Filed with the Securities and Exchange Commission on April 27, 2001 Registration No. 333-55608 ==================================================================================================================================== SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-effective Amendment No. 1 On Form S-2 Registration Statement Under The Securities Act of 1933* AMERICAN SKANDIA LIFE ASSURANCE CORPORATION ------------------------------------------- (Exact name of registrant as specified in its charter) CONNECTICUT ----------- (State or other jurisdiction of incorporation or organization) 63 -- (Primary Standard Industrial Classification Code Number) 06-1241288 ---------- (I.R.S. Employer Identification No.) ONE CORPORATE DRIVE, SHELTON, CONNECTICUT 06484 (203) 926-1888 -------------------------------------------------------------- (Address, including zip code, and telephone number, including area code, of registrant's principal executive offices) KATHLEEN A. CHAPMAN, ASSISTANT CORPORATE SECRETARY ONE CORPORATE DRIVE, SHELTON, CONNECTICUT 06484 (203) 926-1888 -------------------------------------------------------------- (Name, address, including zip code, and telephone number, including area code, of agent for service) Copy To: SCOTT K. RICHARDSON, ESQ. SENIOR COUNSEL One Corporate Drive, Shelton, Connecticut 06484 (203) 925-3830 -------------------------------------------------------------- Approximate date of commencement of proposed sale to the public: May 1, 2001 or as soon as practicable after the effective date of this Registration Statement If any of the securities being registered on this form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933 check the following: X . -- If the registrant elects to deliver its latest annual report to security holders, or a complete and legible facsimile thereof, pursuant to Item 11(a)(1) of the Form, check the following: ___. Calculation of Registration Fee ==================================================================================================================================== Title of each Proposed Proposed class of maximum maximum securities Amount offering aggregate Amount of to be to be price offering registration registered registered per unit price** fee - ------------------------------------------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------------------------------------------------ Annuity Contracts $ $ - ------------------------------------------------------------------------------------------------------------------------------------ **The proposed aggregate offering price is estimated solely for determining the registration fee. The amount to be registered and the proposed maximum offering price per unit are not applicable since these securities are not issued in predetermined amounts or units. ==================================================================================================================================== AS Apex
Apex CROSS REFERENCE SHEET PURSUANT TO REGULATION S-K, ITEM 501 ---------------------------------------------------------- S-2 Item No. Prospectus Heading ------------ ------------------ 1. Forepart of the Registration Statement and Facing Page, Cross Reference Sheet, Outside Front Cover Page of Prospectus Outside Front Cover Page 2. Inside Front Cover and Outside Back Cover of Prospectus Available Information, Incorporation of Certain Documents by Reference, How Will I Receive Statements, Table of Contents 3. Summary Information, Risk Factors and Ratio of Earnings Investment Options, Fees and Charges, Managing Your Account Value 4. Use of Proceeds Managing Your Account Value, What are Separate Accounts 5. Determination of the Offering Price Fees and Charges, Managing Your Account Value 6. Dilution Not applicable 7. Selling Security Holders Not applicable 8. Plan of Distribution Who Distributes Annuities Offered by American Skandia 9. Description of Securities to be Registered Investment Options, Purchasing Your Annuity, Valuing Your Investment, What are Separate Accounts, Rights, Benefits and Services 10. Interests of named Expert and Counsel Not Applicable 11. Information with Respect to the Registrant Who Is American Skandia? 12. Incorporation of Certain Documents by Reference Incorporation of Certain Documents by Reference 13. Disclosure of Commission Position on Indemnification for Indemnification Securities Act Liabilities Part II Heading --------------- 14. Other Expenses of Issuance Other Expenses of Issuance and Distribution and Distribution 15. Indemnification of Directors and Officers Indemnification of Directors and Officers 16. Exhibits Exhibits 17. Undertakings Undertakings
AMERICAN SKANDIA LIFE ASSURANCE CORPORATION One Corporate Drive, Shelton, Connecticut 06484 This Prospectus describes American Skandia ApexSM, a flexible premium deferred annuity (the "Annuity") offered by American Skandia Life Assurance Corporation ("American Skandia", "we", "our" or "us"). The Annuity may be offered as an individual annuity contract or as an interest in a group annuity. This Prospectus describes the important features of the Annuity and what you should consider before purchasing the Annuity. We have also filed a Statement of Additional Information that is available from us, without charge, upon your request. The contents of the Statement of Additional Information are described on page 59. The Annuity or certain of its investment options and/or features may not be available in all states. Various rights and benefits may differ between states to meet applicable laws and/or regulations. Certain terms are capitalized in this prospectus. Those terms are either defined in the Glossary of Terms or in the context of the particular section. ==================================================================================================================================== American Skandia offers several different annuities which your financial professional may be authorized to offer to you. Each annuity has different features and benefits that may be appropriate for you based on your financial situation, your age and how you intend to use the annuity. The different features and benefits include variations in death benefit protection, the ability to access your annuity's account value and the charges that you will be subject to if you choose to surrender the annuity. The fees and charges may also be different between each annuity. ==================================================================================================================================== If you are purchasing the Annuity as a replacement for existing variable annuity or variable life coverage, you should consider any surrender or penalty charges you may incur when replacing your existing coverage and that this Annuity may be subject to a contingent deferred sales charge if you elect to surrender the Annuity or take a partial withdrawal. You should consider your need to access the annuity's account value and whether the annuity's liquidity features will satisfy that need. WHY WOULD I CHOOSE TO PURCHASE THIS ANNUITY? This Annuity is frequently used for retirement planning. It may be used as an investment vehicle for "qualified" investments, including an IRA, SEP-IRA, Roth IRA or Tax Sheltered Annuity (or 403(b)). It may also be used as an investment vehicle for "non-qualified" investments. The Annuity allows you to invest your money in a number of variable investment options as well as in one or more fixed investment options. When an Annuity is purchased as a "non-qualified" investment, you generally are not taxed on any investment gains the Annuity earns until you make a withdrawal or begin to receive annuity payments. This feature, referred to as "tax-deferral", can be beneficial to the growth of your Account Value because money that would otherwise be needed to pay taxes on investment gains each year remains invested and can earn additional money. However, because the Annuity is designed for long-term retirement savings, a 10% penalty tax may be applied on withdrawals you make before you reach age 59 1/2. Annuities purchased as a non-qualified investment are not subject to the maximum contribution limits that may apply to a qualified investment, and are not subject to required minimum distributions after age 701/2. When an Annuity is purchased as a "qualified" investment, you should consider that the Annuity does not provide any additional tax advantages to the preferential treatment already available through your retirement plan under the Internal Revenue Code. An Annuity may offer features and benefits in addition to providing tax deferral that other investment vehicles may not offer, including death benefit protection for your beneficiaries, lifetime income options, and the ability to make transfers between numerous variable investment options offered under the Annuity. You should consult with your financial professional as to whether the overall benefits and costs of the Annuity are appropriate considering your overall financial plan. These annuities are NOT deposits or obligations of, or issued, guaranteed or endorsed by, any bank, are NOT insured or guaranteed by the U.S. government, the Federal Deposit Insurance Corporation (FDIC), the Federal Reserve Board or any other agency. An investment in this annuity involves certain investment risks, including possible loss of principal. - ------------------------------------------------------------------------------------------------------------------------------------ THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. PLEASE READ THIS PROSPECTUS AND THE CURRENT PROSPECTUS FOR THE UNDERLYING MUTUAL FUNDS. KEEP THEM FOR FUTURE REFERENCE. - ------------------------------------------------------------------------------------------------------------------------------------ FOR FURTHER INFORMATION CALL 1-800-752-6342. Prospectus Dated: May 1, 2001 Statement of Additional Information Dated: May 1, 2001 ASAPEXPROS- (5/2001) ASAPEXPROS WHAT ARE SOME OF THE KEY FEATURES OF THE ANNUITY? |X| The Annuity is a "flexible premium deferred annuity." It is called "flexible premium" because you have considerable flexibility in the timing and amount of premium payments. Generally, investors "defer" receiving annuity payments until after an accumulation period. |X| This Annuity offers both variable and fixed investment options. If you allocate your Account Value to variable investment options, the value of your Annuity will vary daily to reflect the investment performance of the underlying investment options. Fixed investment options of different durations are offered that are guaranteed by us, but may have a Market Value Adjustment if you withdraw your Account Value before the Maturity Date. |X| The Annuity features two distinct periods - the accumulation period and the payout period. During the accumulation period your Account Value is allocated to one or more underlying investment options. The variable investment options, each a Class 1 Sub-account of American Skandia Life Assurance Corporation Variable Account B, invest in an underlying mutual fund portfolio. Currently, portfolios of the following underlying mutual funds are being offered: American Skandia Trust, Montgomery Variable Series, Wells Fargo Variable Trust, INVESCO Variable Investment Funds, Inc., Evergreen Variable Annuity Trust, ProFunds VP, First Defined Portfolio Fund LLC and The Prudential Series Fund, Inc. |X| During the payout period, commonly called "annuitization," you can elect to receive annuity payments (1) for life; (2) for life with a guaranteed minimum number of payments; (3) based on joint lives; or (4) for a guaranteed number of payments. We currently make annuity payments available on a fixed or variable basis. |X| This Annuity offers a basic Death Benefit. It also offers optional Death Benefits that provide an enhanced level of protection for your beneficiary(ies) for an additional charge. |X| You are allowed to withdraw a limited amount of money from your Annuity on an annual basis without any charges. Other product features allow you to access your Account Value as necessary, although a charge may apply. After Annuity Year 4, you are allowed to make unlimited withdrawals from your Annuity without any charges. |X| Transfers between investment options are tax-free. Currently, you may make twenty transfers each year free of charge. We also offer several programs that enable you to manage your Account Value as your financial needs and investment performance change. HOW DO I PURCHASE THIS ANNUITY? We sell the Annuity through licensed, registered financial professionals. You must complete an application and submit a minimum initial purchase payment of $10,000. We may allow you to make a lower initial purchase payment provided you establish a bank drafting program under which purchase payments received in the first Annuity Year total at least $10,000. If the Annuity is owned by an individual or individuals, the oldest of those persons must be age 85 or under. If the Annuity is owned by an entity, the annuitant must be age 85 or under. - ------------------------------------------------------------------------------------------------------------------------------------ Mailing Addresses - ------------------------------------------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------------------------------------------------ New Business/Additional Purchase Payments: Exchange Paperwork: - ------------------------------------------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------------------------------------------------ American Skandia Life Assurance Corporation American Skandia Life Assurance Corporation P.O. Box 7040 P.O. Box 7039 Bridgeport, CT 06601-7040 Bridgeport, CT 06601-7039 - ------------------------------------------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------------------------------------------------ All other correspondence: Express/Overnight Mail: - ------------------------------------------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------------------------------------------------ American Skandia Life Assurance Corporation American Skandia Life Assurance Corporation - ------------------------------------------------------------------------------------------------------------------------------------ P.O. Box 7038 Three Corporate Drive Bridgeport, CT 06601-7038 Shelton, CT 06484 - ------------------------------------------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------------------------------------------------ TABLE OF CONTENTS GLOSSARY OF TERMS..................................................................................................................5 SUMMARY OF CONTRACT FEES AND CHARGES...............................................................................................6 EXPENSE EXAMPLES...................................................................................................................9 INVESTMENT OPTIONS................................................................................................................13 WHAT ARE THE INVESTMENT OBJECTIVES AND POLICIES OF THE PORTFOLIOS?.............................................................13 WHAT ARE THE FIXED INVESTMENT OPTIONS?.........................................................................................25 FEES AND CHARGES..................................................................................................................25 WHAT ARE THE CONTRACT FEES AND CHARGES?........................................................................................25 WHAT CHARGES APPLY SOLELY TO THE VARIABLE INVESTMENT OPTIONS?..................................................................26 WHAT CHARGES ARE ASSESSED BY THE PORTFOLIOS?...................................................................................26 WHAT CHARGES APPLY TO THE FIXED ALLOCATIONS?...................................................................................26 WHAT CHARGES APPLY IF I CHOOSE AN ANNUITY PAYOUT?..............................................................................26 EXCEPTIONS/REDUCTIONS TO FEES AND CHARGES......................................................................................27 PURCHASING YOUR ANNUITY...........................................................................................................27 WHAT ARE OUR REQUIREMENTS FOR PURCHASING THE ANNUITY?..........................................................................27 MANAGING YOUR ANNUITY.............................................................................................................27 MAY I CHANGE THE OWNER, ANNUITANT AND BENEFICIARY DESIGNATIONS?................................................................27 MAY I RETURN THE ANNUITY IF I CHANGE MY MIND?..................................................................................28 MAY I MAKE ADDITIONAL PURCHASE PAYMENTS?.......................................................................................28 MAY I MAKE SCHEDULED PAYMENTS DIRECTLY FROM MY BANK ACCOUNT?...................................................................28 MAY I MAKE PURCHASE PAYMENTS THROUGH A SALARY REDUCTION PROGRAM?...............................................................28 MANAGING YOUR ACCOUNT VALUE.......................................................................................................28 HOW AND WHEN ARE PURCHASE PAYMENTS INVESTED?...................................................................................28 ARE THERE RESTRICTIONS OR CHARGES ON TRANSFERS BETWEEN INVESTMENT OPTIONS?.....................................................29 DO YOU OFFER DOLLAR COST AVERAGING?............................................................................................29 DO YOU OFFER ANY AUTOMATIC REBALANCING PROGRAMS?...............................................................................30 DO YOU OFFER PROGRAMS DESIGNED TO GUARANTEE A "RETURN OF PREMIUM" AT A FUTURE DATE?............................................30 MAY I AUTHORIZE MY FINANCIAL PROFESSIONAL TO MANAGE MY ACCOUNT?................................................................32 HOW DO THE FIXED INVESTMENT OPTIONS WORK?......................................................................................32 HOW DO YOU DETERMINE RATES FOR FIXED ALLOCATIONS?..............................................................................33 HOW DOES THE MARKET VALUE ADJUSTMENT WORK?.....................................................................................33 WHAT HAPPENS WHEN MY GUARANTEE PERIOD MATURES?.................................................................................34 ACCESS TO ACCOUNT VALUE...........................................................................................................34 WHAT TYPES OF DISTRIBUTIONS ARE AVAILABLE TO ME?...............................................................................34 ARE THERE TAX IMPLICATIONS FOR DISTRIBUTIONS?..................................................................................34 CAN I WITHDRAW A PORTION OF MY ANNUITY?........................................................................................35 HOW MUCH CAN I WITHDRAW AS A FREE WITHDRAWAL?..................................................................................35 IS THERE A CHARGE FOR A PARTIAL WITHDRAWAL?....................................................................................36 CAN I MAKE PERIODIC WITHDRAWALS FROM THE ANNUITY DURING THE ACCUMULATION PERIOD?...............................................36 DO YOU OFFER A PROGRAM FOR WITHDRAWALS UNDER SECTION 72(T) OF THE INTERNAL REVENUE CODE?.......................................36 WHAT ARE MINIMUM DISTRIBUTIONS AND WHEN WOULD I NEED TO MAKE THEM?.............................................................36 CAN I SURRENDER MY ANNUITY FOR ITS VALUE?......................................................................................37 WHAT IS A MEDICALLY-RELATED SURRENDER AND HOW DO I QUALIFY?....................................................................37 WHAT TYPES OF ANNUITY OPTIONS ARE AVAILABLE?...................................................................................37 HOW AND WHEN DO I CHOOSE THE ANNUITY PAYMENT OPTION?...........................................................................38 HOW ARE ANNUITY PAYMENTS CALCULATED?...........................................................................................39 DEATH BENEFIT.....................................................................................................................40 WHAT TRIGGERS THE PAYMENT OF A DEATH BENEFIT?..................................................................................40 OPTIONAL DEATH BENEFITS........................................................................................................40 PAYMENT OF DEATH BENEFITS......................................................................................................42 VALUING YOUR INVESTMENT...........................................................................................................43 HOW IS MY ACCOUNT VALUE DETERMINED?............................................................................................43 WHAT IS THE SURRENDER VALUE OF MY ANNUITY?.....................................................................................43 HOW AND WHEN DO YOU VALUE THE SUB-ACCOUNTS?....................................................................................43 HOW DO YOU VALUE FIXED ALLOCATIONS?............................................................................................44 WHEN DO YOU PROCESS AND VALUE TRANSACTIONS?....................................................................................44 TAX CONSIDERATIONS................................................................................................................44 WHAT ARE SOME OF THE FEDERAL TAX CONSIDERATIONS OF THIS ANNUITY?...............................................................44 HOW ARE AMERICAN SKANDIA AND THE SEPARATE ACCOUNTS TAXED?......................................................................44 IN GENERAL, HOW ARE ANNUITIES TAXED?...........................................................................................45 HOW ARE DISTRIBUTIONS TAXED?...................................................................................................45 WHAT TAX CONSIDERATIONS ARE THERE FOR TAX-QUALIFIED RETIREMENT PLANS OR QUALIFIED CONTRACTS?...................................................................................................................47 HOW ARE DISTRIBUTIONS FROM QUALIFIED CONTRACTS TAXED?..........................................................................48 GENERAL TAX CONSIDERATIONS.....................................................................................................49 GENERAL INFORMATION...............................................................................................................50 HOW WILL I RECEIVE STATEMENTS AND REPORTS?.....................................................................................50 WHO IS AMERICAN SKANDIA?.......................................................................................................50 WHAT ARE SEPARATE ACCOUNTS?....................................................................................................50 WHAT IS THE LEGAL STRUCTURE OF THE UNDERLYING FUNDS?...........................................................................51 WHO DISTRIBUTES ANNUITIES OFFERED BY AMERICAN SKANDIA?.........................................................................52 AVAILABLE INFORMATION..........................................................................................................53 INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE................................................................................54 HOW TO CONTACT US..............................................................................................................54 INDEMNIFICATION................................................................................................................54 LEGAL PROCEEDINGS..............................................................................................................54 EXECUTIVE OFFICERS AND DIRECTORS...............................................................................................55 CONTENTS OF THE STATEMENT OF ADDITIONAL INFORMATION............................................................................59 APPENDIX A - FINANCIAL INFORMATION ABOUT AMERICAN SKANDIA..........................................................................1 APPENDIX B - CONDENSED FINANCIAL INFORMATION ABOUT SEPARATE ACCOUNT B..............................................................1 APPENDIX C - CALCULATION OF OPTIONAL DEATH BENEFITS................................................................................1 GLOSSARY OF TERMS Many terms used within this Prospectus are described within the text where they appear. The description of those terms are not repeated in this Glossary of Terms. Account Value: The value of each allocation to a Sub-account or a Fixed Allocation prior to the Annuity Date, plus any earnings, and/or less any losses, distributions and charges. The Account Value is calculated before we assess any applicable Contingent Deferred Sales Charge ("CDSC") and/or any Annual Maintenance Fee. The Account Value is determined separately for each Sub-account and for each Fixed Allocation, and then totaled to determine Account Value for your entire Annuity. The Account Value of each Fixed Allocation on other than its Maturity Date may be calculated using a market value adjustment. Annuitization: The application of Account Value to one of the available annuity options to begin receiving periodic payments for life, for a guaranteed minimum number of payments or for life with a guaranteed minimum number of payments. Annuity Date: The date you choose for annuity payments to commence. A maximum Annuity Date may apply. Annuity Year: A 12-month period commencing on the Issue Date of the Annuity and each successive 12-month period thereafter. Code: The Internal Revenue Code of 1986, as amended from time to time. Fixed Allocation: An allocation of Account Value that is to be credited a fixed rate of interest for a specified Guarantee Period during the accumulation period. Guarantee Period: A period of time during the accumulation period where we credit a fixed rate of interest on a Fixed Allocation. Interim Value: The value of the Fixed Allocation on any date other than the Maturity Date. The Interim Value is equal to the initial value allocated to the Fixed Allocation plus all interest credited to the Fixed Allocation as of the date calculated, less any transfers or withdrawals from the Fixed Allocation. Issue Date: The effective date of your Annuity. MVA: A market value adjustment used in the determination of Account Value of each Fixed Allocation on a day more than 30 days prior to the Maturity Date of such Fixed Allocation. Owner: With an Annuity issued as an individual annuity contract, the Owner is either an eligible entity or person named as having ownership rights in relation to the Annuity. With an Annuity issued as a certificate under a group annuity contract, the "Owner" refers to the person or entity who has the rights and benefits designated as to the "Participant" in the certificate. Surrender Value: The value of your Annuity available upon surrender prior to the Annuity Date. It equals the Account Value as of the date we price the surrender minus any applicable CDSC, Annual Maintenance Fee, Tax Charge and the charge for any optional benefits. Unit: A measure used to calculate your Account Value in a Sub-account during the accumulation period. Valuation Day: Every day the New York Stock Exchange is open for trading or any other day the Securities and Exchange Commission requires mutual funds or unit investment trusts to be valued. SUMMARY OF CONTRACT FEES AND CHARGES Below is a summary of the fees and expenses we charge for the Annuity. Some charges are assessed against your Annuity while others are assessed against assets allocated to the variable investment options. The charges that are assessed against the Annuity include the Contingent Deferred Sales Charge, Annual Maintenance Fee, Transfer Fee, the Tax Charge and any charge for optional benefits. The charge that is assessed against the variable investment options is the Insurance Charge, which is the combination of a mortality and expense risk charge and a charge for administration of the Annuity. Each underlying mutual fund portfolio assesses a charge for investment management and for other expenses. The prospectus for each underlying mutual fund provides more detailed information about the expenses for the underlying funds. In certain states, a premium tax charge may be applicable. All of these fees and expenses are described in more detail within this Prospectus. - ---------------------------------------------------------------------------------------------------------------------------------------- YOUR TRANSACTION EXPENSES - ---------------------------------------------------------------------------------------------------------------------------------------- - ---------------------------------------- -------------------------------------------------------------- -------------------------------- AMOUNT DEDUCTED/ FEE/EXPENSE DESCRIPTION OF CHARGE WHEN DEDUCTED - ---------------------------------------- -------------------------------------------------------------- -------------------------------- - ---------------------------------------- ------------ ------------ ------------ ------------ ---------- -------------------------------- Yr. 1 Yr. 2 Yr. 3 Yr. 4 Yrs. 5+ Contingent Deferred Sales Charge Upon Surrender or Partial Withdrawal - ---------------------------------------- ------------ ------------ ------------ ------------ ---------- -------------------------------- - ---------------------------------------- ------------ ------------ ------------ ------------ ---------- -------------------------------- 8.5% 8.0% 7.0% 6.0% 0.0% - ---------------------------------------- ------------ ------------ ------------ ------------ ---------- -------------------------------- - ---------------------------------------- -------------------------------------------------------------- -------------------------------- The charge is a percentage of the Purchase Payments being withdrawn where the time period is measured from the Issue Date of Annuity. - ---------------------------------------- -------------------------------------------------------------- -------------------------------- - ---------------------------------------- -------------------------------------------------------------- -------------------------------- Annual Maintenance Fee Smaller of $35 or 2% of Account Value Annually on the contract's (Only applicable if Account Value is $100,000 or less) anniversary date or upon surrender - ---------------------------------------- -------------------------------------------------------------- -------------------------------- - ---------------------------------------- Transfer Fee $10.00 After the 20th transfer each annuity year - ---------------------------------------- -------------------------------------------------------------- -------------------------------- - ---------------------------------------- -------------------------------------------------------------- -------------------------------- Tax Charge Depends on the requirements of the applicable jurisdiction Various - ---------------------------------------- -------------------------------------------------------------- -------------------------------- - ---------------------------------------------------------------------------------------------------------------------------------------- ANNUAL EXPENSES OF THE SUB-ACCOUNTS (as a percentage of the average daily net assets of the Sub-accounts) - ---------------------------------------- -------------------------------------------------------------- -------------------------------- Mortality & Expense Risk Charge 1.25% Administration Charge Daily 0.15% Total Annual Expenses of the Applies to Variable Investment Sub-accounts* 1.40% per year of the value of each Sub-account Options only - ---------------------------------------- -------------------------------------------------------------- -------------------------------- * The combination of the Mortality and Expense Risk Charges and Administration Charge is referred to as the "Insurance Charge" elsewhere in this prospectus. - ---------------------------------------------------------------------------------------------------------------------------------------- OPTIONAL BENEFITS - ---------------------------------------------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------------- -------------------------------- GUARANTEED RETURN OPTION We offer a program that guarantees a "return of premium" at a future date, while allowing you to 0.25% of Account Value allocate all or a portion of your Account Value to the Sub-accounts of your choice. Please refer to the discussion of the Guaranteed Return Option for a description of restrictions under the program. (Amounts are deducted in arrears each Annuity Year) - ------------------------------------------------------------------------------------------------------- -------------------------------- - ------------------------------------------------------------------------------------------------------- -------------------------------- ENHANCED BENEFICIARY PROTECTION DEATH BENEFIT We offer an Optional Death Benefit that provides an enhanced level of protection for your 0.25% of Account Value beneficiary(ies) by providing additional amounts that can be used to offset federal and state taxes payable on any taxable gains in your Annuity at the time of your death. (Amounts are deducted in arrears each Annuity Year) - ------------------------------------------------------------------------------------------------------- -------------------------------- - ------------------------------------------------------------------------------------------------------- -------------------------------- GUARANTEED MINIMUM DEATH BENEFIT We offer an Optional Death Benefit that provides an enhanced level of protection for your 0.30% of the current Death beneficiary(ies) by providing the greater of the current Account Value, a 5.0% annual increase on Benefit Purchase Payments minus proportional withdrawals or the Highest Anniversary Value. (Amounts are deducted in arrears each Annuity Year) - ------------------------------------------------------------------------------------------------------- -------------------------------- - ---------------------------------------------------------------------------------------------------------------------------------------- Please refer to the section entitled "Death Benefit" for a complete discussion of the optional Death Benefits, including restrictions on the age of the Owner/ Annuitant and limits on the amount payable. - ---------------------------------------------------------------------------------------------------------------------------------------- - ---------------------------------------------------------------------------------------------------------------------------------------- UNDERLYING MUTUAL FUND PORTFOLIO ANNUAL EXPENSES (as a percentage of the average net assets of the underlying Portfolios) - ---------------------------------------------------------------------------------------------------------------------------------------- Below are the investment management fees, other expenses, and the total annual expenses for each underlying Portfolio as of December 31, 2000, except as noted. The total annual expenses are the sum of the investment management fee, other expenses and any 12b-1 fees. Each figure is stated as a percentage of the underlying Portfolio's average daily net assets. For certain of the underlying Portfolios, a portion of the management fee is being waived and/or other expenses are being partially reimbursed. "N/A" indicates that no portion of the management fee and/or other expenses is being waived and/or reimbursed. Any footnotes about expenses appear after the list of all the portfolios. Those portfolios whose name includes the prefix "AST" are portfolios of American Skandia Trust. The underlying mutual fund portfolio information was provided by the underlying mutual funds and has not been independently verified by us. See the prospectuses or statements of additional information of the underlying Portfolios for further details. The current prospectus and statement of additional information for the underlying Portfolios can be obtained by calling 1-800-752-6342. - ------------------------------------------------- --------------- ------------- -------------- ------------- ------------ ------------- Management Other 12b-1 Fees Total Annual Fee Net Fees Expenses Portfolio Waivers Annual UNDERLYING PORTFOLIO Operating and Fund Expenses Expense Operating Reimburse-mentExpenses (1) - ------------------------------------------------- --------------- ------------- -------------- ------------- ------------ ------------- American Skandia Trust: (2) AST Founders Passport 1.00% 0.38% 0.00% 1.38% N/A 1.38% AST Scudder Japan (3) 1.00% 1.78% 0.00% 2.78% 1.03% 1.75% AST AIM International Equity 0.86% 0.24% 0.06% 1.16% N/A 1.16% AST American Century International Growth 1.00% 0.27% 0.00% 1.27% N/A 1.27% AST MFS Global Equity 1.00% 0.87% 0.00% 1.87% 0.12% 1.75% AST Scudder Small-Cap Growth 0.95% 0.16% 0.02% 1.13% N/A 1.13% AST Federated Aggressive Growth (3) 0.95% 6.27% 0.00% 7.22% 5.87% 1.35% AST Goldman Sachs Small-Cap Value 0.95% 0.20% 0.00% 1.15% N/A 1.15% AST Gabelli Small-CapValue 0.90% 0.21% 0.01% 1.12% N/A 1.12% AST Janus Mid-Cap Growth 1.00% 0.28% 0.00% 1.28% N/A 1.28% AST Neuberger Berman Mid-Cap Growth 0.90% 0.16% 0.03% 1.09% N/A 1.09% AST Neuberger Berman Mid-Cap Value 0.90% 0.18% 0.16% 1.24% N/A 1.24% AST Alger All-Cap Growth 0.95% 0.24% 0.05% 1.24% N/A 1.24% AST Gabelli All-Cap Value (3) 0.95% 0.64% 0.00% 1.59% 0.14% 1.45% AST Kinetics Internet (3) 1.00% 4.34% 0.00% 5.34% 3.94% 1.40% AST T. Rowe Price Natural Resources 0.90% 0.24% 0.06% 1.20% N/A 1.20% AST Alliance Growth 0.90% 0.19% 0.07% 1.16% N/A 1.16% AST MFS Growth 0.90% 0.30% 0.00% 1.20% N/A 1.20% AST Marsico Capital Growth 0.90% 0.14% 0.02% 1.06% 0.02% 1.04% AST JanCap Growth 0.90% 0.13% 0.01% 1.04% 0.04% 1.00% AST Janus Strategic Value (3) 1.00% 1.41% 0.00% 2.41% 1.06% 1.35% AST Alliance/Bernstein Growth + Value (4) 0.90% 0.24% 0.03% 1.17% N/A 1.17% AST Sanford Bernstein Core Value (4) 0.75% 0.24% 0.03% 1.02% N/A 1.02% AST Cohen & Steers Realty 1.00% 0.22% 0.06% 1.28% N/A 1.28% AST Sanford Bernstein Managed Index 500 0.60% 0.16% 0.02% 0.78% N/A 0.78% AST American Century Income & Growth 0.75% 0.19% 0.00% 0.94% N/A 0.94% AST Alliance Growth and Income 0.75% 0.15% 0.16% 1.06% 0.01% 1.05% AST MFS Growth with Income 4 0.90% 0.33% 0.00% 1.23% N/A 1.23% AST INVESCO Equity Income 0.75% 0.17% 0.03% 0.95% 0.01% 0.94% AST AIM Balanced 0.73% 0.22% 0.00% 0.95% N/A 0.95% AST American Century Strategic Balanced 0.85% 0.25% 0.00% 1.10% N/A 1.10% AST T. Rowe Price Asset Allocation 0.85% 0.23% 0.00% 1.08% N/A 1.08% AST T. Rowe Price Global Bond 0.80% 0.32% 0.00% 1.12% N/A 1.12% AST Federated High Yield 0.75% 0.21% 0.00% 0.96% N/A 0.96% AST Lord Abbett Bond-Debenture (3) 0.80% 2.27% 0.00% 3.07% 1.87% 1.20% AST PIMCO Total Return Bond 0.65% 0.17% 0.00% 0.82% N/A 0.82% AST PIMCO Limited Maturity Bond 0.65% 0.22% 0.00% 0.87% N/A 0.87% AST Money Market 0.50% 0.15% 0.00% 0.65% 0.05% 0.60% - ------------------------------------------------- --------------- ------------- -------------- ------------- ------------ ------------- - ------------------------------------------------- --------------- ------------- -------------- ------------- ------------ ------------- Management Other 12b-1 Fees Total Annual Fee Net Fees Expenses Portfolio Waivers Annual UNDERLYING PORTFOLIO Operating and Fund Expenses Expense Operating Reimburse-mentExpenses - ------------------------------------------------- --------------- ------------- -------------- ------------- ------------ ------------- Montgomery Variable Series: Emerging Markets 1.25% 0.56% 0.00% 1.81% 0.25% 1.56% Wells Fargo Variable Trust: Equity Income 0.70% 0.22% 0.25% 1.17% 0.17% 1.00% INVESCO Variable Investment Funds, Inc.: Technology 0.72% 0.30% 0.00% 1.02% N/A 1.02% Health Sciences 0.75% 0.32% 0.00% 1.07% N/A 1.07% Financial Services 0.75% 0.34% 0.00% 1.09% N/A 1.09% Telecommunications 0.75% 0.31% 0.00% 1.06% N/A 1.06% Dynamics 0.75% 0.34% 0.00% 1.09% N/A 1.09% Evergreen Variable Annuity Trust: Global Leaders 0.87% 0.29% 0.00% 1.16% 0.15% 1.01% Omega 0.52% 0.16% 0.00% 0.68% N/A 0.68% Special Equity 0.92% 0.25% 0.00% 1.17% 0.13% 1.04% ProFund VP: Europe 30 0.75% 0.75% 0.25% 1.75% N/A 1.75% UltraSmall-Cap 0.75% 1.34% 0.25% 2.34% 0.29% 2.05% UltraOTC 0.75% 0.75% 0.25% 1.75% N/A 1.75% OTC (5) 0.75% 0.95% 0.25% 1.95% N/A 1.95% Bear (5) 0.75% 0.95% 0.25% 1.95% N/A 1.95% Bull Plus (5) 0.75% 0.95% 0.25% 1.95% N/A 1.95% Biotechnology (5) 0.75% 1.00% 0.25% 2.00% N/A 2.00% Energy (5) 0.75% 1.00% 0.25% 2.00% N/A 2.00% Financial (5) 0.75% 1.00% 0.25% 2.00% N/A 2.00% Healthcare (5) 0.75% 1.00% 0.25% 2.00% N/A 2.00% Real Estate (5) 0.75% 1.00% 0.25% 2.00% N/A 2.00% Technology (5) 0.75% 1.00% 0.25% 2.00% N/A 2.00% Telecommunications (5) 0.75% 1.00% 0.25% 2.00% N/A 2.00% Utilities (5) 0.75% 1.00% 0.25% 2.00% N/A 2.00% First Defined Portfolio Fund LLC: First Trust(R)10 Uncommon Values 8 0.60% 2.47% 0.25% 3.32% 1.95% 1.37% The Prudential Series Fund, Inc.: SP Jennison International Growth (6) 0.85% 0.60% 0.25% 1.70% 0.06% 1.70% - ------------------------------------------------- --------------- ------------- -------------- ------------- ------------ ------------- 1 The Investment Manager of American Skandia Trust has agreed to reimburse and/or waive fees for certain Portfolios until at least April 30, 2002. The caption "Total Annual Fund Operating Expenses" reflects the Portfolios' fees and expenses before such waivers and reimbursements, while the caption "Net Annual Fund Operating Expenses" reflects the effect of such waivers and reimbursements. 2 American Skandia Trust (the "Trust") adopted a Distribution Plan (the "Distribution Plan") under Rule 12b-1 of the Investment Company Act of 1940 to permit an affiliate of the Trust's Investment Manager to receive brokerage commissions in connection with purchases and sales of securities held by Portfolios of the Trust, and to use these commissions to promote the sale of shares of such Portfolios. While the brokerage commission rates and amounts paid by the various Portfolios are not expected to increase as a result of the Distribution Plan, the staff of the Securities and Exchange Commission takes the position that commission amounts received under the Distribution Plan should be reflected as distribution expenses of the Portfolios. The Distribution Fee estimates are derived and annualized from data regarding commission amounts directed to the affiliate under the Distribution Plan for the fiscal year ended December 31, 2000. Although there are no maximum amounts allowable, actual commission amounts directed under the Distribution Plan will vary and the amounts directed during the first full fiscal year of the Plan's operations may differ substantially from the annualized amounts listed in the above chart. 3 These Portfolios commenced operations on October 23, 2000. "Other Expenses" and "12b-1 Fees" shown are based on estimated amounts for the fiscal year ending December 31, 2001. 4 These Portfolios commenced operations on May 1, 2001. "Other Expenses" and "12b-1 Fees" shown are based on estimated amounts for the fiscal year ending December 31, 2001. 5 These Portfolios commenced operations on January 22, 2001. "Other Expenses" and "12b-1 Fees" shown are based on estimated amounts for the fiscal year ending December 31, 2001. 6 This Portfolio commenced operations on April 15, 2001. "Other Expenses" are based on estimated amounts for the fiscal year ending December 31, 2001 and include a 0.15% Administration Fee. The 0.06% fee waiver and expense reimbursement is currently in effect but may be eliminated. Therefore, the Expense Examples reflect the Total Annual Portfolio Operating Expenses, not the Net Annual Portfolio Operating Expenses. EXPENSE EXAMPLES These examples are designed to assist you in understanding the various costs and expenses you will incur with the Annuity over certain periods of time based on specific assumptions. The examples reflect expenses of our Sub-accounts, as well as those of the underlying mutual fund portfolios. The Securities and Exchange Commission ("SEC") requires these examples. The examples shown assume that: (a) you only allocate Account Value in the Sub-accounts; (b) the Insurance Charge is assessed as 1.40% per year; (c) the Annual Maintenance Fee (when applicable) is reflected as a charge equal to 0.05% based on an assumed average contract size; (d) you make no withdrawals of Account Value during the period shown; (e) you make no transfers, withdrawals, surrender or other transactions that we charge a fee for during the period shown; (f) no tax charge applies; and (g) the expenses throughout the period for the underlying mutual fund portfolios will be the "Net Annual Fund Operating Expenses," as shown above in the section entitled "Underlying Mutual Fund Portfolio Annual Expenses." These examples do not reflect the charge for either optional Death Benefit that is offered under the Annuity or the Guaranteed Return Option. If you purchase the Annuity with either optional Death Benefit or the Guaranteed Return Option, this charge is deducted on an annual basis in arrears in addition to the amounts shown below. Please see the example of how we charge for the optional Death Benefits and the Guaranteed Return Option following these tables. THE EXAMPLES ARE ILLUSTRATIVE ONLY - THEY SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE EXPENSES OF THE UNDERLYING MUTUAL FUNDS OR THEIR PORTFOLIOS - ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN. - ---------------------------------------------------------------------------------------------------------------------------------------- Expense Examples (amounts shown are rounded to the nearest dollar) - ---------------------------------------------------------------------------------------------------------------------------------------- If your Account Value is $100,000 or higher, so that the Annual Maintenance Fee does not apply. ---------------------------------------------- ------- ---------------------------------------- If you surrender your Annuity at the end of If you do not surrender your Annuity the applicable time period, you would pay at the end of the applicable time the following expenses on a $1,000 period or begin taking annuity investment, assuming 5% annual return on payments at such time, you would pay assets: the following expenses on a $1,000 investment, assuming 5% annual return on assets: ---------------------------------------------- ------- ---------------------------------------- After: After: - ---------------------------------------------------------------------------------------------------------------------------------------- - -------------------------------------------- --------- ---------- --------- ---------- ------ ---------- ---------- --------- ---------- Sub-Account: 1 Year 3 Years 5 Years 10 Years 1 Year 3 Years 5 Years 10 Years - -------------------------------------------- - -------------------------------------------- --------- ---------- --------- ---------- ------ ---------- ---------- --------- ---------- AST Founders Passport 113 157 148 313 28 87 148 313 AST Scudder Japan 117 168 167 349 32 98 167 349 AST AIM International Equity 111 150 137 291 26 80 137 291 AST American Century International Growth 112 154 143 302 27 84 143 302 AST MFS Global Equity 117 168 167 349 32 98 167 349 AST Scudder Small-Cap Growth 111 150 136 288 26 80 136 288 AST Federated Aggressive Growth 113 156 147 310 28 86 147 310 AST Goldman Sachs Small-Cap Value 111 150 137 290 26 80 137 290 AST Gabelli Small-Cap Value 111 149 135 287 26 79 135 287 AST Janus Mid-Cap Growth 112 154 143 303 27 84 143 303 AST Neuberger Berman Mid-Cap Growth 111 149 134 285 26 79 134 285 AST Neuberger Berman Mid-Cap Value 112 153 142 300 27 83 142 300 AST Alger All-Cap Growth 112 153 142 300 27 83 142 300 AST Gabelli All-Cap Value 114 159 152 320 29 89 152 320 AST Kinetics Internet 114 158 149 314 29 88 149 314 AST T. Rowe Price Natural Resources 112 152 140 296 27 82 140 296 AST Alliance Growth 111 150 137 291 26 80 137 291 AST MFS Growth 112 152 140 296 27 82 140 296 AST Marsico Capital Growth 110 147 132 280 25 77 132 280 AST JanCap Growth 110 146 129 275 25 76 129 275 AST Janus Strategic Value 113 156 147 310 28 86 147 310 - -------------------------------------------- --------- ---------- --------- ---------- ------ ---------- ---------- --------- ---------- After: After: - ------------------------------------------- ---------- --------- ---------- ---------- ------ ---------- ---------- -------- ---------- Sub-Account: 1 Year 3 Years 5 Years 10 Years 1 Year 3 Years 5 Years 10 Years - ------------------------------------------- ---------- --------- ---------- ---------- ------ ---------- ---------- -------- ---------- AST Alliance/Bernstein Growth + Value 111 151 138 293 26 81 138 293 AST Sanford Bernstein Core Value 110 146 130 277 25 76 130 277 AST Cohen & Steers Realty 112 154 143 303 27 84 143 303 AST Sanford Bernstein Managed Index 500 107 139 118 253 22 69 118 253 AST American Century Income & Growth 109 144 126 269 24 74 126 269 AST Alliance Growth and Income 110 147 132 280 25 77 132 280 AST MFS Growth with Income 112 153 141 298 27 83 141 298 AST INVESCO Equity Income 109 144 126 269 24 74 126 269 AST AIM Balanced 109 144 127 270 24 74 127 270 AST American Century Strategic Balanced 111 149 134 285 26 79 134 285 AST T. Rowe Price Asset Allocation 110 148 133 283 25 78 133 283 AST T. Rowe Price Global Bond 111 149 135 287 26 79 135 287 AST Federated High Yield 109 144 127 271 24 74 127 271 AST Lord Abbett Bond-Debenture 112 152 140 296 27 82 140 296 AST PIMCO Total Return Bond 108 140 120 257 23 70 120 257 AST PIMCO Limited Maturity Bond 108 141 122 261 23 71 122 261 AST Money Market 105 133 108 233 20 63 108 233 MV Emerging Markets 115 162 157 330 30 92 157 330 WFVT Equity Income 110 146 129 275 25 76 129 275 INVESCO VIF Technology 110 146 130 277 25 76 130 277 INVESCO VIF Health Sciences 110 148 133 282 25 78 133 282 INVESCO VIF Financial Services 111 149 134 285 26 79 134 285 INVESCO VIF Telecommunications 110 147 132 281 25 77 132 281 INVESCO VIF Dynamics 111 149 134 285 26 79 134 285 Evergreen VA Global Leaders 110 146 130 277 25 76 130 277 Evergreen VA Omega 106 136 113 242 21 66 113 242 Evergreen VA Special Equity 110 147 132 280 25 77 132 280 ProFund VP Europe 30 117 168 167 349 32 98 167 349 ProFund VP UltraSmall-Cap 120 177 181 375 35 107 181 375 ProFund VP UltraOTC 117 168 167 349 32 98 167 349 ProFund VP OTC 119 174 176 366 34 104 176 366 ProFund VP Bear 119 174 176 366 34 104 176 366 ProFund VP Bull Plus 119 174 176 366 34 104 176 366 ProFund VP Biotechnology 120 176 179 371 35 106 179 371 ProFund VP Energy 120 176 179 371 35 106 179 371 ProFund VP Financial 120 176 179 371 35 106 179 371 ProFund VP Healthcare 120 176 179 371 35 106 179 371 ProFund VP Real Estate 120 176 179 371 35 106 179 371 ProFund VP Technology 120 176 179 371 35 106 179 371 ProFund VP Telecommunications 120 176 179 371 35 106 179 371 ProFund VP Utilities 120 176 179 371 35 106 179 371 First Trust(R)10 Uncommon Values 113 157 148 311 28 87 148 311 SP Jennison International Growth 117 167 164 343 32 97 164 343 - ------------------------------------------- ---------- --------- ---------- ---------- ------ ---------- ---------- -------- ---------- If your Account Value is less than $100,000, so that the Annual Maintenance Fee does apply. ---------------------------------------------- ------- ---------------------------------------- If you surrender your Annuity at the end of If you do not surrender your Annuity the applicable time period, you would pay at the end of the applicable time the following expenses on a $1,000 period or begin taking annuity investment, assuming 5% annual return on payments at such time, you would pay assets: the following expenses on a $1,000 investment, assuming 5% annual return on assets: ---------------------------------------------- ------- ---------------------------------------- After: After: - --------------------------------------------------------------------------------------------------------------------------------------- - ------------------------------------------- ---------- --------- ---------- ---------- ------ ---------- ---------- -------- ---------- Sub-Account: 1 Year 3 Years 5 Years 10 Years 1 Year 3 Years 5 Years 10 Years - ------------------------------------------- - ------------------------------------------- ---------- --------- ---------- ---------- ------ ---------- ---------- -------- ---------- AST Founders Passport 114 160 153 321 29 90 153 321 AST Scudder Japan 118 171 171 356 33 101 171 356 AST AIM International Equity 112 153 142 300 27 83 142 300 AST American Century International Growth 113 156 147 310 28 86 147 310 AST MFS Global Equity 118 171 171 356 33 101 171 356 AST Scudder Small-Cap Growth 112 152 140 297 27 82 140 297 AST Federated Aggressive Growth 114 159 151 318 29 89 151 318 AST Goldman Sachs Small-Cap Value 112 153 141 298 27 83 141 298 AST Gabelli Small-Cap Value 112 152 140 296 27 82 140 296 AST Janus Mid-Cap Growth 113 157 148 311 28 87 148 311 AST Neuberger Berman Mid-Cap Growth 111 151 138 292 26 81 138 292 AST Neuberger Berman Mid-Cap Value 113 156 146 308 28 86 146 308 AST Alger All-Cap Growth 113 156 146 308 28 86 146 308 AST Gabelli All-Cap Value 115 162 156 328 30 92 156 328 AST Kinetics Internet 115 161 154 323 30 91 154 323 AST T. Rowe Price Natural Resources 113 155 144 304 28 85 144 304 AST Alliance Growth 112 153 142 300 27 83 142 300 AST MFS Growth 113 155 144 304 28 85 144 304 AST Marsico Capital Growth 111 149 135 287 26 79 135 287 AST JanCap Growth 111 149 134 284 26 79 134 284 AST Sanford Bernstein Managed Index 500 114 159 151 318 29 89 151 318 AST Janus Strategic Value 112 153 142 300 27 83 142 300 AST Alliance/Bernstein Growth + Value 111 149 135 286 26 79 135 286 AST Sanford Bernstein Core Value 113 157 148 311 28 87 148 311 AST Cohen & Steers Realty 108 141 122 260 23 71 122 260 AST American Century Income & Growth 110 146 130 277 25 76 130 277 AST Alliance Growth and Income 111 150 136 288 26 80 136 288 AST MFS Growth with Income 113 155 145 307 28 85 145 307 AST INVESCO Equity Income 110 146 130 277 25 76 130 277 AST AIM Balanced 110 147 131 278 25 77 131 278 AST American Century Strategic Balanced 112 152 139 294 27 82 139 294 AST T. Rowe Price Asset Allocation 111 151 138 291 26 81 138 291 AST T. Rowe Price Global Bond 112 152 140 296 27 82 140 296 AST Federated High Yield 110 147 132 280 25 77 132 280 AST Lord Abbett Bond-Debenture 113 155 144 304 28 85 144 304 AST PIMCO Total Return Bond 109 143 124 265 24 73 124 265 AST PIMCO Limited Maturity Bond 109 144 127 270 24 74 127 270 AST Money Market 106 136 113 242 21 66 113 242 MV Emerging Markets 116 165 161 338 31 95 161 338 WFVT Equity Income 111 149 134 284 26 79 134 284 INVESCO VIF Technology 111 149 135 286 26 79 135 286 INVESCO VIF Health Sciences 111 150 137 290 26 80 137 290 INVESCO VIF Financial Services 111 151 138 292 26 81 138 292 INVESCO VIF Telecommunications 111 150 137 290 26 80 137 290 INVESCO VIF Dynamics 111 151 138 292 26 81 138 292 - ------------------------------------------- ---------- --------- ---------- ---------- ------ ---------- ---------- -------- ---------- After: After: - ---------------------------------------------------------------------------------------------------------------------------------------- - -------------------------------------------- --------- ---------- --------- ---------- ------ ---------- ---------- --------- ---------- Sub-Account: 1 Year 3 Years 5 Years 10 Years 1 Year 3 Years 5 Years 10 Years - -------------------------------------------- --------- ---------- --------- ---------- ------ ---------- ---------- --------- ---------- Evergreen VA Global Leaders 111 149 134 284 26 79 134 284 Evergreen VA Omega 107 138 117 250 22 68 117 250 Evergreen VA Special Equity 111 149 135 287 26 79 135 287 ProFund VP Europe 30 118 171 171 356 33 101 171 356 ProFund VP UltraSmall-Cap 121 180 186 385 36 110 186 385 ProFund VP UltraOTC 118 171 171 356 33 101 171 356 ProFund VP OTC 120 177 181 375 35 107 181 375 ProFund VP Bear 120 177 181 375 35 107 181 375 ProFund VP Bull Plus 120 177 181 375 35 107 181 375 ProFund VP Biotechnology 121 179 184 380 36 109 184 380 ProFund VP Energy 121 179 184 380 36 109 184 380 ProFund VP Financial 121 179 184 380 36 109 184 380 ProFund VP Healthcare 121 179 184 380 36 109 184 380 ProFund VP Real Estate 121 179 184 380 36 109 184 380 ProFund VP Technology 121 179 184 380 36 109 184 380 ProFund VP Telecommunications 121 179 184 380 36 109 184 380 ProFund VP Utilities 121 179 184 380 36 109 184 380 First Trust(R)10 Uncommon Values 114 159 152 320 29 89 152 320 SP Jennison International Growth 118 170 169 352 33 100 169 352 - -------------------------------------------- --------- ---------- --------- ---------- ------ ---------- ---------- --------- ---------- Expenses For Optional Benefits Guaranteed Return Option If you elect to participate in the Guaranteed Return Option program, an annual charge of 0.25% is deducted from your Annuity's Account Value. The charge will be based on the Account Value of the Sub-accounts and any Fixed Allocations as of the date the charge is deducted. Below is an example of how the charge for the Optional Death Benefit is calculated. Initial Purchase Payment: $10,000 Account Value on Anniversary of Issue Date: $12,500 Cost of Optional Death Benefit 0.25% X $12,500 = $31.25 per year Enhanced Beneficiary Protection Death Benefit If you purchase the Enhanced Beneficiary Protection Optional Death Benefit, an annual charge of 0.25% is deducted from your Annuity's Account Value. The charge will be based on the Account Value of the Sub-accounts and any Fixed Allocations as of the date the charge is deducted. Below is an example of how the charge for the Optional Death Benefit is calculated. Initial Purchase Payment: $10,000 Account Value on Anniversary of Issue Date: $12,500 Cost of Optional Death Benefit 0.25% X $12,500 = $31.25 per year Since charges for the Optional Death Benefit are determined based on a percentage of Account Value, you will pay more for this benefit if your Account Value increases. The value of the Optional Death Benefit will also increase as the Account Value increases. However, the Optional Death Benefit is also subject to a maximum benefit. See the section entitled "Optional Death Benefits" for a description of the Enhanced Beneficiary Protection Optional Death Benefit. Guaranteed Minimum Death Benefit If you purchase the Guaranteed Minimum Death Benefit, an annual charge of 0.30% is deducted from your Annuity's Account Value. The charge will be based on the current Death Benefit under the Guaranteed Minimum Death Benefit as of the date the charge is deducted. Below is an example of how the charge for the Guaranteed Minimum Death Benefit is calculated. Initial Purchase Payment: $10,000 Account Value on Anniversary of Issue Date: $12,500 Current Death Benefit: $13,000 Cost of Optional Death Benefit 0.30% X Current Death Benefit = $39.00 per year The charge for optional Death Benefits is deducted in addition to the Insurance Charge which is deducted on a daily basis from the Account Value allocated to the Sub-accounts. The charge for the optional Death Benefits is deducted in arrears on each anniversary of the Issue Date of the Annuity or, if you terminate the optional Death Benefit or surrender your Annuity, on the date the termination or surrender is effective. INVESTMENT OPTIONS WHAT ARE THE INVESTMENT OBJECTIVES AND POLICIES OF THE PORTFOLIOS? Each variable investment option is a Class 1 Sub-account of American Skandia Life Assurance Corporation Variable Account B (see "What are Separate Accounts" for more detailed information.) Each Sub-account invests exclusively in one Portfolio. You should carefully read the prospectus for any Portfolio in which you are interested. The following chart classifies each of the Portfolios based on our assessment of their investment style (as of the date of this Prospectus). The chart also provides a description of each Portfolio's investment objective (in italics) and a short, summary description of their key policies to assist you in determining which Portfolios may be of interest to you. There is no guarantee that any underlying mutual fund portfolio will meet its investment objective. The name of the advisor/sub-advisor for each Portfolio appears next to the description. Those portfolios whose name includes the prefix "AST" are portfolios of American Skandia Trust. The investment manager for AST is American Skandia Investment Services, Incorporated ("ASISI"), an affiliated company of American Skandia. However, a sub-advisor, as noted below, is engaged to conduct day-to-day investment decisions. Some of the Portfolios available as Sub-accounts under the Annuity are managed by the same portfolio advisor or sub-advisor as a retail mutual fund that the Portfolio may have been modeled after at the Portfolio's inception. Certain retail mutual funds may also have been modeled after a Portfolio. While the investment objective and policies of the funds may be substantially similar, the actual investments made by the funds will differ to varying degrees. Differences in the performance of the funds can be expected, and in some cases could be substantial. Details about the investment objectives, policies, risks, costs and management of the Portfolios are found in the prospectuses for the underlying mutual funds. Please refer to Appendix B for certain required financial information related to the historical performance of the Sub-accounts. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- PORTFOLIO STYLE/ INVESTMENT OBJECTIVES/POLICIES ADVISOR/ TYPE SUB-ADVISOR ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- AST Money Market: seeks to maximize current income and maintain high levels of liquidity. The MONEY MARKET Portfolio attempts to accomplish its objective by maintaining a dollar-weighted average J. P. Morgan maturity of not more than 90 days and by investing in securities which have effective Investment Management maturities of not more than 397 days. Inc. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- ------------------------------------------------------------------------------------------------ ----------------------- AST Lord Abbett Bond-Debenture: seeks high current income and the opportunity for capital appreciation to produce a high total return. The Portfolio pursues its objective by normally investing in high yield and investment grade debt securities, securities convertible into common stock and preferred stocks. Under normal circumstances, the Portfolio invests at least 65% of its total assets in fixed income securities of various types. The Portfolio may find good value in high yield securities, sometimes called "lower-rated bonds" or "junk bonds," and frequently may have more than half of its assets invested in those securities. At least 20% Lord, Abbett & Co. of the Portfolio's assets must be invested in any combination of investment grade debt securities, U.S. Government securities and cash equivalents. The Portfolio may also make significant investments in mortgage-backed securities. Although the Portfolio expects to BOND maintain a weighted average maturity in the range of seven to nine years, there are no restrictions on the overall Portfolio or on individual securities. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- ------------------------------------------------------------------------------------------------ ----------------------- AST PIMCO Limited Maturity Bond: seeks to maximize total return consistent with preservation of capital and prudent investment management. The Portfolio will invest in a diversified Pacific Investment portfolio of fixed-income securities of varying maturities. The average portfolio duration of Management Company the Portfolio generally will vary within a one- to three-year time frame based on the Sub-advisor's forecast for interest rates. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- AST PIMCO Total Return Bond: seeks to maximize total return consistent with preservation of capital and prudent investment management. The Portfolio will invest in a diversified Pacific Investment portfolio of fixed-income securities of varying maturities. The average portfolio duration of Management Company the Portfolio generally will vary within a three- to six-year time frame based on the Sub-advisor's forecast for interest rates. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- AST Federated High Yield: seeks high current income by investing primarily in a diversified portfolio of fixed income securities. The Portfolio will invest at least 65% of its assets in lower-rated corporate fixed income securities ("junk bonds"). These fixed income securities HIGH YIELD BOND may include preferred stocks, convertible securities, bonds, debentures, notes, equipment Federated Investment lease certificates and equipment trust certificates. A fund that invests primarily in Counseling lower-rated fixed income securities will be subject to greater risk and share price fluctuation than a typical fixed income fund, and may be subject to an amount of risk that is comparable to or greater than many equity funds. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- AST T. Rowe Price Global Bond (f/k/a AST T. Rowe Price International Bond): seeks to provide high current income and capital growth by investing in high-quality foreign and U.S. government bonds. The Portfolio will invest at least 65% of its total assets in bonds issued or guaranteed by the U.S. or foreign governments or their agencies and by foreign authorities, provinces and municipalities. Corporate bonds, mortgage- and asset-backed securities may also be purchased. The Sub-advisor bases its investment decisions on fundamental market factors, GLOBAL BOND currency trends, and credit quality. The Portfolio generally invests in countries where the T. Rowe Price combination of fixed-income returns and currency exchange rates appears attractive, or, if the International, Inc. currency trend is unfavorable, where the Sub-advisor believes that the currency risk can be minimized through hedging. The Portfolio may also invest up to 20% of its assets in the aggregate in below investment-grade, high-risk bonds ("junk bonds"). In addition, the Portfolio may invest up to 30% of its assets in mortgage-backed (including derivatives, such as collateralized mortgage obligations and stripped mortgage securities) and asset-backed securities. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- PORTFOLIO STYLE/ INVESTMENT OBJECTIVES/POLICIES ADVISOR/ TYPE SUB-ADVISOR - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- AST T. Rowe Price Asset Allocation: seeks a high level of total return by investing primarily in a diversified portfolio of fixed income and equity securities. The Portfolio normally ASSET ALLOCA-TION invests approximately 60% of its total assets in equity securities and 40% in fixed income securities. The Sub-advisor concentrates common stock investments in larger, more established T. Rowe Price companies, but the Portfolio may include small and medium-sized companies with good growth Associates, Inc. prospects. The fixed income portion of the Portfolio will be allocated among investment grade securities, high yield or "junk" bonds, foreign high quality debt securities and cash reserves. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- AST AIM Balanced: seeks to provide a well-diversified portfolio of stocks and bonds that will produce both capital growth and current income. The Portfolio attempts to meet its objective by investing, normally, a minimum of 30% and a maximum of 70% of its total assets in equity A I M Capital securities and a minimum of 30% and a maximum of 70% of its total assets in non-convertible Management, Inc. debt securities. The Sub-advisor will primarily purchase equity securities for growth of capital and debt securities for income purposes. BALANCED - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- AST American Century Strategic Balanced: seeks capital growth and current income. The Sub-advisor intends to maintain approximately 60% of the Portfolio's assets in equity securities and the remainder in bonds and other fixed income securities. Both the Portfolio's American Century equity and fixed income investments will fluctuate in value. The equity securities will Investment fluctuate depending on the performance of the companies that issued them, general market and Management, Inc. economic conditions, and investor confidence. The fixed income investments will be affected primarily by rising or falling interest rates and the credit quality of the issuers. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- AST INVESCO Equity Income: seeks capital growth and current income while following sound investment practices. The Portfolio seeks to achieve its objective by investing in securities that are expected to produce relatively high levels of income and consistent, stable returns. INVESCO Funds Group, The Portfolio normally will invest at least 65% of its assets in dividend-paying common and Inc. preferred stocks of domestic and foreign issuers. Up to 30% of the Portfolio's assets may be invested in equity securities that do not pay regular dividends. EQUITY INCOME - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- WFVT Equity Income: seeks long-term capital appreciation and above-average dividend income. The Portfolio pursues its objective primarily by investing in the common stocks of large, high-quality domestic companies with above-average return potential based on current market valuations and above-average dividend income. Under normal market conditions, the Portfolio Wells Fargo Funds invests at least 65% of its total assets in income producing equity securities and in issues Management, LLC of companies with market capitalizations greater than the median of the Russell 1000 Index. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- AST Alliance Growth and Income (f/k/a AST Lord Abbett Growth and Income): seeks long-term growth of capital and income while attempting to avoid excessive fluctuations in market value. The Portfolio normally will invest in common stocks (and securities convertible into common stocks). The Sub-advisor will take a value-oriented approach, in that it will try to keep the Alliance Capital Portfolio's assets invested in securities that are selling at reasonable valuations in Management, L.P. relation to their fundamental business prospects. The stocks that the Portfolio will normally GROWTH invest in are those of seasoned companies that are expected to show above-average growth and & that the Sub-advisor believes are in sound financial condition. INCOME - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- AST American Century Income & Growth: seeks capital growth with current income as a secondary objective. The Portfolio invests primarily in common stocks that offer potential for capital growth, and may, consistent with its investment objective, invest in stocks that offer American Century potential for current income. The Sub-advisor utilizes a quantitative management technique Investment with a goal of building an equity portfolio that provides better returns than the S&P 500 Management, Inc. Index without taking on significant additional risk and while attempting to create a dividend yield that will be greater than the S&P 500 Index. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- PORTFOLIO STYLE/ INVESTMENT OBJECTIVES/POLICIES ADVISOR/ TYPE SUB-ADVISOR - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- AST MFS Growth with Income: seeks reasonable current income and long-term capital growth and income. Under normal market conditions, the Portfolio invests at least 65% of its total GROWTH assets in common stocks and related securities, such as preferred stocks, convertible Massachusetts & securities and depositary receipts. The stocks in which the Portfolio invests generally will Financial Services INCOME pay dividends. While the Portfolio may invest in companies of any size, the Portfolio Company (Cont.) generally focuses on companies with larger market capitalizations that the Sub-advisor believes have sustainable growth prospects and attractive valuations based on current and expected earnings or cash flow. The Portfolio may invest up to 20% of its net assets in foreign securities. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- AST Cohen & Steers Realty: seeks to maximize total return through investment in real estate securities. The Portfolio pursues its investment objective by seeking, with approximately REAL ESTATE equal emphasis, capital growth and current income. Under normal circumstances, the Portfolio (REIT) will invest substantially all of its assets in the equity securities of real estate companies, Cohen & Steers i.e., a company that derives at least 50% of its revenues from the ownership, construction, Capital Management, financing, management or sale of real estate or that has at least 50% of its assets in real Inc. estate. Real estate companies may include real estate investment trusts or REITs. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- AST Sanford Bernstein Managed Index 500: seeks to outperform the Standard & Poor's 500 Composite Stock Price Index (the "S&P 500(R)") through stock selection resulting in different weightings of common stocks relative to the index. The Portfolio will invest primarily in the common stocks of companies included in the S&P 500(R). In seeking to outperform the S&P 500, the Sub-advisor starts with a portfolio of stocks representative of the holdings of the MANAGED INDEX index. It then uses a set of fundamental quantitative criteria that are designed to indicate Sanford C. Bernstein whether a particular stock will predictably perform better or worse than the S&P 500. Based & Co., LLC on these criteria, the Sub-advisor determines whether the Portfolio should over-weight, under-weight or hold a neutral position in the stock relative to the proportion of the S&P 500 that the stock represents. In addition, the Sub-advisor also may determine that based on the quantitative criteria, certain equity securities that are not included in the S&P 500 should be held by the Portfolio. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- AST Alliance/Bernstein Growth + Value: seeks capital growth by investing approximately 50% of its assets in growth stocks of large companies and approximately 50% of its assets in value stocks of large companies. The Portfolio will invest primarily in commons tocks of large U.S. companies included in the Russell 1000 Index (the "Russell 1000"). The Russell 1000 is a market capitalization-weighted index that measures the performance of the 1,000 largest U.S. Alliance Capital companies. Normally, about 60-85 companies will be represented in the Portfolio, with 25-35 Management, L.P. companies primarily from the Russell 1000 Growth Index constituting approximately 50% of the Portfolio's net assets and 35-50 companies primarily from the Russell 1000 Value Index LARGE CAP constituting the remainder of the Portfolio's net assets. There will be a periodic EQUITY rebalancing of each segment's assets to take account of market fluctuations in order to maintain the approximately equal allocation. ------------------------------------------------------------------------------------------------ ----------------------- ------------------------------------------------------------------------------------------------ ----------------------- AST Alliance Growth: seeks long-term capital growth. The Portfolio invests at least 80% of its total assets in the equity securities of a limited number of large, carefully selected, high-quality U.S. companies that are judged likely to achieve superior earnings growth. Alliance Capital Normally, about 40-60 companies will be represented in the Portfolio, with the 25 companies Management, L.P. most highly regarded by the Sub-advisor usually constituting approximately 70% of the Portfolio's net assets. An emphasis is placed on identifying companies whose substantially above average prospective earnings growth is not fully reflected in current market valuations. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- PORTFOLIO STYLE/ INVESTMENT OBJECTIVES/POLICIES ADVISOR/ TYPE SUB-ADVISOR - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- AST JanCap Growth: seeks growth of capital in a manner consistent with the preservation of capital. Realization of income is not a significant investment consideration and any income realized on the Portfolio's investments, therefore, will be incidental to the Portfolio's objective. The Portfolio will pursue its objective by investing primarily in common stocks of Janus Capital companies that the Sub-advisor believes are experiencing favorable demand for their products Corporation and services, and which operate in a favorable competitive and regulatory environment. The Sub-advisor generally takes a "bottom up" approach to choosing investments for the Portfolio. In other words, the Sub-advisor seeks to identify individual companies with earnings growth potential that may not be recognized by the market at large. LARGE CAP EQUITY (Cont.) ------------------------------------------------------------------------------------------------ ----------------------- ------------------------------------------------------------------------------------------------ ----------------------- AST Janus Strategic Value: seeks long-term growth of capital. The Portfolio pursues its objective by investing primarily in common stocks with the potential for long-term growth of capital using a "value" approach. This value approach emphasizes investments in companies the Sub-advisor believes are undervalued relative to their intrinsic worth. Realization of income Janus Capital is not a significant consideration when choosing investments for the Portfolio. The Portfolio Corporation will generally focus on the securities of larger companies, however, it may invest in the securities of smaller companies, including start-up companies offering emerging products or services. ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- AST Marsico Capital Growth: seeks capital growth. Income realization is not an investment objective and any income realized on the Portfolio's investments, therefore, will be incidental to the Portfolio's objective. The Portfolio will pursue its objective by investing primarily in common stocks of larger, more established companies. In selecting investments for the Portfolio, the Sub-advisor uses an approach that combines "top down" economic analysis Marsico Capital with "bottom up" stock selection. The "top down" approach identifies sectors, industries and Management, LLC companies that should benefit from the trends the Sub-advisor has observed. The Sub-advisor then looks for individual companies with earnings growth potential that may not be recognized by the market at large. This is called "bottom up" stock selection. ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- AST MFS Growth: seeks long-term capital growth and future income. Under normal market conditions, the Portfolio invests at least 80% of its total assets in common stocks and related securities, such as preferred stocks, convertible securities and depositary receipts, Massachusetts of companies that the Sub-advisor believes offer better than average prospects for long-term Financial Services growth. The Sub-advisor seeks to purchase securities of companies that it considers well-run Company and poised for growth. The Portfolio may invest up to 35% of its net assets in foreign securities. ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- AST Sanford Bernstein Core Value: seeks long-term capital growth by investing primarily in common stocks. The Sub-advisor expects that the majority of the Portfolio's assets will be invested in the common stocks of large companies that appear to be undervalued. Among other things, the Portfolio seeks to identify compelling buying opportunities created when companies Sanford C. Bernstein are undervalued on the basis of investor reactions to near-term problems or circumstances even & Co., LLC though their long-term prospects remain sound. The Sub-advisor seeks to identify individual companies with earnings growth potential that may not be recognized by the market at large. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- AST Alger All-Cap Growth: seeks long-term capital growth. The Portfolio invests primarily in equity securities, such as common or preferred stocks, that are listed on U.S. exchanges or in the over-the-counter market. The Portfolio may invest in the equity securities of companies Fred Alger of all sizes, and may emphasize either larger or smaller companies at a given time based on Management, Inc. the Sub-advisor's assessment of particular companies and market conditions. ALL-CAP EQUITY - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- AST Gabelli All-Cap Value: seeks capital growth. The Portfolio pursues its objective by investing primarily in readily marketable equity securities including common stocks, preferred stocks and securities that may be converted at a later time into common stock. The Portfolio may invest in the securities of companies of all sizes, and may emphasize either larger or GAMCO Investors, Inc. smaller companies at a given time based on the Sub-advisor's assessment of particular companies and market conditions. The Portfolio focuses on companies that appear underpriced relative to their private market value ("PMV"). PMV is the value that the Portfolio's Sub-advisor believes informed investors would be willing to pay for a company. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- PORTFOLIO STYLE/ INVESTMENT OBJECTIVES/POLICIES ADVISOR/ TYPE SUB-ADVISOR - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- AST Janus Mid-Cap Growth: seeks long-term capital growth. The Portfolio invests primarily in common stocks, selected for their growth potential, and normally invests at least 65% of its equity assets in medium-sized companies. For purposes of the Portfolio, medium-sized companies are those whose market capitalizations (measured at the time of investment) fall Janus Capital within the range of companies in the Standard & Poor's MidCap 400 Index. The Sub-advisor Corporation seeks to identify individual companies with earnings growth potential that may not be recognized by the market at large. MID-CAP EQUITY ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- AST Neuberger Berman Mid-Cap Growth: seeks capital growth. The Portfolio primarily invests in the common stocks of mid-cap companies, i.e., companies with equity market capitalizations Neuberger Berman from $300 million to $10 billion at the time of investment. The Portfolio is normally managed Management using a growth-oriented investment approach. The Sub-advisor looks for fast-growing companies Incorporated that are in new or rapidly evolving industries. ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- AST Neuberger Berman Mid-Cap Value: seeks capital growth. The Portfolio primarily invests in the common stocks of mid-cap companies. Under the Portfolio's value-oriented investment approach, the Sub-advisor looks for well-managed companies whose stock prices are undervalued Neuberger Berman and that may rise in price before other investors realize their worth. Factors that the Management Sub-advisor may use to identify these companies include strong fundamentals, including a low Incorporated price-to-earnings ratio, consistent cash flow, and a sound track record through all phases of the market cycle. ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- Evergreen VA Omega: seeks maximum capital growth. The Portfolio invests primarily in common stocks and securities convertible into common stocks of U.S. companies across all market Evergreen Investment capitalizations. The Portfolio utilizes the fully-managed investment concept whereby the Management Company, Portfolio's manager will continuously review the Portfolio's holdings in light of market LLC conditions, business developments and economic trends. During this review process, the (f/k/a Evergreen Portfolio's manager seeks to identify and invest in industries that are growing faster than Investment Management the economy. The Portfolio invests in companies of all sizes. The continuous review may lead Company) to high portfolio turnover, but that will not limit investment decisions. The Portfolio may also invest up to 25% of its assets in foreign securities. ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- INVESCO Variable Investment Funds - Dynamics: seek capital appreciation. The Portfolio invests primarily in common stocks of mid-size U.S. companies - those with market capitalizations between $2 billion and $15 billion at the time of purchase - but also has the flexibility to invest in other types of securities, including preferred stocks, convertible securities and bonds. The core of the Portfolio's portfolio is invested in securities of INVESCO Funds Group, established companies that are leaders in attractive growth markets with a history of strong Inc. returns. The remainder of the Portfolio is invested in securities that show accelerating growth, driven by product cycles, favorable industry or sector conditions and other factors that will lead to rapid sales and earnings growth. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- PORTFOLIO STYLE/ INVESTMENT OBJECTIVES/POLICIES ADVISOR/ TYPE SUB-ADVISOR - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - -------------------------------------------------------------------------------------------------------------------------------------------- Although investments in securities of smaller companies are generally considered to offer greater opportunity for appreciation, they also involve greater risk of depreciation than securities of larger companies. Smaller companies may lack depth of management, financial resources, or they may be developing or marketing products or services for which there is not an established market. Additionally, smaller companies normally have fewer shares outstanding and trade less frequently than large companies. Therefore, the securities of smaller companies may be subject to wider price fluctuations. - -------------------------------------------------------------------------------------------------------------------------------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- AST Federated Aggressive Growth: seeks capital growth. The Portfolio pursues its investment objective by investing in equity securities of companies offering superior prospects for earnings growth. The Portfolio focuses its investments on the equity securities of smaller companies, but it is not subject to any specific market capitalization requirements. The Federated Investment Portfolio may invest in foreign issuers through American Depositary Receipts. The Portfolio's Counseling strategies with respect to security analysis, market capitalization and sector allocation are designed to produce a portfolio of stocks whose long-term growth prospects are significantly above those of the S&P 500 Index. SMALL CAP EQUITY ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- AST Gabelli Small-Cap Value (f/k/a AST T. Rowe Price Small Company Value): seeks to provide long-term capital growth by investing primarily in small-capitalization stocks that appear to be undervalued. The Portfolio will normally invest at least 65% of its total assets in stocks and equity-related securities of small companies ($1 billion or less in market GAMCO capitalization). Reflecting a value approach to investing, the Portfolio will seek the stocks Investors, Inc. of companies whose current stock prices do not appear to adequately reflect their underlying value as measured by assets, earnings, cash flow or business franchises. ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- AST Goldman Sachs Small-Cap Value (f/k/a AST Lord Abbett Small Cap Value): seeks long-term capital appreciation. The Portfolio will seek its objective through investments primarily in equity securities that are believed to be undervalued in the marketplace. The Portfolio primarily seeks companies that are small-sized, based on the value of their outstanding Goldman Sachs Asset stock. Specifically, under normal circumstances, at least 65% of the Portfolio's total assets Management will be invested in common stocks issued by smaller, less well-known companies (with market capitalizations of less than $4 billion at the time of investment). ------------------------------------------------------------------------------------------------ ----------------------- ------------------------------------------------------------------------------------------------ ----------------------- AST Scudder Small-Cap Growth (f/k/a AST Kemper Small-Cap Growth): seeks maximum growth of investors' capital from a portfolio primarily of growth stocks of smaller companies. At least 65% of the Portfolio's total assets normally will be invested in the equity securities of smaller companies, i.e., those having a market capitalization of $2 billion or less at the Zurich Scudder time of investment, many of which would be in the early stages of their life cycle. The Investments, Inc. Portfolio seeks attractive areas for investment that arise from factors such as technological advances, new marketing methods, and changes in the economy and population. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- Evergreen VA Special Equity: seeks capital growth. The Portfolio strives to provide a return Evergreen Investment greater than broad stock market indices such as the Russell 2000 Index by investing Management Company, principally in a diversified portfolio of common stocks of U.S. companies. The Portfolio's LLC investment adviser principally chooses companies which it expects will experience growth in (f/k/a Meridian earnings and price, and which have small market capitalizations (up to $1.5 billion). The Investment Company) Portfolio may purchase stocks in initial public offerings (IPOs). - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- PORTFOLIO STYLE/ INVESTMENT OBJECTIVES/POLICIES ADVISOR/ TYPE SUB-ADVISOR - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- AST MFS Global Equity: seeks capital growth. Under normal market conditions, the Portfolio invests at least 65% of its total assets in common stocks and related securities, such as preferred stock, convertible securities and depositary receipts, of U.S. and foreign issuers Massachusetts (including issuers in developing countries). The Portfolio generally seeks to purchase Financial Services securities of companies with relatively large market capitalizations relative to the market in Company which they are traded. GLOBAL EQUITY - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- ------------------------------------------------------------------------------------------------ ----------------------- Evergreen VA Global Leaders: seeks to provide investors with long-term capital growth. The Portfolio normally invests as least 65% of its assets in a diversified portfolio of U.S. and Evergreen Investment non-U.S. equity securities of companies located in the world's major industrialized Management Company, countries. The Portfolio will invest in no less than three countries, which may include the LLC U.S., but may invest more than 25% of its total assets in one country. The Portfolio invests (f/k/a Evergreen only in the best 100 companies, which are selected by the investment advisor based on Asset Management qualitative and quantitative criteria such as high return on equity, consistent earnings Corp.) growth and established market presence. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- Investments in securities of foreign issuers may involve risks that are not present with domestic investments. Some of these risks may be fluctuations in currency exchange rates, less liquid and more volatile securities markets, unstable political and economic structures, reduced availability of public information and lack of uniform financial reporting and regulatory practices compared to those that apply to U.S. issuers. - -------------------------------------------------------------------------------------------------------------------------------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- AST AIM International Equity: seeks capital growth. The Portfolio seeks to meet its objective by investing, normally, at least 70% of its assets in marketable equity securities of foreign companies that are listed on a recognized foreign securities exchange or traded in a foreign A I M Capital over-the-counter market. The Portfolio will normally invest in a diversified portfolio that Management, Inc. includes companies from at least four countries outside the United States, emphasizing countries of Western Europe and the Pacific Basin. INTER-NATIONAL EQUITY ------------------------------------------------------------------------------------------------ ----------------------- ------------------------------------------------------------------------------------------------ ----------------------- AST American Century International Growth: seeks capital growth. The Portfolio will seek to achieve its investment objective by investing primarily in equity securities of foreign companies that the Sub-advisor believes will increase in value over time. Under normal conditions, the Portfolio will invest at least 65% of its assets in equity securities of American Century issuers from at least three countries outside of the United States. The Sub-advisor uses a Investment growth investment strategy it developed that looks for companies with earnings and revenue Management, Inc. growth. The Sub-advisor will consider a number of other factors in making investment selections, including the prospects for relative economic growth among countries or regions, economic and political conditions, expected inflation rates, currency exchange fluctuations and tax considerations. ------------------------------------------------------------------------------------------------ ----------------------- ------------------------------------------------------------------------------------------------ ----------------------- AST Founders Passport: seeks capital growth. The Portfolio normally invests primarily in equity securities issued by foreign companies that have market capitalizations or annual revenues of $1.5 billion or less. These securities may represent companies in both established and emerging economies throughout the world. At least 65% of the Portfolio's Founders Asset total assets normally will be invested in foreign securities representing a minimum of three Management LLC countries. Foreign securities are generally considered to involve more risk than those of U.S. companies, and securities of smaller companies are generally considered to be riskier than those of larger companies. ------------------------------------------------------------------------------------------------ ----------------------- ------------------------------------------------------------------------------------------------ ----------------------- AST Scudder Japan: seeks long-term capital growth. The Portfolio pursues its investment objective by investing at least 80% of net assets in Japanese securities (those issued by Japan-based companies or their affiliates, or by any company that derives more than half of Scudder Kemper its revenues from Japan). The Portfolio may invest in stocks of any size, including up to 30% Investments, Inc. of its net assets in smaller companies that are traded over-the-counter. The Portfolio's focus on a single country could give rise to increased risk, as the Portfolio's investments will not be diversified among countries having varying characteristics and market performance. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- PORTFOLIO STYLE/ INVESTMENT OBJECTIVES/POLICIES ADVISOR/ TYPE SUB-ADVISOR - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- ProFund VP Europe 30: seeks daily investment results that correspond to the performance of the ProFunds Europe 30 Index. The ProFunds Europe 30 Index, created by ProFund Advisors, is composed of 30 European companies whose securities are traded on U.S. exchanges or on the ProFund Advisors LLC NASDAQ as ADRs with the highest market capitalization, as determined annually. ----------------------- ------------------------------------------------------------------------------------------------ ----------------------- The Prudential Series Fund, Inc. - SP Jennison International Growth: seeks to provide long-term growth of capital. The Portfolio pursues its objective by investing in equity-related securities of foreign issuers that the Sub-advisor believes will increase in Prudential value over a period of years. The Portfolio invests primarily in the common stock of large Investments Fund and medium-sized foreign companies. Under normal circumstances, the Portfolio invests at Management, LLC/ least 65% of its total assets in common stock of foreign companies operating or based in at Jennison Associates least five different countries. The Portfolio looks primarily for stocks of companies whose LLC earnings are growing at a faster rate than other companies and that have above-average actual and potential earnings growth over the long term and strong financial and operational characteristics. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- Montgomery Variable Series - Emerging Markets: seeks long-term capital appreciation, under normal conditions by investing at least 65% of its total assets in stocks of companies of any Montgomery Asset EMERGING MARKETS size based in the world's developing economies. Under normal conditions, investments are Management, LLC maintained in at least six countries at all times and no more than 35% of total assets in any single one of them. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - -------------------------------------------------------------------------------------------------------------------------------------------- Sector funds generally diversify their investments across particular economic sectors or a single industry. However, because those investments are limited to a comparatively narrow segment of the economy, the Portfolios are generally not as diversified as other Portfolios. Sector funds tend to be more volatile than other types of funds. The value of fund shares may go up and down more rapidly than other funds. Each sector of the economy may also have different regulatory or other risk factors that can cause greater fluctuations in the share price. Please read the prospectus for the Portfolios for further details about the risks of the particular sector of the economy. Each ProFunds VP sector Portfolio will concentrate its investments in a particular industry or group of industries to approximately the same extent the applicable Index is so concentrated. - -------------------------------------------------------------------------------------------------------------------------------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- AST Kinetics Internet: seeks long-term growth of capital. Under normal circumstances, the Portfolio invests at least 65% of its total assets in common stocks, convertible securities, warrants and other equity securities having the characteristics of common stocks, such as American Depositary Receipts and International Depositary Receipts, of domestic and foreign companies that are engaged in the Internet and Internet-related activities. Portfolio Kinetics Asset securities will be selected by the Sub-advisor from companies that are engaged in the Management, Inc. development of hardware, software and telecommunications solutions that enable the transaction of business on the Internet by individuals and companies, as well as companies that offer products and services primarily via the Internet. The Portfolio seeks to invest in the equity securities of companies whose research and development efforts may result in higher stock values. SECTOR ------------------------------------------------------------------------------------------------ ----------------------- ------------------------------------------------------------------------------------------------ ----------------------- AST T. Rowe Price Natural Resources: seeks long-term capital growth primarily through the common stocks of companies that own or develop natural resources (such as energy products, precious metals, and forest products) and other basic commodities. The Portfolio normally invests primarily (at least 65% of its total assets) in the common stocks of natural resource T. Rowe Price companies whose earnings and tangible assets could benefit from accelerating inflation. The Associates, Inc. Portfolio looks for companies that have the ability to expand production, to maintain superior exploration programs and production facilities, and the potential to accumulate new resources. ------------------------------------------------------------------------------------------------ ----------------------- ------------------------------------------------------------------------------------------------ ----------------------- INVESCO Variable Investment Funds - Financial Services: seeks capital appreciation. The Portfolio invests primarily in the equity securities of companies involved in the financial services sector. These companies include, among others, banks (regional and money-centers), insurance companies (life, property and casualty, and multiline), and investment and INVESCO Funds Group, miscellaneous industries (asset managers, brokerage firms, and government-sponsored Inc. agencies). The investment advisor seeks companies which it believes can grow their revenues and earnings in a variety of interest rate environments - although securities prices of financial services companies generally are interest rate-sensitive. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- PORTFOLIO STYLE/ INVESTMENT OBJECTIVES/POLICIES ADVISOR/ TYPE SUB-ADVISOR - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- INVESCO Variable Investment Funds - Health Sciences: seeks capital appreciation. The Portfolio invests primarily in the equity securities of companies that develop, produce or distribute products or services related to health care. These companies include, but are not limited to, medical equipment or supplies, pharmaceuticals, health care facilities, and INVESCO Funds Group, applied research and development of new products or services. The investment advisor attempts Inc. to blend well-established healthcare firms with faster-growing, more dynamic health care companies, which have new products or are increasing their market share of existing products. SECTOR (Cont.) - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- ------------------------------------------------------------------------------------------------ ----------------------- INVESCO Variable Investment Funds - Technology: seeks capital appreciation. The Portfolio invests primarily in the equity securities of companies engaged in technology-related industries. These include, but are not limited to, communications, computers, electronics, INVESCO Funds Group, Internet, IT services and consulting, oceanography, office and factory automation, networking, Inc. applied technology, biotechnology, robotics and video. A core portion of the Portfolio's holdings are invested in market-leading technology companies which the investment advisor believes will maintain or improve their market share regardless of overall economic conditions. The remainder of the Portfolio's holdings consist of faster-growing, more volatile technology companies which the investment advisor believes to be emerging leaders in their fields. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- ------------------------------------------------------------------------------------------------ ----------------------- INVESCO Variable Investment Funds - Telecommunications: seeks capital appreciation. The Portfolio invests primarily in the equity securities of companies that are engaged in the design, development, manufacture, distribution, or sale of communications services and equipment, and companies that are involved in supplying equipment or services to such INVESCO Funds Group, companies. The telecommunications sector includes companies that offer telephone services, Inc. wireless communications, satellite communications, television and movie programming, broadcasting and Internet access. Normally, the Portfolio will invest primarily in companies located in at least three different countries, although U.S. issuers will often dominate the holdings. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- ------------------------------------------------------------------------------------------------ ----------------------- ProFund VP Biotechnology: seeks daily investment results that correspond to the daily performance of the Dow Jones U.S. Biotechnology Index ("Index"). The Index measures the performance of the biotechnology sector of the U.S. equity market. The Portfolio invests ProFund Advisors LLC primarily in equity securities of, or in instruments that provide exposure to, biotechnology companies engaged in genetic research, and/or the marketing and development of recombinant DNA products. Companies represented in this sector may include companies that may be newly formed and that have relatively small market capitalizations. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- ------------------------------------------------------------------------------------------------ ----------------------- ProFund VP Energy: seeks daily investment results that correspond to the daily performance of the Dow Jones U.S. Energy Sector Index ("Index"). The Index measures the performance of the energy sector of the U.S. equity market. The Portfolio invests primarily in equity securities ProFund Advisors LLC of, or in instruments that provide exposure to, energy companies engaged in the business of oil equipment and services, oil-major, oil-secondary and pipelines. ------------------------------------------------------------------------------------------------ ----------------------- ------------------------------------------------------------------------------------------------ ----------------------- ProFund VP Financial: seeks daily investment results that correspond to the daily performance of the Dow Jones U.S. Financial Sector Index ("Index"). The Index measures the performance of the financial economic sector of the U.S. equity market. The Portfolio invests primarily in equity securities of, or in instruments that provide exposure to, financial services companies, including regional banks, major international banks, insurance companies, companies ProFund Advisors LLC that invest, directly or indirectly in real estate, Fannie Mae, credit card insurers, check cashing companies, mortgage lenders, investment advisors, savings and loans, savings banks, thrifts, building associations and societies, credit unions, securities broker-dealers, including investment banks and merchant banks, online brokers, publicly traded stock exchanges and specialty finance companies. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- PORTFOLIO STYLE/ INVESTMENT OBJECTIVES/POLICIES ADVISOR/ TYPE SUB-ADVISOR - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- ProFund VP Healthcare: seeks daily investment results that correspond to the daily performance of the Dow Jones U.S. Healthcare Sector Index ("Index"). The Index measures the performance of the healthcare sector of the U.S. equity market. The Portfolio invests primarily in equity securities of, or in instruments that provide exposure to, health care ProFund Advisors LLC providers, biotechnology companies and manufacturers of medical supplies, advanced medical devices and pharmaceuticals. SECTOR (Cont.) - ------------------- ----------------------- ------------------------------------------------------------------------------------------------ ----------------------- ProFund VP Real Estate: seeks daily investment results that correspond to the daily performance of the Dow Jones U.S. Real Estate Index ("Index"). The Index measures the performance of the real estate industry sector of the U.S. equity market. The Portfolio invests primarily in equity securities of, or in instruments that provide exposure to, hotel ProFund Advisors LLC and resort companies and real estate investment trusts (REITs) that invest in apartments, office and retail properties. REITs are passive investment vehicles that invest primarily in income-producing real estate or real estate related loans or interests. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- ------------------------------------------------------------------------------------------------ ----------------------- ProFund VP Technology: seeks daily investment results that correspond to the daily performance of the Dow Jones U.S. Technology Sector Index ("Index"). The Index measures the performance of the technology sector of the U.S. equity market. The Portfolio invests primarily in equity securities of, or in instruments that provide exposure to, companies involved in the ProFund Advisors LLC development and production of technology products, including computer hardware and software, telecommunications equipment, microcomputer components, integrated computer circuits and office equipment utilizing technology. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- ------------------------------------------------------------------------------------------------ ----------------------- ProFund VP Telecommunications: seeks daily investment results that correspond to the daily performance of the Dow Jones U.S. Telecommunications Sector Index ("Index"). The Index measures the performance of the telecommunications sector of the U.S. equity market. The Portfolio invests primarily in equity securities of, or in instruments that provide exposure ProFund Advisors LLC to, telecommunications companies including fixed line communications and wireless communications. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- ------------------------------------------------------------------------------------------------ ----------------------- ProFund VP Utilities: seeks daily investment results that correspond to the daily performance of the Dow Jones U.S. Utilities Sector Index ("Index"). The Index measures the performance of the utilities sector of the U.S. equity market. The Portfolio invests primarily in equity ProFund Advisors LLC securities of, or in instruments that provide exposure to, utility companies, including electric utilities, gas utilities and water utilities. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - -------------------------------------------------------------------------------------------------------------------------------------------- The First Trust(R)10 Uncommon Values Portfolio of the First Defined Portfolio Fund LLC invests in the securities of a relatively few number of issuers. Since the assets of the Portfolio are invested in a limited number of issuers, the net asset value of the Portfolio may be more susceptible to a single adverse economic, political or regulatory occurrence. The Portfolio may also be subject to additional market risk due to its policy of investing based on an investment strategy and generally not buying or selling securities in response to market fluctuations. The Portfolio's relative lack of diversity and limited ongoing management may subject Owners to greater market risk than other portfolios. - -------------------------------------------------------------------------------------------------------------------------------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- First Trust(R)10 Uncommon Values: seeks to provide above-average capital appreciation. The Portfolio pursues its objective by investing primarily in the ten common stocks selected by the Investment Policy Committee of Lehman Brothers Inc. ("Lehman Brothers") with the First Trust Advisors STRATEGY assistance of the Research Department of Lehman Brothers which, in their opinion have the L.P. greatest potential for capital appreciation during the next year. The stocks included in the Portfolio are adjusted annually on or about July 1st in accordance with the selections of Lehman Brothers. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- PORTFOLIO STYLE/ INVESTMENT OBJECTIVES/POLICIES ADVISOR/ TYPE SUB-ADVISOR - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - -------------------------------------------------------------------------------------------------------------------------------------------- The ProFund VP Bear, Bull Plus, OTC, UltraOTC and UltraSmall-Cap portfolios and the Nova, Ursa and OTC portfolios of the Rydex Variable Trust are available to all Owners. It is recommended that only those Owners who engage a financial advisor to allocate their funds in strategic or tactical asset allocation strategies invest in these portfolios. There can be no assurance that any financial advisor will successfully predict market fluctuations. - -------------------------------------------------------------------------------------------------------------------------------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- ProFund VP Bear: seeks daily investment results that correspond to the inverse (opposite) of the daily performance of the S&P 500(R)Index. The S&P 500(R)Index is comprised of diverse, widely traded, large capitalization companies. If the Portfolio is successful in meeting its objective, it should increase in value in direct proportion to any decrease in the level of ProFund Advisors LLC the S&P 500(R)Index. Conversely, its value will decrease in direct proportion to any daily increase in the level of the S&P 500(R)Index. STRATEGIC OR TACTICAL ALLOCA-TION - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- ProFund VP Bull Plus: seeks daily investment results that correspond to one and a half times (150%) the daily performance of the S&P(R)500 Index. The S&P 500(R)Index is comprised of diverse, widely traded, large capitalization companies. If the Portfolio is successful in meeting its objective, it should gain approximately one and a half times as much as the S&P ProFund Advisors LLC 500(R)Index when the prices of the securities in the S&P 500(R)Index rise on a given day and should lose approximately one and a half times as much when such prices decline on a given day. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- ProFund VP OTC: seeks daily investment results that correspond to the daily performance of the NASDAQ 100 Index(TM). The NASDAQ 100 Index(TM)is comprised primarily of large capitalization ProFund Advisors LLC companies, most with a technology or growth orientation. If the Portfolio is successful in meeting its objective, it should increase or decrease in value in direct proportion to any increase or decrease in the daily value of the NASDAQ 100 Index(TM). - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- ProFund VP UltraOTC: seeks daily investment results that correspond to twice (200%) the daily performance of the NASDAQ 100 Index(TM). The Portfolio principally invests in futures contracts on stock indexes and options on futures contracts and financial instruments such as equity caps, collars, floors and options on securities and stock indexes of large capitalization ProFund Advisors LLC companies. If the Portfolio is successful in meeting its objective, it should gain approximately twice as much as the growth oriented NASDAQ 100 Index(TM)when the prices of the securities in that index rise on a given day and should lose approximately twice as much when such prices decline on that day. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- ProFund VP UltraSmall-Cap (f/k/a ProFund VP Small Cap): seeks daily investment results that correspond to twice (200%) the daily performance of the Russell 2000(R)Index. The Portfolio principally invests in futures contracts on stock indexes and options on futures contracts and financial instruments such as equity caps, collars, floors and options on securities and stock indexes of diverse, widely traded, small capitalization companies. If the Portfolio is ProFund Advisors LLC successful in meeting its objective, it should gain approximately twice as much as the growth oriented Russell 2000(R)Index when the prices of the securities in that index rise on a given day and should lose approximately twice as much when such prices decline on that day. - ------------------- ------------------------------------------------------------------------------------------------ ----------------------- "Standard & Poor's(R)," "S&P(R)," "S&P 500(R)," "Standard & Poor's 500," and "500" are trademarks of the McGraw-Hill Companies, Inc. and have been licensed for use by American Skandia Investment Services, Incorporated. The Portfolio is not sponsored, endorsed, sold or promoted by Standard & Poor's and Standard & Poor's makes no representation regarding the advisability of investing in the Portfolio. The First Trust(R)10 Uncommon Values portfolio is not sponsored or created by Lehman Brothers, Inc. ("Lehman Brothers"). Lehman Brothers' only relationship to First Trust is the licensing of certain trademarks and trade names of Lehman Brothers and of the "10 Uncommon Values" which is determined, composed and calculated by Lehman Brothers without regard to First Trust or the First Trust(R)10 Uncommon Values portfolio. Dow Jones has no relationship to the ProFunds VP, other than the licensing of the Dow Jones sector indices and its service marks for use in connection with the ProFunds VP. The ProFunds VP are not sponsored, endorsed, sold, or promoted by Standard & Poor's or NASDAQ, and neither Standard & Poor's nor NASDAQ makes any representations regarding the advisability of investing in the ProFunds VP. WHAT ARE THE FIXED INVESTMENT OPTIONS? We offer fixed investment options of different durations during the accumulation period. These "Fixed Allocations" earn a guaranteed fixed rate of interest for a specified period of time, called the "Guarantee Period." In most states, we offer Fixed Allocations with Guarantee Periods from 1 to 10 years. We may also offer special purpose Fixed Allocations for use with certain optional investment programs. We guarantee the fixed rate for the entire Guarantee Period. However, if you withdraw or transfer Account Value before the end of the Guarantee Period, we will adjust the value of your withdrawal or transfer based on a formula, called a "Market Value Adjustment." The Market Value Adjustment can either be positive or negative, depending on the movement of applicable interest rates payable on Strips of the appropriate duration. Please refer to the section entitled "How does the Market Value Adjustment Work?" for a description of the formula along with examples of how it is calculated. You may allocate Account Value to more than one Fixed Allocation at a time. Fixed Allocations are currently not available in the state of Maryland, Nevada, Oregon, Utah and Washington. FEES AND CHARGES WHAT ARE THE CONTRACT FEES AND CHARGES? (The Contingent Deferred Sales Charge is often referred to as a "Surrender Charge" or "CDSC".) Contingent Deferred Sales Charge: We may assess a Contingent Deferred Sales Charge or CDSC if you surrender your Annuity or when you make a partial withdrawal. The CDSC is calculated as a percentage of your Purchase Payment being surrendered or withdrawn during the applicable Annuity Year. The amount of the CDSC decreases over time, measured from the Issue Date of the Annuity. The CDSC percentages are shown below. ------------------ ------------- ------------- ------------ ------------- ------------- YEARS 1 2 3 4 5+ ------------------ ------------- ------------- ------------ ------------- ------------- ------------------ ------------- ------------- ------------ ------------- ------------- CHARGE (%) 8.5% 8.0% 7.0% 6.0% 0.0% ------------------ ------------- ------------- ------------ ------------- ------------- The CDSC period is based on the Issue Date of the Annuity, not on the date each Purchase Payment is applied to the Annuity. Purchase Payments applied to the Annuity after the Issue Date do not have their own CDSC period. During the first four (4) Annuity Years, under certain circumstances you can withdraw a limited amount of Account Value without paying a CDSC. This is referred to as a "Free Withdrawal." After four (4) complete Annuity Years, you can surrender your Annuity or make a partial withdrawal without a CDSC being deducted from the amount being withdrawn. We may waive the CDSC under certain medically-related circumstances or when taking a Minimum Distribution from an Annuity purchased as a "qualified" investment. Free Withdrawals, Medically-Related Waivers and Minimum Distributions are each explained more fully in the section entitled "Access to Your Account Value". Exceptions to the Contingent Deferred Sales Charge We do not apply the CDSC provision on Annuities owned by: (a) any parent company, affiliate or subsidiary of ours; (b) an officer, director, employee, retiree, sales representative, or in the case of an affiliated broker-dealer, registered representative of such company; (c) a director, officer or trustee of any underlying mutual fund; (d) a director, officer or employee of any investment manager, sub-advisor, transfer agent, custodian, auditing, legal or administrative services provider that is providing investment management, advisory, transfer agency, custodianship, auditing, legal and/or administrative services to an underlying mutual fund or any affiliate of such firm; (e) a director, officer, employee or registered representative of a broker-dealer or insurance agency that has a then current selling agreement with us and/or with American Skandia Marketing, Incorporated; (f) a director, officer, employee or authorized representative of any firm providing us or our affiliates with regular legal, actuarial, auditing, underwriting, claims, administrative, computer support, marketing, office or other services; (g) the then current spouse of any such person noted in (b) through (f), above; (h) the parents of any such person noted in (b) through (g), above; (i) the child(ren) or other legal dependent under the age of 21 of any such person noted in (b) through (h); and (j) the siblings of any such persons noted in (b) through (h) above. Annual Maintenance Fee: During the accumulation period we deduct an Annual Maintenance Fee. The Annual Maintenance Fee is $35.00 or 2% of your Account Value invested in the variable investment options, whichever is less. This fee will be deducted annually on the anniversary of the Issue Date of your Annuity or, if you surrender your Annuity during the Annuity Year, the fee is deducted at the time of surrender. Currently, the Annual Maintenance Fee is only deducted if your Account Value is less than $100,000 on the anniversary of the Issue Date or at the time of surrender. We may increase the Annual Maintenance Fee. However, any increase will only apply to Annuities issued after the date of the increase. Optional Benefits: If you elect to purchase either optional Death Benefit, we will deduct the annual charge from your Account Value on the anniversary of your Annuity's Issue Date or, under certain circumstances on a date other than the anniversary date. Under certain circumstances, we may deduct a pro-rata portion of the annual charge for the optional Death Benefit. Please refer to the section entitled "Death Benefit" for a description of the charge for each Optional Death Benefit. If you elect to purchase the Guaranteed Return Option, we will deduct the annual charge from your Account Value on the anniversary of your Annuity's Issue Date. Under certain circumstances, we may deduct a pro-rata portion of the annual charge for the Guaranteed Return Option. Please refer to the section entitled "Managing Your Account Value - Do you offer programs designed to guarantee a "return of premium" at a future date?" for a description of the charge for the Guaranteed Return Option. Transfer Fee: Currently, you may make twenty (20) free transfers between investment options each Annuity Year. We will charge $10.00 for each transfer after the twentieth in each Annuity Year. We do not consider transfers made as part of a dollar cost averaging program when we count the twenty free transfers. Transfers made as part of a rebalancing, market timing or third party investment advisory service will be subject to the twenty-transfer limit. However, all transfers made on the same day will be treated as one (1) transfer. Renewals or transfers of Account Value from a Fixed Allocation at the end of its Guarantee Period are not subject to the Transfer Fee and are not counted toward the twenty free transfers. We may reduce the number of free transfers allowable each Annuity Year (subject to a minimum of eight) without charging a Transfer Fee unless you make use of electronic means to transmit your transfer requests. We may eliminate the Transfer Fee for transfer requests transmitted electronically or through other means that reduce our processing costs. Tax Charges: Several states and some municipalities charge premium taxes or similar taxes. The amount of tax will vary from jurisdiction to jurisdiction and is subject to change. The tax charge currently ranges up to 3 1/2%. We generally will deduct the amount of tax payable at the time the tax is imposed, but may also decide to deduct tax charges from each Purchase Payment at the time of a withdrawal or surrender of your Annuity or at the time you elect to begin receiving annuity payments. We may assess a charge against the Sub-accounts and the Fixed Allocations equal to any taxes which may be imposed upon the separate accounts. WHAT CHARGES APPLY SOLELY TO THE VARIABLE INVESTMENT OPTIONS? Insurance Charge: We deduct an Insurance Charge daily against the average daily assets allocated to the Sub-accounts. The charge is equal to 1.40% on an annual basis. The Insurance Charge is intended to compensate American Skandia for providing the insurance benefits under the Annuity, including the Annuity's basic death benefit that provides guaranteed benefits to your beneficiaries even if the market declines and the risk that persons we guarantee annuity payments to will live longer than our assumptions. The charge also covers administrative costs associated with providing the Annuity benefits, including preparation of the contract, confirmation statements, annual account statements and annual reports, legal and accounting fees as well as various related expenses. Finally, the charge covers the risk that our assumptions about the administrative and non-mortality expenses under this Annuity are incorrect. We may increase the portion of the Insurance Charge for administrative costs. However, any increase will only apply to Annuities issued after the date of the increase. American Skandia may make a profit on the Insurance Charge if, over time, the actual cost of providing the guaranteed insurance obligations under the Annuity are less than the amount we deduct for the Insurance Charge. To the extent we make a profit on the Insurance Charge, such profit may be used for any other corporate purpose, including payment of other expenses that American Skandia incurs in distributing, issuing and administering the Annuity. The Insurance Charge is not deducted against assets allocated to a fixed investment option. However, the amount we credit to Fixed Allocations may also reflect similar assumptions about the insurance guarantees provide to Contract Owners under the Annuity. WHAT CHARGES ARE ASSESSED BY THE PORTFOLIOS? We do not assess any charges directly against the Portfolios. However, each Portfolio charges a total annual fee comprised of an investment management fee, operating expenses and any distribution and service (12b-1) fees that may apply. More detailed information about fees and charges can be found in the prospectuses for the Portfolios. Please also see "Service Fees Payable by Underlying Funds". WHAT CHARGES APPLY TO THE FIXED ALLOCATIONS? No specific fee or expenses are deducted when determining the rate we credit to a Fixed Allocation. However, for some of the same reasons that we deduct the Insurance Charge against Account Value allocated to the Sub-accounts, we also take into consideration mortality, expense, administration, profit and other factors in determining the interest rates we credit to Fixed Allocations. Any CDSC or Tax Charge applies to amounts that are taken from the variable investment options or the Fixed Allocations. A Market Value Adjustment may also apply to transfers, certain withdrawals, surrender or annuitization from a Fixed Allocation. WHAT CHARGES APPLY IF I CHOOSE AN ANNUITY PAYOUT? In certain states a tax is due if and when you exercise your right to receive periodic annuity payments. The amount payable will depend on the applicable jurisdiction and on the annuity payment option you select. If you select a fixed payment option, the amount of each fixed payment will depend on the Account Value of your Annuity when you elected to annuitize. There is no specific charge deducted from these payments; however, the amount of each annuity payment reflects assumptions about our insurance expenses. If you select a variable payment option that we may offer, then the amount of your benefits will reflect changes in the value of your Annuity and will continue to be subject to an insurance charge. EXCEPTIONS/REDUCTIONS TO FEES AND CHARGES We may reduce or eliminate certain fees and charges or alter the manner in which the particular fee or charge is deducted. For example, we may reduce the amount of the CDSC or the length of time it applies, reduce or eliminate the amount of the Annual Maintenance Fee or reduce the portion of the Insurance Charge for administrative costs. Generally, these types of changes will be based on a reduction to our sales, maintenance or administrative expenses due to the nature of the individual or group purchasing the Annuity. Some of the factors we might consider in making such a decision are: (a) the size and type of group; (b) the number of Annuities purchased by an Owner; (c) the amount of Purchase Payments or likelihood of additional Purchase Payments; and/or (d) other transactions where sales, maintenance or administrative expenses are likely to be reduced. We will not discriminate unfairly between Annuity purchasers if and when we reduce the portion of the Insurance Charge attributed to the charge covering administrative costs. PURCHASING YOUR ANNUITY WHAT ARE OUR REQUIREMENTS FOR PURCHASING THE ANNUITY? Initial Purchase Payment: You must make a minimum initial Purchase Payment of $10,000. However, if you decide to make payments under a systematic investment or "bank drafting" program, we will accept a lower initial Purchase Payment provided that, within the first Annuity Year, you make at least $10,000 in total Purchase Payments. Where allowed by law, initial Purchase Payments in excess of $1,000,000 require our approval prior to acceptance. We may apply certain limitations and/or restrictions on the Annuity as a condition of our acceptance, including limiting the liquidity features or the Death Benefit protection provided under the Annuity, changing the number of transfers allowable under the Annuity or restricting the Sub-accounts that are available to the Contract Owner. Other limitations and/or restrictions may apply. Age Restrictions: The Owner must be age 85 or under as of the Issue Date of the Annuity. If the Annuity is owned jointly, the oldest of the Owners must be age 85 or under on the Issue Date. If the Annuity is owned by an entity, the Annuitant must be age 85 or under as of the Issue Date. You should consider your need to access the value in your contract and whether the Annuity's liquidity features will satisfy that need. If you take a distribution prior to age 591/2, you may be subject to a 10% penalty in addition to ordinary income taxes on any gain. Owner, Annuitant and Beneficiary Designations: On your Application, we will ask you to name the Owner(s), Annuitant and one or more Beneficiaries for your Annuity. |X| Owner: The Owner(s) holds all rights under the Annuity. You may name more than one Owner in which case all ownership ----- rights are held jointly. However, this Annuity does not provide a right of survivorship. Refer to the Glossary of Terms for a complete description of the term "Owner." |X| Annuitant: The Annuitant is the person we agree to make annuity payments to and upon whose life we continue to make such --------- payments. You must name an Annuitant who is a natural person. We do not accept a designation of joint Annuitants during the accumulation period. Where allowed by law, you may name one or more Contingent Annuitants. A Contingent Annuitant will become the Annuitant if the Annuitant dies before the Annuity Date. Please refer to the discussion of "Considerations for Contingent Annuitants" in the Tax Considerations section of the Prospectus. |X| Beneficiary: The Beneficiary is the person(s) or entity you name to receive the death benefit. If no beneficiary is ----------- named the death benefit will be paid to you or your estate. Your right to make certain designations may be limited if your Annuity is to be used as an IRA or other "qualified" investment that is given beneficial tax treatment under the Code. You should seek competent tax advice on the income, estate and gift tax implications of your designations. MANAGING YOUR ANNUITY MAY I CHANGE THE OWNER, ANNUITANT AND BENEFICIARY DESIGNATIONS? You may change the Owner, Annuitant and Beneficiary designations by sending us a request in writing. Where allowed by law, such changes will be subject to our acceptance. Some of the changes we will not accept include, but are not limited to: |X| a new Owner subsequent to the death of the Owner or the first of any joint Owners to die, except where a spouse-Beneficiary has become the Owner as a result of an Owner's death; |X| a new Annuitant subsequent to the Annuity Date; |X| for "non-qualified" investments, a new Annuitant prior to the Annuity Date if the Annuity is owned by an entity; and |X| a change in Beneficiary if the Owner had previously made the designation irrevocable. Spousal Owners/Spousal Beneficiaries If an Annuity is co-owned by spouses, we will assume that the sole primary Beneficiary is the surviving spouse unless you elect an alternative Beneficiary designation. Unless you elect an alternative Beneficiary designation, upon the death of either spousal Owner, the surviving spouse may elect to assume ownership of the Annuity instead of taking the Death Benefit payment. The Death Benefit that would have been payable will be the new Account Value of the Annuity as of the date of due proof of death and any required proof of a spousal relationship. As of the date the assumption is effective, the surviving spouse will have all the rights and benefits that would be available under the Annuity to a new purchaser of the same attained age. For purposes of determining any future Death Benefit for the surviving spouse, the new Account Value will be considered as the initial Purchase Payment. No CDSC will apply to the new Account Value. However, any additional Purchase Payments applied after the date the assumption is effective will be subject to all provisions of the Annuity. Spousal Contingent Annuitant If the Annuity is owned by an entity and the surviving spouse is named as a Contingent Annuitant, upon the death of the Annuitant, the surviving spouse will become the Annuitant. No Death Benefit is payable upon the death of the Annuitant. However, the Account Value of the Annuity as of the date of due proof of death of the Annuitant (and any required proof of the spousal relationship) will reflect the amount that would have been payable had a Death Benefit been paid. MAY I RETURN THE ANNUITY IF I CHANGE MY MIND? (The right to return the Annuity is often referred to as the "free-look" right or "right to cancel.") If after purchasing your Annuity you change your mind and decide that you do not want it, you may return it to us within a certain period of time known as a right to cancel period. Depending on the state in which you purchased your Annuity and, in some states, if you purchased the Annuity as a replacement for a prior contract, the right to cancel period may be ten (10) days, twenty-one (21) days or longer, measured from the time that you received your Annuity. If you return your Annuity during the applicable period, we will refund your current Account Value plus any tax charge deducted. This amount may be higher or lower than your original Purchase Payment. Where required by law, we will return your current Account Value or the amount of your initial Purchase Payment, whichever is greater. The same rules may apply to an Annuity that is purchased as an IRA. In any situation where we are required to return the greater of your Purchase Payment or Account Value, we may allocate your Account Value to the AST Money Market Sub-account during the right to cancel period and for a reasonable additional amount of time to allow for delivery of your Annuity. MAY I MAKE ADDITIONAL PURCHASE PAYMENTS? The minimum amount that we accept as an additional Purchase Payment is $100 unless you participate in American Skandia's Systematic Investment Plan or a periodic purchase payment program. We will allocate any additional Purchase Payments you make according to your most recent allocation instructions, unless you request new allocations when you submit a new Purchase Payment. MAY I MAKE SCHEDULED PAYMENTS DIRECTLY FROM MY BANK ACCOUNT? You can make additional Purchase Payments to your Annuity by authorizing us to deduct money directly from your bank account and ---------- applying it to your Annuity. This type of program is often called "bank drafting". We call our bank drafting program "American Skandia's Systematic Investment Plan." Purchase Payments made through bank drafting may only be allocated to the variable investment options when applied. Bank drafting allows you to invest in an Annuity with a lower initial Purchase Payment, as long as you authorize payments that will equal at least $10,000 during the first 12 months of your Annuity. We may suspend or cancel bank drafting privileges if sufficient funds are not available from the applicable financial institution on any date that a transaction is scheduled to occur. MAY I MAKE PURCHASE PAYMENTS THROUGH A SALARY REDUCTION PROGRAM? These types of programs are only available with certain types of qualified investments. If your employer sponsors such a program, we may agree to accept periodic Purchase Payments through a salary reduction program as long as the allocations are made only to variable investment options and the periodic Purchase Payments received in the first year total at least $10,000. MANAGING YOUR ACCOUNT VALUE HOW AND WHEN ARE PURCHASE PAYMENTS INVESTED? (See "Valuing Your Investment" for a description of our procedure for pricing initial and subsequent Purchase Payments.) Initial Purchase Payment: Once we accept your application, we invest your net Purchase Payment in the Annuity. The net Purchase Payment is your initial Purchase Payment minus any tax charges that may apply. On your application we ask you to provide us with instructions for allocating your Account Value. You can allocate Account Value to one or more variable investment options or Fixed Allocations. In those states where we are required to return your Purchase Payment if you exercise your right to return the Annuity, we initially allocate all amounts that you choose to allocate to the variable investment options to the AST Money Market Sub-account. At the end of the right to cancel period we will reallocate your Account Value according to your most recent allocation instructions. Where permitted by law, we will allocate your Purchase Payments according to your initial instructions, without temporarily allocating to the AST Money Market Sub-account. To do this, we will ask that you execute our form called a "return waiver" that authorizes us to allocate your Purchase Payment to your chosen Sub-accounts immediately. If you submit the "return waiver" and then decide to return your Annuity during the right to cancel period, you will receive your current Account Value which may be more or less than your initial Purchase Payment (see "May I Return the Annuity if I Change my Mind?"). Subsequent Purchase Payments: We will allocate any additional Purchase Payments you make according to your current allocation instructions. If any rebalancing or asset allocation programs are in effect, the allocation should conform with such a program. We assume that your current allocation instructions are valid for subsequent Purchase Payments until you make a change to those allocations or request new allocations when you submit a new Purchase Payment. ARE THERE RESTRICTIONS OR CHARGES ON TRANSFERS BETWEEN INVESTMENT OPTIONS? During the accumulation period you may transfer Account Value between investment options. Transfers are not subject to taxation on any gain. We currently limit the number of Sub-accounts you can invest in at any one time to twenty (20). However, you can invest in an unlimited number of Fixed Allocations. We may require a minimum of $500 in each Sub-account you allocate Account Value to at the time of any allocation or transfer. If you request a transfer and, as a result of the transfer, there would be less than $500 in the Sub-account, we may transfer the remaining Account Value in the Sub-account pro rata to the other investment options to which you transferred. We may impose specific restrictions on financial transactions for certain Portfolios based on the Portfolio's investment restrictions. Currently, any purchase, redemption or transfer involving the ProFunds VP Sub-accounts must be received by us no later than one hour prior to any announced closing of the applicable securities exchange (generally, 3:00 p.m. Eastern time) to be processed on the current Valuation Day. The "cut-off" time for such financial transactions involving a ProFunds VP Sub-account will be extended to1/2hour prior to any announced closing (generally, 3:30 p.m. Eastern time) for transactions submitted electronically through American Skandia's Internet website (www.americanskandia.com). Currently, we charge $10.00 for each transfer after the twentieth (20th) in each Annuity Year, including transfers made as part of any rebalancing, market timing, asset allocation or similar program which you have authorized. Transfers made as part of a dollar cost averaging program do not count toward the twenty free transfer limit. Renewals or transfers of Account Value from a Fixed Allocation at the end of its Guarantee Period are not subject to the transfer charge. We may reduce the number of free transfers allowable each Annuity Year (subject to a minimum of eight) without charging a Transfer Fee unless you make use of electronic means to transmit your transfer requests. We may eliminate the Transfer Fee for transfer requests transmitted electronically or through other means that reduce our processing costs. We reserve the right to limit the number of transfers in any Annuity Year for all existing or new Owners. We also reserve the right to limit the number of transfers in any Annuity Year or to refuse any transfer request for an Owner or certain Owners if: (a) we believe that excessive trading or a specific transfer request or group of transfer requests may have a detrimental effect on Unit Values or the share prices of the Portfolios; or (b) we are informed by one or more of the Portfolios that the purchase or redemption of shares must be restricted because of excessive trading or a specific transfer or group of transfers is deemed to have a detrimental effect on the share prices of affected Portfolios. Without limiting the above, the most likely scenario where either of the above could occur would be if the aggregate amount of a trade or trades represented a relatively large proportion of the total assets of a particular Portfolio. Under such a circumstance, we will process transfers according to our rules then in effect and provide notice if the transfer request was denied. If a transfer request is denied, a new transfer request may be required. DO YOU OFFER DOLLAR COST AVERAGING? Yes. We offer Dollar Cost Averaging during the accumulation period. Dollar Cost Averaging allows you to systematically transfer an amount each month from one investment option to one or more other investment options. You can choose to transfer earnings only, principal plus earnings or a flat dollar amount. Dollar Cost Averaging allows you to invest regularly each month, regardless of the current unit value (or price) of the Sub-account(s) you invest in. This enables you to purchase more units when the market price is low and fewer units when the market price is high. This may result in a lower average cost of units over time. However, there is no guarantee that Dollar Cost Averaging will result in a profit or protect against a loss in a declining market. We do not deduct a charge for participating in a Dollar Cost Averaging program. You must have a minimum Account Value of at least $10,000 to enroll in a Dollar Cost Averaging program. You can Dollar Cost Average from variable investment options or Fixed Allocations. Dollar Cost Averaging from Fixed Allocations is subject to a number of rules that include, but are not limited to the following: |X| You may only use Fixed Allocations with Guarantee Periods of 1, 2 or 3 years. |X| You may only Dollar Cost Average earnings or principal plus earnings. If transferring principal plus earnings, the program must be designed to last the entire Guarantee Period for the Fixed Allocation. |X| Dollar Cost Averaging transfers from Fixed Allocations are not subject to a Market Value Adjustment. NOTE: When a Dollar Cost Averaging program is established from a Fixed Allocation, the fixed rate of interest we credit to your Account Value is applied to a declining balance due to the transfers of Account Value to the Sub-accounts during the Guarantee Period. This will reduce the effective rate of return on the Fixed Allocation over the Guarantee Period. DO YOU OFFER ANY AUTOMATIC REBALANCING PROGRAMS? Yes. During the accumulation period, we offer automatic rebalancing among the variable investment options you choose. You can choose to have your Account Value rebalanced quarterly, semi-annually, or annually. On the appropriate date, your variable investment options are rebalanced to the allocation percentages you request. For example, over time the performance of the variable investment options will differ, causing your percentage allocations to shift. With automatic rebalancing, we transfer the appropriate amount from the "overweighted" Sub-accounts to the "underweighted" Sub-accounts to return your allocations to the percentages you request. If you request a transfer from or into any variable investment option participating in the automatic rebalancing program, we will assume that you wish to change your rebalancing percentages as well, and will automatically adjust the rebalancing percentages in accordance with the transfer unless we receive alternate instructions from you. You must have a minimum Account Value of at least $10,000 to enroll in automatic rebalancing. All rebalancing transfers made on the same day as part of an automatic rebalancing program are considered as one transfer when counting the number of transfers each year toward the maximum number of free transfers. We do not deduct a charge for participating in an automatic rebalancing program. DO YOU OFFER PROGRAMS DESIGNED TO GUARANTEE A "RETURN OF PREMIUM" AT A FUTURE DATE? Yes. We offer two different programs for investors who wish to invest in the variable investment options but also wish to protect their principal, at least as of a specific date in the future. You may not want to use either of these programs if you expect to begin taking annuity payments before the program would be completed. Balanced Investment Program We offer a balanced investment program where a portion of your Account Value is allocated to a Fixed Allocation and the remaining Account Value is allocated to the variable investment options that you select. When you enroll in the Balanced Investment program, you choose the duration that you wish the program to last. This determines the duration of the Guarantee Period for the Fixed Allocation. Based on the fixed rate for the Guarantee Period chosen, we calculate the portion of your Account Value that must be allocated to the Fixed Allocation to grow to a specific "principal amount" (such as your initial Purchase Payment). We determine the amount based on the rates then in effect for the Guarantee Period you choose. If you continue the program until the end of the Guarantee Period and make no withdrawals or transfers, at the end of the Guarantee Period, the Fixed Allocation will have grown to equal the "principal amount". Withdrawals or transfers from the Fixed Allocation before the end of the Guarantee Period will terminate the program and may be subject to a Market Value Adjustment. You can transfer the Account Value that is not allocated to the Fixed Allocation between any of the Sub-accounts available under the Annuity. Account Value you allocate to the variable investment options is subject to market fluctuations and may increase or decrease in value. We do not deduct a charge for participating in the Balanced Investment Program. Example Assume you invest $100,000. You choose a 10-year program and allocate a portion of your Account Value to a Fixed Allocation with a 10-year Guarantee Period. The rate for the 10-year Guarantee Period is 5.33%*. Based on the fixed interest rate for the Guarantee Period chosen, the factor is 0.594948 for determining how much of your Account Value will be allocated to the Fixed Allocation. That means that $59,495 will be allocated to the Fixed Allocation and the remaining Account Value ($41,505) will be allocated to the variable investment options. Assuming that you do not make any withdrawals from the Fixed Allocation, it will grow to $100,000 at the end of the Guarantee Period. Of course we cannot predict the value of the remaining Account Value that was allocated to the variable investment options. * The rate in this example is hypothetical and may not reflect the current rate for Guarantee Periods of this duration. Guaranteed Return OptionSM We also offer a seven-year program where we monitor your Account Value daily and systematically transfer amounts between Fixed Allocations and the variable investment options you choose. American Skandia guarantees that at the end of the seventh (7th) year from commencement of the program, you will receive no less than the original amount invested (such as your initial Purchase Payment). Account Value is only transferred to and maintained in Fixed Allocations to the extent we, in our sole discretion, deem ---- is necessary to support our guarantee under the program. This differs from the Balanced Investment program where a set amount is allocated to a Fixed Allocation regardless of the performance of the underlying Sub-accounts. With the Guaranteed Return Option, your Annuity is able to participate in the upside potential of the Sub-accounts while only transferring amounts to Fixed Allocations to protect against significant market downturns. Each business day we monitor the performance of your Account Value to determine whether it is greater than, equal to or below our "reallocation trigger", described below. Based on the performance of the Sub-accounts in which you choose to allocate your Account Value relative to the reallocation trigger, we may transfer some or all of your Account Value to or from a Fixed Allocation. You have complete discretion over the allocation of your Account Value that remains allocated in the variable investment options. However, we reserve the right to restrict certain Portfolios if you participate in the program. |X| Account Value greater than or equal to reallocation trigger: Account Value in variable investment options remains allocated according to your most recent instructions. If a portion of Account Value was previously allocated to a Fixed Allocation, those amounts may be transferred from the Fixed Allocation and re-allocated to the variable investment options pro-rata according to your current allocations. A Market Value Adjustment will apply. |X| Account Value below reallocation trigger: A portion of your Account Value in the variable investment options is transferred to a new Fixed Allocation. These amounts are transferred on a pro-rata basis from the variable investment options. The new Fixed Allocation will have a Guarantee Period equal to the remaining duration in the Guaranteed Return Option. The Account Value applied to the new Fixed Allocation will be credited with the fixed interest rate then being applied to a new Fixed Allocation of the next higher yearly duration. The Account Value will remain invested in the Fixed Allocation until the maturity date of the program unless, at an earlier date, your Account Value is at or above the reallocation trigger and amounts can be transferred to the variable investment options (as described above) while maintaining the guarantee protection under the program. American Skandia uses an allocation mechanism based on assumptions of expected and maximum market volatility to determine the reallocation trigger. The allocation mechanism is used to determine the allocation of Account Value between Fixed Allocations and the Sub-accounts you choose. American Skandia reserves the right to change the allocation mechanism and the reallocation trigger at its discretion. Program Termination The Guaranteed Return Option will terminate on its maturity date. You can elect to participate in a new Guaranteed Return Option or re-allocate your Account Value at that time. Any Account Value allocated to the Fixed Allocations will be transferred to the AST Money Market Sub-account, unless you provide us with alternative instructions. On the program maturity date, if your Account Value is below the initial investment, American Skandia will apply additional amounts to your Account Value so that it is equal to the initial investment in the program. Any amounts added to your Account Value will be applied to the AST Money Market Sub-account, unless you provide us with alternative instructions. We will notify you of any amounts added to your Account Value under the program. We do not consider amounts added to your Account Value to be "investment in the contract" for income tax purposes. Special Considerations under the Guaranteed Return Option This program is subject to certain rules and restrictions, including, but not limited to the following: |X| You may terminate the Guaranteed Return Option at any time. American Skandia does not provide any guarantees upon termination of the program. |X| Withdrawals from your Annuity while the program is in effect will reduce the guaranteed amount under the program in proportion to the Account Value at the time of the withdrawal. Withdrawals will be subject to all other provisions of the Annuity, including any Contingent Deferred Sales Charge or Market Value Adjustment that would apply. |X| Additional Purchase Payments applied to the Annuity while the program is in effect will only increase the amount guaranteed; however, all or a portion of any additional Purchase Payments may be allocated to the Fixed Allocations. |X| Annuity Owners cannot transfer Account Value to or from a Fixed Allocation while participating in the program and cannot participate in any dollar cost averaging program that transfers Account Value from a Fixed Allocation to the variable investment options. |X| Transfers from Fixed Allocations will be subject to the Market Value Adjustment formula under the Annuity; however, the 0.10% "cushion" feature of the formula will not apply. A Market Value Adjustment may be either positive or negative. Transfer amounts will be taken from the most recently applied Fixed Allocation. |X| Transfers from the Sub-accounts to Fixed Allocations or from Fixed Allocations to the Sub-accounts under the program will not count toward the maximum number of free transfers allowable under the Annuity. |X| The Guaranteed Return Option will terminate: (a) upon the death of the Owner or the Annuitant (in an entity owned contract); and (b) as of the date Account Value is applied to begin annuity payments. |X| You can elect to restart the seven (7) year program duration on any anniversary of the Issue Date of the Annuity. The Account Value on the date the restart is effective will become the new guaranteed amount under the program. You can only elect the program once per Annuity Year. Charges under the Program We charge a fee of 0.25% of Account Value per year to participate in the Guaranteed Return Option. The charge is deducted to compensate American Skandia for: (a) the risk that your Account Value on the maturity date of the program is less than the amount guaranteed; and (b) administration of the program. The charge is deducted in arrears on an annual basis on each anniversary of the Issue Date of the Annuity. If you choose to begin the program on a date other than the Issue Date of the Annuity or an anniversary of the Issue Date of the Annuity, we will charge a pro-rata portion of the annual charge for the remaining portion of the Annuity Year. If the program terminates before completion for any reason other than death or medically-related surrender, we will assess a pro-rata portion of the annual charge. We will deduct the annual charge for participating in the program pro-rata from the variable investment options. MAY I AUTHORIZE MY FINANCIAL PROFESSIONAL TO MANAGE MY ACCOUNT? Yes. You may authorize your financial professional to direct the allocation of your Account Value and to request financial transactions between investment options while you are living, subject to our rules. We require that you provide us with written proof that you have authorized your financial professional to request financial transactions on your behalf. You must contact us immediately if and when you revoke such authority. We will not be responsible for acting on instructions from your financial professional if you fail to inform us that such person's authority has been revoked. We may also suspend or cancel these privileges at any time. We will notify you if we do. We may require financial professionals or investment advisors, who are authorized by multiple contract owners to make financial transactions, to enter into an administrative agreement with American Skandia as a condition of our accepting transactions on your behalf. The administrative agreement may impose limitations on the financial professional's or investment advisor's ability to request financial transactions on your behalf. These limitations are intended to minimize the detrimental impact of a financial professional who is in a position to transfer large amounts of money for multiple clients in a particular Portfolio or type of portfolio or to comply with specific restrictions or limitations imposed by a Portfolio(s) on American Skandia. The administrative agreement may limit the available investment options, require advance notice of large transactions, or impose other trading limitations on your financial professional. Your financial professional will be informed of all such restrictions on an ongoing basis. We may also require that your financial professional transmit all financial transactions using the electronic trading functionality available through our Internet website (www.americanskandia.com). Limitations that we may impose on your financial professional or investment advisor under the terms of the administrative agreement do not apply to financial transactions requested by an Owner on their own behalf, except as otherwise described in this Prospectus. We or an affiliate of ours may provide administrative support to licensed, registered financial professionals or investment advisors who you authorize to make financial transactions on your behalf. These financial professionals may be firms or persons who also are appointed by us as authorized sellers of the Annuity. However, we do not offer advice about how to allocate your Account Value under any circumstance. Any financial professionals you engage to provide advice and/or make transfers for you is not acting on our behalf. We are not responsible for any recommendations such financial professionals make, any market timing or asset allocation programs they choose to follow or any specific transfers they make on your behalf. HOW DO THE FIXED INVESTMENT OPTIONS WORK? (Fixed Allocations may not be available in all states and may not be available for certain durations.) We credit the fixed interest rate to the Fixed Allocation throughout a set period of time called a "Guarantee Period." Fixed Allocations currently are offered with Guarantee Periods from 1 to 10 years. We may make Fixed Allocations of different durations available in the future, including Fixed Allocations offered exclusively for use with certain optional investment programs. The interest rate credited to a Fixed Allocation is the rate in effect when the Guarantee Period begins and does not change during the Guarantee Period. The rates are an effective annual rate of interest. We determine the interest rates for the various Guarantee Periods. At the time that we confirm your Fixed Allocation, we will advise you of the interest rate in effect and the date your Fixed Allocation matures. We may change the rates we credit new Fixed Allocations at any time. Any change in interest rate does not affect Fixed Allocations that were in effect before the date of the change. To inquire as to the current rates for Fixed Allocations, please call 1-800-766-4530. A Guarantee Period for a Fixed Allocation begins: |X| when all or part of a net Purchase Payment is allocated to that particular Guarantee Period; |X| upon transfer of any of your Account Value to a Fixed Allocation for that particular Guarantee Period; or |X| when you "renew" a Fixed Allocation by electing a new Guarantee Period. To the extent permitted by law, we may establish different interest rates for Fixed Allocations offered to a class of Owners who choose to participate in various optional investment programs we make available. This may include, but is not limited to, Owners who elect to use Fixed Allocations under a dollar cost averaging program (see "Do You Offer Dollar Cost Averaging?") or a balanced investment program (see "Do You Offer a Program to Balance Fixed and Variable Investments?"). The interest rate credited to Fixed Allocations offered to this class of purchasers may be different than those offered to other purchasers who choose the same Guarantee Period but who do not participate in an optional investment program. Any such program is at our sole discretion. HOW DO YOU DETERMINE RATES FOR FIXED ALLOCATIONS? We do not have a specific formula for determining the fixed interest rates for Fixed Allocations. Generally the interest rates we offer for Fixed Allocations will reflect the investment returns available on the types of investments we make to support our fixed rate guarantees. These investment types may include cash, debt securities guaranteed by the United States government and its agencies and instrumentalities, money market instruments, corporate debt obligations of different durations, private placements, asset-backed obligations and municipal bonds. In determining rates we also consider factors such as the length of the Guarantee Period for the Fixed Allocation, regulatory and tax requirements, liquidity of the markets for the type of investments we make, commissions, administrative and investment expenses, our insurance risks in relation to the Fixed Allocations, general economic trends and competition. Some of these considerations are similar to those we consider in determining the Insurance Charge that we deduct from Account Value allocated to the Sub-accounts. We will credit interest on a new Fixed Allocation in an existing Annuity at a rate not less than the rate we are then crediting to Fixed Allocations for the same Guarantee Period selected by new Annuity purchasers in the same class. The interest rate we credit for a Fixed Allocation is subject to a minimum. Please refer to the Statement of Additional Information. HOW DOES THE MARKET VALUE ADJUSTMENT WORK? For purposes of this provision: |X| "Strips" are a form of security where ownership of the interest portion of United States Treasury securities are separated from ownership of the underlying principal amount or corpus. |X| "Strip Yields" are the yields payable on coupon Strips of United States Treasury securities. |X| "Option-adjusted Spread" is the difference between the yields on corporate debt securities (adjusted to disregard options on such securities) and government debt securities of comparable duration. We currently use the Merrill Lynch 1 to 10 year Investment Grade Corporate Bond Index of Option-adjusted Spreads. If you transfer or withdraw Account Value from a Fixed Allocation more than 30 days before the end of its Guarantee Period, we will adjust the value of your investment based on a formula, called a "Market Value Adjustment" or "MVA". The amount of any Market Value Adjustment can be either positive or negative, depending on the movement of a combination of Strip Yields on Strips and an Option-adjusted Spread between the time that you purchase the Fixed Allocation and the time you make a transfer or withdrawal. The Market Value Adjustment formula compares the combination of Strip Yields for Strips and the Option-adjusted Spreads as of the date the Guarantee Period began with the combination of Strip Yields for Strips and the Option-adjusted Spreads as of the date the MVA is being calculated. MVA Formula The MVA formula is applied separately to each Fixed Allocation to determine the Account Value of the Fixed Allocation on a particular date. The formula is as follows: [(1+I) / (1+J+0.0010)]N/365 where: I is the Strip Yield as of the start date of the Guarantee Period for coupon Strips maturing at the end of the applicable Guarantee Period plus the Option-adjusted Spread. If there are no Strips maturing at that time, we will use the Strip Yield for the Strips maturing as soon as possible after the Guarantee Period ends. J is the Strip Yield as of the date the MVA formula is being applied for coupon Strips maturing at the end of the applicable Guarantee Period plus the Option-adjusted Spread. If there are no Strips maturing at that time, we will use the Strip Yield for the Strips maturing as soon as possible after the Guarantee Period ends. N is the number of days remaining in the original Guarantee Period. If you surrender your Annuity under the right to cancel provision, the MVA formula is [(1 + I)/(1 + J)]N/365. MVA Examples The following hypothetical examples show the effect of the MVA in determining Account Value. Assume the following: |X| On December 31, 2000, you allocate $50,000 into a Fixed Allocation with a Guarantee Period of 5 years (e.g. the Maturity Date is December 31, 2005). |X| The Strip Yields for coupon Strips beginning on December 31, 2000 and maturing on December 31, 2005 plus the Option-adjusted Spread is 5.50% (I = 5.50%). |X| You make no withdrawals or transfers until you decided to withdraw the entire Fixed Allocation after exactly three (3) years, therefore 730 days remain before the Maturity Date (N = 730). Example of Positive MVA Assume that at the time you request the withdrawal, the Strip Yields for Strips maturing on December 31, 2005 plus the Option-adjusted Spread is 4.00% (J = 4.00%). Based on these assumptions, the MVA would be calculated as follows: MVA Factor = [(1+I)/(1+J+0.0010)]N/365 = [1.055/1.041]2 = 1.027078 Interim Value = $57,881.25 Account Value after MVA = Interim Value X MVA Factor = $59,448.56 Example of Negative MVA Assume that at the time you request the withdrawal, the Strip Yields for Strips maturing on December 31, 2005 plus the Option-adjusted Spread is 7.00% (J = 7.00%). Based on these assumptions, the MVA would be calculated as follows: MVA Factor = [(1+I)/(1+J+0.0010)]N/365 = [1.055/1.071)]2 = 0.970345 Interim Value = $57,881.25 Account Value after MVA = Interim Value X MVA Factor = $56,164.78. WHAT HAPPENS WHEN MY GUARANTEE PERIOD MATURES? The "Maturity Date" for a Fixed Allocation is the last day of the Guarantee Period. Before the Maturity Date, you may choose to renew the Fixed Allocation for a new Guarantee Period of the same or different length or you may transfer all or part of that Fixed Allocation's Account Value to another Fixed Allocation or to one or more Sub-accounts. We will not charge a MVA if you choose to renew a Fixed Allocation on its Maturity Date or transfer the Account Value to one or more variable investment options. We will notify you before the end of the Guarantee Period about the fixed interest rates that we are currently crediting to all Fixed Allocations that are being offered. The rates being credited to Fixed Allocations may change before the Maturity Date. If you do not specify how you want a Fixed Allocation to be allocated on its Maturity Date, we will then transfer the Account Value of the Fixed Allocation to the AST Money Market Sub-account. You can then elect to allocate the Account Value to any of the Sub-accounts or to a new Fixed Allocation. ACCESS TO ACCOUNT VALUE WHAT TYPES OF DISTRIBUTIONS ARE AVAILABLE TO ME? During the accumulation period you can access your Account Value through Partial Withdrawals, Systematic Withdrawals, and where required for tax purposes, Minimum Distributions. You can also surrender your Annuity at any time. We may deduct a portion of the Account Value being withdrawn or surrendered as a CDSC. If you surrender your Annuity, in addition to any CDSC, we may deduct the Annual Maintenance Fee, any Tax Charge that applies and the charge for any optional benefits. We may also apply a Market Value Adjustment to any Fixed Allocations. Certain amounts may be available to you each Annuity Year that are not subject to a CDSC. These are called "Free Withdrawals." In addition, under certain circumstances, we may waive the CDSC for surrenders made for qualified medical reasons or for withdrawals made to satisfy Minimum Distribution requirements. Unless you notify us differently, withdrawals are taken pro-rata based on the Account Value in the investment options at the time we receive your withdrawal request. Each of these types of distributions is described more fully below. ARE THERE TAX IMPLICATIONS FOR DISTRIBUTIONS? (For more information, see "Tax Considerations") During the Accumulation Period A distribution during the accumulation period is deemed to come first from any "gain" in your Annuity and second as a return of your "tax basis", if any. Distributions from your Annuity are generally subject to ordinary income taxation on the amount of any investment gain unless the distribution qualifies as a non-taxable exchange or transfer. If you take a distribution prior to the taxpayer's age 59 1/2, you may be subject to a 10% penalty in addition to ordinary income taxes on any gain. You may wish to consult a professional tax advisor for advice before requesting a distribution. During the Annuitization Period During the annuitization period, a portion of each annuity payment is taxed as ordinary income at the tax rate you are subject to at the time of the payment. The Code and regulations have "exclusionary rules" that we use to determine what portion of each annuity payment should be treated as a return of any tax basis you have in the Annuity. Once the tax basis in the Annuity has been distributed, the remaining annuity payments are taxable as ordinary income. The tax basis in the Annuity may be based on the tax-basis from a prior contract in the case of a 1035 exchange or other qualifying transfer. CAN I WITHDRAW A PORTION OF MY ANNUITY? Yes, you can make a withdrawal during the accumulation period. |X| You can withdraw a limited amount of your Account Value during each of Annuity Year 1-4 to meet liquidity needs without a CDSC being applied. We call this the "Free Withdrawal" amount. After Annuity Year 4, you can make a withdrawal without a CDSC being deducted from the amount being withdrawn. The Free Withdrawal amount is not available if you choose to surrender your Annuity. The minimum Free Withdrawal you may request is $100. |X| You can also make withdrawals in excess of the Free Withdrawal amount. We call this a "Partial Withdrawal." The amount that you may withdraw will depend on the Annuity's Surrender Value. The Surrender Value is equal to your Account Value minus any CDSC, the Annual Maintenance Fee, the Tax Charge, any charges for optional benefits and any Market Value Adjustment that may apply to any Fixed Allocations. After any Partial Withdrawal, your Annuity must have a Surrender Value of at least $1,000, or we may treat the Partial Withdrawal request as a request to fully surrender your Annuity. The minimum Partial Withdrawal you may request is $100. When we determine if a CDSC applies to Partial Withdrawals and Systematic Withdrawals, we will first determine what, if any, amounts qualify as a Free Withdrawal. Those amounts are not subject to the CDSC. Partial Withdrawals or Systematic Withdrawals of amounts greater than the maximum Free Withdrawal amount will be subject to a CDSC. Partial Withdrawals may also be available following annuitization but only if you choose certain annuity payment options. To request the forms necessary to make a withdrawal from your Annuity, contact our Customer Service Team at 1-800-752-6342 or visit our Internet Website at www.americanskandia.com. HOW MUCH CAN I WITHDRAW AS A FREE WITHDRAWAL? Annuity Year 1-4 The maximum Free Withdrawal amount during each of Annuity Year 1 through Annuity Year 4 (when a CDSC would otherwise apply to a partial withdrawal or surrender of your initial Purchase Payments) is 10% of all Purchase Payments. The 10% Free Withdrawal amount is not cumulative. If you do not make a Free Withdrawal during an Annuity Year, you are not allowed to carry over the Free Withdrawal amount to the next Annuity Year. Annuity Year 5+ After Annuity Year 4, you can surrender your Annuity or make a partial withdrawal without a CDSC being deducted from the amount being withdrawn. NOTE: Amounts that you have withdrawn as a Free Withdrawal will not reduce the amount of any CDSC that we deduct if, during the first four (4) Annuity Years, you make a partial withdrawal or choose to surrender the Annuity. Examples 1. Assume you make an initial Purchase Payment of $10,000 and make no additional Purchase Payments. The maximum Free Withdrawal amount during each of the first four Annuity Years would be 10% of $10,000, or $1,000. 2. Assume you make an initial Purchase Payment of $10,000 and make an additional Purchase Payment of $5,000 in Annuity Year 2. The maximum Free Withdrawal amount during Annuity Year 3 and 4 would be 10% of $15,000, or $1,500. From Annuity Year 5 and thereafter, you can surrender your Annuity or make a partial withdrawal without a CDSC being deducted from the amount being withdrawn. IS THERE A CHARGE FOR A PARTIAL WITHDRAWAL? A CDSC may be assessed against a Partial Withdrawal during the first four (4) Annuity Years. Whether a CDSC applies and the amount to be charged depends on whether the Partial Withdrawal exceeds any Free Withdrawal amount and, if so, the number of years that have elapsed since the Issue Date of the Annuity. 1. If you request a Partial Withdrawal, we determine if the amount you requested is available as a Free Withdrawal (in which case it would not be subject to a CDSC); 2. If the amount requested exceeds the available Free Withdrawal amount, we determine if a CDSC will apply to the Partial Withdrawal based on the number of years that have elapsed since the Annuity was issued. Any CDSC will only apply to the amount withdrawn that exceeds the Free Withdrawal amount. |X| If the Annuity has been in effect for less than four complete years, a CDSC will be charged on the amount of the Purchase Payment being withdrawn, according to the CDSC table. |X| If the Annuity has been in effect for more than four complete years, no CDSC will be charged on the amount being withdrawn. CAN I MAKE PERIODIC WITHDRAWALS FROM THE ANNUITY DURING THE ACCUMULATION PERIOD? Yes. We call these "Systematic Withdrawals." You can receive Systematic Withdrawals of earnings only, principal plus earnings or a flat dollar amount. Systematic Withdrawals during the first four (4) Annuity Years may be subject to a CDSC. We will determine whether a CDSC applies and the amount in the same way as we would for a Partial Withdrawal. Systematic Withdrawals can be made from Account Value allocated to the variable investment options or Fixed Allocations. Generally, Systematic Withdrawals from Fixed Allocations are limited to earnings accrued after the program of Systematic Withdrawals begins, or payments of fixed dollar amounts that do not exceed such earnings. Systematic Withdrawals are available on a monthly, quarterly, semi-annual or annual basis. The Surrender Value of your Annuity must be at least $20,000 before we will allow you to begin a program of Systematic Withdrawals. The minimum amount for each Systematic Withdrawal is $100. If any scheduled Systematic Withdrawal is for less than $100, we may postpone the withdrawal and add the expected amount to the amount that is to be withdrawn on the next scheduled Systematic Withdrawal. DO YOU OFFER A PROGRAM FOR WITHDRAWALS UNDER SECTION 72(t) OF THE INTERNAL REVENUE CODE? Yes. If your Annuity is used as a funding vehicle for certain retirement plans that receive special tax treatment under Sections 401, 403(b) or 408 of the Code, Section 72(t) of the Code may provide an exception to the 10% penalty tax on distributions made prior to age 59 1/2if you elect to receive distributions as a series of "substantially equal periodic payments". Distributions received under this provision in any Annuity Year that exceed the maximum amount available as a free withdrawal will be subject to a CDSC. To request a program that complies with Section 72(t), you must provide us with certain required information in writing on a form acceptable to us. We may require advance notice to allow us to calculate the amount of 72(t) withdrawals. The Surrender Value of your Annuity must be at least $20,000 before we will allow you to begin a program for withdrawals under Section 72(t). The minimum amount for any such withdrawal is $100. You may also annuitize your contract and begin receiving payments for the remainder of your life (or life expectancy) as a means of receiving income payments before age 59 1/2that are not subject to the 10% penalty. WHAT ARE MINIMUM DISTRIBUTIONS AND WHEN WOULD I NEED TO MAKE THEM? (See "Tax Considerations" for a further discussion of Minimum Distributions.) Minimum Distributions are a type of Systematic Withdrawal we allow to meet distribution requirements under Sections 401, 403(b) or 408 of the Code. Under the Code, you may be required to begin receiving periodic amounts from your Annuity. In such case, we will allow you to make Systematic Withdrawals in amounts that satisfy the minimum distribution rules under the Code. We do not assess a CDSC on Minimum Distributions from your Annuity if you are required by law to take such Minimum Distributions from your Annuity at the time it is taken. However, a CDSC may be assessed on that portion of a Systematic Withdrawal that is taken to satisfy the minimum distribution requirements in relation to other savings or investment plans under other qualified retirement plans not maintained with American Skandia. The amount of the required Minimum Distribution for your particular situation may depend on other annuities, savings or investments. We will only calculate the amount of your required Minimum Distribution based on the value of your Annuity. We require three (3) days advance written notice to calculate and process the amount of your payments. We may charge you for calculating required Minimum Distributions. You may elect to have Minimum Distributions paid out monthly, quarterly, semi-annually or annually. The $100 minimum that applies to Systematic Withdrawals does not apply to Minimum Distributions. You may also annuitize your contract and begin receiving payments for the remainder of your life (or life expectancy) as a means of receiving income payments and satisfying the Minimum Distribution requirements under the Code. CAN I SURRENDER MY ANNUITY FOR ITS VALUE? Yes. During the accumulation period you can surrender your Annuity at any time. Upon surrender, you will receive the Surrender Value. Upon surrender of your Annuity, you will no longer have any rights under the Annuity. Under certain annuity payment options, you may be allowed to surrender your Annuity for its then current value. To request the forms necessary to surrender your Annuity, contact our Customer Service Team at 1-800-752-6342 or visit our Internet Website at www.americanskandia.com. WHAT IS A MEDICALLY-RELATED SURRENDER AND HOW DO I QUALIFY? Where permitted by law, you may request to surrender your Annuity prior to the Annuity Date without application of any CDSC upon occurrence of a medically-related "Contingency Event". The amount payable will be your Account Value. This waiver of any applicable CDSC is subject to our rules, including but not limited to the following: |X| the Annuitant must be alive as of the date we pay the proceeds of such surrender request; |X| if the Owner is one or more natural persons, all such Owners must also be alive at such time; |X| we must receive satisfactory proof of the Annuitant's confinement in a Medical Care Facility or Fatal Illness in writing on a form satisfactory to us; and |X| this benefit is not available if the total Purchase Payments received exceed $500,000 for all annuities issued by us with this benefit where the same person is named as Annuitant. The Annuitant must have been named or any change of Annuitant must have been accepted by us, prior to the "Contingency Event" described above in order to qualify for a medically-related surrender. The definitions of "Medical Care Facility" and "Fatal Illness," as well as additional terms and conditions, are provided in your Annuity. Specific details and definitions in relation to this benefit may differ in certain jurisdictions. WHAT TYPES OF ANNUITY OPTIONS ARE AVAILABLE? We currently make annuity options available that provide fixed annuity payments, variable payments or adjustable payments. Fixed options provide the same amount with each payment. Variable options generally provide a payment which may increase or decrease depending on the investment performance of the Sub-accounts. However, currently, we also make a variable payment option that has a guarantee feature. Adjustable options provide a fixed payment that is periodically adjusted based on current interest rates. We do not guarantee to make any Annuity Payment Options available in the future. When you purchase an Annuity, or at a later date, you may choose an Annuity Date, an annuity option and the frequency of annuity payments. You may change your choices up to 30 days before the Annuity Date. A maximum Annuity Date may be required by law. Any change to these options must be in writing. The Annuity Date may depend on the annuity option you choose. Certain annuity options may not be available depending on the age of the Annuitant. Certain of these annuity options may be available to Beneficiaries who choose to receive the Death Benefit proceeds as a series of payments instead of a lump sum payment. Option 1 - -------- Payments for Life: Under this option, income is payable periodically until the death of the "key life". The "key life" (as used in this section) is the person or persons upon whose life annuity payments are based. No additional annuity payments are made after the death of the key life. Since no minimum number of payments is guaranteed, this option offers the largest amount of periodic payments of the life contingent annuity options. It is possible that only one payment will be payable if the death of the key life occurs before the date the second payment was due, and no other payments nor death benefits would be payable. This Option is currently available on a fixed or variable basis. Under this option, you cannot make a partial or full surrender of the annuity. Option 2 - -------- Payments Based on Joint Lives: Under this option, income is payable periodically during the joint lifetime of two key lives, and thereafter during the remaining lifetime of the survivor, ceasing with the last payment prior to the survivor's death. No minimum number of payments is guaranteed under this option. It is possible that only one payment will be payable if the death of all the key lives occurs before the date the second payment was due, and no other payments or death benefits would be payable. This Option is currently available on a fixed or variable basis. Under this option, you cannot make a partial or full surrender of the annuity. Option 3 - -------- Payments for Life with a Certain Period: Under this option, income is payable until the death of the key life. However, if the key life dies before the end of the period selected (5, 10, 15, or 20 years), the remaining payments are paid to the Beneficiary until the end of such period. This Option is currently available on a fixed or variable basis. If you elect to receive payments on a variable basis under this option, you can request partial or full surrender of the annuity and receive its then current cash value (if any) subject to our rules. Option 4 - -------- Fixed Payments for a Certain Period: Under this option, income is payable periodically for a specified number of years. If the payee dies before the end of the specified number of years, the remaining payments are paid to the Beneficiary to the end of such period. Note that under this option, payments are not based on any assumptions of life expectancy. Therefore, that portion of the Insurance Charge assessed to cover the risk that key lives outlive our expectations provides no benefit to an Owner selecting this option. Under this option, you cannot make a partial or full surrender of the annuity. Option 5 - -------- Variable Payments for a Certain Period: Under this option, income is payable periodically for a specified number of years. The number of years cannot be less than 5 or more than 50. Payments may increase or decrease depending on the investment performance of the Sub-Accounts. If the payee dies before the end of the specified number of years, the remaining payments are paid to the Beneficiary to the end of such period. Note that under this option, payments are not based on any assumptions of life expectancy. Therefore, that portion of the Insurance Charge assessed to cover the risk that key lives outlive our expectations provides no benefit to an Owner selecting this option. If this option is selected, full surrenders may be made from the Annuity prior to the last guaranteed Payment Date. No partial surrenders are permitted if this option is selected. Option 6 - -------- Variable Payments for Life with a Cash Value: Under this option, benefits are payable periodically until the death of the key life. Benefits may increase or decrease depending on the investment performance of the Sub-accounts. This option has a cash value that also varies with the investment performance of the Sub-account. The cash value provides a "cushion" from volatile investment performance so that negative investment performance does not automatically result in a decrease in the annuity payment each month, and positive investment performance does not automatically result in an increase in the annuity payment each month. The cushion generally "stabilizes" monthly annuity payments. Any cash value remaining on the death of the key life is paid to the Beneficiary in a lump sum or as periodic payments. Under this option, you can request partial or full surrender of the annuity and receive its then current cash value (if any) subject to our rules. Option 7 - -------- Variable Payments for Life with a Cash Value and Guarantee: Under this option, benefits are payable as described in Option 6; except that, while the key life is alive, the annuity payment will not be less than a guaranteed amount, which generally is equal - ------ to the first annuity payment. We charge an additional amount for this guarantee. Under this option, any cash value remaining on the death of the key life is paid to the Beneficiary in a lump sum or as periodic payments. Under this option, you can request partial or full surrender of the annuity and receive its then current cash value (if any) subject to our rules. We may make additional annuity payment options available in the future. HOW AND WHEN DO I CHOOSE THE ANNUITY PAYMENT OPTION? Unless prohibited by law, we require that you elect either a life annuity or an annuity with a certain period of at least 5 years if any CDSC would apply were you to surrender your Annuity on the Annuity Date. Therefore, choosing an Annuity Date within four (4) years of the Issue Date of the Annuity may limit the available annuity payment options. Certain annuity payment options may not be available if your Annuity Date occurs during the period that a CDSC would apply. If you have not provided us with your Annuity Date or Annuity Payment Option in writing, then: |X| the Annuity Date will be the first day of the calendar month following the later of the Annuitant's 85th birthday or the fifth anniversary of our receipt of your request to purchase an Annuity; and |X| the annuity payments, where allowed by law, will be calculated on a fixed basis under Option 3, Payments for Life with 10 years certain. HOW ARE ANNUITY PAYMENTS CALCULATED? Fixed Annuity Payments (Options 1-4) If you choose to receive fixed annuity payments, you will receive equal fixed-dollar payments throughout the period you select. The amount of the fixed payment will vary depending on the annuity payment option and payment frequency you select. Generally, the first annuity payment is determined by multiplying the Account Value, minus any state premium taxes that may apply, by the factor determined from our table of annuity rates. The table of annuity rates differs based on the type of annuity chosen and the frequency of payment selected. Our rates will not be less than our guaranteed minimum rates. These guaranteed minimum rates are derived from the a2000 Individual Annuity Mortality Table with an assumed interest rate of 3% per annum. Where required by law or regulation, such annuity table will have rates that do not differ according to the gender of the key life. Otherwise, the rates will differ according to the gender of the key life. Variable Annuity Payments We offer three different types of variable annuity payment options. The first annuity payment will be calculated based upon the assumed investment return ("AIR"). You select the AIR before we start to make Annuity Payments. The remaining annuity payments will fluctuate based on the performance of the Portfolios relative to the AIR, as well as, other factors described below. The greater the AIR, the greater the first annuity payment. A higher AIR may result in smaller potential growth in the annuity payments. A lower AIR results in a lower initial annuity payment. |X| Variable Payments (Options 1-3 & 5) ----------------- We calculate each annuity payment amount by multiplying the number of units scheduled to be redeemed under a schedule of units for each Sub-account by the Unit Value of each Sub-Account on the annuity payment date. We determine the schedule of units based on your Account Value (minus any premium tax that applies) at the time you elect to begin receiving annuity payments. The schedule of units will vary based on the annuity payment option selected, the length of any certain period (if applicable), the Annuitant's age and gender (if annuity payments are due for the life of the Annuitant) and the Unit Value of the Sub-Accounts you initially selected on the Issue Date. The calculation is performed for each Sub-Account, and the sum of the Sub-Account calculations equals the amount of your annuity payment. Other than to fund annuity payments, the number of units allocated to each Sub-Account will not change unless you transfer among the Sub-Accounts or make a withdrawal (if allowed). You can select one of three AIRs for these options: 3%, 5% or 7%. |X| Stabilized Variable Payments (Option 6) ---------------------------- This option provides guaranteed payments for life, a cash value for the Annuitant (while alive) and a variable period of time during which annuity payments will be made whether or not the Annuitant is still alive. We calculate the initial ------- annuity payment amount by multiplying the number of units scheduled to be redeemed under a schedule of units by the Unit Values determined on the annuitization date. The schedule of units is established for each Sub-account you choose on the annuitization date based on the applicable benchmark rate and the annuity factors. The annuity factors reflect our assumptions regarding the costs we expect to bear in guaranteeing payments for the lives of the Annuitant and will depend on the benchmark rate, the annuitant's attained age and gender (where permitted). Unlike variable payments (described above) where each payment can vary based on Sub-account performance, this payment option cushions the immediate impact of Sub-account performance by adjusting the length of the time during which annuity payments will be made whether or not the Annuitant is alive while generally maintaining a level annuity payment amount. Sub-account performance that exceeds a benchmark rate will generally extend this time period, while Sub-account performance that is less than a benchmark rate will generally shorten the period. If the period reaches zero and the Annuitant is still alive, Annuity Payments continue, however, the annuity payment amount will vary depending on Sub-account performance, similar to conventional variable payments. The AIR for this option is 4%. |X| Stabilized Variable Payments with a Guaranteed Minimum (Option7) ------------------------------------------------------ This option provides guaranteed payments for life in the same manner as Stabilized Variable Payments (described above). In addition to the stabilization feature, this option also guarantees that variable annuity payments will not be less than the initial annuity payment amount regardless of Sub-account performance. The AIR for this option is 3%. Adjustable Annuity Payments We may make an adjustable annuity payment option available. Adjustable annuity payments are calculated similarly to fixed annuity payments except that on every fifth (5th) anniversary of receiving annuity payments, the annuity payment amount is adjusted upward or downward depending on the rate we are currently crediting to annuity payments. The adjustment in the annuity payment amount does not affect the duration of remaining annuity payments, only the amount of each payment. DEATH BENEFIT WHAT TRIGGERS THE PAYMENT OF A DEATH BENEFIT? The Annuity provides a Death Benefit during its accumulation period. If the Annuity is owned by one or more natural persons, the Death Benefit is payable upon the first death of an Owner. If the Annuity is owned by an entity, the Death Benefit is payable upon the Annuitant's death, if there is no Contingent Annuitant. If a Contingent Annuitant was designated before the Annuitant's death and the Annuitant dies, then the Contingent Annuitant becomes the Annuitant and a Death Benefit will not be paid at that time. The person upon whose death the Death Benefit is paid is referred to below as the "decedent." The Annuity provides a basic Death Benefit at no additional charge. The Insurance Charge we deduct from Account Value allocated to the Sub-accounts is used, in part, to pay us for the risk we assume in providing the basic Death Benefit guarantee under the Annuity. The Annuity also offers two different optional Death Benefits. Either benefit can be purchased for an additional charge. The additional charge is deducted to compensate American Skandia for providing increased insurance protection under the optional Death Benefits. Notwithstanding the additional protection provided under the optional Death Benefits, the additional cost has the impact of reducing the net performance of the investment options. The basic Death Benefit is the greater of: |X| The sum of all Purchase Payments less the sum of all proportional withdrawals. |X| The sum of your Account Value in the variable investment options and your Interim Value in the Fixed Allocations. For purposes of the basic and optional Death Benefits, "proportional withdrawals" are determined by calculating the percentage of the Account Value that each prior withdrawal represented when withdrawn. For example, a withdrawal of 50% of Account Value would be considered as a 50% reduction in Purchase Payments. OPTIONAL DEATH BENEFITS You can purchase either of two optional Death Benefits with your Annuity to provide an enhanced level of protection for your beneficiaries. We do not currently offer the Annuity with both optional Death Benefits. - ------------------------------------------------------------------------------------------------------------------------------------ Currently, these benefits are only offered and must be elected at the time that you purchase your Annuity. We may, at a later date, allow existing Annuity Owners to purchase either of the optional Death Benefits subject to our rules and any changes or restrictions in the benefits. Certain terms and conditions may differ if you purchase your Annuity as part of an exchange, replacement or transfer, in whole or in part, from any other Annuity we issue. - ------------------------------------------------------------------------------------------------------------------------------------ Enhanced Beneficiary Protection Optional Death Benefit The Enhanced Beneficiary Protection Optional Death Benefit can provide additional amounts to your Beneficiary that may be used to offset federal and state taxes payable on any taxable gains in your Annuity at the time of your death. Whether this benefit is appropriate for you may depend on your particular circumstances, including other financial resources that may be available to your Beneficiary to pay taxes on your Annuity should you die during the accumulation period. No benefit is payable if death occurs on or after the Annuity Date. The Enhanced Beneficiary Protection Optional Death Benefit provides a benefit that is payable in addition to the basic Death Benefit. If the Annuity has one Owner, the Owner must be age 75 or less at the time the benefit is purchased. If the Annuity has joint Owners, the oldest Owner must be age 75 or less. If the Annuity is owned by an entity, the Annuitant must be age 75 or less. - ------------------------------------------------------------------------------------------------------------------------------------ The Enhanced Beneficiary Protection Optional Death Benefit is being offered in those jurisdictions where we have received regulatory approval. Certain terms and conditions may differ between jurisdictions once approved. The benefit is currently only offered to Owners who purchase the Annuity as a "non-qualified" investment. We may make the benefit available to Owners who purchase the Annuity as an IRA or other "qualified" investment at a later date. Please refer to the section entitled "Tax Considerations" for a discussion of special tax considerations for purchasers of this benefit. - ------------------------------------------------------------------------------------------------------------------------------------ Calculation of Enhanced Beneficiary Protection Optional Death Benefit If you purchase the Enhanced Beneficiary Protection Optional Death Benefit, the Death Benefit is calculated as follows: 1. the basic Death Benefit described above PLUS 2. 50% of the "Death Benefit Amount" less Purchase Payments reduced by proportional withdrawals. Death Benefit Amount includes your Account Value and any amounts added to your Account Value under the Annuity's basic Death - -------------------- Benefit when the Death Benefit is calculated. Under the basic Death Benefit, amounts are added to your Account Value when the Account Value is less than Purchase Payments minus proportional withdrawals. - ------------------------------------------------------------------------------------------------------------------------------------ The Enhanced Beneficiary Protection Optional Death Benefit is subject to a maximum of 50% of all Purchase Payments applied to the Annuity at least 12 months prior to the death of the decedent that triggers the payment of the Death Benefit. - ------------------------------------------------------------------------------------------------------------------------------------ See Appendix C for examples of how the Enhanced Beneficiary Protection Optional Death Benefit is calculated. Guaranteed Minimum Death Benefit If the Annuity has one Owner, the Owner must be age 80 or less at the time either optional Death Benefit is purchased. If the Annuity has joint Owners, the oldest Owner must be age 80 or less. If the Annuity is owned by an entity, the Annuitant must be age 80 or less. Key Terms Used with the Guaranteed Minimum Death Benefit |X| The Death Benefit Target Date is the contract anniversary on or after the 80th birthday of the current Owner, the oldest ------------------------- of either joint Owner or the Annuitant, if entity owned. |X| The Highest Anniversary Value equals the highest of all previous "Anniversary Values" on or before the earlier of the --------------------------- Owner's date of death and the "Death Benefit Target Date". |X| The Anniversary Value is the Account Value as of each anniversary of the Issue Date plus the sum of all Purchase Payments ------------------ on or after such anniversary less the sum of all "Proportional Reductions" since such anniversary. Calculation of Guaranteed Minimum Death Benefit The Guaranteed Minimum Death Benefit depends on whether death occurs before or after the Death Benefit Target Date. If the Owner dies before the Death Benefit Target Date, the Death Benefit equals the greatest of: 1. the Account Value in the Sub-accounts plus the Interim Value of any Fixed Allocations (no MVA) as of the date we receive in writing "due proof of death"; and 2. the sum of all Purchase Payments minus the sum of all Proportional Reductions, each increasing daily until the Owner's date of death at a rate of 5.0%, subject to a limit of 200% of the difference between the sum of all Purchase Payments and the sum of all withdrawals as of the Owner's date of death; and 3. the "Highest Anniversary Value" on or immediately preceding the Owner's date of death. The amount determined by this calculation is increased by any Purchase Payments received after the Owner's date of death and decreased by any Proportional Reductions since such date. If the Owner dies on or after the Death Benefit Target Date, the Death Benefit equals the greater of: 1. the Account Value as of the date we receive in writing "due proof of death" (an MVA may be applicable to amounts in any Fixed Allocations); and 2. the greater of Item 2 & 3 above on the Death Benefit Target Date plus the sum of all Purchase Payments less the sum of all Proportional Reductions since the Death Benefit Target Date. Annuities with joint Owners For Annuities with Joint Owners, the Death Benefit is calculated as shown above except that the age of the oldest of the Joint Owners is used to determine the Death Benefit Target Date. NOTE: If you and your spouse own the Annuity jointly, we will pay the Death Benefit to the Beneficiary. If the sole primary Beneficiary is the surviving spouse, then the surviving spouse can elect to assume ownership of the Annuity and continue the contract instead of receiving the Death Benefit. Annuities owned by entities For Annuities owned by an entity, the Death Benefit is calculated as shown above except that the age of the Annuitant is used to determine the Death Benefit Target Date. Payment of the Death Benefit is based on the death of the Annuitant (or Contingent Annuitant, if applicable). Can I terminate the optional Death Benefits? Do the optional Death Benefits terminate under other circumstances? You can terminate the Enhanced Beneficiary Protection Optional Death Benefit at any time. Upon termination, you will be required to pay a pro-rata portion of the annual charge for the benefit. The Guaranteed Minimum Death Benefit cannot be terminated once it is elected. Both optional Death Benefits will terminate automatically on the Annuity Date. We may also terminate the optional Death Benefit if necessary to comply with our interpretation of the Code and applicable regulations. How much do you charge for the optional Death Benefit? We deduct a charge from your Account Value if you elect to purchase either optional Death Benefit. No charge applies after the Annuity Date. We deduct the charge: 1. on each anniversary of the Issue Date; 2. when Account Value is transferred to our general account prior to the Annuity Date; 3. if you surrender your Annuity; and 4. if you choose to terminate the benefit (Enhanced Beneficiary Protection Optional Death Benefit only) If you surrender the Annuity, elect to begin receiving annuity payments or terminate the benefit on a date other than an anniversary of the Issue Date, the charge will be prorated. During the first year after the Issue Date, the charge will be prorated from the Issue Date. In all subsequent years, it would be prorated from the last anniversary of the Issue Date. We first deduct the amount of the charge pro-rata from the Account Value in the variable investment options. We only deduct the charge pro-rata from the Fixed Allocations to the extent there is insufficient Account Value in the variable investment options to pay the charge. If your Annuity's Account Value is insufficient to pay the charge, we may deduct your remaining Account Value and terminate your Annuity. We will notify you if your Account Value is insufficient to pay the charge and allow you to submit an additional Purchase Payment to continue your Annuity. Please refer to the section entitled "Tax Considerations" for additional considerations in relation to the optional Death Benefit. PAYMENT OF DEATH BENEFITS Payment of Death Benefit to Beneficiary Except in the case of a spousal Beneficiary, in the event of your death, the death benefit must be distributed: |X| as a lump sum amount at any time within five (5) years of the date of death; or |X| as a series of annuity payments not extending beyond the life expectancy of the Beneficiary or over the life of the Beneficiary. Payments under this option must begin within one year of the date of death. Unless you have made an election prior to death benefit proceeds becoming due, a Beneficiary can elect to receive the Death Benefit proceeds as a series of fixed annuity payments (Annuity Payment Option 1-4) or as a series of variable annuity payments (Annuity Payment Option 1-3 or 5-7). See the section entitled "What Types of Annuity Options are Available." Spousal Beneficiary - Assumption of Annuity You may name your spouse as your Beneficiary. If you and your spouse own the Annuity jointly, we assume that the sole primary Beneficiary will be the surviving spouse unless you elect an alternative Beneficiary designation. Unless you elect an alternative Beneficiary designation, the spouse Beneficiary may elect to assume ownership of the Annuity instead of taking the Death Benefit payment. Any Death Benefit (including any optional Death Benefits) that would have been payable to the Beneficiary will become the new Account Value as of the date we receive due proof of death and any required proof of a spousal relationship. As of the date the assumption is effective, the surviving spouse will have all the rights and benefits that would be available under the Annuity to a new purchaser of the same attained age. For purposes of determining any future Death Benefit for the surviving spouse, the new Account Value will be considered as the initial Purchase Payment. No CDSC will apply to the new Account Value. However, any additional Purchase Payments applied after the date the assumption is effective will be subject to all provisions of the Annuity. See the section entitled "Managing Your Annuity - Spousal Contingent Annuitant" for a discussion of the treatment of a spousal Contingent Annuitant in the case of the death of the Annuitant in an entity owned Annuity. Inherited IRA Death Benefit Payout The Code provides for alternative death benefit payment options when an Annuity is used as an IRA, 403(b) or other "qualified investment" that requires Minimum Distributions. The available payment options will depend on whether the Owner died on or before the date he or she was required to begin receiving Minimum Distributions under the Code and whether the Beneficiary is the surviving spouse. |X| If death occurs before the date Minimum Distributions must begin under the Code, the Death Benefit can be paid out in either a lump sum, within five years from the date of death, or over the life or life expectancy of the designated Beneficiary (as long as payments begin by December 31st of the year following the year of death). However, if the spouse is the Beneficiary, the Death Benefit can be paid out over the life or life expectancy of the spouse with such payments beginning no earlier than December 31 of the year following the year of death or December 31st of the year in which the deceased would have reached age 70 1/2, which ever is later. |X| If death occurs after the date Minimum Distributions must begin under the Code, the Death Benefit must be paid out at least as rapidly as under the method then in effect. A Beneficiary has the flexibility to take out more each year than required under the Minimum Distribution rules. Until withdrawn, amounts in an IRA, 403(b) or other "qualified investment" continue to be tax deferred. Amounts withdrawn each year, including amounts that are required to be withdrawn under the Minimum Distribution rules, are subject to tax. You may wish to consult a professional tax advisor for tax advice as to your particular situation. See the section entitled "How are Distributions From Qualified Contracts Taxed? - Minimum Distributions after age 70 1/2." Are there any exceptions to these rules for paying the Death Benefit? Yes, there are exceptions that apply no matter how your Death Benefit is calculated. There are exceptions to the Death Benefit if the decedent was not the Owner or Annuitant as of the Issue Date and did not become the Owner or Annuitant due to the prior Owner's or Annuitant's death. Any minimum Death Benefit that applies will be suspended for a two-year period from the date he or she first became Owner or Annuitant. After the two-year suspension period is completed, the Death Benefit is the same as if this person had been an Owner or Annuitant on the Issue Date. When do you determine the Death Benefit? We determine the amount of the Death Benefit as of the date we receive "due proof of death" and any other written representations we require to determine the proper payment of the Death Benefit to all Beneficiaries. "Due proof of death" may include a certified copy of a death certificate, a certified copy of a decree of a court of competent jurisdiction as to the finding of death or other satisfactory proof of death. Upon our receipt of "due proof of death" we automatically transfer the Death Benefit to the AST Money Market Sub-Account until we further determine the universe of eligible Beneficiaries. Once the universe of eligible Beneficiaries has been determined each eligible Beneficiary may allocate his or her eligible share of the Death Benefit to the Sub-Accounts according to our rules. Each Beneficiary must make an election as to the method they wish to receive their portion of the Death Benefit. Absent an election of a Death Benefit payment method, no Death Benefit can be paid to the Beneficiary. We may require written acknowledgment of all named Beneficiaries before we can pay the Death Benefit. During the period from the date of death until we receive all required paper work, the amount of the Death Benefit may be subject to market fluctuations. VALUING YOUR INVESTMENT HOW IS MY ACCOUNT VALUE DETERMINED? During the accumulation period, the Annuity has an Account Value. The Account Value is determined separately for each Sub-account allocation and for each Fixed Allocation. The Account Value is the sum of the values of each Sub-account allocation and the value of each Fixed Allocation. The Account Value does not reflect any CDSC that may apply to a withdrawal or surrender. When determining the Account Value on a day more than 30 days prior to a Fixed Allocation's Maturity Date, the Account Value may include any Market Value Adjustment that would apply to a Fixed Allocation (if withdrawn or transferred) on that day. WHAT IS THE SURRENDER VALUE OF MY ANNUITY? The Surrender Value of your Annuity is the value available to you on any day during the accumulation period. The Surrender Value is equal to your Account Value minus any CDSC, the Annual Maintenance Fee and the charge for any optional Death Benefit. The Surrender Value will also include any Market Value Adjustment that may apply. HOW AND WHEN DO YOU VALUE THE SUB-ACCOUNTS? When you allocate Account Value to a Sub-Account, you are purchasing units of the Sub-account. Each Sub-account invests exclusively in shares of an underlying Portfolio. The value of the Units fluctuate with the market fluctuations of the Portfolios. The value of the Units also reflect the daily accrual for the Insurance Charge. Each Valuation Day, we determine the price for a Unit of each Sub-account, called the "Unit Price." The Unit Price is used for determining the value of transactions involving Units of the Sub-accounts. We determine the number of Units involved in any transaction by dividing the dollar value of the transaction by the Unit Price of the Sub-account as of the Valuation Day. Example Assume you allocate $5,000 to a Sub-account. On the Valuation Day you make the allocation, the Unit Price is $14.83. Your $5,000 buys 337.154 Units of the Sub-account. Assume that later, you wish to transfer $3,000 of your Account Value out of that Sub-account and into another Sub-account. On the Valuation Day you request the transfer, the Unit Price of the original Sub-account has increased to $16.79. To transfer $3,000, we sell 178.677 Units at the current Unit Price, leaving you 158.477 Units. We then buy $3,000 of Units of the new Sub-account at the Unit Price of $17.83. You would then have 168.255 Units of the new Sub-account. HOW DO YOU VALUE FIXED ALLOCATIONS? During the Guarantee Period, we use the concept of an Interim Value. The Interim Value can be calculated on any day and is equal to the initial value allocated to a Fixed Allocation plus all interest credited to a Fixed Allocation as of the date calculated. The Interim Value does not include the impact of any Market Value Adjustment. If you made any transfers or withdrawals from a Fixed Allocation, the Interim Value will reflect the withdrawal of those amounts and any interest credited to those amounts before they were withdrawn. To determine the Account Value of a Fixed Allocation on any day other than its Maturity Date or within 30 days prior to its Maturity Date, we multiply the Account Value of the Fixed Allocation times the Market Value Adjustment factor. WHEN DO YOU PROCESS AND VALUE TRANSACTIONS? Initial Purchase Payments: We are required to allocate your initial Purchase Payment to the Sub-accounts within two (2) days after we receive all of our requirements to issue the Annuity. If we do not have all the required information to allow us to issue your Annuity, we may retain the Purchase Payment while we try to reach you or your representative to obtain all of our requirements. If we are unable to obtain all of our required information within five (5) days, we are required to return the Purchase Payment to you at that time, unless you specifically consent to our retaining the Purchase Payment while we gather the required information. Once we obtain the required information, we will invest the Purchase Payment and issue the Annuity within two (2) days. During any period that we are trying to obtain the required information, your money is not invested. Additional Purchase Payments: We will apply any additional Purchase Payments on the Valuation Day that we receive the Purchase Payment with satisfactory instructions. Scheduled Transactions: "Scheduled" transactions include transfers under a Dollar Cost Averaging, rebalancing, or asset allocation program, Systematic Withdrawals, Minimum Distributions or annuity payments. Scheduled transactions are processed and valued as of the date they are scheduled, unless the scheduled day is not a Valuation Day. In that case, the transaction will be processed and valued on Valuation Day prior to the scheduled transaction date. Unscheduled Transactions: "Unscheduled" transactions include any other non-scheduled transfers and requests for Partial Withdrawals or Free Withdrawals or Surrenders. Unscheduled transactions are processed and valued as of the Valuation Day we receive the request at our Office in good order. Medically-related Surrenders & Death Benefits: Medically-related surrender requests and Death Benefit claims require our review and evaluation before processing. We price such transactions as of the date we receive at our Office all materials we require for such transaction and that are satisfactory to us. Transactions in ProFunds VP Sub-accounts: Generally, purchase or redemption orders or transfer requests must be received by us by no later than the close of the New York Stock Exchange to be processed on the current Valuation Day. However, any purchase or redemption order or transfer request involving the ProFunds VP Sub-accounts must be received by us no later than one hour prior to any announced closing of the applicable securities exchange (generally, 3:00 p.m. Eastern time) to be processed on the current Valuation Day. The "cut-off" time for such financial transactions involving a ProFunds VP Sub-account will be extended to1/2hour prior to any announced closing (generally, 3:30 p.m. Eastern time) for transactions submitted electronically through American Skandia's Internet website (www.americanskandia.com). You cannot request a transaction involving the purchase, redemption or transfer of units in one of the ProFunds VP Sub-account between the applicable "cut-off" time and 4:00 p.m. Transactions received after 4:00 p.m. will be treated as received by us on the next Valuation Day. TAX CONSIDERATIONS WHAT ARE SOME OF THE FEDERAL TAX CONSIDERATIONS OF THIS ANNUITY? Following is a brief summary of some of the Federal tax considerations relating to this Annuity. However, since the tax laws are complex and tax consequences are affected by your individual circumstances, this summary of our interpretation of the relevant tax laws is not intended to be fully comprehensive nor is it intended as tax advice. Therefore, you may wish to consult a professional tax advisor for tax advice as to your particular situation. HOW ARE AMERICAN SKANDIA AND THE SEPARATE ACCOUNTS TAXED? The Separate Accounts are taxed as part of American Skandia. American Skandia is taxed as a life insurance company under Part I, subchapter L of the Code. No taxes are due on interest, dividends and short-term or long-term capital gains earned by the Separate Accounts with respect to the Annuities. IN GENERAL, HOW ARE ANNUITIES TAXED? Section 72 of the Code governs the taxation of annuities in general. Taxation of the Annuity will depend in large part on: 1. whether the Annuity is used by: |X| a qualified pension plan, profit sharing plan or other retirement arrangement that is eligible for special treatment under the Code (for purposes of this discussion, a "Qualified Contract"); or |X| an individual or a corporation, trust or partnership (a "Non-qualified Contract"); and 2. whether the Owner is: |X| an individual person or persons; or |X| an entity including a corporation, trust or partnership. Individual Ownership: If one or more individuals own an Annuity, the Owner of the Annuity is generally not taxed on any increase in the value of the Annuity until an amount is received (a "distribution"). This is commonly referred to as "tax deferral". A distribution can be in the form of a lump sum payment including payment of a Death Benefit, or in annuity payments under one of the annuity payment options. Certain other transactions may qualify as a distribution and be subject to taxation. Entity Ownership: If the Annuity is owned by an entity and is not a Qualified Contract, generally the Owner of the Annuity must currently include any increase in the value of the Annuity during a tax year in its gross income. An exception from current taxation applies for annuities held by an employer with respect to a terminated tax-qualified retirement plan, a trust holding an annuity as an agent for a natural person, or by a decedent's estate by reason of the death of the decedent. A tax-exempt entity for Federal tax purposes will not be subject to income tax as a result of this provision. HOW ARE DISTRIBUTIONS TAXED? Distributions from an Annuity are taxed as ordinary income and not as capital gains. Distributions Before Annuitization: Distributions received before annuity payments begin are generally treated as coming first from "income on the contract" and then as a return of the "investment in the contract". The amount of any distribution that is treated as receipt of "income on the contract" is includible in the taxpayer's gross income and taxable in the year it is received. The amount of any distribution treated as a return of the "investment in the contract" is not includible in gross income. |X| "Income on the contract" is calculated by subtracting the taxpayer's "investment in the contract" from the aggregate value of all "related contracts" (discussed below). |X| "Investment in the contract" is equal to total purchase payments for all "related contracts" minus any previous distributions or portions of such distributions from such "related contracts" that were not includible in gross income. "Investment in the contract" may be affected by whether an annuity or any "related contract" was purchased as part of a tax-free exchange of life insurance, endowment, or annuity contracts under Section 1035 of the Code. The "investment in the contract" for a Qualified Contract will be considered zero for tax reporting purposes. Distributions After Annuitization: A portion of each annuity payment received on or after the Annuity Date will generally be taxable. The taxable portion of each annuity payment is determined by a formula which establishes the ratio that the "investment in the contract" bears to the total value of annuity payments to be made. This is called the "exclusion ratio." The investment in the contract is excluded from gross income. Any portion of an annuity payment received that exceeds the exclusion ratio will be entirely includible in gross income. The formula for determining the exclusion ratio differs between fixed and variable annuity payments. When annuity payments cease because of the death of the person upon whose life payments are based and, as of the date of death, the amount of annuity payments excluded from taxable income by the exclusion ratio does not exceed the "investment in the contract," then the remaining portion of unrecovered investment is allowed as a deduction by the beneficiary in the tax year of such death. Penalty Tax on Distributions: Generally, any distribution from an annuity not used in conjunction with a Qualified Contract (Qualified Contracts are discussed below) is subject to a penalty equal to 10% of the amount includible in gross income. This penalty does not apply to certain distributions, including: |X| Distributions made on or after the taxpayer has attained age 591/2; |X| Distributions made on or after the death of the contract owner, or, if the owner is an entity, the death of the annuitant; |X| Distributions attributable to the taxpayer's becoming disabled; |X| Distributions which are part of a series of substantially equal periodic payments for the life (or life expectancy) of the taxpayer (or the joint lives of the taxpayer and the taxpayer's Beneficiary); |X| Distributions of amounts which are treated as "investments in the contract" made prior to August 14, 1982; |X| Payments under an immediate annuity as defined in the Code; |X| Distributions under a qualified funding asset under Code Section 130(d); or |X| Distributions from an annuity purchased by an employer on the termination of a qualified pension plan that is held by the employer until the employee separates from service. Special rules applicable to "related contracts": Contracts issued by the same insurer to the same contract owner within the same calendar year (other than certain contracts owned in connection with a tax-qualified retirement arrangement) are to be treated as one annuity contract when determining the taxation of distributions before annuitization. We refer to these contracts as "related contracts." In situations involving related contracts we believe that the values under such contracts and the investment in the contracts will be added together to determine the proper taxation of a distribution from any one contract described under the section "Distributions before Annuitization." Generally, distributions will be treated as coming first from income on the contract until all of the income on all such related contracts is withdrawn, and then as a return of the investment in the contract. There is some uncertainty regarding the manner in which the Internal Revenue Service would view related contracts when one or more contracts are immediate annuities or are contracts that have been annuitized. The Internal Revenue Service has not issued guidance clarifying this issue as of the date of this Prospectus. You are particularly cautioned to seek advice from your own tax advisor on this matter. Special concerns regarding "substantially equal periodic payments": (also known as "72(t)" or "72(q)" distributions) Any modification to a program of distributions which are part of a series of substantially equal periodic payments that occur before the later of the taxpayer reaching age 59 1/2or five (5) years from the first of such payments will result in the requirement to pay the 10% premature distribution penalty that would have been due had the payments been treated as subject to the 10% premature distribution penalty in the years received, plus interest. This does not apply when the modification is by reason of death or disability. American Skandia does not currently support a section 72(q) program. Special concerns regarding immediate annuities: The Internal Revenue Service has ruled that the immediate annuity exception to the 10% penalty described above under "Penalty Tax on Distributions" for "non-qualified" immediate annuities as defined under the Code may not apply to annuity payments under a contract recognized as an immediate annuity under state insurance law obtained pursuant to an exchange of a contract if: (a) purchase payments for the exchanged contract were contributed or deemed to be contributed more than one year prior to the annuity starting date under the immediate annuity; and (b) the annuity payments under the immediate annuity do not meet the requirements of any other exception to the 10% penalty. Special rules in relation to tax-free exchanges under Section 1035: Section 1035 of the Code permits certain tax-free exchanges of a life insurance, annuity or endowment contract for an annuity. If an annuity is purchased through a tax-free exchange of a life insurance, annuity or endowment contract that was purchased prior to August 14, 1982, then any distributions other than as annuity payments will be considered to come: |X| First, from the amount of "investment in the contract" made prior to August 14, 1982 and exchanged into the annuity; |X| Then, from any "income on the contract" that is attributable to the purchase payments made prior to August 14, 1982 (including income on such original purchase payments after the exchange); |X| Then, from any remaining "income on the contract"; and |X| Lastly, from the amount of any "investment in the contract" made after August 13, 1982. Therefore, to the extent a distribution is equal to or less than the remaining investment in the contract made prior to August 14, 1982, such amounts are not included in taxable income. Further, distributions received that are considered to be a return of investment on the contract from purchase payments made prior to August 14, 1982, such distributions are not subject to the 10% tax penalty. In all other respects, the general provisions of the Code apply to distributions from annuities obtained as part of such an exchange. Partial surrenders may be treated in the same way as tax-free 1035 exchanges of entire contracts, therefore avoiding current taxation of any gains in the contract as well as the 10% IRS tax penalty on pre-age 59 1/2withdrawals. The IRS has reserved the right to treat transactions it considers abusive as ineligible for this favorable partial 1035 exchange treatment. We do not know what transactions may be considered abusive. For example, we do not know how the IRS may view early withdrawals or annuitizations after a partial exchange. As of the date of this prospectus, we will treat a partial surrender of this type involving a non-qualified annuity contract as a "tax-free" exchange for future tax reporting purposes, except to the extent that we, as a reporting and withholding agent, believe that we would be expected to deem the transaction to be abusive. However, some insurance companies may not recognize these partial surrenders as tax-free exchanges and may report them as taxable distributions to the extent of any gain distributed as well as subjecting the taxable portion of the distribution to the 10% IRS early distribution penalty. We strongly urge you to discuss any transaction of this type with your tax advisor before proceeding with the transaction. There is no guidance from the Internal Revenue Service as to whether a partial exchange from a life insurance contract is eligible for non-recognition treatment under Section 1035 of the Code. We will continue to report a partial surrender of a life insurance policy as subject to current taxation to the extent of any gain. In addition, please be cautioned that no specific guidance has been provided as to the impact of such a transaction for the remaining life insurance policy, particularly as to the subsequent methods to be used to test for compliance under the Code for both the definition of life insurance and the definition of a modified endowment contract. Special Considerations for Purchasers of the Enhanced Beneficiary Protection Optional Death Benefit: As of the date of this Prospectus, it is our understanding that the charges related to the optional Death Benefit are not subject to current taxation and we will not report them as such. However, the IRS could take the position that these charges should be treated as partial withdrawals subject to current taxation to the extent of any gain and, if applicable, the 10% tax penalty. We reserve the right to report charges for the optional Death Benefit as partial withdrawals if we, as a reporting and withholding agent, believe that we would be expected to report them as such. WHAT TAX CONSIDERATIONS ARE THERE FOR TAX-QUALIFIED RETIREMENT PLANS OR QUALIFIED CONTRACTS? An annuity may be suitable as a funding vehicle for various types of tax-qualified retirement plans. We have provided summaries of the types of tax-qualified retirement plans with which we may issue an Annuity. These summaries provide general information about the tax rules and are not intended to be complete discussions. The tax rules regarding qualified plans are complex. These rules may include limitations on contributions and restrictions on distributions, including additional taxation of distributions and additional penalties. The terms and conditions of the tax-qualified retirement plan may impose other limitations and restrictions that are in addition to the terms of the Annuity. The application of these rules depends on individual facts and circumstances. Before purchasing an Annuity for use in a qualified plan, you should obtain competent tax advice, both as to the tax treatment and suitability of such an investment. American Skandia does not offer all of its annuities to all of these types of tax-qualified retirement plans. Corporate Pension and Profit-sharing Plans: Annuities may be used to fund employee benefits of various corporate pension and profit-sharing plans established by corporate employers under Section 401(a) of the Code including 401(k) plans. Contributions to such plans are not taxable to the employee until distributions are made from the retirement plan. The Code imposes limitations on the amount that may be contributed and the timing of distributions. The tax treatment of distributions is subject to special provisions of the Code, and also depends on the design of the specific retirement plan. There are also special requirements as to participation, nondiscrimination, vesting and nonforfeitability of interests. H.R. 10 Plans: Annuities may also be used to fund benefits of retirement plans established by self-employed individuals for themselves and their employees. These are commonly known as "H.R. 10 Plans" or "Keogh Plans". These plans are subject to most of the same types of limitations and requirements as retirement plans established by corporations. However, the exact limitations and requirements may differ from those for corporate plans. Tax Sheltered Annuities: Under Section 403(b) of the Code, a tax sheltered annuity ("TSA") is a contract into which contributions may be made by certain qualifying employers such as public schools and certain charitable, educational and scientific organizations specified in Section 501(c)(3) for the benefit of their employees. Such contributions are not taxable to the employee until distributions are made from the TSA. The Code imposes limits on contributions, transfers and distributions. Nondiscrimination requirements also apply. - ------------------------------------------------------------------------------------------------------------------------------------ Under a TSA, you may be prohibited from taking distributions from the contract attributable to contributions made pursuant to a salary reduction agreement unless the distribution is made: - ------------------------------------------------------------------------------------------------------------------------------------ |X| After the participating employee attains age 59 1/2; - ------------------------------------------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------------------------------------------------ |X| Upon separation from service, death or disability; or - ------------------------------------------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------------------------------------------------ |X| In the case of financial hardship (subject to restrictions). - ------------------------------------------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------------------------------------------------ Section 457 Plans: Under Section 457 of the Code, deferred compensation plans established by governmental and certain other tax exempt employers for their employees may invest in annuity contracts. The Code limits contributions and distributions, and imposes eligibility requirements as well. Contributions are not taxable to employees until distributed from the plan. However, plan assets remain the property of the employer and are subject to the claims of the employer's general creditors until such assets are made available to participants or their beneficiaries. Individual Retirement Programs or "IRAs": Section 408 of the Code allows eligible individuals to maintain an individual retirement account or individual retirement annuity ("IRA"). IRAs are subject to limitations on the amount that may be contributed, the contributions that may be deducted from taxable income, the persons who may be eligible to establish an IRA and the time when distributions must commence. Further, an Annuity may be established with "roll-over" distributions from certain tax-qualified retirement plans and maintain the tax-deferred status of these amounts. Roth IRAs: A form of IRA is also available called a "Roth IRA". Contributions to a Roth IRA are not tax deductible. However, distributions from a Roth IRA are free from Federal income taxes and are not subject to the 10% penalty tax if five (5) tax years have passed since the first contribution was made or any conversion from a traditional IRA was made and the distribution is made --- (a) once the taxpayer is age 59 1/2or older, (b) upon the death or disability of the taxpayer, or (c) for qualified first-time home buyer expenses, subject to certain limitations. Distributions from a Roth IRA that are not "qualified" as described above may be subject to Federal income and penalty taxes. Purchasers of IRAs and Roth IRAs will receive a special disclosure document, which describes limitations on eligibility, contributions, transferability and distributions. It also describes the conditions under which distributions from IRAs and qualified plans may be rolled over or transferred into an IRA on a tax-deferred basis and the conditions under which distributions from traditional IRAs may be rolled over to, or the traditional IRA itself may be converted into, a Roth IRA. SEP IRAs: Eligible employers that meet specified criteria may establish Simplified Employee Pensions or SEP IRAs. Employer contributions that may be made to employee SEP IRAs are larger than the amounts that may be contributed to other IRAs, and may be deductible to the employer. HOW ARE DISTRIBUTIONS FROM QUALIFIED CONTRACTS TAXED? Distributions from Qualified Contracts are generally taxed under Section 72 of the Code. Under these rules, a portion of each distribution may be excludable from income. The excludable amount is the proportion of a distribution representing after-tax contributions. Generally, a 10% penalty tax applies to the taxable portion of a distribution from a Qualified Contract made prior to age 59 1/2. However, the 10% penalty tax does not apply when the distribution: |X| is part of a properly executed transfer to another IRA or another eligible qualified account; |X| is subsequent to the death or disability of the taxpayer (for this purpose disability is as defined in Section 72(m)(7) of the Code); |X| is part of a series of substantially equal periodic payments to be paid not less frequently than annually for the taxpayer's life or life expectancy or for the joint lives or life expectancies of the taxpayer and a designated beneficiary; |X| is subsequent to a separation from service after the taxpayer attains age 55*; |X| does not exceed the employee's allowable deduction in that tax year for medical care*; |X| is made to an alternate payee pursuant to a qualified domestic relations order*; and |X| is made pursuant to an IRS levy. The exceptions above which are followed by an asterisk (*) do not apply to IRAs. Certain other exceptions may be available. Minimum Distributions after age 70 1/2: A participant's interest in a Qualified Contract must generally be distributed, or begin to be distributed, by the "required beginning date". This is April 1st of the calendar year following the later of: |X| the calendar year in which the individual attains age 70 1/2; or |X| the calendar year in which the individual retires from service with the employer sponsoring the plan. The retirement option is not available to IRAs. The IRS has released proposed Treasury regulations containing new Minimum Distribution rules. Under the new rules, the Minimum Distribution amount will be lower for the vast majority of individuals. The new rules are available, at the option of the individual, for Minimum Distributions required in the year 2001. For Minimum Distributions required in 2002 and beyond, the individual must utilize the new Minimum Distribution rules. Under existing Minimum Distribution rules, the participant's entire interest must be distributed beginning no later than the required beginning date over a period which may not extend beyond a maximum of the life or life expectancy of the participant (or the life expectancies of the owner and a designated beneficiary). Each annual distribution must equal or exceed a "minimum distribution amount" which is determined by dividing the account value by the applicable life expectancy or pursuant to an annuity payout. If the account balance is used, it generally is based upon the Account Value as of the close of business on the last day of the previous calendar year. If the participant dies before reaching his or her "required beginning date", his or her entire interest must generally be distributed within five (5) years of death. However, this rule will be deemed satisfied if distributions begin before the close of the calendar year following death to a designated beneficiary (or over a period not extending beyond the life expectancy of the beneficiary). If the Beneficiary is the individual's surviving spouse, distributions may be delayed until the deceased owner would have attained age 701/2. A surviving spouse would also have the option to assume the IRA as his or her own if he or she is the sole designated beneficiary. If a participant dies after reaching his or her required beginning date or after distributions have commenced, the individual's interest must generally be distributed at least as rapidly as under the method of distribution in effect at the time of the individual's death. If the amount distributed is less than the minimum required distribution for the year, the participant is subject to a 50% tax on the amount that was not properly distributed. Under the new Minimum Distribution rules, a uniform life expectancy table will be utilized by all participants except those with a spouse who is more than ten (10) years younger than the participant. In that case, the new rules permit the participant to utilize the actual life expectancies of the participant and the spouse. In addition, the designated beneficiary under the new rules is not determined until December 31 of the year following the year of the participant's death. In most cases, the beneficiary may be changed during the participant's lifetime with no affect on the Minimum Distributions. At death, the designated Beneficiary may take Minimum Distributions over his/her life expectancy or in a lump sum. In the absence of a designated beneficiary, the beneficiary may take a lump sum or distributions over five (5) years. It is important to note that the new Minimum Distribution rules may not apply to certain qualified retirement plans (at this time), but currently generally apply to IRA's and 403(b)'s. GENERAL TAX CONSIDERATIONS Diversification: Section 817(h) of the Code provides that a variable annuity contract, in order to qualify as an annuity, must have an "adequately diversified" segregated asset account (including investments in a mutual fund by the segregated asset account of insurance companies). If the diversification requirements under the Code are not met and the annuity is not treated as an annuity, the taxpayer will be subject to income tax on the annual gain in the contract. The Treasury Department's regulations prescribe the diversification requirements for variable annuity contracts. We believe the underlying mutual fund portfolios should comply with the terms of these regulations. Transfers Between Investment Options: Transfers between investment options are not subject to taxation. The Treasury Department may promulgate guidelines under which a variable annuity will not be treated as an annuity for tax purposes if persons with ownership rights have excessive control over the investments underlying such variable annuity. Such guidelines may or may not address the number of investment options or the number of transfers between investment options offered under a variable annuity. It is not known whether such guidelines, if in fact promulgated, would have retroactive effect. It is also not known what effect, if any, such guidelines may have on transfers between the investment options of the Annuity offered pursuant to this Prospectus. We will take any action, including modifications to your Annuity or the Sub-accounts, required to comply with such guidelines if promulgated. Federal Income Tax Withholding: Section 3405 of the Code provides for Federal income tax withholding on the portion of a distribution which is includible in the gross income of the recipient. Amounts to be withheld depend upon the nature of the distribution. However, under most circumstances a recipient may elect not to have income taxes withheld or have income taxes withheld at a different rate by filing a completed election form with us. Certain distributions, known as eligible rollover distributions, from Qualified Contracts, are subject to automatic 20% withholding for Federal income taxes. The following distributions are not eligible rollover distributions and not subject to 20% withholding:: |X| any portion of a distribution paid as Minimum Distributions; |X| direct transfers to the trustee of another retirement plan; |X| distributions from an individual retirement account or individual retirement annuity; |X| distributions made as substantially equal periodic payments for the life or life expectancy of the participant in the retirement plan or the life or life expectancy of such participant and his or her designated beneficiary under such plan; |X| distributions that are part of a series of substantial periodic payments pursuant to Section 72(q) or 72(t) of the Code; and |X| certain other distributions where automatic 20% withholding may not apply. Loans, Assignments and Pledges: Any amount received directly or indirectly as a loan from, or any assignment or pledge of any portion of the value of, an annuity before annuity payments have begun are treated as a distribution subject to taxation under the distribution rules set forth above. Any gain in an annuity on or after the assignment or pledge of an entire annuity and while such assignment or pledge remains in effect is treated as "income on the contract" in the year in which it is earned. For annuities not issued as Qualified Contracts, the cost basis of the annuity is increased by the amount of any assignment or pledge includible in gross income. The cost basis is not affected by any repayment of any loan for which the annuity is collateral or by payment of any interest thereon. Gifts: The gift of an annuity to someone other than the spouse of the owner (or former spouse incident to a divorce) is treated, for income tax purposes, as a distribution. Estate and Gift Tax Considerations: You should obtain competent tax advice with respect to possible federal and state estate and gift tax consequences flowing from the ownership and transfer of annuities. Generation-Skipping Transfers: Under the Code certain taxes may be due when all or part of an annuity is transferred to, or a death benefit is paid to, an individual two or more generations younger than the contract holder. These generation-skipping transfers generally include those subject to federal estate or gift tax rules. There is an aggregate $1 million exemption from taxes for all such transfers. We may be required to determine whether a transaction is a direct skip as defined in the Code and the amount of the resulting tax. We will deduct from your Annuity or from any applicable payment treated as a direct skip any amount of tax we are required to pay. Considerations for Contingent Annuitants: There may be adverse tax consequences if a contingent annuitant succeeds an annuitant when the Annuity is owned by a trust that is neither tax exempt nor qualifies for preferred treatment under certain sections of the Code. In general, the Code is designed to prevent indefinite deferral of tax. Continuing the benefit of tax deferral by naming one or more contingent annuitants when the Annuity is owned by a non-qualified trust might be deemed an attempt to extend the tax deferral for an indefinite period. Therefore, adverse tax treatment may depend on the terms of the trust, who is named as contingent annuitant, as well as the particular facts and circumstances. You should consult your tax advisor before naming a contingent annuitant if you expect to use an Annuity in such a fashion. GENERAL INFORMATION HOW WILL I RECEIVE STATEMENTS AND REPORTS? We send any statements and reports required by applicable law or regulation to you at your last known address of record. You should therefore give us prompt notice of any address change. We reserve the right, to the extent permitted by law and subject to your prior consent, to provide any prospectus, prospectus supplements, confirmations, statements and reports required by applicable law or regulation to you through our Internet Website at http://www.americanskandia.com or any other electronic means, including diskettes or CD ROMs. We send a confirmation statement to you each time a transaction is made affecting Account Value, such as making additional Purchase Payments, transfers, exchanges or withdrawals. We also send quarterly statements detailing the activity affecting your Annuity during the calendar quarter. You may request additional reports. We reserve the right to charge up to $50 for each such additional report. Instead of immediately confirming transactions made pursuant to some type of periodic transfer program (such as a dollar cost averaging program) or a periodic Purchase Payment program, such as a salary reduction arrangement, we may confirm such transactions in quarterly statements. You should review the information in these statements carefully. All errors or corrections must be reported to us at our Office as soon as possible to assure proper accounting to your Annuity. For transactions that are confirmed immediately, we assume all transactions are accurate unless you notify us otherwise within 10 days from the date you receive the confirmation. For transactions that are only confirmed on the quarterly statement, we assume all transactions are accurate unless you notify us within 10 days from the date you receive the quarterly statement. All transactions confirmed immediately or by quarterly statement are deemed conclusive after the applicable 10-day period. We may also send an annual report and a semi-annual report containing applicable financial statements, as of December 31 and June 30, respectively, to Owners or, with your prior consent, make such documents available electronically through our Internet Website or other electronic means. WHO IS AMERICAN SKANDIA? American Skandia Life Assurance Corporation ("American Skandia") is a stock life insurance company domiciled in Connecticut with licenses in all 50 states and the District of Columbia. American Skandia is a wholly-owned subsidiary of American Skandia, Inc., formerly known as American Skandia Investment Holding Corporation, whose ultimate parent is Skandia Insurance Company Ltd., a Swedish company. American Skandia markets its products to broker-dealers and financial planners through an internal field marketing staff. In addition, American Skandia markets through and in conjunction with financial institutions such as banks that are permitted directly, or through affiliates, to sell annuities. American Skandia is in the business of issuing variable annuity and variable life insurance contracts. American Skandia currently offers the following products: (a) flexible premium deferred annuities and single premium fixed deferred annuities that are registered with the SEC; (b) certain other fixed deferred annuities that are not registered with the SEC; (c) certain group variable annuities that are exempt from registration with the SEC that serve as funding vehicles for various types of qualified pension and profit sharing plans; (d) a single premium variable life insurance policy that is registered with the SEC; and (e) a flexible premium life insurance policy that is registered with the SEC. WHAT ARE SEPARATE ACCOUNTS? The assets supporting our obligations under the Annuities may be held in various accounts, depending on the obligation being supported. In the accumulation period, assets supporting Account Values are held in separate accounts established under the laws of the State of Connecticut. We are the legal owner of assets in the separate accounts. In the payout period, assets supporting fixed annuity payments and any adjustable annuity payments we make available are held in our general account. Income, gains and losses from assets allocated to these separate accounts are credited to or charged against each such separate account without regard to other income, gains or losses of American Skandia or of any other of our separate accounts. These assets may only be charged with liabilities which arise from the annuity contracts issued by American Skandia Life Assurance Corporation. The amount of our obligation in relation to allocations to the Sub-accounts is based on the investment performance of such Sub-accounts. However, the obligations themselves are our general corporate obligations. Separate Account B During the accumulation period, the assets supporting obligations based on allocations to the variable investment options are held in Class 1 Sub-accounts of American Skandia Life Assurance Corporation Variable Account B, also referred to as "Separate Account B". Separate Account B consists of multiple Sub-accounts. The name of each Sub-account generally corresponds to the name of the underlying Portfolio. The names of each Sub-account are shown in the Statement of Additional Information. Separate Account B was established by us pursuant to Connecticut law. Separate Account B also holds assets of other annuities issued by us with values and benefits that vary according to the investment performance of Separate Account B. The Sub-accounts offered pursuant to this Prospectus are all Class 1 Sub-accounts of Separate Account B. Each class of Sub-accounts in Separate Account B has a different level of charges assessed against such Sub-accounts. You will find additional information about these underlying mutual funds and portfolios in the prospectuses for such funds. Separate Account B is registered with the SEC under the Investment Company Act of 1940 ("Investment Company Act") as a unit investment trust, which is a type of investment company. This does not involve any supervision by the SEC of the investment policies, management or practices of Separate Account B. Each Sub-account invests only in a single mutual fund or mutual fund portfolio. We reserve the right to make changes to the Sub-accounts available under the Annuity as we determine appropriate. We may offer new Sub-accounts, eliminate Sub-accounts, or combine Sub-accounts at our sole discretion. We may also close Sub-accounts to additional Purchase Payments on existing Annuity contracts or close Sub-accounts for Annuities purchased on or after specified dates. We may also substitute an underlying mutual fund or portfolio of an underlying mutual fund for another underlying mutual fund or portfolio of an underlying mutual fund, subject to our receipt of any exemptive relief that we are required to obtain under the Investment Company Act of 1940. We will notify Owners of changes we make to the Sub-accounts available under the Annuity. Values and benefits based on allocations to the Sub-accounts will vary with the investment performance of the underlying mutual funds or fund portfolios, as applicable. We do not guarantee the investment results of any Sub-account. Your Account Value allocated to the Sub-accounts may increase or decrease. You bear the entire investment risk. Separate Account D During the accumulation period, assets supporting our obligations based on Fixed Allocations are held in American Skandia Life Assurance Corporation Separate Account D, also referred to as Separate Account D. Such obligations are based on the fixed interest rates we credit to Fixed Allocations and the terms of the Annuities. These obligations do not depend on the investment performance of the assets in Separate Account D. Separate Account D was established by us pursuant to Connecticut law. There are no units in Separate Account D. The Fixed Allocations are guaranteed by our general account. An Annuity Owner who allocates a portion of their Account Value to Separate Account D does not participate in the investment gain or loss on assets maintained in Separate Account D. Such gain or loss accrues solely to us. We retain the risk that the value of the assets in Separate Account D may drop below the reserves and other liabilities we must maintain. Should the value of the assets in Separate Account D drop below the reserve and other liabilities we must maintain in relation to the annuities supported by such assets, we will transfer assets from our general account to Separate Account D to make up the difference. We have the right to transfer to our general account any assets of Separate Account D in excess of such reserves and other liabilities. We maintain assets in Separate Account D supporting a number of annuities we offer. We have sole discretion over the investment managers retained to manage the assets maintained in Separate Account D. Each manager we employ is responsible for investment management of a different portion of Separate Account D. From time to time additional investment managers may be employed or investment managers may cease being employed. We are under no obligation to employ or continue to employ any investment manager(s). We are not obligated to invest according to specific guidelines or strategies except as may be required by Connecticut and other state insurance laws. WHAT IS THE LEGAL STRUCTURE OF THE UNDERLYING FUNDS? Each underlying mutual fund is registered as an open-end management investment company under the Investment Company Act. Shares of the underlying mutual fund portfolios are sold to separate accounts of life insurance companies offering variable annuity and variable life insurance products. The shares may also be sold directly to qualified pension and retirement plans. Voting Rights We are the legal owner of the shares of the underlying mutual funds in which the Sub-accounts invest. However, under SEC rules, you have voting rights in relation to Account Value maintained in the Sub-accounts. If an underlying mutual fund portfolio requests a vote of shareholders, we will vote our shares in the manner directed by Owners with Account Value allocated to that Sub-account. Owners have the right to vote an amount equal to the number of shares attributable to their contracts. If we do not receive voting instructions in relation to certain shares, we will vote those shares in the same manner and proportion as the shares for which we have received instructions. We will furnish those Owners who have Account Value allocated to a Sub-account whose underlying mutual fund portfolio has requested a "proxy" vote with the necessary forms to provide us with their instructions. Generally, you will be asked to provide instructions for us to vote on matters such as changes in a fundamental investment strategy, adoption of a new investment advisory agreement, or matters relating to the structure of the underlying mutual fund that require a vote of shareholders. American Skandia Trust (the "Trust") has obtained an exemption from the Securities and Exchange Commission that permits its investment adviser, American Skandia Investment Services, Incorporated ("ASISI"), subject to approval by the Board of Trustees of the Trust, to change sub-advisors for a Portfolio and to enter into new sub-advisory agreements, without obtaining shareholder approval of the changes. This exemption (which is similar to exemptions granted to other investment companies that are organized in a similar manner as the Trust) is intended to facilitate the efficient supervision and management of the sub-advisors by ASISI and the Trustees. The Trust is required, under the terms of the exemption, to provide certain information to shareholders following these types of changes. Material Conflicts It is possible that differences may occur between companies that offer shares of an underlying mutual fund portfolio to their respective separate accounts issuing variable annuities and/or variable life insurance products. Differences may also occur surrounding the offering of an underlying mutual fund portfolio to variable life insurance policies and variable annuity contracts that we offer. Under certain circumstances, these differences could be considered "material conflicts," in which case we would take necessary action to protect persons with voting rights under our variable annuity contracts and variable life insurance policies against persons with voting rights under other insurance companies' variable insurance products. If a "material conflict" were to arise between owners of variable annuity contracts and variable life insurance policies issued by us we would take necessary action to treat such persons equitably in resolving the conflict. "Material conflicts" could arise due to differences in voting instructions between owners of variable life insurance and variable annuity contracts of the same or different companies. We monitor any potential conflicts that may exist. Service Fees Payable by Underlying Funds American Skandia or our affiliates have entered into agreements with the investment adviser or distributor of many of the underlying Portfolios. Under the terms of these agreements, American Skandia provides administrative and support services to the Portfolios for which a fee is paid that is generally based on a percentage of the average assets allocated to the Portfolios under the Annuity. Any fees payable will be consistent with the services rendered or the expected cost savings resulting from the arrangement. These agreements may be different for each underlying mutual fund whose portfolios are offered as Sub-accounts. WHO DISTRIBUTES ANNUITIES OFFERED BY AMERICAN SKANDIA? American Skandia Marketing, Incorporated ("ASM"), a wholly-owned subsidiary of American Skandia, Inc., is the distributor and principal underwriter of the securities offered through this prospectus. ASM acts as the distributor of a number of annuity and life insurance products we offer and both American Skandia Trust and American Skandia Advisor Funds, Inc., a family of retail mutual funds. ASM also acts as an introducing broker-dealer through which it receives a portion of brokerage commissions in connection with purchases and sales of securities held by portfolios of American Skandia Trust which are offered as underlying investment options under the Annuity. ASM's principal business address is One Corporate Drive, Shelton, Connecticut 06484. ASM is registered as broker-dealer under the Securities Exchange Act of 1934 ("Exchange Act") and is a member of the National Association of Securities Dealers, Inc. ("NASD"). The Annuity is offered on a continuous basis. ASM enters into distribution agreements with independent broker-dealers who are registered under the Exchange Act and with entities that may offer the Annuity but are exempt from registration. Applications for the Annuity are solicited by registered representatives of those firms. Such representatives will also be our appointed insurance agents under state insurance law. In addition, ASM may offer the Annuity directly to potential purchasers. Compensation is paid to firms on sales of the Annuity according to one or more schedules. The individual representative will receive a portion of the compensation, depending on the practice of the firm. Compensation is generally based on a percentage of Purchase Payments made, up to a maximum of 5.5%. Alternative compensation schedules are available that provide a lower initial commission plus ongoing annual compensation based on all or a portion of Account Value. We may also provide compensation for providing ongoing service to you in relation to the Annuity. Commissions and other compensation paid in relation to the Annuity do not result in any additional charge to you or to the Separate Account. In addition, firms may receive separate compensation or reimbursement for, among other things, training of sales personnel, marketing or other services they provide to us or our affiliates. We or ASM may enter into compensation arrangements with certain firms. These arrangements will not be offered to all firms and the terms of such arrangements may differ between firms. Any such compensation will be paid by us or ASM and will not result in any additional charge to you. To the extent permitted by NASD rules and other applicable laws and regulations, ASM may pay or allow other promotional incentives or payments in the form of cash or other compensation. Advertising: We may advertise certain information regarding the performance of the investment options. Details on how we calculate performance for the Sub-accounts are found in the Statement of Additional Information. This information may help you review the performance of the investment options and provide a basis for comparison with other annuities. It may be less useful when comparing the performance of the investment options with other savings or investment vehicles. Such other investments may not provide some of the benefits of annuities, or may not be designed for long-term investment purposes. Additionally other savings or investment vehicles may not be receive the beneficial tax treatment given to annuities under the Code. We may advertise the performance of the underlying mutual fund portfolios in the form of "Standard" and "Non-standard" Total Returns. "Standard Total Return" figures assume that all charges and fees are applicable, including any contingent deferred sales charge that may apply for the period shown. "Non-standard Total Return" figures may be used that do not reflect all fees and charges. Non-standard Total Returns are calculated in the same manner as standardized returns except that the calculations may assume no redemption at the end of the applicable periods. These figures may not take into consideration the Annuity's contingent deferred sales charge. Non-standard Total Returns may also assume that the Annual Maintenance Fee does not apply due to the average Account Value being greater than $100,000, where the charge is waived. Standard and Non-standard Total Returns will not reflect charges that apply to either Optional Death Benefit. Non-Standard Total Returns must be accompanied by Standard Total Returns. Performance information on the Sub-accounts is based on past performance only and is not an indication or representation of future performance. Performance of the Sub-accounts is not fixed. Actual performance will depend on the type, quality and, for some of the Sub-accounts, the maturities of the investments held by the underlying mutual funds or portfolios and upon prevailing market conditions and the response of the underlying mutual funds to such conditions. Actual performance will also depend on changes in the expenses of the underlying mutual funds or portfolios. Such changes are reflected, in turn, in the Sub-accounts which invest in such underlying mutual fund or portfolio. In addition, the amount of charges assessed against each Sub-account will affect performance. Some of the underlying mutual fund portfolios existed prior to the inception of these Sub-accounts. Performance quoted in advertising regarding such Sub-accounts may indicate periods during which the Sub-accounts have been in existence but prior to the initial offering of the Annuities, or periods during which the underlying mutual fund portfolios have been in existence, but the Sub-accounts have not. Such hypothetical historical performance is calculated using the same assumptions employed in calculating actual performance since inception of the Sub-accounts. Hypothetical historical performance of the underlying mutual fund portfolios prior to the existence of the Sub-accounts may only be presented as Non-Standard Total Returns. The information we may advertise regarding the Fixed Allocations may include the then current interest rates we are crediting to new Fixed Allocations. Information on current rates will be as of the date specified in such advertisement. Rates will be included in advertisements to the extent permitted by law. Given that the actual rates applicable to any Fixed Allocation are as of the date of any such Fixed Allocation's Guarantee Period begins, the rate credited to a Fixed Allocation may be more or less than those quoted in an advertisement. Advertisements we distribute may also compare the performance of our Sub-accounts with: (a) certain unmanaged market indices, including but not limited to the Dow Jones Industrial Average, the Standard & Poor's 500, the NASDAQ 100, the Shearson Lehman Bond Index, the Frank Russell non-U.S. Universal Mean, the Morgan Stanley Capital International Index of Europe, Asia and Far East Funds, and the Morgan Stanley Capital International World Index; and/or (b) other management investment companies with investment objectives similar to the mutual fund or portfolio underlying the Sub-accounts being compared. This may include the performance ranking assigned by various publications, including but not limited to the Wall Street Journal, Forbes, Fortune, Money, Barron's, Business Week, USA Today and statistical services, including but not limited to Lipper Analytical Services Mutual Funds Survey, Lipper Annuity and Closed End Survey, the Variable Annuity Research Data Survey, SEI, the Morningstar Mutual Fund Sourcebook and the Morningstar Variable Annuity/Life Sourcebook. American Skandia Life Assurance Corporation may advertise its rankings and/or ratings by independent financial ratings services. Such rankings may help you in evaluating our ability to meet our obligations in relation to Fixed Allocations, pay minimum death benefits, pay annuity payments or administer Annuities. Such rankings and ratings do not reflect or relate to the performance of Separate Account B. AVAILABLE INFORMATION A Statement of Additional Information is available from us without charge upon your request. This Prospectus is part of the registration statement we filed with the SEC regarding this offering. Additional information on us and this offering is available in those registration statements and the exhibits thereto. You may obtain copies of these materials at the prescribed rates from the SEC's Public Reference Section, 450 Fifth Street N.W., Washington, D.C., 20549. You may inspect and copy those registration statements and exhibits thereto at the SEC's public reference facilities at the above address, Room 1024, and at the SEC's Regional Offices, 7 World Trade Center, New York, NY, and the Everett McKinley Dirksen Building, 219 South Dearborn Street, Chicago, IL. These documents, as well as documents incorporated by reference, may also be obtained through the SEC's Internet Website (http://www.sec.gov) for this registration statement as well as for other registrants that file electronically with the SEC. INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE To the extent and only to the extent that any statement in a document incorporated by reference into this Prospectus is modified or superseded by a statement in this Prospectus or in a later-filed document, such statement is hereby deemed so modified or superseded and not part of this Prospectus. The Annual Report on Form 10-K for the year ended December 31, 2000 previously filed by the Company with the SEC under the Exchange Act is incorporated by reference in this Prospectus. We will furnish you without charge a copy of any or all of the documents incorporated by reference in this Prospectus, including any exhibits to such documents which have been specifically incorporated by reference. We will do so upon receipt of your written or oral request. HOW TO CONTACT US You can contact us by: |X| calling our Customer Service Team at 1-800-752-6342 or our automated telephone access and response system (STARS) at 1-800-766-4530 |X| writing to us at American Skandia Life Assurance Corporation, Attention: Customer Service, P.O. Box 7038, Bridgeport, Connecticut 06601-7038 |X| sending an email to customerservice@americanskandia.com or visiting our Internet Website at www.americanskandia.com |X| accessing information about your Annuity through our Internet Website at www.americanskandia.com You can obtain account information through our automated telephone access and response system (STARS) and at www.americanskandia.com, our Internet Website. Our Customer Service representatives are also available during business hours to provide you with information about your account. You can request certain transactions through our telephone voice response system, our Internet Website or through a customer service representative. You can provide authorization for a third party, including your attorney-in-fact acting pursuant to a power of attorney or a financial professional, to access your account information and perform certain transactions on your account. You will need to complete a form provided by us which identifies those transactions that you wish to authorize via telephonic and electronic means and whether you wish to authorize a third party to perform any such transactions. We require that you or your representative provide proper identification before performing transactions over the telephone or through our Internet Website. This may include a Personal Identification Number (PIN) that will be provided to you upon issue of your Annuity or you may establish or change your PIN through our automated telephone access and response system (STARS) and at www.americanskandia.com, our Internet Website. Any third party that you authorize to perform financial transactions on your account will be assigned a PIN for your account. Transactions requested via telephone are recorded. To the extent permitted by law, we will not be responsible for any claims, loss, liability or expense in connection with a transaction requested by telephone or other electronic means if we acted on such transaction instructions after following reasonable procedures to identify those persons authorized to perform transactions on your Annuity using verification methods which may include a request for your Social Security number, PIN or other form of electronic identification. We may be liable for losses due to unauthorized or fraudulent instructions if we did not follow such procedures. American Skandia does not guarantee access to telephonic and electronic information or that we will be able to accept transaction instructions via the telephone or electronic means at all times. American Skandia reserves the right to limit, restrict or terminate telephonic and electronic transaction privileges at any time. INDEMNIFICATION Insofar as indemnification for liabilities arising under the Securities Act of 1933 (the "Securities Act") may be permitted to directors, officers or persons controlling the registrant pursuant to the foregoing provisions, the registrant has been informed that in the opinion of the SEC such indemnification is against public policy as expressed in the Securities Act and is therefore unenforceable. LEGAL PROCEEDINGS As of the date of this Prospectus, neither we nor ASM were involved in any litigation outside of the ordinary course of business, and know of no material claims. EXECUTIVE OFFICERS AND DIRECTORS Our executive officers, directors and certain significant employees, their ages, positions with us and principal occupations are indicated below. The immediately preceding work experience is provided for officers that have not been employed by us or an affiliate for at least five years as of the date of this Prospectus. Name/ Position with American Skandia Age Life Assurance Corporation Principal Occupation - --- -------------------------- -------------------- Patricia J. Abram Senior Vice President Senior Vice President: 49 and Director (since September, 2000) American Skandia Marketing, Incorporated Ms. Abram joined us in 1998. She previously held the position of Senior Vice President, Chief Marketing Officer with Mutual Service Corporation. Ms. Abram was employed there since 1982. Lori Allen Vice President Vice President: 31 American Skandia Marketing, Incorporated Robert M. Arena Vice President Vice President: 32 American Skandia Life Assurance Corporation Gordon C. Boronow Deputy Chief Executive Officer Deputy Chief Executive Officer: 48 and Director (since July, 1991) American Skandia Life Assurance Corporation Robert W. Brinkman Senior Vice President Senior Vice President: 36 American Skandia Marketing, Incorporated Malcolm M. Campbell Director (since July, 1991) Director of Operations and 45 Chief Actuary, Assurance and Financial Services Division: Skandia Insurance Company Ltd. Carl Cavaliere Vice President Vice President: 38 American Skandia Life Assurance Corporation Mr. Cavaliere joined us in 1998. He previously held the position of Director of Operations with Aetna, Inc. since 1989. Y.K. Chan Senior Vice President Senior Vice President 43 and Director (since September, 2000) and Chief Information Officer: American Skandia Information Services and Technology Corporation Mr. Chan joined us in 1999. He previously held the position of Chief Information Officer with E.M. Warburg Pincus from January 1995 until April 1999 and the position of Vice President, Client Server Application Development with Scudder, Stevens and Clark from January 1991 until January 1995. Lucinda C. Ciccarello Vice President Vice President: 42 American Skandia Marketing, Incorporated Ms. Ciccarello joined us in 1997. She previously held the position of Assistant Vice President with Phoenix Duff & Phelps since 1984. Lincoln R. Collins Senior Vice President Senior Vice President: 40 Director (since February, 1996) American Skandia Life Assurance Corporation Tim Cronin Vice President Vice President: 35 American Skandia Life Assurance Corporation Mr. Cronin joined us in 1998. He previously held the position of Manager/Client Investor with Columbia Circle Investors since 1995. Harold Darak Vice President Vice President: 40 American Skandia Life Assurance Corporation Mr. Darak joined us in 1999. He previously held the position of Consultant/Senior Manager with Deloitte & Touche since 1998 and the positions of Second Vice President with The Guardian since 1996 and The Travelers from October, 1982 until December, 1995. Wade A. Dokken President and Chief Executive Officer President and 41 and Chairman of the Board Chief Executive Officer: American Skandia, Inc. Elaine C. Forsyth Vice President Vice President: 39 American Skandia Life Assurance Corporation Larisa Gromyko Director, Insurance Compliance Director, Insurance Compliance: 54 American Skandia Life Assurance Corporation Maureen Gulick Director, Business Operations Director, Business Operations: 38 American Skandia Life Assurance Corporation Ian Kennedy Senior Vice President Senior Vice President: 53 and Director (since September, 2000) American Skandia Marketing, Incorporated Mr. Ian Kennedy joined us in 1998. He previously was self-employed since 1996 and held the position of Vice President, Customer Service with SunLife of Canada from September, 1968 to August, 1995. N. David Kuperstock Vice President Vice President: 49 American Skandia Life Assurance Corporation Robert K. Leach Vice President and Vice President, 46 Chief Actuary Chief Actuary: American Skandia Life Assurance Corporation Mr. Robert K. Leach joined us in 2000. He previously was employed in the U.S. Retirement Products and Services Division of Sun Life of Canada and held the position of Vice President, Finance and Product. Thomas M. Mazzaferro Executive Vice President and Executive Vice President and 48 Chief Financial Officer, Chief Financial Officer: Director (since September, 1994) American Skandia Life Assurance Corporation Gunnar J. Moberg Director (since October, 1994) Director - Marketing and Sales, 46 Assurances and Financial Services Division: Skandia Insurance Company Ltd. David R. Monroe Senior Vice President, Senior Vice President, 39 Treasurer and Treasurer and Corporate Controller Corporate Controller: American Skandia Life Assurance Corporation Michael A. Murray Senior Vice President Senior Vice President: 32 American Skandia Marketing, Incorporated Polly Rae Vice President Vice President: 38 American Skandia Life Assurance Corporation Rebecca Ray Vice President Senior Vice President: 45 American Skandia Marketing, Incorporated Ms. Ray joined us in 1999. She previously held the position of First Vice President with Prudential Securities since 1997 and Vice President with Merrill Lynch since 1995. Rodney D. Runestad Vice President Vice President: 51 American Skandia Life Assurance Corporation Hayward L. Sawyer Senior Vice President Senior Vice President: 56 American Skandia Marketing, Incorporated Lisa Shambelan Vice President Vice President: 35 American Skandia Life Assurance Corporation Karen Stockla Vice President Vice President: 34 American Skandia Life Assurance Corporation Ms. Stockla joined us in 1998. She previously held the position of Manager, Application Development with Citizens Utilities Company since 1996 and HRIS Tech Support Representative with Yale New Haven Hospital since 1993. William H. Strong Vice President Vice President: 57 American Skandia Life Assurance Corporation Mr. Strong joined us in 1997. He previously held the position of Vice President with American Financial Systems from June 1994 to October 1997 and the position of Actuary with Connecticut Mutual Life from June 1965 to June 1994. Guy Sullivan Vice President Vice President: 40 American Skandia Life Assurance Corporation Mr. Sullivan joined us in 2000. He previously held the positions of Managing Director, Wholesale Distribution with Allmerica Financial Services since 1999 and Managing Director and Member of the Executive Committee with Putnam Investments since 1995. Leslie S. Sutherland Vice President Vice President: 47 American Skandia Marketing, Incorporated Amanda C. Sutyak Vice President Vice President: 43 Director (since July, 1991) American Skandia Life Assurance Corporation Christian W. Thwaites Senior Vice President Senior Vice President: 43 and Director (since September, 2000) American Skandia Marketing, Incorporated Mary Toumpas Vice President Vice President and 49 Compliance Director: American Skandia Marketing, Incorporated Ms. Toumpas joined us in 1997. She previously held the position of Assistant Vice President with Chubb Life/Chubb Securities since 1973. Bayard F. Tracy Senior Vice President and Senior Vice President: 53 Director (since September, 1994) American Skandia Marketing, Incorporated Deborah G. Ullman Senior Vice President Senior Vice President: 46 and Director (since September, 2000) American Skandia Life Assurance Corporation Ms. Ullman joined us in 1998. She previously held the position of Vice President with Aetna, Inc. since 1977. Jeffrey M. Ulness Vice President Vice President: 40 American Skandia Life Assurance Corporation Kirk Wickman General Counsel General Counsel: 44 American Skandia Life Assurance Corporation Mr. Wickman joined us in 2001. He previously held the position of Senior Vice President and General Counsel with Aetna Financial Services since 1992. Brett M. Winson Senior Vice President and Senior Vice President: 45 Director (since March 2000) American Skandia, Inc. Mr. Winson joined us in 1998. He previously held the position of Senior Vice President with Sakura Bank, Ltd. since 1990. CONTENTS OF THE STATEMENT OF ADDITIONAL INFORMATION The following are the contents of the Statement of Additional Information: General Information about American Skandia |X| American Skandia Life Assurance Corporation |X| American Skandia Life Assurance Corporation Variable Account B (Class 1 Sub-accounts) |X| American Skandia Life Assurance Corporation Separate Account D Principal Underwriter/Distributor - American Skandia Marketing, Incorporated How Performance Data is Calculated |X| Current and Effective Yield |X| Total Return How the Unit Price is Determined Additional Information on Fixed Allocations |X| How We Calculate the Market Value Adjustment General Information |X| Voting Rights |X| Modification |X| Deferral of Transactions |X| Misstatement of Age or Sex |X| Ending the Offer Independent Auditors Legal Experts Financial Statements |X| Appendix A - American Skandia Life Assurance Corporation Variable Account B (Class 1 Sub-accounts) APPENDIX A - FINANCIAL INFORMATION ABOUT AMERICAN SKANDIA SELECTED FINANCIAL DATA The following table summarizes information with respect to the operations of the Company: (in thousands) For the Year Ended December 31, 2000 1999 1998 1997 1996 ---- ---- ---- ---- ---- STATEMENT OF OPERATIONS DATA - ---------------------------- Revenues: Annuity and life insurance charges and fees* $424,578 $289,989 $186,211 $121,158 $69,780 Fee income 130,610 83,243 50,839 27,593 16,420 Net investment income 11,656 10,441 11,130 8,181 1,586 Premium income and other revenues 4,778 3,688 1,360 1,082 265 ----- ----- ----- ----- --- Total revenues $ 571,622 $ 387,361 $ 249,540 $ 158,014 $ 88,051 ====== ========= ======= ========= ============ Benefits and Expenses: Annuity and life insurance benefits $ 751 $ 612 $ 558 $ 2,033 $ 613 Change in annuity and life insurance 45,018 3,078 1,053 37 635 policy reserves Cost of minimum death benefit reinsurance - 2,945 5,144 4,545 2,867 Return credited to contractowners 9,046 (1,639) (8,930) (2,018) 673 Underwriting, acquisition and other insurance expenses 335,213 206,350 167,790 90,496 49,887 Interest expense 85,998 69,502 41,004 24,895 10,791 --------- --------- --------- --------- ------------ Total benefits and expenses $ 476,026 $ 280,848 $ 206,619 $ 119,988 $ 65,466 ====== ============= ============= ============= =========== Income tax expense (benefit) $ 30,779 $ 30,344 $ 8,154 $ 10,478 $ (4,038) ======== ============== ========== ============== = Net income $ 64,817 $ 76,169 $ 34,767 $ 27,548 $ 26,623 ======== ======== ======== ============== =========== STATEMENT OF FINANCIAL CONDITION DATA - ------------------------------------- Total Assets $31,702,705 $30,881,579 $18,848,273 $12,894,290 $8,268,696 =========== =========== =========== =========== ========== Future fees payable to parent $ 934,410 $ 576,034 $ 368,978 $ 233,034 $ 47,112 ====== ============= ============= ============= ============ Surplus Notes $ 159,000 $ 179,000 $ 193,000 $ 213,000 $ 213,000 ========== ============= ========== ============= =========== Shareholder's Equity $ 496,911 $ 359,434 $ 250,417 $ 184,421 $ 126,345 ====== ============= ====== ============= =========== * On annuity and life insurance sales of $8,216,167, $6,862,968, $4,159,662, $3,697,990, and $2,795,114 during the years ended December 31, 2000, 1999, 1998, 1997, and 1996, respectively, with contractowner assets under management of $29,751,822, $29,396,693, $17,854,761, $12,119,191, and $7,764,891 as of December 31, 2000, 1999, 1998, 1997 and 1996, respectively. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Management's Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with the consolidated financial statements and the notes thereto and Item 6, Selected Financial Data. Management's Discussion and Analysis of Financial Condition and Results of Operations contains certain forward-looking statements pursuant to the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on estimates and assumptions that involve certain risks and uncertainties, therefore actual results could differ materially due to factors not currently known. These factors include significant changes in financial markets and other economic and business conditions, state and federal legislation and regulation, ownership and competition. Results of Operations --------------------- Annuity and life insurance sales increased 20% in 2000 to $8,216,167,000 as compared to 65% in 1999. Overall sales growth in 2000 was driven by significant sales volume in the first quarter of 2000 due to the strong equity market performance. However, the decline in the equity markets during the remainder of the year negatively impacted sales as the first quarter growth rate was not sustained. The Company continues to focus on increasing sales through innovative product development activities, the recruitment and retention of top producers, high quality customer service and improvements in web-based technology. All three major distribution channels achieved sales growth in 2000. Average assets under management totaled $31,413,809,000 in 2000 and $21,984,759,000 in 1999, representing an increase of 43%. As a result of the growth in sales and average assets under management, annuity and life insurance charges and fees increased 46% in 2000 and 56% in 1999. Fee income generated from transfer agency-type and investment support activities increased 57% in 2000 and 64% in 1999. Net investment income increased 12% in 2000 compared to 1999 and decreased 6% in 1999 compared to 1998. The increase in 2000 is primarily due to a higher level of investments, partially offset by $6,939,000 of amortization of premiums paid on derivative instruments. The decrease in 1999 was primarily the result of $1,036,000 of amortization of the premium paid on a derivative instrument purchased during 1999. See Note 2D to the consolidated financial statements for information related to derivative instruments used to hedge the guaranteed minimum death benefit ("GMDB") reserve fluctuations. Excluding the derivative amortization, net investment income increased 62% in 2000 and increased 3% in 1999 as a result of increased bond holdings that support the Company's risk-based capital objectives. Premium income represents premiums earned on the sale of ancillary contracts such as immediate annuities with life contingencies, supplementary contracts with life contingencies and certain life insurance products. Increased sales of these products led to an increase in premium income in 2000. The increase in 2000 and 1999 was primarily due to higher sales of supplementary contracts. Management expects supplementary contracts to grow over time with the maturing of core business lines. Net realized investment losses totaled $688,000 in 2000, compared to gains of $578,000 in 1999 and $99,000 in 1998. The change from 1999 to 2000 is primarily due to realized losses on sales of securities in the fixed maturity portfolio. These losses were partially offset by realized gains on sales of fixed maturities and mutual funds. The increase in realized gains in 1999 compared to 1998 is due to higher gains on sales of mutual fund investments. The change in annuity policy reserves includes changes in reserves related to annuity contracts with mortality risks as well as the Company's GMDB liability. In 2000, equity markets declined and the underlying fund performance was lower than the prior year. In contrast, the equity markets and underlying fund performance were up significantly in 1999 compared to 1998. The combination of these events resulted in an increase in GMDB reserves of $39,866,000 in 2000. This compares to an increase in GMDB reserves of $2,323,000 in 1999. In 1999, the Company began to develop a program utilizing equity put options to manage the risks embedded in the GMDB in annuity contracts that would result from significant declines in the equity markets. Prior to the implementation of the hedge strategies utilizing equity put options, the Company had reinsured substantially all of its exposure on the GMDB liability. The reinsurance was terminated during the second quarter of 1999 as the reinsurer had exited this market. Return credited to contractowners consists of revenues on the variable and market value adjusted annuities and variable life insurance, offset by the benefit payments and changes in reserves required on this business. Market value adjusted annuity activity has the largest impact on this benefit. In 2000 and 1999, the Separate Account investment returns on the market value adjusted annuities were less than the expected returns as calculated in the reserves, contributing to the significant increase in the return credited to contractholders benefit. In addition, this benefit increased as a result of the amortization of unearned Performance Advantage target value credits, which increased $6,826,000 in 2000 over 1999. Other significant contributors to the change from 1999 to 2000 include guaranteed minimum death benefit payments on variable annuities which were driven up due to the market declines in 2000 as well as increased costs associated with processing of backdated financial transactions. These increased costs were partially offset by a 2000 experience refund on certain reinsurance treaties in the amount of $4,339,000. Underwriting, acquisition and other insurance expenses for 2000, 1999 and 1998 were as follows: (in thousands) 2000 1999 1998 ---- ---- ---- Commissions and purchase credits $ 393,494 $ 358,279 $ 201,008 General operating expenses 252,206 214,269 141,586 Acquisition costs deferred during the year (495,103) (450,059) (261,432) Acquisition costs amortized during the year 184,616 83,861 86,628 ------- - ------ - ------ Net capitalization of deferred acquisition costs (310,487) (366,198) (174,804) - --------- --------- --------- Underwriting, acquisition and other insurance expenses $ 335,213 $ 206,350 $ 167,790 ========= ========= ========= Underwriting, acquisition and other insurance expenses increased 62% and 23% in 2000 and 1999, respectively. Increased commissions and purchase credits reflect the increase in sales in both 2000 and 1999. Significant investments in new product development and internet-based technology contributed to general operating expense increases in both 2000 and 1999. The amortization of acquisition costs increased substantially in 2000 compared to 1999 as the associated costs from record sales in late 1999 and early 2000 were recognized in accordance with accounting principles generally accepted in the United States profit and expense recognition models. Interest expense increased $16,496,000 in 2000 and $28,498,000 in 1999 as a result of additional securitized financing transactions, which consist of the transfer of rights to receive future fees to the Parent ("securitization transactions"). In addition, the Company retired surplus notes on December 10, 2000 and December 31, 1999 of $20,000,000 and $14,000,000, respectively. Surplus notes outstanding as of December 31, 2000 and 1999 totaled $159,000,000 and $179,000,000, respectively. The effective income tax rates for the years ended December 31, 2000, 1999 and 1998 were 32%, 28% and 19%, respectively. The effective rate is lower than the corporate rate of 35% due to permanent differences, with the most significant item being the dividend received deduction. Management believes that based on the taxable income produced in the past two years, as well as the continued growth in annuity sales, the Company will produce sufficient taxable income in future years to realize its deferred tax assets. The Company generated net income after tax of $64,817,000, $76,169,000 and $34,767,000 in 2000, 1999 and 1998, respectively. Revenue increases in 2000 were more than offset by higher benefits and expenses driven primarily from the increase in the reserve requirement related to the GMDB as a result of the decline in the equity markets. Investments in new product development and technology also contributed to the increase in expenses. These factors resulted in the 15% decline in net income. Net income increased 119% in 1999 due to strong sales growth and favorable market conditions which led to higher asset-based revenue. The Company considers Mexico an emerging market and has invested in the Skandia Vida operations with the expectation of generating profits from long-term savings products in future years. As such, Skandia Vida has generated net losses of $2,540,000, $2,523,000 and $2,514,000 for the years ended December 31, 2000, 1999 and 1998, respectively. The Company expects to transfer ownership of Skandia Vida to an upstream affiliate during 2001. On March 22, 2001, the Company announced that it will begin an aggressive operating expense reduction program to better align its operating infrastructure with the current investment environment. The planned moves include a reduction of approximately 150 positions, representing 13% of the Company's workforce, reductions in the compensation and benefit programs and the curtailment of certain discretionary expenses. Total assets grew 3% in 2000 partially as a result of the modest increase in separate account assets reflecting the impact of strong sales which were almost entirely offset by the decline in equity markets. Increased deferred acquisition costs also contributed to the increase in assets. Liabilities grew 2% in 2000 due to higher reserves required to support the increase in annuity and life insurance business, and increased financing activity related to the transfer of rights to receive future fees and charges. Liquidity and Capital Resources ------------------------------- The Company's liquidity requirement was met by cash from insurance operations, investment activities, borrowings from ASI and the securitization transactions with ASI. The majority of the operating cash outflow resulted from the sale of variable annuity and variable life products that carry a contingent deferred sales charge. This type of product causes a temporary cash strain in that 100% of the proceeds are invested in separate accounts supporting the product leaving a cash (but not capital) strain caused by the acquisition cost for the new business. This cash strain required the Company to look beyond the cash made available by insurance operations and investments of the Company to financing in the form of surplus notes, capital contributions, securitization transactions and modified coinsurance reinsurance arrangements: o During 2000 and 1999, the Company received $69,000,000 and $34,800,000, respectively, from ASI to support the capital needs and anticipated growth in business of its U.S. operations. In addition, the Company received $2,450,000 and $1,690,000 from ASI in 2000 and 1999, respectively, to support its investment in Skandia Vida. o Funds received from new securitization transactions amounted to $476,288,000 in 2000 and $265,710,000 in 1999 (see Note 8 to the consolidated financial statements). o During 2000 and 1999, the Company extended its reinsurance agreements. The Company also entered into an agreement with SICL in 2000. The reinsurance agreements are modified coinsurance arrangements where the reinsurer shares in the experience of a specific book of business. The Company expects the continued use of reinsurance and securitization transactions to fund the cash strain anticipated from the acquisition costs on the coming years' sales volume. As of December 31, 2000 and 1999, shareholder's equity totaled $496,911,000 and $359,434,000, respectively. The increases were driven by the previously mentioned capital contributions received from ASI and net income from operations. The Company has long-term surplus notes and short-term borrowings with ASI. No dividends have been paid to ASI. The National Association of Insurance Commissioners ("NAIC") requires insurance companies to report information regarding minimum Risk Based Capital ("RBC") requirements. These requirements are intended to allow insurance regulators to identify companies that may need regulatory attention. The RBC model law requires that insurance companies apply various factors to asset, premium and reserve items, all of which have inherent risks. The formula includes components for asset risk, insurance risk, interest rate risk and business risk. The Company has complied with the NAIC's RBC reporting requirements and has total adjusted capital well above required capital. Effects of Inflation -------------------- The rate of inflation has not had a significant effect on the Company's financial statements. Outlook - ------- The Company believes that it is well positioned to retain and enhance its position as a leading provider of financial products for long-term savings and retirement purposes as well as to address the economic impact of premature death, estate and business planning concerns and supplemental retirement needs. The Company continues to focus on offering innovative long-term savings and income products and providing superior customer service in order to gain market share and improve profitability in an increasingly competitive market. The Gramm-Leach-Bliley Act of 1999 (the Financial Services Modernization Act) permits affiliation among banks, securities firms and insurance companies. This legislative change has created opportunities for continued consolidation in the financial services industry and increased competition as large companies offer a wide array of financial products and services. Various other legislative initiatives could impact the Company such as pension reform, capital gains and estate tax changes, privacy standards and internet regulation. Pension reform may change current tax deferral rules and allow increased contributions to retirement plans, which may lead to higher investments in tax-deferred products and create growth opportunities for the Company. A capital gains tax reduction may cause tax-deferred products to be less attractive to consumers, which could adversely impact the Company. New privacy standards and internet regulation may impact the Company's strategic initiatives especially related to potential partnerships with web-based technology providers. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK The Company is subject to potential fluctuations in earnings and the fair value of certain of its assets and liabilities, as well as variations in expected cash flows due to changes in market interest rates and equity prices. The following discussion focuses on specific exposures the Company has to interest rate and equity price risk and describes strategies used to manage these risks. The discussion is limited to financial instruments subject to market risks and is not intended to be a complete discussion of all of the risks to which the Company is exposed. Interest Rate Risk ------------------ Fluctuations in interest rates can potentially impact the Company's profitability and cash flows. The Company has 97% of assets held under management that are in non-guaranteed Separate Accounts for which the Company's exposure is not significant as the contractowner assumes substantially all the investment risk. On the remaining 3% of assets, the interest rate risk from contracts that carry interest rate exposure is managed through an asset/liability matching program which takes into account the risk variables of the insurance liabilities supported by the assets. At December 31, 2000, the Company held fixed maturity investments in its general account that are sensitive to changes in interest rates. These securities are held in support of the Company's fixed immediate annuities, supplementary contracts, the fixed components of variable life insurance contracts, and in support of the Company's target solvency capital. The Company has a conservative investment philosophy with regard to these investments. All investments are investment grade corporate securities, government agency or U.S. government securities. The Company's deferred annuity products offer a fixed option which subjects the Company to interest rate risk. The fixed option guarantees a fixed rate of interest for a period of time selected by the contractowner. Guarantee period options available range from one to ten years. Withdrawal of funds before the end of the guarantee period subjects the contractowner to a market value adjustment ("MVA"). In the event of rising interest rates, which make the fixed maturity securities underlying the guarantee less valuable, the MVA could be negative. In the event of declining interest rates, which make the fixed maturity securities underlying the guarantee more valuable, the MVA could be positive. The resulting increase or decrease in the value of the fixed option, from calculation of the MVA, should substantially offset the increase or decrease in the market value of the securities underlying the guarantee. The Company maintains strict asset/liability matching to enable this offset. However, the Company still takes on the default risk for the underlying securities, the interest rate risk of reinvestment of interest payments and the risk of failing to maintain the asset/liability matching program with respect to duration and convexity. Liabilities held in the Company's general account and guaranteed separate account as of December 31, 2000 totaled $1,095,100,000. Fixed income investments supporting those liabilities had a fair value of $1,098,500,000. The Company performed a sensitivity analysis on these interest-sensitive liabilities and assets at December 31, 2000. The analysis showed that an immediate decrease of 100 basis points in interest rates would result in a net increase in liabilities and the corresponding assets of approximately $37,300,000 and $41,500,000, respectively. An analysis of a 100 basis point decline in interest rates at December 31, 1999 showed a net increase in interest-sensitive liabilities and the corresponding assets of approximately $10,200,000 and $24,800,000, respectively. Equity Market Exposure ---------------------- The primary equity market risk to the Company comes from the nature of the variable annuity and variable life products sold by the Company. Various fees and charges earned are substantially derived as a percentage of the market value of assets under management. In a market decline, this income would be reduced. This could be further compounded by customer withdrawals, net of applicable surrender charge revenues, partially offset by transfers to the fixed option discussed above. A 10% decline in the market value of the assets under management at December 31, 2000, sustained throughout 2001, would result in an approximate drop in related annual fee income of $54,000,000. This result was not materially different than the result obtained from the analysis performed as of December 31, 1999. Another equity market risk exposure of the Company relates to the guaranteed minimum death benefit liability. Declines in equity markets and correspondingly the performance of the underlying mutual funds, increases the guaranteed minimum death benefit liabilities. As discussed in Note 2D of the consolidated financial statements, the Company utilizes derivative instruments to hedge against the risk of significant decreases in equity markets. Prior to the implementation of this program the Company utilized reinsurance to transfer this risk. The Company has a small portfolio of equity investments; mutual funds which are held in support of a deferred compensation program. In the event of a decline in market values of underlying securities, the value of the portfolio would decline, however the accrued benefits payable under the related deferred compensation program would decline by a corresponding amount. Estimates of interest rate risk and equity price risk were obtained using computer models that take into consideration various assumptions about the future. Given the uncertainty of future interest rate movements, volatility in the equity markets and consumer behavior, actual results may vary from those predicted by the Company's models. AUDITED CONSOLIDATED FINANCIAL STATEMENTS OF AMERICAN SKANDIA LIFE ASSURANCE CORPORATION INDEPENDENT AUDITOR'S REPORT To the Board of Directors and Shareholder of American Skandia Life Assurance Corporation Shelton, Connecticut We have audited the consolidated statements of financial condition of American Skandia Life Assurance Corporation (the "Company" which is a wholly-owned subsidiary of Skandia Insurance Company Ltd.) as of December 31, 2000 and 1999, and the related consolidated statements of operations, shareholder's equity and cash flows for the three year period ended December 31, 2000. These consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the 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. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. 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 consolidated financial position of American Skandia Life Assurance Corporation at December 31, 2000 and 1999, and the consolidated results of their operations and their cash flows for each of the three years in the period ended December 31, 2000 in conformity with accounting principles generally accepted in the United States. /s/Ernst & Young February 2, 2001 Hartford, Connecticut AMERICAN SKANDIA LIFE ASSURANCE CORPORATION (a wholly-owned subsidiary of Skandia Insurance Company Ltd.) Consolidated Statements of Financial Condition (in thousands) See notes to consolidated financial statements. As of December 31, 2000 1999 --------------- ---------------- ASSETS - ------ Investments: Fixed maturities - at fair value 285,708 $ 198,165 $ Fixed maturities - at amortized cost 3,360 - Equity securities - at fair value 20,402 16,404 Derivative instruments 3,015 189 Policy loans 3,746 1,270 -------------- -------------- -------------- -------------- Total investments 312,871 219,388 Cash and cash equivalents 76,499 89,212 Accrued investment income 5,209 4,054 Deferred acquisition costs 1,398,192 1,087,705 Reinsurance receivable 3,642 4,062 Receivable from affiliates 3,327 - Income tax receivable 34,620 - Income tax receivable - deferred 51,726 - State insurance licenses 4,113 4,263 Fixed assets 10,737 3,305 Other assets 96,403 36,698 Separate account assets 29,757,092 29,381,166 --------------- ---------------- --------------- ---------------- Total assets $ 31,702,705 $ 30,881,579 =============== ================ =============== ================ LIABILITIES AND SHAREHOLDER'S EQUITY - ------------------------------------ Liabilities: Reserves for future insurance policy and contract benefits 135,545 $ 73,292 $ Drafts outstanding 63,758 51,059 Accounts payable and accrued expenses 137,040 158,590 Income tax payable 24,268 - Income tax payable - deferred 8,949 - Payable to affiliates - 68,736 Future fees payable to parent 934,410 576,034 Short-term borrowing 10,000 10,000 Surplus notes 159,000 179,000 Separate account liabilities 29,757,092 29,381,166 --------------- ---------------- --------------- ---------------- Total liabilities 31,205,794 30,522,145 --------------- ---------------- --------------- ---------------- Shareholder's equity: Common stock, $100 par value, 25,000 shares authorized, issued and outstanding 2,500 2,500 Additional paid-in capital 287,329 215,879 Retained earnings 205,979 141,162 Accumulated other comprehensive income (loss) 1,103 (107) --------------- ---------------- --------------- ---------------- Total shareholder's equity 496,911 359,434 --------------- ---------------- --------------- ---------------- Total liabilities and shareholder's equity 31,702,705 $ 30,881,579 $ =============== ================ AMERICAN SKANDIA LIFE ASSURANCE CORPORATION (a wholly-owned subsidiary of Skandia Insurance Company Ltd.) Consolidated Statements of Operations (in thousands) See notes to consolidated financial statements. For the Year Ended December 31, 2000 1999 1998 ---------------- --------------- --------------- ---------------- --------------- --------------- REVENUES - -------- Annuity and life insurance charges and fees $ $ $ 424,578 289,989 186,211 Fee income 130,610 83,243 50,839 Net investment income 11,656 10,441 11,130 Premium income 3,118 1,278 874 Net realized capital (losses) gains (688) 578 99 Other 2,348 1,832 387 ---------------- --------------- --------------- ---------------- --------------- --------------- Total revenues 571,622 387,361 249,540 ---------------- --------------- --------------- ---------------- --------------- --------------- EXPENSES - -------- Benefits: Annuity and life insurance benefits 751 612 558 Change in annuity and life insurance policy reserves 45,018 3,078 1,053 Cost of minimum death benefit reinsurance - 2,945 5,144 Return credited to contractowners 9,046 (1,639) (8,930) ---------------- --------------- --------------- ---------------- --------------- --------------- 54,815 4,996 (2,175) Expenses: Underwriting, acquisition and other insurance expenses 335,213 206,350 167,790 Interest expense 85,998 69,502 41,004 ---------------- --------------- --------------- ---------------- --------------- --------------- 421,211 275,852 208,794 ---------------- --------------- --------------- ---------------- --------------- --------------- Total benefits and expenses 476,026 280,848 206,619 ---------------- --------------- --------------- ---------------- --------------- --------------- Income from operations before income tax 95,596 106,513 42,921 Income tax expense 30,779 30,344 8,154 ---------------- --------------- --------------- ---------------- --------------- --------------- Net income $ $ $ 64,817 76,169 34,767 ================ =============== =============== ================ =============== =============== AMERICAN SKANDIA LIFE ASSURANCE CORPORATION (a wholly-owned subsidiary of Skandia Insurance Company Ltd.) Consolidated Statements of Shareholder's Equity (in thousands) See notes to consolidated financial statements. For the Year Ended December 31, 2000 1999 1998 --------------- ----------------- ----------------- --------------- ----------------- ----------------- Common stock: Beginning balance $ $ $ 2,500 2,000 2,000 Increase in par value - 500 - --------------- ----------------- ----------------- --------------- ----------------- ----------------- Ending balance 2,500 2,500 2,000 --------------- ----------------- ----------------- --------------- ----------------- ----------------- Additional paid in capital: Beginning balance 215,879 179,889 151,527 Transferred to common stock - (500) - Additional contributions 71,450 36,490 28,362 --------------- ----------------- ----------------- --------------- ----------------- ----------------- Ending balance 287,329 215,879 179,889 --------------- ----------------- ----------------- --------------- ----------------- ----------------- Retained earnings: Beginning balance 141,162 64,993 30,226 Net income 64,817 76,169 34,767 --------------- ----------------- ----------------- --------------- ----------------- ----------------- Ending balance 205,979 141,162 64,993 --------------- ----------------- ----------------- --------------- ----------------- ----------------- Accumulated other comprehensive income (loss): Beginning balance (107) 3,535 668 Other comprehensive income (loss) 1,210 (3,642) 2,867 --------------- ----------------- ----------------- --------------- ----------------- ----------------- Ending balance 1,103 (107) 3,535 --------------- ----------------- ----------------- --------------- ----------------- ----------------- Total shareholder's equity $ $ $ 496,911 359,434 250,417 =============== ================= ================= =============== ================= ================= AMERICAN SKANDIA LIFE ASSURANCE CORPORATION (a wholly-owned subsidiary of Skandia Insurance Company Ltd.) Consolidated Statements of Cash Flow (in thousands) See notes to consolidated financial statements. For the Year Ended December 31, 2000 1999 1998 ------------- -------------- ------------- Cash flow from operating activities: Net income $ $ $ 64,817 76,169 34,767 Adjustments to reconcile net income to net cash used in operating activities: Amortization and depreciation 7,565 1,495 251 Deferred tax expense 60,023 (10,903) (14,242) Change in unrealized losses on derivatives (2,935) 3,749 - Increase in policy reserves 50,892 4,367 1,130 (Decrease) increase in payable to affiliates (72,063) 69,897 166 Change in income tax payable/receivable (58,888) 17,611 7,704 Increase in other assets (59,987) (32,954) (1,173) Increase in accrued investment income (1,155) (1,174) (438) Decrease in reinsurance receivable 420 129 2,152 Net increase in deferred acquisition costs (310,487) (366,198) (174,804) (Decrease) increase in accounts payable and accrued expenses (21,550) 66,763 20,637 Increase in drafts outstanding 12,699 22,118 9,663 Change in foreign currency translation, net (101) 701 (22) Net realized capital gain on expiration of derivatives (500) - - Net realized capital losses (gains) 688 (578) (99) ------------- -------------- ------------- Net cash used in operating activities (330,562) (148,808) (114,308) ------------- -------------- ------------- Cash flow from investing activites: Purchase of fixed maturity investments (380,737) (99,250) (31,828) Proceeds from sale and maturity of fixed maturity investments 303,736 36,226 4,049 Purchase of derivatives (6,722) (4,974) - Purchase of shares in mutual funds (18,136) (17,703) (7,158) Proceeds from sale of shares in mutual funds 8,345 14,657 6,086 Purchase of fixed assets (7,348) (3,178) (18) Increase in policy loans (2,476) (701) 118 ------------- -------------- ------------- Net cash used in investing activities (103,338) (17,703) (28,751) ------------- -------------- ------------- Cash flow from financing activities: Capital contribution from parent 51,450 22,490 8,362 Increase in future fees payable to parent, net 358,376 207,056 135,944 Net deposits to (withdrawals from) contractowner accounts 11,361 5,872 (5,696) - -------------------------------------------------------------------------- -------------- ------------- Net cash provided by financing activities 421,187 235,418 138,610 ------------- -------------- ------------- Net (decrease) increase in cash and cash equivalents (12,713) 11,687 (4,449) Cash and cash equivalents at beginning of period 89,212 77,525 81,974 ------------- -------------- ------------- Cash and cash equivalents at end of period $ $ $ 76,499 89,212 77,525 ============= ============== ============= Income taxes paid $ $ $ 29,644 23,637 14,651 ============= ============== ============= Interest paid $ $ $ 85,551 69,697 35,588 ============= ============== ============= AMERICAN SKANDIA LIFE ASSURANCE CORPORATION (a wholly-owned subsidiary of Skandia Insurance Company Ltd.) Notes to Consolidated Financial Statements December 31, 2000 1. ORGANIZATION AND OPERATION American Skandia Life Assurance Corporation (the "Company") is a wholly-owned subsidiary of American Skandia, Inc. ("ASI") whose ultimate parent is Skandia Insurance Company Ltd., ("SICL") a Swedish Corporation. The Company develops long-term savings and retirement products which are distributed through its affiliated broker/dealer company, American Skandia Marketing, Incorporated ("ASM"). The Company currently issues variable and term life insurance and variable, fixed, market value adjusted and immediate annuities for individuals, groups and qualified pension plans. The Company has 99.9% ownership in Skandia Vida, S.A. de C.V. ("Skandia Vida") which is a life insurance company domiciled in Mexico. Skandia Vida had total shareholder's equity of $4,402,000 and $4,592,000 as of December 31, 2000, and 1999, respectively. The Company considers Mexico an emerging market and has invested in the Skandia Vida operations with the expectation of generating profits from long-term savings products in future years. As such, Skandia Vida has generated net losses of $2,540,000, $2,523,000 and $2,514,000 for the years ended December 31, 2000, 1999 and 1998, respectively. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES A. Basis of Reporting ------------------ The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States. Intercompany transactions and balances have been eliminated in consolidation. Certain reclassifications have been made to prior year amounts to conform with the current year presentation. B. New Accounting Standard ----------------------- The FASB has issued Statement of Financial Accounting Standards No. 133, "Accounting for Derivative Instruments and Hedging Activities", as amended by SFAS 137 and SFAS 138 (collectively, "SFAS 133"). SFAS 133 is effective for all fiscal quarters of all fiscal years beginning after June 15, 2000; accordingly, the Company adopted SFAS 133 on January 1, 2001. This statement establishes accounting and reporting standards for derivative instruments, including certain derivative instruments embedded in other contracts, and for hedging activities. SFAS No. 133 requires that all derivative financial instruments be measured at fair value and recognized in the statement of condition as either assets or liabilities. Changes in the fair value of the derivative financial instruments will be reported in either earnings or comprehensive income, depending on the use of the derivative and whether or not it qualifies for hedge accounting. Special hedge accounting treatment is permitted only if specific criteria are met, including that the hedging relationship be highly effective both at inception and on an ongoing basis. Accounting for hedges varies based on the type of hedge - fair value or cash flow. Results of effective hedges are recognized in current earnings for fair value hedges and in other comprehensive income for cash flow hedges. Ineffective portions of hedges are recognized immediately in earnings. AMERICAN SKANDIA LIFE ASSURANCE CORPORATION (a wholly-owned subsidiary of Skandia Insurance Company Ltd.) Notes to Consolidated Financial Statements (continued) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) The derivative instruments held by the Company in 2000 and 1999 consisted of equity put options utilized to manage the market risk and reserve fluctuations associated with the guaranteed minimum death benefit ("GMDB"). The adoption of SFAS No. 133 did not have a material effect on the Company's financial statements. C. Investments The Company has classified its fixed maturity investments as either held-to-maturity or available-for-sale. Investments classified as held-to-maturity are investments that the Company has the ability and intent to hold to maturity. Such investments are carried at amortized cost. Those investments which are classified as available-for-sale are carried at fair value and changes in unrealized gains and losses are reported as a component of other comprehensive income. The Company has classified its mutual fund investments held in support of a deferred compensation plan (see Note 13) as available-for-sale. Such investments are carried at fair value and changes in unrealized gains and losses are reported as a component of other comprehensive income. Policy loans are carried at their unpaid principal balances. Realized gains and losses on disposal of investments are determined by the specific identification method and are included in revenues. D. Derivative Instruments ---------------------- The Company uses derivative instruments which consist of equity option contracts for risk management purposes, and not for trading or speculation. The Company hedges the market value fluctuations of the GMDB exposure embedded in its policy reserves. Premiums paid on option contracts are amortized into net investment income over the terms of the contracts. The options are carried at amortized cost plus intrinsic value, if any, at the valuation date. An option has intrinsic value if it is "in-the-money." For a put option to be "in-the-money," the exercise price must be greater than the value of the underlying index. Changes in intrinsic value are recorded as a component of the change in annuity and life insurance policy reserves consistent with changes in the GMDB reserve. E. Cash Equivalents ---------------- The Company considers all highly liquid time deposits, commercial paper and money market mutual funds purchased with a maturity at date of acquisition of three months or less to be cash equivalents. F. Fair Values of Financial Instruments ------------------------------------ The methods and assumptions used to determine the fair value of financial instruments are as follows: Fair values of fixed maturities with active markets are based on quoted market prices. For fixed maturities that trade in less active markets, fair values are obtained from an independent pricing service. AMERICAN SKANDIA LIFE ASSURANCE CORPORATION (a wholly-owned subsidiary of Skandia Insurance Company Ltd.) Notes to Consolidated Financial Statements (continued) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Fair values of investments in mutual funds are based on quoted market prices. The intrinsic value portion of the derivative instrument is determined based on the current value of the underlying index. The carrying value of cash and cash equivalents (cost) approximates fair value due to the short-term nature of these investments. The carrying value of short-term borrowings (cost) approximates fair value due to the short-term nature of these liabilities. Fair values of certain financial instruments, such as future fees payable to parent and surplus notes are not readily determinable and are excluded from fair value disclosure requirements. G. State Insurance Licenses ------------------------ Licenses to do business in all states have been capitalized and reflected at the purchase price of $6,000,000 less accumulated amortization. The cost of the licenses is being amortized on a straight-line basis over 40 years. H. Software Capitalization ----------------------- The Company capitalizes certain costs associated with internal use software in accordance with the American Institute of Certified Public Accountants Statement of Position 98-1 ("SOP 98-1"), "Accounting for the Costs of Software Developed or Obtained for Internal Use. The SOP, which was adopted prospectively as of January 1, 1999, requires the capitalization of certain costs incurred in connection with developing or obtaining internal use software. Prior to the adoption of SOP 98-1, the Company expensed all internal use software related costs as incurred. Details of the capitalized software costs, which are included in fixed assets, and related amortization for the years ended December 31, are as follows: (in thousands) 2000 1999 ---- ---- Balance at beginning of year $2,920 $ - ------ ---- Software costs capitalized during the year 4,804 3,035 Software costs amortized during the year (512) (115) ----- ----- 4,292 2,920 ----- ----- Balance at end of year $7,212 $2,920 ====== ====== AMERICAN SKANDIA LIFE ASSURANCE CORPORATION (a wholly-owned subsidiary of Skandia Insurance Company Ltd.) Notes to Consolidated Financial Statements (continued) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) I. Income Taxes ------------ The Company is included in the consolidated federal income tax return and combined state income tax return of an upstream company, Skandia AFS Development Holding Corporation and certain of its subsidiaries. In accordance with the tax sharing agreement, the federal and state income tax provisions are computed on a separate return basis as adjusted for consolidated items such as net operating loss carryforwards. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. J. Recognition of Revenue and Contract Benefits -------------------------------------------- Revenues for variable deferred annuity contracts consist of charges against contractowner account values for mortality and expense risks, administration fees, surrender charges and an annual maintenance fee per contract. Benefit reserves for variable annuity contracts represent the account value of the contracts and are included in the separate account liabilities. Revenues for variable immediate annuity contracts with and without life contingencies consist of certain charges against contractowner account values including mortality and expense risks and administration fees. Benefit reserves for variable immediate annuity contracts represent the account value of the contracts and are included in the separate account liabilities. Revenues for market value adjusted fixed annuity contracts consist of separate account investment income reduced by benefit payments and changes in reserves in support of contractowner obligations, all of which are included in return credited to contractowners. Benefit reserves for these contracts represent the account value of the contracts, and are included in the general account reserve for future contractowner benefits to the extent in excess of the separate account assets. Revenues for immediate annuity contracts without life contingencies consist of net investment income. Revenues for immediate annuity contracts with life contingencies consist of single premium payments recognized as annuity considerations when received. Benefit reserves for these contracts are based on the Society of Actuaries 1983 Table-a with assumed interest rates that vary by issue year. Assumed interest rates ranged from 6.25% to 8.25% at December 31, 2000 and 1999. Revenues for variable life insurance contracts consist of charges against contractowner account values for mortality and expense risk fees, cost of insurance fees, taxes and surrender charges. Certain contracts also include charges against premium to pay state premium taxes. Benefit reserves for variable life insurance contracts represent the account value of the contracts and are included in the separate account liabilities. AMERICAN SKANDIA LIFE ASSURANCE CORPORATION (a wholly-owned subsidiary of Skandia Insurance Company Ltd.) Notes to Consolidated Financial Statements (continued) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) K. Deferred Acquisition Costs -------------------------- The costs of acquiring new business, which vary with and are primarily related to the production of new business, are being deferred, net of reinsurance. These costs include commissions, costs of contract issuance, and certain selling expenses that vary with production. These costs are being amortized generally in proportion to expected gross profits from surrender charges, policy and asset based fees and mortality and expense margins. This amortization is adjusted retrospectively and prospectively when estimates of current and future gross profits to be realized from a group of products are revised. Details of the deferred acquisition costs and related amortization for the years ended December 31, are as follows: (in thousands) 2000 1999 1998 ---- ---- ---- Balance at beginning of year $1,087,705 $721,507 $546,703 ---------- -------- -------- Acquisition costs deferred during the year 495,103 450,059 261,432 Acquisition costs amortized during the year (184,616) (83,861) (86,628) --------- ------------ --------- 310,487 366,198 174,804 ---- ------- ------- -------- Balance at end of year $1,398,192 $1,087,705 $721,507 ========== ========== ======== L. Reinsurance ----------- The Company cedes reinsurance under modified co-insurance arrangements. These reinsurance arrangements provide additional capacity for growth in supporting the cash flow strain from the Company's variable annuity and variable life insurance business. The reinsurance is effected under quota share contracts. The Company reinsured its exposure to market fluctuations associated with its GMDB liability in the first half of 1999 and in 1998. Under this reinsurance agreement, the Company ceded premiums of $2,945,000 and $5,144,000; received claim reimbursements of $242,000 and $9,000; and, recorded increases/(decreases) in reserves of ($2,763,000) and $323,000 in 1999 and 1998, respectively. At December 31, 2000 and 1999, in accordance with the provisions of modified coinsurance agreements, the Company accrued $4,339,000 and $41,000, respectively, for amounts receivable from favorable reinsurance experience on certain blocks of variable annuity business. AMERICAN SKANDIA LIFE ASSURANCE CORPORATION (a wholly-owned subsidiary of Skandia Insurance Company Ltd.) Notes to Consolidated Financial Statements (continued) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) M. Translation of Foreign Currency ------------------------------- The financial position and results of operations of Skandia Vida are measured using local currency as the functional currency. Assets and liabilities are translated at the exchange rate in effect at each year-end. Statements of income and shareholder's equity accounts are translated at the average rate prevailing during the year. Translation adjustments arising from the use of differing exchange rates from period to period are reported as a component of other comprehensive income. N. Separate Accounts ----------------- Assets and liabilities in Separate Accounts are included as separate captions in the consolidated statements of financial condition. Separate Account assets consist principally of long term bonds, investments in mutual funds, short-term securities and cash and cash equivalents, all of which are carried at fair value. The investments are managed predominately through the Company's investment advisory affiliate, American Skandia Investment Services, Inc. ("ASISI"), utilizing various fund managers as sub-advisors. The remaining investments are managed by independent investment firms. The contractowner has the option of directing funds to a wide variety of mutual funds. The investment risk on the variable portion of a contract is borne by the contractowner. A fixed option with a minimum guaranteed interest rate is also available. The Company is responsible for the credit risk associated with these investments. Included in Separate Account liabilities are reserves of $1,059,987,000 and $896,205,000 at December 31, 2000 and 1999, respectively, relating to annuity contracts for which the contractowner is guaranteed a fixed rate of return. Separate Account assets of $1,059,987,000 and $896,205,000 at December 31, 2000 and 1999, respectively, consisting of long term bonds, short-term securities, transfers due from the general account and cash and cash equivalents are held in support of these annuity contracts, pursuant to state regulation. O. Estimates --------- The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires that management make estimates and assumptions that affect the reported amount of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The more significant estimates and assumptions are related to deferred acquisition costs and involve policy lapses, investment return and maintenance expenses. Actual results could differ from those estimates. AMERICAN SKANDIA LIFE ASSURANCE CORPORATION (a wholly-owned subsidiary of Skandia Insurance Company Ltd.) Notes to Consolidated Financial Statements (continued) 3. COMPREHENSIVE INCOME The components of comprehensive income, net of tax, for the years ended December 31 were as follows: (in thousands) 2000 1999 1998 ---- ---- ---- Net income $64,817 $76,169 $34,767 Other comprehensive income: Unrealized investment (losses) gains on available for sale securities (1,681) (3,438) 2,801 Reclassification adjustment for realized losses (gains) included in investment income 2,957 (660) 88 --------- ----- ----- ---------- Net unrealized gains (losses) on securities 1,276 (4,098) 2,889 Foreign currency translation (66) 456 (22) ------- ---------- ----------- Other comprehensive income (loss) 1,210 (3,642) 2,867 --------- ------- ------ Comprehensive income $66,027 $72,527 $37,634 ======= ======= ======= The components of accumulated other comprehensive income, net of tax, as of December 31 were as follows: (in thousands) 2000 1999 ---- ---- Unrealized investment gains (losses) $1,021 ($255) Foreign currency translation 82 148 ------ ------ Accumulated other comprehensive income (loss) $1,103 ($107) ====== ====== AMERICAN SKANDIA LIFE ASSURANCE CORPORATION (a wholly-owned subsidiary of Skandia Insurance Company Ltd.) Notes to Consolidated Financial Statements (continued) 4. INVESTMENTS The amortized cost, gross unrealized gains/losses and estimated fair value of available-for-sale and held-to-maturity fixed maturities and investments in mutual funds as of December 31, 2000 and 1999 are shown below. All securities held at December 31, 2000 and 1999 were publicly traded. Investments in fixed maturities as of December 31, 2000 consisted of the following: (in thousands) Available-for-Sale ------------------ Gross Gross Amortized Unrealized Unrealized Fair Cost Gains Losses Value ---- ----- ------ ----- U.S. Government obligations $206,041 $4,445 $ (11) $210,475 Foreign government obligations 2,791 195 - 2,986 Obligations of state and political subdivisions 253 1 - 254 Corporate securities 72,237 1,565 (1,809) 71,993 ------ ----- ------- ------ Totals $281,322 $6,206 $(1,820) $285,708 ======== ====== ======== ======== The amortized cost and fair value of fixed maturities, by contractual maturity, at December 31, 2000 are shown below. (in thousands) Available-for-Sale ------------------ Amortized Fair Cost Value ---- ----- Due in one year or less $ 7,005 $ 7,018 Due after one through five years 157,111 158,344 Due after five through ten years 107,729 110,469 Due after ten years 9,477 9,877 -------- --------- Total $281,322 $285,708 ======== ======== AMERICAN SKANDIA LIFE ASSURANCE CORPORATION (a wholly-owned subsidiary of Skandia Insurance Company Ltd.) Notes to Consolidated Financial Statements (continued) 4. INVESTMENTS (continued) Investments in fixed maturities as of December 31, 1999 consisted of the following: (in thousands) Available-for-Sale ------------------ Gross Gross Amortized Unrealized Unrealized Fair Cost Gains Losses Value ---- ----- ------ ----- U.S. Government obligations $ 81,183 $ - $(678) $ 80,505 Obligations of state and political subdivisions 253 - (3) 250 Corporate securities 121,859 - (4,449) 117,410 ------- ------- ------- Totals $203,295 $ - $(5,130) $198,165 ======== === ======== ======== (in thousands) Held-to-Maturity ---------------- Gross Gross Amortized Unrealized Unrealized Fair Cost Gains Losses Value ---- ----- ------ ----- U.S. Government obligations $1,105 $ - $ (1) $1,104 Corporate securities 2,255 - (15) 2,240 ------- -- ---- ------ Totals $3,360 $ - $(16) $3,344 ====== === ===== ====== Proceeds from sales of fixed maturities during 2000, 1999 and 1998 were $302,632,000, $32,196,000, and $999,000, respectively. Proceeds from maturities during 2000, 1999 and 1998 were $1,104,000, $4,030,000, and $3,050,000, respectively. AMERICAN SKANDIA LIFE ASSURANCE CORPORATION (a wholly-owned subsidiary of Skandia Insurance Company Ltd.) Notes to Consolidated Financial Statements (continued) 4. INVESTMENTS (continued) The cost, gross unrealized gains/losses and fair value of investments in mutual funds at December 31, 2000 and 1999 are shown below: (in thousands) Gross Gross Unrealized Unrealized Fair Cost Gains Losses Value ---- ----- ------ ----- 2000 $23,218 $ 372 $(3,188) $20,402 ======= ===== ======== ======= 1999 $11,667 $4,763 $ (26) $16,404 ======= ====== ====== ======= Net realized investment gains (losses) were as follows for the years ended December 31: (in thousands) 2000 1999 1998 ---- ---- ---- Fixed maturities: Gross gains $1,002 $ 253 $ - Gross losses (3,450) (228) (1) Investment in mutual funds: Gross gains 1,913 990 281 Gross losses (153) (437) (181) --- ----- -- ----- ----- Totals $ (688) $ 578 $ 99 ======= ===== ==== 5. NET INVESTMENT INCOME The sources of net investment income for the years ended December 31 were as follows: (in thousands) 2000 1999 1998 ---- ---- ---- Fixed maturities $13,502 $ 9,461 $ 8,534 Cash and cash equivalents 5,154 2,159 1,717 Investment in mutual funds 99 32 1,013 Policy loans 97 31 45 Derivative instruments (6,939) (1,036) - ------- ------- Total investment income 11,913 10,647 11,309 Investment expenses 257 206 179 ------ ------ ------ Net investment income $11,656 $10,441 $11,130 ======= ======= ======= AMERICAN SKANDIA LIFE ASSURANCE CORPORATION (a wholly-owned subsidiary of Skandia Insurance Company Ltd.) Notes to Consolidated Financial Statements (continued) 6. INCOME TAXES The significant components of income tax expense for the years ended December 31 were as follows: (in thousands) 2000 1999 1998 ---- ---- ---- Current tax (benefit) expense ($29,244) $41,248 $22,384 Deferred tax expense (benefit) 60,023 (10,904) (14,230) ------- -------- ------- Total income tax expense $30,779 $30,344 $8,154 ======= ======= ====== The tax effects of significant items comprising the Company's deferred tax balance as of December 31, 2000 and 1999 are as follows: (in thousands) 2000 1999 ---- ---- Deferred tax liabilities: Deferred acquisition costs ($411,417) ($321,873) Payable to reinsurers (29,985) (26,733) Future contractowner benefits (11,526) - Internal use software (2,524) (1,022) Policy fees (1,551) (1,146) Net unrealized gains (550) - Foreign exchange translation (45) (80) --------- ---- --------- ---- Total (457,598) (350,854) --------- --------- Deferred tax assets: Net separate account liabilities 421,662 333,521 Future contractowner benefits - 3,925 Other reserve differences 2,675 39,645 Deferred compensation 17,869 18,844 Surplus notes interest 5,536 5,030 Net unrealized losses - 137 Other 907 1,478 -------- --- ----- Total - 448,649 402,580 ------- ------- Income tax (payable) receivable - deferred ($ 8,949) $51,726 =========== ======= AMERICAN SKANDIA LIFE ASSURANCE CORPORATION (a wholly-owned subsidiary of Skandia Insurance Company Ltd.) Notes to Consolidated Financial Statements (continued) 6. INCOME TAXES (continued) The income tax expense was different from the amount computed by applying the federal statutory tax rate of 35% to pre-tax income from continuing operations as follows: (in thousands) 2000 1999 1998 ---- ---- ---- Income (loss) before taxes Domestic $98,136 $109,036 $45,435 Foreign (2,540) (2,523) (2,514) ------- --- ------- ------- Total 95,596 106,513 42,921 Income tax rate 35% 35% 35% ------- ------ -------- Tax expense at federal statutory income tax rate 33,459 37,280 15,022 Tax effect of: Dividend received deduction (7,350) (9,572) (9,085) Losses of foreign subsidiary 889 883 880 Meals and entertainment 841 664 487 State income taxes (524) 1,071 673 Other 3,464 18 177 -------- ---------- --------- Income tax expense $ 30,779 $ 30,344 $ 8,154 ======== ======== ======= 7. COST ALLOCATION AGREEMENTS WITH AFFILIATES Certain operating costs (including personnel, rental of office space, furniture, and equipment) have been charged to the Company at cost by American Skandia Information Services and Technology Corporation ("ASIST"), an affiliated company. The Company has also charged operating costs to ASISI. The total cost to the Company for these items was $13,974,000, $11,136,000, and $7,722,000 for the years ended December 31, 2000, 1999 and 1998, respectively. Income received for these items was $11,186,000, $3,919,000 and $1,355,000 for the years ended December 31, 2000, 1999 and 1998, respectively. Beginning in 1999, the Company was reimbursed by ASM for certain distribution related costs associated with the sales of business through an investment firm where ASM serves as an introducing broker dealer. Under this agreement, the expenses reimbursed were $5,842,000 and $1,441,000 for the years ended December 31, 2000 and 1999. As of December 31, 2000 and 1999, amounts receivable under this agreement were $492,000 and $245,000, respectively. AMERICAN SKANDIA LIFE ASSURANCE CORPORATION (a wholly-owned subsidiary of Skandia Insurance Company Ltd.) Notes to Consolidated Financial Statements (continued) 8. FUTURE FEES PAYABLE TO PARENT In a series of transactions with ASI, the Company transferred certain rights to receive future fees and contract charges expected to be realized on variable portions of designated blocks of deferred annuity contracts. The proceeds from the transfers have been recorded as a liability and are being amortized over the remaining surrender charge period of the designated contracts using the interest method. The Company did not transfer the right to receive future fees and charges after the expiration of the surrender charge period. In connection with these transactions, ASI issued collateralized notes in private placements, which are secured by the rights to receive future fees and charges purchased from the Company. Under the terms of the Purchase Agreements, the rights transferred provide for ASI to receive a percentage (60%, 80% or 100% depending on the underlying commission option) of future mortality and expense charges and contingent deferred sales charges, after reinsurance, expected to be realized over the remaining surrender charge period of the designated contracts (6 to 8 years). Payments representing fees and charges in the aggregate amount of $219,454,000, $131,420,000 and $69,226,000 were made by the Company to the Parent for the years ended December 31, 2000, 1999 and 1998, respectively. Related interest expense of $70,667,000, $52,840,000 and $22,978,000 has been included in the statement of income for the years ended December 31, 2000, 1999 and 1998, respectively. The Commissioner of the State of Connecticut has approved the transfer of future fees and charges; however, in the event that the Company becomes subject to an order of liquidation or rehabilitation, the Commissioner has the ability to stop the payments due to the Parent under the Purchase Agreement subject to certain terms and conditions. The present values of the transactions as of the respective effective date were as follows: Closing Effective Contract Issue Discount Present Transaction Date Date Period Rate Value ----------- ---- ---- ------ ---- ----- 1996-1 12/16/96 9/1/96 1/1/94 - 6/30/96 7.5% $50,221 1997-1 7/23/97 6/1/97 3/1/96 - 4/30/97 7.5% 58,767 1997-2 12/30/97 12/1/97 5/1/95 - 12/31/96 7.5% 77,552 1997-3 12/30/97 12/1/97 5/1/96 - 10/31/97 7.5% 58,193 1998-1 6/30/98 6/1/98 1/1/97 - 5/31/98 7.5% 61,180 1998-2 11/10/98 10/1/98 5/1/97 - 8/31/98 7.0% 68,573 1998-3 12/30/98 12/1/98 7/1/96 - 10/31/98 7.0% 40,128 1999-1 6/23/99 6/1/99 4/1/94 - 4/30/99 7.5% 120,632 1999-2 12/14/99 10/1/99 11/1/98 - 7/31/99 7.5% 145,078 2000-1 3/22/00 2/1/00 8/1/99 - 1/31/00 7.5% 169,459 2000-2 7/18/00 6/1/00 2/1/00 - 4/30/00 7.25% 92,399 2000-3 12/28/00 12/1/00 5/1/00 - 10/31/00 7.25% 107,291 2000-4 12/28/00 12/1/00 1/1/98 - 10/31/00 7.25% 107,139 AMERICAN SKANDIA LIFE ASSURANCE CORPORATION (a wholly-owned subsidiary of Skandia Insurance Company Ltd.) Notes to Consolidated Financial Statements (continued) 8. FUTURE FEES PAYABLE TO PARENT (continued) Expected payments of future fees payable to ASI as of December 31, 2000 are as follows: Year Ended (in thousands) December 31, Amount ------------ ------ 2001 $164,892 2002 169,511 2003 165,626 2004 151,516 2005 128,053 2006 and thereafter 154,812 ------- Total $934,410 ======== 9. LEASES The Company leases office space under a lease agreement established in 1989 with ASIST. The Company entered into a lease agreement for office space in Westminster, Colorado, effective January 1, 2001. Lease expense for 2000, 1999 and 1998 was $6,593,000, $5,003,000 and $3,588,000 respectively. Future minimum lease payments per year and in aggregate as of December 31, 2000 are as follows: (in thousands) 2001 $6,487 2002 8,032 2003 8,098 2004 8,209 2005 8,756 2006 and thereafter 51,922 ----------- Total $91,504 =========== 10. RESTRICTED ASSETS To comply with certain state insurance departments' requirements, the Company maintains cash, bonds and notes on deposit with various states. The carrying value of these deposits amounted to $4,636,000 and $4,868,000 as of December 31, 2000, and 1999, respectively. These deposits are required to be maintained for the protection of contractowners within the individual states. AMERICAN SKANDIA LIFE ASSURANCE CORPORATION (a wholly-owned subsidiary of Skandia Insurance Company Ltd.) Notes to Consolidated Financial Statements (continued) 11. RETAINED EARNINGS AND DIVIDEND RESTRICTIONS Statutory basis shareholder's equity was $342,804,000 and $286,385,000 at December 31, 2000 and 1999, respectively. The statutory basis net income for the year ended December 31, 2000 was $11,550,000, as compared to losses of $17,672,000 and $13,152,000 for the years ended December 31, 1999 and 1998, respectively. Under various state insurance laws, the maximum amount of dividends that can be paid to shareholders without prior approval of the state insurance department is subject to restrictions relating to statutory surplus and net gain from operations. At December 31, 2000, no amounts may be distributed without prior approval. On November 8, 1999, the Board of Directors authorized the Company to increase the par value of its capital stock from $80 per share to $100 per share in order to comply with minimum capital levels as required by the California Department of Insurance. This transaction resulted in a corresponding decrease in paid in and contributed surplus of $500,000 and had no effect on capital and surplus. 12. STATUTORY ACCOUNTING PRACTICES The National Association of Insurance Commissioners ("NAIC") revised the Accounting Practices and Procedures Manual in a process referred to as Codification. The State of Connecticut has adopted the provisions of the revised manual, which is effective January 1, 2001. The revised manual has changed, to some extent, prescribed statutory accounting practices and will result in changes to the accounting practices that the Company uses to prepare its statutory-basis financial statements. The adoption of the revised accounting practices is not expected to have a material adverse effect on the Company's statutory-basis capital and surplus. 13. EMPLOYEE BENEFITS The Company has a 401(k) plan for which substantially all employees are eligible. Under this plan, the Company contributes 3% of salary for all participating employees and matches employee contributions at a 50% level up to an additional 3% Company contribution. Company contributions to this plan on behalf of the participants were $3,734,000, $3,164,000 and $2,115,000 for the years ended December 31, 2000, 1999 and 1998, respectively. The Company has a deferred compensation plan, which is available to the internal field marketing staff and certain officers. Company contributions to this plan on behalf of the participants were $399,000, $193,000 and $342,000 for the years ended December 31, 2000, 1999 and 1998, respectively. The Company and certain affiliates cooperatively have a long-term incentive program under which units are awarded to executive officers and other personnel. The Company and certain affiliates also have a profit sharing program which benefits all employees below the officer level. These programs consist of multiple plans with new plans instituted each year. Generally, participants must remain employed by the Company or its affiliates at the time such units are payable in order to receive any payments under the programs. The accrued liability representing the value of these units was $31,632,000 and $42,619,000 as of December 31, 2000 and 1999, respectively. Payments under these programs were $13,542,000, $4,079,000 and $2,407,000 for the years ended December 31, 2000, 1999, and 1998, respectively. AMERICAN SKANDIA LIFE ASSURANCE CORPORATION (a wholly-owned subsidiary of Skandia Insurance Company Ltd.) Notes to Consolidated Financial Statements (continued) 14. REINSURANCE The effect of reinsurance for the years ended December 31, 2000, 1999 and 1998 is as follows: (in thousands) 2000 ---- Annuity and Life Insurance Change in Annuity and Life Return Credited Charges and Fees Insurance to Contractowners ---------------- ----------------- Policy Reserves --------------- Gross $477,802 $45,784 $13,607 Ceded (53,224) (766) (4,561) -------- ------ ------- Net $424,578 $45,018 $ 9,046 ======== ======= ======= 1999 ---- Annuity and Life Insurance Change in Annuity and Life Return Credited Charges and Fees Insurance to Contractowners ---------------- ----------------- Policy Reserves --------------- Gross $326,670 $4,151 ($1,382) Ceded (36,681) (1,073) (257) -------- ------- ----- Net $289,989 $3,078 ($1,639) ======== ====== ======== 1998 ---- Annuity and Life Insurance Change in Annuity and Life Return Credited Charges and Fees Insurance to Contractowners ---------------- ----------------- Policy Reserves --------------- Gross $215,425 $ 691 ($8,921) Ceded (29,214) 362 (9) -------- --- --------- Net $186,211 $1,053 ($8,930) ======== ====== ======== In December 2000, the Company entered into a modified coinsurance agreement with SICL effective January 1996. During 2000, ceded premiums received net of commission expenses and reserve adjustments were $10,360,000. At December 31, 2000, $6,109,000 was payable to SICL under this agreement. Such ceded reinsurance does not relieve the Company of its obligations to policyholders. The Company remains liable to its policyholders for the portion reinsured to the extent that any reinsurer does not meet its obligations assumed under the reinsurance agreements. AMERICAN SKANDIA LIFE ASSURANCE CORPORATION (a wholly-owned subsidiary of Skandia Insurance Company Ltd.) Notes to Consolidated Financial Statements (continued) 15. SURPLUS NOTES The Company has issued surplus notes to its Parent in exchange for cash. Surplus notes outstanding as of December 31, 2000 and 1999 were as follows: (in thousands) Interest for the --------------------------------- Interest 2000 1999 Years Ended December 31, --------------------------------- Issue Date Rate Amount Amount 2000 1999 1998 ---------- ---- ------ ------ ---- ---- ---- --------------------------------- --------------------------------- December 29, 1993 6.84% - - - - 1,387 --------------------------------- February 18, 1994 7.28% 10,000 732 738 738 - --------------------------------- March 28, 1994 7.90% 10,000 794 801 801 - --------------------------------- September 30, 1994 9.13% 15,000 15,000 1,392 1,389 1,389 --------------------------------- December 28, 1994 9.78% - - 1,308 1,388 - --------------------------------- December 19, 1995 7.52% 10,000 10,000 765 762 762 --------------------------------- December 20, 1995 7.49% 15,000 15,000 1,142 1,139 1,139 --------------------------------- December 22, 1995 7.47% 9,000 9,000 684 682 682 --------------------------------- June 28, 1996 8.41% 40,000 40,000 3,420 3,411 3,411 --------------------------------- December 30, 1996 8.03% 70,000 70,000 5,715 5,698 5,699 --- ------ --- ------ --- ----- --- ----- --- ----- --------------------------------- Total $159,000 $179,000 $14,644 $15,928 $17,396 ======== ======== ======= ======= ======= --------------------------------- Surplus notes for $10,000,000 dated February 18, 1994 and $10,000,000 dated March 28, 1994 were converted to additional paid-in capital on December 27, 2000. A surplus note for $14,000,000 dated December 28, 1994 was converted to additional paid-in capital on December 10, 1999. All surplus notes mature seven years from the issue date. Payment of interest and repayment of principal for these notes is subject to certain conditions and require approval by the Insurance Commissioner of the State of Connecticut. At December 31, 2000 and 1999, $15,816,000 and $14,372,000, respectively, of accrued interest on surplus notes was not approved for payment under these criteria. 16. SHORT-TERM BORROWING The Company had a $10,000,000 short-term loan payable to ASI at December 31, 2000 and 1999 as part of a revolving loan agreement. The loan has an interest rate of 7.13% and matures on March 12, 2001. The total interest expense to the Company was $687,000, $585,000 and $622,000 and for the years ended December 31, 2000, 1999 and 1998, respectively. Accrued interest payable was $222,000 and $197,000 as of December 31, 2000 and 1999, respectively. 17. CONTRACT WITHDRAWAL PROVISIONS Approximately 99% of the Company's separate account liabilities are subject to discretionary withdrawal by contractowners at market value or with market value adjustment. Separate account assets which are carried at fair value are adequate to pay such withdrawals which are generally subject to surrender charges ranging from 10% to 1% for contracts held less than 10 years. AMERICAN SKANDIA LIFE ASSURANCE CORPORATION (a wholly-owned subsidiary of Skandia Insurance Company Ltd.) Notes to Consolidated Financial Statements (continued) 18. SEGMENT REPORTING In recent years, in order to complete the array of products offered by the Company and its affiliates to meet a wide variety of financial planning, the Company developed the variable life insurance and qualified retirement plan annuity products. Assets under management and sales for the products other than variable annuities have not been significant enough to warrant full segment disclosures as required by SFAS 131, "Disclosures about Segments of an Enterprise and Related Information." AMERICAN SKANDIA LIFE ASSURANCE CORPORATION (a wholly-owned subsidiary of Skandia Insurance Company Ltd.) Notes to Consolidated Financial Statements (continued) 19. QUARTERLY FINANCIAL DATA (UNAUDITED) The following table summarizes information with respect to the operations of the Company on a quarterly basis: (in thousands) Three months Ended March 31 June 30 September 30 December 31 -------- ------- ------------ ----------- 2000 Premiums and other insurance revenues $137,255 $139,317 $147,923 $136,159 Net investment income 2,876 3,628 4,186 966 Net realized capital gains (losses) 729 (1,436) (858) 877 ------- ------- ----- ------- Total revenues 140,860 141,509 151,251 138,002 Benefits and expenses 106,641 121,356 137,514 110,515 ------- -------- -------- ------- Pre-tax net income 34,219 20,153 13,737 27,487 Income taxes 10,038 5,225 3,167 12,349 ------ --------- ------ ------ Net income $24,181 $14,928 $10,570 $15,138 ======= ======= ======= ======= 1999 Premiums and other insurance revenues $78,509 $88,435 $97,955 $111,443 Net investment income 2,654 2,842 2,735 2,210 Net realized capital gains 295 25 206 52 ------- --------- ------- --------- Total revenues 81,458 91,302 100,896 113,705 Benefits and expenses 64,204 67,803 71,597 77,244 ------ --------- ------- ------ Pre-tax net income 17,254 23,499 29,299 36,461 Income taxes 3,844 7,142 7,898 11,460 ------ ------ ---------- ------- Net income $ 13,410 $ 16,357 $ 21,401 $ 25,001 ======== ======== ======== ======== 1998 Premiums and other insurance revenues $50,593 $57,946 $62,445 $67,327 Net investment income 3,262 2,410 2,469 2,989 Net realized capital gains (losses) 156 13 (46) (24) ------- -------- ------- -------- Total revenues 54,011 60,369 64,868 70,292 Benefits and expenses 46,764 42,220 48,471 69,164 ------ ------ ------- ------- Pre-tax net income 7,247 18,149 16,397 1,128 Income taxes 1,175 4,174 2,223 582 ----- ----- ------ ------- Net income $6,072 $13,975 $14,174 $ 546 ====== ======= ======= ======== APPENDIX B - CONDENSED FINANCIAL INFORMATION ABOUT SEPARATE ACCOUNT B The Unit Prices and number of Units in the Sub-accounts that commenced operations prior to January 1, 2001 are shown below. All or some of these Sub-accounts were available during the periods shown as investment options for other variable annuities we offer pursuant to different prospectuses. The Insurance Charge assessed against the Sub-accounts under the terms of those other variable annuities are the same as the charges assessed against such Sub-accounts under the Annuity offered pursuant to this Prospectus. Unit Prices And Numbers Of Units: The following table shows: (a) the Unit Price, as of the dates shown, for Units in each of the Class 1 Sub-accounts of Separate Account B that commenced operations prior to January 1, 2001 and are being offered pursuant to this Prospectus or which we offer pursuant to certain other prospectuses; and (b) the number of Units outstanding in each such Sub-account as of the dates shown. The year in which operations commenced in each such Sub-account is noted in parentheses. The portfolios in which a particular Sub-account invests may or may not have commenced operations prior to the date such Sub-account commenced operations. The initial offering price for each Sub-account was $10.00. Year Ended December 31, - ------------------------------------------------------------------------------------------------------------------------------------------ 2000 1999 1998 1997 1996 1995 1994 1993 1992 1991 - ----------------------- - ------------------------------------------------------------------------------------------------------------------------------------------ AST Founders Passport (1) (1994) Unit Price $16.12 $23.45 12.54 11.46 11.39 10.23 - - - - Number of Units 16,245,805 8,818,599 9,207,623 9,988,104 9,922,698 2,601,283 - - - - --------- - ------------------------------------------------------------------------------------------------------------------------------------------ AST Scudder Japan (2) (2000) Unit Price $8.25 - - - - - - - - - Number of Units 84,394 - - - - - - - - - --------- - ------------------------------------------------------------------------------------------------------------------------------------------ AST AIM International Equity (3) (1989) $31.88 $43.99 27.18 22.95 19.70 18.23 16.80 16.60 12.37 13.69 Unit Price 19,112,622 16,903,883 17,748,560 17,534,233 17,220,688 14,393,137 14,043,215 9,063,464 1,948,773 1,092,902 Number of Units --------- - ------------------------------------------------------------------------------------------------------------------------------------------ AST American Century International Growth (1997) Unit Price $17.92 $21.66 13.30 11.35 - - - - - - Number of Units 17,007,352 6,855,601 5,670,336 2,857,188 - - - - - - - ------------------------------------------------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------------------------------------------------------ AST MFS Global Equity (1999) Unit Price $10.08 $11.01 - - - - - - - - Number of Units 2,803,013 116,756 - - - - - - - - --------- - ------------------------------------------------------------------------------------------------------------------------------------------ AST Scudder Small- Cap Growth (4) (1999) Unit Price $11.98 $15.37 - - - - - - - - Number of Units 63,621,279 53,349,003 - - - - - - - - - ------------------------------------------------------------------------------------------------------------------------------------------ AST Federated Aggressive Growth (2) (2000) Unit Price $9.08 - - - - - - - - - Number of Units 196,575 - - - - - - - - - - ------------------------------------------------------------------------------------------------------------------------------------------ Year Ended December 31, - ------------------------------------------------------------------------------------------------------------------------------------------ 2000 1999 1998 1997 1996 1995 1994 1993 1992 1991 - --------------------------------------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------------------------------------------------ AST Goldman Sachs Small-Cap Value (5) (1998) Unit Price $13.95 $10.57 9.85 - - - - - - - Number of Units 15,193,053 6,597,544 4,081,870 - - - - - - - - ------------------------------------------------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------------------------------------------------------ AST Gabelli Small-Cap Value (6) (1997) Unit Price $13.35 $11.11 11.20 12.70 - - - - - - Number of Units 23,298,524 21,340,168 24,700,211 14,612,510 - - - - - - --------- - ------------------------------------------------------------------------------------------------------------------------------------------ AST Janus Mid-Cap Growth (7) (2000) Unit Price $6.58 - - - - - - - - - Number of Units 9,426,102 - - - - - - - - - --------- - ------------------------------------------------------------------------------------------------------------------------------------------ AST Neuberger Berman Mid-Cap Growth (8) (1994) Unit Price $25.90 $28.58 19.15 16.10 13.99 12.20 9.94 - - - Number of Units 26,517,850 13,460,525 13,389,289 11,293,799 9,563,858 3,658,836 301,267 - - - --------- - ------------------------------------------------------------------------------------------------------------------------------------------ AST Neuberger Berman Mid-Cap Value (9) (1993) Unit Price $21.09 $16.78 16.10 16.72 13.41 12.20 9.81 10.69 - - Number of Units 44,558,699 37,864,586 16,410,121 11,745,440 9,062,152 8,642,186 7,177,232 5,390,887 - - --------- - ------------------------------------------------------------------------------------------------------------------------------------------ AST Alger All-Cap Growth (2000) Unit Price $6.74 - - - - - - - - - Number of Units 28,229,631 - - - - - - - - - --------- - ------------------------------------------------------------------------------------------------------------------------------------------ AST Gabelli All-Cap Value (2) (2000) Unit Price $10.06 - - - - - - - - - Number of Units 1,273,094 - - - - - - - - - --------- - ------------------------------------------------------------------------------------------------------------------------------------------ AST Kinetics Internet (2) (2000) Unit Price $8.01 - - - - - - - - - Number of Units 116,363 - - - - - - - - - - ------------------------------------------------------------------------------------------------------------------------------------------ AST T. Rowe Price Natural Resources (1995) Unit Price $19.86 $15.88 12.57 14.46 14.19 11.01 - - - - Number of Units 6,520,983 6,201,327 5,697,453 7,550,076 6,061,852 808,605 - - - - - ------------------------------------------------------------------------------------------------------------------------------------------ Year Ended December 31, - ------------------------------------------------------------------------------------------------------------------------------------------ 2000 1999 1998 1997 1996 1995 1994 1993 1992 1991 - --------------------------------------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------------------------------------------------ AST Alliance Growth (10) (1996) Unit Price $17.38 $20.44 15.48 12.33 10.89 - - - - - Number of Units 25,796,792 17,059,819 19,009,242 18,736,994 4,324,161 - - - - - - ------------------------------------------------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------------------------------------------------------ AST MFS Growth (1999) Unit Price $10.38 $11.27 - - - - - - - - Number of Units 7,515,486 409,467 - - - - - - - - - ------------------------------------------------------------------------------------------------------------------------------------------ --------- AST Marsico Capital Growth (1997) Unit Price $17.81 $21.06 14.00 10.03 - - - - - - Number of Units 94,627,691 78,684,943 40,757,449 714,309 - - - - - - --------- - ------------------------------------------------------------------------------------------------------------------------------------------ AST JanCap Growth (1992) Unit Price $41.14 $60.44 39.54 23.83 18.79 14.85 10.91 11.59 10.51 - Number of Units 99,250,773 94,850,623 80,631,598 62,486,302 46,779,164 28,662,737 22,354,170 13,603,637 1,476,139 - - ------------------------------------------------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------------------------------------------------------ AST Janus Strategic Value (2) (2000) Unit Price $9.82 - - - - - - - - - Number of Units 586,058 - - - - - - - - - - ------------------------------------------------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------------------------------------------------------ AST Cohen & Steers Realty (1998) Unit Price $10.39 $8.35 8.28 - - - - - - - Number of Units 11,891,188 6,224,365 3,771,461 - - - - - - - - ------------------------------------------------------------------------------------------------------------------------------------------ --------- AST Sanford Bernstein Managed Index 500 (11) (1998) Unit Price $13.55 $15.08 12.61 - - - - - - - Number of Units 48,835,089 39,825,951 22,421,754 - - - - - - - --------- - ------------------------------------------------------------------------------------------------------------------------------------------ AST American Century Income & Growth (12) (1997) Unit Price $14.24 $16.19 13.35 12.06 - - - - - - Number of Units 32,388,202 21,361,995 13,845,190 9,523,815 - - - - - - --------- - ------------------------------------------------------------------------------------------------------------------------------------------ AST Alliance Growth and Income (13) (1992) Unit Price $28.72 $27.60 24.11 21.74 17.79 15.22 11.98 11.88 10.60 - Number of Units 53,536,296 52,766,579 47,979,349 42,197,002 28,937,085 18,411,759 7,479,449 4,058,228 956,949 - - ------------------------------------------------------------------------------------------------------------------------------------------ --------- AST MFS Growth with Income (1999) Unit Price $10.36 $10.49 - - - - - - - - Number of Units 6,937,627 741,323 - - - - - - - - - ------------------------------------------------------------------------------------------------------------------------------------------ Year Ended December 31, - ------------------------------------------------------------------------------------------------------------------------------------------ 2000 1999 1998 1997 1996 1995 1994 1993 1992 1991 - --------------------------------------------------------------------------------------------------------------------------------- --------- AST INVESCO Equity Income (1994) Unit Price $22.01 $21.31 19.34 17.31 14.23 12.33 9.61 - - - Number of Units 50,171,495 46,660,160 40,994,187 33,420,274 23,592,226 13,883,712 6,633,333 - - - - ------------------------------------------------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------------------------------------------------------ AST AIM Balanced (14) (1993) Unit Price $19.98 $21.19 17.78 15.98 13.70 12.49 10.34 10.47 - - Number of Units 30,290,413 23,102,272 22,634,344 22,109,373 20,691,852 20,163,848 13,986,604 8,743,758 - - - ------------------------------------------------------------------------------------------------------------------------------------------ --------- AST American Century Strategic Balanced (1997) Unit Price $14.23 $14.90 13.37 11.18 - - - - - - Number of Units 14,498,180 13,944,535 6,714,065 2,560,866 - - - - - - --------- - ------------------------------------------------------------------------------------------------------------------------------------------ AST T. Rowe Price Asset Allocation (1994) Unit Price $19.33 $19.70 18.12 15.53 13.30 11.92 9.80 - - - Number of Units 19,704,198 22,002,028 18,469,315 13,524,781 8,863,840 4,868,956 2,320,063 - - - - ------------------------------------------------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------------------------------------------------------ AST T. Rowe Price Global Bond (15) (1994) Unit Price $10.49 $10.69 11.82 10.45 10.98 10.51 9.59 - - - Number of Units 11,219,503 12,533,037 12,007,692 12,089,872 8,667,712 4,186,695 1,562,364 - - - - ------------------------------------------------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------------------------------------------------------ AST Federated High Yield (1994) Unit Price $12.80 $14.38 14.30 14.13 12.62 11.27 9.56 - - - Number of Units 36,914,825 41,588,401 40,170,144 29,663,242 15,460,522 6,915,158 2,106,791 - - - --------- - ------------------------------------------------------------------------------------------------------------------------------------------ AST Lord Abbett Bond-Debenture (2) (2000) Unit Price $10.12 - - - - - - - - - Number of Units 650,253 - - - - - - - - - --------- - ------------------------------------------------------------------------------------------------------------------------------------------ AST PIMCO Total Return Bond (1994) Unit Price $14.40 $13.09 13.43 12.44 11.48 11.26 9.61 - - - Number of Units 82,545,240 73,530,507 64,224,618 44,098,036 29,921,643 19,061,840 4,577,708 - - - - ------------------------------------------------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------------------------------------------------------ AST PIMCO Limited Maturity Bond (1995) Unit Price $12.79 $11.96 11.73 11.26 10.62 10.37 - - - - Number of Units 31,046,956 32,560,943 28,863,932 25,008,310 18,894,375 15,058,644 - - - - - ------------------------------------------------------------------------------------------------------------------------------------------ AST Money Market (1992) Unit Price $12.94 $12.38 12.00 11.57 11.16 10.77 10.35 10.12 10.01 - Number of Units 172,493,206 187,609,708 75,855,442 66,869,998 42,435,169 30,564,442 27,491,389 11,422,783 457,872 - - ------------------------------------------------------------------------------------------------------------------------------------------ Year Ended December 31, - ------------------------------------------------------------------------------------------------------------------------------------------- 2000 1999 1998 1997 1996 1995 1994 1993 1992 1991 - ------------------------------------------------------------------------------------------------------------------------------------------- The Montgomery Variable Series - MV Emerging Markets (1996) Unit Price $7.09 $10.06 6.19 10.05 10.25 - - - - - Number of Units 12,899,472 12,060,036 10,534,383 10,371,104 2,360,940 - - - - - Wells Fargo Variable Trust - Equity Income (1999) Unit Price $10.05 $9.96 - - - - - - - - Number of Units 502,986 136,006 - - - - - - - - INVESCO VIF - Technology (1999) Unit Price $12.48 $16.52 - - - - - - - - Number of Units 29,491,113 4,622,242 - - - - - - - - - ------------------------------------------------------------------------------------------------------------------------------------------- INVESCO VIF - Health Sciences (1999) Unit Price $14.59 $11.34 - - - - - - - - Number of Units 19,381,405 786,518 - - - - - - - - - ------------------------------------------------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------------------------------------------------- INVESCO VIF - Financial Services (1999) Unit Price $14.04 $11.41 - - - - - - - - Number of Units 14,091,636 759,104 - - - - - - - - - ------------------------------------------------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------------------------------------------------- INVESCO VIF - Telecommunications (1999) Unit Price $11.05 $15.17 - - - - - - - - Number of Units 17,856,118 4,184,526 - - - - - - - - - ------------------------------------------------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------------------------------------------------- INVESCO VIF - Dynamics (1999) Unit Price $13.23 $13.91 - - - - - - - - Number of Units 11,409,827 2,022,585 - - - - - - - - Evergreen VA - Global Leaders (1999) Unit Price $10.55 $11.72 - - - - - - - - Number of Units 887,758 23,101 - - - - - - - - - ------------------------------------------------------------------------------------------------------------------------------------------- Year Ended December 31, - ------------------------------------------------------------------------------------------------------------------------------------------- 2000 1999 1998 1997 1996 1995 1994 1993 1992 1991 - ---------------------------------------------------------------------------------------------------------------------------------- --------- Evergreen VA - Omega (2000) Unit Price $7.98 - - - - - - - - - Number of Units 1,637,475 - - - - - - - - - - ------------------------------------------------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------------------------------------------------- Evergreen VA - Special Equity (1999) Unit Price $11.01 $12.19 - - - - - - - - Number of Units 1,731,145 152,342 - - - - - - - - ProFund VP - Europe 30 (1999) Unit Price $10.52 $12.24 - - - - - - - - Number of Units 2,327,562 273,963 - - - - - - - - - ------------------------------------------------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------------------------------------------------- ProFund VP - UltraSmall-Cap (16) (1999) Unit Price $9.18 $11.96 - - - - - - - - Number of Units 3,258,574 813,904 - - - - - - - - - ------------------------------------------------------------------------------------------------------------------------------------------- ProFund VP - UltraOTC (1999) Unit Price $6.19 $23.58 - - - - - - - - Number of Units 17,597,528 2,906,024 - - - - - - - - First Trust(R)10 Uncommon Values (17) (2000) Unit Price $7.43 - - - - - - - - - Number of Units 2,690,435 - - - - - - - - - - ------------------------------------------------------------------------------------------------------------------------------------------- 1. Effective October 15, 1996, Founders Asset Management, Inc. became Sub-advisor of the Portfolio. Prior to October 15, 1996, Seligman Henderson Co. served as Sub-advisor of the Portfolio, then named "Seligman Henderson International Small Cap Portfolio." 2. These Portfolios were first offered as Sub-accounts on October 23, 2000. 3. Effective May 3, 1999, A I M Capital Management, Inc. became Sub-advisor of the Portfolio. Between October 15, 1996 and May 3, 1999, Putnam Investment Management, Inc. served as Sub-advisor of the Portfolio, then named "AST Putnam International Equity." Prior to October 15, 1996, Seligman Henderson Co. served as Sub-advisor of the Portfolio, then named "Seligman Henderson International Equity Portfolio." 4. Effective May 1, 2001, the name of the portfolio changed to the "AST Scudder Small-Cap Growth Portfolio". Prior to May 1, 2001 the Portfolio was named "AST Kemper Small-Cap Growth Portfolio." 5. Effective May 1, 2001, Goldman Sachs Asset Management became Sub-advisor of the Portfolio. Prior to May 1, 2001, Lord, Abbett & Co. served as Sub-advisor of the Portfolio, then named "AST Lord Abbett Small Cap Value." 6. Effective October 23, 2000, GAMCO Investors, Inc. became Sub-advisor of the Portfolio. Prior to October 23, 2000, T. Rowe Price Associates, Inc. served as Sub-advisor of the Portfolio, then named "AST T. Rowe Price Small Company Value Portfolio." 7. This Portfolio was first offered as a Sub-account on May 1, 2000. 8. Effective May 1, 1998, Neuberger Berman Management, Inc. became Sub-advisor of the Portfolio. Prior to May 1, 1998, Berger Associates, Inc. served as Sub-advisor of the Portfolio, then named "Berger Capital Growth Portfolio." 9. Effective May 1, 1998, Neuberger Berman Management, Inc. became Sub-advisor of the Portfolio. Prior to May 1, 1998, Federated Investment Counseling served as Sub-advisor of the Portfolio, then named "Federated Utility Income Portfolio." 10. Effective May 1, 2000, Alliance Capital Management, L.P. became Sub-advisor of the Portfolio. Between December 31, 1998 and May 1, 2000, OppenheimerFunds, Inc. served as Sub-advisor of the Portfolio, then named "AST Oppenheimer Large-Cap Growth Portfolio." Prior to December 31, 1998, Robertson, Stephens & Company Investment Management, L.P. served as Sub-advisor of the Portfolio, then named "Robertson Stephens Value + Growth Portfolio." 11. Effective May 1, 2000, Sanford C. Bernstein & Co., Inc. became Sub-advisor of the Portfolio. Prior to May 1, 2000, Bankers Trust Company served as Sub-advisor of the Portfolio, then named "AST Bankers Trust Managed Index 500 Portfolio." 12. Effective May 3, 1999, American Century Investment Management, Inc. became Sub-advisor of the Portfolio. Between October 15, 1996 and May 3, 1999, Putnam Investment Management, Inc. served as Sub-advisor of the Portfolio, then named "AST Putnam Value Growth & Income." 13. Effective May 1, 2000, Alliance Capital Management, L.P. became Sub-advisor of the Portfolio. Prior to May 1, 2000, Lord, Abbett & Co. served as Sub-advisor of the Portfolio, then named "AST Lord Abbett Growth and Income Portfolio." 14. Effective May 3, 1999, A I M Capital Management, Inc. became Sub-advisor of the Portfolio. Between October 15, 1996 and May 3, 1999, Putnam Investment Management, Inc. served as Sub-advisor of the Portfolio, then named "AST Putnam Balanced." Prior to October 15, 1996, Phoenix Investment Counsel, Inc. served as Sub-advisor of the Portfolio, then named "AST Phoenix Balanced Asset Portfolio." 15. Effective August 8, 2000, T. Rowe Price International, Inc. became Sub-advisor of the Portfolio. Effective May 1, 2000, the name of the Portfolio was changed to the "AST T. Rowe Price Global Bond". Effective May 1, 1996, Rowe Price-Fleming International, Inc. became Sub-advisor of the Portfolio. Prior to May 1, 1996, Scudder, Stevens & Clark, Inc. served as Sub-advisor of the Portfolio, then named "AST Scudder International Bond Portfolio." 16. Prior to May 1, 2000, ProFund VP UltraSmall-Cap was named "ProFund VP Small Cap" and sought daily investment results that corresponded to the performance of the Russell 2000(R)Index. 17. This Portfolio was first offered as a Sub-account on July 3, 2000. APPENDIX C - CALCULATION OF OPTIONAL DEATH BENEFITS Examples of Enhanced Beneficiary Protection Optional Death Benefit Calculation The following are examples of how the Enhanced Beneficiary Protection Optional Death Benefit is calculated. Each example assumes that a $50,000 initial Purchase Payment is made and that no withdrawals are made prior to the Owner's death. Each example assumes that there is one Owner who is age 50 on the Issue Date and that all Account Value is maintained in the variable investment options. Example with market increase Assume that the Owner's Account Value has been increasing due to positive market performance. On the date we receive due proof of death, the Account Value is $75,000. The basic Death Benefit is calculated as Purchase Payments minus proportional withdrawals, or Account Value, which ever is greater. Therefore, the basic Death Benefit is equal to $75,000. The Enhanced Beneficiary Protection Optional Death Benefit is equal to the amount payable under the basic Death Benefit ($75,000) PLUS 50% of the "Death Benefit Amount" less Purchase Payments reduced by proportional withdrawals. Purchase Payments = $50,000 Account Value = $75,000 Basic Death Benefit = $75,000 Death Benefit Amount = $75,000 - $50,000 = $25,000 Amount Payable Under Enhanced Beneficiary Protection Optional Death Benefit = $75,000 + $12,500 = $87,500 Examples with market decline Assume that the Owner's Account Value has been decreasing due to declines in market performance. On the date we receive due proof of death, the Account Value is $45,000. The basic Death Benefit is calculated as Purchase Payments minus proportional withdrawals, or Account Value, which ever is greater. Therefore, the basic Death Benefit is equal to $50,000. The Enhanced Beneficiary Protection Optional Death Benefit is equal to the amount payable under the basic Death Benefit ($50,000) PLUS 50% of the "Death Benefit Amount" less Purchase Payments reduced by proportional withdrawals. Purchase Payments = $50,000 Account Value = $40,000 Basic Death Benefit = $50,000 Death Benefit Amount = $50,000 - $50,000 = $0 Amount Payable Under Enhanced Beneficiary Protection Optional Death Benefit = $50,000 + $0 = $50,000 In this example you would receive no additional benefit from purchasing the Enhanced Beneficiary Protection Optional Death Benefit. Examples of Guaranteed Minimum Death Benefit Calculation The following are examples of how the Guaranteed Minimum Death Benefit is calculated. Each example assumes that a $50,000 initial Purchase Payment is made and that no withdrawals are made prior to the Owner's death. Each example assumes that there is one Owner who is age 50 on the Issue Date and that all Account Value is maintained in the variable investment options. Example of market increase Assume that the Owner's Account Value has generally been increasing due to positive market performance. On the date we receive due proof of death, the Account Value is $90,000. The Highest Anniversary Value at the end of any previous period is $72,000. The Death Benefit would be the Account Value ($90,000) because it is greater than the Highest Anniversary Value ($72,000) or the sum of prior Purchase Payments increased by 5.0% annually ($73,872.77). Example of market decrease Assume that the Owner's Account Value generally increased until the fifth anniversary but generally has been decreasing since the fifth contract anniversary. On the date we receive due proof of death, the Account Value is $48,000. The Highest Anniversary Value at the end of any previous period is $54,000. The Death Benefit would be the sum of prior Purchase Payments increased by 5.0% annually ($73,872.77) because it is greater than the Highest Anniversary Value ($54,000) or the Account Value ($48,000). Example of market increase followed by decrease Assume that the Owner's Account Value increased significantly during the first six years following the Issue Date. On the sixth anniversary date the Account Value is $90,000. During the seventh Annuity Year, the Account Value increases to as high as $100,000 but then subsequently falls to $80,000 on the date we receive due proof of death. The Death Benefit would be the Highest Anniversary Value at the end of any previous period ($90,000), which occurred on the sixth anniversary, although the Account Value was higher during the subsequent period. The Account Value on the date we receive due proof of death ($80,000) is lower, as is the sum of all prior Purchase Payments increased by 5.0% annually ($73,872.77). 1. American Skandia Life Assurance Corporation Attention: Concierge Desk For Written Requests: P.O. Box 883 Shelton, Connecticut 06484 For Electronic Requests: customerservice@americanskandia.com For Requests by Phone: 1-800-752-6342 - ------------------------------------------------------------------------------------------------------------------- PLEASE SEND ME A STATEMENT OF ADDITIONAL INFORMATION THAT CONTAINS FURTHER DETAILS ABOUT THE AMERICAN SKANDIA ANNUITY DESCRIBED IN PROSPECTUS ASAPEX-PROS (5/2001). - ------------------------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------------------------- ------------------------------------------------------- (print your name) ------------------------------------------------------- (address) ------------------------------------------------------- (city/state/zip code) ADDITIONAL INFORMATION: Inquiries will be answered by calling your representative or by writing to: AMERICAN SKANDIA LIFE ASSURANCE CORPORATION at P.O. Box 883 Shelton, Connecticut 06484 or customerservice@americanskandia.com Issued by: Serviced at: AMERICAN SKANDIA LIFE AMERICAN SKANDIA LIFE ASSURANCE CORPORATION ASSURANCE CORPORATION One Corporate Drive P.O. Box 883 Shelton, Connecticut 06484 Shelton, Connecticut 06484 Telephone: 1-800-752-6342 Telephone: 1-800-752-6342 http://www.americanskandia.com http://www.americanskandia.com Distributed by: AMERICAN SKANDIA MARKETING, INCORPORATED One Corporate Drive Shelton, Connecticut 06484 Telephone: 203-926-1888 http://www.americanskandia.com
PART II INFORMATION NOT REQUIRED IN PROSPECTUS Item 14. Other Expenses of Issuance and Distribution: Not Applicable. Item 15. Indemnification of Directors and Officers: Under Section 33-320a of the Connecticut General Statutes, the Registrant must indemnify a director or officer against judgments, fines, penalties, amounts paid in settlement and reasonable expenses including attorneys' fees, for actions brought or threatened to be brought against him in his capacity as a director or officer when certain disinterested parties determine that he acted in good faith and in a manner he reasonably believed to be in the best interests of the Registrant. In any criminal action or proceeding, it also must be determined that the director or officer had no reason to believe his conduct was unlawful. The director or officer must also be indemnified when he is successful on the merits in the defense of a proceeding or in circumstances where a court determines that he is fairly and reasonable entitled to be indemnified, and the court approves the amount. In shareholder derivative suits, the director or officer must be finally adjudged not to have breached this duty to the Registrant or a court must determine that he is fairly and reasonably entitled to be indemnified and must approve the amount. In a claim based upon the director's or officer's purchase or sale of the Registrants' securities, the director or officer may obtain indemnification only if a court determines that, in view of all the circumstances, he is fairly and reasonably entitled to be indemnified and then for such amount as the court shall determine. The By-Laws of American Skandia Life Assurance Corporation ("ASLAC") also provide directors and officers with rights of indemnification, consistent with Connecticut Law. The foregoing statements are subject to the provisions of Section 33-320a. Directors and officers of ASLAC and American Skandia Marketing, Incorporated, ("ASM, Inc."), can also be indemnified pursuant to Indemnity Agreements between each director and officer and American Skandia, Inc., a corporation organized under the laws of the state of Delaware. The provisions of the Indemnity Agreement are governed by Section 45 of the General Corporation Law of the State of Delaware. The directors and officers of ASLAC and ASM, Inc. are covered under a directors and officers liability insurance policy issued by an unaffiliated insurance company and an insurance policy issued to Skandia Insurance Company Ltd., their ultimate parent. Such policy will reimburse ASLAC or ASM, Inc., as applicable, for any payments that it shall make to directors and officers pursuant to law and, subject to certain exclusions contained in the policy, will pay any other costs, charges and expenses, settlements and judgments arising from any proceeding involving any director or officer of ASLAC or ASM, Inc., as applicable, in his or her past or present capacity as such. Item 16. Exhibits: Exhibits Page -------- ---- 1 Underwriting agreement incorporated by reference to Post Effective Amendment No. 1 to Registration Statement No. 333-25733, filed via EDGAR March 2, 1998. 2 Plan of acquisition, reorganization, arrangement, liquidation or succession Not applicable 3 Articles of incorporation and by-laws incorporated by reference to Post-Effective Amendment No. 6 to Registration Statement No. 33-87010, filed via EDGAR March 2, 1998. 4 Instruments defining the rights of security holders, including indentures, incorporated by reference to Post-Effective Amendment No. 3 to Registration Statement No. 33-87010, filed via EDGAR April 25, 1996. 5 Opinion re legality (included as Exhibit 23b) 6 - 9 Not applicable 10 Material contracts (Investment Management Agreement) (a) Agreement with J.P. Morgan Investment Management Inc. incorporated by reference to Post-Effective Amendment No. 1 to Registration Statement No. 333-00941, filed via EDGAR February 25, 1997. (b) Agreement with Fleet Investment Advisors Inc., incorporated by reference to the Post-Effective Amendment No. 1 to Registration Statement No. 333-00941, filed via EDGAR February 25, 1997. 11 - 22 Not applicable 23a Consent of Ernst & Young LLP FILED HEREWITH 23b Opinion & Consent of Counsel FILED HEREWITH 24 Powers of Attorney Directors Abram, Boronow, Campbell, Chan, Collins, Dokken, Kennedy, Mazzaferro, Moberg, Thwaites, Tracy, Ullman and Winson incorporated by reference to Post-Effective Amendment No. 1 to Registration Statement No. 333-53596, filed January 18, 2001. 25 - 28 Not applicable - --------------------------------------------------------------------------------------------------------------------------------- An index to the financial statement schedules is omitted because it is not required or is not applicable. Item 17. Undertakings: The undersigned Registrant hereby undertakes: (1) To file, during any period in which offers or sales are being made, post-effective amendments to this registration statement: (i) To include any prospectus required by section 10 (a)(3) of the Securities Act of 1933; (ii) To reflect in the prospectus any facts or events arising after the effective date of the registration statement (or the most recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the information set forth in the registration statement; and (iii) To include any material information with respect to the plan of distribution not previously disclosed in the registration statement or any material change to such information in the registration statement. (2) That, for the purpose of determining any liability under the Securities Act of 1933, each such post-effective amendment shall be deemed to be a new registration statement relating the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof. (3) To remove from registration by means of a post-effective amendment any of the securities being registered which remain unsold at the termination of the offering. (4) The undersigned Registrant hereby undertakes that, for purposes of determining any liability under the Securities Act of 1933, each filing of the Registrant's annual report pursuant to section 13(a) or section 15(d) of the Securities Exchange Act of 1934 (and, where applicable, each filing of an employee benefit plan's annual report pursuant to section 15(d) of the Securities Exchange Act of 1934) that is incorporated by reference in the registration statement shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof. (5) Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to directors, officers and controlling persons of the Registrant pursuant to the foregoing provisions, or otherwise, the Registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Registrant of expenses incurred or paid by a director, officer or controlling person of the Registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the Registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question 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. - --------------------------------------------------------------------------------------------------------------------------------- LEGAL EXPERTS: The General Counsel of American Skandia Life Assurance Corporation has passed on the legal matters with respect to Federal laws and regulations applicable to the issue and sale of the Annuities and with respect to Connecticut law. Exhibits Exhibit 23a Consent of Ernst & Young LLP FILED HEREWITH Exhibit 23b Opinion and Consent of Counsel FILED HEREWITH
SIGNATURES Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-2 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Shelton, State of Connecticut, on the 27th day of April, 2001. AMERICAN SKANDIA LIFE ASSURANCE CORPORATION Registrant By:/s/ Kathleen A. Chapman Attest:/s/ Scott K. Richardson Kathleen A. Chapman, Assistant Corporate Secretary Scott K. Richardson Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed below by the following persons in the capacities and on the date indicated. Signature Title Date --------- ----- ---- (Principal Executive Officer) Wade A. Dokken* President and Chief Executive Officer, --------------- 4/27/01 Wade A. Dokken Chairman of the Board and Director (Principal Financial Officer and Principal Accounting Officer) /s/ Thomas M. Mazzaferro Executive Vice President and 4/27/01 Thomas M. Mazzaferro Chief Financial Officer /s/ David R. Monroe Senior Vice President, Treasurer 4/27/01 David R. Monroe and Corporate Controller (Board of Directors) Patricia Abram* Gordon C. Boronow* Malcolm M. Campbell* --------------- ------------------ -------------------- Patricia Abram Gordon C. Boronow Malcolm M. Campbell Wade A. Dokken* Y.K. Chan* Lincoln R. Collins* --------------- ---------- ------------------- Wade A. Dokken Y.K. Chan Lincoln R. Collins Ian Kennedy* Thomas M. Mazzaferro* Gunnar Moberg* -------------- ------------------- -------------- Ian Kennedy Thomas M. Mazzaferro Gunnar Moberg Christian Thwaites* Bayard F. Tracy* Deborah G. Ullman* ------------------- ---------------- ------------------ Christian Thwaites Bayard F. Tracy Deborah G. Ullman Brett M. Winson* ---------------- Brett M. Winson *By: /s/ Kathleen A. Chapman ---------------------------- Kathleen A. Chapman *Pursuant to Powers of Attorney previously filed with Post-Effective Amendment No. 1 to Registration Statement No. 333-53596.