from the employer for at least some purposes.

 

Although the prohibition on loans of publicly-traded companies is generally effective as of July 30, 2002, there is an exception for loans outstanding as of the date of enactment, so long as there is no material modification to the loan terms and the loan is not renewed after July 30, 2002. Any affected business contemplating the payment of a premium on an existing Policy, or the purchase of a new Policy, in connection with a split-dollar life insurance arrangement should consult legal counsel.

 

In addition, the IRS issued guidance that affects the tax treatment of split-dollar arrangements and the Treasury Department issued final regulations that would significantly affect the tax treatment of such arrangements. The IRS guidance and the final regulations affect all split dollar arrangements, not just those involving publicly-traded companies. Consult your qualified tax advisor with respect to the effect of this current and proposed guidance on your split dollar policy.

 

Policy Termination

 

Your Policy will terminate on the earliest of:

 

>

the Maturity Date (Insured’s age 100)

>

the end of the grace period without a sufficient payment

>

the date the Insured dies

>

the date you surrender the Policy

 

Riders

 

The following riders are available under the Policy. You must elect to add a rider to your Policy. Each of the following riders may be subject to certain limitations, and may not be available in all states. There may be charges associated with each of these riders. Your agent can help you determine whether certain of the riders are suitable for you. Please contact us for further details about these riders.

 

Adding riders to an existing Policy or canceling them may have tax consequences. You should consult a tax advisor

 

35

 


 

before doing so.

 

       The Accelerated Death Benefit Rider accelerates payment of a portion of the death benefit under the Policy that may be payable monthly to the Owner as reimbursement of certain charges incurred by the Insured for long-term care. The Accelerated Death Benefit Rider was not available under Policies issued on or after May 1, 2006.

 

The Terminal Illness Accelerated Death Benefit Rider allows the Owner to elect to receive a portion of the death benefit proceeds under the Policy in a single sum benefit if, while the Policy is in force, the Insured has been diagnosed with a terminal condition that is expected to result in death within 12 months.

 

The Long-Term Care Accelerated Death Benefit Rider accelerates payment of a portion of the death benefit under the Policy to the Owner as reimbursement of certain charges incurred by the Insured for long-term care. Benefits under this rider may be payable monthly.

 

Additional Information

 

Sale of the Policies

Distribution and Principal Underwriting Agreement. Effective May 1, 2007, our affiliate, TCI, replaced our affiliate, AFSG, as principal underwriter for the Policies. We have entered into a principal underwriting agreement with our affiliate, TCI, for the distribution and sale of the Policies. We may reimburse TCI for certain expenses it incurs in order to pay for the distribution of the Policies (e.g., commissions payable to selling firms selling the Policies, as described below.) TCI also acts as distributor for the Policies. TCI markets the Policies through the banking channel and serves as the wholesaler to national brokerage firms, regional and independent broker-dealers and independent financial planners.

 

Compensation to Broker-Dealers Selling the Policies. The Policies are offered to the public through broker-dealers ("selling firms") that are licensed under the federal securities laws; the selling firm and/or its affiliates are also licensed under state insurance laws. The selling firms have entered into written selling agreements with us and with TCI as principal underwriter for the Policies. We pay commissions through TCI to the selling firms for their sales of the Policies.

 

A limited number of affiliated and unaffiliated broker-dealers may also be paid commissions and overrides to “wholesale” the Policies, that is, to provide sales support and training to sales representatives at the selling firms. We also provide compensation to a limited number of broker-dealers for providing ongoing service in relation to the policies that have already been purchased.

 

The selling firms who have selling agreements with us and TCI are paid commissions for the promotion and sale of the Policies according to one or more schedules. The amount and timing of commissions may vary depending on the selling agreement, but the maximum commission is approximately 7% of the initial premium.

 

To the extent permitted by NASD rules, TCI may pay (or allow other broker-dealers to provide) promotional incentives or payments in the form of cash or non-cash compensation or reimbursement to some, but not all, selling firms. These arrangements are sometimes referred to as “revenue sharing” arrangements and are described further below.

 

The registered representative who sells you the Policy typically receives a portion of the compensation we (and our affiliates) pay to the selling firms, depending on the agreement between the selling firm and its registered representative and the firm’s internal compensation program. These programs may include other types of cash and non-cash compensation and other benefits. Ask your sales representative for further information about the compensation your sales representative, and the selling firm that employs your sales representative, may receive in connection with your purchase of a Policy. Also inquire about any revenue sharing arrangements that we and our affiliates may have with the selling firm, including the conflicts of interests that such arrangements may create.

 

Special Compensation For Affiliated Firms. Our parent company provides paid-in capital to TCI and pays the cost of TCI’s operating and other expenses, including costs for facilities, legal and accounting services, and other internal administrative functions. TCI is also provided with a percentage of total commissions paid on sales of our policies and with capital payments that are not contingent on sales.

 

TCI’s registered representatives and supervisors may receive non-cash compensation, such as attendance at conferences, seminars and trips (such as travel, lodging and meals in connection therewith), entertainment, merchandise and other similar items, payments, loans, loan guarantees or loan forgiveness.

 

Additional Compensation that We Pay to Selected Selling Firms. TCI, in connection with the sales of the Policies, may pay certain selling firms additional cash amounts for “preferred product” treatment of the Policies in their marketing programs in order to receive enhanced marketing services and increased access to their sales representatives. In exchange for providing TCI with access to their distribution network, such selling firms may receive additional compensation or reimbursement for, among other things, the hiring and training of sales personnel, marketing, sponsoring of conferences and seminars, and/or other services they provide to us and our affiliates. To the extent permitted by applicable law, TCI and other parties may provide the selling firms with occasional gifts, meals, tickets or other non-cash compensation as an incentive to sell the Policies. These special compensation arrangements are not offered to all selling firms and the terms of such arrangements may differ between selling firms.

 

36

 


 

 

Special compensation arrangements are calculated in different ways by different selling firms and may be based on past or anticipated sales of the Policies and other criteria. For instance, in 2006, TCI, in connection with the sales of our Policies, made flat fee payments to several selling firms ranging from $5,000 to $500,000, and payments of between .06% and .25% on new sales. TCI also paid selling firm’s special fees based on new sales and/or assets under management.

 

During 2006, we and/or TCI had entered into such “preferred product” arrangements with the following selling firms:

 

 

Atlas Securities

Compass Bancshares

Mutual of Omaha

Centaurus Financial

First Allied

Neworth Financial Group/AIG

Huntington Investments

Guaranty Bank

Lincoln Financial Advisers

LPL Financial

PNC Bank

Merrill Lynch

Citizens Bank

Raymond James Financial Group

ProEquities

Smith Barney/Citigroup

Suntrust

Questar Capital

UBS Financial Services

US Bancorp Piper Jaffray

Stifel Nicholas

Transamerica Financial Advisors

Bank of America

Wachovia Securities/Wachovia Bank

Associated Financial Group

Jefferson Pilot

Robert W. Baird

H & R Block

Money Concepts

Signator

M&T Bank

 

 

During 2006, in conjunction with TCI, we paid, or anticipate paying, the following amounts (in addition to sales commissions) to the top 10 selling firms (in terms of amounts paid):

 

Name of Firm

Amount Paid in 2006

Wachovia Securities/Wachovia Bank

$1,222,156

Smith Barney/Citigroup

$873,804

UBS Financial

$798,614

Linsco/Private Ledger (LPL)

$6069,312

Merrill Lynch

$84,625

Raymond James Financial Group

$381,425

A.G. Edwards

$189,232

Huntington Investments

$185,407

USBancorp/Piper Jaffray

$940522

No specific charge is assessed directly to policyowners or the Variable Account to cover commissions and other incentives or payments described above. We do intend to recoup commissions and other sales expenses and incentives we pay, however, through fees and charges deducted under the Policy and other corporate revenue.

You should be aware that a selling firm or its sales representatives may receive different compensation or incentives for selling one product over another. In some cases, these payments may create an incentive for the selling firm or its sales representatives to recommend or sell this Policy to you. You may wish to take such payments into account when considering and evaluating any recommendation relating to the Policies.

 

Associate Policies

 

The Policy may be acquired by an employee or registered representative of any broker/dealer authorized to sell the policy or their spouse or minor children, or by an officer, director, trustee or bona-fide full-time employee of Transamerica or its affiliated companies or their spouse or minor children. In such a case, Transamerica may credit an amount equal to a percentage of each premium payment to the policy due to lower acquisition costs Transamerica experiences on those purchases. The credit will be reported to the Internal Revenue Service as taxable income to the employee or registered representative. Transamerica may offer certain employer sponsored savings plans, in its discretion reduced fees and charges including, but not limited to, the annual service charge, the surrender charges, the mortality and expense risk fee and the administrative charge for certain sales under circumstances which may result in savings of certain costs and expenses. In addition, there may be other circumstances of which Transamerica is not presently aware which could result in reduced sales or distribution expenses. Credits to the policy or reductions in these fees and charges will not be unfairly discriminatory against any owner.

 

37

 


 

Legal Proceedings

 

Like other life insurance companies, we are involved in lawsuits. We are not aware of any class action lawsuits naming us as a defendant or involving the variable account. In some lawsuits involving other insurers, substantial damages have been sought and/or material settlement payments have been made. Although the outcome of any litigation cannot be predicted with certainty, at the present time, we believe that there are no pending or threatened lawsuits that are likely to have a material adverse impact on the Variable Account, on TCI’s ability to perform under its principal underwriting agreement, or on Transamerica’s ability to meet its obligations under the Policy.

 

Financial Statements

 

The financial statements of Transamerica and the Variable Account are included in the SAI.

 

Table of Contents of the Statement of Additional Information

 

Glossary

The Policy – General Provisions

 

Ownership Rights

 

Our Right to Contest the Policy

 

Suicide Exclusion

 

Misstatement of Age or Gender

 

Modifying the Policy

 

Mixed and Shared Funding

 

Addition, Deletion, or Substitution of Portfolios

Additional Information

 

Payment Options

 

Additional Information about Transamerica and the Variable Account

 

Variations in Policy Provisions

 

Personalized Illustrations of Policy Benefits

 

Sales of the Policies

 

Report to Owners

 

Records

 

Independent Registered Public Accounting Firm

 

Experts

 

Financial Statements

Underwriters

 

Underwriting Standards

IMSA

Performance Data

 

Other Performance Data in Advertising Sales Literature

 

Transamerica’s Published Ratings

Index to Financial Statements

 

Separate Account VUL A

 

Transamerica Life Insurance Company

 

38

 


 

Glossary

Cash Value

The sum of your Policy’s value in the subaccounts and the fixed account (including amounts held in the fixed account to secure any Fixed Account Policy Loans).

 

Cash Surrender Value

The amount we pay when you surrender your Policy. It is equal to: (1) the Cash Value as of the date of surrender; minus (2) any surrender charge; minus (3) any outstanding Policy loan; minus (4) any loan interest you owe.

 

Death benefit proceeds

The amount we will pay to the beneficiary when we receive proof of the Insured’s death. We will reduce the proceeds by the amount of any outstanding loans (including any interest you owe), and any due and unpaid monthly deductions.

 

Fixed Account Collateral

The Cash Value held in the Loan Reserve of the fixed account that is used to secure a Fixed Account Policy Loan.

 

Fixed Account Policy Loan

A Policy Loan secured by the Cash Value held in the loan reserve, which is part of the fixed account.

 

Indebtedness

Policy loan value plus accrued interest on the Policy loan.

 

Initial premium

The amount you must pay before insurance coverage begins under the Policy. Your Policy’s schedule page shows the initial premium. It must be at least $10,000.

 

Insured

The person whose life is insured by the Policy.

 

Lapse

If the Policy has an outstanding loan and it does not have enough Cash Value to pay the monthly deduction, the surrender charge and any outstanding loan amount (including any interest you owe on the loan(s)), the Policy will enter a 61-day grace period. The Policy will lapse (terminate without value) if you do not make a sufficient payment by the end of a grace period.

 

Loan Amount

The total amount of all outstanding Policy loans, including principal and interest due.

 

Maturity Date

The Policy anniversary when the Insured reaches age 100 and life insurance coverage under the Policy ends. You may elect to continue the Policy beyond insured’s age 100 under the extended maturity provision. However, the extended maturity provision may not be available in all states.

 

Monthly Date

This is the same day of each month as the Policy Date. If there is no Valuation Date in a calendar month that coincides with the Policy Date, the Monthly Date is the next Valuation Date. On each Monthly Date, we determine Policy charges and deduct them from the Cash Value.

 

Monthly Deduction

The amount we deduct from the Cash Value each month. The monthly deduction includes the cost of insurance charge, and any monthly administration charge to cover administrative expenses.

 

Net Premium

The amount we receive as premium, less the premium expense charge.

 

 

39

 


 

Office

Our administrative and service office is Financial Markets Division, P.O. Box 3183, Cedar Rapids, Iowa 52406-3183; or 4333 Edgewood Road NE, Cedar Rapids, Iowa 52499-0001. The telephone number is 1-800-525-6205.

 

Owner (you, your)

The person entitled to exercise all rights as Owner under the Policy.

 

Policy Date

The date when we complete our underwriting process, full life insurance coverage goes into effect, we issue the Policy, and we begin to deduct the Monthly Deductions. Your Policy’s schedule page shows the Policy Date. The free look period begins on the Policy Date. We measure Policy months, years, and anniversaries from the Policy Date.

 

Premiums

All payments you make under the Policy other than loan repayments.

 

Reallocation Date

The date shown on the Policy schedule page when we reallocate any premium (plus interest) held in the fixed account to the subaccounts and fixed account as you directed in your application. The Reallocation Date varies by state according to a state’s free look requirement. In states that require a full refund of premium upon exercise of the free look right, the Reallocation Date is 5 days after the end of the free look period. In other states, the Reallocation Date is the Policy Date. Different rules may apply to Policies purchased by Owners in California who are age 60 or older.

 

Subaccount

A subdivision of the Separate Account VUL-A. We invest each subaccount’s assets exclusively in shares of one investment portfolio.

 

Surrender

To cancel the Policy by signed request from the Owner.

 

Valuation Date

Each day that both the New York Stock Exchange and Transamerica Life Insurance Company are open for business, except for any days when a subaccount’s corresponding investment portfolio does not value its shares. As of the date of this prospectus, there are no days when both the New York Stock Exchange and Transamerica are open for business and an investment portfolio does not value its shares.

 

Valuation Period

The period beginning at the close of regular trading on the New York Stock Exchange (usually 4:00 p.m. Eastern Time on each Valuation Date) on one Valuation Date and continuing to the close of business on the next Valuation Date.

 

Variable Account

Separate Account VUL-A. It is a separate investment account that is divided into subaccounts, each of which invests in a corresponding portfolio of a designated mutual fund.

 

Variable Interest Policy Loan

A Policy loan secured by the Cash Value held in the Variable Account, the fixed account or both the fixed and Variable Accounts.

 

We, Us, Our (Transamerica)

Transamerica Life Insurance Company.

 

Written Notice

The written notice you must sign and send us to request or exercise your rights as owner under the Policy. To be complete, it must: (1) be in a form we accept, (2) contain the information and documentation that we determine in our sole discretion is necessary for us to take the action you request or for you to exercise the right specified, and (3) be received at our Office.

 

40

 


 

Prospectus Back Cover

 

Personalized Illustrations of Policy Benefits

 

In order to help you understand how your Policy Values could vary over time under different sets of assumptions, we will provide you, without charge and upon request, with certain personalized hypothetical illustrations showing the death benefit, Cash Surrender Value and Cash Value. These hypothetical illustrations will be based on the age and insurance risk characteristics of the Insured persons under your Policy and such factors as the specified amount, death benefit option, premium payment amounts, and hypothetical rates of return (within limits) that you request. The illustrations are not a representation or guarantee of investment returns or Cash Value.

 

Inquiries

 

To learn more about the Policy, you should read the SAI dated the same date as this prospectus. The SAI has been filed with the SEC and is incorporated herein by reference. The table of contents of the SAI is included near the end of this prospectus.

 

For a free copy of the SAI, for other information about the Policy, and to obtain personalized illustrations, please contact your agent, or our Office at:

 

 

Transamerica Life Insurance Company

 

P.O. Box 3183

 

Cedar Rapids, Iowa 52406-3183

 

1-800-525-6205

 

(Monday – Friday from 8:00 a.m. – 4:30 p.m. Central time)

 

 

More information about the Registrant (including the SAI) may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. For information on the operation of the Public Reference Room, please contact the SEC at 202-551-8090. You may also obtain copies of reports and other information about the Registrant on the SEC’s website at http://www.sec.gov and copies of this information may be obtained, upon payment of a duplicating fee, by writing the Public Reference Section of the SEC at 100 F Street, NE, Washington, D.C. 20549. The Registrant’s file numbers are listed below.

 

 

 

 

 

TCI serves as the principal underwriter for the Policies. More information about TCI is available at http://www.nasd.com or by calling 1-800-289-9999. You also can obtain an investor brochure from NASD, Inc. describing its Public Disclosure Program.

 

SEC File No. 333-86231/811-9115

 

 

 

 

41

 

 


 

 

PART B

 

INFORMATION REQUIRED IN A

STATEMENT OF ADDITIONAL INFORMATION

FOR LEGACY BUILDER PLUS

 

 

 


 

STATEMENT OF ADDITIONAL INFORMATION

 

May 1, 2007

LEGACY BUILDER PLUS

issued through

Separate Account VUL-A

by

Transamerica Life Insurance Company

4333 Edgewood Road, NE

Cedar Rapids, Iowa 52499

1-800-525-6205

 

This Statement of Additional Information (“SAI”) expands upon subjects discussed in the current prospectus for the Legacy Builder Plus flexible premium variable life insurance policy offered by Transamerica Life Insurance Company. You may obtain a copy of the prospectus dated May 1, 2007,by calling 1-800-525-6205 (Monday – Friday from 8:00 a.m. – 4:30 p.m. Central time), or by writing to the administrative office at, Transamerica Life, 4333 Edgewood Road, NE, Cedar Rapids, Iowa 52499. The prospectus sets forth information that a prospective investor should know before investing in a Policy. Terms used in this SAI have the same meanings as in the prospectus for the Policy.

 

This SAI is not a prospectus and should be read only in conjunction with the prospectuses for the Policy and the

AEGON/Transamerica Series Trust – Initial Class, AIM Variable Insurance Funds – Series I Shares, Dreyfus Stock Index Fund – Initial Class, Dreyfus Variable Investment Fund, Dreyfus Variable Investment Fund – Initial Class, MFS( Variable Insurance Trust, Oppenheimer Variable Account Funds, and Variable Insurance Products Funds (VIP) – Service Class 2.

 


 

Table of Contents

 

 

Records

7

 

Experts

7

IMSA

8

 

 

 

i

 


 

Glossary

 

Cash Value

The sum of your Policy’s value in the subaccounts and the fixed account (including amounts held in the fixed account to secure any Fixed Account Policy Loans).

 

Cash Surrender Value

The amount we pay when you surrender your Policy. It is equal to: (1) the Cash Value as of the date of surrender; minus (2) any surrender charge; minus (3) any outstanding Policy loan; minus (4) any loan interest you owe.

 

Death benefit proceeds

The amount we will pay to the beneficiary when we receive proof of the insured’s death. We will reduce the proceeds by the amount of any outstanding loans (including any interest you owe), and any due and unpaid monthly deductions.

 

Fixed Account Collateral

The Cash Value held in the Loan Reserve of the Fixed Account that is used to secure a Fixed Account Policy Loan.

 

Fixed Account Policy Loan

A Policy Loan secured by the Cash Value held in the Loan Reserve, which is part of the Fixed Account.

 

Indebtedness

Policy loan value plus accrued interest on the Policy loan.

 

Initial premium

The amount you must pay before insurance coverage begins under the Policy. Your Policy’s schedule page shows the initial premium. It must be at least $10,000.

 

Insured

The person whose life is insured by the Policy.

 

Lapse

If the Policy has an outstanding loan and it does not have enough Cash Value to pay the monthly deduction, the surrender charge and any outstanding loan amount (including any interest you owe on the loan(s)), the Policy will enter a 61-day grace period. The Policy will lapse (terminate without value) if you do not make a sufficient payment by the end of a grace period.

 

Loan Amount

The total amount of all outstanding Policy loans, including principal and interest due.

 

Maturity Date

The Policy anniversary when the insured reaches age 100 and life insurance coverage under this Policy ends. You may elect to continue the Policy beyond insured’s age 100 under the extended maturity provision. However, the extended maturity provision may not be available in all states.

 

Monthly Date

This is the same day of each month as the Policy Date. If there is no Valuation Date in a calendar month that coincides with the Policy Date, the Monthly Date is the next Valuation Date. On each Monthly Date, we determine Policy charges and deduct them from the Cash Value.

 

Monthly Deduction

The amount we deduct from the Cash Value each month. The monthly deduction includes the cost of insurance charge, and any monthly charge to cover administrative expenses.

 

Net Premium

The amount we receive as premium, less the premium expense charge.

 

 

1

 


 

Office

Our administrative and service office is Financial Markets Division, P.O. Box 3183, Cedar Rapids, Iowa 52406-3183; or 4333 Edgewood Road, NE, Cedar Rapids, Iowa 52499-0001. The telephone number is 1-800-525-6205.

 

Owner (you, your)

The person entitled to exercise all rights as owner under the Policy.

 

Policy Date

The date when we complete our underwriting process, full life insurance coverage goes into effect, we issue the Policy, and we begin to deduct the Monthly Deductions. Your Policy’s schedule page shows the Policy Date. The free look period begins on the Policy Date. We measure Policy months, years, and anniversaries from the Policy Date.

 

Premiums

All payments you make under the Policy other than loan repayments.

 

Reallocation Date

The date shown on the Policy schedule page when we reallocate any premium (plus interest) held in the fixed account to the subaccounts and fixed account as you directed in your application. The Reallocation Date varies by state according to a state’s free look requirement. In states that require a full refund of premium upon exercise of the free look right, the Reallocation Date is 5 days after the end of the free look period. In other states, the Reallocation Date is the Policy Date. Different rules may apply to Policies purchased by Owners in California who are age 60 or older.

 

Subaccount

A subdivision of the Separate Account VUL-A. We invest each subaccount’s assets exclusively in shares of one investment portfolio.

 

Surrender

To cancel the Policy by signed request from the Owner.

 

Valuation Date

Each day that both the New York Stock Exchange and Transamerica Life Insurance Company are open for business, except for any days when a subaccount’s corresponding investment portfolio does not value its shares. As of the date of this prospectus, there are no days when both the New York Stock Exchange and Transamerica are open for business and an investment portfolio does not value its shares.

 

Valuation Period

The period beginning at the close of regular trading on the New York Stock Exchange (usually 4:00 p.m. Eastern Time on each Valuation Date) on one Valuation Date and continuing to the close of business on the next Valuation Date.

 

Variable Account

Separate Account VUL-A. It is a separate investment account that is divided into subaccounts, each of which invests in a corresponding portfolio of a designated mutual fund.

 

Variable Interest Policy Loan

A Policy Loan secured by the Cash Value held in the Variable Account, the Fixed Account or both the Fixed and Variable Accounts.

 

we, us, our (Transamerica)

Transamerica Life Insurance Company.

 

Written Notice

The written notice you must sign and send us to request or exercise your rights as owner under the Policy. To be complete, it must: (1) be in a form we accept, (2) contain the information and documentation that we determine in our sole discretion is necessary for us to take the action you request or for you to exercise the right specified, and (3) be received at our Office.

 

2

 


 

In order to supplement the description in the prospectus, the following provides additional information about Transamerica and the Policy, which may be of interest to a prospective purchaser.

 

The Policy – General Provisions

 

Ownership Rights

 

The Policy belongs to the Owner named in the application. The Owner may exercise all of the rights and options described in the Policy. The Owner is the Insured unless the application specifies a different person as the Insured. If the Owner dies before the Insured and no contingent owner is named, then ownership of the Policy will pass to the Owner’s estate. The Owner may exercise certain rights described below.

 

Changing the Owner

 

You may change the Owner by providing a Written Notice to us at any time while the Insured is alive.

The change takes effect on the date that the Written Notice is received at our Office, and accepted by us.

We are not liable for any actions we take before we receive the Written Notice at our Office.

Changing the Owner does not automatically change the beneficiary or the Insured.

Changing the Owner may have tax consequences.

 

Selecting and Changing the Beneficiary

 

You designate the beneficiary (the person to receive the death benefit when the Insured dies) in the application.

If you designate more than one beneficiary, then each beneficiary shares equally in any death benefit proceeds unless the beneficiary designation states otherwise.

If the beneficiary dies before the Insured, then any contingent beneficiary becomes the beneficiary.

If both the beneficiary and contingent beneficiary die before the Insured, then we will pay the death benefit to the Owner or the Owner’s estate once the Insured dies.

You can change the beneficiary by providing us with a Written Notice while the Insured is living.

The change in beneficiary is effective after it has been recorded in our Office and as of the date you sign the Written Notice.

We are not liable for any actions we take before we receive the Written Notice at our Office.

 

Assigning the Policy

 

You may assign Policy rights while the Insured is alive by submitting a Written Notice.

The Owner retains any ownership rights that are not assigned.

Assignee may not change the Owner or the beneficiary, and may not elect or change an optional method of payment. We will pay any amount payable to the assignee in a lump sum.

Claims under any assignment are subject to proof of interest and the extent of the assignment.

If you assign your Policy as collateral for a loan, you should consider that loans secured by this Policy are treated as distributions and could be subject to income tax and a 10% penalty if you are under age 59½.

We are not:

 

>

bound by any assignment unless we receive at our Office, a Written Notice of the assignment;

 

>

responsible for the validity of any assignment; or

 

>

liable for any actions we take before we receive (at our Office) Written Notice of the assignment.

Assigning the Policy may have tax consequences.

 

Our Right to Contest the Policy

 

In issuing the Policy, we rely on all statements made by or for you and/or the insured in the application or in a supplemental application. Therefore, if you make any material misrepresentation of a fact in the application (or any supplemental application), then we may contest the Policy’s validity or may resist a claim under the Policy.

 

In the absence of fraud, we cannot bring any legal action to contest the validity of the Policy after the Policy has been in force during the insured’s lifetime for two years from the Policy Date, or if reinstated, for two years from the date of reinstatement.

 

 

3

 


 

Suicide Exclusion

 

If the Insured commits suicide, while sane or insane, within two years of the Policy Date, the Policy will terminate and our liability is limited to an amount equal to the premiums paid, less any loans (including any accrued interest), and less any partial surrenders.

 

Misstatement of Age or Gender

 

If the Insured’s age or gender was stated incorrectly in the application or any supplemental application, we will adjust the death benefit to the amount that would have been payable at the correct age and gender based on the most recent deduction for cost of insurance. If the Insured’s age has been overstated or understated, we will calculate future monthly deductions using the cost of insurance based on the Insured’s correct age and gender.

 

Modifying the Policy

 

Only one of our officers may modify the Policy or waive any of our rights or requirements under the Policy. Any modification or waiver must be in writing. No agent may bind us by making any promise not contained in the Policy.

 

Upon notice to you, we may modify the Policy:

 

to conform the Policy, our operations, or the variable account’s operations to the requirements of any law (or regulation issued by a government agency) to which the Policy, our company or the variable account is subject; or

to assure continued qualification of the Policy as a life insurance contract under the Federal tax laws; or

to reflect a change in the variable account’s operation.

 

If we modify the Policy, we will make appropriate endorsements to the Policy. If any provision of the Policy conflicts with the laws of a jurisdiction that govern the Policy, we reserve the right to amend the provision to conform with such laws.

 

In issuing the Policy, we rely on all statements made by or for you and/or the Insured in the application or in a supplemental application. Therefore, if you make any material misrepresentation of a fact in the application (or any supplemental application), then we may contest the Policy's validity or may resist a claim under the Policy.

 

In the absence of fraud or non-payment of a Monthly Deduction, we cannot bring any legal action to contest the validity of the Policy after the Policy has been in force during the Insured's lifetime for two years after:

 

(a)

the Policy Date;

(b)

the effective date of any increase in the Specified Amount (and then only for the increased amount); or

(c)

the effective date of any reinstatement.

 

Mixed and Shared Funding

 

In addition to the variable account, the portfolios may sell shares to other separate investment accounts established by other insurance companies to support variable annuity contracts and variable life insurance policies or qualified retirement plans. It is possible that, in the future, it may become disadvantageous for variable life insurance separate accounts and variable annuity separate accounts to invest in the portfolios simultaneously. Although neither Transamerica nor the portfolios currently foresee any such disadvantages, either to variable life insurance policy owners or to variable annuity contract owners, each fund’s Board of Directors (or Trustees) will monitor events in order to identify any material conflicts between the interests of such variable life insurance policy owners and variable annuity contract owners, and will determine what action, if any, it should take. Such action could include the sale of fund shares by one or more of the separate accounts, which could have adverse consequences. Material conflicts could result from, for example, (1) changes in state insurance laws, (2) changes in Federal income tax laws, or (3) differences in voting instructions between those given by variable life insurance policy owners and those given by variable annuity contract owners.

 

 

4

 


 

If a fund’s Board of Directors (Trustees) were to conclude that separate funds should be established for variable life insurance and variable annuity separate accounts, then variable life insurance policy owners and variable annuity contract owners would no longer have the economies of scale resulting from a larger combined fund.

 

Addition, Deletion, or Substitution of Portfolios

 

We do not guarantee that each portfolio will always be available for investment through the Policy. We reserve the right, subject to compliance with applicable law, to add new portfolios, close existing portfolios, or substitute portfolio shares that are held by any subaccount for shares of a different portfolio. New or substitute portfolios may have different fees and expenses and their availability may be limited to certain classes of purchasers. We will only add, delete or substitute shares of another portfolio of a fund (or of another open-end, registered investment company) if the shares of a portfolio are no longer available for investment, or if in our judgment further investment in any portfolio would become inappropriate in view of the purposes of the Variable Account. We will not add, delete or substitute any shares attributable to your interest in a subaccount without notice to you and prior approval of the SEC, to the extent required by the 1940 Act or other applicable law. We may also decide to purchase securities from other portfolios for the Variable Account. We reserve the right to transfer Variable Account assets to another separate account that we determine to be associated with the class of contracts to which the Policy belongs.

 

We also reserve the right to establish additional subaccounts of the Variable Account, each of which would invest in a new portfolio of a fund, or in shares of another investment company, with specified investment objectives. We may establish new subaccounts when, in our sole discretion, marketing, tax or investment conditions warrant. We will make any new subaccounts available to existing owners on a basis we determine. We may also eliminate one or more subaccounts for the same reasons as stated above.

 

In the event of any such substitution or change, we may make such changes in this and other policies as may be necessary or appropriate to reflect such substitution or change. If we deem it to be in the best interests of persons having voting rights under the Policies, and when permitted by law, the Variable Account may be (1) operated as a management company under the 1940 Act, (2) deregistered under the 1940 Act in the event such registration is no longer required, (3) managed under the direction of a committee, or (4) combined with one or more other Variable Accounts, or subaccounts.

 

Additional Information

 

Payment Options

 

There are several ways of receiving proceeds under the death benefit and surrender provisions of the Policy, other than in a lump sum. Information concerning these settlement options is available upon request.

 

Additional Information about Transamerica and the Variable Account

 

Transamerica Life Insurance Company is a stock life insurance company that is a wholly-owned indirect subsidiary of AEGON USA, Inc. AEGON USA, Inc. is a wholly owned indirect subsidiary of AEGON N.V., a Netherlands corporation that is a public company under Dutch law. Transamerica’s home office is located at 4333 Edgewood Road NE, Cedar Rapids, Iowa 52499.

 

Transamerica was incorporated in 1961 under Iowa law and is subject to regulation by the Iowa Commissioner of Insurance. Transamerica is engaged in the business of issuing life insurance policies and annuity contracts, and is licensed to do business in the District of Columbia, Guam and all states except New York. Transamerica submits annual statements on its operations and finances to insurance officials in all states and jurisdictions in which it does business. Transamerica has filed the Policy described in this prospectus with insurance officials in those jurisdictions in which the Policy is sold. Transamerica intends to reinsure a portion of the risks assumed under the Policies.

 

Transamerica holds the assets of the variable account physically segregated and apart from the general account. Transamerica maintains records of all purchases and sale of portfolio shares by each of the subaccounts. A blanket bond in the amount of $10 million (subject to a $1 million deductible), covering directors, officers and all employees of AEGON USA, Inc. and its affiliates has been issued to Transamerica and its affiliates. A Stockbrokers Blanket Bond, issued to AEGON USA providing fidelity coverage, covers the activities of registered representatives of TCI to a limit of $10 million (subject to a $50,000 deductible).

 

 

5

 


 

Variations in Policy Provisions

 

Certain provisions of the Policy may vary from the general description in the prospectus, and certain riders and options may not be available, because of legal restrictions in your state. See your Policy for specific differences as any such state variations will be included in your Policy or in riders or endorsements attached to your Policy. See your agent or contact us for specific information that may be applicable in your state.

 

Personalized Illustrations of Policy Benefits

 

In order to help you understand how your Policy values would vary over time under different sets of assumptions, we will provide you with certain personalized illustrations without charge and upon request showing the death benefit, Cash Surrender Value and Cash Value. These will be based on the age and insurance risk characteristics of the insured persons under your Policy and such factors as the specified amount, death benefit option, premium payment amounts, and rates of return (within limits) that you request.

 

The illustrations are not a representation or guarantee of investment returns or Cash Value. You may request illustrations that reflect the expenses of the portfolios in which you intend to invest.

 

Sale of the Policies

We currently offer the Policies on a continuous basis. We anticipate continuing to offer the Policies, but reserve the right to discontinue the offering.

 

Effective May 1, 2007, our affiliate, Transamerica Capital, Inc. (“TCI”), replaced our affiliate AFSG as principal underwriter for the Policies. TCI’s home office is located at 4600 S. Syracuse Street, Suite 1100, Denver, Colorado 80237. TCI, like us, is an indirect, wholly owned subsidiary of AEGON USA. TCI is a registered broker-dealer with the Securities and Exchange Commission under the Securities Exchange Act of 1934 and each is a member of NASD, Inc. TCI is not a member of the Securities Investor Protection Corporation.

The Policies are offered to the public through sales representatives of broker-dealers ("selling firms") that have entered into selling agreements with us and with TCI. TCI compensates these selling first for their services. Sales representatives are appointed as our insurance agents.

During fiscal years 2006, 2005, and 2004, before TCI replaced AFSG as principal underwriter for the Policies, the amounts paid to AFSG in connection with all Policies sold through the separate account were $0, $0, and $0, respectively. AFSG passed through commissions it received to selling firms for their sales and did not retain any portion of them. Our parent company provides capital distributions TCI (and provided capital distributions to AFSG) and pays for TCI’s (and paid for AFSG’s) operating and other expenses, including overhead, legal and accounting fees.

 

We and TCI may pay certain selling firms additional cash amounts for: (1) “preferred product” treatment of the Policies in their marketing programs, which may include marketing services and increased access to their sales representatives; (2) sales promotions relating to the Policies; (3) costs associated with sales conferences and educational seminars for their sales representatives; and (4) other sales expenses incurred by them. We and/or TCI may make bonus payments to certain selling firms based on aggregate sales or persistency standards. These additional payments are not offered to all selling firms, and the terms of any particular agreement governing the payments may vary among selling firms.

 

Reports to Owners

 

Once each calendar quarter, we plan to mail to Owners at their last known address a report showing the following information as of the end of the report period:

 

 

>

the current Cash Value

>

any activity since the last report (e.g., premiums paid,

>

the current Cash Surrender Value

 

withdrawals, deductions, loans or loan repayments, and other

>

the current death benefit

 

transactions)

>

any other information required by law

 

 

 

We may amend these reporting procedures at any time, and/or provide less frequent reports.

 

 

6

 


 

Records

 

We will maintain all records relating to the Variable Account and the Fixed Account.

 

Independent Registered Public Accounting Firm

 

The financial statements of the Variable Account at December 31, 2006 and for the periods disclosed in the financial statements, and the statutory-basis financial statements and schedules of Transamerica at December 31, 2006 and 2005, and for each of the three years in the period ended December 31, 2006, appearing herein, have been audited by Ernst & Young LLP, 801 Grand Avenue, Suite 3000, Des Moines, Iowa 50309, independent registered public accounting firm, as set forth in their respective reports thereon appearing elsewhere herein, and are included in reliance upon such reports given upon the authority of such firm as experts in accounting and auditing.

 

Experts

 

Actuarial matters included in the prospectus have been examined by Lorne Schinbein, Vice President and Managing Actuary of Transamerica, located at 570 Carillon Parkway, St. Petersburg, Florida 33716, as stated in the opinion filed as an exhibit to the Registration Statement.

 

Financial Statements

 

Transamerica’s statutory-basis financial statements and schedules, which include the Report of Independent Registered Public Accounting Firm, appear on the following pages. Transamerica’s statutory-basis financial statements and schedules should be distinguished from the Variable Account’s financial statements and schedules and you should consider our financial statements only as bearing upon our ability to meet our obligations under the Policies.

 

The financial statements for Separate Account VUL-A, which include the Report of Independent Registered Public Accounting Firm, also appear on the following pages.

 

Underwriters

 

Underwriting Standards

 

Your cost of insurance charge will vary by the Insured’s gender, issue age on the Policy Date, length of time from the Policy Date, and rate class. We currently place Insureds into the following rate classes:

 

Approved-Preferred Non-Tobacco

Approved Non-Tobacco

Approved-Rated Non-Tobacco

Approved-Rated II Non-Tobacco

Approved-Preferred Tobacco

Approved Tobacco

Approved-Rated Tobacco

Approved-Rated II Tobacco

 

Simplified Issue Guidelines.

 

If simplified issue underwriting is used, then in the second and subsequent Policy years, you will have different options depending on your actions in the previous Policy year. In the second Policy year, you may have up to three options as follows:

 

1.

Pay an amount up to the difference between the simplified issue limit and the amount paid in the first Policy year, but not more than the amount paid in the first Policy year, with no additional underwriting. This option is only available if no partial withdrawals have been taken.

2.

Pay an amount that exceeds the limit in option (1) up to your attained Age times 1,500, subject to simplified issue underwriting. “Attained Age” is defined as the insured’s age on the Policy Date, plus the number of completed Policy years since the Policy Date.

3.

Pay an amount that exceeds the limit in option (2) on a fully underwritten basis.

 

 

7

 


 

In the third and subsequent Policy years you would have one or two options depending on the premium paid in the previous Policy year.

 

1.

IF you paid a premium in the previous Policy year, you may pay additional premium on a simplified issue basis up to the simplified issue limit (attained Age times 1,500). You may pay more than simplified issue limit on a fully underwritten basis. (Note that the minimum additional premium that we will accept is $5,000.)

2.

IF you did not pay premium in the previous Policy year, additional premium payments can be made subject to underwriting at our discretion, including full underwriting.

 

Fully Underwritten Guidelines.

 

If full underwriting is used, then in the second and subsequent Policy years, you will have different options available to you depending on your actions in the previous Policy year. In the second Policy year, you may have up to three options as follows:

 

1.

Pay an amount up to the difference between the underwriting premium and the amount paid in the first Policy year. The underwriting premium is the total premium that you designate yourself to be underwritten for. This option is only available if no partial withdrawals have been taken and if the underwriting premium actually exceeds total premium paid in the first Policy year.

2.

Pay an amount that exceeds the limit in option (1) up to the attained Age times 1,500, subject to simplified issue underwriting. Note that this option may not exist if the limit in (1) exceeds the attained Age times 1,500.

3.

Pay an amount that exceeds the greater of the limit in options (1) and (2) on a fully underwritten basis.

 

With respect to both options 2 and 3, the premium will not be accepted if you do not qualify for the underwriting class under which the Policy was issued.

 

In the third and subsequent Policy years you would have one or two options depending on the premium paid in the previous Policy year.

 

1.

IF you paid a premium in the previous Policy year, you may pay additional premium on a simplified issue basis up to the simplified issue limit (attained Age times 1,500). You may pay more than the simplified issue limit on a fully underwritten basis. (Note that the minimum additional premium that we will accept is $5,000.)

2.

IF you did not pay premium in the previous Policy year, additional premium payments can be made subject to underwriting at our discretion, including full underwriting.

 

IMSA

 

Transamerica is a member of the Insurance Marketplace Standards Association ("IMSA"). IMSA is an independent, voluntary organization of life insurance companies. It promotes high ethical standards in the sales and advertising of individual life insurance, long-term care insurance and annuity products. Through its Principles and Code of Ethical Market Conduct, IMSA encourages its member companies to develop and implement policies and procedures to promote sound market practices. Companies must undergo a rigorous self and independent assessment of their practices to become a member of IMSA. The IMSA logo in our sales literature shows our ongoing commitment to these standards. You may find more information about IMSA and its ethical standards at www.imsaethics.org in the "Consumer" section or by contacting IMSA at 240-497-2900.

 

Performance Data

 

Other Performance Data in Advertising Sales Literature

 

We may compare each Subaccount's performance to the performance of:

other variable life issuers in general;

variable life insurance policies which invest in mutual funds with similar investment objectives and policies, as reported by Lipper Analytical Services, Inc. ("Lipper") and Morningstar, Inc. ("Morningstar"); and other services, companies, individuals, or industry or financial publications (e.g., Forbes, Money, The Wall Street Journal, Business Week, Barron's, Kiplinger's Personal Finance, and Fortune);

 

 

8

 


 

 

 

>

Lipper and Morningstar rank variable annuity contracts and variable life policies. Their performance analysis ranks such policies and contracts on the basis of total return, and assumes reinvestment of distributions; but it does not show sales charges, redemption fees or certain expense deductions at the separate account level.

the Standard & Poor's Index of 500 Common Stocks, or other widely recognized indices;

 

>

unmanaged indices may assume the reinvestment of dividends, but usually do not reflect deductions for the expenses of operating or managing an investment portfolio; or

other types of investments, such as:

 

>

certificates of deposit;

 

>

savings accounts and U.S. Treasuries;

 

>

certain interest rate and inflation indices (e.g., the Consumer Price Index); or

 

>

indices measuring the performance of a defined group of securities recognized by investors as representing a particular segment of the securities markets (e.g., Donoghue Money Market Institutional Average, Lehman Brothers Corporate Bond Index, or Lehman Brothers Government Bond Index).

 

Transamerica's Published Ratings

 

We may publish in advertisements, sales literature, or reports we send to you the ratings and other information that an independent ratings organization assigns to us. These organizations include: A.M. Best Company, Moody's Investors Service, Inc., Standard & Poor's Insurance Rating Services, and Fitch Ratings. These ratings are opinions regarding an operating insurance company's financial capacity to meet the obligations of its insurance policies in accordance with their terms. These ratings do not apply to the Separate Account, the Subaccounts, the funds or their portfolios, or to their performance.

 

Index to Financial Statements

 

Separate Account VUL-A-Legacy Builder Plus:

 

Report of Independent Registered Public Accounting Firm, dated March 15, 2007

Statements of Assets and Liabilities at December 31, 2006

Statements of Operations for the year ended December 31, 2006

Statements of Changes in Net Assets for the years ended December 31, 2006 and 2005

Notes to the Financial Statements

 

Transamerica Life Insurance Company:

 

Report of Independent Registered Public Accounting Firm, dated March 13, 2007

Statutory-Basis Balance Sheets at December 31, 2006 and 2005

Statutory-Basis Statements of Operations for the years ended December 31, 2006, 2005 and 2004

Statutory-Basis Statements of Changes in Capital and Surplus for the years ended December 31, 2006, 2005 and 2004

Statutory-Basis Statements of Cash Flow for the years ended December 31, 2006, 2005 and 2004

Notes to Financial Statements--Statutory-Basis

Statutory-Basis Financial Statement Schedules

 

 

9

 

 


Report of Independent Registered Public Accounting Firm

 

The Board of Directors and Contract Owners

of Legacy Builder Plus

Transamerica Life Insurance Company

 

We have audited the accompanying statements of assets and liabilities of certain subaccounts of the Transamerica Life Insurance Company Separate Account VUL-A (comprised of the AIM V.I. Capital Appreciation, AIM V.I. Government Securities, AIM V.I. Core Equity, Dreyfus Stock Index, Dreyfus VIF – Money Market, Dreyfus VIF – Small Company Stock, MFS Emerging Growth, MFS Research, MFS Total Return, MFS Utilities, Oppenheimer Global Securities, Oppenheimer Capital Appreciation, Oppenheimer Main Street, Oppenheimer High Income, Oppenheimer Strategic Bond, Van Kampen Mid-Cap Growth, Transamerica Equity, Fidelity – VIP Equity-Income, Fidelity – VIP Growth, Fidelity – VIP High Income, Fidelity – VIP Contrafund®, Fidelity – VIP Investment Grade Bond, Fidelity – VIP Growth & Income, Fidelity – VIP Balanced, and Fidelity – VIP Mid Cap subaccounts), which are available for investment by contract owners of Legacy Builder Plus, as of December 31, 2006, and the related statements of operations and changes in net assets for the periods indicated thereon. These financial statements are the responsibility of the Separate Account’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

 

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. We were not engaged to perform an audit of the Separate Account’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Separate Account’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2006 by correspondence with the mutual funds’ transfer agents. We believe that our audits provide a reasonable basis for our opinion.

 

F-1

0703-0814637-30

 


In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of each of the respective subaccounts of Transamerica Life Insurance Company Separate Account VUL-A which are available for investment by contract owners of Legacy Builder Plus at December 31, 2006, and the results of their operations and changes in their net assets for the periods indicated thereon, in conformity with U.S. generally accepted accounting principles.

 

 

/s/ Ernst & Young LLP

 

Des Moines, Iowa

March 15, 2007

 

 

F-2

0703-0814637-30

 

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Statements of Assets and Liabilities

December 31, 2006

 

 

 

 

 

 

AIM V.I. Capital Appreciation

AIM V.I. Government Securities

AIM V.I. Core Equity

Dreyfus Stock Index

Dreyfus VIF - Money Market

 

 

 

Subaccount

Subaccount

Subaccount

Subaccount

Subaccount

Assets

 

 

 

 

 

 

Investment in securities:

 

 

 

 

 

 

 

Number of shares

2,083.972

5,044.891

4,577.558

1,671.552

14,831.890

 

 

Cost

$ 43,842

$ 61,806

$ 111,347

$ 45,537

$ 14,832

 

 

 

 

 

 

 

 

 

Investments in mutual funds,

 

 

 

 

 

 

 

at net asset value

$ 54,642

$ 59,530

$ 124,601

$ 60,427

$ 14,832

 

Receivable for units sold

-

-

-

-

6

Total assets

54,642

59,530

124,601

60,427

14,838

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

Payable for units redeemed

72

2

111

12

-

 

 

 

$ 54,570

$ 59,528

$ 124,490

$ 60,415

$ 14,838

 

 

 

 

 

 

 

 

Net Assets:

 

 

 

 

 

 

Deferred annuity contracts

 

 

 

 

 

 

 

terminable by owners

$ 54,570

$ 59,528

$ 124,490

$ 60,415

$ 14,838

Total net assets

$ 54,570

$ 59,528

$ 124,490

$ 60,415

$ 14,838

 

 

 

 

 

 

 

 

Accumulation units outstanding

73,260

44,675

141,585

56,595

12,901

Accumulation unit value

$0.744877

$1.332459

$0.879259

$1.067496

$1.150155

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes.

 

 

 

 

 

 

F-3

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Statements of Assets and Liabilities

December 31, 2006

 

 

 

 

 

Dreyfus VIF - Small Company Stock

MFS Emerging Growth

MFS Research

MFS Total Return

MFS Utilities

 

 

 

Subaccount

Subaccount

Subaccount

Subaccount

Subaccount

Assets

 

 

 

 

 

 

Investment in securities:

 

 

 

 

 

 

 

Number of shares

4,050.719

3,926.640

5,550.732

14,191.226

3,852.019

 

 

Cost

$ 71,537

$ 61,274

$ 72,649

$ 262,463

$ 65,864

 

 

 

 

 

 

 

 

 

Investments in mutual funds,

 

 

 

 

 

 

 

at net asset value

$ 86,523

$ 81,046

$ 100,135

$ 310,646

$ 112,749

 

Receivable for units sold

-

-

-

-

-

Total assets

86,523

81,046

100,135

310,646

112,749

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

Payable for units redeemed

26

14

11

41

58

 

 

 

$ 86,497

$ 81,032

$ 100,124

$ 310,605

$ 112,691

 

 

 

 

 

 

 

 

Net Assets:

 

 

 

 

 

 

Deferred annuity contracts

 

 

 

 

 

 

 

terminable by owners

$ 86,497

$ 81,032

$ 100,124

$ 310,605

$ 112,691

Total net assets

$ 86,497

$ 81,032

$ 100,124

$ 310,605

$ 112,691

 

 

 

 

 

 

 

 

Accumulation units outstanding

57,092

144,329

107,325

188,247

74,772

Accumulation unit value

$1.515050

$0.561439

$0.932904

$1.649984

$1.507135

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes.

 

 

 

 

 

 

F-4

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Statements of Assets and Liabilities

December 31, 2006

 

 

 

 

 

Oppenheimer Global Securities

Oppenheimer Capital Appreciation

Oppenheimer Main Street

Oppenheimer High Income

Oppenheimer Strategic Bond

 

 

 

Subaccount

Subaccount

Subaccount

Subaccount

Subaccount

Assets

 

 

 

 

 

 

Investment in securities:

 

 

 

 

 

 

 

Number of shares

6,557.696

2,794.045

6,291.899

4,622.159

20,206.018

 

 

Cost

$ 137,260

$ 92,114

$ 121,399

$ 36,869

$ 91,181

 

 

 

 

 

 

 

 

 

Investments in mutual funds,

 

 

 

 

 

 

 

at net asset value

$ 241,258

$ 115,757

$ 155,913

$ 39,519

$ 106,284

 

Receivable for units sold

-

-

-

-

-

Total assets

241,258

115,757

155,913

39,519

106,284

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

Payable for units redeemed

109

10

15

6

15

 

 

 

$ 241,149

$ 115,747

$ 155,898

$ 39,513

$ 106,269

 

 

 

 

 

 

 

 

Net Assets:

 

 

 

 

 

 

Deferred annuity contracts

 

 

 

 

 

 

 

terminable by owners

$ 241,149

$ 115,747

$ 155,898

$ 39,513

$ 106,269

Total net assets

$ 241,149

$ 115,747

$ 155,898

$ 39,513

$ 106,269

 

 

 

 

 

 

 

 

Accumulation units outstanding

171,291

124,004

138,044

28,767

68,476

Accumulation unit value

$1.407832

$0.933416

$1.129334

$1.373559

$1.551919

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes.

 

 

 

 

 

 

F-5

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Statements of Assets and Liabilities

December 31, 2006

 

 

 

 

 

Van Kampen Mid-Cap Growth

Transamerica Equity

Fidelity - VIP Equity-Income

Fidelity - VIP Growth

Fidelity - VIP High Income

 

 

 

Subaccount

Subaccount

Subaccount

Subaccount

Subaccount

Assets

 

 

 

 

 

 

Investment in securities:

 

 

 

 

 

 

 

Number of shares

2,939.770

5,257.990

8,484.665

5,580.022

2,360.532

 

 

Cost

$ 53,234

$ 101,333

$ 166,367

$ 178,476

$ 13,805

 

 

 

 

 

 

 

 

 

Investments in mutual funds,

 

 

 

 

 

 

 

at net asset value

$ 61,970

$ 136,445

$ 219,498

$ 197,644

$ 14,753

 

Receivable for units sold

-

-

-

-

-

Total assets

61,970

136,445

219,498

197,644

14,753

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

Payable for units redeemed

49

16

41

79

3

 

 

 

$ 61,921

$ 136,429

$ 219,457

$ 197,565

$ 14,750

 

 

 

 

 

 

 

 

Net Assets:

 

 

 

 

 

 

Deferred annuity contracts

 

 

 

 

 

 

 

terminable by owners

$ 61,921

$ 136,429

$ 219,457

$ 197,565

$ 14,750

Total net assets

$ 61,921

$ 136,429

$ 219,457

$ 197,565

$ 14,750

 

 

 

 

 

 

 

 

Accumulation units outstanding

118,716

138,671

146,597

276,620

13,362

Accumulation unit value

$0.521587

$0.983830

$1.497006

$0.714212

$1.103903

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes.

 

 

 

 

 

 

F-6

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Statements of Assets and Liabilities

December 31, 2006

 

 

 

 

 

Fidelity - VIP Contrafund®

Fidelity - VIP Investment Grade Bond

Fidelity - VIP Growth & Income

Fidelity - VIP Balanced

Fidelity - VIP Mid Cap

 

 

 

Subaccount

Subaccount

Subaccount

Subaccount

Subaccount

Assets

 

 

 

 

 

 

Investment in securities:

 

 

 

 

 

 

 

Number of shares

1,615.637

8,741.956

771.518

3,764.062

4,037.203

 

 

Cost

$ 34,683

$ 113,049

$ 10,170

$ 52,550

$ 83,823

 

 

 

 

 

 

 

 

 

Investments in mutual funds,

 

 

 

 

 

 

 

at net asset value

$ 50,262

$ 109,799

$ 12,236

$ 58,192

$ 138,274

 

Receivable for units sold

-

-

-

-

-

Total assets

50,262

109,799

12,236

58,192

138,274

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

Payable for units redeemed

13

8

1

8

51

 

 

 

$ 50,249

$ 109,791

$ 12,235

$ 58,184

$ 138,223

 

 

 

 

 

 

 

 

Net Assets:

 

 

 

 

 

 

Deferred annuity contracts

 

 

 

 

 

 

 

terminable by owners

$ 50,249

$ 109,791

$ 12,235

$ 58,184

$ 138,223

Total net assets

$ 50,249

$ 109,791

$ 12,235

$ 58,184

$ 138,223

 

 

 

 

 

 

 

 

Accumulation units outstanding

37,360

76,588

10,885

48,719

65,072

Accumulation unit value

$1.345006

$1.433527

$1.124060

$1.194283

$2.124151

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes.

 

 

 

 

 

 

 

 

 

 

 

 

 

F-7

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Statements of Operations

Year Ended December 31, 2006

 

 

 

 

 

 

AIM V.I. Capital Appreciation

AIM V.I. Government Securities

AIM V.I. Core Equity

Dreyfus Stock Index

 

 

 

 

Subaccount

Subaccount

Subaccount

Subaccount

Net investment income (loss)

 

 

 

 

 

Income:

 

 

 

 

 

 

 

Dividends

$ 31

$ 3,026

$ 665

$ 1,561

 

Expenses:

 

 

 

 

 

 

Administrative, mortality and

 

 

 

 

 

 

 

expense risk charges

396

555

646

696

Net investment income (loss)

(365)

2,471

19

865

 

 

 

 

 

 

 

 

Net realized and unrealized capital gains (losses)

 

 

 

 

 

on investments

 

 

 

 

Net realized capital gains (losses) on investments:

 

 

 

 

 

Realized gain distributions

-

-

-

-

 

Proceeds from sales

1,493

23,188

2,899

47,370

 

Cost of investments sold

1,380

23,871

2,405

38,995

Net realized capital gains (losses) on investments

113

(683)

494

8,375

 

 

 

 

 

 

 

 

Net change in unrealized appreciation/depreciation

 

 

 

 

 

of investments:

 

 

 

 

 

Beginning of period

7,677

(2,536)

2,298

11,155

 

End of period

10,800

(2,276)

13,254

14,890

Net change in unrealized appreciation/depreciation

 

 

 

 

 

of investments

3,123

260

10,956

3,735

 

 

 

 

 

 

 

 

Net realized and unrealized capital gains (losses)

 

 

 

 

 

on investments

3,236

(423)

11,450

12,110

 

 

 

 

 

 

 

 

Increase (decrease) in net assets from operations

$ 2,871

$ 2,048

$ 11,469

$ 12,975

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes.

 

 

 

 

 

F-8

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Statements of Operations

Year Ended December 31, 2006

 

 

 

 

 

 

 

Dreyfus VIF - Money Market

Dreyfus VIF - Small Company Stock

MFS Emerging Growth

MFS Research

 

 

 

 

Subaccount

Subaccount

Subaccount

Subaccount

Net investment income (loss)

 

 

 

 

 

Income:

 

 

 

 

 

 

 

Dividends

$ 1,151

$ -

$ -

$ 474

 

Expenses:

 

 

 

 

 

 

Administrative, mortality and

 

 

 

 

 

 

 

expense risk charges

191

668

582

704

Net investment income (loss)

960

(668)

(582)

(230)

 

 

 

 

 

 

 

 

Net realized and unrealized capital gains (losses)

 

 

 

 

 

on investments

 

 

 

 

Net realized capital gains (losses) on investments:

 

 

 

 

 

Realized gain distributions

-

10,938

-

-

 

Proceeds from sales

11,705

7,734

2,689

2,166

 

Cost of investments sold

11,705

6,378

2,481

1,591

Net realized capital gains (losses) on investments

-

12,294

208

575

 

 

 

 

 

 

 

 

Net change in unrealized appreciation/depreciation

 

 

 

 

 

of investments:

 

 

 

 

 

Beginning of period

-

18,004

14,045

18,975

 

End of period

-

14,986

19,772

27,486

Net change in unrealized appreciation/depreciation

 

 

 

 

 

of investments

-

(3,018)

5,727

8,511

 

 

 

 

 

 

 

 

Net realized and unrealized capital gains (losses)

 

 

 

 

 

on investments

-

9,276

5,935

9,086

 

 

 

 

 

 

 

 

Increase (decrease) in net assets from operations

$ 960

$ 8,608

$ 5,353

$ 8,856

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes.

 

 

 

 

 

F-9

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Statements of Operations

Year Ended December 31, 2006

 

 

 

 

 

 

 

MFS Total Return

MFS Utilities

Oppenheimer Global Securities

Oppenheimer Capital Appreciation

 

 

 

 

Subaccount

Subaccount

Subaccount

Subaccount

Net investment income (loss)

 

 

 

 

 

Income:

 

 

 

 

 

 

 

Dividends

$ 6,711

$ 2,208

$ 2,311

$ 455

 

Expenses:

 

 

 

 

 

 

Administrative, mortality and

 

 

 

 

 

 

 

expense risk charges

2,175

821

1,704

862

Net investment income (loss)

4,536

1,387

607

(407)

 

 

 

 

 

 

 

 

Net realized and unrealized capital gains (losses)

 

 

 

 

 

on investments

 

 

 

 

Net realized capital gains (losses) on investments:

 

 

 

 

 

Realized gain distributions

8,994

4,194

12,074

-

 

Proceeds from sales

12,583

18,274

14,247

15,063

 

Cost of investments sold

11,075

10,158

9,151

13,518

Net realized capital gains (losses) on investments

10,502

12,310

17,170

1,545

 

 

 

 

 

 

 

 

Net change in unrealized appreciation/depreciation

 

 

 

 

 

of investments:

 

 

 

 

 

Beginning of period

32,078

30,602

85,794

16,559

 

End of period

48,183

46,885

103,998

23,643

Net change in unrealized appreciation/depreciation

 

 

 

 

 

of investments

16,105

16,283

18,204

7,084

 

 

 

 

 

 

 

 

Net realized and unrealized capital gains (losses)

 

 

 

 

 

on investments

26,607

28,593

35,374

8,629

 

 

 

 

 

 

 

 

Increase (decrease) in net assets from operations

$ 31,143

$ 29,980

$ 35,981

$ 8,222

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes.

 

 

 

 

 

F-10

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Statements of Operations

Year Ended December 31, 2006

 

 

 

 

 

 

 

Oppenheimer Main Street

Oppenheimer High Income

Oppenheimer Strategic Bond

Van Kampen Mid-Cap Growth

 

 

 

 

Subaccount

Subaccount

Subaccount

Subaccount

Net investment income (loss)

 

 

 

 

 

Income:

 

 

 

 

 

 

 

Dividends

$ 1,767

$ 2,785

$ 4,958

$ -

 

Expenses:

 

 

 

 

 

 

Administrative, mortality and

 

 

 

 

 

 

 

expense risk charges

1,115

283

875

471

Net investment income (loss)

652

2,502

4,083

(471)

 

 

 

 

 

 

 

 

Net realized and unrealized capital gains (losses)

 

 

 

 

 

on investments

 

 

 

 

Net realized capital gains (losses) on investments:

 

 

 

 

 

Realized gain distributions

-

-

-

-

 

Proceeds from sales

18,572

1,107

18,269

5,643

 

Cost of investments sold

14,945

1,045

15,936

4,990

Net realized capital gains (losses) on investments

3,627

62

2,333

653

 

 

 

 

 

 

 

 

Net change in unrealized appreciation/depreciation

 

 

 

 

 

of investments:

 

 

 

 

 

Beginning of period

18,680

2,052

13,848

3,362

 

End of period

34,514

2,650

15,103

8,736

Net change in unrealized appreciation/depreciation

 

 

 

 

 

of investments

15,834

598

1,255

5,374

 

 

 

 

 

 

 

 

Net realized and unrealized capital gains (losses)

 

 

 

 

 

on investments

19,461

660

3,588

6,027

 

 

 

 

 

 

 

 

Increase (decrease) in net assets from operations

$ 20,113

$ 3,162

$ 7,671

$ 5,556

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes.

 

 

 

 

 

F-11

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Statements of Operations

Year Ended December 31, 2006

 

 

 

 

 

 

 

Transamerica Equity

Fidelity - VIP Equity-Income

Fidelity - VIP Growth

Fidelity - VIP High Income

 

 

 

 

Subaccount

Subaccount

Subaccount

Subaccount

Net investment income (loss)

 

 

 

 

 

Income:

 

 

 

 

 

 

 

Dividends

$ -

$ 6,530

$ 223

$ 1,093

 

Expenses:

 

 

 

 

 

 

Administrative, mortality and

 

 

 

 

 

 

 

expense risk charges

768

1,636

1,213

108

Net investment income (loss)

(768)

4,894

(990)

985

 

 

 

 

 

 

 

 

Net realized and unrealized capital gains (losses)

 

 

 

 

 

on investments

 

 

 

 

Net realized capital gains (losses) on investments:

 

 

 

 

 

Realized gain distributions

-

27,016

-

-

 

Proceeds from sales

10,573

27,849

4,428

1,247

 

Cost of investments sold

7,405

23,454

4,855

1,073

Net realized capital gains (losses) on investments

3,168

31,411

(427)

174

 

 

 

 

 

 

 

 

Net change in unrealized appreciation/depreciation

 

 

 

 

 

of investments:

 

 

 

 

 

Beginning of period

29,311

50,607

4,533

707

 

End of period

35,112

53,131

19,168

948

Net change in unrealized appreciation/depreciation

 

 

 

 

 

of investments

5,801

2,524

14,635

241

 

 

 

 

 

 

 

 

Net realized and unrealized capital gains (losses)

 

 

 

 

 

on investments

8,969

33,935

14,208

415

 

 

 

 

 

 

 

 

Increase (decrease) in net assets from operations

$ 8,201

$ 38,829

$ 13,218

$ 1,400

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes.

 

 

 

 

 

F-12

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Statements of Operations

Year Ended December 31, 2006

 

 

 

 

 

 

 

Fidelity - VIP Contrafund®

Fidelity - VIP Investment Grade Bond

Fidelity - VIP Growth & Income

Fidelity - VIP Balanced

 

 

 

 

Subaccount

Subaccount

Subaccount

Subaccount

Net investment income (loss)

 

 

 

 

 

Income:

 

 

 

 

 

 

 

Dividends

$ 479

$ 4,006

$ 80

$ 1,317

 

Expenses:

 

 

 

 

 

 

Administrative, mortality and

 

 

 

 

 

 

 

expense risk charges

358

796

86

482

Net investment income (loss)

121

3,210

(6)

835

 

 

 

 

 

 

 

 

Net realized and unrealized capital gains (losses)

 

 

 

 

 

on investments

 

 

 

 

Net realized capital gains (losses) on investments:

 

 

 

 

 

Realized gain distributions

4,047

251

289

2,421

 

Proceeds from sales

1,342

3,094

237

19,334

 

Cost of investments sold

893

3,223

210

18,202

Net realized capital gains (losses) on investments

4,496

122

316

3,553

 

 

 

 

 

 

 

 

Net change in unrealized appreciation/depreciation

 

 

 

 

 

of investments:

 

 

 

 

 

Beginning of period

15,335

(3,519)

1,057

3,921

 

End of period

15,579

(3,250)

2,066

5,642

Net change in unrealized appreciation/depreciation

 

 

 

 

 

of investments

244

269

1,009

1,721

 

 

 

 

 

 

 

 

Net realized and unrealized capital gains (losses)

 

 

 

 

 

on investments

4,740

391

1,325

5,274

 

 

 

 

 

 

 

 

Increase (decrease) in net assets from operations

$ 4,861

$ 3,601

$ 1,319

$ 6,109

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes.

 

 

 

 

 

F-13

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Statements of Operations

Year Ended December 31, 2006

 

 

 

 

 

 

 

Fidelity - VIP Mid Cap

 

 

 

 

Subaccount

Net investment income (loss)

 

 

Income:

 

 

 

 

Dividends

$ 258

 

Expenses:

 

 

 

Administrative, mortality and

 

 

 

 

expense risk charges

1,067

Net investment income (loss)

(809)

 

 

 

 

 

Net realized and unrealized capital gains (losses)

 

 

on investments

 

Net realized capital gains (losses) on investments:

 

 

Realized gain distributions

17,175

 

Proceeds from sales

16,105

 

Cost of investments sold

9,275

Net realized capital gains (losses) on investments

24,005

 

 

 

 

 

Net change in unrealized appreciation/depreciation

 

 

of investments:

 

 

Beginning of period

62,160

 

End of period

54,451

Net change in unrealized appreciation/depreciation

 

 

of investments

(7,709)

 

 

 

 

 

Net realized and unrealized capital gains (losses)

 

 

on investments

16,296

 

 

 

 

 

Increase (decrease) in net assets from operations

$ 15,487

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes.

 

 

 

 

 

 

 

F-14

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Statements of Changes in Net Assets

Years Ended December 31, 2006 and 2005

 

 

 

 

 

 

AIM V.I. Capital Appreciation

 

AIM V.I. Government Securities

 

 

 

 

Subaccount

 

Subaccount

 

 

 

 

2006

2005

 

2006

2005

Operations

 

 

 

 

 

 

 

Net investment income (loss)

$ (365)

$ (337)

 

$ 2,471

$ 1,840

 

Net realized capital gains (losses)

 

 

 

 

 

 

 

on investments

113

(22)

 

(683)

840

 

Net change in unrealized appreciation/

 

 

 

 

 

 

 

depreciation of investments

3,123

4,293

 

260

(1,992)

Increase (decrease) in net assets

 

 

 

 

 

 

from operations

2,871

3,934

 

2,048

688

 

 

 

 

 

 

 

 

 

Contract transactions

 

 

 

 

 

 

Net contract purchase payments

-

-

 

1

-

 

Transfer payments from (to) other

 

 

 

 

 

 

 

subaccounts or general account

53

(142)

 

188

(5,127)

 

Contract terminations, withdrawals,

 

 

 

 

 

 

and other deductions

-

-

 

(16,053)

(3,915)

 

Contract maintenance charges

(1,038)

(1,001)

 

(1,209)

(1,285)

Increase (decrease) in net assets

 

 

 

 

 

 

from contract transactions

(985)

(1,143)

 

(17,073)

(10,327)

Net increase (decrease) in net assets

1,886

2,791

 

(15,025)

(9,639)

 

 

 

 

 

 

 

 

 

Net assets:

 

 

 

 

 

 

 

Beginning of the period

52,684

49,893

 

74,553

84,192

 

End of the period

$ 54,570

$ 52,684

 

$ 59,528

$ 74,553

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes.

 

 

 

 

 

 

F-15

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Statements of Changes in Net Assets

Years Ended December 31, 2006 and 2005

 

 

 

 

 

 

 

AIM V.I. Core Equity

 

Dreyfus Stock Index

 

 

 

 

Subaccount

 

Subaccount

 

 

 

 

2006

2005

 

2006

2005

Operations

 

 

 

 

 

 

 

Net investment income (loss)

$ 19

$ 179

 

$ 865

$ 781

 

Net realized capital gains (losses)

 

 

 

 

 

 

 

on investments

494

49

 

8,375

(1,167)

 

Net change in unrealized appreciation/

 

 

 

 

 

 

 

depreciation of investments

10,956

787

 

3,735

3,885

Increase (decrease) in net assets

 

 

 

 

 

 

from operations

11,469

1,015

 

12,975

3,499

 

 

 

 

 

 

 

 

 

Contract transactions

 

 

 

 

 

 

Net contract purchase payments

-

-

 

-

-

 

Transfer payments from (to) other

 

 

 

 

 

 

 

subaccounts or general account

91,699

(3)

 

(77)

(1,697)

 

Contract terminations, withdrawals,

 

 

 

 

 

 

and other deductions

-

-

 

(40,437)

-

 

Contract maintenance charges

(2,004)

(508)

 

(1,711)

(1,592)

Increase (decrease) in net assets

 

 

 

 

 

 

from contract transactions

89,695

(511)

 

(42,225)

(3,289)

Net increase (decrease) in net assets

101,164

504

 

(29,250)

210

 

 

 

 

 

 

 

 

 

Net assets:

 

 

 

 

 

 

 

Beginning of the period

23,326

22,822

 

89,665

89,455

 

End of the period

$ 124,490

$ 23,326

 

$ 60,415

$ 89,665

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes.

 

 

 

 

 

 

F-16

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Statements of Changes in Net Assets

Years Ended December 31, 2006 and 2005

 

 

 

 

 

 

Dreyfus VIF - Money Market

 

Dreyfus VIF - Small Company Stock

 

 

 

 

Subaccount

 

Subaccount

 

 

 

 

2006

2005

 

2006

2005

Operations

 

 

 

 

 

 

 

Net investment income (loss)

$ 960

$ 497

 

$ (668)

$ (726)

 

Net realized capital gains (losses)

 

 

 

 

 

 

 

on investments

-

-

 

12,294

8,243

 

Net change in unrealized appreciation/

 

 

 

 

 

 

 

depreciation of investments

-

-

 

(3,018)

(7,550)

Increase (decrease) in net assets

 

 

 

 

 

 

from operations

960

497

 

8,608

(33)

 

 

 

 

 

 

 

 

 

Contract transactions

 

 

 

 

 

 

Net contract purchase payments

-

-

 

1

-

 

Transfer payments from (to) other

 

 

 

 

 

 

 

subaccounts or general account

(1)

(3,587)

 

(10)

357

 

Contract terminations, withdrawals,

 

 

 

 

 

 

and other deductions

(11,176)

-

 

(5,256)

(16,124)

 

Contract maintenance charges

(337)

(336)

 

(1,624)

(1,760)

Increase (decrease) in net assets

 

 

 

 

 

 

from contract transactions

(11,514)

(3,923)

 

(6,889)

(17,527)

Net increase (decrease) in net assets

(10,554)

(3,426)

 

1,719

(17,560)

 

 

 

 

 

 

 

 

 

Net assets:

 

 

 

 

 

 

 

Beginning of the period

25,392

28,818

 

84,778

102,338

 

End of the period

$ 14,838

$ 25,392

 

$ 86,497

$ 84,778

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes.

 

 

 

 

 

 

 

F-17

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Statements of Changes in Net Assets

Years Ended December 31, 2006 and 2005

 

 

 

 

 

 

 

MFS Emerging Growth

 

MFS Research

 

 

 

 

Subaccount

 

Subaccount

 

 

 

 

2006

2005

 

2006

2005

Operations

 

 

 

 

 

 

 

Net investment income (loss)

$ (582)

$ (705)

 

$ (230)

$ 225)

 

Net realized capital gains (losses)

 

 

 

 

 

 

 

on investments

208

(1,453)

 

575

1,183

 

Net change in unrealized appreciation/

 

 

 

 

 

 

 

depreciation of investments

5,727

8,214

 

8,511

6,623

Increase (decrease) in net assets

 

 

 

 

 

 

from operations

5,353

6,056

 

8,856

7,581

 

 

 

 

 

 

 

 

 

Contract transactions

 

 

 

 

 

 

Net contract purchase payments

-

-

 

-

-

 

Transfer payments from (to) other

 

 

 

 

 

 

 

subaccounts or general account

(46)

(9,830)

 

(138)

1,484)

 

Contract terminations, withdrawals,

 

 

 

 

 

 

and other deductions

(634)

(31,319)

 

-

27,954)

 

Contract maintenance charges

(1,431)

(1,561)

 

(1,328)

(1,636)

Increase (decrease) in net assets

 

 

 

 

 

 

from contract transactions

(2,111)

(42,710)

 

(1,466)

(31,074)

Net increase (decrease) in net assets

3,242

(36,654)

 

7,390

(23,493)

 

 

 

 

 

 

 

 

 

Net assets:

 

 

 

 

 

 

 

Beginning of the period

77,790

114,444

 

92,734

116,227

 

End of the period

$ 81,032

$ 77,790

 

$ 100,124

$ 92,734

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes.

 

 

 

 

 

 

F-18

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Statements of Changes in Net Assets

Years Ended December 31, 2006 and 2005

 

 

 

 

 

 

 

MFS Total Return

 

MFS Utilities

 

 

 

 

Subaccount

 

Subaccount

 

 

 

 

2006

2005

 

2006

2005

Operations

 

 

 

 

 

 

 

Net investment income (loss)

$ 4,536

$ 5,055

 

$ 1,387

$ (41)

 

Net realized capital gains (losses)

 

 

 

 

 

 

 

on investments

10,502

26,161

 

12,310

12,726

 

Net change in unrealized appreciation/

 

 

 

 

 

 

 

depreciation of investments

16,105

(25,988)

 

16,283

5,053

Increase (decrease) in net assets

 

 

 

 

 

 

from operations

31,143

5,228

 

29,980

17,738

 

 

 

 

 

 

 

 

 

Contract transactions

 

 

 

 

 

 

Net contract purchase payments

1

-

 

-

-

 

Transfer payments from (to) other

 

 

 

 

 

 

 

subaccounts or general account

557

21,954

 

(175)

(10,960)

 

Contract terminations, withdrawals,

 

 

 

 

 

 

and other deductions

-

(109,329)

 

(15,055)

(35,146)

 

Contract maintenance charges

(4,588)

(4,981)

 

(2,247)

(2,323)

Increase (decrease) in net assets

 

 

 

 

 

 

from contract transactions

(4,030)

(92,356)

 

(17,477)

(48,429)

Net increase (decrease) in net assets

27,113

(87,128)

 

12,503

(30,691)

 

 

 

 

 

 

 

 

 

Net assets:

 

 

 

 

 

 

 

Beginning of the period

283,492

370,620

 

100,188

130,879

 

End of the period

$ 310,605

$ 283,492

 

$ 112,691

$ 100,188

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes.

 

 

 

 

 

 

F-19

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Statements of Changes in Net Assets

Years Ended December 31, 2006 and 2005

 

 

 

 

 

 

 

Oppenheimer Global Securities

 

Oppenheimer Capital Appreciation

 

 

 

 

Subaccount

 

Subaccount

 

 

 

 

2006

2005

 

2006

2005

Operations

 

 

 

 

 

 

 

Net investment income (loss)

$ 607

$ 755

 

$ (407)

$ 234

 

Net realized capital gains (losses)

 

 

 

 

 

 

 

on investments

17,170

9,267

 

1,545

1,086

 

Net change in unrealized appreciation/

 

 

 

 

 

 

 

depreciation of investments

18,204

15,954

 

7,084

4,634

Increase (decrease) in net assets

 

 

 

 

 

 

from operations

35,981

25,976

 

8,222

5,954

 

 

 

 

 

 

 

 

 

Contract transactions

 

 

 

 

 

 

Net contract purchase payments

-

-

 

-

-

 

Transfer payments from (to) other

 

 

 

 

 

 

 

subaccounts or general account

(1,767)

(782)

 

50

(14)

 

Contract terminations, withdrawals,

 

 

 

 

 

 

and other deductions

(6,577)

(32,873)

 

(12,134)

(18,801)

 

Contract maintenance charges

(4,232)

(3,900)

 

(2,123)

(2,349)

Increase (decrease) in net assets

 

 

 

 

 

 

from contract transactions

(12,576)

(37,555)

 

(14,207)

(21,164)

Net increase (decrease) in net assets

23,405

(11,579)

 

(5,985)

(15,210)

 

 

 

 

 

 

 

 

 

Net assets:

 

 

 

 

 

 

 

Beginning of the period

217,744

229,323

 

121,732

136,942

 

End of the period

$ 241,149

$ 217,744

 

$ 115,747

$ 121,732

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes.

 

 

 

 

 

 

F-20

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Statements of Changes in Net Assets

Years Ended December 31, 2006 and 2005

 

 

 

 

 

 

 

Oppenheimer Main Street

 

Oppenheimer High Income

 

 

 

 

Subaccount

 

Subaccount

 

 

 

 

2006

2005

 

2006

2005

Operations

 

 

 

 

 

 

 

Net investment income (loss)

$ 652

$ 513

 

$ 2,502

$ 2,666

 

Net realized capital gains (losses)

 

 

 

 

 

 

 

on investments

3,627

3,746

 

62

(934)

 

Net change in unrealized appreciation/

 

 

 

 

 

 

 

depreciation of investments

15,834

4,447

 

598

(1,183)

Increase (decrease) in net assets

 

 

 

 

 

 

from operations

20,113

8,706

 

3,162

549

 

 

 

 

 

 

 

 

 

Contract transactions

 

 

 

 

 

 

Net contract purchase payments

-

-

 

-

-

 

Transfer payments from (to) other

 

 

 

 

 

 

 

subaccounts or general account

2,774

27,351

 

18

(5,292)

 

Contract terminations, withdrawals,

 

 

 

 

 

 

and other deductions

(12,405)

-

 

-

(4,925)

 

Contract maintenance charges

(3,340)

(3,035)

 

(718)

(750)

Increase (decrease) in net assets

 

 

 

 

 

 

from contract transactions

(12,971)

24,316

 

(700)

(10,967)

Net increase (decrease) in net assets

7,142

33,022

 

2,462

(10,418)

 

 

 

 

 

 

 

 

 

Net assets:

 

 

 

 

 

 

 

Beginning of the period

148,756

115,734

 

37,051

47,469

 

End of the period

$ 155,898

$ 148,756

 

$ 39,513

$ 37,051

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes.

 

 

 

 

 

 

F-21

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Statements of Changes in Net Assets

Years Ended December 31, 2006 and 2005

 

 

 

 

 

 

 

Oppenheimer Strategic Bond

 

Van Kampen Mid-Cap Growth

 

 

 

 

Subaccount

 

Subaccount

 

 

 

 

2006

2005

 

2006

2005

Operations

 

 

 

 

 

 

 

Net investment income (loss)

$ 4,083

$ 4,137

 

$ (471)

$ (425)

 

Net realized capital gains (losses)

 

 

 

 

 

 

 

on investments

2,333

278

 

653

673

 

Net change in unrealized appreciation/

 

 

 

 

 

 

 

depreciation of investments

1,255

(2,277)

 

5,374

4,229

Increase (decrease) in net assets

 

 

 

 

 

 

from operations

7,671

2,138

 

5,556

4,477

 

 

 

 

 

 

 

 

 

Contract transactions

 

 

 

 

 

 

Net contract purchase payments

-

-

 

-

-

 

Transfer payments from (to) other

 

 

 

 

 

 

 

subaccounts or general account

(3)

4,215

 

(59)

(91)

 

Contract terminations, withdrawals,

 

 

 

 

 

 

and other deductions

(15,275)

-

 

(3,859)

7,539)

 

Contract maintenance charges

(2,119)

(2,007)

 

(1,262)

(1,279)

Increase (decrease) in net assets

 

 

 

 

 

 

from contract transactions

(17,397)

2,208

 

(5,180)

(8,909)

Net increase (decrease) in net assets

(9,726)

4,346

 

376

(4,432)

 

 

 

 

 

 

 

 

 

Net assets:

 

 

 

 

 

 

 

Beginning of the period

115,995

111,649

 

61,545

65,977

 

End of the period

$ 106,269

$ 115,995

 

$ 61,921

$ 61,545

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes.

 

 

 

 

 

 

F-22

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Statements of Changes in Net Assets

Years Ended December 31, 2006 and 2005

 

 

 

 

 

 

 

Transamerica Equity

 

Fidelity - VIP Equity-Income

 

 

 

 

Subaccount

 

Subaccount

 

 

 

 

2006

2005

 

2006

2005

Operations

 

 

 

 

 

 

 

Net investment income (loss)

$ (768)

$ (321)

 

$ 4,894

$ 1,679

 

Net realized capital gains (losses)

 

 

 

 

 

 

 

on investments

3,168

2,234

 

31,411

11,543

 

Net change in unrealized appreciation/

 

 

 

 

 

 

 

depreciation of investments

5,801

11,063

 

2,524

(2,931)

Increase (decrease) in net assets

 

 

 

 

 

 

from operations

8,201

12,976

 

38,829

10,291

 

 

 

 

 

 

 

 

 

Contract transactions

 

 

 

 

 

 

Net contract purchase payments

-

-

 

-

-

 

Transfer payments from (to) other

 

 

 

 

 

 

 

subaccounts or general account

33,605

2,701

 

3

(709)

 

Contract terminations, withdrawals,

 

 

 

 

 

 

and other deductions

-

-

 

(22,186)

(30,319)

 

Contract maintenance charges

(1,918)

(1,609)

 

(4,051)

(4,025)

Increase (decrease) in net assets

 

 

 

 

 

 

from contract transactions

31,687

1,092

 

(26,234)

(35,053)

Net increase (decrease) in net assets

39,888

14,068

 

12,595

(24,762)

 

 

 

 

 

 

 

 

 

Net assets:

 

 

 

 

 

 

 

Beginning of the period

96,541

82,473

 

206,862

231,624

 

End of the period

$ 136,429

$ 96,541

 

$ 219,457

$ 206,862

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes.

 

 

 

 

 

 

F-23

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Statements of Changes in Net Assets

Years Ended December 31, 2006 and 2005

 

 

 

 

 

 

 

Fidelity - VIP Growth

 

Fidelity - VIP High Income

 

 

 

 

Subaccount

 

Subaccount

 

 

 

 

2006

2005

 

2006

2005

Operations

 

 

 

 

 

 

 

Net investment income (loss)

$ (990)

$ (613)

 

$ 985

$ 2,001

 

Net realized capital gains (losses)

 

 

 

 

 

 

 

on investments

(427)

(609)

 

174

62

 

Net change in unrealized appreciation/

 

 

 

 

 

 

 

depreciation of investments

14,635

7,325

 

241

1,842)

Increase (decrease) in net assets

 

 

 

 

 

 

from operations

13,218

6,103

 

1,400

221

 

 

 

 

 

 

 

 

 

Contract transactions

 

 

 

 

 

 

Net contract purchase payments

-

-

 

-

-

 

Transfer payments from (to) other

 

 

 

 

 

 

 

subaccounts or general account

52,141

218

 

(3)

1

 

Contract terminations, withdrawals,

 

 

 

 

 

 

and other deductions

-

-

 

(887)

-

 

Contract maintenance charges

(3,121)

(2,285)

 

(251)

(247)

Increase (decrease) in net assets

 

 

 

 

 

 

from contract transactions

49,020

(2,067)

 

(1,141)

(246)

Net increase (decrease) in net assets

62,238

4,036

 

259

(25)

 

 

 

 

 

 

 

 

 

Net assets:

 

 

 

 

 

 

 

Beginning of the period

135,327

131,291

 

14,491

14,516

 

End of the period

$ 197,565

$ 135,327

 

$ 14,750

$ 14,491

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes.

 

 

 

 

 

 

F-24

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Statements of Changes in Net Assets

Years Ended December 31, 2006 and 2005

 

 

 

 

 

 

 

Fidelity - VIP Contrafund®

 

Fidelity - VIP Investment Grade Bond

 

 

 

 

Subaccount

 

Subaccount

 

 

 

 

2006

2005

 

2006

2005

Operations

 

 

 

 

 

 

 

Net investment income (loss)

$ 121

$ (288)

 

$ 3,210

$ 3,138

 

Net realized capital gains (losses)

 

 

 

 

 

 

 

on investments

4,496

1,780

 

122

2,313

 

Net change in unrealized appreciation/

 

 

 

 

 

 

 

depreciation of investments

244

5,299

 

269

(4,277)

Increase (decrease) in net assets

 

 

 

 

 

 

from operations

4,861

6,791

 

3,601

1,174

 

 

 

 

 

 

 

 

 

Contract transactions

 

 

 

 

 

 

Net contract purchase payments

-

-

 

-

1

 

Transfer payments from (to) other

 

 

 

 

 

 

 

subaccounts or general account

(3)

(146)

 

2,944

1,182

 

Contract terminations, withdrawals,

 

 

 

 

 

 

and other deductions

-

(5,321)

 

(718)

(8,362)

 

Contract maintenance charges

(985)

(997)

 

(1,615)

(1,699)

Increase (decrease) in net assets

 

 

 

 

 

 

from contract transactions

(988)

(6,464)

 

611

(8,878)

Net increase (decrease) in net assets

3,873

327

 

4,212

(7,704)

 

 

 

 

 

 

 

 

 

Net assets:

 

 

 

 

 

 

 

Beginning of the period

46,376

46,049

 

105,579

113,283

 

End of the period

$ 50,249

$ 46,376

 

$ 109,791

$ 105,579

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes.

 

 

 

 

 

 

F-25

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Statements of Changes in Net Assets

Years Ended December 31, 2006 and 2005

 

 

 

 

 

 

 

Fidelity - VIP Growth & Income

 

Fidelity - VIP Balanced

 

 

 

 

Subaccount

 

Subaccount

 

 

 

 

2006

2005

 

2006

2005

Operations

 

 

 

 

 

 

 

Net investment income (loss)

$ (6)

$ 325

 

$ 835

$ 1,325

 

Net realized capital gains (losses)

 

 

 

 

 

 

 

on investments

316

137

 

3,553

7,391

 

Net change in unrealized appreciation/

 

 

 

 

 

 

 

depreciation of investments

1,009

(230)

 

1,721

(3,578)

Increase (decrease) in net assets

 

 

 

 

 

 

from operations

1,319

232

 

6,109

5,138

 

 

 

 

 

 

 

 

 

Contract transactions

 

 

 

 

 

 

Net contract purchase payments

-

-

 

-

-

 

Transfer payments from (to) other

 

 

 

 

 

 

 

subaccounts or general account

-

(27,792)

 

(28)

17,755

 

Contract terminations, withdrawals,

 

 

 

 

 

 

and other deductions

-

-

 

17,670)

(35,578)

 

Contract maintenance charges

(152)

(494)

 

(1,157)

(1,687)

Increase (decrease) in net assets

 

 

 

 

 

 

from contract transactions

(152)

(28,286)

 

(18,855)

(19,510)

Net increase (decrease) in net assets

1,167

(28,054)

 

(12,746)

(14,372)

 

 

 

 

 

 

 

 

 

Net assets:

 

 

 

 

 

 

 

Beginning of the period

11,068

39,122

 

70,930

85,302

 

End of the period

$ 12,235

$ 11,068

 

$ 58,184

$ 70,930

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes.

 

 

 

 

 

 

F-26

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Statements of Changes in Net Assets

Years Ended December 31, 2006 and 2005

 

 

 

 

 

 

 

Fidelity - VIP Mid Cap

 

 

 

 

Subaccount

 

 

 

 

2006

2005

Operations

 

 

 

 

Net investment income (loss)

$ (809)

$ (975)

 

Net realized capital gains (losses)

 

 

 

 

on investments

24,005

7,003

 

Net change in unrealized appreciation/

 

 

 

 

depreciation of investments

(7,709)

14,740

Increase (decrease) in net assets

 

 

 

from operations

15,487

20,768

 

 

 

 

 

 

Contract transactions

 

 

 

Net contract purchase payments

-

-

 

Transfer payments from (to) other

 

 

 

 

subaccounts or general account

(2,544)

(2,024)

 

Contract terminations, withdrawals,

 

 

 

and other deductions

(9,735)

(6,235)

 

Contract maintenance charges

(2,776)

(2,551)

Increase (decrease) in net assets

 

 

 

from contract transactions

(15,055)

(10,810)

Net increase (decrease) in net assets

432

9,958

 

 

 

 

 

 

Net assets:

 

 

 

 

Beginning of the period

137,791

127,833

 

End of the period

$ 138,223

$ 137,791

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes.

 

 

 

 

 

 

 

 

 

F-27

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Notes to Financial Statements

December 31, 2006

 

1. Organization and Summary of Significant Accounting Policies

 

Organization

 

Separate Account VUL-A - Legacy Builder Plus (the Mutual Fund Account) is a segregated investment account of Transamerica Life Insurance Company (Transamerica Life), an indirect wholly owned subsidiary of AEGON N.V., a holding Company organized under the laws of The Netherlands.

The Mutual Fund Account is registered with the Securities and Exchange Commission as a Unit Investment Trust pursuant to provisions of the Investment Company Act of 1940. The Mutual Fund Account consists of multiple investment subaccounts (each a Series Fund and collectively the Series Funds). Activity in these specified investment subaccounts is available to contract owners of Legacy Builder Plus.      

 

                

Subaccount Investment by Fund:

AIM Variable Insurance Funds-Series I Shares:

 

AEGON/Transamerica Series Fund, Inc.-Initial Class:

 

AIM V.I. Capital Appreciation

 

 

Van Kampen Mid-Cap Growth

 

 

AIM V.I. Government Securities

 

 

Transamerica Equity

 

 

AIM V.I. Core Equity

 

 

Variable Insurance Products Funds (VIP)-Service Class 2:

Dreyfus Stock Index Fund-Initial Class

 

 

 

Fidelity-VIP Equity-Income

 

Dreyfus Variable Investment Fund:

 

 

 

Fidelity-VIP Growth

 

 

Dreyfus VIF-Money Market

 

 

 

Fidelity-VIP High Income

 

Dreyfus Variable Investment Fund-Initial Class:

 

 

Fidelity - VIP Contrafund®

 

 

Dreyfus VIF-Small Company Stock

 

 

Fidelity-VIP Investment Grade Bond

MFS® Variable Insurance TrustSM:

 

 

 

Fidelity-VIP Growth & Income

 

MFS Emerging Growth

 

 

 

Fidelity-VIP Balanced

 

 

MFS Research

 

 

 

 

Fidelity-VIP Mid Cap

 

 

MFS Total Return

 

 

 

 

 

 

 

 

MFS Utilities

 

 

 

 

 

 

 

 

Oppenheimer Variable Account Funds:

 

 

 

 

 

 

 

 

Oppenheimer Global Securities

 

 

 

 

 

 

 

Oppenheimer Capital Appreciation

 

 

 

 

 

 

 

Oppenheimer Main Street

 

 

 

 

 

 

 

 

Oppenheimer High Income

 

 

 

 

 

 

 

 

Oppenheimer Strategic Bond

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The following Portfolio mergers were made effective during the fiscal year ended December 31, 2006:

 

 

 

Portfolio

 

 

 

 

Formerly

 

 

 

 

 

Transamerica Equity

 

 

 

Janus Growth

 

 

 

 

AIM V.I. Core Equity

 

 

 

AIM V.I. Premier Equity

 

 

F-28

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Notes to Financial Statements

December 31, 2006

 

 

1. Organization and Summary of Significant Accounting Policies (continued)

 

 

Investments

 

Net purchase payments received by the Mutual Fund Account are invested in the portfolios of the Series Funds as selected by the contract owner. Investments are stated at the closing net asset values per share on December 31, 2006.

 

Realized capital gains and losses from sales of shares in the mutual funds are determined on the first-in, first-out basis. Investment transactions are accounted for on the trade date (date the order to buy or sell is executed) and dividend income is recorded on the ex-dividend date. Unrealized gains or losses from investments in the mutual funds are included in the Statements of Operations.

 

Dividend Income

 

Dividends received from the Series Funds investments are reinvested to purchase additional mutual fund shares.     

F-29

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Notes to Financial Statements

December 31, 2006

 

 

 

2. Investments

 

The aggregate cost of purchases and proceeds from sales of investments for the period ended December 31, 2006 were as follows:  

          

 

 

 

 

 

 

 

Purchases

Sales

 

 

AIM Variable Insurance Funds-Series I Shares:

 

 

 

 

 

AIM V.I. Capital Appreciation Fund-Series I Shares

$ 149

$ 1,493

 

 

 

AIM V.I. Government Securities Fund-Series I Shares

8,587

23,188

 

 

 

AIM V.I. Core Equity Fund-Series I Shares

92,689

2,899

 

 

Dreyfus Stock Index Fund-Initial Class

6,016

47,370

 

 

Dreyfus Variable Investment Fund:

 

 

 

 

 

 

Dreyfus VIF-Money Market Portfolio

1,152

11,705

 

 

Dreyfus Variable Investment Fund-Initial Class:

 

 

 

 

 

Dreyfus VIF-Small Company Stock Portfolio-Initial Class

11,122

7,734

 

 

MFS® Variable Insurance TrustSM:

 

 

 

 

 

MFS Emerging Growth Series

 

-

2,689

 

 

 

MFS Research Series

 

473

2,166

 

 

 

MFS Total Return Series

 

22,100

12,583

 

 

 

MFS Utilities Series

 

6,403

18,274

 

 

Oppenheimer Variable Account Funds:

 

 

 

 

 

Oppenheimer Global Securities Fund/VA

14,385

14,247

 

 

 

Oppenheimer Capital Appreciation Fund/VA

455

15,063

 

 

 

Oppenheimer Main Street Fund/VA

6,261

18,572

 

 

 

Oppenheimer High Income Fund/VA

2,911

1,107

 

 

 

Oppenheimer Strategic Bond Fund/VA

4,959

18,269

 

 

AEGON/Transamerica Series Fund, Inc.-Initial Class:

 

 

 

 

 

Van Kampen Mid-Cap Growth-Initial Class

(1)

5,643

 

 

 

Transamerica Equity-Initial Class

 

41,496

10,573

 

 

Variable Insurance Products Funds (VIP)-Service Class 2:

 

 

 

 

 

Fidelity-VIP Equity-Income Portfolio-Service Class 2

33,545

27,849

 

 

 

Fidelity-VIP Growth Portfolio-Service Class 2

52,468

4,428

 

 

 

Fidelity-VIP High Income Portfolio-Service Class 2

1,093

1,247

 

 

 

Fidelity - VIP Contrafund® Portfolio-Service Class 2

4,526

1,342

 

 

 

Fidelity-VIP Investment Grade Bond Portfolio-Service Class 2

7,167

3,094

 

 

 

Fidelity-VIP Growth & Income Portfolio-Service Class 2

368

237

 

 

 

Fidelity-VIP Balanced Portfolio-Service Class 2

3,738

19,334

 

 

 

Fidelity-VIP Mid Cap Portfolio-Service Class 2

17,432

16,105

 

F-30

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Notes to Financial Statements

December 31, 2006

 

 

3. Accumulation Units Outstanding

 

A summary of changes in accumulation units outstanding follows:

 

 

 

 

 

AIM V.I. Capital Appreciation

AIM V.I. Government Securities

AIM V.I. Core Equity

Dreyfus Stock Index

Dreyfus VIF - Money Market

 

 

 

 

Subaccount

Subaccount

Subaccount

Subaccount

Subaccount

Units outstanding at

 

 

 

 

 

 

January 1, 2005

76,346

65,532

31,428

99,827

26,504

 

 

Units purchased

-

-

-

-

-

 

 

Units redeemed and

 

 

 

 

 

 

 

 

transferred

(1,720)

(8,024)

(697)

(3,534)

3,585)

Units outstanding at

 

 

 

 

 

 

December 31, 2005

74,626

57,508

30,731

96,293

22,919

 

 

Units purchased

-

-

-

-

-

 

 

Units redeemed and

 

 

 

 

 

 

 

 

transferred

(1,366)

12,833)

110,854

(39,698)

10,018)

Units outstanding at

 

 

 

 

 

 

December 31, 2006

73,260

44,675

141,585

56,595

12,901

 

 

 

 

 

 

 

 

 

 

 

 

 

Dreyfus VIF - Small Company Stock

MFS Emerging Growth

MFS Research

MFS Total Return

MFS Utilities

 

 

 

 

Subaccount

Subaccount

Subaccount

Subaccount

Subaccount

Units outstanding at

 

 

 

 

 

 

January 1, 2005

74,516

236,598

146,183

254,599

131,213

 

 

Units purchased

-

-

-

-

-

 

 

Units redeemed and

 

 

 

 

 

 

 

 

transferred

(12,882)

88,216)

(37,179)

(63,776)

(44,602)

Units outstanding at

 

 

 

 

 

 

December 31, 2005

61,634

148,382

109,004

190,823

86,611

 

 

Units purchased

-

-

-

-

-

 

 

Units redeemed and

 

 

 

 

 

 

 

 

transferred

(4,542)

4,053)

(1,679)

(2,576)

(11,839)

Units outstanding at

 

 

 

 

 

 

December 31, 2006

57,092

144,329

107,325

188,247

74,772

 

 

F-31

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Notes to Financial Statements

December 31, 2006

 

 

3. Accumulation Units Outstanding (continued)

 

 

 

 

 

Oppenheimer Global Securities

Oppenheimer Capital Appreciation

Oppenheimer Main Street

Oppenheimer High Income

Oppenheimer Strategic Bond

 

 

 

 

Subaccount

Subaccount

Subaccount

Subaccount

Subaccount

Units outstanding at

 

 

 

 

 

 

January 1, 2005

215,896

163,985

123,074

38,118

78,218

 

 

Units purchased

-

-

-

-

-

 

 

Units redeemed and

 

 

 

 

 

 

 

 

transferred

(35,218)

(24,249)

27,313

(8,821)

1,526

Units outstanding at

 

 

 

 

 

 

December 31, 2005

180,678

139,736

150,387

29,297

79,744

 

 

Units purchased

-

-

-

-

-

 

 

Units redeemed and

 

 

 

 

 

 

 

 

transferred

(9,387)

(15,732)

(12,343)

(530)

(11,268)

Units outstanding at

 

 

 

 

 

 

December 31, 2006

171,291

124,004

138,044

28,767

68,476

 

 

 

 

 

 

 

 

 

 

 

 

 

Van Kampen
Mid-Cap Growth

Transamerica Equity

Fidelity - VIP Equity-Income

Fidelity - VIP Growth

Fidelity - VIP High Income

 

 

 

 

Subaccount

Subaccount

Subaccount

Subaccount

Subaccount

Units outstanding at

 

 

 

 

 

 

January 1, 2005

147,307

104,634

192,997

203,630

14,716

 

 

Units purchased

-

-

-

-

-

 

 

Units redeemed and

 

 

 

 

 

 

 

 

transferred

(18,585)

1,253

28,505)

(3,198)

(250)

Units outstanding at

 

 

 

 

 

 

December 31, 2005

128,722

105,887

164,492

200,432

14,466

 

 

Units purchased

-

-

-

-

-

 

 

Units redeemed and

 

 

 

 

 

 

 

 

transferred

(10,006)

32,784

17,895)

76,188

(1,104)

Units outstanding at

 

 

 

 

 

 

December 31, 2006

118,716

138,671

146,597

276,620

13,362

 

 

F-32

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Notes to Financial Statements

December 31, 2006

 

 

3. Accumulation Units Outstanding (continued)

 

 

 

 

 

Fidelity - VIP Contrafund®

Fidelity - VIP Investment Grade Bond

Fidelity - VIP Growth & Income

Fidelity - VIP Balanced

Fidelity - VIP Mid Cap

 

 

 

 

Subaccount

Subaccount

Subaccount

Subaccount

Subaccount

Units outstanding at

 

 

 

 

 

 

January 1, 2005

43,844

82,612

41,561

82,797

78,651

 

 

Units purchased

-

-

-

-

-

 

 

Units redeemed and

 

 

 

 

 

 

 

 

transferred

(5,707)

(6,485)

(30,531)

(17,067)

(6,278)

Units outstanding at

 

 

 

 

 

 

December 31, 2005

38,137

76,127

11,030

65,730

72,373

 

 

Units purchased

-

-

-

-

-

 

 

Units redeemed and

 

 

 

 

 

 

 

 

transferred

(777)

461

(145)

(17,011)

(7,301)

Units outstanding at

 

 

 

 

 

 

December 31, 2006

37,360

76,588

10,885

48,719

65,072

 

 

F-33

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Notes to Financial Statements

December 31, 2006

 

 

4. Financial Highlights

 

Effective with the 2001 annual financial statements, the Mutual Fund Account has presented the following disclosures required by AICPA Audit and Accounting Guide for Investment Companies.

 

 

 

 

Unit Fair Value

 

 

 

 

 

 

Total Return***

 

 

 

 

Corresponding

 

 

 

 

 

 

Corresponding

 

 

 

 

to Lowest to

 

 

Investment

 

 

 

to Lowest to

 

 

Year

 

Highest

Net

 

Income

 

Expense

 

Highest

 

Subaccount

Ended

Units

Expense Ratio

Assets

 

Ratio*

 

Ratio**

 

Expense Ratio

 

 

 

 

 

 

 

 

 

 

 

 

 

AIM V.I. Capital Appreciation

 

 

 

 

 

 

 

 

 

 

12/31/2006

73,260

$0.74

$54,570

 

0.06

%

1.30

%

5.51

%

 

12/31/2005

74,626

0.71

52,684

 

0.06

 

1.30

 

8.03

 

 

12/31/2004

76,346

0.65

49,893

 

0.00

 

1.30

 

5.83

 

 

12/31/2003

103,481

0.62

63,900

 

0.00

 

1.30

 

28.56

 

 

12/31/2002

107,915

0.48

51,835

 

0.00

 

1.30

 

(24.92)

 

AIM V.I. Government Securities

 

 

 

 

 

 

 

 

 

 

12/31/2006

44,675

1.33

59,528

 

4.12

 

1.30

 

2.78

 

 

12/31/2005

57,508

1.30

74,553

 

3.09

 

1.30

 

0.91

 

 

12/31/2004

65,532

1.28

84,192

 

3.89

 

1.30

 

1.80

 

 

12/31/2003

62,126

1.26

78,406

 

2.40

 

1.30

 

0.32

 

 

12/31/2002

66,535

1.26

83,704

 

3.57

 

1.30

 

8.78

 

AIM V.I. Core Equity

 

 

 

 

 

 

 

 

 

 

 

12/31/2006

141,585

0.88

124,490

 

0.75

 

1.30

 

15.84

 

 

12/31/2005

30,731

0.76

23,326

 

1.53

 

1.30

 

4.53

 

 

12/31/2004

31,428

0.73

22,822

 

0.75

 

1.30

 

8.16

 

 

12/31/2003

59,202

0.67

39,748

 

0.69

 

1.30

 

23.49

 

 

12/31/2002

104,208

0.54

56,655

 

0.37

 

1.30

 

(16.21)

 

Dreyfus Stock Index

 

 

 

 

 

 

 

 

 

 

 

12/31/2006

56,595

1.07

60,415

 

1.72

 

1.30

 

14.64

 

 

12/31/2005

96,293

0.93

89,665

 

1.63

 

1.30

 

3.91

 

 

12/31/2004

99,827

0.90

89,455

 

1.82

 

1.30

 

9.81

 

 

12/31/2003

101,733

0.82

83,015

 

1.48

 

1.30

 

27.41

 

 

12/31/2002

62,518

0.64

40,041

 

1.33

 

1.30

 

(22.94)

 

Dreyfus VIF - Money Market

 

 

 

 

 

 

 

 

 

 

12/31/2006

12,901

1.15

14,838

 

4.64

 

1.30

 

3.81

 

 

12/31/2005

22,919

1.11

25,392

 

2.60

 

1.30

 

1.89

 

 

12/31/2004

26,504

1.09

28,818

 

0.68

 

1.30

 

0.05

 

 

12/31/2003

76,855

1.09

83,523

 

0.70

 

1.30

 

(0.05)

 

 

12/31/2002

94,847

1.09

103,129

 

1.49

 

1.30

 

0.71

 

Dreyfus VIF - Small Company Stock

 

 

 

 

 

 

 

 

 

 

12/31/2006

57,092

1.52

86,497

 

0.00

 

1.30

 

10.14

 

 

12/31/2005

61,634

1.38

84,778

 

0.00

 

1.30

 

0.16

 

 

12/31/2004

74,516

1.37

102,338

 

0.00

 

1.30

 

17.63

 

 

12/31/2003

76,070

1.17

88,811

 

0.12

 

1.30

 

41.87

 

 

12/31/2002

77,121

0.82

63,464

 

0.25

 

1.30

 

(20.31)

 

 

 

 

F-34

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Notes to Financial Statements

December 31, 2006

 

 

4. Financial Highlights (continued)

 

 

 

 

Unit Fair Value

 

 

 

 

 

 

Total Return***

 

 

 

 

Corresponding

 

 

 

 

 

 

Corresponding

 

 

 

 

to Lowest to

 

 

Investment

 

 

 

to Lowest to

 

 

Year

 

Highest

Net

 

Income

 

Expense

 

Highest

 

Subaccount

Ended

Units

Expense Ratio

Assets

 

Ratio*

 

Ratio**

 

Expense Ratio

 

 

 

 

 

 

 

 

 

 

 

 

 

MFS Emerging Growth

 

 

 

 

 

 

 

 

 

 

 

12/31/2006

144,329

$0.56

$81,032

 

0.00

%

1.30

%

7.09

%

 

12/31/2005

148,382

0.52

77,790

 

0.00

 

1.30

 

8.38

 

 

12/31/2004

236,598

0.48

114,444

 

0.00

 

1.30

 

12.11

 

 

12/31/2003

218,886

0.43

94,436

 

0.00

 

1.30

 

29.26

 

 

12/31/2002

208,782

0.33

69,687

 

0.00

 

1.30

 

(34.25)

 

MFS Research

 

 

 

 

 

 

 

 

 

 

 

12/31/2006

107,325

0.93

100,124

 

0.50

 

1.30

 

9.66

 

 

12/31/2005

109,004

0.85

92,734

 

0.53

 

1.30

 

7.00

 

 

12/31/2004

146,183

0.80

116,227

 

0.98

 

1.30

 

14.98

 

 

12/31/2003

114,356

0.69

79,073

 

0.67

 

1.30

 

23.78

 

 

12/31/2002

127,854

0.56

71,424

 

0.26

 

1.30

 

(25.10)

 

MFS Total Return

 

 

 

 

 

 

 

 

 

 

 

12/31/2006

188,247

1.65

310,605

 

2.29

 

1.30

 

11.06

 

 

12/31/2005

190,823

1.49

283,492

 

2.35

 

1.30

 

2.06

 

 

12/31/2004

254,599

1.46

370,620

 

1.67

 

1.30

 

10.49

 

 

12/31/2003

282,459

1.32

372,136

 

1.67

 

1.30

 

15.46

 

 

12/31/2002

277,681

1.14

316,865

 

1.62

 

1.30

 

(5.87)

 

MFS Utilities

 

 

 

 

 

 

 

 

 

 

 

 

12/31/2006

74,772

1.51

112,691

 

2.01

 

1.30

 

30.29

 

 

12/31/2005

86,611

1.16

100,188

 

0.71

 

1.30

 

15.97

 

 

12/31/2004

131,213

1.00

130,879

 

1.48

 

1.30

 

29.23

 

 

12/31/2003

136,066

0.77

105,025

 

2.36

 

1.30

 

34.88

 

 

12/31/2002

148,831

0.57

85,168

 

2.82

 

1.30

 

(23.33)

 

Oppenheimer Global Securities

 

 

 

 

 

 

 

 

 

 

12/31/2006

171,291

1.41

241,149

 

1.01

 

1.30

 

16.82

 

 

12/31/2005

180,678

1.21

217,744

 

1.10

 

1.30

 

13.46

 

 

12/31/2004

215,896

1.06

229,323

 

1.27

 

1.30

 

18.27

 

 

12/31/2003

237,075

0.90

212,910

 

0.76

 

1.30

 

41.96

 

 

12/31/2002

210,695

0.63

133,291

 

0.56

 

1.30

 

(22.72)

 

Oppenheimer Capital Appreciation

 

 

 

 

 

 

 

 

 

 

12/31/2006

124,004

0.93

115,747

 

0.39

 

1.30

 

7.15

 

 

12/31/2005

139,736

0.87

121,732

 

0.92

 

1.30

 

4.32

 

 

12/31/2004

163,985

0.84

136,942

 

0.33

 

1.30

 

6.14

 

 

12/31/2003

184,987

0.79

145,547

 

0.39

 

1.30

 

29.97

 

 

12/31/2002

188,858

0.61

114,329

 

0.55

 

1.30

 

(27.40)

 

 

 

F-35

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Notes to Financial Statements

December 31, 2006

 

 

4. Financial Highlights (continued)

 

 

 

 

Unit Fair Value

 

 

 

 

 

 

Total Return***

 

 

 

 

Corresponding

 

 

 

 

 

 

Corresponding

 

 

 

 

to Lowest to

 

 

Investment

 

 

 

to Lowest to

 

 

Year

 

Highest

Net

 

Income

 

Expense

 

Highest

 

Subaccount

Ended

Units

Expense Ratio

Assets

 

Ratio*

 

Ratio**

 

Expense Ratio

 

 

 

 

 

 

 

 

 

 

 

 

 

Oppenheimer Main Street

 

 

 

 

 

 

 

 

 

 

 

12/31/2006

138,044

$1.13

$155,898

 

1.18

%

1.30

%

14.17

%

 

12/31/2005

150,387

0.99

148,756

 

1.11

 

1.30

 

5.19

 

 

12/31/2004

123,074

0.94

115,734

 

0.86

 

1.30

 

8.64

 

 

12/31/2003

132,770

0.87

114,920

 

0.98

 

1.30

 

25.78

 

 

12/31/2002

153,664

0.69

105,748

 

0.79

 

1.30

 

(19.40)

 

Oppenheimer High Income

 

 

 

 

 

 

 

 

 

 

12/31/2006

28,767

1.37

39,513

 

7.32

 

1.30

 

8.61

 

 

12/31/2005

29,297

1.26

37,051

 

6.94

 

1.30

 

1.55

 

 

12/31/2004

38,118

1.25

47,469

 

6.27

 

1.30

 

8.15

 

 

12/31/2003

39,065

1.15

44,981

 

6.84

 

1.30

 

23.04

 

 

12/31/2002

38,638

0.94

36,159

 

9.04

 

1.30

 

(3.12)

 

Oppenheimer Strategic Bond

 

 

 

 

 

 

 

 

 

 

12/31/2006

68,476

1.55

106,269

 

4.26

 

1.30

 

6.69

 

 

12/31/2005

79,744

1.45

115,995

 

4.39

 

1.30

 

1.90

 

 

12/31/2004

78,218

1.43

111,649

 

4.87

 

1.30

 

7.86

 

 

12/31/2003

75,304

1.32

99,655

 

6.12

 

1.30

 

17.19

 

 

12/31/2002

88,333

1.13

99,747

 

5.19

 

1.30

 

6.64

 

Van Kampen Mid-Cap Growth

 

 

 

 

 

 

 

 

 

 

12/31/2006

118,716

0.52

61,921

 

0.00

 

1.30

 

9.09

 

 

12/31/2005

128,722

0.48

61,545

 

0.09

 

1.30

 

6.75

 

 

12/31/2004

147,307

0.45

65,977

 

0.00

 

1.30

 

6.34

 

 

12/31/2003

170,864

0.42

71,964

 

0.00

 

1.30

 

27.20

 

 

12/31/2002

173,314

0.33

57,386

 

0.08

 

1.30

 

(33.56)

 

Transamerica Equity

 

 

 

 

 

 

 

 

 

 

 

12/31/2006

138,671

0.98

136,429

 

0.00

 

1.30

 

7.91

 

 

12/31/2005

105,887

0.91

96,541

 

0.37

 

1.30

 

15.67

 

 

12/31/2004

104,634

0.79

82,473

 

0.00

 

1.30

 

14.94

 

 

12/31/2003

117,155

0.69

80,338

 

0.00

 

1.30

 

30.25

 

 

12/31/2002

109,141

0.53

57,461

 

0.00

 

1.30

 

(22.82)

 

Fidelity - VIP Equity-Income

 

 

 

 

 

 

 

 

 

 

12/31/2006

146,597

1.50

219,457

 

2.98

 

1.30

 

19.04

 

 

12/31/2005

164,492

1.26

206,862

 

1.51

 

1.30

 

4.79

 

 

12/31/2004

192,997

1.20

231,624

 

1.38

 

1.30

 

10.40

 

 

12/31/2003

202,899

1.09

220,563

 

1.63

 

1.30

 

29.06

 

 

12/31/2002

234,549

0.84

197,558

 

1.31

 

1.30

 

(17.77)

 

 

 

F-36

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Notes to Financial Statements

December 31, 2006

 

 

4. Financial Highlights (continued)

 

 

 

 

 

Unit Fair Value

 

 

 

 

 

 

Total Return***

 

 

 

 

Corresponding

 

 

 

 

 

 

Corresponding

 

 

 

 

to Lowest to

 

 

Investment

 

 

 

to Lowest to

 

 

Year

 

Highest

Net

 

Income

 

Expense

 

Highest

 

Subaccount

Ended

Units

Expense Ratio

Assets

 

Ratio*

 

Ratio**

 

Expense Ratio

 

 

 

 

 

 

 

 

 

 

 

 

 

Fidelity - VIP Growth

 

 

 

 

 

 

 

 

 

 

 

12/31/2006

276,620

$0.71

$197,565

 

0.14

%

1.30

%

5.78

%

 

12/31/2005

200,432

0.68

135,327

 

0.27

 

1.30

 

4.72

 

 

12/31/2004

203,630

0.64

131,291

 

0.13

 

1.30

 

2.35

 

 

12/31/2003

206,885

0.63

130,325

 

0.12

 

1.30

 

31.56

 

 

12/31/2002

213,297

0.48

102,135

 

0.14

 

1.30

 

(30.81)

 

Fidelity - VIP High Income

 

 

 

 

 

 

 

 

 

 

12/31/2006

13,362

1.10

14,750

 

7.52

 

1.30

 

10.20

 

 

12/31/2005

14,466

1.00

14,491

 

14.70

 

1.30

 

1.56

 

 

12/31/2004

14,716

0.99

14,516

 

8.00

 

1.30

 

8.57

 

 

12/31/2003

14,967

0.91

13,598

 

7.06

 

1.30

 

25.81

 

 

12/31/2002

31,775

0.72

22,946

 

8.63

 

1.30

 

2.53

 

Fidelity - VIP Contrafund®

 

 

 

 

 

 

 

 

 

 

12/31/2006

37,360

1.35

50,249

 

0.99

 

1.30

 

10.60

 

 

12/31/2005

38,137

1.22

46,376

 

0.13

 

1.30

 

15.78

 

 

12/31/2004

43,844

1.05

46,049

 

0.21

 

1.30

 

14.30

 

 

12/31/2003

44,838

0.92

41,202

 

0.30

 

1.30

 

27.24

 

 

12/31/2002

45,038

0.72

32,525

 

0.76

 

1.30

 

(10.28)

 

Fidelity - VIP Investment Grade Bond

 

 

 

 

 

 

 

 

 

 

12/31/2006

76,588

1.43

109,791

 

3.75

 

1.30

 

3.36

 

 

12/31/2005

76,127

1.39

105,579

 

3.56

 

1.30

 

1.14

 

 

12/31/2004

82,612

1.37

113,283

 

4.03

 

1.30

 

3.41

 

 

12/31/2003

85,105

1.33

112,850

 

4.54

 

1.30

 

4.16

 

 

12/31/2002

181,284

1.27

230,781

 

2.78

 

1.30

 

9.28

 

Fidelity - VIP Growth & Income

 

 

 

 

 

 

 

 

 

 

12/31/2006

10,885

1.12

12,235

 

0.69

 

1.30

 

12.02

 

 

12/31/2005

11,030

1.00

11,068

 

2.02

 

1.30

 

6.60

 

 

12/31/2004

41,561

0.94

39,122

 

0.82

 

1.30

 

4.74

 

 

12/31/2003

11,323

0.90

10,176

 

1.04

 

1.30

 

22.53

 

 

12/31/2002

12,419

0.73

9,110

 

1.38

 

1.30

 

(17.46)

 

Fidelity - VIP Balanced

 

 

 

 

 

 

 

 

 

 

 

12/31/2006

48,719

1.19

58,184

 

2.02

 

1.30

 

10.67

 

 

12/31/2005

65,730

1.08

70,930

 

2.19

 

1.30

 

4.74

 

 

12/31/2004

82,797

1.03

85,302

 

1.64

 

1.30

 

4.36

 

 

12/31/2003

106,698

0.99

105,332

 

2.63

 

1.30

 

16.54

 

 

12/31/2002

65,710

0.85

55,664

 

3.05

 

1.30

 

(9.61)

 

 

F-37

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Notes to Financial Statements

December 31, 2006

 

 

4. Financial Highlights (continued)

 

 

 

 

Unit Fair Value

 

 

 

 

 

 

Total Return***

 

 

 

 

Corresponding

 

 

 

 

 

 

Corresponding

 

 

 

 

to Lowest to

 

 

Investment

 

 

 

to Lowest to

 

 

Year

 

Highest

Net

 

Income

 

Expense

 

Highest

 

Subaccount

Ended

Units

Expense Ratio

Assets

 

Ratio*

 

Ratio**

 

Expense Ratio

 

 

 

 

 

 

 

 

 

 

 

 

 

Fidelity - VIP Mid Cap

 

 

 

 

 

 

 

 

 

 

 

12/31/2006

65072

$2.12

$138,223

 

0.18

%

1.30

%

11.57

%

 

12/31/2005

72373

1.90

137,791

 

0.00

 

1.30

 

17.14

 

 

12/31/2004

78651

1.63

127,833

 

0.00

 

1.30

 

23.73

 

 

12/31/2003

81700.41

1.31

107,325

 

0.22

 

1.30

 

37.22

 

 

12/31/2002

66010.527

0.96

63,192

 

0.90

 

1.30

 

(10.70)

 

 

 

 

*

These amounts represent the dividends, excluding distributions of capital gains, received by the subaccount from the underlying Series Fund, net of management fees assessed by the fund manager, divided by the average net assets. These ratios exclude those expenses, such as mortality and expense charges, that result in direct reductions in the unit values. The recognition of investment income by the subaccount is affected by the timing of the declaration of dividends by the underlying Series Fund in which the subaccounts invest.

 

 

**

These ratios represent the annualized contract expenses of the Mutual Fund Account, consisting primarily of mortality and expense charges. The ratios include only those expenses that result in a direct reduction to unit values. Charges made directly to contract owner accounts through the redemption of units and expenses of the underlying Series Fund are excluded.

 

 

***

These amounts represent the total return for the period indicated, including changes in the value of the underlying Series Fund, and reflect deductions for all items included in the expense ratio. The total return does not include any expenses assessed through the redemption of units; inclusion of these expenses in the calculation would result in a reduction in the total return presented.

 

 

 

F-38

 


Transamerica Life Insurance Company

Separate Account VUL-A - Legacy Builder Plus

Notes to Financial Statements

December 31, 2006

 

 

5. Administrative, Mortality, and Expense Risk Charges

 

Transamerica Life deducts a monthly charge from the cash value of the policy from each subaccount to cover administrative expenses. This administration charge is $2.50 per month for policies with a cash value less than $50,000. An additional monthly administration charge of 0.55% of the assets in the variable account is charged during the first ten policy years. Transamerica Life also assesses a monthly cost of insurance charge for underwriting the death benefit of the policy. The cost of insurance charge depends on a number of variables that would cause it to vary from policy to policy and from month to month.

 

Transamerica Life deducts a daily charge for assuming certain mortality and expense risks. This charge is equal to an effective annual rate of 0.75% of the value of the contract owner’s individual account.

 

6. Income Taxes

 

Operations of the Mutual Fund Account form a part of Transamerica Life, which is taxed as a life insurance company under Subchapter L of the Internal Revenue Code of 1986, as amended (the Code). The operations of the Mutual Fund Account are accounted for separately from other operations of Transamerica Life for purposes of federal income taxation. The Mutual Fund Account is not separately taxable as a regulated investment company under Subchapter M of the Code and is not otherwise taxable as an entity separate from Transamerica Life. Under existing federal income tax laws, the income of the Mutual Fund Account is not taxable to Transamerica Life, as long as earnings are credited under the variable life insurance contracts.

 

7. Dividend Distributions

 

Dividends are not declared by the Mutual Fund Account, since the increase in the value of the underlying investment in the Series Funds is reflected daily in the accumulation unit price used to calculate the equity value within the Mutual Fund Account. Consequently, a dividend distribution by the underlying Series Funds does not change either the accumulation unit price or equity values within the Mutual Fund Account.

 

F-39

 

 


Report of Independent Registered Public Accounting Firm

 

The Board of Directors

Transamerica Life Insurance Company

 

We have audited the accompanying statutory-basis balance sheets of Transamerica Life Insurance Company (an indirect wholly owned subsidiary of AEGON N.V.) as of December 31, 2006 and 2005, and the related statutory-basis statements of operations, changes in capital and surplus, and cash flow for each of the three years in the period ended December 31, 2006. Our audit also included the statutory-basis financial statement schedules required by Regulation S-X, Article 7. These financial statements and schedules are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements and schedules based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. We were not engaged to perform an audit of the Company’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

As described in Note 1 to the financial statements, the Company presents its financial statements in conformity with accounting practices prescribed or permitted by the Insurance Division, Department of Commerce, of the State of Iowa, which practices differ from U.S. generally accepted accounting principles. The variances between such practices and U.S. generally accepted accounting principles also are described in Note 1. The effects on the financial statement of these variances are not reasonably determinable but are presumed to be material.

In our opinion, because of the effects of the matter described in the preceding paragraph, the financial statements referred to above do not present fairly, in conformity with U.S. generally accepted accounting principles, the financial position of Transamerica Life Insurance Company at December 31, 2006 and 2005, or the results of its operations or its cash flow for each of the three years in the period ended December 31, 2006.

 

 

F-40

 


 

However, in our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Transamerica Life Insurance Company at December 31, 2006 and 2005, and the results of its operations and its cash flow for each of the three years in the period ended December 31, 2006, in conformity with accounting practices prescribed or permitted by the Insurance Division, Department of Commerce, of the State of Iowa. Also, in our opinion, the related financial statement schedules, when considered in relation to the basic statutory-basis financial statements taken as a whole, present fairly in all material respects the information set forth therein.

As discussed in Note 2 to the financial statements, in 2006 Transamerica Life Insurance Company changed its accounting for investments in certain low income housing tax credit properties. Also, as discussed in Note 2 to the financial statements, in 2005 Transamerica Life Insurance Company changed its accounting for investment in subsidiary, controlled and affiliated entities as well as its accounting for transfers and servicing of financial assets and extinguishments of liabilities.

 

/s/ Ernst & Young LLP

 

March 13, 2007

 

 

 

F-41

 


Transamerica Life Insurance Company

 

Balance Sheets – Statutory Basis

(Dollars in Thousands, Except per Share Amounts)

 

 

December 31

 

2006

2005

Admitted assets

 

 

Cash and invested assets:

 

 

Cash, cash equivalents, and short-term investments

$ 1,214,965

$ 326,027

Bonds:

 

 

Affiliated entities

501,180

496,081

Unaffiliated

32,103,292

35,355,634

Preferred stocks:

 

 

Affiliated entities

1,085

1,085

Unaffiliated

1,689,094

337,338

Common stocks:

 

 

Affiliated entities (cost: 2006 - $84,843; 2005 - $84,576)

82,202

74,849

Unaffiliated (cost: 2006 - $366,148; 2005 - $234,927)

393,176

267,414

Mortgage loans on real estate

5,760,667

5,770,723

Real estate:

 

 

Home office properties

6,237

6,464

Properties held for production of income

2,466

5,235

Properties held for sale

21,508

22,822

Policy loans

130,144

123,221

Receivable for securities

6,651

13,474

Other invested assets

1,543,092

1,116,749

Total cash and invested assets

43,455,759

43,917,116

 

 

 

Premiums deferred and uncollected

20,444

21,154

Due and accrued investment income

853,244

847,091

Reinsurance balances recoverable

2,914

3,995

Federal and foreign income tax recoverable

-

112,500

Net deferred income tax asset

108,342

116,392

Receivable from parent, subsidiaries, and affiliates

503,881

54,261

Other admitted assets

109,938

192,366

Separate account assets

28,875,013

23,662,198

 

 

 

Total admitted assets

$73,929,535

$68,927,073

 

F-42

 


 

 

 

December 31

 

2006

2005

Liabilities and capital and surplus

 

 

Liabilities:

 

 

Aggregate reserves for policies and contracts:

 

 

Life

$ 4,040,838

$ 4,008,767

Annuity

23,038,230

26,901,713

Accident and health

812,961

714,373

Policy and contract claim reserves:

 

 

Life

35,143

37,337

Accident and health

39,502

40,207

Liabilities for deposit-type contracts

7,085,285

7,755,652

Other policyholders’ funds

2,646

2,562

Remittances and items not allocated

167,889

104,925

Borrowed money

493,336

8,492

Asset valuation reserve

803,012

663,191

Interest maintenance reserve

159,356

214,962

Commissions and expense allowances payable on reinsurance assumed

-

101

Other liabilities

522,796

423,773

Reinsurance in unauthorized companies

-

17,264

Funds held under coinsurance and other reinsurance treaties

5,950,970

2,293,431

Transfers from separate accounts due or accrued (including $(477,683) and $(457,793) accrued for expense allowances recognized in reserves, net of reinsured allowances)

(482,082)

(443,974)

Federal and foreign income taxes payable (including $50,291 and $– on realized capital gains (losses) at December 31, 2006 and 2005, respectively)

20,923

Payable for securities

90,398

104,111

Payable to affiliates

230,656

Separate account liabilities

28,874,898

23,662,141

Total liabilities

71,886,757

66,509,028

 

 

 

Capital and surplus:

 

 

Common stock, $10 per share par value, 1,000,000 shares authorized, 316,955 issued and outstanding shares

3,170

3,170

Preferred stock, Series A, $10 per share par value, 42,500 shares authorized and issued at December 31, 2006 and 42,500 shares authorized, issued and outstanding at December 31, 2005 (total liquidation value - $58,000); Series B, $10 per share par value, 250,000 shares authorized, 87,755 shares issued and outstanding (total liquidation value - $877,550)

1,302

1,302

Treasury stock, Series A Preferred, $10 per share par value, 42,500 shares

(58,000)

-

Surplus notes

-

575,000

Paid-in surplus

1,437,768

1,437,996

Unassigned surplus

658,538

400,577

Total capital and surplus

2,042,778

2,418,045

Total liabilities and capital and surplus

$73,929,535

$68,927,073

 

See accompanying notes.

 

F-43

 


Transamerica Life Insurance Company

 

Statements of Operations – Statutory Basis

(Dollars in Thousands)

 

 

Year Ended December 31

 

2006

2005

2004

Revenues:

 

 

 

Premiums and other considerations, net of reinsurance:

 

 

 

Life

$ 392,558

$ 734,878

$1,192,921

Annuity

4,322,254

4,191,484

4,972,942

Accident and health

194,973

178,855

175,387

Net investment income

2,376,911

2,390,054

2,380,749

Amortization of interest maintenance reserve

21,795

39,488

32,901

Commissions and expense allowances on reinsurance ceded

187,363

105,759

46,349

Consideration for reinsurance recapture

286,705

Income from fees associated with investment management, administration and contract guarantees for separate accounts

369,936

 

 

276,684

 

 

250,567

Reserve adjustments on reinsurance ceded

1,234,064

(219,021)

(125,668)

Coinsurance reserve recapture

643,279

Income from administrative service agreement

42,513

Other income

51,256

62,744

60,264

 

9,193,623

7,760,925

9,916,396

Benefits and expenses:

 

 

 

Benefits paid or provided for:

 

 

 

Life

115,217

118,906

107,082

Accident and Health

113,547

102,075

101,758

Surrender benefits

7,291,738

5,415,085

4,804,754

Other benefits

1,487,689

1,380,601

1,253,141

Increase (decrease) in aggregate reserves for policies and contracts:

 

 

 

Life

32,072

45,992

408,100

Annuity

(3,863,633)

(1,974,994)

639,283

Accident and health

98,588

86,538

97,704

 

5,275,218

5,174,203

7,411,822

Insurance expenses:

 

 

 

Commissions

435,419

425,434

447,710

General insurance expenses

253,636

242,493

226,776

Insurance taxes, licenses, and fees

41,256

27,899

39,458

Net transfers to separate accounts

2,417,521

1,365,516

1,022,189

Reinsurance reserve recapture

813

293,942

Other expenses

415,693

230,388

194,270

 

3,563,525

2,292,543

2,224,345

Total benefits and expenses

8,838,743

7,466,746

9,636,167

Gain from operations before dividends to policyholders, federal income tax expense and net realized capital gains (losses) on investments

354,880

294,179

280,229

Dividends to policyholders

557

455

538

Gain from operations before federal income tax expense and net realized capital gains (losses) on investments

354,323

 

293,724

 

279,691

Federal income tax expense

136,412

4,302

78,317

Gain from operations before net realized capital gains (losses) on investments

217,911

289,422

201,374

Net realized capital gains (losses) on investments (net of related federal income taxes and amounts transferred to/from interest maintenance reserve)

114,487

 

 

9,223

 

 

65,791

Net income

$ 332,398

$ 298,645

$ 267,165

See accompanying notes.

 

F-44

 


Transamerica Life Insurance Company

 

Statements of Changes in Capital and Surplus – Statutory Basis

(Dollars in Thousands)

 

 

 

 

Common Stock

 

 

Preferred Stock

 

 

Treasury Stock

 

 

Surplus

Notes

 

 

Paid-in

Surplus

 

Unassigned Surplus

Total Capital and Surplus

Balance at January 1, 2004

$ 2,235

$ 425

$ –

$ 575,000

$1,361,793

$ 536,103

$2,475,556

Net income

267,165

267,165

Change in net unrealized capital gains/losses, net of tax

 

52,077

52,077

Nonadmit value of reciprocal ownership

 

(65,170)

(53,209)

(118,379)

Change in other nonadmitted assets

71,576

71,576

Change in asset valuation reserve

(220,329)

(220,329)

Repayment of surplus in separate accounts

 

560

560

Change in provision for reinsurance in unauthorized companies

 

 

 

 

(136)

(136)

Change in net deferred income tax asset

(35,091)

(35,091)

Issuance of common stock in connection with statutory merger

343

(343)

Capital contribution

490,000

490,000

Change in reserves on account of change in valuation basis

1,423

1,423

Reinsurance transactions

(14,424)

(14,424)

Dividend to stockholder

(400,000)

(400,000)

Contributed surplus related to stock appreciation rights plan of indirect parent

 

 

613

613

Balance at December 31, 2004

$ 2,578

$ 425

$ –

$ 575,000

$1,787,236

$ 205,372

$2,570,611

 

 

F-45

 


Transamerica Life Insurance Company

 

Statements of Changes in Capital and Surplus – Statutory Basis

(Dollars in Thousands)

 

 

 

 

Common Stock

 

 

Preferred Stock

 

 

Treasury Stock

 

 

Surplus

Notes

 

 

Paid-in

Surplus

 

Unassigned Surplus

Total Capital and Surplus

Balance at December 31, 2004

$ 2,578

$ 425

$ –

$ 575,000

$1,787,236

$ 205,372

$2,570,611

Net income

298,645

298,645

Change in net unrealized capital gains/losses, net of tax

 

39,668

39,668

Change in other nonadmitted assets

 

(1,718)

(1,718)

Change in asset valuation reserve

(146,776)

(146,776)

Repayment of surplus in separate accounts

199

199

Change in provision for reinsurance in unauthorized companies

 

 

 

 

(17,011)

(17,011)

Change in net deferred income tax asset

 

34,505

34,505

Cumulative effect of change in accounting principle

(6,668)

(6,668)

Issuance of common stock in connection with statutory merger

592

877

(1,812)

343

Return of capital

 

(348,051)

(348,051)

Reinsurance transactions

(5,982)

(5,982)

Contributed surplus related to stock appreciation rights plan of indirect parent

 

 

 

 

623

623

Balance at December 31, 2005

$ 3,170

$1,302

$ –

$ 575,000

$1,437,996

$ 400,577

$2,418,045

 

 

 

 

F-46

 


Transamerica Life Insurance Company

 

Statements of Changes in Capital and Surplus – Statutory Basis (continued)

(Dollars in Thousands)

 

 

 

 

Common Stock

 

 

Preferred Stock

 

 

Treasury Stock

 

 

Surplus

Notes

 

 

Paid-in

Surplus

 

Unassigned Surplus

Total Capital and Surplus

 

 

 

 

 

 

 

 

Balance at December 31, 2005

$ 3,170

$1,302

$ –

$575,000

$1,437,996

$ 400,577

$2,418,045

Cumulative effect of change in accounting principle

(1,665)

(1,665)

Net income

332,398

332,398

Change in net unrealized capital gains/losses, net of tax

 

105,010

105,010

Change in net unrealized foreign exchange capital gains/losses, net of tax

 

 

(3,602)

(3,602)

Change in other nonadmitted assets

(98,040)

(98,041)

Change in asset valuation reserve

(139,821)

(139,821)

Repayment of surplus in separate accounts

 

79

79

Change in provision for reinsurance in unauthorized companies

17,264

17,264

Change in net deferred income tax asset

 

91,021

91,021

Reinsurance transactions

4,640

4,640

Dividend to stockholders

(69,803)

(69,803)

Repurchase of Series A preferred stock

 

(58,000)

 

(58,000)

Correction of prior period error

20,480

20,480

Repayment of surplus notes

(575,000)

(575,000)

Contributed surplus related to stock appreciation rights plan of indirect parent

 

 

 

 

(228)

(228)

Balance at December 31, 2006

$ 3,170

$1,302

$(58,000)

$ –

$1,437,768

$ 658,538

$2,042,778

 

See accompanying notes.

 

F-47

 


Transamerica Life Insurance Company

 

Statements of Cash Flow – Statutory Basis

(Dollars in Thousands)

 

 

Year Ended December 31

 

2006

2005

2004

 

 

 

 

Operating activities

 

 

 

Premiums collected, net of reinsurance

$ 4,910,880

$ 5,105,476

$ 6,336,849

Net investment income

2,490,060

2,466,077

2,276,092

Miscellaneous income

1,972,319

259,085

1,143,613

Benefit and loss related payments

(10,395,471)

(7,792,780)

(6,599,811)

Net transfers to separate accounts

(2,326,426)

(1,199,281)

(903,618)

Commissions, expenses paid, and aggregate write-ins for deductions

(1,155,948)

(985,993)

(919,570)

Dividends paid to policyholders

(523)

(584)

(618)

Federal and foreign income taxes paid

(53,236)

(175,128)

(104,543)

Net cash (used in) provided by operating activities

(4,558,345)

(2,323,128)

1,228,394

 

 

 

 

Investing activities

 

 

 

Proceeds from investments sold, matured or repaid:

 

 

 

Bonds

18,812,848

23,151,411

26,928,308

Common stocks

200,499

83,756

324,400

Preferred stocks

398,977

361,028

454,336

Mortgage loans

1,271,404

1,303,236

679,622

Real estate

7,004

15,683

22,678

Other invested assets

346,990

284,913

416,287

Receivable/payable for securities

66,568

17,374

1,145,717

Miscellaneous proceeds

11,490

143,374

Total investment proceeds

21,104,290

25,228,891

30,114,722

 

 

 

 

Cost of investments acquired:

 

 

 

Bonds

(16,845,468)

(20,643,565)

(28,238,630)

Common stock

(361,184)

(106,718)

(410,614)

Preferred stock

(468,081)

(223,919)

(311,727)

Mortgage loans

(1,266,019)

(1,346,022)

(1,116,443)

Real estate

(2,486)

(303)

(34)

Other invested assets

(609,485)

(396,494)

(521,699)

Receivable/payable for securities

(1,346,713)

Miscellaneous applications

(13,718)

(5,322)

(44,478)

Total cost of investments acquired

(19,566,441)

(24,069,056)

(30,643,625)

Net increase in policy loans

(6,923)

(6,969)

(11,003)

Net cost of investments acquired

(19,573,364)

(24,076,025)

(30,654,628)

Net cash provided by (used in) investing activities

$ 1,530,926

$ 1,152,866

$ (539,906)

 

F-48

 


Transamerica Life Insurance Company

 

Statements of Cash Flow – Statutory Basis (continued)

(Dollars in Thousands)

 

 

Year Ended December 31

 

2006

2005

2004

Financing and miscellaneous activities

 

 

 

Other cash provided:

 

 

 

Capital and surplus paid in

$ –

$ –

$ 490,000

Borrowed funds received

482,624

8,450

Net deposits and withdrawals on deposit-type contract funds and other liabilities without life or disability contingencies

542,778

(360,558)

(499,262)

Funds held under reinsurance treaty with unauthorized reinsurers

3,654,695

973,428

637,252

Other sources

(88,152)

(74,352)

(174,360)

Total cash provided

4,591,945

546,968

453,630

 

Other cash applied:

 

 

 

Dividends paid to stockholders

(42,588)

(400,000)

Repurchase of surplus notes

(575,000)

Repurchase of preferred stock

(58,000)

 

 

Capital distribution

(348,051)

Total other cash applied

(675,588)

(348,051)

(400,000)

Net cash provided by financing and miscellaneous activities

3,916,357

198,917

53,630

Net increase (decrease) in cash, cash equivalents and short-term investments

888,938

(971,345)

742,118

 

 

 

 

Cash, cash equivalents and short-term investments:

 

 

 

Beginning of year

326,027

1,297,372

555,254

End of year

$1,214,965

$ 326,027

$1,297,372

 

 

 

 

Supplemental disclosure of cash flow information for non-cash transactions:

 

 

 

Dividend paid in non-affiliated stock

$ 27,215

$ –

$ –

 

 

 

See accompanying notes.

 

F-49

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis

(Dollars in Thousands, Except per Share Amounts)

 

December 31, 2006

 

1. Organization and Summary of Significant Accounting Policies

 

Organization

 

Transamerica Life Insurance Company (the Company) is a stock life insurance company and is owned by AEGON USA, Inc. (100% of preferred shares) and Transamerica Occidental Life Insurance Company (100% of common shares). AEGON USA, Inc. (AEGON) and Transamerica Occidental Life Insurance Company (TOLIC) are both indirect wholly-owned subsidiaries of AEGON N.V., a holding company organized under the laws of The Netherlands.

 

On October 1, 2004, the Company completed a merger with Transamerica Assurance Company (TAC), which was a wholly-owned subsidiary of an affiliate, Transamerica Life Insurance and Annuity Company (TALIAC). The merger was accounted for in accordance with Statement of Statutory Accounting Principles (SSAP) No. 68, Business Combinations and Goodwill, as a statutory merger. As such, financial statements for periods prior to the merger were combined and the recorded assets, liabilities, and surplus of TAC were carried forward to the merged company. As a result of the merger, TALIAC was issued 34,295 shares of the Company's common stock.

 

On October 1, 2005, the Company completed a merger with TALIAC, which was a wholly-owned subsidiary of an affiliate, TOLIC. The merger was accounted for in accordance with SSAP No. 68 as a statutory merger. Prior to the merger of the Company and TALIAC, TALIAC owned 34,295 shares and AEGON USA, Inc. owned 223,500 shares in common stock of the Company. TOLIC owned 100% (25,000 shares) of the outstanding common shares of TALIAC prior to the merger. As a result of the merger, the 34,295 outstanding shares of the Company previously held by TALIAC were retired and considered authorized but unissued stock of the merged entity. AEGON USA, Inc. exchanged its 223,500 common shares of the Company for 87,755 shares of a newly issued Series B non-voting class of preferred stock of the merged entity, shares equivalent in value to that of the common shares previously held. Also in conjunction with the merger, the TALIAC stock was deemed cancelled by operation of law. In exchange for its agreement to merge TALIAC into the Company, TOLIC received 316,955 shares of the merged entity, which was an equivalent fair value of the TALIAC stock that was deemed cancelled. As such, financial statements for periods prior to the merger were combined and the recorded assets, liabilities, and surplus of TALIAC were carried forward to the merged company. Total capital and surplus of the Company was reduced by the value of the Company’s stock held by TALIAC prior to the merger in the amount of $171,482.

 

F-50

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

1. Organization and Summary of Significant Accounting Policies (continued)

 

Summarized financial information for the Company, TAC, and TALIAC restated for periods prior to the mergers are as follows:

 

Nine Months Ended

September 30

Period Ended

December 31

 

2005

2004

 

 

Unaudited

 

 

Revenues:

 

 

 

Company

$ 3,371,185

$ 5,750,848

 

TAC

152,450

 

TALIAC

2,857,854

4,013,098

 

Merger elimination

(51,949)

 

As restated

$ 6,177,090

$ 9,916,396

 

 

 

 

 

Net income (loss):

 

 

 

Company

$ 72,538

$ 140,789

 

TAC

(12,013)

 

TALIAC

158,430

138,389

 

Merger elimination

(51,949)

 

As restated

$ 179,019

$ 267,165

 

 

With respect to TAC, the period ended December 31, 2004, reflects revenues and net loss for the period January 1, 2004 through September 30, 2004 (date of merger with the Company).

 

Nature of Business

 

The Company sells individual non-participating whole life, endowment, and term contracts, structured settlements, pension products, as well as a broad line of single fixed and flexible premium annuity products and guaranteed interest contracts and funding agreements. In addition, the Company offers group life, universal life, and individual and specialty health coverages. The Company is licensed in 49 states and the District of Columbia, Guam, Puerto Rico, and the US Virgin Islands. Sales of the Company’s products are primarily through the Company’s agents and financial institutions.

 

F-51

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

1. Organization and Summary of Significant Accounting Policies (continued)

 

Basis of Presentation

 

The preparation of financial statements of insurance companies requires management to make estimates and assumptions that affect amounts reported in the financial statements and accompanying notes. Such estimates and assumptions could change in the future as more information becomes known, which could impact the amounts reported and disclosed herein.

 

The accompanying financial statements have been prepared in conformity with accounting practices prescribed or permitted by the Insurance Division, Department of Commerce, of the State of Iowa, which practices differ from accounting principles generally accepted in the United States (GAAP). The more significant variances from GAAP are:

 

Investments: Investments in bonds and mandatorily redeemable preferred stocks are reported at amortized cost or fair value based on their National Association of Insurance Commissioners (NAIC) rating; for GAAP, such fixed maturity investments would be designated at purchase as held-to-maturity, trading, or available-for-sale. Held-to-maturity fixed investments would be reported at amortized cost, and the remaining fixed maturity investments would be reported at fair value with unrealized holding gains and losses reported in operations for those designated as trading and as a separate component of other comprehensive income for those designated as available-for-sale. Fair value for statutory purposes is based on the price published by the Securities Valuation Office of the NAIC (SVO), if available, whereas fair value for GAAP is based on quoted market prices.

 

All single class and multi-class mortgage-backed/asset-backed securities (e.g., CMOs) are adjusted for the effects of changes in prepayment assumptions on the related accretion of discount or amortization of premium of such securities using either the retrospective or prospective methods. If it is determined that a decline in fair value is other than temporary, the cost basis of the security is written down to the undiscounted estimated future cash flows. Under GAAP, all securities, purchased or retained, that represent beneficial interests in securitized assets, other than high credit quality securities, are adjusted using the prospective method when there is a change in estimated future cash flows. If it is determined that a decline in fair value is other than temporary, the cost basis of the security is written down to the fair value. If high credit quality securities are adjusted, the retrospective method is used.

 

F-52

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

 

1. Organization and Summary of Significant Accounting Policies (continued)

 

Derivative instruments used in hedging transactions that meet the criteria of an effective hedge are valued and reported in a manner that is consistent with the hedged asset or liability. Embedded derivatives are not accounted for separately from the host contract. Derivative instruments used in hedging transactions that do not meet or no longer meet the criteria of an effective hedge are accounted for at fair value and the changes in the fair value are recorded as unrealized gains and losses. Under GAAP, the effective and ineffective portions of a single hedge are accounted for separately, an embedded derivative within a contract that is not clearly and closely related to the economic characteristics and risk of the host contract is accounted for separately from the host contract and valued and reported at fair value, and the change in fair value for cash flow hedges is credited or charged directly to a separate component of capital and surplus rather than to income as required for fair value hedges.

 

Derivative instruments are also used in replication transactions. In these transactions, the derivative is valued in a manner consistent with the cash investment and replicated asset. For GAAP, the derivative is reported at fair value with changes in fair value reported in income.

 

Investments in real estate are reported net of related obligations rather than on a gross basis as for GAAP. Real estate owned and occupied by the Company is included in investments rather than reported as an operating asset as under GAAP, and investment income and operating expenses on a statutory basis include rent for the Company’s occupancy of those properties. Changes between depreciated cost and admitted asset investment amounts are credited or charged directly to unassigned surplus rather than to income as would be required under GAAP.

 

Valuation allowances, if necessary, are established for mortgage loans based on the difference between the net value of the collateral, determined as the fair value of the collateral less estimated costs to obtain and sell, and the recorded investment in the mortgage loan. Under GAAP, such allowances are based on the present value of expected future cash flows discounted at the loan’s effective interest rate or, if foreclosure is probable, on the estimated fair value of the collateral.

 

The initial valuation allowance and subsequent changes in the allowance for mortgage loans are charged or credited directly to unassigned surplus, rather than being included as a component of earnings as would be required under GAAP.

 

F-53

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

1. Organization and Summary of Significant Accounting Policies (continued)

 

Valuation Reserves: Under a formula prescribed by the NAIC, the Company defers the portion of realized capital gains and losses on sales of fixed income investments, principally bonds and mortgage loans, attributable to changes in the general level of interest rates and amortizes those deferrals over the remaining period to maturity of the bond or mortgage loan. That net deferral is reported as the “interest maintenance reserve” (IMR) in the accompanying balance sheets. Realized capital gains and losses are reported in income net of federal income tax and transfers to the IMR. Under GAAP, realized capital gains and losses would be reported in the statement of operations on a pretax basis in the period that the assets giving rise to the gains or losses are sold.

 

The “asset valuation reserve” (AVR) provides a valuation allowance for invested assets. The AVR is determined by an NAIC prescribed formula with changes reflected directly in unassigned surplus; AVR is not recognized for GAAP.

 

Subsidiaries: The accounts and operations of the Company’s subsidiaries are not consolidated with the accounts and operations of the Company as would be required under GAAP.

 

Policy Acquisition Costs: The costs of acquiring and renewing business are expensed when incurred. Under GAAP, acquisition costs related to traditional life insurance and certain long-duration accident and health insurance, to the extent recoverable from future policy revenues, would be deferred and amortized over the premium-paying period of the related policies using assumptions consistent with those used in computing policy benefit reserves; for universal life insurance and investment products, to the extent recoverable from future gross profits, deferred policy acquisition costs are amortized generally in proportion to the present value of expected gross profits from surrender charges and investment, mortality, and expense margins.

 

Separate Accounts with Guarantees: Some of the Company’s separate accounts provide policyholders with a guaranteed return. These separate accounts are included in the general account for GAAP due to the nature of the guaranteed return.

 

Nonadmitted Assets: Certain assets designated as “nonadmitted”, primarily net deferred tax assets, are excluded from the accompanying balance sheets and are charged directly to unassigned surplus. Under GAAP, such assets are included in the balance sheet to the extent that those assets are not impaired.

 

 

F-54

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

1. Organization and Summary of Significant Accounting Policies (continued)

 

Universal Life and Annuity Policies: Revenues for universal life and annuity policies with mortality or morbidity risk (including annuities with purchase rate guarantees) consist of the entire premium received and benefits incurred represent the total of death benefits paid and the change in policy reserves. Premiums received and benefits incurred for annuity policies without mortality or morbidity risk are recorded using deposit accounting, and recorded directly to an appropriate policy reserve account, without recognizing premium income or benefits expense. Interest on these policies is reflected in other benefits. Under GAAP, for universal life, premiums received in excess of policy charges would not be recognized as premium revenue and benefits would represent the excess of benefits paid over the policy account value and interest credited to the account values. Under GAAP, for all annuity policies, premiums received, and benefits paid would be recorded directly to the reserve liability.

 

Benefit Reserves: Certain policy reserves are calculated based on statutorily required interest and mortality assumptions rather than on estimated expected experience or actual account balances as would be required under GAAP.

 

Reinsurance: Any reinsurance balance amounts deemed to be uncollectible have been written off through a charge to operations. A liability for reinsurance balances would be provided for unsecured policy reserves ceded to reinsurers not authorized to assume such business. Changes to those amounts are credited or charged directly to unassigned surplus. Under GAAP, an allowance for amounts deemed uncollectible would be established through a charge to earnings.

 

Policy and contract liabilities ceded to reinsurers have been reported as reductions of the related reserves rather than as assets as would be required under GAAP.

 

Commissions allowed by reinsurers on business ceded are reported as income when incurred rather than being deferred and amortized with deferred policy acquisition costs as required under GAAP.

 

F-55

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

1. Organization and Summary of Significant Accounting Policies (continued)

 

Deferred Income Taxes: Deferred income tax assets are limited to 1) the amount of federal income taxes paid in prior years that can be recovered through loss carrybacks for existing temporary differences that reverse by the end of the subsequent calendar year, plus 2) the lesser of the remaining gross deferred income tax assets expected to be realized within one year of the balance sheet date or 10% of capital and surplus excluding any net deferred income tax assets, electronic data processing equipment and operating software, and any net positive goodwill, plus 3) the amount of remaining gross deferred income tax assets that can be offset against existing gross deferred income tax liabilities. The remaining deferred income tax assets are nonadmitted. Deferred income taxes do not include amounts for state taxes. Under GAAP, state taxes are included in the computation of deferred income taxes, a deferred income tax asset is recorded for the amount of gross deferred income tax assets expected to be realized in future years, and a valuation allowance is established for deferred income tax assets not realizable.

 

Surplus Notes: Surplus notes are reported as capital and surplus rather than as liabilities as would be required under GAAP.

 

Policyholder Dividends: Policyholder dividends are recognized when declared rather than over the term of the related policies.

 

Statements of Cash Flow: Cash, cash equivalents, and short-term investments in the statements of cash flow represent cash balances and investments with initial maturities of one year of less. Under GAAP, the corresponding caption of cash and cash equivalents includes cash balances and investments with initial maturities of three months or less.

 

The effects of the foregoing variances from GAAP on the accompanying statutory-basis financial statements have not been determined by the Company, but are presumed to be material.

 

F-56

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

1. Organization and Summary of Significant Accounting Policies (continued)

 

Other significant accounting practices are as follows:

 

Investments

 

Investments in bonds (except those to which the Securities Valuation Office of the NAIC (SVO) has ascribed an NAIC designation of a 6), are reported at cost using the interest method.

 

Single class and multi-class mortgage-backed/asset-backed securities are valued at amortized cost using the interest method including anticipated prepayments, except for those with an NAIC designation of 6, which are valued at the lower of amortized cost or fair value. Prepayment assumptions are obtained from dealer surveys or internal estimates and are based on the current interest rate and economic environment. The retrospective adjustment method is used to value all such securities.

 

Redeemable preferred stocks that have characteristics of debt securities and are rated as high quality or better are reported at cost or amortized cost. All other redeemable preferred stocks are reported at the lower of cost, amortized cost, or fair value. Nonredeemable preferred stocks are reported at fair value or lower of cost or fair value as determined by the Securities Valuation Office of the NAIC (“SVO”) and the related net unrealized capital gains (losses) are reported in unassigned surplus along with any adjustment for federal income taxes.

 

Beginning in 2006, hybrid securities, not classified as debt by the SVO, are reported as preferred stock. Hybrid securities, as defined by the NAIC, are securities designed with characteristics of both debt and equity and provide protection to the issuer’s senior note holders. As a result, $1,231,903 of securities previously classified as bonds by the Company have been reclassified as preferred stock as of December 31, 2006. Although the classification has changed, these hybrid securities continue to meet the definition of a bond, in accordance with SSAP No. 26, Bonds, excluding Loan-backed and Structured Securities and therefore, are reported at amortized cost based upon their NAIC rating. A corresponding reclassification was not made as of December 31, 2005.

 

Common stocks of unaffiliated companies and mutual funds are carried at fair value as determined by the SVO and the related unrealized capital gains or losses are reported in unassigned surplus along with any adjustment for federal income taxes. Common stocks of affiliated noninsurance companies are carried at the GAAP basis equity in the underlying net assets and the net unrealized capital gains (losses) are reported in unassigned surplus.

 

F-57

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

1. Organization and Summary of Significant Accounting Policies (continued)

 

The Company is restricted to trading Primus Guaranty, Ltd., a common stock holding, due to its ownership interest, which would require special securities filings prior to executing any purchase or sale transactions in regard to this security. The carrying amount in Primus, which is carried at fair value, as of December 31, 2006 and 2005 was $64,479 and $72,853, respectively.

 

Short-term investments include investments with remaining maturities of one year or less at the time of acquisition and are principally stated at amortized cost.

 

Cash equivalents are short-term highly liquid investments with original maturities of three months or less and are principally stated at amortized cost.

 

Mortgage loans are reported at unpaid principal balances, less an allowance for impairment. A mortgage loan is considered to be impaired when, based on current information and events, it is probable that the Company will be unable to collect all principal and interest amounts due according to the contractual terms of the mortgage agreement. When management determines that the impairment is other than temporary; the mortgage loan is written down to realizable value and a realized loss is recognized.

 

Real estate occupied by the Company is reported at cost less allowances for depreciation. Land is reported at cost. Real estate held for the production of income is reported at depreciated cost net of related obligations. Real estate that the Company has the intent to sell is reported at the lower of depreciated cost or fair value, net of related obligations. Depreciation is computed by the straight-line method over the estimated useful lives of the properties.

 

Policy loans are reported at unpaid principal balances.

 

The Company has minor ownership interests in joint ventures and limited partnerships. The Company carries these investments based on its interest in the underlying GAAP equity of the investee. The Company recognized impairment write-downs for its investments in joint ventures and limited partnerships in the amount of $2,172, $2,261, and $5,991 during the years ended December 31, 2006, 2005 and 2004, respectively.

 

As of December 31, 2006, investments in Low Income Housing Tax Credits (LIHTC) Properties are valued at amortized cost. Tax credits are recognized in operations in the tax reporting year in which the tax credit is utilized by the Company. Prior to December 31, 2006, LIHTC investments were carried at audited GAAP equity.

 

Other “admitted assets” are valued principally at cost.

 

F-58

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

1. Organization and Summary of Significant Accounting Policies (continued)

 

Realized capital gains and losses are determined on the basis of specific identification and are recorded net of related federal income taxes. Changes in admitted asset carrying amounts of bonds, mortgage loans, common, and nonredeemable preferred stocks are credited or charged directly to unassigned surplus.

 

Interest income is recognized on an accrual basis. The Company does not accrue income on bonds in default, mortgage loans on real estate in default and/or foreclosure or which are delinquent more than twelve months, or on real estate where rent is in arrears for more than three months. Further, income is not accrued when collection is uncertain. At December 31, 2006 and 2005, the Company excluded investment income due and accrued of $1,299 and $625, respectively, with respect to such practices.

 

The carrying amounts of all investments are reviewed on an ongoing basis for credit deterioration. If this review indicates a decline in fair value that is other than temporary, the carrying amount of the investment is reduced to its fair value, and a specific writedown is taken. Such reductions in carrying amount are recognized as realized losses on investments.

 

The Company enters into municipal reverse repurchase agreements for which it requires a minimum of 95% of the fair value of the securities transferred to be maintained as collateral.

 

For dollar reverse repurchase agreements, the Company receives cash collateral in an amount at least equal to the market value of the securities transferred by the Company in the transaction as of the transaction date. Cash received as collateral will be invested as needed or used for general corporate purposes of the Company.

 

F-59

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

1. Organization and Summary of Significant Accounting Policies (continued)

 

Derivative Instruments

 

Interest rate swaps are the primary derivative financial instruments used in the overall asset/liability management process to modify the interest rate characteristics of the underlying asset or liability. These interest rate swaps generally provide for the exchange of the difference between fixed and floating rate amounts based on an underlying notional amount. Typically, no cash is exchanged at the outset of the swap contract and a single net payment is exchanged each due date. Swaps that meet hedge accounting rules are carried in a manner consistent with the hedged item, generally amortized cost, in the financial statements. If the swap is terminated prior to maturity, proceeds are exchanged

equal to the fair value of the contract. These gains and losses may be included in IMR or AVR if the hedged instrument receives that treatment. Swaps not meeting hedge accounting rules are carried at fair value with fair value adjustments recorded in unassigned surplus.

 

The Company may hold foreign denominated assets or liabilities and cross currency swaps are utilized to convert the asset or liability to a US denominated security. Cross currency swap agreements are contracts to exchange two principal amounts of two currencies at the prevailing exchange rate at inception of the contract. During the life of the swap, the counterparties exchange fixed or floating rate interest payments in the swapped currencies. At maturity, the principal amounts are again swapped at a pre-determined rate of exchange. Each asset or liability is hedged individually and the terms of the swap must meet the terms of the hedged instrument. For cross currency swaps qualifying for hedge accounting, the premium or discount is amortized into income over

the life of the contract and the foreign currency translation adjustment is recorded as unrealized gain/loss in unassigned surplus. Swaps not meeting hedge accounting rules are carried at fair value with fair value adjustments recorded in unassigned surplus. If a swap is terminated prior to maturity, proceeds are exchanged equal to the fair value of the contract. These gains and losses may be included in IMR or AVR if the hedged instrument receives that treatment.

 

The Company issues products providing the customer a return based on the S&P 500 and NASDAQ 1000 indices. The Company uses S&P 500 and NASDAQ 1000 futures and/or options to hedge the liability option risk associated with these products. Futures are marked to market on a daily basis and a cash payment is made or received by the Company. These payments are recognized as realized gains or losses in the financial statements. Options are marked to fair value in the balance sheet and fair value adjustments are recorded in unassigned surplus.

 

 

F-60

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

1. Organization and Summary of Significant Accounting Policies (continued)

 

Capped floating rate commercial mortgage loans and interest rate caps that are designated as hedges and meet hedge accounting rules are carried at amortized cost in the financial statements. A gain or loss upon early termination would be reflected in the IMR similar to the underlying instrument.

 

The Company may sell products with expected benefit payments extending beyond investment assets currently available in the market. Because assets will have to be purchased in the future to fund future liability cash flows, the Company is exposed to the risk of future investments made at lower yields than what is assumed at the time of pricing. Forward-starting interest rate swaps are utilized to lock-in the current forward rate. The accrual of income for forward-starting interest rate swaps begins at the forward date, rather than at the inception date. These forward-starting swaps meet hedge accounting rules and are carried at cost in the financial statements. Gains and losses realized upon termination of the forward-starting swap are deferred and used to adjust the basis of the asset purchased in the hedged forecasted period. The basis adjustment is then amortized into income as a yield adjustment to the asset over its life.

 

A replication transaction is a derivative transaction, generally a credit default swap, entered into in conjunction with a cash instrument that is used to reproduce the investment characteristics of an otherwise permissible investment. For replication transactions, generally, a premium is received by the Company on a periodic basis and recognized in investment income. In the event the representative issuer defaults on its debt obligation referenced in the contract, a payment equal to the notional of the contract will be made by the Company and recognized as a capital loss. The Company complies with the specific rules established in AVR for replication transactions.

 

The carrying value of derivative instruments is reflected in either the other invested assets or the other liabilities line within the balance sheet, depending upon the net balance of the derivatives as of the end of the reporting period. As of December 31, 2006 and 2005, derivatives in the amount of $157,037 and $108,923, respectively, were reflected in the other liabilities line within the financial statements.

 

Aggregate Reserves for Policies and Contracts

 

Life, annuity and accident, and health benefit reserves are developed by actuarial methods and are determined based on published tables based on statutorily specified interest rates and valuation methods that will provide, in the aggregate, reserves that are greater than or equal to the minimum or guaranteed cash value, or the amount required by law.

 

F-61

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

1. Organization and Summary of Significant Accounting Policies (continued)

 

The aggregate policy reserves for life insurance policies are based principally upon the 1941, 1958, and 1980 Commissioners’ Standard Ordinary Mortality and American Experience Mortality Tables. The reserves are calculated using interest rates ranging from 2.00 to 6.00 percent and are computed principally on the Net Level Premium Valuation and the Commissioners’ Reserve Valuation Methods. Reserves for universal life policies are based on account balances adjusted for the Commissioners’ Reserve Valuation Method.

 

The Company waives deduction of deferred fractional premiums upon death and refunds portions of premiums beyond the date of death. Additional premiums are charged or additional mortality charges are assessed for policies issued on substandard lives according to underwriting classification. The Company returns any portion of the final premium beyond the date of death.

 

Tabular interest, tabular less actual reserves released, and tabular cost have been determined by formula. Tabular interest on funds not involving life contingencies has also been determined by formula.

 

Deferred annuity reserves are calculated according to the Commissioners’ Annuity Reserve Valuation Method including excess interest reserves to cover situations where the future interest guarantees plus the decrease in surrender charges are in excess of the maximum valuation rates of interest. Reserves for immediate annuities and supplementary contracts with life contingencies are equal to the present value of future payments assuming interest rates ranging from 2.50 to 11.25 percent and mortality rates, where appropriate, from a variety of tables.

 

Annuity reserves also include guaranteed investment contracts (GICs) and funding agreements classified as life-type contracts as defined in Statement of Statutory Accounting Principles (SSAP) No. 50, Classifications and Definitions of Insurance or Managed Care Contracts in Force. These liabilities have annuitization options at guaranteed rates and consist of floating interest rate and fixed interest rate contracts. The contract reserves are carried at the greater of the account balance or the value as determined for an annuity with cash settlement option, on a change in fund basis, according to the Commissioners’ Annuity Reserve Valuation Method.

 

Accident and health policy reserves are equal to the greater of the gross unearned premiums or any required mid-terminal reserves plus net unearned premiums and the present value of amounts not yet due on both reported and unreported claims.

 

 

F-62

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

1. Organization and Summary of Significant Accounting Policies (continued)

 

Policy and Contract Claim Reserves

 

Claim reserves represent the estimated accrued liability for claims reported to the Company and claims incurred but not yet reported through the balance sheet date. These reserves are estimated using either individual case-basis valuations or statistical analysis techniques. These estimates are subject to the effects of trends in claim severity and frequency. The estimates are continually reviewed and adjusted as necessary as experience develops or new information becomes available.

 

Reinsurance

 

Coinsurance premiums, commissions, expense reimbursements, and reserves related to reinsured business are accounted for on bases consistent with those used in accounting for the original policies and the terms of the reinsurance contracts. Gains associated with reinsurance of inforce blocks of business are included in unassigned surplus and are amortized into income over the estimated life of the policies. Premiums ceded and recoverable losses have been reported as a reduction of premium income and benefits, respectively.

 

Liability for Deposit-Type Contracts

 

Deposit-type contracts do not incorporate risk from the death or disability of policyholders. These types of contracts may include GICs, funding agreements, and other annuity contracts. Deposits and withdrawals received on these contracts are recorded as a direct increase or decrease to the liability balance, and are not reflected as premiums, benefits, or changes in reserve in the statement of operations.

 

The Company issues funding agreements with well-defined class-based annuity purchase rates defining either specific or maximum purchase rate guarantees. However, these funding agreements are not issued to or for the benefit of an identifiable individual or group of individuals. These contracts are classified as deposit-type contracts in accordance with SSAP No. 50.

 

F-63

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

1. Organization and Summary of Significant Accounting Policies (continued)

 

Separate Accounts

 

Separate accounts held by the Company, primarily for individual policyholders as well as for group pension plans, do not have any minimum guarantees, and the investment risks associated with market value changes are borne by the policyholder. The assets in the accounts, carried at estimated fair value, consist of underlying mutual fund shares, common stocks, long-term bonds, and short-term investments.

 

Certain other separate accounts held by the Company provide a minimum guaranteed return of 3% of the average investment balance to policyholders. The assets consist of long-term bonds and short-term investments which are carried at amortized cost.

 

Assets held in trust for purchases of variable universal life and variable annuity contracts and the Company’s corresponding obligation to the contract owners are shown separately in the balance sheets. The assets in the separate accounts are valued at market. Income and gains and losses with respect to the assets in the separate accounts accrue to the benefit of the policyholders and, accordingly, the operations of the separate accounts are not included in the accompanying financial statements. The investment risks associated with market value changes of the separate accounts are borne entirely by the policyholders except in cases where minimum guarantees exist. The Company received variable contract premiums of $4,875,079, $3,593,932, and $3,133,505 in 2006, 2005, and 2004, respectively. In addition, the Company received $369,936, $276,684, and $250,567 in 2006, 2005, and 2004, respectively, related to fees associated with investment management, administration, and contractual guarantees for separate accounts.

 

Premiums and Annuity Considerations

 

Revenues for policies with mortality or morbidity risk (including annuities with purchase rate guarantees) consist of the entire premium received and revenues are recognized over the premium paying periods of the related policies. Consideration received and benefits paid for annuity policies without mortality or morbidity risk are recorded using deposit accounting, and recorded directly to an appropriate policy reserve account, without recognizing premium revenue.

 

F-64

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

1. Organization and Summary of Significant Accounting Policies (continued)

 

Stock Option and Stock Appreciation Rights Plans

 

Prior to 2002 and in 2005 and 2006, AEGON N.V. sponsored a stock option plan for eligible employees of the Company. Pursuant to the plan, the option price at the date of grant is equal to the market value of the stock. Under statutory accounting principles, the Company does not record any expense related to this plan. However, the Company is allowed to record a deduction in the consolidated tax return filed by the Company and certain affiliates. The tax benefit of this deduction has been credited directly to unassigned surplus.

 

The Company's employees participate in various stock appreciation rights (SAR) plans issued by the Company's indirect parent. In accordance with SSAP No. 13, Stock Options and Stock Purchase Plans, the expense related to these plans for the Company's employees has been charged to the Company, with an offsetting amount credited to paid-in surplus. The Company recorded an expense of $(272), $359, and $613 for the years ended December 31, 2006, 2005, and 2004 respectively. In addition, the Company recorded an adjustment to paid-in surplus for the income tax effect related to these plans over and above the amount reflected in the statement of operations in the amount of $44, $264, and $0 for years ended December 31, 2006, 2005, and 2004 respectively.

 

Reclassifications

 

Certain reclassifications have been made to the 2005 and 2004 financial statements to conform to the 2006 presentation.

 

2. Accounting Changes

 

Effective January 1, 2006, the Company adopted SSAP No. 93, Accounting for Low Income Housing Tax Credit Property Investments.  This statement established statutory accounting principles for investments in federal and certain state sponsored Low Income Housing Tax Credit (LIHTC) properties.  SSAP No. 93 states that LIHTC investments shall be initially recorded at cost and amortized based on the proportion of tax benefits received in the current year to the total estimated tax benefits to be allocated to the investor.  Prior to 2006, the Company’s investments in LIHTC investments were reported in accordance with SSAP No. 48 and SSAP No. 88 and carried at audited GAAP equity.  The cumulative effect is the difference between the   audited

 

 

F-65

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

2. Accounting Changes (continued)

 

GAAP equity amount at December 31, 2005 and the amortized cost assuming the new accounting principles had been applied retroactively for prior periods.  As a result of the change, the Company reported a cumulative effect of a change of accounting principle that reduced unassigned surplus by $1,665 at January 1, 2006.

 

Effective January 1, 2005, the Company adopted SSAP No. 88, Investments in Subsidiary, Controlled, and Affiliated Entities (SCA entities). According to SSAP No. 88, noninsurance subsidiaries are carried at audited GAAP equity. Prior to 2005, the Company’s investments in noninsurance subsidiaries were reported in accordance with SSAP No. 46, Investments in Subsidiary, Controlled, and Affiliated Entities, and carried at statutory equity. The cumulative effect is the difference between the amount of capital and surplus that would have been reported on January 1, 2005 if the new accounting principle had been applied retroactively for prior periods. As a result of the change, the Company reported a cumulative effect of a change of accounting principle that reduced unassigned surplus by $6,668 at January 1, 2005.

 

Effective January 1, 2005, the Company adopted SSAP No. 91, Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities. SSAP No. 91 addresses, among other things, the criteria that must be met in order to account for certain asset transfers as sales rather than collateralized borrowings. Transfers impacted by SSAP No. 91 that the Company engages in include securities lending, repurchase and reverse repurchase agreements and dollar reverse repurchase agreements. In accordance with SSAP No. 91, if specific criteria are met, reverse repurchase agreements and dollar reverse repurchase agreements are accounted for as collateralized borrowings, and repurchase agreements are accounted for as collateralized lending. The cumulative effect

of the adoption of this SSAP is the difference between the amount of capital and surplus that would have been reported on January 1, 2005 if the new accounting principle had been applied retroactively for prior periods. This change of accounting principle had no impact on unassigned surplus as of January 1, 2005.

 

During 2006, the Company discovered that the Interest Maintenance Reserve (IMR) incorrectly included interest-related realized gains and losses associated with specific assets supporting a block of business in which the policyholders were being credited the daily return on such   investments. As a result, the IMR balance was overstated by $20,480 as of and for the year ended 2005. The current year financials reflect a reduction in the IMR balance with an offset to unassigned surplus to correct this error.

 

 

 

F-66

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

3. Capital and Surplus

 

As of December 31, 2005 the Company had 42,500 non-voting Series A shares and 87,755 non-voting Series B shares of preferred stock outstanding that were owned by AEGON. On December 26, 2006, the Company repurchased its Series A preferred shares for $58,000, which is reflected as treasury stock as of December 31, 2006. The par value of each class of preferred stock is $10 per share and the liquidation value of Series A is $1,365 per share and Series B is $10,000 per share. The per share liquidation values shall be adjusted proportionally to reflect any resulting increase or decrease in the number of outstanding shares of preferred stock. Holders of the Series A preferred shares shall be entitled to receive dividends equal to the amount of income generated from a segregated pool of assets, including cash, cash equivalents, mortgages, and debt securities and these dividends are cumulative in nature. Holders of the Series B preferred shares shall be entitled to receive dividends equal to the rate of six percent of the issue price of the Series B preferred Stock. Holders of both series of preferred stock have no right to cause mandatory or optional redemption of the shares. As of December 31, 2006 and 2005, cumulative unpaid dividends relating to the preferred shares were $23,828 and $13,729, respectively.

 

The Company paid a preferred stock dividend of $42,588 to its Series A and Series B preferred shareholder, AEGON USA, Inc., on December 26, 2006. On October 23, 2006, the Company paid a preferred stock dividend to AEGON USA, Inc. through a transfer of a non-affiliated investment in common stock with a fair value of $27,215. The Company did not pay a common stock dividend to its parent company during 2006 or 2005. During 2004, Transamerica Life Insurance and Annuity Company, which merged into the Company on October 1, 2005, paid $400,000 to its parent company, Transamerica Occidental Life Insurance Company. On September 29, 2005, the Company distributed $338,551 to its parent company of record on that date, AEGON USA, Inc, a return of additional paid-in capital. In addition, the Company distributed $9,500 as a return of additional paid-in capital to its preferred shareholder, AEGON USA, Inc., on September 29, 2005.

 

As of December 31, 2005, the Company had surplus notes outstanding in the amount of $575,000 with AEGON USA, Inc. These notes were due 20 years from the date of issuance and were subordinate and junior in right of payment to all obligations and liabilities of the Company. In the event of liquidation of the Company, the holders of the issued and outstanding preferred stock were entitled to priority only with respect to accumulated but unpaid dividends before the holder of the surplus notes and full payment of the surplus notes were made before the holders of common stock became entitled to any distribution of the remaining assets of the Company. On December 19, 2006, the Company repaid the surplus notes with approval from the Iowa Insurance Division.

 

F-67

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

3. Capital and Surplus (continued)

 

Additional information related to the surplus notes at December 31, 2006 and 2005, are as follows:

 

December 31, 2006

 

 

 

 

 

 

 

 

 

 

Date Issued

 

 

Interest Rate

 

Original

Amount

of Notes

Balance Out-standing at End of Year

Interest Paid Current Year

 

Total Interest Paid

 

 

Accrued Interest

 

 

 

 

 

 

 

 

September 30, 2002

6.0%

$ 275,000

$ –

$ 15,996

$ 65,496

$ –

December 30, 2002

6.0

300,000

17,450

67,000

Total

 

$ 575,000

$ –

$ 33,446

$ 132,496

$ –

 

December 31, 2005

 

 

 

 

 

 

 

 

 

 

Date Issued

 

 

Interest Rate

 

Original

Amount

of Notes

Balance Out-standing at End of Year

Interest Paid Current Year

 

Total Interest Paid

 

 

Accrued Interest

 

 

 

 

 

 

 

 

September 30, 2002

6.0%

$ 275,000

$ 275,000

$ 16,500

$ 49,500

$ 4,125

December 30, 2002

6.0

300,000

300,000

18,000

49,550

4,500

Total

 

$ 575,000

$ 575,000

$ 34,500

$ 99,050

$ 8,625

 

Life/health insurance companies are subject to certain risk-based capital (RBC) requirements as specified by the NAIC. Under those requirements, the amount of capital and surplus maintained by a life/health insurance company is to be determined based on the various risk factors related to it. At December 31, 2006, the Company meets the RBC requirements.

 

4. Fair Values of Financial Instruments

 

The following methods and assumptions were used by the Company in estimating its fair value disclosures for financial instruments:

 

Cash, cash equivalents, and short-term investments: The carrying amounts reported in the statutory-basis balance sheet for these instruments approximate their fair values.

 

Investment securities: Fair values for investment securities are based on unit prices published by the SVO or, in the absence of SVO published unit prices or when amortized cost is used by the SVO as the unit price, quoted market prices by other third party organizations, where available.

 

F-68

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

4. Fair Values of Financial Instruments (continued)

 

For fixed maturity securities (including redeemable preferred stock) not actively traded, fair values are estimated using values obtained from independent pricing services, or, in the case of private placements, are estimated by discounting the expected future cash flows using current market rates applicable to the coupon rate, credit, and maturity of the investments. For equity securities that are not actively traded, estimated fair values are based on values of issues of comparable yield and quality.

 

Mortgage loans on real estate and policy loans: The fair values for mortgage loans on real estate are estimated utilizing discounted cash flow analyses, using interest rates reflective of current market conditions, and the risk characteristics of the loans. The fair value of policy loans is assumed to equal their carrying amount.

 

Interest rate caps and swaps: Estimated fair value of interest rate caps are based upon the quoted market price at the balance sheet date. Estimated fair value of swaps, including interest rate and currency swaps, are based upon the pricing differential for similar swap agreements.

 

Credit default swaps: Estimated fair value of credit default swaps are based upon the pricing differential for similar swap agreements.

 

Receivable from or payable to parents, subsidiaries, and affiliates: The fair values for short-term notes receivable from and payable to affiliates are assumed to equal their carrying amount.

 

Separate accounts: The fair value of separate account assets are based on quoted market prices. The fair value of separate account annuity liabilities approximate the market value of the separate account assets less a provision for the present value of future profits related to the underlying contracts.

 

Investment contracts: Fair values for the Company’s liabilities under investment-type insurance contracts, which include guaranteed interest contracts and funding agreements, are estimated using discounted cash flow calculations, based on interest rates currently being offered for similar contracts with maturities consistent with those remaining for the contracts being valued.

 

Surplus notes and borrowed money: Fair values for surplus notes and borrowed money are estimated using discounted cash flow analyses based on the Company’s current incremental borrowing rate for similar types of borrowing arrangements.

 

 

F-69

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

4. Fair Values of Financial Instruments (continued)

 

Fair values for the Company’s insurance contracts other than investment-type contracts (including separate account universal life liabilities) are not required to be disclosed. However, the fair values of liabilities under all insurance contracts are taken into consideration in the Company’s overall management of interest rate risk, which minimizes exposure to changing interest rates through the matching of investment maturities with amounts due under insurance contracts.

 

The following sets forth a comparison of the fair values and carrying amounts of the Company’s financial instruments:

 

 

December 31

 

2006

 

2005

 

Carrying Amount

 

Fair Value

 

Carrying Amount

 

Fair Value

Admitted assets

 

 

 

 

 

Cash, cash equivalents, and short-term investments

$ 1,214,965

$ 1,214,965

 

$     326,027

$      326,027

Unaffiliated bonds

32,103,292

32,462,380

 

35,355,634

36,054,870

Unaffiliated preferred stocks

1,689,094

1,773,025

 

337,338

387,135

Unaffiliated common stocks

393,176

393,176

 

267,414

267,414

Mortgage loans on real estate

5,760,667

5,863,158

 

5,770,723

5,957,887

Policy loans

130,144

130,144

 

123,221

123,221

Interest rate caps

10,793

10,793

 

25,728

25,728

Swaps

(167,913)

348,111

 

(134,522)

206,623

Receivable from parents, subsidiaries, and affiliates

503,881

503,881

 

54,261

54,261

Separate account assets

28,875,013

28,875,013

 

23,662,198

23,662,198

 

 

 

 

 

 

Liabilities

 

 

 

 

 

Investment contract liabilities

29,617,295

30,115,504

 

31,328,893

31,505,905

Borrowed money

493,336

493,336

 

8,492

8,492

Surplus notes

 

575,000

575,000

Separate account annuity liabilities

22,890,368

22,890,368

 

20,215,086

20,215,643

 

 

 

 

 

 

 

F-70

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

5. Investments

 

The carrying amounts and estimated fair values of non-affiliated investments in bonds and preferred stocks were as follows:

 

 

 

Carrying Amount

Gross Unrealized Gains

Gross Unrealized Losses Less Than 12 Months

Gross Unrealized Losses 12 Months or More

Estimated Fair

Value

December 31, 2006

 

 

 

 

 

Bonds:

 

 

 

 

 

United States Government and agencies

$ 423,901

$ 2,140

$ 876

$ 5,701

$ 419,464

State, municipal, and other government

684,807

61,035

1,710

10,418

733,714

Public utilities

2,159,941

85,344

3,766

20,344

2,221,175

Industrial and miscellaneous

18,867,823

549,897

47,310

211,195

19,159,214

Mortgage and other asset-backed securities

9,966,820

46,050

9,222

74,836

9,928,813

 

32,103,292

744,466

62,884

322,494

32,462,380

Unaffiliated preferred stocks

1,689,094

94,679

2,098

8,650

1,773,025

 

$33,792,386

$839,145

$64,982

$331,144

$34,235,405

 

 

 

Carrying Amount

Gross Unrealized Gains

Gross Unrealized Losses Less Than 12 Months

Gross Unrealized Losses 12 Months or More

Estimated Fair

Value

December 31, 2005

 

 

 

 

 

Bonds:

 

 

 

 

 

United States Government and agencies

$ 467,041

$ 2,503

$ 1,377

$ 4,954

$ 463,213

State, municipal, and other government

729,272

76,529

10,322

8,152

787,326

Public utilities

2,393,792

137,486

13,895

5,964

2,511,419

Industrial and miscellaneous

22,146,828

858,567

181,175

79,549

22,744,672

Mortgage and other asset-backed securities

9,618,701

52,048

62,704

59,805

9,548,240

 

35,355,634

1,127,133

269,473

158,424

36,054,870

Unaffiliated preferred stocks

337,338

52,580

1,780

1,003

387,135

 

$35,692,972

$1,179,713

$271,253

$159,427

$36,442,005

 

The Company held bonds and preferred stock at December 31, 2006 and 2005 with a carrying value of $44,139 and $61,497, respectively, and amortized cost of $56,799 and $83,913, respectively, that have an NAIC rating of 6 and which are not considered to be other than temporarily impaired. These securities are carried at the lower of amortized cost or fair value, and any write-down to fair value has been recorded directly to unassigned surplus.

 

 

F-71

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

5. Investments (continued)

 

At December 31, 2006 and 2005, respectively, for securities that have been in a continuous loss position for greater than or equal to twelve months, the Company held 1,502 and 623 securities with a carrying amount of $11,033,069 and $4,015,779 and an unrealized loss of $331,144 and $159,427 with an average price of 97.0 and 95.8 (NAIC market value/amortized cost). Of this portfolio, 94.4% and 92.8% were investment grade with associated unrealized losses of $291,095 and $134,004, respectively.

 

At December 31, 2006 and 2005, respectively, for securities in an unrealized loss position less than twelve months, the Company held 808 and 1,663 securities with a carrying amount of $5,751,378 and $12,911,044 and an unrealized loss of $64,982 and $271,253 with an average price of 46.7 and 97.8 (NAIC market value/amortized cost). Of this portfolio, 96.8% and 93.7% were investment grade with associated unrealized losses of $52,315 and $232,159, respectively.

 

The Company closely monitors below investment grade holdings and those investment grade issuers and industry sectors where the Company has concerns. The Company also regularly monitors industry sectors. Securities in unrealized loss positions that are considered other than temporary are written down to fair value. The Company considers relevant facts and circumstances in evaluating whether the impairment is other than temporary including: (1) the probability of the Company collecting all amounts due according to the contractual terms of the security in effect at the date of acquisition; and (2) the Company’s decision to sell a security prior to its maturity at an amount below its carrying amount. Additionally, financial condition, near term prospects of the issuer, nationally recognized credit rating changes, and cash flow trends and underlying levels of collateral, for asset-backed securities only, are monitored. The Company will record a charge to the statement of operations to the extent that these securities are subsequently determined to be other than temporarily impaired.

 

 

 

 

 

 

 

F-72

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

5. Investments (continued)

 

The estimated fair value of bonds, common stocks and preferred stocks with gross unrealized losses at December 31, 2006 and 2005 is as follows:

 

 

 

 

Losses Less

Than 12

Months

 

Losses 12

Months or

More

Total

December 31, 2006

 

 

 

Bonds:

 

 

 

United States Government and agencies

$ 101,985

$ 203,936

$ 305,921

State, municipal and other government

107,264

103,700

210,964

Public utilities

325,631

618,315

943,946

Industrial and miscellaneous

3,082,806

6,373,498

9,456,304

Mortgage and other asset-backed securities

1,890,306

3,081,179

4,971,485

 

5,507,992

10,380,628

15,888,620

Unaffiliated preferred stocks

178,404

321,295

499,699

Unaffiliated common stocks

75,770

75,770

 

$5,762,166

$10,701,923

$16,464,089

 

 

 

Losses Less

Than 12

Months

 

Losses 12

Months or

More

Total

December 31, 2005

 

 

 

Bonds:

 

 

 

United States Government and agencies

$ 141,244

$ 170,403

$ 311,647

State, municipal and other government

60,165

97,138

157,303

Public utilities

143,598

704,324

847,922

Industrial and miscellaneous

1,978,492

7,468,676

9,447,168

Mortgage and other asset-backed securities

1,345,999

4,120,924

5,466,923

 

3,669,498

12,561,465

16,230,963

Unaffiliated preferred stocks

20,355

60,503

80,858

Unaffiliated common stocks

1,367

48,206

49,573

 

$3,691,220

$12,670,174

$16,361,394

 

 

 

 

 

 

 

F-73

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

5. Investments (continued)

 

The carrying amounts and estimated fair values of bonds at December 31, 2006, by contractual maturity, are shown below. Expected maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

 

 

Carrying Amount

Estimated Fair Value

 

 

 

Due in one year or less

$ 1,586,577

$ 1,582,428

Due after one year through five years

9,831,426

9,904,018

Due after five years through ten years

6,486,057

6,523,777

Due after ten years

4,232,412

4,523,344

 

22,136,472

22,533,567

Mortgage and other asset-backed securities

9,966,820

9,928,813

 

$32,103,292

$32,462,380

 

A detail of net investment income is presented below:

 

 

Year Ended December 31

 

2006

2005

2004

 

 

 

 

Bonds

$1,908,966

$2,054,492

$2,042,322

Preferred stock

89,786

23,293

32,211

Common stock

5,404

3,688

3,057

Mortgage loans

389,683

383,849

349,988

Real estate

4,238

4,871

6,625

Policy loans

8,501

9,277

6,903

Derivatives

(6,687)

(29,658)

(8,508)

Cash, cash equivalents, and short-term investments

 

24,043

 

12,461

 

12,468

Other

68,733

65,023

42,405

Gross investment income

2,492,667

2,527,296

2,487,471

 

 

 

 

Less investment expenses

(115,756)

(137,242)

(106,722)

Net investment income

$2,376,911

$2,390,054

$2,380,749

 

 

 

F-74

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

5. Investments (continued)

 

Proceeds from sales and maturities of bonds and preferred stocks and related gross realized gains and losses were as follows:

 

 

Year Ended December 31

 

2006

2005

2004

 

 

 

 

Proceeds

$20,443,729

$23,512,439

$27,382,644

 

 

 

 

Gross realized gains

$ 251,133

$ 291,791

$ 377,571

Gross realized losses

(215,545)

(203,370)

(170,327)

Net realized gains

$ 35,588

$ 88,421

$ 207,244

 

Gross realized losses for the years ended December 31, 2006, 2005, and 2004 include $21,993, $42,184, and $41,722, respectively, which relates to losses recognized on other than temporary declines in market value of debt securities.

 

At December 31, 2006, investments with an aggregate carrying value of $53,428 were on deposit with regulatory authorities or were restrictively held in bank custodial accounts for the benefit of such regulatory authorities as required by statute.

 

Net realized capital gains/losses on investments and change in net unrealized capital gains/losses on investments are summarized below:

 

Realized

 

Year Ended December 31

 

2006

2005

2004

 

 

 

 

Bonds

$ (758)

$ 97,640

$ 156,899

Preferred stocks

36,370

(9,219)

50,345

Common stocks

(1,982)

(4,465)

9,300

Mortgage loans on real estate

385

(3,054)

(12,719)

Real estate

515

2,538

6,320

Short-term investments

(5)

(7)

2,113

Derivatives

6,275

(27,493)

(37,464)

Other invested assets

110,648

69,851

40,595

 

151,448

125,791

215,389

 

 

 

 

Tax effect

(50,291)

(53,227)

(50,818)

Transfer to interest maintenance reserve

13,330

(63,341)

(98,780)

Net realized capital gains on investments

$114,487

$ 9,223

$ 65,791

 

 

F-75

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

5. Investments (continued)

 

 

Change in Unrealized

 

Year Ended December 31

 

2006

2005

2004

 

 

 

 

Bonds

$ 13,177

$(112,374)

$ 54,762

Preferred stocks

45,805

1,816

8,029

Common stocks

(5,460)

5,085

14,629

Affiliated entities

7,086

2,619

57,132

Other invested assets

116,799

58,498

(33,808)

Derivative instruments

(59,193)

88,809

(40,228)

Change in net unrealized capital gains/losses

$118,214

$ 44,453

$ 60,516

 

Gross unrealized gains and gross unrealized losses on unaffiliated common stocks are as follows:

 

 

December 31

 

2006

2005

 

 

 

Unrealized gains

$34,180

$35,911

Unrealized losses

(7,153)

(3,424)

Net unrealized gains

$27,027

$32,487

 

During 2006, the Company issued mortgage loans with interest rates ranging from 5.09% to 7.60% for commercial loans and 6.65% to 8.14% for agricultural loans. The maximum percentage of any one mortgage loan to the value of the underlying real estate at origination was 86%. Mortgage loans with a carrying amount of $23 were non-income producing for the previous 180 days. Accrued interest of $4 and $157 related to these mortgage loans was excluded from investment income at December 31, 2006 and 2005, respectively. The Company has a mortgage or deed of trust on the property thereby creating a lien which gives it the right to take possession of the property (among other things) if the borrower fails to perform according to the terms of the loan documents. The Company requires all mortgaged properties to carry fire insurance equal to the value of the underlying property.

 

At December 31, 2005, the carry amounts of impaired loans with a related allowance for credit losses were $105 with associated allowances of $104. There were no impaired mortgage loans with a related allowance for credit losses as of December 31, 2006. There were also no impaired mortgage loans held without an allowance for credit losses as of December 31, 2006 or 2005. The average recorded investment in impaired loans during 2006 and 2005 was $17 and $4,766, respectively.

 

F-76

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

5. Investments (continued)

 

The Company accrues interest income on impaired loans to the extent deemed collectible (delinquent less than 91 days) and the loan continues to perform under its original or restructured contractual terms. Interest income on nonperforming loans generally is recognized on a cash basis. The Company recognized interest income on impaired loans of $110 and $3,077 for years ended December 31, 2005 and 2004, respectively. Interest income in the amount of $126 and $5,672 was recognized on a cash basis for years ended December 31, 2005 and 2004, respectively. There was no interest income on impaired loans recognized nor was there any interest income recognized on a cash basis for the year ended December 31, 2006.

 

The following table provides a reconciliation of the beginning and ending balances for the allowance for credit losses on mortgage loans:

 

 

Year Ended December 31

 

2006

2005

2004

 

 

 

 

Balance at beginning of period

$104

$ 8,184

$ 8,363

Additions, net charged to operations

838

13,234

Reduction due to write-downs charged against the allowance

 

104

 

7,612

 

6,300

Recoveries in amounts previously charged off

1,306

7,113

Balance at end of period

$ –

$ 104

$ 8,184

 

At December 31, 2006 and 2005, the Company had recorded investments in restructured securities of $9,644 and $15,354, respectively. The capital gains taken as a direct result of restructures in 2006 were $4,198. There were no capital gains taken as a direct result of restructures in 2005. The Company often has impaired a security prior to the restructure date. These impairments are not included in the calculation of restructure related losses and are accounted for as a realized loss, reducing the cost basis of the security involved.

 

At December 31, 2006 and 2005, the Company had no loans for which impairments have been recognized in accordance with SSAP No. 36, Troubled Debt Restructuring. There were no realized losses during the years ended December 31, 2006 and 2005 related to such restructurings. There are no commitments to lend additional funds to debtors owing receivables.

 

 

F-77

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

5. Investments (continued)

 

At December 31, 2006 and 2005, the Company held a mortgage loan loss reserve in the AVR of $172,414 and $143,121, respectively. The mortgage loan portfolio is diversified by geographic region and specific collateral property type as follows:

 

Geographic Distribution

 

Property-Type Distribution

 

December 31

 

 

December 31

 

2006

2005

 

 

2006

2005

 

 

 

 

 

 

 

South Atlantic

22%

23%

 

Office

35%

36%

Pacific

21

21

 

Industrial

21

20

Mountain

17

17

 

Apartment

19

19

Middle Atlantic

15

12

 

Retail

16

18

E. North Central

10

13

 

Other

4

4

W. North Central

5

7

 

Agriculture

4

2

W. South Central

5

3

 

Medical

1

1

E. South Central

3

2

 

 

 

 

New England

2

2

 

 

 

 

 

For the year ending December 31, 2006, the Company has seven Low Income Housing Tax Credits. The remaining years of unexpired tax credits ranged from one to twelve and none of the properties were subject to regulatory review. The length of time remaining for holding periods ranged from five to eighteen years. The amount of contingent equity commitments expected to be paid during the years 2007 to 2008 is $3,361. There were no impairment losses, write-downs, or reclassifications during the year related to any of these credits.

 

The Company uses interest rate swaps to reduce market risk in interest rates and to alter interest rate exposures arising from mismatches between assets and liabilities. An interest rate swap is an arrangement whereby two parties (counterparties) enter into an agreement to exchange periodic interest payments. The dollar amount the counterparties pay each other is an agreed-upon period interest rate multiplied by an underlying notional amount. Generally, no cash is exchanged at the outset of the contract and no principal payments are made by either party. The Company also uses cross currency swaps to reduce market risk in foreign currencies and to alter exchange exposure arising from mismatches between assets and liabilities. A notional currency exchange occurs at the beginning and end of the contract. During the life of the swap, the counterparties exchange fixed or floating interest payments in its swapped currency. All swap transactions are entered into pursuant to master agreements providing for a single net payment to be made by one counterparty at each due date.

 

F-78

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

5. Investments (continued)

 

Derivative instruments are subject to market risk, which is the possibility that future changes in market prices may make the instruments less valuable. The Company uses derivatives as hedges, consequently, when the value of the derivative changes, the value of a corresponding hedged asset or liability will move in the opposite direction. Market risk is a consideration when changes in the value of the derivative and the hedged item do not completely offset (correlation or basis risk) which is mitigated by active measuring and monitoring.

 

The maximum term over which the Company is hedging its exposure to the variability of future cash flows is approximately 29 years for forecasted hedge transactions. For forecasted hedge transactions, the deferred gain (loss) is recognized in income as the purchased asset affects income. If the forecasted transaction no longer qualifies for hedge accounting or if the forecasted transaction is no longer probable, the forward-starting swap will cease to be valued at amortized cost and will be marked to fair value through surplus. For the year ended December 31, 2006, none of the Company’s cash flow hedges has been discontinued, as it was probable that the original forecasted transactions would occur by the end of the originally specified time period documented at inception of the hedging relationship.

 

For the years ended December 31, 2006 and 2005, the Company has recorded $(27,316) and $(16,971), respectively, for the component of derivative instruments utilized for hedging purposes that did not qualify for hedge accounting. This has been recorded directly to unassigned surplus as an unrealized loss. The Company did not recognize any unrealized gains or losses during 2006 or 2005 that represented the component of derivative instruments gain or loss that was excluded from the assessment of hedge effectiveness.

 

An interest rate floor provides a receipt of payments in the event interest rates fall below the strike rates in the contract. An interest rate floor is designed to generate cash flows to offset lower cash flows received on assets during low interest rate environments. The Company pays a single premium at the beginning of the contract. These interest rate floors are marked to fair value in the balance sheet and the fair value adjustment is recorded in capital and surplus.

 

 

 

 

F-79

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

5. Investments (continued)

 

The Company replicates investment grade corporate bonds by combining a AAA rated security as a cash component with a credit default swap which, in effect, converts the high quality asset to a lower rated investment grade asset. Using the swap market to replicate credit enables the Company to enhance the relative values while having the ability to execute larger transactions in a shortened time frame. At December 31, 2006 and 2005, the Company had replicated assets with a fair value of $170,856 and $257,592, respectively, and credit default swaps with a fair value of $1,128 and $655, respectively. During the years ended December 31, 2006, 2005, and 2004, the Company did not recognize any capital losses related to replication transactions.

 

The Company is exposed to credit related losses in the event of nonperformance by counterparties to financial instruments, but it does not expect any counterparty to fail to meet their obligations given their high credit rating of 'A' or better. The credit exposure of interest rate swaps and currency swaps is represented by the fair value of contracts, aggregated at a counterparty level, with a positive fair value at the reporting date. The Company has entered into collateral agreements with certain counterparties wherein the counterparty is required to post assets on the Company's behalf. The posted amount is equal to the difference between the net positive fair value of the contracts and an agreed upon threshold that is based on the credit rating of the counterparty. Inversely, if the net fair value of all contracts with this counterparty is negative, then the Company is required to post assets instead. As of December 31, 2006, the fair value of all contracts, aggregated at a counterparty level, with a positive and negative fair value amounted to $479,107 and $120,120, respectively.

 

At December 31, 2006 and 2005, the Company’s outstanding financial instruments with on and off-balance sheet risks, shown in notional amounts, are summarized as follows:

 

 

Notional Amount

 

2006

2005

Derivative securities:

 

 

Interest rate and currency swaps:

 

 

Receive fixed – pay floating

$6,156,247

$6,049,495

Receive floating – pay fixed

6,860,032

5,177,710

Receive fixed – pay fixed

107,148

Receive floating (uncapped) – pay floating (capped)

4,093,896

2,252,501

Interest rate cap agreement

4,521,900

4,503,253

Interest rate floor agreements

59,200

 

 

 

F-80

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

6. Reinsurance

 

Certain premiums and benefits are assumed from and ceded to other insurance companies under various reinsurance agreements. The Company reinsures portions of risk on certain insurance policies which exceed its established limits, thereby providing a greater diversification of risk and minimizing exposure on larger risks. The Company remains contingently liable with respect to any insurance ceded, and this would become an actual liability in the event that the assuming insurance company became unable to meet its obligation under the reinsurance treaty.

 

Premiums earned reflect the following reinsurance assumed and ceded amounts:

 

 

Year Ended December 31

 

2006

2005

2004

 

 

 

 

Direct premiums

$7,282,848

$6,263,720

$6,613,440

Reinsurance assumed – non affiliates

4,025

4,151

4,135

Reinsurance assumed – affiliates

229,506

118,163

606,996

Reinsurance ceded – non affiliates

(99,068)

(143,292)

(154,630)

Reinsurance ceded – affiliates

(2,507,526)

(1,137,525)

(728,691)

Net premiums earned

$4,909,785

$5,105,217

$6,341,250

 

The Company received reinsurance recoveries in the amount of $266,434, $207,157, and $246,616, during 2006, 2005, and 2004, respectively. At December 31, 2006 and 2005, estimated amounts recoverable from reinsurers that have been deducted from policy and contract claim reserves totaled $12,977 and $13,626, respectively. The aggregate reserves for policies and contracts were reduced for reserve credits for reinsurance ceded at December 31, 2006 and 2005 of $8,260,587 and $2,954,515, respectively.

 

The net amount of the reduction in surplus at December 31, 2006 if all reinsurance agreements were cancelled is $15,022.

 

At December 31, 2006 and 2005, amounts recoverable from unaffiliated unauthorized reinsurers of $1,034 and $1,497, respectively, and reserve credits for reinsurance ceded of $25,221 and $28,971, respectively were associated with a single reinsurer and its affiliates. The Company holds collateral under these reinsurance agreements in the form of trust agreements totaling $27,616 and $32,063 at December 31, 2006 and 2005, respectively, that can be drawn on for amounts that remain unpaid for more than 120 days.

 

 

F-81

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

6. Reinsurance (continued)

 

During 2001, the Company entered into a reinsurance transaction with an unaffiliated company to cede certain annuity benefits on an inforce group of contracts. The gain from this transaction of $13,674 was credited directly to unassigned surplus. During 2006, 2005, and 2004, $1,403, $1,437, and $1,480, respectively, of the initial gain were amortized into earnings, with a corresponding charge to unassigned surplus.

 

During 2001, the Company entered into a reinsurance transaction with Transamerica International Re (Bermuda) Ltd. (TIRE), an affiliate of the Company. Under the terms of this transaction, the Company ceded certain traditional life insurance contracts. The net of tax impact from the cession of inforce business was $33,042, which was credited directly to unassigned surplus. During 2006, 2005, and 2004, the Company has amortized $3,304 per year into earnings with a corresponding charge to unassigned surplus. The Company has a liability for funds held under reinsurance of $585,938 and $625,459 at December 31, 2006 and December 31, 2005, respectively.

 

During 2003, the Company entered into a reinsurance transaction with Transamerica International Re (Bermuda) Ltd, an affiliate. Under the terms of this transaction, the Company ceded the obligations and benefits related to certain life insurance contracts. The difference between the consideration paid of $2,608 and the reserve credit taken of $6,188 was credited directly to unassigned surplus on a net of tax basis. Subsequent to the initial gain, the Company has amortized $247, $256, and $266 into earnings during 2006, 2005, and 2004, respectively, with a corresponding charge to unassigned surplus. The Company holds collateral in the form of letters of credit of $2,000.

 

During 2003, the Company entered into an indemnity reinsurance agreement in which the Company agreed to cede the obligations and benefits related to certain fixed annuity contracts on a coinsurance and modified coinsurance basis. The Company received a ceding commission of $13,386 at the inception of the contract. In addition, the Company released the IMR liability of $12,906 related to the assets backing the ceded contracts because the future investment experience to be transferred to the assuming company will

be without adjustment of the IMR that existed at the date of the initial transaction. During 2006, 2005, and 2004, the Company has amortized $2,632, $985, and $6,979, respectively, of the initial gain into earnings with a corresponding charge to unassigned surplus.

 

 

 

 

F-82

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

6. Reinsurance (continued)

 

During 2004, the Company entered into a reinsurance transaction to cede the new production of certain fixed annuity contracts to Transamerica International Re (Ireland) Ltd, an affiliate of the Company, on a funds withheld basis.  The Company ceded premiums of $803,793, $861,776, and $677,733 during 2006, 2005, and 2004, respectively, and has taken a reserve credit of $2,111,108 and $1,419,368 at December 31, 2006 and 2005, respectively.  The Company has a liability for funds held under reinsurance of $2,058,100 and $1,364,943 at December 31, 2006 and December 31, 2005, respectively. The consummation of this treaty caused no initial gain or loss.

 

On July 1, 2004, the Company recaptured business it had previously ceded to TOLIC. The Company received $286,705 as consideration for this recapture, which has been included in the Company's statement of operations. The change in reserves of $293,942 related to the recapture has been reported in the statement of operations.

 

On October 1, 2004, the Company recaptured business it had previously ceded under a reinsurance treaty with First AUSA Life Insurance Company, an affiliate. The Company received $643,279 as consideration for this recapture, which has been included in the Company's statement of operations. The change in reserves of $643,279 related to the recapture has been reported in the statement of operations as an increase in reserves.

 

During 2006, the Company entered into a reinsurance agreement with Transamerica Ireland Reinsurance, an affiliate, to retrocede an inforce block of universal life business. The initial commission expense allowance received of $148,162 less ceded reserves of $169,062 resulted in an initial transaction gain of $20,900 pre-tax ($13,585 net of tax). The net of tax gain was reclassified to unassigned surplus. During 2006, the Company amortized $1,359 into earnings with a corresponding charge to unassigned surplus.

 

 

 

 

 

 

 

 

F-83

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

7. Income Taxes

 

The main components of net deferred income taxes are as follows:

 

 

December 31

 

2006

2005

Deferred income tax assets:

 

 

Guaranty funds

$ 6,350

$ 6,156

Non-admitted assets

6,959

2,813

807(f) assets

6,042

8,195

Partnerships

33,185

Tax basis deferred acquisition costs

242,335

212,840

Reserves

103,702

100,065

Unrealized capital losses

44,330

65,081

Derivatives

36,455

60,941

Deferred intercompany losses

11,042

1,918

Other

7,690

6,798

Total deferred income tax assets

498,090

464,807

 

 

 

Nonadmitted deferred tax assets

251,610

169,345

Admitted deferred tax assets

246,480

295,462

 

 

 

Deferred income tax liabilities:

 

 

Unrealized capital gains

112,838

140,564

807(f) liability

6,742

4,182

Accrued dividends

3,561

4,447

Deferred intercompany gains

13,724

11,524

Partnerships

17,745

Other

1,273

608

Total deferred income tax liabilities

138,138

179,070

Net admitted deferred tax asset

$ 108,342

$ 116,392

 

 

F-84

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

7. Income Taxes (continued)

 

The change in net deferred income tax assets and deferred income tax assets are as follows:

 

December 31

 

 

2006

2005

Change

 

 

 

 

Total deferred tax assets

$498,090

$464,807

$33,283

Total deferred tax liabilities

138,138

179,070

40,932

Net deferred tax asset

$359,952

$285,737

74,215

Tax effect of unrealized gains (losses)

 

 

16,806

Change in net deferred income tax

 

 

$91,021

 

 

December 31

 

 

2005

2004

Change

 

 

 

 

Total deferred tax assets

$464,807

$410,825

$53,982

Total deferred tax liabilities

179,070

154,808

(24,262)

Net deferred tax asset

$285,737

$256,017

29,720

Tax effect of unrealized gains (losses)

 

 

4,785

Change in net deferred income tax

 

 

$34,505

 

Federal income tax expense differs from the amount computed by applying the statutory federal income tax rate to gain from operations before federal income tax expense and net realized capital gains (losses) on investments for the following reasons:

 

F-85

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

7. Income Taxes (continued)

 

 

Year Ended December 31

 

2006

2005

2004

 

 

 

 

Income tax computed at federal statutory rate (35%)

$124,013

$102,803

$ 97,892

Deferred acquisition costs – tax basis

28,780

3,237

14,810

Depreciation

53

Dividends received deduction

(22,343)

(22,887)

(8,511)

IMR amortization

(7,628)

(13,821)

(11,515)

Investment income items

(7,952)

(9,159)

(4,233)

Low income housing credits

(4,830)

(5,138)

(5,215)

Limited partnerships book/tax difference

(3,754)

(2,477)

13,641

Prior year over (under) accrual

48,942

(22,832)

2,409

Tax contingencies

4,242

930

4,845

Prior year receivable

(20,067)

(18,578)

(18,578)

Reinsurance transactions

1,624

(2,094)

(5,049)

Tax credits

(4,285)

(716)

(218)

Tax reserve adjustment

(285)

(3,549)

242

Other

(45)

(1,417)

(2,256)

Federal income tax expense

136,412

4,302

78,317

Change in net deferred income taxes

(91,021)

(34,505)

35,091

Total income taxes

$45,391

$ (30,203)

$113,408

 

Effective October 1, 2005, the Company joined in a consolidated income tax return filing with TOLIC. Prior to that date, the Company filed a consolidated tax return with its indirect parent company, AEGON US Holding Corporation. Under the terms of a tax sharing agreement between the Company and its affiliates, the Company computes federal income tax expense as if it were filing a separate income tax return, except that tax credits and net operating loss carryforwards are determined on the basis of the consolidated group. Additionally, the alternative minimum tax is computed for the consolidated group and the resulting tax, if any, is allocated back to the separate companies on the basis of the separate companies’ alternative minimum taxable income. In addition, any operating loss or capital loss carryforwards are calculated for the life and nonlife subgroups on a consolidated basis. At December 31, 2005, the consolidated returns had no loss carryforwards. A tax return has not yet been filed for 2006.

 

F-86

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

7. Income Taxes (continued)

 

The Company’s federal income tax returns have been examined by the Internal Revenue Service and the statute is closed through 2000. The examination fieldwork for 2001 through 2004 has been completed and resulted in tax return adjustments that are currently being appealed. The Company believes that there are adequate defenses against or sufficient provisions established related to any open or contested tax provisions.

 

Income taxes incurred during 2006, 2005, and 2004 for the consolidated group in which the Company is included that will be available for recoupment in the event of future net losses is $317,053, $161,759, and $124,669, respectively.

 

Prior to 1984, as provided for under the Life insurance Company Tax Act of 1959, a portion of statutory income was not subject to current taxation but was accumulated for income tax purposes in a memorandum account referred to as the “policyholders’ surplus account” (PSA). No federal income taxes have been provided for in the financial statements on income deferred in the PSA. Distributions from the PSA were made during 2006 and 2005 in the amounts of $20,258 and $20,387, respectively, which reduced the balance in the PSA to zero. Due to United States tax legislation enacted in October 2004, distributions to shareholders during 2005 and 2006 are deemed to come first out of the PSA and are not taxed. There was no reduction to net earnings due to this distribution.

 

F-87

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

8. Policy and Contract Attributes

 

A portion of the Company’s policy reserves and other policyholders’ funds (including separate account liabilities) relate to liabilities established on a variety of the Company’s annuity and deposit-type products. There may be certain restrictions placed upon the amount of funds that can be withdrawn without penalty. The amount of reserves on these products, by withdrawal characteristics, is summarized as follows:

 

 

December 31

 

2006

 

2005

 

 

Amount

Percent

of Total

 

 

Amount

Percent

of Total

Subject to discretionary withdrawal with market value adjustment

$ 3,073,540

5%

 

$ 4,137,425

7%

Subject to discretionary withdrawal at book value less surrender charge of 5% or more

6,661,713

11

 

5,194,249

9

Subject to discretionary withdrawal at fair value

22,471,785

38

 

19,641,958

34

Total with adjustment or at market value

32,207,038

54

 

28,973,632

50

Subject to discretionary withdrawal at book value (minimal or no charges or adjustments)

13,065,825

22

 

16,625,467

29

Not subject to discretionary withdrawal

14,206,871

24

 

12,093,715

21

Total annuity reserves and deposit fund liabilities - before reinsurance

 

59,479,734

 

100%

 

 

57,692,814

 

100%

Less reinsurance ceded

6,254,160

 

 

2,590,225

 

Net annuity reserves and deposit fund liabilities

$ 53,225,574

 

 

$ 55,102,589

 

 

Included in the liability for deposit-type contracts at December 31, 2006 and 2005 are $2,215,320 and $3,449,986, respectively, of funding agreements issued by an affiliate to special purpose entities in conjunction with non-recourse medium-term note programs. Under these programs, the proceeds from each note series issuance are used to purchase a funding agreement from an affiliated Company which secures that particular series of notes. The funding agreement is reinsured to the Company. In general, the payment terms of the note series match the payment terms of the funding agreement that secures that series. Claims for principal and interest for these funding agreements are afforded equal priority as other policyholders. At December 31, 2006, the contractual maturities were: 2007 - $1,375,474; 2008 - $0; 2009 - $370,500; 2010 - $55,339, 2011 – $125,345; thereafter - $288,662.

 

 

 

F-88

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

8. Policy and Contract Attributes (continued)

 

The Company’s liability for deposit-type contracts includes GIC’s and funding agreements assumed from Monumental Life Insurance Company, an affiliate. The liabilities assumed are $5,805,498 and $4,218,445 at December 31, 2006 and 2005, respectively.

 

Separate and variable accounts held by the Company relate to individual variable life insurance policies. The benefits provided on the policies are determined by the performance and/or market value of the investments held in the separate account. The net investment experience of the separate account is credited directly to the policyholder and can be positive or negative. The assets of these are carried at market value. The life insurance policies typically provide a guaranteed minimum death benefit. Information regarding the separate accounts of the Company as of and for the years ended December 31, 2006 and 2005 is as follows:

 

 

Nonindexed

Guaranteed

Less than or equal to 4%

Nonindexed

Guaranteed

More than 4%

Nonguaranteed Separate Account

Total

Premiums, deposits, and other considerations for the year ended December 31, 2006

$ 7,471

$ –

$ 4,874,131

$ 4,881,602

 

 

 

 

 

Reserves for separate accounts with assets at:

 

 

 

 

Fair value

$ –

$ –

$ 27,230,773

$ 27,230,773

Amortized cost

493,802

493,802

Total at December 31, 2006

$ 493,802

$ –

$ 27,230,773

$ 27,724,575

 

 

 

 

 

Reserves for separate accounts by withdrawal characteristics at December 31, 2006:

 

 

 

 

Subject to discretionary withdrawal:

 

 

 

 

With market value adjustment

$ 37,244

$ –

$ –

$ 37,244

At book value without market

value adjustment and with current

surrender charge of 5% or more

At fair value

27,230,773

27,230,773

At book value without market

value adjustment and with current

surrender charge of less than 5%

456,558

456,558

Not subject to discretionary withdrawal

Total separate account liabilities at December 31, 2006

$ 493,802

$ –

$ 27,230,773

$ 27,724,575

 

 

F-89

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

8. Policy and Contract Attributes (continued)

 

 

Nonindexed

Guaranteed

Less than or equal to 4%

Nonindexed

Guaranteed

More than 4%

Nonguaranteed Separate Account

Total

Premiums, deposits, and other considerations for the year ended December 31, 2005

$ 7,756

$ –

$ 3,592,608

$ 3,600,364

 

 

 

 

 

Reserves for separate accounts with assets at:

 

 

 

 

Fair value

$ –

$ –

$22,429,774

$22,429,774

Amortized cost

472,193

136,956

609,149

Total at December 31, 2005

$ 472,193

$ 136,956

$22,429,774

$23,038,923

 

 

 

 

 

Reserves for separate accounts by withdrawal characteristics at December 31, 2005:

 

 

 

 

Subject to discretionary withdrawal:

 

 

 

 

With market value adjustment

$ –

$ 136,956

$ –

$ 136,956

At book value without market

value adjustment and with

current surrender charge of 5%

or more

At fair value

22,429,774

22,429,774

At book value without market

value adjustment and with

current surrender charge of less

than 5%

436,447

436,447

Not subject to discretionary

withdrawal

35,746

35,746

Total separate account liabilities at December 31, 2005

$ 472,193

$ 136,956

$22,429,774

$23,038,923

 

 

F-90

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

8. Policy and Contract Attributes (continued)

 

 

Nonindexed

Guaranteed

Less than or equal to 4%

Nonindexed

Guaranteed

More than 4%

Nonguaranteed Separate Account

Total

Premiums, deposits, and other considerations for the year ended December 31, 2004

$ 11,643

$ –

$ 3,125,541

$ 3,137,184

 

 

 

 

 

Reserves for separate accounts with assets at:

 

 

 

 

Fair value

$ –

$ –

$19,631,255

$19,631,255

Amortized cost

450,201

255,701

705,902

Total at December 31, 2004

$ 450,201

$ 255,701

$19,631,255

$20,337,157

 

 

 

 

 

Reserves for separate accounts by withdrawal characteristics at December 31, 2004:

 

 

 

 

Subject to discretionary withdrawal:

 

 

 

 

With market value adjustment

$ –

$ 255,701

$ 65,384

$ 321,085

At book value without market value

adjustment and with current

surrender charge of 5% or more

At fair value

19,565,871

19,565,871

At book value without market value

adjustment and with current

surrender charge of less than 5%

418,070

418,070

Not subject to discretionary withdrawal

32,131

32,131

Total separate account liabilities at December 31, 2004

$ 450,201

$ 255,701

$19,631,255

$20,337,157

 

F-91

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

8. Policy and Contract Attributes (continued)

 

A reconciliation of the amounts transferred to and from the separate accounts is presented below:

 

Year Ended December 31

 

2006

2005

2004

Transfers as reported in the summary of operations of the separate accounts statement:

 

 

 

Transfers to separate accounts

$4,875,079

$3,593,932

$3,133,505

Transfers from separate accounts

(2,463,321)

(2,235,249)

(2,117,121)

Net transfers to separate accounts

2,411,758

1,358,683

1,016,384

 

 

 

 

Miscellaneous reconciling adjustments

5,763

6,833

5,805

Transfers as reported in the summary of operations of the life, accident and health annual statement

$2,417,521

$1,365,516

$1,022,189

 

At December 31, 2006 and 2005, the Company had separate account annuities with guaranteed benefits as follows:

 

Benefit and Type of Risk

Subjected Account Value

Amount of Reserve Held

Reinsurance Reserve Credit

December 31, 2006

 

 

 

Minimum guaranteed death benefit

$14,637,639

$174,306

$18,781

Minimum guaranteed income benefit

9,710,748

134,293

8,043

Guaranteed premium accumulation fund

54,534

8,575

Minimum guaranteed withdrawal benefit

60,452

440

 

 

 

 

December 31, 2005

 

 

 

Minimum guaranteed death benefit

$13,441,966

$148,186

$25,827

Minimum guaranteed income benefit

8,303,742

111,898

6,973

Guaranteed premium accumulation fund

61,322

8,875

Minimum guaranteed withdrawal benefit

1,257,973

7,002

(4,448)

 

 

 

 

 

 

 

F-92

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

8. Policy and Contract Attributes (continued)

 

For Variable Annuities with Guaranteed Living Benefits (VAGLB), which includes minimum guaranteed income, minimum guaranteed withdrawal, and guaranteed premium accumulation fund benefits, the Company complies with Actuarial Guideline 39. This guideline defines a two step process for the determination of VAGLB reserves. The first step is to establish a reserve equal to the accumulated VAGLB charges for the policies in question. The second step requires a standalone asset adequacy analysis to determine the sufficiency of these reserves. This step has been satisfied by projecting 30 years into the future along 1000 stochastic variable return paths using a variety of assumptions as to VAGLB charges, lapse, withdrawal, annuitization, and death. The results of this analysis are discounted back to the valuation date and compared to the accumulation of fees reserve to determine if an additional reserve needs to be established.

 

For Variable Annuities with Minimum Guaranteed Death Benefits (MGDB), the Company complies with Actuarial Guideline 34. This guideline requires that MGDBs be projected by assuming an immediate drop in the values of the assets supporting the variable annuity contract, followed by a subsequent recovery at a net assumed return until the maturity of the contract. The immediate drop percentages and gross assumed returns vary by asset class and are defined in the guideline. Mortality is based on the 1994 Variable Annuity MGDB Mortality Table, which is also defined in the guideline.

 

Reserves on the Company’s traditional life products are computed using mean reserving methodologies. These methodologies result in the establishment of assets for the amount of the net valuation premiums that are anticipated to be received between the policy’s paid-through date to the policy’s next anniversary date. At December 31, 2006 and 2005, these assets (which are reported as premiums deferred and uncollected) and the amounts of the related gross premiums and loading, are as follows:

 

 

Gross

Loading

Net

December 31, 2006

 

 

 

Life and annuity:

 

 

 

Ordinary direct first year business

$ 4,172

$ 2,781

$ 1,391

Ordinary direct renewal business

21,163

6,794

14,369

Group life direct business

2,680

1,913

767

Total life and annuity

28,015

11,488

16,527

Accident and health:

 

 

 

Direct

3,917

3,917

Total accident and health

3,917

3,917

 

$ 31,932

$ 11,488

$ 20,444

 

 

F-93

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

8. Policy and Contract Attributes (continued)

 

December 31, 2005

Gross

Loading

Net

Life and annuity:

 

 

 

Ordinary direct first year business

$ 3,520

$ 2,463

$ 1,057

Ordinary direct renewal business

21,815

7,026

14,789

Group life direct business

3,233

2,347

886

Total life and annuity

28,568

11,836

16,732

Accident and health:

 

 

 

Direct

4,422

4,422

Total accident and health

4,422

4,422

 

$32,990

$11,836

$21,154

 

At December 31, 2006 and 2005, the Company had insurance in force aggregating $853,719 and $1,023,533, respectively, in which the gross premiums are less than the net premiums required by the valuation standards established by the Insurance Division, Department of Commerce, of the State of Iowa. The Company established policy reserves of $24,001 and $29,615 to cover these deficiencies at December 31, 2006 and 2005, respectively.

 

9. Dividend Restrictions

 

The Company is subject to limitations, imposed by the State of Iowa, on the payment of dividends to its parent company. Generally, dividends during any twelve-month period may not be paid, without prior regulatory approval, in excess of the greater of (a) 10 percent of statutory surplus as of the preceding December 31, or (b) statutory gain from operations before net realized capital gains (losses) on investments for the preceding year. Subject to the availability of unassigned surplus at the time of such dividend, the maximum payment which may be made in 2007, without the prior approval of insurance regulatory authorities, is $217,911.

 

 

 

 

 

 

 

F-94

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

10. Retirement and Compensation Plans

 

The Company’s employees participate in a qualified defined benefit pension plan sponsored by AEGON. The Company has no legal obligation for the plan. The Company recognizes pension expense equal to its allocation from AEGON. The pension expense is allocated among the participating companies based the Statement of Financial Accounting Standards No. 87 expense as a percent of salaries. The benefits are based on years of service and the employee’s compensation during the highest five consecutive years of employment. The Company’s allocation of pension expense for each of the years ended December 31, 2006, 2005, and 2004 was $2,679, $2,789, and $1,417, respectively. The plan is subject to the reporting and disclosure requirements of the Employee Retirement and Income Security Act of 1974.

 

The Company’s employees also participate in a contributory defined contribution plan sponsored by AEGON which is qualified under Section 401(k) of the Internal Revenue Service Code. Employees of the Company who customarily work at least 1,000 hours during each calendar year and meet the other eligibility requirements are participants of the plan. Participants may elect to contribute up to twenty-five percent of their salary to the plan. The Company will match an amount up to three percent of the participant’s salary.

 

Participants may direct all of their contributions and plan balances to be invested in a variety of investment options. The plan is subject to the reporting and disclosure requirements of the Employee Retirement and Income Security Act of 1974. Benefits expense of $1,683, $1,515, and $620 were allocated for the years ended December 31, 2006, 2005, and 2004, respectively.

 

AEGON sponsors supplemental retirement plans to provide the Company’s senior management with benefits in excess of normal pension benefits. The plans are noncontributory, and benefits are based on years of service and the employee’s compensation level. The plans are unfunded and nonqualified under the Internal Revenue Service Code. In addition, AEGON has established incentive deferred compensation plans for certain key employees of the Company. The Company’s allocation of expense for these plans for each of the years ended December 31, 2006, 2005, and 2004 was negligible. AEGON also sponsors an employee stock option plan/stock appreciation rights for individuals employed and a stock purchase plan for its producers, with the participating affiliated companies establishing their own eligibility criteria, producer contribution limits and company matching formula. These plans have been accrued or funded as deemed appropriate by management of AEGON and the Company.

 

 

F-95

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

10. Retirement and Compensation Plans (continued)

 

In addition to pension benefits, the Company participates in plans sponsored by AEGON that provide postretirement medical, dental, and life insurance benefits to employees meeting certain eligibility requirements. Portions of the medical and dental plans are contributory. The expenses of the postretirement plans, calculated on the pay-as-you-go basis, are charged to affiliates in accordance with an intercompany cost sharing arrangement. The Company expensed $215, $273, and $172, for the years ended December 31, 2006, 2005, and 2004, respectively.

 

11. Sales, Transfer, and Servicing of Financial Assets, and Extinguishments of

 

Liabilities

 

During 2006, 2005, and 2004, the Company sold $6,050, $10,788, and $23,460, respectively, of agent balances without recourse to an affiliated company. Prior to July 29, 2005, the agent debit balances were sold to Money Services, Inc. (MSI), an affiliated company. Subsequent to July 29, 2005, agent debit balances were sold without recourse to ADB Corporation, LLC (ADB), an affiliated company, and all rights, title and interest in the prior net debit balances owned by MSI prior to July 29, 2005, were fully assigned, without recourse, to ADB. The Company did not realize a gain or loss as a result of the sales. As of July 1, 2006, the Company no longer sells agent debit balances and as a result retains such balances as nonadmitted receivables. Receivables in the amount of $9,846 were nonadmitted as of December 31, 2006.

 

The Company has recorded liabilities of $156,180 and $66,072 for municipal reverse repurchase agreements as of December 31, 2006 and 2005, respectively. The reverse repurchase agreements are collateralized by government agency securities with book values of $161,711 and $68,279 as of December 31, 2006 and 2005, respectively. These securities have maturity dates that range from 2010 to 2028 and have a weighted average interest rate of 7.88%.

 

At December 31, 2006 and 2005, securities with a book value of $486,968 and $8,504 and a market value of $489,615 and $8,468 were subject to dollar reverse repurchase agreements, respectively. These securities have maturity dates ranging from 2030 to 2036 and have a weighted average interest rate of 5.45%.

 

The Company has an outstanding liability for borrowed money in the amount of $493,336 and $8,492 as of December 31, 2006 and 2005 due to participation in dollar reverse repurchase agreements.

 

 

 

F-96

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

11. Sales, Transfer, and Servicing of Financial Assets, and Extinguishments of

 

Liabilities (continued)

 

The Company participates in an agent-managed securities lending program. The Company receives collateral equal to 102 or 105% of the fair market value of the loaned securities as of the transaction date for domestic or international securities, respectively. The counterparty is mandated to deliver additional collateral if the fair value of the collateral is at any time less than 102 or 105% of the fair value of the loaned domestic or international securities. This additional collateral, along with the collateral already held in connection with the lending transaction, is at least equal to 102 or 105% of the fair value of the loaned domestic or international securities, respectively. The agreement does not allow rehypothication of collateral by any party involved but does allow cash collateral to be invested in reverse repurchase agreements. At December 31, 2006 and 2005, the value of securities loaned amounted to $1,501,263 and $1,237,883, respectively.

 

12. Related Party Transactions

 

The Company is party to a common cost allocation service arrangement between AEGON USA, Inc. companies, in which various affiliated companies may perform specified administrative functions in connection with the operation of the Company, in consideration of reimbursement of actual costs of services rendered. The Company is also a party to a Management and Administrative and Advisory agreement with AEGON USA Realty Advisors, Inc. whereby the Advisor serves as the administrator and advisor for the Company’s mortgage loan operations. AEGON USA Investment Management, LLC acts as a discretionary investment manager under an Investment Management Agreement with the Company. During 2006, 2005, and 2004, the Company paid $108,387, $82,913, and $95,876, respectively, for these services, which approximates their costs to the affiliates. During 2006, the Company executed an administrative service agreement with Transamerica Fund Advisors, Inc. to provide administrative services to the AEGON/Transamerica Series Trust. The Company received $42,513 for these services during 2006.

 

Payables to affiliates bear interest at the thirty-day commercial paper rate. At December 31, 2006 and 2005, the Company reported a net amount of $64,775 to affiliates and $12,261 due from affiliates, respectively. Terms of settlement require that these amounts are settled within 90 days. At December 31, 2006 the Company had a short-term note receivable of $338,000 from Transamerica Corporation, an affiliate. The note is due by June 22, 2007 and bears interest at 5.06%. During 2006, 2005, and 2004, the Company paid net interest of $5,767, $14,352, and $1,943, respectively, to affiliates.

 

 

F-97

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

12. Related Party Transactions (continued)

 

At December 31, 2005, the Company held two short-term notes receivable in the amount of $39,500 and $2,000, from AEGON USA, Inc., an affiliate, which were repaid in the first quarter of 2006. At December 31, 2006 and 2005, the Company has a note payable to Commonwealth General Corporation of $10, bearing interest at 6% and due on December 31, 2030.

 

During 1998, the Company issued life insurance policies to certain affiliated companies, covering the lives of certain employees of those affiliates. Aggregate reserves for policies and contracts related to these policies are $255,273 and $245,922 at December 31, 2006 and 2005, respectively.

 

13. Commitments and Contingencies

 

The Company has issued synthetic GIC contracts to benefit plan sponsors totaling $5,674,608 as of December 31, 2006. A synthetic GIC is an off-balance sheet fee-based product sold primarily to tax qualified plans. The plan sponsor retains ownership and control of the related plan assets. The Company provides book value benefit responsiveness in the event that qualified plan benefit requests exceed plan cash flows. In certain contracts, the Company agrees to make advances to meet benefit payment needs and earns a market interest rate on these advances. The periodically adjusted contract-crediting rate is the means by which investment and benefit responsive experience is passed through to participants. In return for the book value benefit responsive guarantee, the Company receives a premium that varies based on such elements as benefit responsive exposure and contract size. The Company underwrites the plans for the possibility of having to make benefit payments and also must agree to the investment guidelines to ensure appropriate credit quality and cash flow. Funding requirements to date have been minimal and management does not anticipate any future material funding requirements that would have a material impact on reported financial results.

 

The Company has also provided a guarantee for the obligations of non-insurance affiliates. These entities accept assignments of structured settlement payment obligations from other insurers and purchases structured settlement insurance policies from

subsidiaries of the Company that match those obligations. There are no expected payments associated with this guarantee.

 

 

 

 

F-98

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

13. Commitments and Contingencies (continued)

 

At December 31, 2006, 2005, and 2004, the Company had entered into an agreement with commitment amounts of $21,090, $21,090, and $21,090, respectively, for which it was paid a fee to provide credit enhancement and standby liquidity asset purchase agreements on municipal variable rate demand note facilities. The Company believes the chance of draws or other performance features being exercised under these agreements is minimal.

 

At December 31, 2006 and 2005, the net amount of securities being acquired (sold) on a “to be announced” (TBA) basis was $(10,668) and $3,043, respectively.

 

The Company may pledge assets as collateral for derivative transactions. At December 31, 2006, the Company has pledged invested assets with a carrying value and market value of $4,147 and $4,190, respectively, in conjunction with these transactions.

 

Assets in the amount of $1,553,519 and $1,090,893 as of December 31, 2006 and 2005, respectively, were pledged as collateral in conjunction with funding agreements associated with the Federal Home Loan Bank.

 

The Company has contingent commitments for $649,558 and $645,650 at December 31, 2006 and 2005, respectively, for joint ventures, partnerships, and limited liability companies, which includes LIHTC commitments of $3,361 and $441, respectively.

 

At December 31, 2006 and 2005, the Company has mortgage loan commitments of $381,650 and $64,863, respectively.

 

Private placement commitments outstanding as of December 31, 2006 were $144,009. There were no private placement commitments outstanding as of December 31, 2005.

 

The Company is a party to legal proceedings incidental to its business. Although such litigation sometimes includes substantial demands for compensatory and punitive damages, in addition to contract liability, it is management’s opinion that damages arising from such demands will not be material to the Company’s financial position.

 

The Company is subject to insurance guaranty laws in the states in which it writes business. These laws provide for assessments against insurance companies for the benefit of policyholders and claimants in the event of insolvency of other insurance companies. Assessments are charged to operations when received by the Company except where right of offset against other taxes paid is allowed by law; amounts available for future offsets are recorded as an asset on the Company’s balance sheet. Potential future obligations for unknown insolvencies are not determinable by the Company and are not

 

F-99

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

13. Commitments and Contingencies (continued)

 

required to be accrued for financial reporting purposes. The future obligation has been based on the most recent information available from the National Organization of Life and Health Insurance Guaranty Associations. The Company has established a reserve of $3,931 and $18,520 and an offsetting premium tax benefit of $0 and $7,075 at December 31, 2006 and 2005, respectively, for its estimated share of future guaranty fund assessments related to several major insurer insolvencies. The guaranty fund expense was $1,116, $286, and $365 for the years ended December 31, 2006, 2005, and 2004, respectively.

 

In the normal course of business, the Company has obtained letters of credit of $1,010 for the benefit of non affiliated companies that have reinsured business to the Company where the ceding company’s state of domicile does not recognize the Company as an authorized reinsurer.

 

F-100

 


 

 

 

 

 

 

 

 

 

 

Statutory-Basis Financial

Statement Schedules

 

F-101

 


Transamerica Life Insurance Company

 

Summary of Investments – Other Than

Investments in Related Parties

(Dollars in Thousands)

 

December 31, 2006

 

SCHEDULE I

 

 

 

 

 

Type of Investment

 

 

 

 

Cost (1)

 

 

 

Market

Value

 

Amount at Which Shown in the Balance Sheet

 

 

 

 

Fixed maturities

 

 

 

Bonds:

 

 

 

United States Government and government agencies and authorities

 

$ 492,256

 

$ 487,905

 

$ 492,256

States, municipalities, and political subdivisions

1,208,782

1,201,961

1,208,782

Foreign governments

488,024

541,125

488,024

Public utilities

2,159,941

2,221,175

2,159,941

All other corporate bonds

27,754,289

28,010,214

27,754,289

Preferred stocks

1,689,094

1,773,025

1,689,094

Total fixed maturities

33,792,386

34,235,405

33,792,386

 

 

 

 

Equity securities

 

 

 

Common stocks:

 

 

 

Public utilities

Banks, trust, and insurance

68,526

68,566

68,566

Industrial, miscellaneous, and all other

297,622

324,610

324,610

Total common stocks

366,148

393,176

393,176

 

 

 

 

Mortgage loans on real estate

5,760,667

 

5,760,667

Real estate

30,211

 

30,211

Policy loans

130,144

 

130,144

Other long-term investments

1,543,092

 

1,543,092

Cash, cash equivalents, and short-term investments

 

1,214,965

 

 

1,214,965

Total investments

$ 42,837,611

 

$ 42,864,639

 

 

(1)

Original cost of equity securities and, as to fixed maturities, original cost reduced by repayments and adjusted for amortization of premiums or accrual of discounts.

 

F-102

 


Transamerica Life Insurance Company

 

Supplementary Insurance Information

(Dollars in Thousands)

 

SCHEDULE III

 

 

 

 

Future Policy Benefits and Expenses

 

 

 

Unearned Premiums

 

 

Policy and Contract Liabilities

 

 

 

Premium Revenue

 

 

Net Investment Income*

Benefits, Claims

Losses and Settlement Expenses

 

 

Other Operating Expenses*

 

 

 

Premiums Written

Year ended December 31, 2006

 

 

 

 

 

 

 

 

Individual life

$ 3,757,098

$ –

$ 22,168

$ 331,370

$ 254,197

$ 237,374

$ 1,991,303

 

Individual health

654,089

12,108

27,846

132,849

41,169

168,879

39,561

$ 132,054

Group life and health

426,975

3,529

20,792

123,312

28,551

91,478

66,974

200,964

Annuity

23,038,230

3,839

4,322,254

2,052,994

4,777,487

1,465,687

 

 

$ 27,876,392

$ 15,637

$ 74,645

$ 4,909,785

$ 2,376,911

$ 5,275,218

$ 3,563,525

 

 

 

 

 

 

 

 

 

 

Year ended December 31, 2005

 

 

 

 

 

 

 

 

Individual life

$ 3,733,738

$ –

$21,092

$ 658,856

$ 231,660

$ 212,786

$ 659,658

 

Individual health

562,473

11,670

22,345

126,590

32,417

146,318

42,532

$ 127,460

Group life and health

411,648

3,611

28,479

128,286

24,716

124,052

52,140

214,013

Annuity

26,901,713

5,628

4,191,485

2,101,261

4,691,047

1,538,213

 

 

$31,609,572

$15,281

$77,544

$5,105,217

$2,390,054

$5,174,203

$2,292,543

 

 

 

 

 

 

 

 

 

 

Year ended December 31, 2004

 

 

 

 

 

 

 

 

Individual life

$ 3,722,730

$ –

$18,826

$1,109,335

$ 203,679

$ 561,099

$ 767,391

 

Individual health

481,153

11,264

20,082

125,322

25,246

149,813

34,059

$ 126,384

Group life and health

371,785

3,678

26,399

133,651

20,452

129,852

69,401

222,495

Annuity

28,876,607

4,972,942

2,131,372

6,571,058

1,353,494

 

 

$33,452,275

$14,942

$65,307

$6,341,250

$2,380,749

$7,411,822

$2,224,345

 

 

*Allocations of net investment income and other operating expenses are based on a number of assumptions and estimates, and the results would change if different methods were applied.

 

F-103

 


Transamerica Life Insurance Company

 

Reinsurance

(Dollars in Thousands)

 

SCHEDULE IV

 

 

 

 

 

Gross Amount

 

 

Ceded to Other Companies

 

Assumed From Other Companies

 

 

Net

Amount

Percentage of Amount Assumed
to Net

Year ended December 31, 2006

 

 

 

 

 

Life insurance in force

$ 37,877,300

$ 6,921,308

$ 99,276

$ 31,055,268

0%

 

 

 

 

 

 

Premiums:

 

 

 

 

 

Individual life

$ 2,005,429

$ 1,678,175

$ 4,116

$ 331,370

1%

Individual health

132,054

(795)

132,849

0

Group life and health

200,964

77,652

123,312

0

Annuity

4,944,401

851,562

229,415

4,322,254

5

 

$ 7,282,848

$ 2,606,594

$ 233,531

$ 4,909,785

5%

 

 

 

 

 

 

Year ended December 31, 2005

 

 

 

 

 

Life insurance in force

$ 44,440,385

$13,277,543

$ 95,282

$ 31,258,124

0%

 

 

 

 

 

 

Premiums:

 

 

 

 

 

Individual life

$ 901,447

$ 246,822

$ 4,231

$ 658,856

1%

Individual health

127,460

870

126,590

0

Group life and health

214,013

85,727

128,286

0

Annuity

5,020,800

947,398

118,083

4,191,485

3

 

$ 6,263,720

$ 1,280,817

$ 122,314

$ 5,105,217

2%

 

 

 

 

 

 

Year ended December 31, 2004

 

 

 

 

 

Life insurance in force

$ 39,955,770

$ 8,914,965

$ 88,961

$ 31,129,766

0%

 

 

 

 

 

 

Premiums:

 

 

 

 

 

Individual life

$ 1,113,967

$ 8,844

$ 4,212

$ 1,109,335

0%

Individual health

126,384

1,062

125,322

0

Group life and health

222,495

88,844

133,651

0

Annuity

5,150,594

784,571

606,919

4,972,942

12

 

$ 6,613,440

$ 883,321

$ 611,131

$ 6,341,250

10%

 

 

F-104

 

 


 

PART B

 

INFORMATION REQUIRED IN A

STATEMENT OF ADDITIONAL INFORMATION

FOR INHERITANCE BUILDER PLUS

 

 

 


 

STATEMENT OF ADDITIONAL INFORMATION

 

May 1, 2007

INHERITANCE BUILDER PLUS

issued through

Separate Account VUL-A

by

Transamerica Life Insurance Company

4333 Edgewood Road, NE

Cedar Rapids, Iowa 52499

1-800-525-6205

 

This Statement of Additional Information (“SAI”) expands upon subjects discussed in the current prospectus for the Inheritance Builder Plus flexible premium variable life insurance policy offered by Transamerica Life Insurance Company. You may obtain a copy of the prospectus dated May 1, 2007, by calling 1-800-525-6205 (Monday – Friday from 8:00 a.m. – 4:30 p.m. Central time), or by writing to the administrative office at, Transamerica Life, 4333 Edgewood Road, NE, Cedar Rapids, Iowa 52499. The prospectus sets forth information that a prospective investor should know before investing in a Policy. Terms used in this SAI have the same meanings as in the prospectus for the Policy.

 

This SAI is not a prospectus and should be read only in conjunction with the prospectuses for the Policy and the

AEGON/Transamerica Series Trust – Service Class.


 

Table of Contents

 

 

Records

7

 

Experts

7

IMSA

8

F 16

 

 

i

 


 

Glossary

 

Cash Value

The sum of your Policy’s value in the subaccounts and the fixed account (including amounts held in the fixed account to secure any Fixed Account Policy Loans).

 

Cash Surrender Value

The amount we pay when you surrender your Policy. It is equal to: (1) the Cash Value as of the date of surrender; minus (2) any surrender charge; minus (3) any outstanding Policy loan; minus (4) any loan interest you owe.

 

Death benefit proceeds

The amount we will pay to the beneficiary when we receive proof of the insured’s death. We will reduce the proceeds by the amount of any outstanding loans (including any interest you owe), and any due and unpaid monthly deductions.

 

Fixed Account Collateral

The Cash Value held in the Loan Reserve of the Fixed Account that is used to secure a Fixed Account Policy Loan.

 

Fixed Account Policy Loan

A Policy Loan secured by the Cash Value held in the Loan Reserve, which is part of the Fixed Account.

 

Indebtedness

Policy loan value plus accrued interest on the Policy loan.

 

Initial premium

The amount you must pay before insurance coverage begins under the Policy. Your Policy’s schedule page shows the initial premium. It must be at least $10,000.

 

Insured

The person whose life is insured by the Policy.

 

Lapse

If the Policy has an outstanding loan and it does not have enough Cash Value to pay the monthly deduction, the surrender charge and any outstanding loan amount (including any interest you owe on the loan(s)), the Policy will enter a 61-day grace period. The Policy will lapse (terminate without value) if you do not make a sufficient payment by the end of a grace period.

 

Loan Amount

The total amount of all outstanding Policy loans, including principal and interest due.

 

Maturity Date

The Policy anniversary when the insured reaches age 100 and life insurance coverage under the Policy ends. You may elect to continue the Policy beyond insured’s age 100 under the extended maturity provision. However, the extended maturity provision may not be available in all states.

 

Monthly Date

This is the same day of each month as the Policy Date. If there is no Valuation Date in a calendar month that coincides with the Policy Date, the Monthly Date is the next Valuation Date. On each Monthly Date, we determine Policy charges and deduct them from the Cash Value.

 

Monthly Deduction

The amount we deduct from the Cash Value each month. The monthly deduction includes the cost of insurance charge, and any monthly charge to cover administrative expenses.

 

Net Premium

The amount we receive as premium, less the premium expense charge.

 

 

1

 


 

Office

Our administrative and service office is Financial Markets Division, P.O. Box 3183, Cedar Rapids, Iowa 52406-3183; or 4333 Edgewood Road, NE, Cedar Rapids, Iowa 52499-0001. The telephone number is 1-800-525-6205.

 

Owner (you, your)

The person entitled to exercise all rights as owner under the Policy.

 

Policy Date

The date when we complete our underwriting process, full life insurance coverage goes into effect, we issue the Policy, and we begin to deduct the Monthly Deductions. Your Policy’s schedule page shows the Policy Date. The free look period begins on the Policy Date. We measure Policy months, years, and anniversaries from the Policy Date.

 

Premiums

All payments you make under the Policy other than loan repayments.

 

Reallocation Date

The date shown on the Policy schedule page when we reallocate any premium (plus interest) held in the fixed account to the subaccounts and fixed account as you directed in your application. The Reallocation Date varies by state according to a state’s free look requirement. In states that require a full refund of premium upon exercise of the free look right, the Reallocation Date is 5 days after the end of the free look period. In other states, the Reallocation Date is the Policy Date. Different rules apply to Policies purchased by Owners in California who are age 60 or older.

 

Subaccount

A subdivision of the Separate Account VUL-A. We invest each subaccount’s assets exclusively in shares of one investment portfolio.

 

Surrender

To cancel the Policy by signed request from the Owner.

 

Valuation Date

Each day that both the New York Stock Exchange and Transamerica Life Insurance Company are open for business, except for any days when a subaccount’s corresponding investment portfolio does not value its shares. As of the date of this prospectus, there are no days when both the New York Stock Exchange and Transamerica are open for business and an investment portfolio does not value its shares.

 

Valuation Period

The period beginning at the close of regular trading on the New York Stock Exchange (usually 4:00 p.m. Eastern Time on each Valuation Date) on one Valuation Date and continuing to the close of business on the next Valuation Date.

 

Variable Account

Separate Account VUL-A. It is a separate investment account that is divided into subaccounts, each of which invests in a corresponding portfolio of a designated mutual fund.

 

Variable Interest Policy Loan

A Policy Loan secured by the Cash Value held in the Variable Account, the Fixed Account or both the Fixed and Variable Accounts.

 

we, us, our (Transamerica)

Transamerica Life Insurance Company.

 

Written Notice

The written notice you must sign and send us to request or exercise your rights as owner under the Policy. To be complete, it must: (1) be in a form we accept, (2) contain the information and documentation that we determine in our sole discretion is necessary for us to take the action you request or for you to exercise the right specified, and (3) be received at our Office.

 

2

 


 

In order to supplement the description in the prospectus, the following provides additional information about Transamerica and the Policy, which may be of interest to a prospective purchaser.

 

The Policy – General Provisions

 

Ownership Rights

 

The Policy belongs to the Owner named in the application. The Owner may exercise all of the rights and options described in the Policy. The Owner is the Insured unless the application specifies a different person as the Insured. If the Owner dies before the Insured and no contingent Owner is named, then ownership of the Policy will pass to the Owner’s estate. The Owner may exercise certain rights described below.

 

Changing the Owner

 

You may change the Owner by providing a written request to us at any time while the Insured is alive.

The change takes effect on the date that the Written Notice is received at our Office and accepted by us.

We are not liable for any actions we take before we receive the Written Notice at our Office.

Changing the Owner does not automatically change the beneficiary or the Insured.

Changing the Owner may have tax consequences.

 

Selecting and Changing the Beneficiary

 

You designate the beneficiary (the person to receive the death benefit when the insured dies) in the application.

If you designate more than one beneficiary, then each beneficiary shares equally in any death benefit proceeds unless the beneficiary designation states otherwise.

If the beneficiary dies before the Insured, then any contingent beneficiary becomes the beneficiary.

If both the beneficiary and contingent beneficiary die before the Insured, then we will pay the death benefit to the Owner or the Owner’s estate once the Insured dies.

You can change the beneficiary by providing us with a Written Notice while the Insured is living.

The change in beneficiary is effective after it has been recorded in our Office and as of the date you sign the Written Notice.

We are not liable for any actions we take before we receive the Written Notice at our Office.

 

Assigning the Policy

 

You may assign Policy rights while the Insured is alive by submitting a Written Notice.

The Owner retains any ownership rights that are not assigned.

Assignee may not change the Owner or the beneficiary, and may not elect or change an optional method of payment. We will pay any amount payable to the assignee in a lump sum.

Claims under any assignment are subject to proof of interest and the extent of the assignment.

If you assign your Policy as collateral for a loan, you should consider that loans secured by this Policy are treated as distributions and could be subject to income tax and a 10% penalty if you are under age 59½.

We are not:

 

>

bound by any assignment unless we receive (at our Office) a Written Notice of the assignment;

 

>

responsible for the validity of any assignment; or

 

>

liable for any actions we take before we receive (at our Office) Written Notice of the assignment.

Assigning the Policy may have tax consequences.

 

Our Right to Contest the Policy

 

In issuing the Policy, we rely on all statements made by or for you and/or the Insured in the application or in a supplemental application. Therefore, if you make any material misrepresentation of a fact in the application (or any supplemental application), then we may contest the Policy’s validity or may resist a claim under the Policy.

In the absence of fraud, we cannot bring any legal action to contest the validity of the Policy after the Policy has been in force during the Insured’s lifetime for two years from the Policy Date, or if reinstated, for two years from the date of reinstatement.

 

 

3

 


 

Suicide Exclusion

 

If the Insured commits suicide, while sane or insane, within two years of the Policy Date, the Policy will terminate and our liability is limited to an amount equal to the premiums paid, less any loans (including any accrued interest), and less any partial surrenders.

 

Misstatement of Age or Gender

 

If the Insured’s age or gender was stated incorrectly in the application or any supplemental application, we will adjust the death benefit to the amount that would have been payable at the correct age and gender based on the most recent deduction for cost of insurance. If the Insured’s age has been overstated or understated, we will calculate future monthly deductions using the cost of insurance based on the Insured’s correct age and gender.

 

Modifying the Policy

 

Only one of our officers may modify the Policy or waive any of our rights or requirements under the Policy. Any modification or waiver must be in writing. No agent may bind us by making any promise not contained in the Policy.

 

Upon notice to you, we may modify the Policy:

 

to conform the Policy, our operations, or the variable account’s operations to the requirements of any law (or regulation issued by a government agency) to which the Policy, our company or the variable account is subject; or

to assure continued qualification of the Policy as a life insurance contract under the Federal tax laws; or

to reflect a change in the variable account’s operation.

 

If we modify the Policy, we will make appropriate endorsements to the Policy. If any provision of the Policy conflicts with the laws of a jurisdiction that govern the Policy, we reserve the right to amend the provision to conform with such laws.

 

In issuing the Policy, we rely on all statements made by or for you and/or the Insured in the application or in a supplemental application. Therefore, if you make any material misrepresentation of a fact in the application (or any supplemental application), then we may contest the Policy's validity or may resist a claim under the Policy.

 

In the absence of fraud or non-payment of a Monthly Deduction, we cannot bring any legal action to contest the validity of the Policy after the Policy has been in force during the Insured's lifetime for two years after:

 

(a)

the Policy Date;

(b)

the effective date of any increase in the Specified Amount (and then only for the increased amount); or

(c)

the effective date of any reinstatement.

 

Mixed and Shared Funding

 

In addition to the variable account, the portfolios may sell shares to other separate investment accounts established by other insurance companies to support variable annuity contracts and variable life insurance policies or qualified retirement plans. It is possible that, in the future, it may become disadvantageous for variable life insurance separate accounts and variable annuity separate accounts to invest in the portfolios simultaneously. Although neither Transamerica nor the portfolios currently foresee any such disadvantages, either to variable life insurance policy owners or to variable annuity contract owners, each fund’s Board of Directors (or Trustees) will monitor events in order to identify any material conflicts between the interests of such variable life insurance policy owners and variable annuity contract owners, and will determine what action, if any, it should take. Such action could include the sale of fund shares by one or more of the separate accounts, which could have adverse consequences. Material conflicts could result from, for example, (1) changes in state insurance laws, (2) changes in Federal income tax laws, or (3) differences in voting instructions between those given by variable life insurance policy owners and those given by variable annuity contract owners.

 

 

4

 


 

If a fund’s Board of Directors (Trustees) were to conclude that separate funds should be established for variable life insurance and variable annuity separate accounts, then variable life insurance policy owners and variable annuity contract owners would no longer have the economies of scale resulting from a larger combined fund.

 

Addition, Deletion, or Substitution of Portfolios

 

We do not guarantee that each portfolio will always be available for investment through the Policy. We reserve the right, subject to compliance with applicable law, to add new portfolios, close existing portfolios, or substitute portfolio shares that are held by any subaccount for shares of a different portfolio. New or substitute portfolios may have different fees and expenses and their availability may be limited to certain classes of purchasers. We will only add, delete or substitute shares of another portfolio of a fund (or of another open-end, registered investment company) if the shares of a portfolio are no longer available for investment, or if in our judgment further investment in any portfolio would become inappropriate in view of the purposes of the Variable Account. We will not add, delete or substitute any shares attributable to your interest in a subaccount without notice to you and prior approval of the SEC, to the extent required by the 1940 Act or other applicable law. We may also decide to purchase securities for the Variable Account from other portfolios. We reserve the right to transfer Variable Account assets to another separate account that we determine to be associated with the class of contracts to which the Policy belongs.

 

We also reserve the right to establish additional subaccounts of the Variable Account, each of which would invest in a new portfolio of a fund, or in shares of another investment company, with specified investment objectives. We may establish new subaccounts when, in our sole discretion, marketing, tax or investment conditions warrant. We will make any new subaccounts available to existing owners on a basis we determine. We may also eliminate one or more subaccounts for the same reasons as stated above.

 

In the event of any such substitution or change, we may make such changes in this and other policies as may be necessary or appropriate to reflect such substitution or change. If we deem it to be in the best interests of persons having voting rights under the Policies, and when permitted by law, the Variable Account may be (1) operated as a management company under the 1940 Act, (2) deregistered under the 1940 Act in the event such registration is no longer required, (3) managed under the direction of a committee, or (4) combined with one or more other Variable Accounts, or subaccounts.

 

Additional Information

 

Payment Options

 

There are several ways of receiving proceeds under the death benefit and surrender provisions of the Policy, other than in a lump sum. Information concerning these settlement options is available upon request.

 

Additional Information about Transamerica and the Variable Account

 

Transamerica Life Insurance Company is a stock life insurance company that is a wholly-owned indirect subsidiary of AEGON USA, Inc. AEGON USA, Inc. is a wholly owned indirect subsidiary of AEGON N.V., a Netherlands corporation that is a public company under Dutch law.. Transamerica’s home office is located at 4333 Edgewood Road NE, Cedar Rapids, Iowa 52499.

 

Transamerica was incorporated in 1961 under Iowa law and is subject to regulation by the Iowa Commissioner of Insurance. Transamerica is engaged in the business of issuing life insurance policies and annuity contracts, and is licensed to do business in the District of Columbia, Guam and all states except New York. Transamerica submits annual statements on its operations and finances to insurance officials in all states and jurisdictions in which it does business. Transamerica has filed the Policy described in this prospectus with insurance officials in those jurisdictions in which the Policy is sold. Transamerica intends to reinsure a portion of the risks assumed under the Policies.

 

Transamerica holds the assets of the variable account physically segregated and apart from the general account. Transamerica maintains records of all purchases and sale of portfolio shares by each of the subaccounts. A blanket bond in the amount of $10 million (subject to a $1 million deductible), covering directors, officers and all employees of AEGON USA, Inc. and its affiliates has been issued to Transamerica and its affiliates. A Stockbrokers Blanket Bond, issued to AEGON USA providing fidelity coverage, covers the activities of registered representatives of TCI to a limit of $10 million (subject to a $50,000 deductible).

 

 

5

 


 

Variations in Policy Provisions

 

Certain provisions of the Policy may vary from the general description in the prospectus, and certain riders and options may not be available, because of legal restrictions in your state. See your Policy for specific differences as any such state variations will be included in your Policy or in riders or endorsements attached to your Policy. See your agent or contact us for specific information that may be applicable in your state.

 

Personalized Illustrations of Policy Benefits

 

In order to help you understand how your Policy values would vary over time under different sets of assumptions, we will provide you with certain personalized illustrations without charge and upon request showing the death benefit, Cash Surrender Value and Cash Value. These will be based on the age and insurance risk characteristics of the insured persons under your Policy and such factors as the specified amount, death benefit option, premium payment amounts, and rates of return (within limits) that you request.

 

The illustrations are not a representation or guarantee of investment returns or Cash Value. You may request illustrations that reflect the expenses of the portfolios in which you intend to invest.

 

Sale of the Policies

We currently offer the Policies on a continuous basis. We anticipate continuing to offer the Policies, but reserve the right to discontinue the offering.

 

Effective May 1, 2007, our affiliate, Transamerica Capital, inc. (“TCI”) replaced our affiliate, AFSG as principal underwriter for the Policies. TCI’s home office is located at 4600 S. Syracuse Street, Suite 1100, Denver, Colorado 80237. TCI, like us, is an indirect, wholly owned subsidiary of AEGON USA. TCI is a registered broker-dealer with the Securities and Exchange Commission under the Securities Exchange Act of 1934 and is a member of NASD, Inc. TCI is not a member of the Securities Investor Protection Corporation.

The Policies are offered to the public through sales representatives of broker-dealers ("selling firms") that have entered into selling agreements with us and with TCI. TCI compensates these selling firms for their services. Sales representatives are appointed as our insurance agents.

During fiscal years 2006, 2005, and 2004, before TCI replaced AFSG as principal underwriter for the Policies, the amounts paid to AFSG in connection with all Policies sold through the separate account were $11,066, $26,230, and $23,437, respectively. AFSG passed through commissions it received to selling firms for their sales and did not retain any portion of them. Our parent company provides capital distributions to TCI (and provided capital distributions to AFSG) and pays for TCI’s (and paid for AFSG’s) operating and other expenses, including overhead, legal and accounting fees.

 

We and TCI may pay certain selling firms additional cash amounts for: (1) “preferred product” treatment of the Policies in their marketing programs, which may include marketing services and increased access to their sales representatives; (2) sales promotions relating to the Policies; (3) costs associated with sales conferences and educational seminars for their sales representatives; and (4) other sales expenses incurred by them. We and/or TCI may make bonus payments to certain selling firms based on aggregate sales or persistency standards. These additional payments are not offered to all selling firms, and the terms of any particular agreement governing the payments may vary among selling firms.

 

Reports to Owners

 

Once each calendar quarter, we plan to mail to Owners at their last known address a report showing the following information as of the end of the report period:

 

 

>

the current Cash Value

>

any activity since the last report (e.g., premiums paid,

>

the current Cash Surrender Value

 

withdrawals, deductions, loans or loan repayments,

>

the current death benefit

 

and other transactions)

>

any other information required by law

 

 

 

We may amend these reporting procedures at any time, and/or provide less frequent reports.

 

6

 


 

Records

 

We will maintain all records relating to the Variable Account and the Fixed Account.

 

Independent Registered Public Accounting Firm

 

The financial statements of the Variable Account at December 31, 2006 and for the periods disclosed in the financial statements, and the statutory-basis financial statements and schedules of Transamerica at December 31, 2006 and 2005, and for each of the three years in the period ended December 31, 2006, appearing herein, have been audited by Ernst & Young LLP, 801 Grand Avenue, Suite 3000, Des Moines, Iowa 50309, independent registered public accounting firm, as set forth in their respective reports thereon appearing elsewhere herein, and are included in reliance upon such reports given upon the authority of such firm as experts in accounting and auditing.

 

Experts

 

Actuarial matters included in the prospectus have been examined by Lorne Schinbein, Vice President and Managing Actuarial of Transamerica, located at 570 Carillon Parkway, St. Petersburg, Florida 33716, as stated in the opinion filed as an exhibit to the Registration Statement.

 

Financial Statements

 

Transamerica’s statutory-basis financial statements and schedules, which include the Report of Independent Registered Public Accounting Firm, appear on the following pages. Transamerica’s statutory-basis financial statements and schedules should be distinguished from the variable account’s financial statements and schedules and you should consider our financial statements only as bearing upon our ability to meet our obligations under the Policies.

 

The financial statements for Separate Account VUL-A, which include the Report of Independent Registered Public Accounting Firm, also appear on the following pages.

 

Underwriters

 

Underwriting Standards

 

Your cost of insurance charge will vary by the Insured’s gender, issue age on the Policy Date, length of time from the Policy Date, and rate class. We currently place Insureds into the following rate classes:

 

Approved-Preferred Non-Tobacco

Approved Non-Tobacco

Approved-Rated Non-Tobacco

Approved-Rated II Non-Tobacco

Approved-Preferred Tobacco

Approved Tobacco

Approved-Rated Tobacco

Approved-Rated II Tobacco

 

Simplified Issue Guidelines.

 

If simplified issue underwriting is used, then in the second and subsequent Policy years, you will have different options depending on your actions in the previous Policy year. In the second Policy year, you may have up to three options as follows:

 

1.

Pay an amount up to the difference between the simplified issue limit and the amount paid in the first Policy year, but not more than the amount paid in the first Policy year, with no additional underwriting. This option is only available if no partial withdrawals have been taken.

2.

Pay an amount that exceeds the limit in option (1) up to the lesser of the remaining lifetime simplified issue maximum, or the simplified issue limit for your Attained Age*, subject to simplified issue underwriting. “Attained Age” is defined as the insured’s age on the Policy Date, plus the number of completed Policy years since the Policy Date.

 

 

7

 


 

 

3.

Pay an amount that exceeds the limit in option (2) on a fully underwritten basis.

 

In the third and subsequent Policy years you would have one or two options depending on the premium paid in the previous Policy year.

 

1.

IF you paid a premium in the previous Policy year, you may pay additional premium on a simplified issue basis up to the lesser of the remaining lifetime simplified issue maximum, or the simplified issue limit for your Attained Age*. You may pay more than simplified issue limit on a fully underwritten basis. (Note that the minimum additional premium that we will accept is $5,000.)

2.

IF you did not pay premium in the previous Policy year, additional premium payments can be made subject to underwriting at our discretion, including full underwriting.

* The simplified issue limit for your Attained Age for Policies issued prior to July 1, 2007 will differ from those Policies issued on or after July 1, 2007.

 

Fully Underwritten Guidelines.

 

If full underwriting is used, then in the second and subsequent Policy years, you will have different options available to you depending on your actions in the previous Policy year. In the second Policy year, you may have up to three options as follows:

 

1.

Pay an amount up to the difference between the underwriting premium and the amount paid in the first Policy year. The underwriting premium is the total premium that you designate yourself to be underwritten for. This option is only available if no partial withdrawals have been taken and if the underwriting premium actually exceeds total premium paid in the first Policy year.

2.

Pay an amount that exceeds the limit in option (1) up to the lesser of the remaining lifetime simplified issue maximum, or the simplified issue limit for your Attained Age*, subject to simplified issue underwriting. Note that this option may not exist if the limit in (1) exceeds the lesser of the remaining lifetime simplified issue maximum, or the simplified issue limit for your Attained Age*.

3.

Pay an amount that exceeds the greater of the limit in options (1) and (2) on a fully underwritten basis.

 

With respect to both options 2 and 3, the premium will not be accepted if you do not qualify for the underwriting class under which the Policy was issued.

 

In the third and subsequent Policy years you would have one or two options depending on the premium paid in the previous Policy year.

 

1.

IF you paid a premium in the previous Policy year, you may pay additional premium on a simplified issue basis up to the lesser of the remaining lifetime simplified issue maximum, or the simplified issue limit for your Attained Age*. You may pay more than the simplified issue limit on a fully underwritten basis. (Note that the minimum additional premium that we will accept is $5,000.)

2.

IF you did not pay premium in the previous Policy year, additional premium payments can be made subject to underwriting at our discretion, including full underwriting.

* The simplified issue limit for your Attained Age for Policies issued prior to July 1, 2007 will differ from those Policies issued on or after July 1, 2007.

 

IMSA

 

Transamerica is a member of the Insurance Marketplace Standards Association ("IMSA"). IMSA is an independent, voluntary organization of life insurance companies. It promotes high ethical standards in the sales and advertising of individual life insurance, long-term care insurance and annuity products. Through its Principles and Code of Ethical Market Conduct, IMSA encourages its member companies to develop and implement policies and procedures to promote sound market practices. Companies must undergo a rigorous self and independent assessment of their practices to become a member of IMSA. The IMSA logo in our sales literature shows our ongoing commitment to these standards. You may find more information about IMSA and its ethical standards at www.imsaethics.org in the "Consumer" section or by contacting IMSA at 240-497-2900.

 

Performance Data

 

Other Performance Data in Advertising Sales Literature

 

We may compare each Subaccount's performance to the performance of:

 

 

8

 


 

 

other variable life issuers in general;

variable life insurance policies which invest in mutual funds with similar investment objectives and policies, as reported by Lipper Analytical Services, Inc. ("Lipper") and Morningstar, Inc. ("Morningstar"); and other services, companies, individuals, or industry or financial publications (e.g., Forbes, Money, The Wall Street Journal, Business Week, Barron's, Kiplinger's Personal Finance, and Fortune);

 

>

Lipper and Morningstar rank variable annuity contracts and variable life policies. Their performance analysis ranks such policies and contracts on the basis of total return, and assumes reinvestment of distributions; but it does not show sales charges, redemption fees or certain expense deductions at the separate account level.

the Standard & Poor's Index of 500 Common Stocks, or other widely recognized indices;

 

>

unmanaged indices may assume the reinvestment of dividends, but usually do not reflect deductions for the expenses of operating or managing an investment portfolio; or

other types of investments, such as:

 

>

certificates of deposit;

 

>

savings accounts and U.S. Treasuries;

 

>

certain interest rate and inflation indices (e.g., the Consumer Price Index); or

 

>

indices measuring the performance of a defined group of securities recognized by investors as representing a particular segment of the securities markets (e.g., Donoghue Money Market Institutional Average, Lehman Brothers Corporate Bond Index, or Lehman Brothers Government Bond Index).

                

Transamerica's Published Ratings

 

We may publish in advertisements, sales literature, or reports we send to you the ratings and other information that an independent ratings organization assigns to us. These organizations include: A.M. Best Company, Moody's Investors Service, Inc., Standard & Poor's Insurance Rating Services, and Fitch Ratings. These ratings are opinions regarding an operating insurance company's financial capacity to meet the obligations of its insurance policies in accordance with their terms. These ratings do not apply to the Separate Account, the Subaccounts, the funds or their portfolios, or to their performance.

 

Index to Financial Statements

 

Separate Account VUL-A – Inheritance Builder Plus

 

Report of Independent Registered Public Accounting Firm, dated March 15, 2007

Statements of Assets and Liabilities at December 31, 2006

Statements of Operations for the year ended December 31, 2006

Statements of Changes in Net Assets for the years ended December 31, 2006 and 2005

Notes to the Financial Statements

 

Transamerica Life Insurance Company:

 

Report of Independent Registered Public Accounting Firm, dated March 13, 2007

Statutory-Basis Balance Sheets at December 31, 2006 and 2005

Statutory-Basis Statements of Operations for the years ended December 31, 2006, 2005 and 2004

Statutory-Basis Statements of Changes in Capital and Surplus for the years ended December 31, 2006, 2005 and 2004

Statutory-Basis Statements of Cash Flow for the years ended December 31, 2006, 2005 and 2004

Notes to Financial Statements--Statutory-Basis

Statutory-Basis Financial Statement Schedules

 

 

9

 

 


Report of Independent Registered Public Accounting Firm

 

The Board of Directors and Contract Owners of

Inheritance Builder Plus

Transamerica Life Insurance Company

 

We have audited the accompanying statements of assets and liabilities of Transamerica Life Insurance Company Separate Account VUL-A (comprised of Asset Allocation – Growth, Asset Allocation – Conservative, Asset Allocation – Moderate, Asset Allocation – Moderate Growth, Transamerica Money Market, and International Moderate Growth subaccounts), which are available for investment by contract owners of the Inheritance Builder Plus, as of December 31, 2006, and the related statements of operations and changes in net assets for the periods indicated thereon. These financial statements are the responsibility of the Separate Account’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. We were not engaged to perform an audit of the Separate Account’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Separate Account’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2006 by correspondence with the mutual funds’ transfer agents. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of each of the respective subaccounts comprising Transamerica Life Insurance Company Separate Account VUL-A, which are available for investment by contract owners of the Inheritance Builder Plus at December 31, 2006, and the results of their operations for the year then ended and changes in their net assets for the periods indicated thereon, in conformity with U.S. generally accepted accounting principles.

 

/s/ Ernst & Young LLP

 

Des Moines, Iowa

March 15, 2007

 

F-1

0703-0819683-50

 

 

 

Transamerica Life Insurance Company

Separate Account VUL-A - Inheritance Builder Plus

Statements of Assets and Liabilities

December 31, 2006

 

 

 

 

 

 

Asset Allocation - Growth

Asset Allocation - Conservative

Asset Allocation - Moderate

Asset Allocation - Moderate Growth

Transamerica Money Market

 

 

 

Subaccount

Subaccount

Subaccount

Subaccount

Subaccount

Assets

 

 

 

 

 

 

 

 

Investment in securities:

 

 

 

 

 

 

 

Number of shares

39,900.663

53,621.354

168,186.667

107,661.543

148,664

 

 

Cost

$ 493,094

$ 618,532

$ 2,037,345

$ 1,329,613

$ 148,664

 

 

 

 

 

 

 

 

 

Investments in mutual funds,

 

 

 

 

 

 

 

at net asset value

$ 540,255

$ 616,646

$ 2,119,152

$ 1,468,503

$ 148,664

 

Receivable for units sold

-

-

-

-

13

Total assets

 

 

540,255

616,646

2,119,152

1,468,503

148,677

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

 

 

Payable for units redeemed

26

38

80

64

-

 

 

 

$ 540,229

$ 616,608

$ 2,119,072

$ 1,468,439

$ 148,677

 

 

 

 

 

 

 

 

Net Assets:

 

 

 

 

 

 

 

 

Deferred annuity contracts

 

 

 

 

 

 

 

terminable by owners

$ 540,229

$ 616,608

$ 2,119,072

$ 1,468,439

$ 148,677

Total net assets

 

$ 540,229

$ 616,608

$ 2,119,072

$ 1,468,439

$ 148,677

 

 

 

 

 

 

 

 

Accumulation units outstanding

299,907

432,273

1,381,310

878,913

140,996

Accumulation unit value

 

$1.801323

$1.426431

$1.534103

$1.670744

$1.054474

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes.

 

 

 

 

 

 

 

 

F-2

 


Transamerica Life Insurance Company

Separate Account VUL-A - Inheritance Builder Plus

Statements of Assets and Liabilities

December 31, 2006

 

 

 

 

International Moderate Growth

 

 

 

Subaccount

Assets

 

 

 

 

Investment in securities:

 

 

 

Number of shares

-

 

 

Cost

$ -

 

 

 

 

 

Investments in mutual funds,

 

 

 

at net asset value

$ -

 

Receivable for units sold

-

Total assets

 

 

-

 

 

 

 

Liabilities

 

 

 

 

Payable for units redeemed

-

 

 

 

$ -

 

 

 

 

Net Assets:

 

 

 

 

Deferred annuity contracts

 

 

 

terminable by owners

$ -

Total net assets

 

$ -

 

 

 

 

Accumulation units outstanding

-

Accumulation unit value

 

$1.035850

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes.

 

 

 

 

F-3

 


Transamerica Life Insurance Company

Separate Account VUL-A - Inheritance Builder Plus

Statements of Operations

December 31, 2006

 

 

 

 

 

 

 

Asset Allocation - Growth

Asset Allocation - Conservative

Asset Allocation - Moderate

Asset Allocation - Moderate Growth

 

 

 

 

Subaccount

Subaccount

Subaccount

Subaccount

Net investment income (loss)

 

 

 

 

 

 

Income:

 

 

 

 

 

 

 

 

Dividends

 

$ 3,983

$ 18,369

$ 47,534

$ 21,019

 

Expenses:

 

 

 

 

 

 

 

 

Administrative, mortality and

 

 

 

 

 

 

 

expense risk charges

3,656

5,065

14,147

10,161

Net investment income (loss)

 

327

13,304

33,387

10,858

 

 

 

 

 

 

 

 

Net realized and unrealized capital gains (losses)

 

 

 

 

 

on investments

 

 

 

 

 

Net realized capital gains (losses) on investments:

 

 

 

 

 

Realized gain distributions

 

35,839

26,948

86,616

57,614

 

Proceeds from sales

 

12,653

251,838

264,681

66,432

 

Cost of investments sold

 

11,428

254,689

250,496

60,561

Net realized capital gains (losses) on investments

37,064

24,097

100,801

63,485

 

 

 

 

 

 

 

 

Net change in unrealized appreciation/depreciation

 

 

 

 

 

of investments:

 

 

 

 

 

 

Beginning of period

 

20,769

(18,310)

25,693

53,905

 

End of period

 

47,161

(1,886)

81,807

138,890

Net change in unrealized appreciation/depreciation

 

 

 

 

 

of investments

 

26,392

16,424

56,114

84,985

 

 

 

 

 

 

 

 

Net realized and unrealized capital gains (losses)

 

 

 

 

 

on investments

 

63,456

40,521

156,915

148,470

 

 

 

 

 

 

 

 

Increase (decrease) in net assets from operations

$ 63,783

$ 53,825

$ 190,302

$ 159,328

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes.

 

 

 

 

 

 

 

 

F-4

 


Transamerica Life Insurance Company

Separate Account VUL-A - Inheritance Builder Plus

Statements of Operations

December 31, 2006

 

 

 

 

 

 

Transamerica Money Market

International Moderate Growth

 

 

 

 

Subaccount

Subaccount(1)

Net investment income (loss)

 

 

 

 

Income:

 

 

 

 

 

 

Dividends

 

$ 6,374

$ -

 

Expenses:

 

 

 

 

 

 

Administrative, mortality and

 

 

 

 

 

expense risk charges

1,087

-

Net investment income (loss)

 

5,287

-

 

 

 

 

 

 

Net realized and unrealized capital gains (losses)

 

 

 

on investments

 

 

 

Net realized capital gains (losses) on investments:

 

 

 

Realized gain distributions

 

-

-

 

Proceeds from sales

 

198,354

91

 

Cost of investments sold

 

198,354

91

Net realized capital gains (losses) on investments

-

-

 

 

 

 

 

 

Net change in unrealized appreciation/depreciation

 

 

 

of investments:

 

 

 

 

Beginning of period

 

-

-

 

End of period

 

-

-

Net change in unrealized appreciation/depreciation

 

 

 

of investments

 

-

-

 

 

 

 

 

 

Net realized and unrealized capital gains (losses)

 

 

 

on investments

 

-

-

 

 

 

 

 

 

Increase (decrease) in net assets from operations

$ 5,287

$ -

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes.

 

 

 

 

 

 

F-5

 


Transamerica Life Insurance Company

Separate Account VUL-A - Inheritance Builder Plus

Statements of Changes in Net Assets

Years Ended December 31, 2006 and 2005

 

 

 

 

 

 

Asset Allocation - Growth

 

Asset Allocation - Conservative

 

 

 

 

Subaccount

 

Subaccount

 

 

 

 

2006

2005

 

2006

2005

Operations

 

 

 

 

 

 

 

Net investment income (loss)

$ 327

$ (944)

 

$ 13,304

$ 9,484

 

Net realized capital gains (losses)

 

 

 

 

 

 

 

on investments

37,064

29,101

 

24,097

72,841

 

Net change in unrealized appreciation/

 

 

 

 

 

 

 

depreciation of investments

26,392

6,865

 

16,424

(49,556)

Increase (decrease) in net assets

 

 

 

 

 

 

from operations

 

63,783

35,022

 

53,825

32,769

 

 

 

 

 

 

 

 

 

Contract transactions

 

 

 

 

 

 

Net contract purchase payments

39,000

62,134

 

1

352,364

 

Transfer payments from (to) other

 

 

 

 

 

 

 

subaccounts or general account

87,580

112,658

 

117,552

(43,476)

 

Contract terminations, withdrawals,

 

 

 

 

 

 

and other deductions

-

-

 

(233,318)

-

 

Contract maintenance charges

(8,950)

(6,349)

 

(13,868)

(19,333)

Increase (decrease) in net assets

 

 

 

 

 

 

from contract transactions

117,630

168,443

 

(129,633)

289,555

Net increase (decrease) in net assets

181,413

203,465

 

(75,808)

322,324

 

 

 

 

 

 

 

 

 

Net assets:

 

 

 

 

 

 

 

Beginning of the period

358,816

155,351

 

692,416

370,092

 

End of the period

$ 540,229

$ 358,816

 

$ 616,608

$ 692,416

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes.

 

 

 

 

 

 

 

F-6

 


Transamerica Life Insurance Company

Separate Account VUL-A - Inheritance Builder Plus

Statements of Changes in Net Assets

Years Ended December 31, 2006 and 2005

 

 

 

 

 

Asset Allocation - Moderate

 

Asset Allocation - Moderate Growth

 

 

 

 

Subaccount

 

Subaccount

 

 

 

 

2006

2005

 

2006

2005

Operations

 

 

 

 

 

 

 

Net investment income (loss)

$ 33,387

$ 17,287

 

$ 10,858

$ 2,553

 

Net realized capital gains (losses)

 

 

 

 

 

 

 

on investments

100,801

103,199

 

63,485

67,511

 

Net change in unrealized appreciation/

 

 

 

 

 

 

 

depreciation of investments

56,114

(12,918)

 

84,985

9,533

Increase (decrease) in net assets

 

 

 

 

 

 

from operations

 

190,302

107,568

 

159,328

79,597

 

 

 

 

 

 

 

 

 

Contract transactions

 

 

 

 

 

 

Net contract purchase payments

86,928

224,529

 

120,250

158,848

 

Transfer payments from (to) other

 

 

 

 

 

 

 

subaccounts or general account

219,338

464,632

 

36,215

320,725

 

Contract terminations, withdrawals,

 

 

 

 

 

 

and other deductions

(116,659)

-

 

-

-

 

Contract maintenance charges

(36,292)

(28,833)

 

(27,407)

(16,951)

Increase (decrease) in net assets

 

 

 

 

 

 

from contract transactions

153,315

660,328

 

129,058

462,622

Net increase (decrease) in net assets

343,617

767,896

 

288,386

542,219

 

 

 

 

 

 

 

 

 

Net assets:

 

 

 

 

 

 

 

Beginning of the period

1,775,455

1,007,559

 

1,180,053

637,834

 

End of the period

$ 2,119,072

$ 1,775,455

 

$ 1,468,439

$ 1,180,053

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes.

 

 

 

 

 

 

 

F-7

 


Transamerica Life Insurance Company

Separate Account VUL-A - Inheritance Builder Plus

Statements of Changes in Net Assets

Years Ended December 31, 2006 and 2005

 

 

 

 

 

Transamerica Money Market

 

International Moderate Growth

 

 

 

 

Subaccount

 

Subaccount

 

 

 

 

2006

2005

 

2006(1)

Operations

 

 

 

 

 

 

Net investment income (loss)

$ 5,287

$ 2,153

 

$ -

 

Net realized capital gains (losses)

 

 

 

 

 

 

on investments

-

-

 

-

 

Net change in unrealized appreciation/

 

 

 

 

 

 

depreciation of investments

-

-

 

-

Increase (decrease) in net assets

 

 

 

 

 

from operations

 

5,287

2,153

 

-

 

 

 

 

 

 

 

 

Contract transactions

 

 

 

 

 

Net contract purchase payments

1,456

148,485

 

-

 

Transfer payments from (to) other

 

 

 

 

 

 

subaccounts or general account

88

20

 

-

 

Contract terminations, withdrawals,

 

 

 

 

 

and other deductions

-

-

 

-

 

Contract maintenance charges

3,634)

5,178)

 

-

Increase (decrease) in net assets

 

 

 

 

 

from contract transactions

2,090)

143,327

 

-

Net increase (decrease) in net assets

3,197

145,480

 

-

 

 

 

 

 

 

 

 

Net assets:

 

 

 

 

 

 

Beginning of the period

145,480

-

 

-

 

End of the period

$ 148,677

$ 145,480

 

$ -

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes.

 

 

 

 

 

 

 

F-8

 


Transamerica Life Insurance Company

Separate Account VUL-A - Inheritance Builder Plus

Notes to Financial Statements

December 31, 2006

 

 

1. Organization and Summary of Significant Accounting Policies

 

 

Organization

 

Separate Account VUL-A - Inheritance Builder Plus (the Mutual Fund Account) is a segregated investment account of Transamerica Life Insurance Company (Transamerica Life), an indirect wholly owned subsidiary of AEGON N.V., a holding company organized under the laws of The Netherlands.

 

The Mutual Fund Account is registered with the Securities and Exchange Commission as a Unit Investment Trust pursuant to provisions of the Investment Company Act of 1940. The Mutual Fund Account consists of multiple investment subaccounts (each a Series Fund and collectively the Series Funds). Activity in these specified investment subaccounts is available to contract owners of the Separate Account VUL-A - Inheritance Builder Plus. The remaining subaccounts (not presented herein) are available for investment by contract owners of the Separate Account VUL-A - Legacy Builder Plus, also offered by Transamerica Life. The amounts reported herein represent the activity related to contract owners of the Inheritance Builder Plus only. Each Series Fund is registered as an open-end management investment company under the Investment Company Act of 1940, as amended.

 

Subaccount Investment by Series Fund:

 

 

 

 

AEGON/Transamerica Series Fund, Inc.-Service Class:

 

 

 

 

Asset Allocation-Growth

 

 

 

 

 

 

Asset Allocation-Conservative

 

 

 

 

 

Asset Allocation-Moderate

 

 

 

 

 

Asset Allocation-Moderate Growth

 

 

 

 

 

Transamerica Money Market

 

 

 

 

 

International Moderate Growth

 

 

 

 

 

 

 

 

 

 

 

 

 

Each period reported on reflects a full twelve month period except as follows:

 

 

 

Subaccount

 

 

 

 

Inception Date

 

 

Asset Allocation - Growth

 

 

 

May 1, 2003

 

 

Asset Allocation - Conservative

 

 

 

May 1, 2003

 

 

Asset Allocation - Moderate

 

 

 

May 1, 2003

 

 

Asset Allocation - Moderate Growth

 

 

May 1, 2003

 

 

Transamerica Money Market

 

 

 

May 1, 2003

 

 

International Moderate Growth

 

 

 

May 1, 2006

 

 

Investments

 

Net purchase payments received by the Mutual Fund Account are invested in the portfolios of the Series Funds as selected by the contract owner. Investments are stated at the closing net asset values per share on December 31, 2006.

 

Realized capital gains and losses from sales of shares in the Series Funds are determined on the first-in, first-out basis. Investment transactions are accounted for on the trade date (date the order to buy or sell is executed) and dividend income is recorded on the ex-dividend date. Unrealized gains or losses from investments in the Series Funds are included in the Statements of Operations.

 

F-9

 


Transamerica Life Insurance Company

Separate Account VUL-A - Inheritance Builder Plus

Notes to Financial Statements

December 31, 2006

 

 

Dividend Income

 

Dividends received from the Series Funds investments are reinvested to purchase additional mutual fund shares.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

F-10

 


Transamerica Life Insurance Company

Separate Account VUL-A - Inheritance Builder Plus

Notes to Financial Statements

December 31, 2006

 

 

2. Investments

 

The aggregate cost of purchases and proceeds from sales of investments for the period ended December 31, 2006 were as follows:

 

 

 

 

 

 

 

Purchases

Sales

AEGON/Transamerica Series Fund, Inc.-Service Class:

 

 

 

 

Asset Allocation-Growth Portfolio-Service Class

$ 166,457

$ 12,653

 

Asset Allocation-Conservative Portfolio-Service Class

162,468

251,838

 

Asset Allocation-Moderate Portfolio-Service Class

538,023

264,681

 

Asset Allocation-Moderate Growth Portfolio-Service Class

263,989

66,432

 

Transamerica Money Market-Service Class

201,540

198,354

 

International Moderate Growth Fund-Service Class

91

91

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

F-11

 


Transamerica Life Insurance Company

Separate Account VUL-A - Inheritance Builder Plus

Notes to Financial Statements

December 31, 2006

 

 

3. Accumulation Units Outstanding

 

A summary of changes in accumulation units outstanding follows:

 

 

 

 

 

 

 

Asset Allocation - Growth

Asset Allocation - Conservative

Asset Allocation - Moderate

Asset Allocation - Moderate Growth

Transamerica Money Market

 

 

 

 

 

Subaccount

Subaccount

Subaccount

Subaccount

Subaccount

 

Units outstanding at

 

 

 

 

 

 

 

January 1, 2005

109,626

292,959

770,912

468,492

-

 

 

 

Units purchased

42,895

274,971

168,855

105,025

145,621

 

 

 

Units redeemed and

 

 

 

 

 

 

 

 

 

transferred

75,403

(42,065)

337,772

222,453

(2,559)

 

Units outstanding at

 

 

 

 

 

 

 

December 31, 2005

227,924

525,865

1,277,539

795,970

143,062

 

 

 

Units purchased

23,983

-

57,143

76,362

1,428

 

 

 

Units redeemed and

 

 

 

 

 

 

 

 

 

transferred

48,000

93,592)

46,628

6,581

(3,494)

 

Units outstanding at

 

 

 

 

 

 

 

December 31, 2006

299,907

432,273

1,381,310

878,913

140,996

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

International Moderate Growth

 

 

 

 

 

 

 

 

 

Subaccount

 

 

 

 

 

Units outstanding at

 

 

 

 

 

 

 

January 1, 2005

-

 

 

 

 

 

 

 

Units purchased

-

 

 

 

 

 

 

 

Units redeemed and

 

 

 

 

 

 

 

 

 

transferred

-

 

 

 

 

 

Units outstanding at

 

 

 

 

 

 

 

December 31, 2005

-

 

 

 

 

 

 

 

Units purchased

1

 

 

 

 

 

 

 

Units redeemed and

 

 

 

 

 

 

 

 

 

transferred

(1)

 

 

 

 

 

Units outstanding at

 

 

 

 

 

 

 

December 31, 2006

-

 

 

 

 

 

 

 

 

 

F-12

 


Transamerica Life Insurance Company

Separate Account VUL-A - Inheritance Builder Plus

Notes to Financial Statements

December 31, 2006

 

 

4. Financial Highlights

 

The Mutual Fund Account has presented the following disclosures required by the AICPA Audit and Accounting Guide for Investment Companies.

 

 

 

 

Unit Fair Value

 

 

 

 

 

 

Total Return***

 

 

 

 

Corresponding

 

 

 

 

 

 

Corresponding

 

 

 

 

to Lowest to

 

 

Investment

 

 

 

to Lowest to

 

 

Year

 

Highest

Net

 

Income

 

Expense

 

Highest

 

Subaccount

Ended

Units

Expense Ratio

Assets

 

Ratio*

 

Ratio**

 

Expense Ratio

 

 

 

 

 

 

 

 

 

 

 

 

 

Asset Allocation - Growth

 

 

 

 

 

 

 

 

 

 

 

12/31/2006

299,907

$1.80

$540,229

 

0.81

%

1.30

%

14.42

%

 

12/31/2005

227,924

1.57

358,816

 

0.43

 

1.30

 

11.09

 

 

12/31/2004

109,626

1.42

155,351

 

0.09

 

1.30

 

13.05

 

 

12/31/2003(1)

35,125

1.25

44,028

 

0.00

 

1.30

 

25.35

 

Asset Allocation - Conservative

 

 

 

 

 

 

 

 

 

 

12/31/2006

432,273

1.43

616,608

 

2.70

 

1.30

 

8.33

 

 

12/31/2005

525,865

1.32

692,416

 

2.25

 

1.30

 

4.23

 

 

12/31/2004

292,959

1.26

370,092

 

0.08

 

1.30

 

8.63

 

 

12/31/2003(1)

221,571

1.16

257,675

 

0.00

 

1.30

 

16.29

 

Asset Allocation - Moderate

 

 

 

 

 

 

 

 

 

 

12/31/2006

1,381,310

1.53

2,119,072

 

2.49

 

1.30

 

10.39

 

 

12/31/2005

1,277,539

1.39

1,775,455

 

1.98

 

1.30

 

6.33

 

 

12/31/2004

770,912

1.31

1,007,559

 

0.01

 

1.30

 

10.30

 

 

12/31/2003(1)

-

1.18

-

 

0.00

 

1.30

 

18.50

 

Asset Allocation - Moderate Growth

 

 

 

 

 

 

 

 

 

 

12/31/2006

878,913

1.67

1,468,439

 

1.54

 

1.30

 

12.70

 

 

12/31/2005

795,970

1.48

1,180,053

 

1.04

 

1.30

 

8.89

 

 

12/31/2004

468,492

1.36

637,834

 

0.19

 

1.30

 

12.32

 

 

12/31/2003(1)

-

1.21

-

 

0.00

 

1.30

 

21.22

 

Transamerica Money Market

 

 

 

 

 

 

 

 

 

 

12/31/2006

140,996

1.05

148,677

 

4.35

 

1.30

 

3.69

 

 

12/31/2005

143,062

1.02

145,480

 

3.00

 

1.30

 

1.87

 

 

12/31/2004

-

1.00

-

 

0.00

 

1.30

 

0.00

 

 

12/31/2003(1)

-

1.00

-

 

0.40

 

1.30

 

(0.17)

 

International Moderate Growth

 

 

 

 

 

 

 

 

 

 

12/31/2006(1)

-

1.04

-

 

0.00

 

1.30

 

3.58

 

 

F-13

 


Transamerica Life Insurance Company

Separate Account VUL-A - Inheritance Builder Plus

Notes to Financial Statements

December 31, 2006

 

 

4. Financial Highlights (continued)

 

 

 

*

These amounts represent the dividends, excluding distributions of capital gains, received by the subaccount from the underlying Series Fund, net of management fees assessed by the fund manager, divided by the average net assets. These ratios exclude those expenses, such as mortality and expense charges, that result in direct reductions in the unit values. The recognition of investment income by the subaccount is affected by the timing of the declaration of dividends by the underlying Series Fund in which the subaccounts invest.

 

 

 

**

These ratios represent the annualized contract expenses of the Mutual Fund Account, consisting primarily of mortality and expense charges. The ratios include only those expenses that result in a direct reduction to unit values. Charges made directly to contract owner accounts through the redemption of units and expenses of the underlying Series Fund are excluded.

 

 

 

***

These amounts represent the total return for the period indicated, including changes in the value of the underlying Series Fund, and reflect deductions for all items included in the expense ratio. The total return does not include any expenses assessed through the redemption of units; inclusion of these expenses in the calculation would result in a reduction in the total return presented.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

F-14

 


Transamerica Life Insurance Company

Separate Account VUL-A - Inheritance Builder Plus

Notes to Financial Statements

December 31, 2006

 

 

5. Administrative, Mortality, and Expense Risk Charges

 

Transamerica Life deducts a monthly charge from the cash value of the policy from each subaccount to cover administrative expenses. This administration charge is $2.50 per month for policies with a cash value less than $50,000. An additional monthly administration charge of 0.55% of the assets in the variable account is charged during the first ten policy years. Transamerica Life also assesses a monthly cost of insurance charge for underwriting the death benefit of the policy. The cost of insurance charge depends on a number of variables that would cause it to vary from policy to policy and from month to month.

 

Transamerica Life deducts a daily charge for assuming certain mortality and expense risks. This charge is equal to an effective annual rate of 0.75% of the value of the contract owner’s individual account.

 

 

6. Income Taxes

 

Operations of the Mutual Fund Account form a part of Transamerica Life, which is taxed as a life insurance company under Subchapter L of the Internal Revenue Code of 1986, as amended (the Code). The operations of the Mutual Fund Account are accounted for separately from other operations of Transamerica Life for purposes of federal income taxation. The Mutual Fund Account is not separately taxable as a regulated investment company under Subchapter M of the Code and is not otherwise taxable as an entity separate from Transamerica Life. Under existing federal income tax laws, the income of the Mutual Fund Account is not taxable to Transamerica Life, as long as earnings are credited under the variable life insurance contracts.

 

 

7. Dividend Distributions

 

Dividends are not declared by the Mutual Fund Account, since the increase in the value of the underlying investment in the Series Funds is reflected daily in the accumulation unit price used to calculate the equity value within the Mutual Fund Account. Consequently, a dividend distribution by the underlying Series Funds does not change either the accumulation unit price or equity values within the Mutual Fund Account.

 

 

 

 

 

 

F-15

 

 

Report of Independent Registered Public Accounting Firm

 

The Board of Directors

Transamerica Life Insurance Company

 

We have audited the accompanying statutory-basis balance sheets of Transamerica Life Insurance Company (an indirect wholly owned subsidiary of AEGON N.V.) as of December 31, 2006 and 2005, and the related statutory-basis statements of operations, changes in capital and surplus, and cash flow for each of the three years in the period ended December 31, 2006. Our audit also included the statutory-basis financial statement schedules required by Regulation S-X, Article 7. These financial statements and schedules are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements and schedules based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. We were not engaged to perform an audit of the Company’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

As described in Note 1 to the financial statements, the Company presents its financial statements in conformity with accounting practices prescribed or permitted by the Insurance Division, Department of Commerce, of the State of Iowa, which practices differ from U.S. generally accepted accounting principles. The variances between such practices and U.S. generally accepted accounting principles also are described in Note 1. The effects on the financial statement of these variances are not reasonably determinable but are presumed to be material.

In our opinion, because of the effects of the matter described in the preceding paragraph, the financial statements referred to above do not present fairly, in conformity with U.S. generally accepted accounting principles, the financial position of Transamerica Life Insurance Company at December 31, 2006 and 2005, or the results of its operations or its cash flow for each of the three years in the period ended December 31, 2006.

 

 

F-16

 


 

However, in our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Transamerica Life Insurance Company at December 31, 2006 and 2005, and the results of its operations and its cash flow for each of the three years in the period ended December 31, 2006, in conformity with accounting practices prescribed or permitted by the Insurance Division, Department of Commerce, of the State of Iowa. Also, in our opinion, the related financial statement schedules, when considered in relation to the basic statutory-basis financial statements taken as a whole, present fairly in all material respects the information set forth therein.

As discussed in Note 2 to the financial statements, in 2006 Transamerica Life Insurance Company changed its accounting for investments in certain low income housing tax credit properties. Also, as discussed in Note 2 to the financial statements, in 2005 Transamerica Life Insurance Company changed its accounting for investment in subsidiary, controlled and affiliated entities as well as its accounting for transfers and servicing of financial assets and extinguishments of liabilities.

 

/s/ Ernst & Young LLP

 

March 13, 2007

 

 

 

F-17

 


Transamerica Life Insurance Company

 

Balance Sheets – Statutory Basis

(Dollars in Thousands, Except per Share Amounts)

 

 

December 31

 

2006

2005

Admitted assets

 

 

Cash and invested assets:

 

 

Cash, cash equivalents, and short-term investments

$ 1,214,965

$ 326,027

Bonds:

 

 

Affiliated entities

501,180

496,081

Unaffiliated

32,103,292

35,355,634

Preferred stocks:

 

 

Affiliated entities

1,085

1,085

Unaffiliated

1,689,094

337,338

Common stocks:

 

 

Affiliated entities (cost: 2006 - $84,843; 2005 - $84,576)

82,202

74,849

Unaffiliated (cost: 2006 - $366,148; 2005 - $234,927)

393,176

267,414

Mortgage loans on real estate

5,760,667

5,770,723

Real estate:

 

 

Home office properties

6,237

6,464

Properties held for production of income

2,466

5,235

Properties held for sale

21,508

22,822

Policy loans

130,144

123,221

Receivable for securities

6,651

13,474

Other invested assets

1,543,092

1,116,749

Total cash and invested assets

43,455,759

43,917,116

 

 

 

Premiums deferred and uncollected

20,444

21,154

Due and accrued investment income

853,244

847,091

Reinsurance balances recoverable

2,914

3,995

Federal and foreign income tax recoverable

-

112,500

Net deferred income tax asset

108,342

116,392

Receivable from parent, subsidiaries, and affiliates

503,881

54,261

Other admitted assets

109,938

192,366

Separate account assets

28,875,013

23,662,198

 

 

 

Total admitted assets

$73,929,535

$68,927,073

 

F-18

 


 

 

 

December 31

 

2006

2005

Liabilities and capital and surplus

 

 

Liabilities:

 

 

Aggregate reserves for policies and contracts:

 

 

Life

$ 4,040,838

$ 4,008,767

Annuity

23,038,230

26,901,713

Accident and health

812,961

714,373

Policy and contract claim reserves:

 

 

Life

35,143

37,337

Accident and health

39,502

40,207

Liabilities for deposit-type contracts

7,085,285

7,755,652

Other policyholders’ funds

2,646

2,562

Remittances and items not allocated

167,889

104,925

Borrowed money

493,336

8,492

Asset valuation reserve

803,012

663,191

Interest maintenance reserve

159,356

214,962

Commissions and expense allowances payable on reinsurance assumed

-

101

Other liabilities

522,796

423,773

Reinsurance in unauthorized companies

-

17,264

Funds held under coinsurance and other reinsurance treaties

5,950,970

2,293,431

Transfers from separate accounts due or accrued (including $(477,683) and $(457,793) accrued for expense allowances recognized in reserves, net of reinsured allowances)

(482,082)

(443,974)

Federal and foreign income taxes payable (including $50,291 and $– on realized capital gains (losses) at December 31, 2006 and 2005, respectively)

20,923

Payable for securities

90,398

104,111

Payable to affiliates

230,656

Separate account liabilities

28,874,898

23,662,141

Total liabilities

71,886,757

66,509,028

 

 

 

Capital and surplus:

 

 

Common stock, $10 per share par value, 1,000,000 shares authorized, 316,955 issued and outstanding shares

3,170

3,170

Preferred stock, Series A, $10 per share par value, 42,500 shares authorized and issued at December 31, 2006 and 42,500 shares authorized, issued and outstanding at December 31, 2005 (total liquidation value - $58,000); Series B, $10 per share par value, 250,000 shares authorized, 87,755 shares issued and outstanding (total liquidation value - $877,550)

1,302

1,302

Treasury stock, Series A Preferred, $10 per share par value, 42,500 shares

(58,000)

-

Surplus notes

-

575,000

Paid-in surplus

1,437,768

1,437,996

Unassigned surplus

658,538

400,577

Total capital and surplus

2,042,778

2,418,045

Total liabilities and capital and surplus

$73,929,535

$68,927,073

 

See accompanying notes.

 

F-19

 


Transamerica Life Insurance Company

 

Statements of Operations – Statutory Basis

(Dollars in Thousands)

 

 

Year Ended December 31

 

2006

2005

2004

Revenues:

 

 

 

Premiums and other considerations, net of reinsurance:

 

 

 

Life

$ 392,558

$ 734,878

$1,192,921

Annuity

4,322,254

4,191,484

4,972,942

Accident and health

194,973

178,855

175,387

Net investment income

2,376,911

2,390,054

2,380,749

Amortization of interest maintenance reserve

21,795

39,488

32,901

Commissions and expense allowances on reinsurance ceded

187,363

105,759

46,349

Consideration for reinsurance recapture

286,705

Income from fees associated with investment management, administration and contract guarantees for separate accounts

369,936

 

 

276,684

 

 

250,567

Reserve adjustments on reinsurance ceded

1,234,064

(219,021)

(125,668)

Coinsurance reserve recapture

643,279

Income from administrative service agreement

42,513

Other income

51,256

62,744

60,264

 

9,193,623

7,760,925

9,916,396

Benefits and expenses:

 

 

 

Benefits paid or provided for:

 

 

 

Life

115,217

118,906

107,082

Accident and Health

113,547

102,075

101,758

Surrender benefits

7,291,738

5,415,085

4,804,754

Other benefits

1,487,689

1,380,601

1,253,141

Increase (decrease) in aggregate reserves for policies and contracts:

 

 

 

Life

32,072

45,992

408,100

Annuity

(3,863,633)

(1,974,994)

639,283

Accident and health

98,588

86,538

97,704

 

5,275,218

5,174,203

7,411,822

Insurance expenses:

 

 

 

Commissions

435,419

425,434

447,710

General insurance expenses

253,636

242,493

226,776

Insurance taxes, licenses, and fees

41,256

27,899

39,458

Net transfers to separate accounts

2,417,521

1,365,516

1,022,189

Reinsurance reserve recapture

813

293,942

Other expenses

415,693

230,388

194,270

 

3,563,525

2,292,543

2,224,345

Total benefits and expenses

8,838,743

7,466,746

9,636,167

Gain from operations before dividends to policyholders, federal income tax expense and net realized capital gains (losses) on investments

354,880

294,179

280,229

Dividends to policyholders

557

455

538

Gain from operations before federal income tax expense and net realized capital gains (losses) on investments

354,323

 

293,724

 

279,691

Federal income tax expense

136,412

4,302

78,317

Gain from operations before net realized capital gains (losses) on investments

217,911

289,422

201,374

Net realized capital gains (losses) on investments (net of related federal income taxes and amounts transferred to/from interest maintenance reserve)

114,487

 

 

9,223

 

 

65,791

Net income

$ 332,398

$ 298,645

$ 267,165

See accompanying notes.

 

F-20

 


Transamerica Life Insurance Company

 

Statements of Changes in Capital and Surplus – Statutory Basis

(Dollars in Thousands)

 

 

 

 

Common Stock

 

 

Preferred Stock

 

 

Treasury Stock

 

 

Surplus

Notes

 

 

Paid-in

Surplus

 

Unassigned Surplus

Total Capital and Surplus

Balance at January 1, 2004

$ 2,235

$ 425

$ –

$ 575,000

$1,361,793

$ 536,103

$2,475,556

Net income

267,165

267,165

Change in net unrealized capital gains/losses, net of tax

 

52,077

52,077

Nonadmit value of reciprocal ownership

 

(65,170)

(53,209)

(118,379)

Change in other nonadmitted assets

71,576

71,576

Change in asset valuation reserve

(220,329)

(220,329)

Repayment of surplus in separate accounts

 

560

560

Change in provision for reinsurance in unauthorized companies

 

 

 

 

(136)

(136)

Change in net deferred income tax asset

(35,091)

(35,091)

Issuance of common stock in connection with statutory merger

343

(343)

Capital contribution

490,000

490,000

Change in reserves on account of change in valuation basis

1,423

1,423

Reinsurance transactions

(14,424)

(14,424)

Dividend to stockholder

(400,000)

(400,000)

Contributed surplus related to stock appreciation rights plan of indirect parent

 

 

613

613

Balance at December 31, 2004

$ 2,578

$ 425

$ –

$ 575,000

$1,787,236

$ 205,372

$2,570,611

 

 

F-21

 


Transamerica Life Insurance Company

 

Statements of Changes in Capital and Surplus – Statutory Basis

(Dollars in Thousands)

 

 

 

 

Common Stock

 

 

Preferred Stock

 

 

Treasury Stock

 

 

Surplus

Notes

 

 

Paid-in

Surplus

 

Unassigned Surplus

Total Capital and Surplus

Balance at December 31, 2004

$ 2,578

$ 425

$ –

$ 575,000

$1,787,236

$ 205,372

$2,570,611

Net income

298,645

298,645

Change in net unrealized capital gains/losses, net of tax

 

39,668

39,668

Change in other nonadmitted assets

 

(1,718)

(1,718)

Change in asset valuation reserve

(146,776)

(146,776)

Repayment of surplus in separate accounts

199

199

Change in provision for reinsurance in unauthorized companies

 

 

 

 

(17,011)

(17,011)

Change in net deferred income tax asset

 

34,505

34,505

Cumulative effect of change in accounting principle

(6,668)

(6,668)

Issuance of common stock in connection with statutory merger

592

877

(1,812)

343

Return of capital

 

(348,051)

(348,051)

Reinsurance transactions

(5,982)

(5,982)

Contributed surplus related to stock appreciation rights plan of indirect parent

 

 

 

 

623

623

Balance at December 31, 2005

$ 3,170

$1,302

$ –

$ 575,000

$1,437,996

$ 400,577

$2,418,045

 

 

 

 

F-22

 


Transamerica Life Insurance Company

 

Statements of Changes in Capital and Surplus – Statutory Basis (continued)

(Dollars in Thousands)

 

 

 

 

Common Stock

 

 

Preferred Stock

 

 

Treasury Stock

 

 

Surplus

Notes

 

 

Paid-in

Surplus

 

Unassigned Surplus

Total Capital and Surplus

 

 

 

 

 

 

 

 

Balance at December 31, 2005

$ 3,170

$1,302

$ –

$575,000

$1,437,996

$ 400,577

$2,418,045

Cumulative effect of change in accounting principle

(1,665)

(1,665)

Net income

332,398

332,398

Change in net unrealized capital gains/losses, net of tax

 

105,010

105,010

Change in net unrealized foreign exchange capital gains/losses, net of tax

 

 

(3,602)

(3,602)

Change in other nonadmitted assets

(98,040)

(98,041)

Change in asset valuation reserve

(139,821)

(139,821)

Repayment of surplus in separate accounts

 

79

79

Change in provision for reinsurance in unauthorized companies

17,264

17,264

Change in net deferred income tax asset

 

91,021

91,021

Reinsurance transactions

4,640

4,640

Dividend to stockholders

(69,803)

(69,803)

Repurchase of Series A preferred stock

 

(58,000)

 

(58,000)

Correction of prior period error

20,480

20,480

Repayment of surplus notes

(575,000)

(575,000)

Contributed surplus related to stock appreciation rights plan of indirect parent

 

 

 

 

(228)

(228)

Balance at December 31, 2006

$ 3,170

$1,302

$(58,000)

$ –

$1,437,768

$ 658,538

$2,042,778

 

See accompanying notes.

 

F-23

 


Transamerica Life Insurance Company

 

Statements of Cash Flow – Statutory Basis

(Dollars in Thousands)

 

 

Year Ended December 31

 

2006

2005

2004

 

 

 

 

Operating activities

 

 

 

Premiums collected, net of reinsurance

$ 4,910,880

$ 5,105,476

$ 6,336,849

Net investment income

2,490,060

2,466,077

2,276,092

Miscellaneous income

1,972,319

259,085

1,143,613

Benefit and loss related payments

(10,395,471)

(7,792,780)

(6,599,811)

Net transfers to separate accounts

(2,326,426)

(1,199,281)

(903,618)

Commissions, expenses paid, and aggregate write-ins for deductions

(1,155,948)

(985,993)

(919,570)

Dividends paid to policyholders

(523)

(584)

(618)

Federal and foreign income taxes paid

(53,236)

(175,128)

(104,543)

Net cash (used in) provided by operating activities

(4,558,345)

(2,323,128)

1,228,394

 

 

 

 

Investing activities

 

 

 

Proceeds from investments sold, matured or repaid:

 

 

 

Bonds

18,812,848

23,151,411

26,928,308

Common stocks

200,499

83,756

324,400

Preferred stocks

398,977

361,028

454,336

Mortgage loans

1,271,404

1,303,236

679,622

Real estate

7,004

15,683

22,678

Other invested assets

346,990

284,913

416,287

Receivable/payable for securities

66,568

17,374

1,145,717

Miscellaneous proceeds

11,490

143,374

Total investment proceeds

21,104,290

25,228,891

30,114,722

 

 

 

 

Cost of investments acquired:

 

 

 

Bonds

(16,845,468)

(20,643,565)

(28,238,630)

Common stock

(361,184)

(106,718)

(410,614)

Preferred stock

(468,081)

(223,919)

(311,727)

Mortgage loans

(1,266,019)

(1,346,022)

(1,116,443)

Real estate

(2,486)

(303)

(34)

Other invested assets

(609,485)

(396,494)

(521,699)

Receivable/payable for securities

(1,346,713)

Miscellaneous applications

(13,718)

(5,322)

(44,478)

Total cost of investments acquired

(19,566,441)

(24,069,056)

(30,643,625)

Net increase in policy loans

(6,923)

(6,969)

(11,003)

Net cost of investments acquired

(19,573,364)

(24,076,025)

(30,654,628)

Net cash provided by (used in) investing activities

$ 1,530,926

$ 1,152,866

$ (539,906)

 

F-24

 


Transamerica Life Insurance Company

 

Statements of Cash Flow – Statutory Basis (continued)

(Dollars in Thousands)

 

 

Year Ended December 31

 

2006

2005

2004

Financing and miscellaneous activities

 

 

 

Other cash provided:

 

 

 

Capital and surplus paid in

$ –

$ –

$ 490,000

Borrowed funds received

482,624

8,450

Net deposits and withdrawals on deposit-type contract funds and other liabilities without life or disability contingencies

542,778

(360,558)

(499,262)

Funds held under reinsurance treaty with unauthorized reinsurers

3,654,695

973,428

637,252

Other sources

(88,152)

(74,352)

(174,360)

Total cash provided

4,591,945

546,968

453,630

 

Other cash applied:

 

 

 

Dividends paid to stockholders

(42,588)

(400,000)

Repurchase of surplus notes

(575,000)

Repurchase of preferred stock

(58,000)

 

 

Capital distribution

(348,051)

Total other cash applied

(675,588)

(348,051)

(400,000)

Net cash provided by financing and miscellaneous activities

3,916,357

198,917

53,630

Net increase (decrease) in cash, cash equivalents and short-term investments

888,938

(971,345)

742,118

 

 

 

 

Cash, cash equivalents and short-term investments:

 

 

 

Beginning of year

326,027

1,297,372

555,254

End of year

$1,214,965

$ 326,027

$1,297,372

 

 

 

 

Supplemental disclosure of cash flow information for non-cash transactions:

 

 

 

Dividend paid in non-affiliated stock

$ 27,215

$ –

$ –

 

 

 

See accompanying notes.

 

F-25

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis

(Dollars in Thousands, Except per Share Amounts)

 

December 31, 2006

 

1. Organization and Summary of Significant Accounting Policies

 

Organization

 

Transamerica Life Insurance Company (the Company) is a stock life insurance company and is owned by AEGON USA, Inc. (100% of preferred shares) and Transamerica Occidental Life Insurance Company (100% of common shares). AEGON USA, Inc. (AEGON) and Transamerica Occidental Life Insurance Company (TOLIC) are both indirect wholly-owned subsidiaries of AEGON N.V., a holding company organized under the laws of The Netherlands.

 

On October 1, 2004, the Company completed a merger with Transamerica Assurance Company (TAC), which was a wholly-owned subsidiary of an affiliate, Transamerica Life Insurance and Annuity Company (TALIAC). The merger was accounted for in accordance with Statement of Statutory Accounting Principles (SSAP) No. 68, Business Combinations and Goodwill, as a statutory merger. As such, financial statements for periods prior to the merger were combined and the recorded assets, liabilities, and surplus of TAC were carried forward to the merged company. As a result of the merger, TALIAC was issued 34,295 shares of the Company's common stock.

 

On October 1, 2005, the Company completed a merger with TALIAC, which was a wholly-owned subsidiary of an affiliate, TOLIC. The merger was accounted for in accordance with SSAP No. 68 as a statutory merger. Prior to the merger of the Company and TALIAC, TALIAC owned 34,295 shares and AEGON USA, Inc. owned 223,500 shares in common stock of the Company. TOLIC owned 100% (25,000 shares) of the outstanding common shares of TALIAC prior to the merger. As a result of the merger, the 34,295 outstanding shares of the Company previously held by TALIAC were retired and considered authorized but unissued stock of the merged entity. AEGON USA, Inc. exchanged its 223,500 common shares of the Company for 87,755 shares of a newly issued Series B non-voting class of preferred stock of the merged entity, shares equivalent in value to that of the common shares previously held. Also in conjunction with the merger, the TALIAC stock was deemed cancelled by operation of law. In exchange for its agreement to merge TALIAC into the Company, TOLIC received 316,955 shares of the merged entity, which was an equivalent fair value of the TALIAC stock that was deemed cancelled. As such, financial statements for periods prior to the merger were combined and the recorded assets, liabilities, and surplus of TALIAC were carried forward to the merged company. Total capital and surplus of the Company was reduced by the value of the Company’s stock held by TALIAC prior to the merger in the amount of $171,482.

 

F-26

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

1. Organization and Summary of Significant Accounting Policies (continued)

 

Summarized financial information for the Company, TAC, and TALIAC restated for periods prior to the mergers are as follows:

 

Nine Months Ended

September 30

Period Ended

December 31

 

2005

2004

 

 

Unaudited

 

 

Revenues:

 

 

 

Company

$ 3,371,185

$ 5,750,848

 

TAC

152,450

 

TALIAC

2,857,854

4,013,098

 

Merger elimination

(51,949)

 

As restated

$ 6,177,090

$ 9,916,396

 

 

 

 

 

Net income (loss):

 

 

 

Company

$ 72,538

$ 140,789

 

TAC

(12,013)

 

TALIAC

158,430

138,389

 

Merger elimination

(51,949)

 

As restated

$ 179,019

$ 267,165

 

 

With respect to TAC, the period ended December 31, 2004, reflects revenues and net loss for the period January 1, 2004 through September 30, 2004 (date of merger with the Company).

 

Nature of Business

 

The Company sells individual non-participating whole life, endowment, and term contracts, structured settlements, pension products, as well as a broad line of single fixed and flexible premium annuity products and guaranteed interest contracts and funding agreements. In addition, the Company offers group life, universal life, and individual and specialty health coverages. The Company is licensed in 49 states and the District of Columbia, Guam, Puerto Rico, and the US Virgin Islands. Sales of the Company’s products are primarily through the Company’s agents and financial institutions.

 

F-27

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

1. Organization and Summary of Significant Accounting Policies (continued)

 

Basis of Presentation

 

The preparation of financial statements of insurance companies requires management to make estimates and assumptions that affect amounts reported in the financial statements and accompanying notes. Such estimates and assumptions could change in the future as more information becomes known, which could impact the amounts reported and disclosed herein.

 

The accompanying financial statements have been prepared in conformity with accounting practices prescribed or permitted by the Insurance Division, Department of Commerce, of the State of Iowa, which practices differ from accounting principles generally accepted in the United States (GAAP). The more significant variances from GAAP are:

 

Investments: Investments in bonds and mandatorily redeemable preferred stocks are reported at amortized cost or fair value based on their National Association of Insurance Commissioners (NAIC) rating; for GAAP, such fixed maturity investments would be designated at purchase as held-to-maturity, trading, or available-for-sale. Held-to-maturity fixed investments would be reported at amortized cost, and the remaining fixed maturity investments would be reported at fair value with unrealized holding gains and losses reported in operations for those designated as trading and as a separate component of other comprehensive income for those designated as available-for-sale. Fair value for statutory purposes is based on the price published by the Securities Valuation Office of the NAIC (SVO), if available, whereas fair value for GAAP is based on quoted market prices.

 

All single class and multi-class mortgage-backed/asset-backed securities (e.g., CMOs) are adjusted for the effects of changes in prepayment assumptions on the related accretion of discount or amortization of premium of such securities using either the retrospective or prospective methods. If it is determined that a decline in fair value is other than temporary, the cost basis of the security is written down to the undiscounted estimated future cash flows. Under GAAP, all securities, purchased or retained, that represent beneficial interests in securitized assets, other than high credit quality securities, are adjusted using the prospective method when there is a change in estimated future cash flows. If it is determined that a decline in fair value is other than temporary, the cost basis of the security is written down to the fair value. If high credit quality securities are adjusted, the retrospective method is used.

 

F-28

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

 

1. Organization and Summary of Significant Accounting Policies (continued)

 

Derivative instruments used in hedging transactions that meet the criteria of an effective hedge are valued and reported in a manner that is consistent with the hedged asset or liability. Embedded derivatives are not accounted for separately from the host contract. Derivative instruments used in hedging transactions that do not meet or no longer meet the criteria of an effective hedge are accounted for at fair value and the changes in the fair value are recorded as unrealized gains and losses. Under GAAP, the effective and ineffective portions of a single hedge are accounted for separately, an embedded derivative within a contract that is not clearly and closely related to the economic characteristics and risk of the host contract is accounted for separately from the host contract and valued and reported at fair value, and the change in fair value for cash flow hedges is credited or charged directly to a separate component of capital and surplus rather than to income as required for fair value hedges.

 

Derivative instruments are also used in replication transactions. In these transactions, the derivative is valued in a manner consistent with the cash investment and replicated asset. For GAAP, the derivative is reported at fair value with changes in fair value reported in income.

 

Investments in real estate are reported net of related obligations rather than on a gross basis as for GAAP. Real estate owned and occupied by the Company is included in investments rather than reported as an operating asset as under GAAP, and investment income and operating expenses on a statutory basis include rent for the Company’s occupancy of those properties. Changes between depreciated cost and admitted asset investment amounts are credited or charged directly to unassigned surplus rather than to income as would be required under GAAP.

 

Valuation allowances, if necessary, are established for mortgage loans based on the difference between the net value of the collateral, determined as the fair value of the collateral less estimated costs to obtain and sell, and the recorded investment in the mortgage loan. Under GAAP, such allowances are based on the present value of expected future cash flows discounted at the loan’s effective interest rate or, if foreclosure is probable, on the estimated fair value of the collateral.

 

The initial valuation allowance and subsequent changes in the allowance for mortgage loans are charged or credited directly to unassigned surplus, rather than being included as a component of earnings as would be required under GAAP.

 

F-29

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

1. Organization and Summary of Significant Accounting Policies (continued)

 

Valuation Reserves: Under a formula prescribed by the NAIC, the Company defers the portion of realized capital gains and losses on sales of fixed income investments, principally bonds and mortgage loans, attributable to changes in the general level of interest rates and amortizes those deferrals over the remaining period to maturity of the bond or mortgage loan. That net deferral is reported as the “interest maintenance reserve” (IMR) in the accompanying balance sheets. Realized capital gains and losses are reported in income net of federal income tax and transfers to the IMR. Under GAAP, realized capital gains and losses would be reported in the statement of operations on a pretax basis in the period that the assets giving rise to the gains or losses are sold.

 

The “asset valuation reserve” (AVR) provides a valuation allowance for invested assets. The AVR is determined by an NAIC prescribed formula with changes reflected directly in unassigned surplus; AVR is not recognized for GAAP.

 

Subsidiaries: The accounts and operations of the Company’s subsidiaries are not consolidated with the accounts and operations of the Company as would be required under GAAP.

 

Policy Acquisition Costs: The costs of acquiring and renewing business are expensed when incurred. Under GAAP, acquisition costs related to traditional life insurance and certain long-duration accident and health insurance, to the extent recoverable from future policy revenues, would be deferred and amortized over the premium-paying period of the related policies using assumptions consistent with those used in computing policy benefit reserves; for universal life insurance and investment products, to the extent recoverable from future gross profits, deferred policy acquisition costs are amortized generally in proportion to the present value of expected gross profits from surrender charges and investment, mortality, and expense margins.

 

Separate Accounts with Guarantees: Some of the Company’s separate accounts provide policyholders with a guaranteed return. These separate accounts are included in the general account for GAAP due to the nature of the guaranteed return.

 

Nonadmitted Assets: Certain assets designated as “nonadmitted”, primarily net deferred tax assets, are excluded from the accompanying balance sheets and are charged directly to unassigned surplus. Under GAAP, such assets are included in the balance sheet to the extent that those assets are not impaired.

 

 

F-30

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

1. Organization and Summary of Significant Accounting Policies (continued)

 

Universal Life and Annuity Policies: Revenues for universal life and annuity policies with mortality or morbidity risk (including annuities with purchase rate guarantees) consist of the entire premium received and benefits incurred represent the total of death benefits paid and the change in policy reserves. Premiums received and benefits incurred for annuity policies without mortality or morbidity risk are recorded using deposit accounting, and recorded directly to an appropriate policy reserve account, without recognizing premium income or benefits expense. Interest on these policies is reflected in other benefits. Under GAAP, for universal life, premiums received in excess of policy charges would not be recognized as premium revenue and benefits would represent the excess of benefits paid over the policy account value and interest credited to the account values. Under GAAP, for all annuity policies, premiums received, and benefits paid would be recorded directly to the reserve liability.

 

Benefit Reserves: Certain policy reserves are calculated based on statutorily required interest and mortality assumptions rather than on estimated expected experience or actual account balances as would be required under GAAP.

 

Reinsurance: Any reinsurance balance amounts deemed to be uncollectible have been written off through a charge to operations. A liability for reinsurance balances would be provided for unsecured policy reserves ceded to reinsurers not authorized to assume such business. Changes to those amounts are credited or charged directly to unassigned surplus. Under GAAP, an allowance for amounts deemed uncollectible would be established through a charge to earnings.

 

Policy and contract liabilities ceded to reinsurers have been reported as reductions of the related reserves rather than as assets as would be required under GAAP.

 

Commissions allowed by reinsurers on business ceded are reported as income when incurred rather than being deferred and amortized with deferred policy acquisition costs as required under GAAP.

 

F-31

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

1. Organization and Summary of Significant Accounting Policies (continued)

 

Deferred Income Taxes: Deferred income tax assets are limited to 1) the amount of federal income taxes paid in prior years that can be recovered through loss carrybacks for existing temporary differences that reverse by the end of the subsequent calendar year, plus 2) the lesser of the remaining gross deferred income tax assets expected to be realized within one year of the balance sheet date or 10% of capital and surplus excluding any net deferred income tax assets, electronic data processing equipment and operating software, and any net positive goodwill, plus 3) the amount of remaining gross deferred income tax assets that can be offset against existing gross deferred income tax liabilities. The remaining deferred income tax assets are nonadmitted. Deferred income taxes do not include amounts for state taxes. Under GAAP, state taxes are included in the computation of deferred income taxes, a deferred income tax asset is recorded for the amount of gross deferred income tax assets expected to be realized in future years, and a valuation allowance is established for deferred income tax assets not realizable.

 

Surplus Notes: Surplus notes are reported as capital and surplus rather than as liabilities as would be required under GAAP.

 

Policyholder Dividends: Policyholder dividends are recognized when declared rather than over the term of the related policies.

 

Statements of Cash Flow: Cash, cash equivalents, and short-term investments in the statements of cash flow represent cash balances and investments with initial maturities of one year of less. Under GAAP, the corresponding caption of cash and cash equivalents includes cash balances and investments with initial maturities of three months or less.

 

The effects of the foregoing variances from GAAP on the accompanying statutory-basis financial statements have not been determined by the Company, but are presumed to be material.

 

F-32

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

1. Organization and Summary of Significant Accounting Policies (continued)

 

Other significant accounting practices are as follows:

 

Investments

 

Investments in bonds (except those to which the Securities Valuation Office of the NAIC (SVO) has ascribed an NAIC designation of a 6), are reported at cost using the interest method.

 

Single class and multi-class mortgage-backed/asset-backed securities are valued at amortized cost using the interest method including anticipated prepayments, except for those with an NAIC designation of 6, which are valued at the lower of amortized cost or fair value. Prepayment assumptions are obtained from dealer surveys or internal estimates and are based on the current interest rate and economic environment. The retrospective adjustment method is used to value all such securities.

 

Redeemable preferred stocks that have characteristics of debt securities and are rated as high quality or better are reported at cost or amortized cost. All other redeemable preferred stocks are reported at the lower of cost, amortized cost, or fair value. Nonredeemable preferred stocks are reported at fair value or lower of cost or fair value as determined by the Securities Valuation Office of the NAIC (“SVO”) and the related net unrealized capital gains (losses) are reported in unassigned surplus along with any adjustment for federal income taxes.

 

Beginning in 2006, hybrid securities, not classified as debt by the SVO, are reported as preferred stock. Hybrid securities, as defined by the NAIC, are securities designed with characteristics of both debt and equity and provide protection to the issuer’s senior note holders. As a result, $1,231,903 of securities previously classified as bonds by the Company have been reclassified as preferred stock as of December 31, 2006. Although the classification has changed, these hybrid securities continue to meet the definition of a bond, in accordance with SSAP No. 26, Bonds, excluding Loan-backed and Structured Securities and therefore, are reported at amortized cost based upon their NAIC rating. A corresponding reclassification was not made as of December 31, 2005.

 

Common stocks of unaffiliated companies and mutual funds are carried at fair value as determined by the SVO and the related unrealized capital gains or losses are reported in unassigned surplus along with any adjustment for federal income taxes. Common stocks of affiliated noninsurance companies are carried at the GAAP basis equity in the underlying net assets and the net unrealized capital gains (losses) are reported in unassigned surplus.

 

F-33

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

1. Organization and Summary of Significant Accounting Policies (continued)

 

The Company is restricted to trading Primus Guaranty, Ltd., a common stock holding, due to its ownership interest, which would require special securities filings prior to executing any purchase or sale transactions in regard to this security. The carrying amount in Primus, which is carried at fair value, as of December 31, 2006 and 2005 was $64,479 and $72,853, respectively.

 

Short-term investments include investments with remaining maturities of one year or less at the time of acquisition and are principally stated at amortized cost.

 

Cash equivalents are short-term highly liquid investments with original maturities of three months or less and are principally stated at amortized cost.

 

Mortgage loans are reported at unpaid principal balances, less an allowance for impairment. A mortgage loan is considered to be impaired when, based on current information and events, it is probable that the Company will be unable to collect all principal and interest amounts due according to the contractual terms of the mortgage agreement. When management determines that the impairment is other than temporary; the mortgage loan is written down to realizable value and a realized loss is recognized.

 

Real estate occupied by the Company is reported at cost less allowances for depreciation. Land is reported at cost. Real estate held for the production of income is reported at depreciated cost net of related obligations. Real estate that the Company has the intent to sell is reported at the lower of depreciated cost or fair value, net of related obligations. Depreciation is computed by the straight-line method over the estimated useful lives of the properties.

 

Policy loans are reported at unpaid principal balances.

 

The Company has minor ownership interests in joint ventures and limited partnerships. The Company carries these investments based on its interest in the underlying GAAP equity of the investee. The Company recognized impairment write-downs for its investments in joint ventures and limited partnerships in the amount of $2,172, $2,261, and $5,991 during the years ended December 31, 2006, 2005 and 2004, respectively.

 

As of December 31, 2006, investments in Low Income Housing Tax Credits (LIHTC) Properties are valued at amortized cost. Tax credits are recognized in operations in the tax reporting year in which the tax credit is utilized by the Company. Prior to December 31, 2006, LIHTC investments were carried at audited GAAP equity.

 

Other “admitted assets” are valued principally at cost.

 

F-34

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

1. Organization and Summary of Significant Accounting Policies (continued)

 

Realized capital gains and losses are determined on the basis of specific identification and are recorded net of related federal income taxes. Changes in admitted asset carrying amounts of bonds, mortgage loans, common, and nonredeemable preferred stocks are credited or charged directly to unassigned surplus.

 

Interest income is recognized on an accrual basis. The Company does not accrue income on bonds in default, mortgage loans on real estate in default and/or foreclosure or which are delinquent more than twelve months, or on real estate where rent is in arrears for more than three months. Further, income is not accrued when collection is uncertain. At December 31, 2006 and 2005, the Company excluded investment income due and accrued of $1,299 and $625, respectively, with respect to such practices.

 

The carrying amounts of all investments are reviewed on an ongoing basis for credit deterioration. If this review indicates a decline in fair value that is other than temporary, the carrying amount of the investment is reduced to its fair value, and a specific writedown is taken. Such reductions in carrying amount are recognized as realized losses on investments.

 

The Company enters into municipal reverse repurchase agreements for which it requires a minimum of 95% of the fair value of the securities transferred to be maintained as collateral.

 

For dollar reverse repurchase agreements, the Company receives cash collateral in an amount at least equal to the market value of the securities transferred by the Company in the transaction as of the transaction date. Cash received as collateral will be invested as needed or used for general corporate purposes of the Company.

 

F-35

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

1. Organization and Summary of Significant Accounting Policies (continued)

 

Derivative Instruments

 

Interest rate swaps are the primary derivative financial instruments used in the overall asset/liability management process to modify the interest rate characteristics of the underlying asset or liability. These interest rate swaps generally provide for the exchange of the difference between fixed and floating rate amounts based on an underlying notional amount. Typically, no cash is exchanged at the outset of the swap contract and a single net payment is exchanged each due date. Swaps that meet hedge accounting rules are carried in a manner consistent with the hedged item, generally amortized cost, in the financial statements. If the swap is terminated prior to maturity, proceeds are exchanged

equal to the fair value of the contract. These gains and losses may be included in IMR or AVR if the hedged instrument receives that treatment. Swaps not meeting hedge accounting rules are carried at fair value with fair value adjustments recorded in unassigned surplus.

 

The Company may hold foreign denominated assets or liabilities and cross currency swaps are utilized to convert the asset or liability to a US denominated security. Cross currency swap agreements are contracts to exchange two principal amounts of two currencies at the prevailing exchange rate at inception of the contract. During the life of the swap, the counterparties exchange fixed or floating rate interest payments in the swapped currencies. At maturity, the principal amounts are again swapped at a pre-determined rate of exchange. Each asset or liability is hedged individually and the terms of the swap must meet the terms of the hedged instrument. For cross currency swaps qualifying for hedge accounting, the premium or discount is amortized into income over

the life of the contract and the foreign currency translation adjustment is recorded as unrealized gain/loss in unassigned surplus. Swaps not meeting hedge accounting rules are carried at fair value with fair value adjustments recorded in unassigned surplus. If a swap is terminated prior to maturity, proceeds are exchanged equal to the fair value of the contract. These gains and losses may be included in IMR or AVR if the hedged instrument receives that treatment.

 

The Company issues products providing the customer a return based on the S&P 500 and NASDAQ 1000 indices. The Company uses S&P 500 and NASDAQ 1000 futures and/or options to hedge the liability option risk associated with these products. Futures are marked to market on a daily basis and a cash payment is made or received by the Company. These payments are recognized as realized gains or losses in the financial statements. Options are marked to fair value in the balance sheet and fair value adjustments are recorded in unassigned surplus.

 

 

F-36

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

1. Organization and Summary of Significant Accounting Policies (continued)

 

Capped floating rate commercial mortgage loans and interest rate caps that are designated as hedges and meet hedge accounting rules are carried at amortized cost in the financial statements. A gain or loss upon early termination would be reflected in the IMR similar to the underlying instrument.

 

The Company may sell products with expected benefit payments extending beyond investment assets currently available in the market. Because assets will have to be purchased in the future to fund future liability cash flows, the Company is exposed to the risk of future investments made at lower yields than what is assumed at the time of pricing. Forward-starting interest rate swaps are utilized to lock-in the current forward rate. The accrual of income for forward-starting interest rate swaps begins at the forward date, rather than at the inception date. These forward-starting swaps meet hedge accounting rules and are carried at cost in the financial statements. Gains and losses realized upon termination of the forward-starting swap are deferred and used to adjust the basis of the asset purchased in the hedged forecasted period. The basis adjustment is then amortized into income as a yield adjustment to the asset over its life.

 

A replication transaction is a derivative transaction, generally a credit default swap, entered into in conjunction with a cash instrument that is used to reproduce the investment characteristics of an otherwise permissible investment. For replication transactions, generally, a premium is received by the Company on a periodic basis and recognized in investment income. In the event the representative issuer defaults on its debt obligation referenced in the contract, a payment equal to the notional of the contract will be made by the Company and recognized as a capital loss. The Company complies with the specific rules established in AVR for replication transactions.

 

The carrying value of derivative instruments is reflected in either the other invested assets or the other liabilities line within the balance sheet, depending upon the net balance of the derivatives as of the end of the reporting period. As of December 31, 2006 and 2005, derivatives in the amount of $157,037 and $108,923, respectively, were reflected in the other liabilities line within the financial statements.

 

Aggregate Reserves for Policies and Contracts

 

Life, annuity and accident, and health benefit reserves are developed by actuarial methods and are determined based on published tables based on statutorily specified interest rates and valuation methods that will provide, in the aggregate, reserves that are greater than or equal to the minimum or guaranteed cash value, or the amount required by law.

 

F-37

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

1. Organization and Summary of Significant Accounting Policies (continued)

 

The aggregate policy reserves for life insurance policies are based principally upon the 1941, 1958, and 1980 Commissioners’ Standard Ordinary Mortality and American Experience Mortality Tables. The reserves are calculated using interest rates ranging from 2.00 to 6.00 percent and are computed principally on the Net Level Premium Valuation and the Commissioners’ Reserve Valuation Methods. Reserves for universal life policies are based on account balances adjusted for the Commissioners’ Reserve Valuation Method.

 

The Company waives deduction of deferred fractional premiums upon death and refunds portions of premiums beyond the date of death. Additional premiums are charged or additional mortality charges are assessed for policies issued on substandard lives according to underwriting classification. The Company returns any portion of the final premium beyond the date of death.

 

Tabular interest, tabular less actual reserves released, and tabular cost have been determined by formula. Tabular interest on funds not involving life contingencies has also been determined by formula.

 

Deferred annuity reserves are calculated according to the Commissioners’ Annuity Reserve Valuation Method including excess interest reserves to cover situations where the future interest guarantees plus the decrease in surrender charges are in excess of the maximum valuation rates of interest. Reserves for immediate annuities and supplementary contracts with life contingencies are equal to the present value of future payments assuming interest rates ranging from 2.50 to 11.25 percent and mortality rates, where appropriate, from a variety of tables.

 

Annuity reserves also include guaranteed investment contracts (GICs) and funding agreements classified as life-type contracts as defined in Statement of Statutory Accounting Principles (SSAP) No. 50, Classifications and Definitions of Insurance or Managed Care Contracts in Force. These liabilities have annuitization options at guaranteed rates and consist of floating interest rate and fixed interest rate contracts. The contract reserves are carried at the greater of the account balance or the value as determined for an annuity with cash settlement option, on a change in fund basis, according to the Commissioners’ Annuity Reserve Valuation Method.

 

Accident and health policy reserves are equal to the greater of the gross unearned premiums or any required mid-terminal reserves plus net unearned premiums and the present value of amounts not yet due on both reported and unreported claims.

 

 

F-38

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

1. Organization and Summary of Significant Accounting Policies (continued)

 

Policy and Contract Claim Reserves

 

Claim reserves represent the estimated accrued liability for claims reported to the Company and claims incurred but not yet reported through the balance sheet date. These reserves are estimated using either individual case-basis valuations or statistical analysis techniques. These estimates are subject to the effects of trends in claim severity and frequency. The estimates are continually reviewed and adjusted as necessary as experience develops or new information becomes available.

 

Reinsurance

 

Coinsurance premiums, commissions, expense reimbursements, and reserves related to reinsured business are accounted for on bases consistent with those used in accounting for the original policies and the terms of the reinsurance contracts. Gains associated with reinsurance of inforce blocks of business are included in unassigned surplus and are amortized into income over the estimated life of the policies. Premiums ceded and recoverable losses have been reported as a reduction of premium income and benefits, respectively.

 

Liability for Deposit-Type Contracts

 

Deposit-type contracts do not incorporate risk from the death or disability of policyholders. These types of contracts may include GICs, funding agreements, and other annuity contracts. Deposits and withdrawals received on these contracts are recorded as a direct increase or decrease to the liability balance, and are not reflected as premiums, benefits, or changes in reserve in the statement of operations.

 

The Company issues funding agreements with well-defined class-based annuity purchase rates defining either specific or maximum purchase rate guarantees. However, these funding agreements are not issued to or for the benefit of an identifiable individual or group of individuals. These contracts are classified as deposit-type contracts in accordance with SSAP No. 50.

 

F-39

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

1. Organization and Summary of Significant Accounting Policies (continued)

 

Separate Accounts

 

Separate accounts held by the Company, primarily for individual policyholders as well as for group pension plans, do not have any minimum guarantees, and the investment risks associated with market value changes are borne by the policyholder. The assets in the accounts, carried at estimated fair value, consist of underlying mutual fund shares, common stocks, long-term bonds, and short-term investments.

 

Certain other separate accounts held by the Company provide a minimum guaranteed return of 3% of the average investment balance to policyholders. The assets consist of long-term bonds and short-term investments which are carried at amortized cost.

 

Assets held in trust for purchases of variable universal life and variable annuity contracts and the Company’s corresponding obligation to the contract owners are shown separately in the balance sheets. The assets in the separate accounts are valued at market. Income and gains and losses with respect to the assets in the separate accounts accrue to the benefit of the policyholders and, accordingly, the operations of the separate accounts are not included in the accompanying financial statements. The investment risks associated with market value changes of the separate accounts are borne entirely by the policyholders except in cases where minimum guarantees exist. The Company received variable contract premiums of $4,875,079, $3,593,932, and $3,133,505 in 2006, 2005, and 2004, respectively. In addition, the Company received $369,936, $276,684, and $250,567 in 2006, 2005, and 2004, respectively, related to fees associated with investment management, administration, and contractual guarantees for separate accounts.

 

Premiums and Annuity Considerations

 

Revenues for policies with mortality or morbidity risk (including annuities with purchase rate guarantees) consist of the entire premium received and revenues are recognized over the premium paying periods of the related policies. Consideration received and benefits paid for annuity policies without mortality or morbidity risk are recorded using deposit accounting, and recorded directly to an appropriate policy reserve account, without recognizing premium revenue.

 

F-40

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

1. Organization and Summary of Significant Accounting Policies (continued)

 

Stock Option and Stock Appreciation Rights Plans

 

Prior to 2002 and in 2005 and 2006, AEGON N.V. sponsored a stock option plan for eligible employees of the Company. Pursuant to the plan, the option price at the date of grant is equal to the market value of the stock. Under statutory accounting principles, the Company does not record any expense related to this plan. However, the Company is allowed to record a deduction in the consolidated tax return filed by the Company and certain affiliates. The tax benefit of this deduction has been credited directly to unassigned surplus.

 

The Company's employees participate in various stock appreciation rights (SAR) plans issued by the Company's indirect parent. In accordance with SSAP No. 13, Stock Options and Stock Purchase Plans, the expense related to these plans for the Company's employees has been charged to the Company, with an offsetting amount credited to paid-in surplus. The Company recorded an expense of $(272), $359, and $613 for the years ended December 31, 2006, 2005, and 2004 respectively. In addition, the Company recorded an adjustment to paid-in surplus for the income tax effect related to these plans over and above the amount reflected in the statement of operations in the amount of $44, $264, and $0 for years ended December 31, 2006, 2005, and 2004 respectively.

 

Reclassifications

 

Certain reclassifications have been made to the 2005 and 2004 financial statements to conform to the 2006 presentation.

 

2. Accounting Changes

 

Effective January 1, 2006, the Company adopted SSAP No. 93, Accounting for Low Income Housing Tax Credit Property Investments.  This statement established statutory accounting principles for investments in federal and certain state sponsored Low Income Housing Tax Credit (LIHTC) properties.  SSAP No. 93 states that LIHTC investments shall be initially recorded at cost and amortized based on the proportion of tax benefits received in the current year to the total estimated tax benefits to be allocated to the investor.  Prior to 2006, the Company’s investments in LIHTC investments were reported in accordance with SSAP No. 48 and SSAP No. 88 and carried at audited GAAP equity.  The cumulative effect is the difference between the   audited

 

 

F-41

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

2. Accounting Changes (continued)

 

GAAP equity amount at December 31, 2005 and the amortized cost assuming the new accounting principles had been applied retroactively for prior periods.  As a result of the change, the Company reported a cumulative effect of a change of accounting principle that reduced unassigned surplus by $1,665 at January 1, 2006.

 

Effective January 1, 2005, the Company adopted SSAP No. 88, Investments in Subsidiary, Controlled, and Affiliated Entities (SCA entities). According to SSAP No. 88, noninsurance subsidiaries are carried at audited GAAP equity. Prior to 2005, the Company’s investments in noninsurance subsidiaries were reported in accordance with SSAP No. 46, Investments in Subsidiary, Controlled, and Affiliated Entities, and carried at statutory equity. The cumulative effect is the difference between the amount of capital and surplus that would have been reported on January 1, 2005 if the new accounting principle had been applied retroactively for prior periods. As a result of the change, the Company reported a cumulative effect of a change of accounting principle that reduced unassigned surplus by $6,668 at January 1, 2005.

 

Effective January 1, 2005, the Company adopted SSAP No. 91, Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities. SSAP No. 91 addresses, among other things, the criteria that must be met in order to account for certain asset transfers as sales rather than collateralized borrowings. Transfers impacted by SSAP No. 91 that the Company engages in include securities lending, repurchase and reverse repurchase agreements and dollar reverse repurchase agreements. In accordance with SSAP No. 91, if specific criteria are met, reverse repurchase agreements and dollar reverse repurchase agreements are accounted for as collateralized borrowings, and repurchase agreements are accounted for as collateralized lending. The cumulative effect

of the adoption of this SSAP is the difference between the amount of capital and surplus that would have been reported on January 1, 2005 if the new accounting principle had been applied retroactively for prior periods. This change of accounting principle had no impact on unassigned surplus as of January 1, 2005.

 

During 2006, the Company discovered that the Interest Maintenance Reserve (IMR) incorrectly included interest-related realized gains and losses associated with specific assets supporting a block of business in which the policyholders were being credited the daily return on such   investments. As a result, the IMR balance was overstated by $20,480 as of and for the year ended 2005. The current year financials reflect a reduction in the IMR balance with an offset to unassigned surplus to correct this error.

 

 

 

F-42

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

3. Capital and Surplus

 

As of December 31, 2005 the Company had 42,500 non-voting Series A shares and 87,755 non-voting Series B shares of preferred stock outstanding that were owned by AEGON. On December 26, 2006, the Company repurchased its Series A preferred shares for $58,000, which is reflected as treasury stock as of December 31, 2006. The par value of each class of preferred stock is $10 per share and the liquidation value of Series A is $1,365 per share and Series B is $10,000 per share. The per share liquidation values shall be adjusted proportionally to reflect any resulting increase or decrease in the number of outstanding shares of preferred stock. Holders of the Series A preferred shares shall be entitled to receive dividends equal to the amount of income generated from a segregated pool of assets, including cash, cash equivalents, mortgages, and debt securities and these dividends are cumulative in nature. Holders of the Series B preferred shares shall be entitled to receive dividends equal to the rate of six percent of the issue price of the Series B preferred Stock. Holders of both series of preferred stock have no right to cause mandatory or optional redemption of the shares. As of December 31, 2006 and 2005, cumulative unpaid dividends relating to the preferred shares were $23,828 and $13,729, respectively.

 

The Company paid a preferred stock dividend of $42,588 to its Series A and Series B preferred shareholder, AEGON USA, Inc., on December 26, 2006. On October 23, 2006, the Company paid a preferred stock dividend to AEGON USA, Inc. through a transfer of a non-affiliated investment in common stock with a fair value of $27,215. The Company did not pay a common stock dividend to its parent company during 2006 or 2005. During 2004, Transamerica Life Insurance and Annuity Company, which merged into the Company on October 1, 2005, paid $400,000 to its parent company, Transamerica Occidental Life Insurance Company. On September 29, 2005, the Company distributed $338,551 to its parent company of record on that date, AEGON USA, Inc, a return of additional paid-in capital. In addition, the Company distributed $9,500 as a return of additional paid-in capital to its preferred shareholder, AEGON USA, Inc., on September 29, 2005.

 

As of December 31, 2005, the Company had surplus notes outstanding in the amount of $575,000 with AEGON USA, Inc. These notes were due 20 years from the date of issuance and were subordinate and junior in right of payment to all obligations and liabilities of the Company. In the event of liquidation of the Company, the holders of the issued and outstanding preferred stock were entitled to priority only with respect to accumulated but unpaid dividends before the holder of the surplus notes and full payment of the surplus notes were made before the holders of common stock became entitled to any distribution of the remaining assets of the Company. On December 19, 2006, the Company repaid the surplus notes with approval from the Iowa Insurance Division.

 

F-43

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

3. Capital and Surplus (continued)

 

Additional information related to the surplus notes at December 31, 2006 and 2005, are as follows:

 

December 31, 2006

 

 

 

 

 

 

 

 

 

 

Date Issued

 

 

Interest Rate

 

Original

Amount

of Notes

Balance Out-standing at End of Year

Interest Paid Current Year

 

Total Interest Paid

 

 

Accrued Interest

 

 

 

 

 

 

 

 

September 30, 2002

6.0%

$ 275,000

$ –

$ 15,996

$ 65,496

$ –

December 30, 2002

6.0

300,000

17,450

67,000

Total

 

$ 575,000

$ –

$ 33,446

$ 132,496

$ –

 

December 31, 2005

 

 

 

 

 

 

 

 

 

 

Date Issued

 

 

Interest Rate

 

Original

Amount

of Notes

Balance Out-standing at End of Year

Interest Paid Current Year

 

Total Interest Paid

 

 

Accrued Interest

 

 

 

 

 

 

 

 

September 30, 2002

6.0%

$ 275,000

$ 275,000

$ 16,500

$ 49,500

$ 4,125

December 30, 2002

6.0

300,000

300,000

18,000

49,550

4,500

Total

 

$ 575,000

$ 575,000

$ 34,500

$ 99,050

$ 8,625

 

Life/health insurance companies are subject to certain risk-based capital (RBC) requirements as specified by the NAIC. Under those requirements, the amount of capital and surplus maintained by a life/health insurance company is to be determined based on the various risk factors related to it. At December 31, 2006, the Company meets the RBC requirements.

 

4. Fair Values of Financial Instruments

 

The following methods and assumptions were used by the Company in estimating its fair value disclosures for financial instruments:

 

Cash, cash equivalents, and short-term investments: The carrying amounts reported in the statutory-basis balance sheet for these instruments approximate their fair values.

 

Investment securities: Fair values for investment securities are based on unit prices published by the SVO or, in the absence of SVO published unit prices or when amortized cost is used by the SVO as the unit price, quoted market prices by other third party organizations, where available.

 

F-44

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

4. Fair Values of Financial Instruments (continued)

 

For fixed maturity securities (including redeemable preferred stock) not actively traded, fair values are estimated using values obtained from independent pricing services, or, in the case of private placements, are estimated by discounting the expected future cash flows using current market rates applicable to the coupon rate, credit, and maturity of the investments. For equity securities that are not actively traded, estimated fair values are based on values of issues of comparable yield and quality.

 

Mortgage loans on real estate and policy loans: The fair values for mortgage loans on real estate are estimated utilizing discounted cash flow analyses, using interest rates reflective of current market conditions, and the risk characteristics of the loans. The fair value of policy loans is assumed to equal their carrying amount.

 

Interest rate caps and swaps: Estimated fair value of interest rate caps are based upon the quoted market price at the balance sheet date. Estimated fair value of swaps, including interest rate and currency swaps, are based upon the pricing differential for similar swap agreements.

 

Credit default swaps: Estimated fair value of credit default swaps are based upon the pricing differential for similar swap agreements.

 

Receivable from or payable to parents, subsidiaries, and affiliates: The fair values for short-term notes receivable from and payable to affiliates are assumed to equal their carrying amount.

 

Separate accounts: The fair value of separate account assets are based on quoted market prices. The fair value of separate account annuity liabilities approximate the market value of the separate account assets less a provision for the present value of future profits related to the underlying contracts.

 

Investment contracts: Fair values for the Company’s liabilities under investment-type insurance contracts, which include guaranteed interest contracts and funding agreements, are estimated using discounted cash flow calculations, based on interest rates currently being offered for similar contracts with maturities consistent with those remaining for the contracts being valued.

 

Surplus notes and borrowed money: Fair values for surplus notes and borrowed money are estimated using discounted cash flow analyses based on the Company’s current incremental borrowing rate for similar types of borrowing arrangements.

 

 

F-45

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

4. Fair Values of Financial Instruments (continued)

 

Fair values for the Company’s insurance contracts other than investment-type contracts (including separate account universal life liabilities) are not required to be disclosed. However, the fair values of liabilities under all insurance contracts are taken into consideration in the Company’s overall management of interest rate risk, which minimizes exposure to changing interest rates through the matching of investment maturities with amounts due under insurance contracts.

 

The following sets forth a comparison of the fair values and carrying amounts of the Company’s financial instruments:

 

 

December 31

 

2006

 

2005

 

Carrying Amount

 

Fair Value

 

Carrying Amount

 

Fair Value

Admitted assets

 

 

 

 

 

Cash, cash equivalents, and short-term investments

$ 1,214,965

$ 1,214,965

 

$     326,027

$      326,027

Unaffiliated bonds

32,103,292

32,462,380

 

35,355,634

36,054,870

Unaffiliated preferred stocks

1,689,094

1,773,025

 

337,338

387,135

Unaffiliated common stocks

393,176

393,176

 

267,414

267,414

Mortgage loans on real estate

5,760,667

5,863,158

 

5,770,723

5,957,887

Policy loans

130,144

130,144

 

123,221

123,221

Interest rate caps

10,793

10,793

 

25,728

25,728

Swaps

(167,913)

348,111

 

(134,522)

206,623

Receivable from parents, subsidiaries, and affiliates

503,881

503,881

 

54,261

54,261

Separate account assets

28,875,013

28,875,013

 

23,662,198

23,662,198

 

 

 

 

 

 

Liabilities

 

 

 

 

 

Investment contract liabilities

29,617,295

30,115,504

 

31,328,893

31,505,905

Borrowed money

493,336

493,336

 

8,492

8,492

Surplus notes

 

575,000

575,000

Separate account annuity liabilities

22,890,368

22,890,368

 

20,215,086

20,215,643

 

 

 

 

 

 

 

F-46

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

5. Investments

 

The carrying amounts and estimated fair values of non-affiliated investments in bonds and preferred stocks were as follows:

 

 

 

Carrying Amount

Gross Unrealized Gains

Gross Unrealized Losses Less Than 12 Months

Gross Unrealized Losses 12 Months or More

Estimated Fair

Value

December 31, 2006

 

 

 

 

 

Bonds:

 

 

 

 

 

United States Government and agencies

$ 423,901

$ 2,140

$ 876

$ 5,701

$ 419,464

State, municipal, and other government

684,807

61,035

1,710

10,418

733,714

Public utilities

2,159,941

85,344

3,766

20,344

2,221,175

Industrial and miscellaneous

18,867,823

549,897

47,310

211,195

19,159,214

Mortgage and other asset-backed securities

9,966,820

46,050

9,222

74,836

9,928,813

 

32,103,292

744,466

62,884

322,494

32,462,380

Unaffiliated preferred stocks

1,689,094

94,679

2,098

8,650

1,773,025

 

$33,792,386

$839,145

$64,982

$331,144

$34,235,405

 

 

 

Carrying Amount

Gross Unrealized Gains

Gross Unrealized Losses Less Than 12 Months

Gross Unrealized Losses 12 Months or More

Estimated Fair

Value

December 31, 2005

 

 

 

 

 

Bonds:

 

 

 

 

 

United States Government and agencies

$ 467,041

$ 2,503

$ 1,377

$ 4,954

$ 463,213

State, municipal, and other government

729,272

76,529

10,322

8,152

787,326

Public utilities

2,393,792

137,486

13,895

5,964

2,511,419

Industrial and miscellaneous

22,146,828

858,567

181,175

79,549

22,744,672

Mortgage and other asset-backed securities

9,618,701

52,048

62,704

59,805

9,548,240

 

35,355,634

1,127,133

269,473

158,424

36,054,870

Unaffiliated preferred stocks

337,338

52,580

1,780

1,003

387,135

 

$35,692,972

$1,179,713

$271,253

$159,427

$36,442,005

 

The Company held bonds and preferred stock at December 31, 2006 and 2005 with a carrying value of $44,139 and $61,497, respectively, and amortized cost of $56,799 and $83,913, respectively, that have an NAIC rating of 6 and which are not considered to be other than temporarily impaired. These securities are carried at the lower of amortized cost or fair value, and any write-down to fair value has been recorded directly to unassigned surplus.

 

 

F-47

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

5. Investments (continued)

 

At December 31, 2006 and 2005, respectively, for securities that have been in a continuous loss position for greater than or equal to twelve months, the Company held 1,502 and 623 securities with a carrying amount of $11,033,069 and $4,015,779 and an unrealized loss of $331,144 and $159,427 with an average price of 97.0 and 95.8 (NAIC market value/amortized cost). Of this portfolio, 94.4% and 92.8% were investment grade with associated unrealized losses of $291,095 and $134,004, respectively.

 

At December 31, 2006 and 2005, respectively, for securities in an unrealized loss position less than twelve months, the Company held 808 and 1,663 securities with a carrying amount of $5,751,378 and $12,911,044 and an unrealized loss of $64,982 and $271,253 with an average price of 46.7 and 97.8 (NAIC market value/amortized cost). Of this portfolio, 96.8% and 93.7% were investment grade with associated unrealized losses of $52,315 and $232,159, respectively.

 

The Company closely monitors below investment grade holdings and those investment grade issuers and industry sectors where the Company has concerns. The Company also regularly monitors industry sectors. Securities in unrealized loss positions that are considered other than temporary are written down to fair value. The Company considers relevant facts and circumstances in evaluating whether the impairment is other than temporary including: (1) the probability of the Company collecting all amounts due according to the contractual terms of the security in effect at the date of acquisition; and (2) the Company’s decision to sell a security prior to its maturity at an amount below its carrying amount. Additionally, financial condition, near term prospects of the issuer, nationally recognized credit rating changes, and cash flow trends and underlying levels of collateral, for asset-backed securities only, are monitored. The Company will record a charge to the statement of operations to the extent that these securities are subsequently determined to be other than temporarily impaired.

 

 

 

 

 

 

 

F-48

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

5. Investments (continued)

 

The estimated fair value of bonds, common stocks and preferred stocks with gross unrealized losses at December 31, 2006 and 2005 is as follows:

 

 

 

 

Losses Less

Than 12

Months

 

Losses 12

Months or

More

Total

December 31, 2006

 

 

 

Bonds:

 

 

 

United States Government and agencies

$ 101,985

$ 203,936

$ 305,921

State, municipal and other government

107,264

103,700

210,964

Public utilities

325,631

618,315

943,946

Industrial and miscellaneous

3,082,806

6,373,498

9,456,304

Mortgage and other asset-backed securities

1,890,306

3,081,179

4,971,485

 

5,507,992

10,380,628

15,888,620

Unaffiliated preferred stocks

178,404

321,295

499,699

Unaffiliated common stocks

75,770

75,770

 

$5,762,166

$10,701,923

$16,464,089

 

 

 

Losses Less

Than 12

Months

 

Losses 12

Months or

More

Total

December 31, 2005

 

 

 

Bonds:

 

 

 

United States Government and agencies

$ 141,244

$ 170,403

$ 311,647

State, municipal and other government

60,165

97,138

157,303

Public utilities

143,598

704,324

847,922

Industrial and miscellaneous

1,978,492

7,468,676

9,447,168

Mortgage and other asset-backed securities

1,345,999

4,120,924

5,466,923

 

3,669,498

12,561,465

16,230,963

Unaffiliated preferred stocks

20,355

60,503

80,858

Unaffiliated common stocks

1,367

48,206

49,573

 

$3,691,220

$12,670,174

$16,361,394

 

 

 

 

 

 

 

F-49

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

5. Investments (continued)

 

The carrying amounts and estimated fair values of bonds at December 31, 2006, by contractual maturity, are shown below. Expected maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

 

 

Carrying Amount

Estimated Fair Value

 

 

 

Due in one year or less

$ 1,586,577

$ 1,582,428

Due after one year through five years

9,831,426

9,904,018

Due after five years through ten years

6,486,057

6,523,777

Due after ten years

4,232,412

4,523,344

 

22,136,472

22,533,567

Mortgage and other asset-backed securities

9,966,820

9,928,813

 

$32,103,292

$32,462,380

 

A detail of net investment income is presented below:

 

 

Year Ended December 31

 

2006

2005

2004

 

 

 

 

Bonds

$1,908,966

$2,054,492

$2,042,322

Preferred stock

89,786

23,293

32,211

Common stock

5,404

3,688

3,057

Mortgage loans

389,683

383,849

349,988

Real estate

4,238

4,871

6,625

Policy loans

8,501

9,277

6,903

Derivatives

(6,687)

(29,658)

(8,508)

Cash, cash equivalents, and short-term investments

 

24,043

 

12,461

 

12,468

Other

68,733

65,023

42,405

Gross investment income

2,492,667

2,527,296

2,487,471

 

 

 

 

Less investment expenses

(115,756)

(137,242)

(106,722)

Net investment income

$2,376,911

$2,390,054

$2,380,749

 

 

 

F-50

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

5. Investments (continued)

 

Proceeds from sales and maturities of bonds and preferred stocks and related gross realized gains and losses were as follows:

 

 

Year Ended December 31

 

2006

2005

2004

 

 

 

 

Proceeds

$20,443,729

$23,512,439

$27,382,644

 

 

 

 

Gross realized gains

$ 251,133

$ 291,791

$ 377,571

Gross realized losses

(215,545)

(203,370)

(170,327)

Net realized gains

$ 35,588

$ 88,421

$ 207,244

 

Gross realized losses for the years ended December 31, 2006, 2005, and 2004 include $21,993, $42,184, and $41,722, respectively, which relates to losses recognized on other than temporary declines in market value of debt securities.

 

At December 31, 2006, investments with an aggregate carrying value of $53,428 were on deposit with regulatory authorities or were restrictively held in bank custodial accounts for the benefit of such regulatory authorities as required by statute.

 

Net realized capital gains/losses on investments and change in net unrealized capital gains/losses on investments are summarized below:

 

Realized

 

Year Ended December 31

 

2006

2005

2004

 

 

 

 

Bonds

$ (758)

$ 97,640

$ 156,899

Preferred stocks

36,370

(9,219)

50,345

Common stocks

(1,982)

(4,465)

9,300

Mortgage loans on real estate

385

(3,054)

(12,719)

Real estate

515

2,538

6,320

Short-term investments

(5)

(7)

2,113

Derivatives

6,275

(27,493)

(37,464)

Other invested assets

110,648

69,851

40,595

 

151,448

125,791

215,389

 

 

 

 

Tax effect

(50,291)

(53,227)

(50,818)

Transfer to interest maintenance reserve

13,330

(63,341)

(98,780)

Net realized capital gains on investments

$114,487

$ 9,223

$ 65,791

 

 

F-51

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

5. Investments (continued)

 

 

Change in Unrealized

 

Year Ended December 31

 

2006

2005

2004

 

 

 

 

Bonds

$ 13,177

$(112,374)

$ 54,762

Preferred stocks

45,805

1,816

8,029

Common stocks

(5,460)

5,085

14,629

Affiliated entities

7,086

2,619

57,132

Other invested assets

116,799

58,498

(33,808)

Derivative instruments

(59,193)

88,809

(40,228)

Change in net unrealized capital gains/losses

$118,214

$ 44,453

$ 60,516

 

Gross unrealized gains and gross unrealized losses on unaffiliated common stocks are as follows:

 

 

December 31

 

2006

2005

 

 

 

Unrealized gains

$34,180

$35,911

Unrealized losses

(7,153)

(3,424)

Net unrealized gains

$27,027

$32,487

 

During 2006, the Company issued mortgage loans with interest rates ranging from 5.09% to 7.60% for commercial loans and 6.65% to 8.14% for agricultural loans. The maximum percentage of any one mortgage loan to the value of the underlying real estate at origination was 86%. Mortgage loans with a carrying amount of $23 were non-income producing for the previous 180 days. Accrued interest of $4 and $157 related to these mortgage loans was excluded from investment income at December 31, 2006 and 2005, respectively. The Company has a mortgage or deed of trust on the property thereby creating a lien which gives it the right to take possession of the property (among other things) if the borrower fails to perform according to the terms of the loan documents. The Company requires all mortgaged properties to carry fire insurance equal to the value of the underlying property.

 

At December 31, 2005, the carry amounts of impaired loans with a related allowance for credit losses were $105 with associated allowances of $104. There were no impaired mortgage loans with a related allowance for credit losses as of December 31, 2006. There were also no impaired mortgage loans held without an allowance for credit losses as of December 31, 2006 or 2005. The average recorded investment in impaired loans during 2006 and 2005 was $17 and $4,766, respectively.

 

F-52

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

5. Investments (continued)

 

The Company accrues interest income on impaired loans to the extent deemed collectible (delinquent less than 91 days) and the loan continues to perform under its original or restructured contractual terms. Interest income on nonperforming loans generally is recognized on a cash basis. The Company recognized interest income on impaired loans of $110 and $3,077 for years ended December 31, 2005 and 2004, respectively. Interest income in the amount of $126 and $5,672 was recognized on a cash basis for years ended December 31, 2005 and 2004, respectively. There was no interest income on impaired loans recognized nor was there any interest income recognized on a cash basis for the year ended December 31, 2006.

 

The following table provides a reconciliation of the beginning and ending balances for the allowance for credit losses on mortgage loans:

 

 

Year Ended December 31

 

2006

2005

2004

 

 

 

 

Balance at beginning of period

$104

$ 8,184

$ 8,363

Additions, net charged to operations

838

13,234

Reduction due to write-downs charged against the allowance

 

104

 

7,612

 

6,300

Recoveries in amounts previously charged off

1,306

7,113

Balance at end of period

$ –

$ 104

$ 8,184

 

At December 31, 2006 and 2005, the Company had recorded investments in restructured securities of $9,644 and $15,354, respectively. The capital gains taken as a direct result of restructures in 2006 were $4,198. There were no capital gains taken as a direct result of restructures in 2005. The Company often has impaired a security prior to the restructure date. These impairments are not included in the calculation of restructure related losses and are accounted for as a realized loss, reducing the cost basis of the security involved.

 

At December 31, 2006 and 2005, the Company had no loans for which impairments have been recognized in accordance with SSAP No. 36, Troubled Debt Restructuring. There were no realized losses during the years ended December 31, 2006 and 2005 related to such restructurings. There are no commitments to lend additional funds to debtors owing receivables.

 

 

F-53

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

5. Investments (continued)

 

At December 31, 2006 and 2005, the Company held a mortgage loan loss reserve in the AVR of $172,414 and $143,121, respectively. The mortgage loan portfolio is diversified by geographic region and specific collateral property type as follows:

 

Geographic Distribution

 

Property-Type Distribution

 

December 31

 

 

December 31

 

2006

2005

 

 

2006

2005

 

 

 

 

 

 

 

South Atlantic

22%

23%

 

Office

35%

36%

Pacific

21

21

 

Industrial

21

20

Mountain

17

17

 

Apartment

19

19

Middle Atlantic

15

12

 

Retail

16

18

E. North Central

10

13

 

Other

4

4

W. North Central

5

7

 

Agriculture

4

2

W. South Central

5

3

 

Medical

1

1

E. South Central

3

2

 

 

 

 

New England

2

2

 

 

 

 

 

For the year ending December 31, 2006, the Company has seven Low Income Housing Tax Credits. The remaining years of unexpired tax credits ranged from one to twelve and none of the properties were subject to regulatory review. The length of time remaining for holding periods ranged from five to eighteen years. The amount of contingent equity commitments expected to be paid during the years 2007 to 2008 is $3,361. There were no impairment losses, write-downs, or reclassifications during the year related to any of these credits.

 

The Company uses interest rate swaps to reduce market risk in interest rates and to alter interest rate exposures arising from mismatches between assets and liabilities. An interest rate swap is an arrangement whereby two parties (counterparties) enter into an agreement to exchange periodic interest payments. The dollar amount the counterparties pay each other is an agreed-upon period interest rate multiplied by an underlying notional amount. Generally, no cash is exchanged at the outset of the contract and no principal payments are made by either party. The Company also uses cross currency swaps to reduce market risk in foreign currencies and to alter exchange exposure arising from mismatches between assets and liabilities. A notional currency exchange occurs at the beginning and end of the contract. During the life of the swap, the counterparties exchange fixed or floating interest payments in its swapped currency. All swap transactions are entered into pursuant to master agreements providing for a single net payment to be made by one counterparty at each due date.

 

F-54

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

5. Investments (continued)

 

Derivative instruments are subject to market risk, which is the possibility that future changes in market prices may make the instruments less valuable. The Company uses derivatives as hedges, consequently, when the value of the derivative changes, the value of a corresponding hedged asset or liability will move in the opposite direction. Market risk is a consideration when changes in the value of the derivative and the hedged item do not completely offset (correlation or basis risk) which is mitigated by active measuring and monitoring.

 

The maximum term over which the Company is hedging its exposure to the variability of future cash flows is approximately 29 years for forecasted hedge transactions. For forecasted hedge transactions, the deferred gain (loss) is recognized in income as the purchased asset affects income. If the forecasted transaction no longer qualifies for hedge accounting or if the forecasted transaction is no longer probable, the forward-starting swap will cease to be valued at amortized cost and will be marked to fair value through surplus. For the year ended December 31, 2006, none of the Company’s cash flow hedges has been discontinued, as it was probable that the original forecasted transactions would occur by the end of the originally specified time period documented at inception of the hedging relationship.

 

For the years ended December 31, 2006 and 2005, the Company has recorded $(27,316) and $(16,971), respectively, for the component of derivative instruments utilized for hedging purposes that did not qualify for hedge accounting. This has been recorded directly to unassigned surplus as an unrealized loss. The Company did not recognize any unrealized gains or losses during 2006 or 2005 that represented the component of derivative instruments gain or loss that was excluded from the assessment of hedge effectiveness.

 

An interest rate floor provides a receipt of payments in the event interest rates fall below the strike rates in the contract. An interest rate floor is designed to generate cash flows to offset lower cash flows received on assets during low interest rate environments. The Company pays a single premium at the beginning of the contract. These interest rate floors are marked to fair value in the balance sheet and the fair value adjustment is recorded in capital and surplus.

 

 

 

 

F-55

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

5. Investments (continued)

 

The Company replicates investment grade corporate bonds by combining a AAA rated security as a cash component with a credit default swap which, in effect, converts the high quality asset to a lower rated investment grade asset. Using the swap market to replicate credit enables the Company to enhance the relative values while having the ability to execute larger transactions in a shortened time frame. At December 31, 2006 and 2005, the Company had replicated assets with a fair value of $170,856 and $257,592, respectively, and credit default swaps with a fair value of $1,128 and $655, respectively. During the years ended December 31, 2006, 2005, and 2004, the Company did not recognize any capital losses related to replication transactions.

 

The Company is exposed to credit related losses in the event of nonperformance by counterparties to financial instruments, but it does not expect any counterparty to fail to meet their obligations given their high credit rating of 'A' or better. The credit exposure of interest rate swaps and currency swaps is represented by the fair value of contracts, aggregated at a counterparty level, with a positive fair value at the reporting date. The Company has entered into collateral agreements with certain counterparties wherein the counterparty is required to post assets on the Company's behalf. The posted amount is equal to the difference between the net positive fair value of the contracts and an agreed upon threshold that is based on the credit rating of the counterparty. Inversely, if the net fair value of all contracts with this counterparty is negative, then the Company is required to post assets instead. As of December 31, 2006, the fair value of all contracts, aggregated at a counterparty level, with a positive and negative fair value amounted to $479,107 and $120,120, respectively.

 

At December 31, 2006 and 2005, the Company’s outstanding financial instruments with on and off-balance sheet risks, shown in notional amounts, are summarized as follows:

 

 

Notional Amount

 

2006

2005

Derivative securities:

 

 

Interest rate and currency swaps:

 

 

Receive fixed – pay floating

$6,156,247

$6,049,495

Receive floating – pay fixed

6,860,032

5,177,710

Receive fixed – pay fixed

107,148

Receive floating (uncapped) – pay floating (capped)

4,093,896

2,252,501

Interest rate cap agreement

4,521,900

4,503,253

Interest rate floor agreements

59,200

 

 

 

F-56

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

6. Reinsurance

 

Certain premiums and benefits are assumed from and ceded to other insurance companies under various reinsurance agreements. The Company reinsures portions of risk on certain insurance policies which exceed its established limits, thereby providing a greater diversification of risk and minimizing exposure on larger risks. The Company remains contingently liable with respect to any insurance ceded, and this would become an actual liability in the event that the assuming insurance company became unable to meet its obligation under the reinsurance treaty.

 

Premiums earned reflect the following reinsurance assumed and ceded amounts:

 

 

Year Ended December 31

 

2006

2005

2004

 

 

 

 

Direct premiums

$7,282,848

$6,263,720

$6,613,440

Reinsurance assumed – non affiliates

4,025

4,151

4,135

Reinsurance assumed – affiliates

229,506

118,163

606,996

Reinsurance ceded – non affiliates

(99,068)

(143,292)

(154,630)

Reinsurance ceded – affiliates

(2,507,526)

(1,137,525)

(728,691)

Net premiums earned

$4,909,785

$5,105,217

$6,341,250

 

The Company received reinsurance recoveries in the amount of $266,434, $207,157, and $246,616, during 2006, 2005, and 2004, respectively. At December 31, 2006 and 2005, estimated amounts recoverable from reinsurers that have been deducted from policy and contract claim reserves totaled $12,977 and $13,626, respectively. The aggregate reserves for policies and contracts were reduced for reserve credits for reinsurance ceded at December 31, 2006 and 2005 of $8,260,587 and $2,954,515, respectively.

 

The net amount of the reduction in surplus at December 31, 2006 if all reinsurance agreements were cancelled is $15,022.

 

At December 31, 2006 and 2005, amounts recoverable from unaffiliated unauthorized reinsurers of $1,034 and $1,497, respectively, and reserve credits for reinsurance ceded of $25,221 and $28,971, respectively were associated with a single reinsurer and its affiliates. The Company holds collateral under these reinsurance agreements in the form of trust agreements totaling $27,616 and $32,063 at December 31, 2006 and 2005, respectively, that can be drawn on for amounts that remain unpaid for more than 120 days.

 

 

F-57

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

6. Reinsurance (continued)

 

During 2001, the Company entered into a reinsurance transaction with an unaffiliated company to cede certain annuity benefits on an inforce group of contracts. The gain from this transaction of $13,674 was credited directly to unassigned surplus. During 2006, 2005, and 2004, $1,403, $1,437, and $1,480, respectively, of the initial gain were amortized into earnings, with a corresponding charge to unassigned surplus.

 

During 2001, the Company entered into a reinsurance transaction with Transamerica International Re (Bermuda) Ltd. (TIRE), an affiliate of the Company. Under the terms of this transaction, the Company ceded certain traditional life insurance contracts. The net of tax impact from the cession of inforce business was $33,042, which was credited directly to unassigned surplus. During 2006, 2005, and 2004, the Company has amortized $3,304 per year into earnings with a corresponding charge to unassigned surplus. The Company has a liability for funds held under reinsurance of $585,938 and $625,459 at December 31, 2006 and December 31, 2005, respectively.

 

During 2003, the Company entered into a reinsurance transaction with Transamerica International Re (Bermuda) Ltd, an affiliate. Under the terms of this transaction, the Company ceded the obligations and benefits related to certain life insurance contracts. The difference between the consideration paid of $2,608 and the reserve credit taken of $6,188 was credited directly to unassigned surplus on a net of tax basis. Subsequent to the initial gain, the Company has amortized $247, $256, and $266 into earnings during 2006, 2005, and 2004, respectively, with a corresponding charge to unassigned surplus. The Company holds collateral in the form of letters of credit of $2,000.

 

During 2003, the Company entered into an indemnity reinsurance agreement in which the Company agreed to cede the obligations and benefits related to certain fixed annuity contracts on a coinsurance and modified coinsurance basis. The Company received a ceding commission of $13,386 at the inception of the contract. In addition, the Company released the IMR liability of $12,906 related to the assets backing the ceded contracts because the future investment experience to be transferred to the assuming company will

be without adjustment of the IMR that existed at the date of the initial transaction. During 2006, 2005, and 2004, the Company has amortized $2,632, $985, and $6,979, respectively, of the initial gain into earnings with a corresponding charge to unassigned surplus.

 

 

 

 

F-58

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

6. Reinsurance (continued)

 

During 2004, the Company entered into a reinsurance transaction to cede the new production of certain fixed annuity contracts to Transamerica International Re (Ireland) Ltd, an affiliate of the Company, on a funds withheld basis.  The Company ceded premiums of $803,793, $861,776, and $677,733 during 2006, 2005, and 2004, respectively, and has taken a reserve credit of $2,111,108 and $1,419,368 at December 31, 2006 and 2005, respectively.  The Company has a liability for funds held under reinsurance of $2,058,100 and $1,364,943 at December 31, 2006 and December 31, 2005, respectively. The consummation of this treaty caused no initial gain or loss.

 

On July 1, 2004, the Company recaptured business it had previously ceded to TOLIC. The Company received $286,705 as consideration for this recapture, which has been included in the Company's statement of operations. The change in reserves of $293,942 related to the recapture has been reported in the statement of operations.

 

On October 1, 2004, the Company recaptured business it had previously ceded under a reinsurance treaty with First AUSA Life Insurance Company, an affiliate. The Company received $643,279 as consideration for this recapture, which has been included in the Company's statement of operations. The change in reserves of $643,279 related to the recapture has been reported in the statement of operations as an increase in reserves.

 

During 2006, the Company entered into a reinsurance agreement with Transamerica Ireland Reinsurance, an affiliate, to retrocede an inforce block of universal life business. The initial commission expense allowance received of $148,162 less ceded reserves of $169,062 resulted in an initial transaction gain of $20,900 pre-tax ($13,585 net of tax). The net of tax gain was reclassified to unassigned surplus. During 2006, the Company amortized $1,359 into earnings with a corresponding charge to unassigned surplus.

 

 

 

 

 

 

 

 

F-59

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

7. Income Taxes

 

The main components of net deferred income taxes are as follows:

 

 

December 31

 

2006

2005

Deferred income tax assets:

 

 

Guaranty funds

$ 6,350

$ 6,156

Non-admitted assets

6,959

2,813

807(f) assets

6,042

8,195

Partnerships

33,185

Tax basis deferred acquisition costs

242,335

212,840

Reserves

103,702

100,065

Unrealized capital losses

44,330

65,081

Derivatives

36,455

60,941

Deferred intercompany losses

11,042

1,918

Other

7,690

6,798

Total deferred income tax assets

498,090

464,807

 

 

 

Nonadmitted deferred tax assets

251,610

169,345

Admitted deferred tax assets

246,480

295,462

 

 

 

Deferred income tax liabilities:

 

 

Unrealized capital gains

112,838

140,564

807(f) liability

6,742

4,182

Accrued dividends

3,561

4,447

Deferred intercompany gains

13,724

11,524

Partnerships

17,745

Other

1,273

608

Total deferred income tax liabilities

138,138

179,070

Net admitted deferred tax asset

$ 108,342

$ 116,392

 

 

F-60

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

7. Income Taxes (continued)

 

The change in net deferred income tax assets and deferred income tax assets are as follows:

 

December 31

 

 

2006

2005

Change

 

 

 

 

Total deferred tax assets

$498,090

$464,807

$33,283

Total deferred tax liabilities

138,138

179,070

40,932

Net deferred tax asset

$359,952

$285,737

74,215

Tax effect of unrealized gains (losses)

 

 

16,806

Change in net deferred income tax

 

 

$91,021

 

 

December 31

 

 

2005

2004

Change

 

 

 

 

Total deferred tax assets

$464,807

$410,825

$53,982

Total deferred tax liabilities

179,070

154,808

(24,262)

Net deferred tax asset

$285,737

$256,017

29,720

Tax effect of unrealized gains (losses)

 

 

4,785

Change in net deferred income tax

 

 

$34,505

 

Federal income tax expense differs from the amount computed by applying the statutory federal income tax rate to gain from operations before federal income tax expense and net realized capital gains (losses) on investments for the following reasons:

 

F-61

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

7. Income Taxes (continued)

 

 

Year Ended December 31

 

2006

2005

2004

 

 

 

 

Income tax computed at federal statutory rate (35%)

$124,013

$102,803

$ 97,892

Deferred acquisition costs – tax basis

28,780

3,237

14,810

Depreciation

53

Dividends received deduction

(22,343)

(22,887)

(8,511)

IMR amortization

(7,628)

(13,821)

(11,515)

Investment income items

(7,952)

(9,159)

(4,233)

Low income housing credits

(4,830)

(5,138)

(5,215)

Limited partnerships book/tax difference

(3,754)

(2,477)

13,641

Prior year over (under) accrual

48,942

(22,832)

2,409

Tax contingencies

4,242

930

4,845

Prior year receivable

(20,067)

(18,578)

(18,578)

Reinsurance transactions

1,624

(2,094)

(5,049)

Tax credits

(4,285)

(716)

(218)

Tax reserve adjustment

(285)

(3,549)

242

Other

(45)

(1,417)

(2,256)

Federal income tax expense

136,412

4,302

78,317

Change in net deferred income taxes

(91,021)

(34,505)

35,091

Total income taxes

$45,391

$ (30,203)

$113,408

 

Effective October 1, 2005, the Company joined in a consolidated income tax return filing with TOLIC. Prior to that date, the Company filed a consolidated tax return with its indirect parent company, AEGON US Holding Corporation. Under the terms of a tax sharing agreement between the Company and its affiliates, the Company computes federal income tax expense as if it were filing a separate income tax return, except that tax credits and net operating loss carryforwards are determined on the basis of the consolidated group. Additionally, the alternative minimum tax is computed for the consolidated group and the resulting tax, if any, is allocated back to the separate companies on the basis of the separate companies’ alternative minimum taxable income. In addition, any operating loss or capital loss carryforwards are calculated for the life and nonlife subgroups on a consolidated basis. At December 31, 2005, the consolidated returns had no loss carryforwards. A tax return has not yet been filed for 2006.

 

F-62

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

7. Income Taxes (continued)

 

The Company’s federal income tax returns have been examined by the Internal Revenue Service and the statute is closed through 2000. The examination fieldwork for 2001 through 2004 has been completed and resulted in tax return adjustments that are currently being appealed. The Company believes that there are adequate defenses against or sufficient provisions established related to any open or contested tax provisions.

 

Income taxes incurred during 2006, 2005, and 2004 for the consolidated group in which the Company is included that will be available for recoupment in the event of future net losses is $317,053, $161,759, and $124,669, respectively.

 

Prior to 1984, as provided for under the Life insurance Company Tax Act of 1959, a portion of statutory income was not subject to current taxation but was accumulated for income tax purposes in a memorandum account referred to as the “policyholders’ surplus account” (PSA). No federal income taxes have been provided for in the financial statements on income deferred in the PSA. Distributions from the PSA were made during 2006 and 2005 in the amounts of $20,258 and $20,387, respectively, which reduced the balance in the PSA to zero. Due to United States tax legislation enacted in October 2004, distributions to shareholders during 2005 and 2006 are deemed to come first out of the PSA and are not taxed. There was no reduction to net earnings due to this distribution.

 

F-63

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

8. Policy and Contract Attributes

 

A portion of the Company’s policy reserves and other policyholders’ funds (including separate account liabilities) relate to liabilities established on a variety of the Company’s annuity and deposit-type products. There may be certain restrictions placed upon the amount of funds that can be withdrawn without penalty. The amount of reserves on these products, by withdrawal characteristics, is summarized as follows:

 

 

December 31

 

2006

 

2005

 

 

Amount

Percent

of Total

 

 

Amount

Percent

of Total

Subject to discretionary withdrawal with market value adjustment

$ 3,073,540

5%

 

$ 4,137,425

7%

Subject to discretionary withdrawal at book value less surrender charge of 5% or more

6,661,713

11

 

5,194,249

9

Subject to discretionary withdrawal at fair value

22,471,785

38

 

19,641,958

34

Total with adjustment or at market value

32,207,038

54

 

28,973,632

50

Subject to discretionary withdrawal at book value (minimal or no charges or adjustments)

13,065,825

22

 

16,625,467

29

Not subject to discretionary withdrawal

14,206,871

24

 

12,093,715

21

Total annuity reserves and deposit fund liabilities - before reinsurance

 

59,479,734

 

100%

 

 

57,692,814

 

100%

Less reinsurance ceded

6,254,160

 

 

2,590,225

 

Net annuity reserves and deposit fund liabilities

$ 53,225,574

 

 

$ 55,102,589

 

 

Included in the liability for deposit-type contracts at December 31, 2006 and 2005 are $2,215,320 and $3,449,986, respectively, of funding agreements issued by an affiliate to special purpose entities in conjunction with non-recourse medium-term note programs. Under these programs, the proceeds from each note series issuance are used to purchase a funding agreement from an affiliated Company which secures that particular series of notes. The funding agreement is reinsured to the Company. In general, the payment terms of the note series match the payment terms of the funding agreement that secures that series. Claims for principal and interest for these funding agreements are afforded equal priority as other policyholders. At December 31, 2006, the contractual maturities were: 2007 - $1,375,474; 2008 - $0; 2009 - $370,500; 2010 - $55,339, 2011 – $125,345; thereafter - $288,662.

 

 

 

F-64

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

8. Policy and Contract Attributes (continued)

 

The Company’s liability for deposit-type contracts includes GIC’s and funding agreements assumed from Monumental Life Insurance Company, an affiliate. The liabilities assumed are $5,805,498 and $4,218,445 at December 31, 2006 and 2005, respectively.

 

Separate and variable accounts held by the Company relate to individual variable life insurance policies. The benefits provided on the policies are determined by the performance and/or market value of the investments held in the separate account. The net investment experience of the separate account is credited directly to the policyholder and can be positive or negative. The assets of these are carried at market value. The life insurance policies typically provide a guaranteed minimum death benefit. Information regarding the separate accounts of the Company as of and for the years ended December 31, 2006 and 2005 is as follows:

 

 

Nonindexed

Guaranteed

Less than or equal to 4%

Nonindexed

Guaranteed

More than 4%

Nonguaranteed Separate Account

Total

Premiums, deposits, and other considerations for the year ended December 31, 2006

$ 7,471

$ –

$ 4,874,131

$ 4,881,602

 

 

 

 

 

Reserves for separate accounts with assets at:

 

 

 

 

Fair value

$ –

$ –

$ 27,230,773

$ 27,230,773

Amortized cost

493,802

493,802

Total at December 31, 2006

$ 493,802

$ –

$ 27,230,773

$ 27,724,575

 

 

 

 

 

Reserves for separate accounts by withdrawal characteristics at December 31, 2006:

 

 

 

 

Subject to discretionary withdrawal:

 

 

 

 

With market value adjustment

$ 37,244

$ –

$ –

$ 37,244

At book value without market

value adjustment and with current

surrender charge of 5% or more

At fair value

27,230,773

27,230,773

At book value without market

value adjustment and with current

surrender charge of less than 5%

456,558

456,558

Not subject to discretionary withdrawal

Total separate account liabilities at December 31, 2006

$ 493,802

$ –

$ 27,230,773

$ 27,724,575

 

 

F-65

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

8. Policy and Contract Attributes (continued)

 

 

Nonindexed

Guaranteed

Less than or equal to 4%

Nonindexed

Guaranteed

More than 4%

Nonguaranteed Separate Account

Total

Premiums, deposits, and other considerations for the year ended December 31, 2005

$ 7,756

$ –

$ 3,592,608

$ 3,600,364

 

 

 

 

 

Reserves for separate accounts with assets at:

 

 

 

 

Fair value

$ –

$ –

$22,429,774

$22,429,774

Amortized cost

472,193

136,956

609,149

Total at December 31, 2005

$ 472,193

$ 136,956

$22,429,774

$23,038,923

 

 

 

 

 

Reserves for separate accounts by withdrawal characteristics at December 31, 2005:

 

 

 

 

Subject to discretionary withdrawal:

 

 

 

 

With market value adjustment

$ –

$ 136,956

$ –

$ 136,956

At book value without market

value adjustment and with

current surrender charge of 5%

or more

At fair value

22,429,774

22,429,774

At book value without market

value adjustment and with

current surrender charge of less

than 5%

436,447

436,447

Not subject to discretionary

withdrawal

35,746

35,746

Total separate account liabilities at December 31, 2005

$ 472,193

$ 136,956

$22,429,774

$23,038,923

 

 

F-66

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

8. Policy and Contract Attributes (continued)

 

 

Nonindexed

Guaranteed

Less than or equal to 4%

Nonindexed

Guaranteed

More than 4%

Nonguaranteed Separate Account

Total

Premiums, deposits, and other considerations for the year ended December 31, 2004

$ 11,643

$ –

$ 3,125,541

$ 3,137,184

 

 

 

 

 

Reserves for separate accounts with assets at:

 

 

 

 

Fair value

$ –

$ –

$19,631,255

$19,631,255

Amortized cost

450,201

255,701

705,902

Total at December 31, 2004

$ 450,201

$ 255,701

$19,631,255

$20,337,157

 

 

 

 

 

Reserves for separate accounts by withdrawal characteristics at December 31, 2004:

 

 

 

 

Subject to discretionary withdrawal:

 

 

 

 

With market value adjustment

$ –

$ 255,701

$ 65,384

$ 321,085

At book value without market value

adjustment and with current

surrender charge of 5% or more

At fair value

19,565,871

19,565,871

At book value without market value

adjustment and with current

surrender charge of less than 5%

418,070

418,070

Not subject to discretionary withdrawal

32,131

32,131

Total separate account liabilities at December 31, 2004

$ 450,201

$ 255,701

$19,631,255

$20,337,157

 

F-67

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

8. Policy and Contract Attributes (continued)

 

A reconciliation of the amounts transferred to and from the separate accounts is presented below:

 

Year Ended December 31

 

2006

2005

2004

Transfers as reported in the summary of operations of the separate accounts statement:

 

 

 

Transfers to separate accounts

$4,875,079

$3,593,932

$3,133,505

Transfers from separate accounts

(2,463,321)

(2,235,249)

(2,117,121)

Net transfers to separate accounts

2,411,758

1,358,683

1,016,384

 

 

 

 

Miscellaneous reconciling adjustments

5,763

6,833

5,805

Transfers as reported in the summary of operations of the life, accident and health annual statement

$2,417,521

$1,365,516

$1,022,189

 

At December 31, 2006 and 2005, the Company had separate account annuities with guaranteed benefits as follows:

 

Benefit and Type of Risk

Subjected Account Value

Amount of Reserve Held

Reinsurance Reserve Credit

December 31, 2006

 

 

 

Minimum guaranteed death benefit

$14,637,639

$174,306

$18,781

Minimum guaranteed income benefit

9,710,748

134,293

8,043

Guaranteed premium accumulation fund

54,534

8,575

Minimum guaranteed withdrawal benefit

60,452

440

 

 

 

 

December 31, 2005

 

 

 

Minimum guaranteed death benefit

$13,441,966

$148,186

$25,827

Minimum guaranteed income benefit

8,303,742

111,898

6,973

Guaranteed premium accumulation fund

61,322

8,875

Minimum guaranteed withdrawal benefit

1,257,973

7,002

(4,448)

 

 

 

 

 

 

 

F-68

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

8. Policy and Contract Attributes (continued)

 

For Variable Annuities with Guaranteed Living Benefits (VAGLB), which includes minimum guaranteed income, minimum guaranteed withdrawal, and guaranteed premium accumulation fund benefits, the Company complies with Actuarial Guideline 39. This guideline defines a two step process for the determination of VAGLB reserves. The first step is to establish a reserve equal to the accumulated VAGLB charges for the policies in question. The second step requires a standalone asset adequacy analysis to determine the sufficiency of these reserves. This step has been satisfied by projecting 30 years into the future along 1000 stochastic variable return paths using a variety of assumptions as to VAGLB charges, lapse, withdrawal, annuitization, and death. The results of this analysis are discounted back to the valuation date and compared to the accumulation of fees reserve to determine if an additional reserve needs to be established.

 

For Variable Annuities with Minimum Guaranteed Death Benefits (MGDB), the Company complies with Actuarial Guideline 34. This guideline requires that MGDBs be projected by assuming an immediate drop in the values of the assets supporting the variable annuity contract, followed by a subsequent recovery at a net assumed return until the maturity of the contract. The immediate drop percentages and gross assumed returns vary by asset class and are defined in the guideline. Mortality is based on the 1994 Variable Annuity MGDB Mortality Table, which is also defined in the guideline.

 

Reserves on the Company’s traditional life products are computed using mean reserving methodologies. These methodologies result in the establishment of assets for the amount of the net valuation premiums that are anticipated to be received between the policy’s paid-through date to the policy’s next anniversary date. At December 31, 2006 and 2005, these assets (which are reported as premiums deferred and uncollected) and the amounts of the related gross premiums and loading, are as follows:

 

 

Gross

Loading

Net

December 31, 2006

 

 

 

Life and annuity:

 

 

 

Ordinary direct first year business

$ 4,172

$ 2,781

$ 1,391

Ordinary direct renewal business

21,163

6,794

14,369

Group life direct business

2,680

1,913

767

Total life and annuity

28,015

11,488

16,527

Accident and health:

 

 

 

Direct

3,917

3,917

Total accident and health

3,917

3,917

 

$ 31,932

$ 11,488

$ 20,444

 

 

F-69

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

8. Policy and Contract Attributes (continued)

 

December 31, 2005

Gross

Loading

Net

Life and annuity:

 

 

 

Ordinary direct first year business

$ 3,520

$ 2,463

$ 1,057

Ordinary direct renewal business

21,815

7,026

14,789

Group life direct business

3,233

2,347

886

Total life and annuity

28,568

11,836

16,732

Accident and health:

 

 

 

Direct

4,422

4,422

Total accident and health

4,422

4,422

 

$32,990

$11,836

$21,154

 

At December 31, 2006 and 2005, the Company had insurance in force aggregating $853,719 and $1,023,533, respectively, in which the gross premiums are less than the net premiums required by the valuation standards established by the Insurance Division, Department of Commerce, of the State of Iowa. The Company established policy reserves of $24,001 and $29,615 to cover these deficiencies at December 31, 2006 and 2005, respectively.

 

9. Dividend Restrictions

 

The Company is subject to limitations, imposed by the State of Iowa, on the payment of dividends to its parent company. Generally, dividends during any twelve-month period may not be paid, without prior regulatory approval, in excess of the greater of (a) 10 percent of statutory surplus as of the preceding December 31, or (b) statutory gain from operations before net realized capital gains (losses) on investments for the preceding year. Subject to the availability of unassigned surplus at the time of such dividend, the maximum payment which may be made in 2007, without the prior approval of insurance regulatory authorities, is $217,911.

 

 

 

 

 

 

 

F-70

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

10. Retirement and Compensation Plans

 

The Company’s employees participate in a qualified defined benefit pension plan sponsored by AEGON. The Company has no legal obligation for the plan. The Company recognizes pension expense equal to its allocation from AEGON. The pension expense is allocated among the participating companies based the Statement of Financial Accounting Standards No. 87 expense as a percent of salaries. The benefits are based on years of service and the employee’s compensation during the highest five consecutive years of employment. The Company’s allocation of pension expense for each of the years ended December 31, 2006, 2005, and 2004 was $2,679, $2,789, and $1,417, respectively. The plan is subject to the reporting and disclosure requirements of the Employee Retirement and Income Security Act of 1974.

 

The Company’s employees also participate in a contributory defined contribution plan sponsored by AEGON which is qualified under Section 401(k) of the Internal Revenue Service Code. Employees of the Company who customarily work at least 1,000 hours during each calendar year and meet the other eligibility requirements are participants of the plan. Participants may elect to contribute up to twenty-five percent of their salary to the plan. The Company will match an amount up to three percent of the participant’s salary.

 

Participants may direct all of their contributions and plan balances to be invested in a variety of investment options. The plan is subject to the reporting and disclosure requirements of the Employee Retirement and Income Security Act of 1974. Benefits expense of $1,683, $1,515, and $620 were allocated for the years ended December 31, 2006, 2005, and 2004, respectively.

 

AEGON sponsors supplemental retirement plans to provide the Company’s senior management with benefits in excess of normal pension benefits. The plans are noncontributory, and benefits are based on years of service and the employee’s compensation level. The plans are unfunded and nonqualified under the Internal Revenue Service Code. In addition, AEGON has established incentive deferred compensation plans for certain key employees of the Company. The Company’s allocation of expense for these plans for each of the years ended December 31, 2006, 2005, and 2004 was negligible. AEGON also sponsors an employee stock option plan/stock appreciation rights for individuals employed and a stock purchase plan for its producers, with the participating affiliated companies establishing their own eligibility criteria, producer contribution limits and company matching formula. These plans have been accrued or funded as deemed appropriate by management of AEGON and the Company.

 

 

F-71

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

10. Retirement and Compensation Plans (continued)

 

In addition to pension benefits, the Company participates in plans sponsored by AEGON that provide postretirement medical, dental, and life insurance benefits to employees meeting certain eligibility requirements. Portions of the medical and dental plans are contributory. The expenses of the postretirement plans, calculated on the pay-as-you-go basis, are charged to affiliates in accordance with an intercompany cost sharing arrangement. The Company expensed $215, $273, and $172, for the years ended December 31, 2006, 2005, and 2004, respectively.

 

11. Sales, Transfer, and Servicing of Financial Assets, and Extinguishments of

 

Liabilities

 

During 2006, 2005, and 2004, the Company sold $6,050, $10,788, and $23,460, respectively, of agent balances without recourse to an affiliated company. Prior to July 29, 2005, the agent debit balances were sold to Money Services, Inc. (MSI), an affiliated company. Subsequent to July 29, 2005, agent debit balances were sold without recourse to ADB Corporation, LLC (ADB), an affiliated company, and all rights, title and interest in the prior net debit balances owned by MSI prior to July 29, 2005, were fully assigned, without recourse, to ADB. The Company did not realize a gain or loss as a result of the sales. As of July 1, 2006, the Company no longer sells agent debit balances and as a result retains such balances as nonadmitted receivables. Receivables in the amount of $9,846 were nonadmitted as of December 31, 2006.

 

The Company has recorded liabilities of $156,180 and $66,072 for municipal reverse repurchase agreements as of December 31, 2006 and 2005, respectively. The reverse repurchase agreements are collateralized by government agency securities with book values of $161,711 and $68,279 as of December 31, 2006 and 2005, respectively. These securities have maturity dates that range from 2010 to 2028 and have a weighted average interest rate of 7.88%.

 

At December 31, 2006 and 2005, securities with a book value of $486,968 and $8,504 and a market value of $489,615 and $8,468 were subject to dollar reverse repurchase agreements, respectively. These securities have maturity dates ranging from 2030 to 2036 and have a weighted average interest rate of 5.45%.

 

The Company has an outstanding liability for borrowed money in the amount of $493,336 and $8,492 as of December 31, 2006 and 2005 due to participation in dollar reverse repurchase agreements.

 

 

 

F-72

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

11. Sales, Transfer, and Servicing of Financial Assets, and Extinguishments of

 

Liabilities (continued)

 

The Company participates in an agent-managed securities lending program. The Company receives collateral equal to 102 or 105% of the fair market value of the loaned securities as of the transaction date for domestic or international securities, respectively. The counterparty is mandated to deliver additional collateral if the fair value of the collateral is at any time less than 102 or 105% of the fair value of the loaned domestic or international securities. This additional collateral, along with the collateral already held in connection with the lending transaction, is at least equal to 102 or 105% of the fair value of the loaned domestic or international securities, respectively. The agreement does not allow rehypothication of collateral by any party involved but does allow cash collateral to be invested in reverse repurchase agreements. At December 31, 2006 and 2005, the value of securities loaned amounted to $1,501,263 and $1,237,883, respectively.

 

12. Related Party Transactions

 

The Company is party to a common cost allocation service arrangement between AEGON USA, Inc. companies, in which various affiliated companies may perform specified administrative functions in connection with the operation of the Company, in consideration of reimbursement of actual costs of services rendered. The Company is also a party to a Management and Administrative and Advisory agreement with AEGON USA Realty Advisors, Inc. whereby the Advisor serves as the administrator and advisor for the Company’s mortgage loan operations. AEGON USA Investment Management, LLC acts as a discretionary investment manager under an Investment Management Agreement with the Company. During 2006, 2005, and 2004, the Company paid $108,387, $82,913, and $95,876, respectively, for these services, which approximates their costs to the affiliates. During 2006, the Company executed an administrative service agreement with Transamerica Fund Advisors, Inc. to provide administrative services to the AEGON/Transamerica Series Trust. The Company received $42,513 for these services during 2006.

 

Payables to affiliates bear interest at the thirty-day commercial paper rate. At December 31, 2006 and 2005, the Company reported a net amount of $64,775 to affiliates and $12,261 due from affiliates, respectively. Terms of settlement require that these amounts are settled within 90 days. At December 31, 2006 the Company had a short-term note receivable of $338,000 from Transamerica Corporation, an affiliate. The note is due by June 22, 2007 and bears interest at 5.06%. During 2006, 2005, and 2004, the Company paid net interest of $5,767, $14,352, and $1,943, respectively, to affiliates.

 

 

F-73

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

12. Related Party Transactions (continued)

 

At December 31, 2005, the Company held two short-term notes receivable in the amount of $39,500 and $2,000, from AEGON USA, Inc., an affiliate, which were repaid in the first quarter of 2006. At December 31, 2006 and 2005, the Company has a note payable to Commonwealth General Corporation of $10, bearing interest at 6% and due on December 31, 2030.

 

During 1998, the Company issued life insurance policies to certain affiliated companies, covering the lives of certain employees of those affiliates. Aggregate reserves for policies and contracts related to these policies are $255,273 and $245,922 at December 31, 2006 and 2005, respectively.

 

13. Commitments and Contingencies

 

The Company has issued synthetic GIC contracts to benefit plan sponsors totaling $5,674,608 as of December 31, 2006. A synthetic GIC is an off-balance sheet fee-based product sold primarily to tax qualified plans. The plan sponsor retains ownership and control of the related plan assets. The Company provides book value benefit responsiveness in the event that qualified plan benefit requests exceed plan cash flows. In certain contracts, the Company agrees to make advances to meet benefit payment needs and earns a market interest rate on these advances. The periodically adjusted contract-crediting rate is the means by which investment and benefit responsive experience is passed through to participants. In return for the book value benefit responsive guarantee, the Company receives a premium that varies based on such elements as benefit responsive exposure and contract size. The Company underwrites the plans for the possibility of having to make benefit payments and also must agree to the investment guidelines to ensure appropriate credit quality and cash flow. Funding requirements to date have been minimal and management does not anticipate any future material funding requirements that would have a material impact on reported financial results.

 

The Company has also provided a guarantee for the obligations of non-insurance affiliates. These entities accept assignments of structured settlement payment obligations from other insurers and purchases structured settlement insurance policies from

subsidiaries of the Company that match those obligations. There are no expected payments associated with this guarantee.

 

 

 

 

F-74

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

13. Commitments and Contingencies (continued)

 

At December 31, 2006, 2005, and 2004, the Company had entered into an agreement with commitment amounts of $21,090, $21,090, and $21,090, respectively, for which it was paid a fee to provide credit enhancement and standby liquidity asset purchase agreements on municipal variable rate demand note facilities. The Company believes the chance of draws or other performance features being exercised under these agreements is minimal.

 

At December 31, 2006 and 2005, the net amount of securities being acquired (sold) on a “to be announced” (TBA) basis was $(10,668) and $3,043, respectively.

 

The Company may pledge assets as collateral for derivative transactions. At December 31, 2006, the Company has pledged invested assets with a carrying value and market value of $4,147 and $4,190, respectively, in conjunction with these transactions.

 

Assets in the amount of $1,553,519 and $1,090,893 as of December 31, 2006 and 2005, respectively, were pledged as collateral in conjunction with funding agreements associated with the Federal Home Loan Bank.

 

The Company has contingent commitments for $649,558 and $645,650 at December 31, 2006 and 2005, respectively, for joint ventures, partnerships, and limited liability companies, which includes LIHTC commitments of $3,361 and $441, respectively.

 

At December 31, 2006 and 2005, the Company has mortgage loan commitments of $381,650 and $64,863, respectively.

 

Private placement commitments outstanding as of December 31, 2006 were $144,009. There were no private placement commitments outstanding as of December 31, 2005.

 

The Company is a party to legal proceedings incidental to its business. Although such litigation sometimes includes substantial demands for compensatory and punitive damages, in addition to contract liability, it is management’s opinion that damages arising from such demands will not be material to the Company’s financial position.

 

The Company is subject to insurance guaranty laws in the states in which it writes business. These laws provide for assessments against insurance companies for the benefit of policyholders and claimants in the event of insolvency of other insurance companies. Assessments are charged to operations when received by the Company except where right of offset against other taxes paid is allowed by law; amounts available for future offsets are recorded as an asset on the Company’s balance sheet. Potential future obligations for unknown insolvencies are not determinable by the Company and are not

 

F-75

 


Transamerica Life Insurance Company

 

Notes to Financial Statements – Statutory Basis (continued)

(Dollars in Thousands, Except per Share Amounts)

 

13. Commitments and Contingencies (continued)

 

required to be accrued for financial reporting purposes. The future obligation has been based on the most recent information available from the National Organization of Life and Health Insurance Guaranty Associations. The Company has established a reserve of $3,931 and $18,520 and an offsetting premium tax benefit of $0 and $7,075 at December 31, 2006 and 2005, respectively, for its estimated share of future guaranty fund assessments related to several major insurer insolvencies. The guaranty fund expense was $1,116, $286, and $365 for the years ended December 31, 2006, 2005, and 2004, respectively.

 

In the normal course of business, the Company has obtained letters of credit of $1,010 for the benefit of non affiliated companies that have reinsured business to the Company where the ceding company’s state of domicile does not recognize the Company as an authorized reinsurer.

 

F-76

 


 

 

 

 

 

 

 

 

 

 

Statutory-Basis Financial

Statement Schedules

 

F-77

 


Transamerica Life Insurance Company

 

Summary of Investments – Other Than

Investments in Related Parties

(Dollars in Thousands)

 

December 31, 2006

 

SCHEDULE I

 

 

 

 

 

Type of Investment

 

 

 

 

Cost (1)

 

 

 

Market

Value

 

Amount at Which Shown in the Balance Sheet

 

 

 

 

Fixed maturities

 

 

 

Bonds:

 

 

 

United States Government and government agencies and authorities

 

$ 492,256

 

$ 487,905

 

$ 492,256

States, municipalities, and political subdivisions

1,208,782

1,201,961

1,208,782

Foreign governments

488,024

541,125

488,024

Public utilities

2,159,941

2,221,175

2,159,941

All other corporate bonds

27,754,289

28,010,214

27,754,289

Preferred stocks

1,689,094

1,773,025

1,689,094

Total fixed maturities

33,792,386

34,235,405

33,792,386

 

 

 

 

Equity securities

 

 

 

Common stocks:

 

 

 

Public utilities

Banks, trust, and insurance

68,526

68,566

68,566

Industrial, miscellaneous, and all other

297,622

324,610

324,610

Total common stocks

366,148

393,176

393,176

 

 

 

 

Mortgage loans on real estate

5,760,667

 

5,760,667

Real estate

30,211

 

30,211

Policy loans

130,144

 

130,144

Other long-term investments

1,543,092

 

1,543,092

Cash, cash equivalents, and short-term investments

 

1,214,965

 

 

1,214,965

Total investments

$ 42,837,611

 

$ 42,864,639

 

 

(1)

Original cost of equity securities and, as to fixed maturities, original cost reduced by repayments and adjusted for amortization of premiums or accrual of discounts.

 

F-78

 


Transamerica Life Insurance Company

 

Supplementary Insurance Information

(Dollars in Thousands)

 

SCHEDULE III

 

 

 

 

Future Policy Benefits and Expenses

 

 

 

Unearned Premiums

 

 

Policy and Contract Liabilities

 

 

 

Premium Revenue

 

 

Net Investment Income*

Benefits, Claims

Losses and Settlement Expenses

 

 

Other Operating Expenses*

 

 

 

Premiums Written

Year ended December 31, 2006

 

 

 

 

 

 

 

 

Individual life

$ 3,757,098

$ –

$ 22,168

$ 331,370

$ 254,197

$ 237,374

$ 1,991,303

 

Individual health

654,089

12,108

27,846

132,849

41,169

168,879

39,561

$ 132,054

Group life and health

426,975

3,529

20,792

123,312

28,551

91,478

66,974

200,964

Annuity

23,038,230

3,839

4,322,254

2,052,994

4,777,487

1,465,687

 

 

$ 27,876,392

$ 15,637

$ 74,645

$ 4,909,785

$ 2,376,911

$ 5,275,218

$ 3,563,525

 

 

 

 

 

 

 

 

 

 

Year ended December 31, 2005

 

 

 

 

 

 

 

 

Individual life

$ 3,733,738

$ –

$21,092

$ 658,856

$ 231,660

$ 212,786

$ 659,658

 

Individual health

562,473

11,670

22,345

126,590

32,417

146,318

42,532

$ 127,460

Group life and health

411,648

3,611

28,479

128,286

24,716

124,052

52,140

214,013

Annuity

26,901,713

5,628

4,191,485

2,101,261

4,691,047

1,538,213

 

 

$31,609,572

$15,281

$77,544

$5,105,217

$2,390,054

$5,174,203

$2,292,543

 

 

 

 

 

 

 

 

 

 

Year ended December 31, 2004

 

 

 

 

 

 

 

 

Individual life

$ 3,722,730

$ –

$18,826

$1,109,335

$ 203,679

$ 561,099

$ 767,391

 

Individual health

481,153

11,264

20,082

125,322

25,246

149,813

34,059

$ 126,384

Group life and health

371,785

3,678

26,399

133,651

20,452

129,852

69,401

222,495

Annuity

28,876,607

4,972,942

2,131,372

6,571,058

1,353,494

 

 

$33,452,275

$14,942

$65,307

$6,341,250

$2,380,749

$7,411,822

$2,224,345

 

 

*Allocations of net investment income and other operating expenses are based on a number of assumptions and estimates, and the results would change if different methods were applied.

 

F-79

 


Transamerica Life Insurance Company

 

Reinsurance

(Dollars in Thousands)

 

SCHEDULE IV

 

 

 

 

 

Gross Amount

 

 

Ceded to Other Companies

 

Assumed From Other Companies

 

 

Net

Amount

Percentage of Amount Assumed
to Net

Year ended December 31, 2006

 

 

 

 

 

Life insurance in force

$ 37,877,300

$ 6,921,308

$ 99,276

$ 31,055,268

0%

 

 

 

 

 

 

Premiums:

 

 

 

 

 

Individual life

$ 2,005,429

$ 1,678,175

$ 4,116

$ 331,370

1%

Individual health

132,054

(795)

132,849

0

Group life and health

200,964

77,652

123,312

0

Annuity

4,944,401

851,562

229,415

4,322,254

5

 

$ 7,282,848

$ 2,606,594

$ 233,531

$ 4,909,785

5%

 

 

 

 

 

 

Year ended December 31, 2005

 

 

 

 

 

Life insurance in force

$ 44,440,385

$13,277,543

$ 95,282

$ 31,258,124

0%

 

 

 

 

 

 

Premiums:

 

 

 

 

 

Individual life

$ 901,447

$ 246,822

$ 4,231

$ 658,856

1%

Individual health

127,460

870

126,590

0

Group life and health

214,013

85,727

128,286

0

Annuity

5,020,800

947,398

118,083

4,191,485

3

 

$ 6,263,720

$ 1,280,817

$ 122,314

$ 5,105,217

2%

 

 

 

 

 

 

Year ended December 31, 2004

 

 

 

 

 

Life insurance in force

$ 39,955,770

$ 8,914,965

$ 88,961

$ 31,129,766

0%

 

 

 

 

 

 

Premiums:

 

 

 

 

 

Individual life

$ 1,113,967

$ 8,844

$ 4,212

$ 1,109,335

0%

Individual health

126,384

1,062

125,322

0

Group life and health

222,495

88,844

133,651

0

Annuity

5,150,594

784,571

606,919

4,972,942

12

 

$ 6,613,440

$ 883,321

$ 611,131

$ 6,341,250

10%

 

 

F-80

 

 


 

PART C - OTHER INFORMATION

Item 26.

Exhibits

 

 

(a)

Resolution of the Board of Directors of Transamerica establishing the separate account (13)

 

(b)

Not Applicable

 

(c)

Distribution of Policies

 

(i)

Form of Broker-Dealer Supervision and Sales Agreement by and between AFSG Securities Corporation and the Broker-Dealer (3)

 

(ii)

Form of Principal Underwriting Agreement with AFSG (2)

 

(iii)

Form of Amendment No. 8 And Novation To Amended And Restated

Principal Underwriting Agreement

 

(d)

Specimen Flexible Premium Variable Life Insurance Policy (4)

 

(e)

Application for Flexible Premium Variable Life Insurance Policy (4)

 

(f)

(i)

Certificate of Incorporation of Transamerica (5)

 

(ii)

By-Laws of Transamerica (5)

 

(g)

Not applicable

 

(h)

Participation Agreements:

 

(i)

Among MFS Variable Insurance Trust and Transamerica and Massachusetts Financial Services Company (1)

 

(ii)

Among AIM Variable Insurance Funds, Inc., Transamerica and AFSG Securities Corporation (3)

 

(iii)

Among Transamerica and Dreyfus Variable Investment Fund (6)

 

(iv)

Amendment to Participation Agreement Among Transamerica and Dreyfus Variable Investment Fund (1)

 

(v)

Amendment to Participation Agreement Among Oppenheimer Variable Account Funds, OppenheimerFunds, Inc. and Transamerica (1)

 

(vi)

Among Oppenheimer Variable Account Funds, OppenheimerFunds, Inc. and Transamerica (3)

 

(vii)

Among WRL Series Fund, Inc. and Transamerica and AUSA Life Insurance Company, Inc. and amendments thereto (7)

(viii) Amendments dated November 27, 1998 to Participation Agreements for: MFS Variable Insurance Trust, Massachusetts Financial Services Company and Transamerica; Transamerica and Dreyfus Variable Investment Fund; Oppenheimer Variable Account Funds, OppenheimerFunds, Inc. and Transamerica; AIM Variable Insurance Funds, Inc., AIM Distributors, Inc., Transamerica and AFSG Securities Corporation; and WRL Series Fund, Inc., Transamerica, and AUSA Life Insurance Company, Inc.(8)

 

(ix)

Amendments dated August 1, 1999 to Participation Agreements for: AIM Variable Insurance Funds, Inc., AIM Distributors, Inc., Transamerica and AFSG Securities Corporation; MFS Variable Insurance Trust, Massachusetts Financial Services Company and Transamerica; and WRL Series Fund, Inc., Transamerica and AUSA Life Insurance Company, Inc. (2)

(x) Among Variable Insurance Products Funds and Variable Insurance Products Funds II, Fidelity Distributors Corporation and Transamerica, and Addendums thereto (9)

 

(xi)

Among Variable Insurance Products Fund III, Fidelity Distributors Corporation, and Transamerica (10)

 

(xii)

Among Transamerica Variable Insurance Fund, Inc., Transamerica Occidental Life Insurance Company and Transamerica (11)

 

(xiii)

Amendments dated April 2000 to Participation Agreements for: Variable Insurance Products Funds, Variable Insurance Products Funds II, Fidelity Distributors Corporation, and Transamerica; and Variable Insurance Products Fund III, Fidelity Distributors, Inc. and Transamerica (11)

 

(xiv)

Amendment No. 13 dated April 17, 2000 to the Participation Agreement among WRL Series Fund, Inc., Transamerica, AUSA Life Insurance Company, Inc. and Peoples Benefit Life Insurance Company (11)

 

C-1

 


 

 

(xv)

Amendment No. 30 to Participation Agreement Among AEGON/Transamerica Series Fund, Inc. and Transamerica and other Affiliated AEGON Companies dated June 10, 2004 (15)

 

(xvi)

Amendment No. 31 to Participation Agreement Among AEGON/Transamerica Series Fund, Inc. and Transamerica and other Affiliated AEGON Companies dated October 22, 2004 (15)

(xvii)  Amended and Restated Participation Agreement Among Variable Insurance Products Funds, Fidelity Distributors Corporation and Transamerica Life Insurance Company dated October 10, 2005 (17)

 

(xviii)

Amendment No. 1 to Participation Agreement Among Transamerica, Variable Insurance Products Funds and Fidelity Distributors Corporation dated May 1, 2006

 

(i)

Not Applicable

 

(j)

Not Applicable

(k) Opinion of Arthur D. Woods, Esq. as to the Legality of the Securities Being Registered

(l) Opinion and Consent of Lorne Schinbein as to Actuarial Matters Pertaining to the Securities Being Registered

(m) Not Applicable

 

(n)

Other Opinions:

(i) Written Consent of Ernst & Young LLP

 

(o)

Not Applicable

 

(p)

Not Applicable

 

(q)

Memorandum describing issuance, transfer and redemption procedures (2)

(r) Powers of Attorney

Craig D. Vermie

Brenda K. Clancy

Larry N. Norman

Christopher H. Garrett

Arthur C. Schneider

Robert J. Kontz

_____________________________________

(1)

This exhibit was previously filed on the Initial Registration Statement to Form S-6 Registration Statement dated November 30, 1998 (File No. 333-68087) and is incorporated herein by reference.

(2)

This exhibit was previously filed on Pre-Effective Amendment No. 1 to Form S-6 Registration Statement dated December 29, 1999 (File No. 333-86231) and is incorporated herein by reference.

(3)

This exhibit was previously filed on Post-Effective Amendment No. 4 to Form N-4 Registration Statement dated April 30, 1998 (File No. 333-07509) and is incorporated herein by reference.

(4)

This exhibit was previously filed on the Initial Registration Statement to Form S-6 Registration Statement dated August 31, 1999 (File No. 333-86231) and is incorporated herein by reference.

(5)

This exhibit was previously filed on Pre-Effective Amendment No. 2 to Form N-3 dated February 27, 1998 (File No. 333-36297) and is incorporated herein by reference.

(6)

This exhibit was previously filed on the Initial Registration Statement to Form N-4 Registration Statement dated April 30, 1997 (File No. 333-26209) and is incorporated herein by reference.

(7)

This exhibit was previously filed on Post-Effective Amendment No. 1 to Form N-4 Registration Statement dated April 29, 1998 (File No. 333-26209) and is incorporated herein by reference.

(8)

This exhibit was previously filed on the Pre-Effective Amendment No. 1 to Form S-6 Registration Statement dated June 8, 1999 (File No. 333-68087) and is incorporated herein by reference.

(9)

This exhibit was previously filed on Pre-Effective Amendment No. 1 to Form N-4 Registration Statement dated December 6, 1996 (File No. 333-07509) and is incorporated herein by reference.

(10)

This exhibit was previously filed on Post-Effective Amendment No. 1 to Form N-4 Registration Statement dated April 29, 1997 (File No. 333-07509) and is incorporated herein by reference.

(11)

This exhibit was previously filed on Post-Effective Amendment No. 1 to Form S-6 Registration Statement dated April 28, 2000 (File No. 333-86231) and is incorporated herein by reference.

(12)

This exhibit was previously filed on Post-Effective Amendment No. 5 to Form N-6 Registration Statement dated February 14, 2003 (File No. 333-86231) and is incorporated herein by reference.

 

C-2

 


 

(13)

This exhibit was previously filed on Post-Effective Amendment No. 2 to Form N-6 Registration Statement dated April 22, 2003 (File No. 333-86231) and is incorporated herein by reference.

(14)

This exhibit was previously filed on Post-Effective Amendment No. 7 to Form N-6 Registration Statement dated April 21, 2004 (File No. 333-86231) and is incorporated herein by reference.

(15)

This exhibit was previously filed on Post-Effective Amendment No. 5 to Form N-6 Registration Statement dated April 14, 2005 (File No. 333-61654) and is incorporated herein by reference.

(16)

This exhibit was previously filed on Post-Effective Amendment No. 9 to Form N-6 Registration Statement dated October 28, 2005 (File No. 333-86231) and is incorporated herein by reference.

(17)         This exhibit was previously filed on Post-Effective Amendment No. 10 to Form N-6 Registration Statement dated April 17, 2006 (File No. 333-86231) and is incorporated herein by reference.

 

Item 27.

Directors and Officers of the Depositor

 

Name

Principal Business Address

Position and Offices with Depositor

 

Craig D. Vermie

(1)

Director, Secretary and Vice President

Larry N. Norman

(1)

Director and Principal Executive Officer

Christopher H. Garrett

(1)

Director

Robert J. Kontz

(1)

Vice President and Corporate Controller

Brenda Clancy

(1)

Director, Vice President, Treasurer and Chief Financial Officer

Arthur C. Schneider

(1)

Director

 

 

(1)

4333 Edgewood Road, N.E., Cedar Rapids, Iowa 52499-0001

 

Item 28. Persons Controlled by or Under Common Control with the Depositor or Registrant

 

 

Name

Jurisdiction of Incorporation

Percent of Voting

Securities Owned

 

Business

 

AEGON N.V.

 

Netherlands

 

22.23% of Vereniging

AEGON Netherlands

Membership Association

 

Holding Company

 

AEGON Nederland N.V.

 

Netherlands

 

100% AEGON N.V.

 

Holding Company

 

AEGON Nevak Holding B.V.

 

Netherlands

 

100% AEGON N.V.

 

Holding Company

 

AEGON Derivatives B.V.

 

Netherlands

 

100% AEGON N.V.

 

Holding Company

 

AEGON International N.V.

 

Netherlands

 

100% AEGON N.V.

 

Holding Company

 

 

The AEGON Trust Voting Trust Trustees:

Donald J. Shepard

Joseph B.M. Streppel

Alexander R. Wynaendts

Craig D. Vermie

 

Delaware

 

 

 

Voting Trust

 

AEGON U.S. Holding Corporation

 

Delaware

 

225 shares of Series A Preferred Stock owned by Scottish Equitable Finance Limited

 

Holding company

 

 

C-3

 


 

 

 

Name

Jurisdiction of Incorporation

Percent of Voting

Securities Owned

 

Business

 

AEGON DMS Holding B.V.

 

Netherlands

 

100% AEGON International N.V.

 

Holding company

 

Canadian Premier Holdings Ltd

 

Canada

 

100% AEGON DMS Holding B.V.

 

Holding company

 

Canadian Premier Life Insurance Company

Canada

 

100% Canadian Premier Holdings Ltd

 

Holding company

Consumer Membership Services Canada, Inc.

Canada

100% Canadian Premier Holdings, Ltd.

Insurance Company

 

Legacy General Insurance Company

Canada

 

100% Canadian Premier Holdings Ltd.

Insurance

 

Cornerstone International Holdings Ltd

 

United Kingdom

 

100% AEGON DMS Holding B.V.

Holding company

 

Stonebridge International Marketing Ltd

 

United Kingdom

 

100% Cornerstone International Holding Ltd.

 

Marketing company

 

Stonebridge International Insurance Ltd

 

United Kingdom

 

100% Cornerstone International Holdings, Ltd.

 

Insurance company

 

Short Hills Management Company

 

New Jersey

 

100% AEGON U.S. Holding Corporation

 

Insurance Agent

 

COPRA Reinsurance Company

 

New York

 

100% AEGON U.S.

Holding Corporation

 

Reinsurance

 

AEGON Management Company

 

Indiana

 

100% AEGON U.S.

Holding Corporation

 

Insurance holding company

 

AEGON U.S. Corporation

 

Iowa

 

100% AEGON U.S. Holding Corporation owns 10,024 shares (75.58%); AEGON USA, Inc. owns 3,238 shares (24.42%)

 

Holding company

 

Transamerica Corporation and subsidiaries (“TAC”)

 

Delaware

 

100% AEGON NV

 

Major interest in insurance and finance

 

AEGON USA, Inc.

 

Iowa

 

AEGON U.S. Holding Corporation; AEGON U.S. Corporation

 

Holding company

 

RCC North America, LLC

 

Delaware

 

100% AEGON USA, Inc.

 

Real estate

 

Transamerica International Holdings, Inc.

 

Delaware

 

100% AEGON USA, Inc.

 

Holding Company

 

C-4

 


 

 

 

Name

Jurisdiction of Incorporation

Percent of Voting

Securities Owned

 

Business

 

AEGON Funding Corp.

 

Delaware

 

100% Transamerica Holding Corporation LLC

 

Issue debt securities-net proceeds used to make loans to affiliates

 

First AUSA Life Insurance Company

 

Maryland

 

100% Transamerica Holding Company LLC

 

Insurance holding company

 

Transamerica Financial Life Insurance Company

 

New York

 

First AUSA Life Insurance Company and Transamerica Occidental Life Insurance Company

 

Insurance

 

Life Investors Insurance Company of America

 

Iowa

 

50% First AUSA Life Ins. Company and 50% AUSA Life Insurance Company

 

Insurance

 

Apple Partners of Iowa LLC

 

Iowa

 

58.13% Monumental Life Insurance Company; 41.87 Peoples Benefit Life Insurance Company

 

Apple production, packing, storage and sales

 

Life Investors Alliance, LLC

 

Delaware

 

100% LIICA

 

Purchase, own, and hold the equity interest of other entities

 

Transamerica Life Insurance Company

 

Iowa

 

Transamerica Holding Company LLC and Transamerica Life Insurance and Annuity Company

 

Insurance

 

AEGON Financial Services Group, Inc.

 

Minnesota

 

100% Transamerica Life Insurance Co.

 

Marketing

 

AEGON Assignment Corporation of Kentucky

 

Kentucky

 

100% AEGON Financial Services Group, Inc.

 

Administrator of structured settlements

 

AEGON Assignment Corporation

 

Illinois

 

100% AEGON Financial Services Group, Inc.

 

Administrator of structured settlements

 

Transamerica Financial Institutions, Inc.

 

Minnesota

 

100% AEGON Financial Services Group, Inc.

 

Life insurance and underwriting services

 

Southwest Equity Life Ins. Co.

 

Arizona

 

100% of Common Voting Stock First AUSA Life Ins. Company

 

Insurance

 

Iowa Fidelity Life Insurance Co.

 

Arizona

 

100% of Common Voting Stock First AUSA Life Ins. Company

 

Insurance

 

C-5

 


 

 

 

Name

Jurisdiction of Incorporation

Percent of Voting

Securities Owned

 

Business

 

Western Reserve Life Assurance Co. of Ohio

 

Ohio

 

100% First AUSA Life Ins. Company

 

Insurance

 

World Financial Group Insurance Agency, Inc.

 

California

 

100% Western Reserve Life Assurance Co. of Ohio

 

Insurance Agency

 

AEGON/Transamerica Fund Advisors, Inc.

 

Florida

 

77% WRL, 23% AUSA Holding Company

 

Investment Adviser

 

AEGON/Transamerica Series Trust

 

Maryland

 

Various

 

Mutual Fund

 

AEGON/Transamerica Fund Services, Inc.

 

Florida

 

56% AUSA Holding Company and 44% WRL

 

Shareholder services

 

Transamerica IDEX Mutual Funds

 

Massachusetts

 

100% WRL

 

Mutual Fund

 

Transamerica Income Shares, Inc.

 

Maryland

 

100% WRL

 

Mutual Fund

 

World Financial Group Insurance Agency of Massachusetts, Inc.

 

Massachusetts

 

100% World Financial Group Insurance Agency, Inc.

 

Insurance Agency

 

World Financial Group Insurance Agency of Hawaii, Inc.

 

Hawaii

 

100% World Financial Group Insurance Agency, Inc.

 

Insurance Agency

 

WFG Insurance Agency of Puerto Rico, Inc.

 

Puerto Rico

 

100% World Financial Group Insurance Agency, Inc.

 

Insurance Agency

 

World Financial Group Insurance Agency of Wyoming

 

Wyoming

 

100% World Financial Group Insurance Agency, Inc.

 

Insurance Agency

 

WFG Property & Casualty Insurance Agency, Inc.

 

Georgia

 

100% World Financial Group Insurance Agency, Inc.

 

Insurance

 

WFG Property & Casualty Insurance Agency of California, Inc.

 

California

 

100% WFG Property & Casualty Insurance Agency, Inc.

 

Insurance

 

WFG Property & Casualty Insurance Agency of Nevada, Inc.

 

Nevada

 

100% WFG Property & Casualty Insurance Agency, Inc.

 

Insurance

 

C-6

 


 

 

 

Name

Jurisdiction of Incorporation

Percent of Voting

Securities Owned

 

Business

 

InterSecurities Insurance Agency, Inc.

 

California

 

100% WRL

 

Insurance Agency

 

Monumental General Casualty Co.

 

Maryland

 

100% First AUSA Life Ins. Company

 

Insurance

 

United Financial Services, Inc.

 

Maryland

 

100% First AUSA Life Ins. Company

 

General agency

 

Bankers Financial Life Ins. Co.

 

Arizona

 

100% First AUSA Life Ins. Company

 

Insurance

 

The Whitestone Corporation

 

Maryland

 

100% First AUSA Life Ins. Company

 

Insurance agency

 

Cadet Holding Corp.

 

Iowa

 

100% First AUSA Life Insurance Company

 

Holding company

 

Monumental General Life Insurance Company of Puerto Rico

 

Puerto Rico

 

51% First AUSA Life Insurance Company

49% Baldrich & Associates of Puerto Rico

 

Insurance

 

AUSA Holding Company

 

Maryland

 

100% Transamerica Holding Company, L.L.C.

 

Holding company

 

AEGON USA Investment Management, Inc.

 

Iowa

 

100% AUSA Holding Company

 

Investment Adviser

 

AEGON USA Securities, Inc.

 

Iowa

 

100% Transamerica Holding Company, L.L.C.

 

Broker-Dealer

 

Monumental General Insurance Group, Inc.

 

Maryland

 

100% AUSA Holding Company.

 

Holding company

 

Trip Mate Insurance Agency, Inc.

 

Kansas

 

100% Monumental General Insurance Group, Inc.

 

Sale/admin. of travel insurance

 

Monumental General Administrators, Inc.

 

Maryland

 

100% Monumental General Insurance Group, Inc.

 

Provides management srvcs. to unaffiliated third party administrator

 

National Association Management and Consultant Services, Inc.

 

Maryland

 

100% Monumental General Administrators, Inc.

 

Provides actuarial consulting services

 

Monumental General Mass Marketing, Inc.

 

Maryland

 

100% Monumental General Insurance Group, Inc.

 

Marketing arm for sale of mass marketed insurance coverages

 

 

C-7

 


 

 

 

Name

Jurisdiction of Incorporation

Percent of Voting

Securities Owned

 

Business

 

Transamerica Capital, Inc.

 

California

 

100% AUSA Holding Co.

 

Broker/Dealer and Principal Underwriter

 

Universal Benefits Corporation

 

Iowa

 

100% AUSA Holding Co.

 

Third party administrator

 

Investors Warranty of America, Inc.

 

Iowa

 

100% AUSA Holding Co.

 

Provider of automobile extended maintenance contracts

 

Massachusetts Fidelity Trust Co.

 

Iowa

 

100% AUSA Holding Co.

 

Trust company

 

Money Services, Inc.

 

Delaware

 

100% AUSA Holding Co.

 

Provides financial counseling for employees and agents of affiliated companies

 

ADB Corporation, L.L.C.

 

Delaware

 

100% Money Services, Inc.

 

Special purpose limited Liability company

 

ORBA Insurance Services, Inc.

 

California

 

40.15% Money Services, Inc.

Insurance agency

 

AEGON USA Travel and Conference Services, LLC

 

Iowa

 

100% Money Services, Inc.

 

Travel and Conference Services

 

Roundit, Inc.

 

Maryland

 

50% AUSA Holding Co.

 

Financial services

 

Zahorik Company, Inc.

 

California

 

100% AUSA Holding Co.

 

Broker-Dealer

 

ZCI, Inc.

 

Alabama

 

100% Zahorik Company, Inc.

 

Insurance agency

 

Zahorik Texas, Inc.

 

Texas

 

100% Zahorik Company, Inc.

 

Insurance agency

 

Long, Miller & Associates, L.L.C.

 

California

 

33-1/3% AUSA Holding Co.

 

Insurance agency

 

AEGON Asset Management Services, Inc.

 

Delaware

 

100% AUSA Holding Co.

 

Registered investment advisor

 

World Group Securities, Inc.

 

Delaware

 

100% AEGON Asset Management Services, Inc.

 

Broker-Dealer

 

World Financial Group, Inc.

 

Delaware

 

100% AEGON Asset Management Services, Inc.

 

Marketing

 

InterSecurities, Inc.

 

Delaware

 

100% AUSA Holding Co.

 

Broker-Dealer

 

C-8

 


 

 

 

Name

Jurisdiction of Incorporation

Percent of Voting

Securities Owned

 

Business

 

AFSG Securities Corporation

 

Pennsylvania

 

100% Commonwealth General Corporation

 

Principal Underwriter

 

Diversified Investment Advisors, Inc.

 

Delaware

 

100% AUSA Holding Co.

 

Registered investment advisor

 

Diversified Investors Securities Corp.

 

Delaware

 

100% Diversified Investment Advisors, Inc.

 

Broker-Dealer

 

George Beram & Company, Inc.

 

Massachusetts

 

100% Diversified Investment Advisors, Inc.

 

Employee benefit and actuarial consulting

 

Creditor Resources, Inc.

 

Michigan

 

100% AUSA Holding Co.

 

Credit insurance

 

CRC Creditor Resources Canadian Dealer Network Inc.

 

Canada

 

100% Creditor Resources, Inc.

 

Insurance agency

 

Premier Solutions Group, Inc.

 

Maryland

 

100% Creditor Resources, Inc.

 

Insurance agency

 

AEGON USA Investment Management, LLC.

 

Iowa

 

100% Transamerica Holding Corporation LLC

 

Investment advisor

 

AEGON USA Realty Advisors, Inc.

 

Iowa

 

100% AUSA Holding Co.

 

Provides real estate administrative and real estate investment services

 

AEGON USA Real Estate Services, Inc.

 

Delaware

 

100% AEGON USA Realty Advisors, Inc.

 

Real estate and mortgage holding company

 

QSC Holding, Inc.

 

Delaware

 

100% AEGON USA Realty Advisors, Inc.

 

Real estate and financial software production and sales

 

Realty Information Systems, Inc.

 

Iowa

 

100% AEGON USA Realty Advisors, Inc

 

Information Systems for real estate investment management

 

Commonwealth General Corporation and subsidiaries

 

Delaware

 

100% AEGON U.S. Corporation

 

Holding company

 

Veterans Life Insurance Co.

 

Illinois

 

100% Transamerica Holding Company LLC

 

Insurance company

 

Peoples Benefit Services, Inc.

 

Pennsylvania

 

100% Veterans Life Ins. Co.

 

Special-purpose subsidiary

 

 

 

C-9

 


 

Item 29.

Indemnification

 

The Iowa Code (Sections 490.850 et. seq.) provides for permissive indemnification in certain situations, mandatory indemnification in other situations, and prohibits indemnification in certain situations. The Code also specifies procedures for determining when indemnification payments can be made.

 

Insofar as indemnification for liability arising under the Securities Act of 1933 may be permitted to directors, officers, and controlling persons of Transamerica pursuant to the foregoing provisions or otherwise, Transamerica 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 Transamerica of expenses incurred or paid by a director, officer or controlling person of Transamerica 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, Transamerica 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.

 

Item 30.

Principal Underwriter

 

(a)         Transamerica Capital, Inc. (“TCI”) is the principal underwriter for the Policies. TCI currently serves as principal underwriter for the Retirement Builder Variable Annuity Account, Separate Account VA A, Separate Account VA B, Separate Account VA C, Separate Account VA D, Separate Account VA E, Separate Account VA F, Separate Account VA I, Separate Account VA J, Separate Account VA L, Separate Account VL A, Separate Account VUL-A, Separate Account VA K, Separate Account VA P, Separate Account Q, Transamerica Corporate Separate Account Sixteen, Separate Account VA R, Separate Account VA S, Separate Account VA X, Separate Account VA W, Separate Account VA Y, Separate Account VA-1, Separate Account VA-6, Separate Account VA-7, Separate Account VA-8, and Separate Account VL A of Transamerica Life Insurance Company; the Separate Account VA QNY, TFLIC Separate Account C, TFLIC Series Life Account, TFLIC Series Annuity Account, TFLIC Separate Account VNY, Separate Account VA BNY, Separate Account VA WNY, Separate Account VA-5NLNY, Separate Account VA-6NY, and Separate Account VA-2LNY of Transamerica Financial Life Insurance Company; the Separate Account I, Separate Account II and Separate Account V of Peoples Benefit Life Insurance Company; the WRL Series Life Account, WRL Series Life Account G, WRL Series Annuity Account, WRL Series Annuity Account B, Separate Account VA U, Separate Account VA V and WRL Series Life Corporate Account of Western Reserve Life Assurance Co. of Ohio; Separate Account VA-2L, Transamerica Occidental Life Separate Account VUL-3, and Separate Account VA 5, of Transamerica Occidental Life Insurance Company; Separate Account VA WM of Monumental Life Insurance Company; AEGON/Transamerica Series Trust; Transamerica IDEX Mutual Funds; and Transamerica Investors, Inc.

 

 

(b)

Directors and Officers of TCI

 

 

Name

Principal

Business Address

 

Position and Offices with Underwriter

 

Phillip S. Eckman

(2)

Director

 

Paula G. Nelson

(3)

Director, Chief Executive Officer and President

Larry N. Norman

(1)

Director

 

John Mallett

(1)

Director

 

Linda S. Gilmer

(1)

Executive Vice President – Finance

 

 

C-10

 


 

 

Frank A. Camp

(1)

Corporate Secretary

 

Michael W. Brandsma

(3)

Managing Director and Executive Vice President

 

Jay A. Hewitt

(2)

Managing Director and Executive Vice President

 

Robert R. Frederick

(1)

Managing Director and Executive Vice President

 

Lon J. Olejniczak

(1)

Managing Director and Executive Vice President

 

Courtney A. John

(3)

Chief Compliance Officer

 

Carol A. Sterlacci

 

Vice President

 

Darin D. Smith

(1)

Assistant Vice President

 

Brenda L. Smith

 

Assistant Vice President

 

Priscilla I. Hechler

(4)

Assistant Vice President and Assistant Secretary

 

Arthur D. Woods

(4)

Assistant Vice President

 

Dennis P. Gallagher

(4)

Assistant Vice President

 

Kyle A. Keelan

(4)

Assistant Vice President

 

Christy Post-Rissin

(4)

Assistant Vice President

 

Frank J. Rosa

(4)

Assistant Vice President

 

John W. Fischer

(4)

Assistant Vice President

 

Amy Boyle

(4)

Assistant Vice President

 

Clifton W. Flenniken, III

(5)

Assistant Vice President

 

 

(1)

4333 Edgewood Road N.E., Cedar Rapids, IA 52499-0001

 

(2)

600 S. Hwy 169, Suite 1800, Minneapolis, MN 55426

 

(3)

4600 S Syracuse St, Suite 1100, Denver, CO 80237-2719

 

(4)

570 Carillon Parkway, St. Petersburg, FL 33716

 

(5)

1111 North Charles Street, Baltimore, MD 21201

 

 

(c)

Compensation to Principal Underwriter

 

 

Name of Principal Underwriter

Net Underwriting Discounts and Commissions

 

Compensation on Redemption

 

Brokerage Commissions

 

 

Commissions

 

Transamerica Capital, Inc.(1)

0

0

$11,066     (2)

0

0

0

$26,230     (3)

0

0

0

$23,437    (4)

0

(1)

Effective May 1, 2007, Transamerica Capital, Inc. replaced AFSG Securities Corporation ("AFSG") as principal underwriter for the Policies.

(2)

fiscal year 2006 paid to AFSG

 

C-11

 

 


 

(3)

fiscal year 2005 paid to AFSG

(4)

fiscal year 2004 paid to AFSG

Item 31.

Location of Accounts and Records

 

All accounts, books, or other documents required to be maintained by Section 31(a) of the 1940 Act and the rules promulgated thereunder are maintained by the Registrant through Transamerica at 4333 Edgewood Road, NE., Cedar Rapids, Iowa 52499, 4001 44th Avenue, SW, Cedar Rapids, Iowa 52404 and 400 West Market Street, Louisville, Kentucky 40202.

 

Item 32.

Management Services

 

Not Applicable

 

Item 33.

Fee Representation

 

Transamerica hereby represents that the fees and charges deducted under the Legacy Builder Plus and Inheritance Builder Plus Policies, in the aggregate, are reasonable in relation to the services rendered, the expenses expected to be incurred, and the risks assumed by Transamerica.

 

C-12

 


 

SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant certifies that it meets all the requirements for effectiveness of this Registration Statement under Rule 485(b) under the Securities Act of 1933 and has duly caused this Post-Effective Amendment No. 11 to the Registration Statement to be signed on its behalf by the undersigned, duly authorized, in the City of St. Petersburg, State of Florida, on this 16th day of April, 2007.

 

SEPARATE ACCOUNT VUL-A

(Registrant)

 

 

By: /s/ Larry N. Norman */

Larry N. Norman, Director and Principal Executive Officer of Transamerica Life Insurance Company

 

TRANSAMERICA LIFE INSURANCE

COMPANY

(Depositor)

 

 

By: /s/ Larry N. Norman */

Larry N. Norman, Director and Principal Executive Officer

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 11 to the Registration Statement has been signed below by the following persons in the capacities and on the dates indicated:

 

Signature

Title

Date

 

/s/ Larry N. Norman

Director and Principal Executive

April 16, 2007

Larry N. Norman */

Officer

 

/s/ Christopher H. Garrett

Director

April 16, 2007

Christopher H. Garrett */

 

/s/ Craig D. Vermie

Director

April 16, 2007

Craig D. Vermie */

 

/s/ Brenda K. Clancy

Director, Vice President,

April 16, 2007

Brenda K. Clancy */

Treasurer and Chief Financial

 

Officer

 

/s/ Arthur C. Schneider

Director

April 16, 2007

Arthur C. Schneider */

 

/s/ Robert J. Kontz

Vice President and

April 16, 2007

Robert J. Kontz */

Corporate Controller

 

 

*/ /s/ Priscilla I. Hechler

 

Signed by Priscilla I. Hechler

 

As Attorney in Fact

 

 


 

 

 

 

 

 

Exhibit Index

 

Exhibit

Description

No.

of Exhibit

 

26(c)(iii)

Form of Amendment No. 8 And Novation To Amended And Restated

Principal Underwriting Agreement Among AFSG and TCI

 

26(h)(xviii)        Amendment No. 1 to Participation Agreement Among Variable Insurance Products Funds, Fidelity Distributors Corporation and Transamerica dated May 1, 2006

 

26(k)

Opinion of Arthur D. Woods, Esq. as to the Legality of the Securities Being Registered

 

26(l)                   Opinion and Consent of Lorne Schinbein as to the Actuarial Matters Pertaining to the Securities Being Registered

 

26(n)(i)

Consent of Ernst & Young LLP

 

26(r)

Powers of Attorney for: Larry N. Norman, Christopher H. Garrett, Craig D. Vermie, Brenda K. Clancy, Arthur C. Schneider and Robert J. Kontz