Comment 1: | Please confirm that any missing information, including the financial statements and all appendices, exhibits, etc. that may not have been included will be filed in a pre-effective amendment to the registration statement. We may have further comments when you supply the omitted information. |
Comment 2: | Comments provided on disclosure in one section are applicable to similar disclosure appearing elsewhere in the prospectus. |
Comment 3: | Please clarify supplementally whether there are any types of guarantees or support agreements with third parties to support any policy features or benefits, or whether the Company will be solely responsible for any benefits or features associated with the Policies. |
Comment 4: | Please consider briefly describing each policy rider in the Policy Summary, including any charges for the rider. At a minimum, identify each rider by name and disclose whether a rider is available only at policy issue or thereafter as well. |
Comment 5: | In the paragraph captioned, “Policy Termination (Lapse),” please explain in plain English what triggers the grace period, how long the grace period lasts, and more clearly describe what terminates the life insurance coverage. |
Comment 6: | In the “Risks of Underlying Mutual Funds” paragraph, please add disclosure regarding how the Underlying Mutual Funds are chosen by the Company. Please also disclose any relevant conflicts of interest related to the Underlying Mutual Funds. Also, please include a highlighted statement regarding how to obtain a prospectus containing more complete information for each of the Underlying Mutual Funds. |
Comment 7: | As to the Fund of Funds risk, please confirm supplementally to the Staff that all material underlying fund risks are disclosed. |
Comment 8: | In clarifying the disclosure in the footnote regarding the Current Charge for a Representative Insured, note the following: If a fee is based on personal characteristics (such as age or ratings classification), the minimum and maximum charges that may be imposed for a Contract, and the charges that may be paid by a representative Contractowner should be disclosed. Item 3, instr. 3(b). A footnote should disclose: That the cost of insurance or other charge varies based on individual characteristics; That the cost of insurance charge or other charge shown in the table may not be representative of the charge that a particular Contractowner will pay; and how the Contractowner may obtain more information about the particular cost of insurance or other charges that would apply to him or her. Representative insured should be the age or classification with the greatest number (or expected) of outstanding contracts. Item 3, instr. 3(b)(i). |
Comment 9: | The term Dollar Cost Averaging is defined but the program is referenced in prospectus disclosure only with reference to “DCA” (eg., Fixed DCA Account, DCA Duration). To avoid confusion, consider including the parenthetical DCA abbreviation immediately after the definition of the program. |
Comment 10: | Please modify the second paragraph to disclose that all material state variations in the Policy have been described in the prospectus and consider adding an introductory paragraph in order to clarify this. Furthermore, if applicable, please indicate where the disclosure discussing state variations may be found in the prospectus. |
Comment 11: | Please disclose all state variations to the free look right in the prospectus, rather than referring the policy holder to his/her Policy. |
Comment 12: | Exhibits 99.(D12) and (D13), the Aviation Exclusion Rider and the Hazardous Sports Exclusion Rider, respectively, were filed on EDGAR; however, prospectus disclosure does not discuss these riders. Please add appropriate disclosure or explain supplementally why doing so is not appropriate. |
