REGISTRATION STATEMENT NO. 333-83076
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM S-2
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
POST-EFFECTIVE AMENDMENT NO. 2
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THE TRAVELERS LIFE AND ANNUITY COMPANY
(Exact name of registrant as specified in its charter)
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CONNECTICUT
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(State or other jurisdiction of incorporation or organization)
I.R.S. Employer Identification Number: 06-0904249
P.O. BOX 990026, HARTFORD, CONNECTICUT 06199-0026
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(Address, including Zip Code, and Telephone Number, including Area Code,
of Registrant's Principal Executive Offices)
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ERNEST J. WRIGHT
The Travelers Life and Annuity Company
P.O. Box 990026
Hartford, Connecticut 06199-0026
(860) 308-1000
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(Name, Address, including Zip Code, and Telephone Number,
including Area Code of Agent for Service)
Approximate date of commencement of proposed sale to the public: The
annuities covered by this registration statement are to be issued from time to
time 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 box. _X_
Pursuant to Rule 429 under the Securities Act of 1933, the Prospectus
contained herein relates to Registration Statement No. 333-64860.
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 this Form, check the following box. ____
If this Form is filed to register additional securities for an offering
pursuant to Rule 462(b) under the Securities Act, please check the following box
and list the Securities Act registration statement number of the earlier
effective registration statement for the same offering. ___
If this Form is a post-effective amendment filed pursuant to Rule 462(c)
under the Securities Act, check the following box and list the Securities Act
registration statement number of the earlier effective registration statement
for the same offering ___.
If this form is a post-effective amendment filed pursuant to Rule 462(d)
under the Securities Act, check the following box and list the Securities Act
registration statement number of the earlier effective registration statement
for the same offering ____.
If delivery of the prospectus is expected to be made pursuant to Rule 434,
please check the following box. ___
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PART I
PROSPECTUS
TTM
TRAVELERS TARGET MATURITY
TTM, Travelers Target Maturity, is a deferred annuity Contract ("Contract") that
provides a guaranteed fixed rate of return for your investment if you do not
surrender your Contract before the Guarantee Period ends. Generally, if you do
surrender your Contract before the Guarantee Period ends, your Cash Value will
be subject to a market value adjustment and surrender charges.
This prospectus explains:
o the Contract (single purchase payment)
o The Travelers Insurance Company and Separate Account MGA
o The Travelers Life and Annuity Company and Separate Account MGA II
o the Guarantee Periods and Interest Rates
o Surrenders
o Surrender Charges
o Market Value Adjustment
o Death Benefit
o Annuity Payments
o other aspects of the Contract
This Contract is issued by The Travelers Insurance Company or The Travelers Life
and Annuity Company. The Travelers Life and Annuity Company does not solicit or
issue insurance products in the state of New York. Refer to your Contract for
the name of your issuing company. Both companies are located at One City Place,
Hartford, Connecticut 06103-3415. Travelers Distribution LLC, One Cityplace,
Hartford, Connecticut 06103-3415, is the principal underwriter and distributor
of the Contracts.
THIS PROSPECTUS IS ACCOMPANIED BY A COPY OF THE TRAVELERS INSURANCE COMPANY'S
ANNUAL REPORT ON FORM 10-K FOR THE PERIOD ENDED DECEMBER 31, 2003 AND THE
TRAVELERS LIFE AND ANNUITY COMPANY'S ANNUAL REPORT ON FORM 10-K FOR THE PERIOD
ENDED DECEMBER 31, 2003.
NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES
COMMISSION HAS APPROVED OR DISAPPROVED THESE SECURITIES OR THE ADEQUACY OF THIS
PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
MUTUAL FUNDS, ANNUITIES AND INSURANCE PRODUCTS ARE NOT DEPOSITS OF ANY BANK, AND
ARE NOT INSURED OR GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR
ANY OTHER GOVERNMENT AGENCY.
PROSPECTUS DATED MAY 3, 2004.
TABLE OF CONTENTS
Special Terms................................................... Special Terms-1
Prospectus Summary.............................................. Summary-1
The Insurance Companies......................................... 1
The Contracts................................................... 1
Application and Purchase Payment............................. 1
Right to Cancel.............................................. 1
Guarantee Periods............................................... 2
Establishment of Guaranteed Interest Rates...................... 3
Surrenders...................................................... 3
General...................................................... 3
Surrender Charge............................................. 3
Special Surrenders........................................... 4
Market Value Adjustment...................................... 4
Waiver of Surrender Charge................................... 4
Guarantee Period Exchange Option............................. 5
Premium Taxes................................................ 5
Death Benefit................................................... 5
Annuity Period.................................................. 7
Election of Annuity Commencement Date and Form of Annuity.... 7
Change of Annuity Commencement Date or Annuity Option........ 7
Annuity Options.............................................. 7
Annuity Payment.............................................. 8
Death of Annuitant After Annuity Commencement Date........... 8
Investments by the Company...................................... 8
Amendment of the Contracts...................................... 9
Assignment of the Contracts..................................... 9
Distribution of the Contracts................................... 9
Federal Tax Considerations...................................... 9
General...................................................... 9
Section 403(b) Plans and Arrangements........................ 9
Qualified Pension and Profit-Sharing Plans................... 10
Individual Retirement Annuities.............................. 10
Roth IRAs.................................................... 11
Section 457 Plans............................................ 11
Nonqualified Annuities....................................... 11
The Employee Retirement Income Security Act of 1974.......... 12
Federal Income Tax Withholding............................... 12
Tax Advice................................................... 13
Available Information........................................... 14
Incorporation of Certain Documents by Reference................. 14
Legal Opinion................................................... 14
Experts......................................................... 14
Appendix A...................................................... A-1
Appendix B...................................................... B-1
Financial Statements
SPECIAL TERMS
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IN THIS PROSPECTUS THE FOLLOWING TERMS HAVE THE INDICATED MEANINGS:
ACCOUNT VALUE -- The Purchase Payment plus all interest earned, minus all
surrenders, surrender charges and applicable premium tax previously deducted.
ANNUITANT -- The person upon whose life the Contract is issued.
ANNUITY COMMENCEMENT DATE -- The date on which annuity payments are to start.
The date may be designated in the Contract or elected by the Owner.
BENEFICIARY -- The person entitled to receive benefits under the Contract in
case of the death of the Annuitant or the Owner, or joint Owner, as applicable.
CASH SURRENDER VALUE -- The Cash Value less surrender charges and any applicable
premium tax.
CASH VALUE -- The Account Value at the end of a Guarantee Period or the Market
Adjusted Value before the end of a Guarantee Period.
COMPANY (WE, US, OUR) -- The Travelers Insurance Company or the Travelers Life
and Annuity Company, depending on the state where your Contract is issued.
CONTINGENT ANNUITANT -- The person named prior to the Contract Date by the Owner
who, upon the Annuitant's death (prior to the Annuity Commencement Date) becomes
the Annuitant. All rights and benefits provided by the Contract then continue to
be in effect. Applicable to nonqualified Contracts only.
CONTRACT -- For a group Contract, the certificate evidencing a participating
interest in the group annuity Contract. Any reference in this Prospectus to
Contract includes the underlying group annuity Contract. See Appendix A. For an
individual Contract, the individual annuity Contract.
CONTRACT DATE -- The effective date of participation under the group annuity
Contract as designated in the certificate, or the date of issue of an individual
annuity Contract.
CONTRACT YEAR -- A continuous twelve-month period beginning on the Contract Date
and each anniversary thereof.
FREE WITHDRAWAL AMOUNT -- The interest credited in the previous Contract Year
that is not subject to a surrender charge or a market value adjustment.
GUARANTEE PERIOD -- The period for which either an initial or subsequent
Guaranteed Interest Rate is credited.
GUARANTEED INTEREST RATE -- The annual effective interest rate credited during
the Guarantee Period.
HOME OFFICE -- The principal executive offices of The Travelers Insurance
Company or The Travelers Life and Annuity Company located at One Cityplace,
Hartford, Connecticut 06103-3415 (Attention: Annuity Services).
MARKET VALUE ADJUSTMENT -- The Market Value Adjustment reflects the
relationship, at the time of surrender, between the then-current Guaranteed
Interest Rate for a Guarantee Period equal to the duration left in your
Guarantee Period, and the Guaranteed Interest Rate that applies to your
Contract.
MATURITY VALUE -- The accumulated value of a Purchase Payment at the Guaranteed
Interest Rate at the end of the Guarantee Period selected, minus all surrenders,
surrender charges and premium taxes previously deducted.
OWNER (YOU, YOURS) -- For an individual Contract, the person or entity to whom
the individual Contract is issued. Joint Owners, who share in ownership rights
and any benefits or payments, may be named in nonqualified Contracts. For a
group contract, the person or entity to whom the certificate under a group
annuity Contract is issued.
PURCHASE PAYMENT -- The premium payment applied to the Contract less premium
taxes if applicable.
Special Terms-1
PROSPECTUS SUMMARY
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Travelers Target Maturity is a single purchase payment modified guaranteed
annuity contract available to eligible individuals. Modified Guaranteed
Annuities offer a guaranteed fixed rate of return on your principal investment
if you do not surrender your Contract before the Guarantee Period ends. If you
do surrender your Contract before the end of the Guarantee Period, generally
your Cash Value is subject to a Market Value Adjustment and Surrender Charge.
The Contract is offered by either The Travelers Insurance Company or The
Travelers Life and Annuity Company ("the Company," "We" or "Us"). Both companies
are indirect wholly-owned subsidiaries of Citigroup. The Travelers Life and
Annuity Company does not solicit or issue insurance products in the state of New
York. Refer to your Contract for the name of your issuing company. The Contract
is available only in those states where it has been approved for sale.
You may select an initial Guarantee Period from those available from the
Company. Currently, we offer Guarantee Periods up to ten years. Interest on the
Purchase Payment is credited on a daily basis and so compounded in the
Guaranteed Interest Rate. (See "Guarantee Periods" and "Establishment of
Guaranteed Interest Rates".)
At the end of each Guarantee Period, a subsequent Guarantee Period of one year
will automatically begin unless you elect another duration within thirty days
before the Guarantee Period ends.
You may surrender your Contract, but the Cash Value may be subject to a
Surrender Charge and/or a Market Value Adjustment. A full or partial surrender
made prior to the end of a Guarantee Period will be subject to a Market Value
Adjustment. The surrender charge may be deducted from any surrender made before
the end of the seventh Contract Year. The surrender charge is computed as a
percentage of the Cash Value being surrendered.
CONTRACT YEAR CHARGE AS A PERCENTAGE
IN WHICH SURRENDER IS MADE OF CASH VALUE
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1 7%
2 6%
3 5%
4 4%
5 3%
6 2%
7 1%
Thereafter 0%
There is no surrender charge for full or partial surrenders: (1) at the end of
an initial Guarantee Period of at least three years, or (2) at the end of any
other Initial Guarantee Period if the surrender occurs on or after the fifth
Contract Year. We may waive surrender charges in certain instances. (See
"Surrenders -- Waiver of Surrender Charge".)
There is no Market Value Adjustment if you surrender at the end of a guarantee
period. Any such surrender request must be in writing and received by us within
30 days before the Guarantee Period ends. You may request any interest that has
been credited during the prior Contract Year. No surrender charge or Market
Value Adjustment will be imposed on such interest payments; however, all
applicable premium taxes will be deducted. Any such surrender may also be
subject to federal and state taxes. (See "Surrenders" and "Federal Tax
Considerations".)
The Market Value Adjustment reflects the relationship between the current
Guaranteed Interest Rate for the time left in the Guarantee Period at surrender
and the Guaranteed Interest Rate that applies to your Contract. The Market Value
Adjustment amount primarily depends on the interest rates the Company receives
on its investments when the current Guaranteed Interest Rates are established.
The Market Value Adjustment is sensitive, therefore, to changes in interest
rates. It is possible that the amount you receive upon surrender may be less
than your original Purchase Payment if interest rates increase. It is also
possible that if interest rates decrease, the amount you receive upon surrender
may be more than your original Purchase Payment plus accrued interest.
Summary-1
On the Annuity Commencement Date specified by you, the Company will make either
a lump sum payment or start to pay a series of payments based on the Annuity
Options you select. (See "Annuity Period".)
The Contract may provide for a death benefit that is the Account Value on the
date we receive written notification of death. If the Annuitant dies before the
Annuity Commencement Date with no designated Contingent Annuitant surviving, or
if the Owner dies before the Annuity Commencement Date with the Annuitant
surviving, we will pay the death benefit to the Beneficiary. We calculate the
death benefit as of the date the Home Office receives written notification of
due proof of death. (See "Death Benefit".)
We will deduct any applicable premium taxes from the Cash Value either upon
death, surrender, annuitization, or at the time the Purchase Payment is made to
the Contract. (See "Surrenders Premium Taxes".)
Summary-2
THE INSURANCE COMPANIES
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Refer to your contract for the name of your issuing company.
The Travelers Insurance Company is a stock insurance company chartered in 1863
in the state of Connecticut and has been continuously engaged in the insurance
business since that time. The Company is licensed to conduct life insurance
business in all states of the United States, the District of Columbia, Puerto
Rico, Guam, the U.S. and British Virgin Islands and the Bahamas. The Company is
an indirect wholly-owned subsidiary of Citigroup Inc. The Company's home office
is located at One Cityplace, Hartford, Connecticut 06103-3415.
The Travelers Life and Annuity Company is a stock insurance company chartered in
1973 in Connecticut and continuously engaged in the insurance business since
that time. It is licensed to conduct life insurance business in all states of
the United States (except New York), the District of Columbia and Puerto Rico.
The Company is an indirect wholly-owned subsidiary of Citigroup Inc. The
Company's Home Office is located at One Cityplace, Hartford, Connecticut
06103-3415.
THE CONTRACTS
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APPLICATION AND PURCHASE PAYMENT
For the Company to issue a Contract to you, you must:
o complete an application or an order to purchase
o include your minimum Purchase Payment of at least $5,000 and
o submit both to our Home Office for approval
The Company may:
o accept Purchase Payments up to $1 million without prior approval
o contact you or your agent if the application or order form is not
properly completed
o return your entire application or order form and Purchase Payment if
not properly completed
RIGHT TO CANCEL
Generally, you may return your Contract to us at our Home Office within 10 days
(7 days for IRAs) of delivery of your Contract. Depending on your state, we will
return your Purchase Payment or Cash Value. Please refer to your Contract for
any additional information.
1
GUARANTEE PERIODS
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You will select the duration of the Guarantee Period and corresponding declared
Guaranteed Interest Rate. Your Purchase Payment will earn interest at the
Guaranteed Interest Rate during the entire Guarantee Period. All interest earned
will be credited daily; this compounding effect is reflected in the Guaranteed
Interest Rate.
EXAMPLE OF COMPOUNDING AT THE GUARANTEED INTEREST RATE
Beginning Account Value: $50,000
Guarantee Period: 5 years
Guaranteed Interest Rate: 5.50% Annual Effective Rate
END OF CONTRACT YEAR
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YEAR 1 YEAR 2 YEAR 3 YEAR 4 YEAR 5
-------------- -------------- -------------- -------------- ---------------
Beginning Account Value...................... $ 50,000.00
X (1 + Guaranteed Interest Rate)............. 1.055
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$ 52,750.00
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Account Value at end of Contract Year 1...... $ 52,750.00
X (1 + Guaranteed Interest Rate)............. 1.055
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$ 55,651.25
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Account Value at end of Contract Year 2...... $ 55,651.25
X (1 + Guaranteed Interest Rate)............. 1.055
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$ 58,712.07
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Account Value at end of Contract Year 3...... $ 58,712.07
X (1 + Guaranteed Interest Rate)............. 1.055
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$ 61,941.23
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Account Value at end of Contract Year 4...... $ 61,941.23
X (1 + Guaranteed Interest Rate)............. 1.055
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$ 65,348.00
===============
Account Value at end of Guarantee Period
(i.e. Maturity Value)........................ $ 65,348.00
===============
Total Interest Credited in Guarantee Period -- $65,348.00 - 50,000.00 =
$15,348.00 Account Value at end of Guarantee Period -- $50,000.00 + 15,348.00 =
$65,348.00
THE ABOVE EXAMPLE ASSUMES NO SURRENDERS, DEDUCTIONS FOR PREMIUM TAXES, OR
PRE-AUTHORIZED PAYMENT OF INTEREST DURING THE ENTIRE FIVE-YEAR PERIOD. A MARKET
VALUE ADJUSTMENT OR SURRENDER CHARGE MAY APPLY TO ANY SUCH INTERIM SURRENDER
(SEE "SURRENDERS"). THE HYPOTHETICAL GUARANTEED INTEREST RATES ARE ILLUSTRATIVE
ONLY AND ARE NOT INTENDED TO PREDICT FUTURE GUARANTEED INTEREST RATES TO BE
DECLARED UNDER THE CONTRACT. ACTUAL GUARANTEED INTEREST RATES DECLARED FOR ANY
GIVEN TIME MAY BE MORE OR LESS THAN THOSE SHOWN.
We will notify you about subsequent Guarantee Periods near the end of your
current Guarantee Period. At the end of a Guarantee Period:
o you may elect a subsequent Guarantee Period by telephone or in
writing
o your Account Value will be transferred to the new Guarantee Period
at the Guaranteed Interest Rate offered at that time
o if you do not make any election, we will automatically transfer the
Account Value into a 1-year Guarantee Period, which you may transfer
out of into a new Guarantee Period with no transfer, surrender or
Market Value Adjustment charge
2
ESTABLISHMENT OF GUARANTEED INTEREST RATES
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When you purchase your Contract, you will know the Guaranteed Interest Rate for
the Guarantee Period you choose. We will send you a confirmation showing the
amount of your Purchase Payment and the applicable Guaranteed Interest Rate.
After the end of each calendar year, we will send you a statement that will
show:
o your Account Value as of the end of the preceding year
o all transactions regarding your Contract during the year
o your Account Value at the end of the current year
o the Guaranteed Interest Rate being credited to your Contract.
The Company has no specific formula for determining Guaranteed Interest Rates in
the future. The Guaranteed Interest Rates will be declared from time to time as
market conditions dictate. (See "Investments by the Company".) In addition, the
Company may also consider various other factors in determining Guaranteed
Interest Rates for a given period, including regulatory and tax requirements,
sales commissions, administrative expenses, general economic trends and
competitive factors.
THE COMPANY WILL MAKE THE FINAL DETERMINATION AS TO GUARANTEED INTEREST RATES TO
BE DECLARED. WE CANNOT PREDICT NOR CAN WE GUARANTEE FUTURE GUARANTEED INTEREST
RATES.
SURRENDERS
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GENERAL
You may make a full or partial surrender at any time, subject to the surrender
charges described below. In the case of all surrenders, the Cash Value and
Maturity Value will be reduced.
Upon request, we will inform you of the amount payable upon a full or partial
surrender. Any full, partial or special surrender may be subject to tax. (See
"Federal Tax Considerations".)
We may defer payment of any surrender up to six months from the date we receive
your notice of surrender or the period permitted by state insurance law, if
less. If we defer payment for more than 30 days, we will pay interest of at
least 3.5% per annum on the amount deferred.
Participants in Section 403 (b) tax-deferred annuity plans may not make
surrenders from certain amounts before the earliest of age 59 1/2, separation
from service, death, disability or hardship. (See "Federal Tax Considerations --
Section 403 (b) Plans and Arrangements".)
SURRENDER CHARGE
There are no front-end sales charges. A surrender charge may be assessed on
surrenders made before the end of the seventh Contract Year. The surrender
charge is computed as a percentage of the Cash Value being surrendered.
CONTRACT YEAR CHARGE AS A PERCENTAGE
IN WHICH SURRENDER IS MADE OF CASH VALUE
--------------------------- ----------------------
1 7%
2 6%
3 5%
4 4%
5 3%
6 2%
7 1%
Thereafter 0%
3
SPECIAL SURRENDERS
No surrender charge or Market Value Adjustment will apply for full or partial
surrenders taken: (1) at the end of an Initial Guarantee Period of at least
three years in duration; or (2) at the end of any other Initial Guarantee Period
if the surrender occurs on or after the fifth Contract Year. However, Guarantee
Periods initiated through the Guaranteed Period Exchange Option will be subject
to the surrender charges based on the original Contract Date. (See "Guarantee
Period Exchange Option".)
We will not assess a surrender charge if your Account Value is applied to elect
an annuity option on the Annuity Commencement Date' (except if the Fifth Option
is elected within the First Contract Year). A Market Value Adjustment will be
applied if the Annuity Commencement Date is not at the end of a Guarantee
Period. To elect an annuity option, you must notify us at least 30 days before
your Annuity Commencement Date.
In addition, for all full or partial surrenders, no surrender charge or Market
Value Adjustment will apply to any interest credited during the previous
Contract Year. Any such surrender may, however, be subject to federal or state
taxes.
If you participate in our Minimum Distribution Program, any payments that
satisfy the maximum requirements for the Minimum Distribution Program will not
be subject to the Market Value Adjustment or surrender charge. Systematic
withdrawals outside our Minimum Distribution Program are subject to a surrender
charge and a Market Value Adjustment to the extent that the payments exceed the
interest deducted during the prior Contract Year.
Any payments may be subject to federal or state taxes.
MARKET VALUE ADJUSTMENT
The amount payable on a full or partial surrender made before the end of any
Guarantee Period may be adjusted up or down by the Market Value Adjustment.
The Market Value Adjustment is the relationship between the then-current
Guaranteed Interest Rate for a Guarantee Period equal to the time left in your
Guarantee Period, and the Guaranteed Interest Rate that applies to your
Contract.
Generally, if your Guaranteed Interest Rate is lower than the applicable current
Guaranteed Interest Rate, then the Market Value Adjustment will result in a
lower payment upon surrender. Conversely, if your Guaranteed Interest Rate is
higher than the applicable current Guaranteed Interest Rate, the Market Value
Adjustment will result in a higher payment upon surrender.
The Market Value Adjustment amount primarily depends on the level of interest
rates on the Company's investments when the current Guaranteed Interest Rates
are established. The Market Adjusted Value is sensitive, therefore, to changes
in current interest rates. It is possible that the amount you receive upon
surrender would be less than the original Purchase Payment if interest rates
increase. It is also possible that if interest rates decrease, the amount you
receive upon surrender may be more than the original Purchase Payment plus
accrued interest.
The formula for calculating the Market Value Adjustment is shown in Appendix B,
which also contains an additional illustration of the application of the Market
Value Adjustment.
WAIVER OF SURRENDER CHARGE
The surrender charge may be waived if:
(a) distributions are applied to any one of the annuity options (except if
the Fifth Option is elected within the first Contract Year) or
(b) the Owner or Annuitant dies and payment of a death benefit is made to
the Beneficiary
4
GUARANTEE PERIOD EXCHANGE OPTION
Once each Contract Year after the first year, you may elect to transfer from
your current Guarantee Period into a new Guarantee Period of a different
duration and at the then-current Guaranteed Interest Rate. A Market Value
Adjustment will be applied to your current Account Value at the time of
transfer. There will be no surrender charge for this exchange. However,
surrender charges will continue to be based on time elapsed from the original
Contract Date. We reserve the right to charge a fee of up to $50 for such
transfers, but do not impose a transfer charge as of the date of this
prospectus.
PREMIUM TAXES
Certain state and local governments impose premium taxes. These taxes currently
range from 0% to 5.0%, depending upon jurisdiction. The Company is responsible
for paying these taxes and will determine the method used to recover premium tax
expenses incurred. The Company will deduct any applicable premium taxes from the
Cash Value either upon death, surrender, annuitization, or at the time the
Purchase Payment is made to the Contract, but no earlier than when the Company
has a tax liability under state law.
RESTRICTIONS ON FINANCIAL TRANSACTIONS
Federal laws designed to counter terrorism and prevent money laundering might,
in certain circumstances, require us to block a contract owner's ability to make
certain transactions and thereby refuse to accept any request for transfers,
withdrawals, surrenders, or death benefits, until the instructions are received
from the appropriate regulator. We may also be required to provide additional
information about you and your contract to government regulators.
DEATH BENEFIT
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For nonqualified Contracts, IRAs and individual Section 403 (b) Contracts, the
Death Benefit is the Account Value on the date we receive written notification
of due proof of death. There is no death benefit payable under group contracts
issued to tax qualified plans under Sections 403 (b) (ERISA only), 457 or 401
(k).
PAYMENT OF PROCEEDS
The process of paying death benefit proceeds before the maturity date under
various situations for nonqualified contracts is summarized in the charts below.
The charts do not encompass every situation and are merely intended as a general
guide. More detailed information is provided in your Contract. Generally, the
person (s) receiving the benefit may request that the proceeds be paid in a lump
sum, or be applied to one of the settlement options available under the
Contract.
- -------------------------------------------------------------------------------------------------------------------------------
BEFORE THE MATURITY DATE, THE COMPANY WILL MANDATORY PAYOUT
UPON THE DEATH OF THE PAY THE PROCEEDS TO: UNLESS. . . RULES APPLY*
- ------------------------------------ --------------------------- ---------------------------------------- ---------------------
OWNER (WHO IS NOT THE ANNUITANT) The Beneficiary (ies), Unless the Beneficiary is the Yes
(WITH NO JOINT OWNER) or if none, to the Contract Owner's spouse and the
Contract Owner's estate. spouse elects to continue the
contract as the new owner rather
than receive the distribution.
- ------------------------------------ --------------------------- ---------------------------------------- ---------------------
OWNER (WHO IS THE ANNUITANT) (WITH The Beneficiary (ies), Unless the Beneficiary is the Yes
NO JOINT OWNER) or if none, to the Contract Owner's spouse and the
Contract Owner's estate. spouse elects to continue the
contract as the new owner rather
than receive the distribution.
- -------------------------------------------------------------------------------------------------------------------------------
5
- -------------------------------------------------------------------------------------------------------------------------------
BEFORE THE MATURITY DATE, THE COMPANY WILL MANDATORY PAYOUT
UPON THE DEATH OF THE PAY THE PROCEEDS TO: UNLESS. . . RULES APPLY*
- ------------------------------------ --------------------------- ---------------------------------------- ---------------------
JOINT OWNER (WHO IS NOT THE The surviving joint Unless the surviving joint owner is Yes
ANNUITANT) owner. the spouse and elects to continue
the Contract.
- ------------------------------------ --------------------------- ---------------------------------------- ---------------------
JOINT OWNER (WHO IS THE ANNUITANT) The Beneficiary (ies), Unless the Beneficiary/surviving Yes
or if none, to the joint owner is the Contract Owner's
surviving joint owner. spouse and the spouse elects to
continue the Contract.
Or, unless there is a Contingent
Annuitant the Contingent Annuitant
becomes the Annuitant and the
proceeds will be paid to the
surviving joint owner. If the
surviving joint owner is the
spouse, the spouse may elect to
continue the Contract.
- ------------------------------------ --------------------------- ---------------------------------------- ---------------------
ANNUITANT (WHO IS NOT THE The Beneficiary (ies), Unless, the Beneficiary is the Yes
CONTRACT OWNER) or if none, to the Contract Owner's spouse and the
Contract Owner. spouse elects to continue the
Contract as the new owner rather
than receive the distribution.
Or, unless there is a Contingent
Annuitant. Then, the Contingent
Annuitant becomes the Annuitant and
the Contract continues in effect
(generally using the original
Maturity Date). The proceeds will
then be paid upon the death of the
Contingent Annuitant or owner.
- ------------------------------------ --------------------------- ---------------------------------------- ---------------------
ANNUITANT (WHO IS THE CONTRACT See death of "owner who Yes
OWNER) is the Annuitant" above.
- ------------------------------------ --------------------------- ---------------------------------------- ---------------------
ANNUITANT (WHERE OWNER IS A The Beneficiary (ies) Yes (Death of
NONNATURAL PERSON/TRUST) (e.g. the trust). Annuitant is
treated as death
of the owner in
these
circumstances.)
- ------------------------------------ --------------------------- ---------------------------------------- ---------------------
CONTINGENT ANNUITANT (ASSUMING No death proceeds are N/A
ANNUITANT IS STILL ALIVE) payable; Contract
continues.
- ------------------------------------ --------------------------- ---------------------------------------- ---------------------
BENEFICIARY No death proceeds are N/A
payable; Contract
continues.
- ------------------------------------ --------------------------- ---------------------------------------- ---------------------
CONTINGENT BENEFICIARY No death proceeds are N/A
payable; Contract
continues.
- -------------------------------------------------------------------------------------------------------------------------------
* Certain payout rules of the Internal Revenue Code (IRC) are triggered upon
the death of any Owner. Non- spousal Beneficiaries (as well as spousal
beneficiaries who choose not to assume the contract) must begin taking
distributions based on the Beneficiary's life expectancy within one year of
death or take a complete distribution of contract proceeds within 5 years of
death.
6
DEATH PROCEEDS AFTER THE MATURITY DATE
If any owner or the Annuitant dies on or after the maturity date, the Company
will pay the Beneficiary a death benefit consisting of any benefit remaining
under the annuity or income option then in effect.
ANNUITY PERIOD
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ELECTION OF ANNUITY COMMENCEMENT DATE AND FORM OF ANNUITY
You can select an Annuity Commencement Date at the time you apply for a
Contract. If no date is elected, for nonqualified Contracts, the automatic
default age is 90. For qualified Contracts, the automatic default age is 70 1/2.
Within 30 days before your Annuity Commencement Date, you may elect to have all
or a portion of your Cash Surrender Value paid in a lump sum on your Annuity
Commencement Date. Or, at least 30 days before the Annuity Commencement Date,
you may elect to have your Cash Value or a portion thereof (less applicable
premium taxes, if any) distributed under any of the Annuity Options described
below. If Option 5 "Payments for a Designated Period" is elected in the first
contract year, the Cash Surrender Value will be applied.
If no option is elected for nonqualified Contracts, the Cash Value will be
applied on the Annuity Commencement Date under the Second Option to provide a
life annuity with 120 monthly payments certain. For qualified Contracts, the
Cash Value will be applied to Option 4, to provide a joint and last life
annuity. This Contract may not be surrendered once annuity payments begin,
except with respect to Option 6.
CHANGE OF ANNUITY COMMENCEMENT DATE OR ANNUITY OPTION
You may change the Annuity Commencement Date at any time as long as such change
is made in writing and is received by us at least 30 days prior to the scheduled
Annuity Commencement Date. Once an Annuity Option has begun, it may not be
changed.
ANNUITY OPTIONS
Any one of the following Annuity Options may be elected. Annuity payments may be
available on a monthly, quarterly, semiannual or annual basis. The minimum
amount that may be applied to Annuity Options is $2,000 unless we consent to a
smaller amount.
OPTION 1 -- LIFE ANNUITY -- NO REFUND: The Company will make annuity payments
during the lifetime of the Annuitant ending with the last payment before death.
This option offers the maximum periodic payment, since there is no assurance of
a minimum number of payments or provision for a death benefit for beneficiaries.
OPTION 2 -- LIFE ANNUITY WITH 120,180 OR 240 MONTHLY PAYMENTS ASSURED: The
Company will make monthly annuity payments during the lifetime of the Annuitant,
with the agreement that if, at the death of that person, payments have been made
for less than 120, 180 or 240 months as elected, we will continue making
payments to the Beneficiary during the remainder of the period.
OPTION 3 -- CASH REFUND LIFE ANNUITY: The Company will make monthly annuity
payments during the lifetime of the Annuitant. Upon the death of the Annuitant,
the Beneficiary will receive a payment equal to the Cash Value applied to this
option on the Annuity Commencement Date minus the dollar amount of annuity
payments already paid.
OPTION 4 -- JOINT AND LAST SURVIVOR LIFE ANNUITY -- NO REFUND: The Company will
make regular annuity payments during the lifetime of the Annuitant and a second
person. When either person dies, we will continue making payments to the
survivor. No further payments will be made following the death of the survivor.
OPTION 5 -- PAYMENTS FOR A DESIGNATED PERIOD: We will make periodic payments
guaranteed for the number of years selected which may be from five to thirty
years.
OPTION 6 -- ANNUITY PROCEEDS SETTLEMENT OPTION: Proceeds from the Death Benefit
may be left with the Company for a period not to exceed five years from the date
of the Owner's or Annuitant's death prior to the Annuity Commencement Date.The
proceeds will remain in the same Guarantee Period and continue to earn the
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same Guaranteed Interest Rate as at the time of death. If the Guarantee Period
ends before the end of the five-year period, the Beneficiary may elect a new
Guarantee Period with a duration not to exceed the time remaining in the period
of five years from the date of the Owner's or Annuitant's death. Full or partial
surrenders may be made at any time. In the event of surrenders, the remaining
Cash Value will equal the proceeds left with the Company, minus any surrender
charge and applicable premium tax, plus any interest earned. A Market Value
Adjustment will be applied to all surrenders except those occurring at the end
of a Guarantee Period.
The Tables in the Contract reflect guaranteed dollar amounts of monthly payments
for each $1,000 applied under the first five Annuity Options listed above. Under
Options 1, 2 or 3, the amount of each payment will depend upon the age (and, for
nonqualified Contracts, sex) of the Annuitant at the time the first payment is
due. Under Option 4, the amount of each payment will depend upon the payees'
ages at the time the first payment is due (and, for nonqualified Contracts, the
sex of both payees).
The Tables for Options 1, 2, 3 and 4 are based on the 1983 Individual Annuitant
Mortality Table A with ages set back one year and a net investment rate of 3%
per annum. The table for Option 5 is based on a net investment rate of 3% per
annum. If mortality appears more favorable and interest rates so justify, at our
discretion, we may apply other tables which will result in higher payments for
each $1,000 applied under one or more of the first five Annuity Options.
ANNUITY PAYMENT
The first payment under any Annuity Option will be made on the Annuity
Commencement Date. Subsequent payments will be made in accordance with the
manner of payment selected and are based on the first payment date.
The option elected must result in a payment at least equal to the minimum
payment amount according to Company rules then in effect. If at any time
payments are less than the minimum payment amount, the Company has the right to
change the frequency to an interval resulting in a payment at least equal to the
minimum. If any amount due is less than the minimum per year, the Company may
make other arrangements that are equitable to the Annuitant.
Once annuity payments have begun, no surrender of the annuity benefit (including
benefits under Option 5) can be made for the purpose of receiving a lump-sum
settlement.
DEATH OF ANNUITANT AFTER ANNUITY COMMENCEMENT DATE
If the Annuitant dies after the Annuity Commencement Date, any amount payable as
a death benefit will be distributed at least as rapidly as under the method of
distribution in effect.
INVESTMENTS BY THE COMPANY
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We must invest our assets according to applicable state laws regarding the
nature, quality and diversification of investments that may be made by life
insurance companies. In general, these laws permit investments, within specified
limits and subject to certain qualifications, in federal, state and municipal
obligations, corporate bonds, preferred and common stocks, real estate
mortgages, real estate and certain other investments. Purchase Payments made to
Contracts issued by the Travelers Insurance Company are invested in Separate
Account MGA, and purchase payments made to contracts issued by the Travelers
Life and Annuity Company are invested in Separate Account MGA II. Both Separate
Account MGA and MGA II are non-unitized separate accounts and are not chargeable
with liabilities arising out of any other business that the Company may conduct.
Owners do not share in the investment performance of assets allocated to the
Separate Accounts. The obligations under the Contract are independent of the
investment performance of the Separate Accounts and are the obligations of the
Company.
In establishing Guaranteed Interest Rates, the Company will consider the yields
on fixed income securities that are part of the Company's current investment
strategy for the Contracts at the time that the Guaranteed Interest Rates are
established. (See "Establishment of Guaranteed Interest Rates".) The current
investment strategy for the Contracts is to invest in fixed income securities,
including public bonds, privately placed bonds, and mortgages, some of which may
be zero coupon securities. While this generally describes our investment
strategy, we are not obligated to follow any particular strategy except as may
be required by federal and state laws.
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AMENDMENT OF THE CONTRACTS
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We reserve the right to amend the Contracts to comply with applicable federal or
state laws or regulations. We will notify you in writing of any such amendments.
ASSIGNMENT OF THE CONTRACTS
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Our rights as evidenced by a Contract may be assigned as permitted by applicable
law. An assignment will not be binding upon us until we receive notice from you
in writing. We assume no responsibility for the validity or effect of any
assignment. You should consult your tax adviser regarding the tax consequences
of an assignment.
DISTRIBUTION OF THE CONTRACTS
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Travelers Distribution LLC ("TDLLC"), an affiliate of the Company, is the
principal underwriter of the Contracts. TDLLC is registered with the Securities
and Exchange Commission under the Act as a broker-dealer, and is a member of the
National Association of Securities Dealers, Inc. The Contract is offered through
both affiliated and non-affiliated broker dealers.
The principal underwriter enters into selling agreements with certain
broker-dealers registered under the Act. Under the selling agreements such
broker-dealers may offer Contracts to persons who have established an account
with the broker-dealer. In addition, the Company may offer certificates to
members of certain other eligible groups. The Company will pay a maximum
commission of 7% of the Purchase Payment for the sale of a Contract. Tower
Square Securities, Inc., an affiliate of the Company, receives greater
compensation for selling the contract than nonaffiliated broker-dealers.
From time to time, the Company may offer customers of certain broker-dealers
special Guaranteed Interest Rates and negotiated commissions. In addition, the
Company may offer Contracts to members of certain other eligible groups through
trusts or otherwise. Also, we may pay additional compensation or permit other
promotional incentives in cash, credit or other compensation for, among other
things, training, marketing or services provided.
FEDERAL TAX CONSIDERATIONS
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GENERAL
The Company is taxed as a life insurance company under Subchapter L of the Code.
Generally, amounts credited to a contract are not taxable until received by the
Contract Owner, participant or Beneficiary, either in the form of annuity
payments or other distributions. Tax consequences and limits are described
further below for each annuity program.
NOTE TO PARTICIPANTS IN QUALIFIED PLANS INCLUDING 401, 403(B), 457 AS WELL AS
IRA OWNERS:
While annual plan contribution limits may be increased from time to time by
Congress and the IRS for federal income tax purposes, these limits must be
adopted by each state for the higher limits to be effective at a state income
tax level. In other words, permissible contribution limit for income tax
purposes may be different at the federal level from your state's income tax
laws. Please consult your employer or tax adviser regarding this issue.
SECTION 403 (B) PLANS AND ARRANGEMENTS
Purchase Payments for a tax-deferred annuity contract (including salary
reduction contributions) may be made by an employer for employees under annuity
plans adopted by public educational organizations and certain organizations
which are tax exempt under Section 501 (C) (3) of the Code. Within statutory
limits, such payments are not currently includable in the gross income of the
participants. Increases in the value of the Contract attributable to these
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Purchase Payments are similarly not subject to current taxation. Instead, both
the contributions to the tax-sheltered annuity and the income in the Contract
are taxable as ordinary income when distributed.
An additional tax of 10% will apply to any taxable distribution received by the
participant before the age of 59 1/2, except when due to death, disability, or
as part of a series of payments for life or life expectancy, or made after the
age of 55 with separation from service. There are other statutory exceptions
that may apply in certain situations.
Amounts attributable to salary reductions made to a tax-sheltered annuity and
income thereon may not be withdrawn prior to attaining the age of 59 1/2,
separation from service, death, total and permanent disability, or in the case
of hardship as defined by federal tax law and regulations. Hardship withdrawals
are available only to the extent of the salary reduction contributions and not
from the income attributable to such contributions. These restrictions do not
apply to assets held generally as of December 31, 1988.
Distributions must begin by April 1st of the calendar year following the later
of the calendar year in which the participant attains the age of 70 1/2 or the
calendar year in which the Participant retires. Certain other mandatory
distribution rules apply at the death of the participant.
Certain distributions, including most partial or full redemptions or
"term-for-years" distributions of less than 10 years, are eligible for direct
rollover to another 403 (b) contract, certain qualified plans or to an
Individual Retirement Arrangement (IRA) without federal income tax withholding.
To the extent an eligible rollover distribution is not directly rolled over to
another 403(b) contract, an IRA or eligible qualified contract, 20% of the
taxable amount must be withheld. In addition, current tax may be avoided on
eligible rollover distributions which were not directly transferred to a
qualified retirement program if the participant makes a rollover to a qualified
retirement plan or IRA within 60 days of the distribution.
Distributions in the form of annuity payments are taxable to the participant or
Beneficiary as ordinary income in the year of receipt, except that any
distribution that is considered the participant's "investment in the Contract"
is treated as a return of capital and is not taxable.
QUALIFIED PENSION AND PROFIT-SHARING PLANS
Like most other contributions made under a qualified pension or profit-sharing
trust described in Section 401 (a) of the Code and exempt from tax under Section
501 (a) of the Code, a Purchase Payment made by an employer (including salary
reduction contributions under Section 401(k) of the Code) is not currently
taxable to the participant and increases in the value of a contract are not
subject to taxation until received by a participant or Beneficiary.
Distributions in the form of annuity payments are taxable to the participant or
Beneficiary as ordinary income in the year of receipt, except that any
distribution that is considered the participant's "investment in the contract"
is treated as a return of capital and is not taxable. Certain eligible rollover
distributions including most partial and full surrenders or term-for-years
distributions of less than 10 years are eligible for direct rollover to an
eligible retirement plan or to an IRA without federal income tax withholding.
If a distribution that is eligible for rollover is not directly rolled over to
another qualified retirement plan or IRA, 20% of the taxable amount must be
withheld. In addition, current tax may be avoided on eligible rollover
distributions that were not directly transferred to a qualified retirement
program if the participant makes a rollover contribution to a qualified
retirement plan or IRA within 60 days of the distribution.
Distributions must begin by April Ist of the calendar year following the later
of the calendar year in which you attain age 70 1/2 or the calendar year in
which you retire, except that if you are a 5% owner as defined in Code Section
416(i) (1) (B), distributions must begin by April Ist of the calendar year
following the calendar year in which you attain age 70 1/2. Certain other
mandatory distribution rules apply on the death of the participant.
An additional tax of 10% will apply to any taxable distribution received by the
participant before the age of 59 1/2, except by reason of death, disability or
as part of a series of payments for life or life expectancy, or at early
retirement at or after the age of 55. There are other statutory exceptions which
may apply in certain situations.
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INDIVIDUAL RETIREMENT ANNUITIES
To the extent of earned income for the year and not exceeding the applicable
limit for the taxable year, an individual may make deductible contributions to
an individual retirement annuity (IRA). The applicable limit ($2,000 per year
prior to 2002) has been increased by the Economic Growth and Tax Relief
Reconciliation Act of 2001 ("EGTRRA"). The limit is $3,000 for calendar years
2002-2004, $4,000 for calendar years 2005-2007, and will be indexed for
inflation in years subsequent to 2008. (Note: The minimum Purchase Payment
allowed for this Contract is $5,000.) There are certain limits on the deductible
amount based on the adjusted gross income of the individual and spouse based on
their participation in a retirement plan. If an individual is married and the
spouse is not employed, the individual may establish IRAs for the individual and
spouse. Purchase Payments may then be made annually into IRAs for both spouses
in the maximum amount of 100% of earned income up to a combined limit based on
the individual limits outlined above.
Partial or full distributions are treated as ordinary income, except that
amounts contributed after 1986 on a non-deductible basis are not includable in
income when distributed. An additional tax of 10% will apply to any taxable
distribution from the IRA that is received by the participant before the age of
59 1/2 except by reason of death, disability or as part of a series of payments
for life or life expectancy. Distributions must commence by April 1st of the
calendar year after the close of the calendar year in which the individual
attains the age of 70 1/2. Certain other mandatory distribution rules apply on
the death of the individual. The individual must maintain personal and tax
return records of any non-deductible contributions and distributions.
Section 408 (k) of the Code provides for the purchase of a Simplified Employee
Pension (SEP) plan. A SEP is funded through an IRA with an annual employer
contribution limit of $40,000 for each participant.
ROTH IRAS
Effective January 1, 1998, Section 408A of the Code permits certain individuals
to contribute to a Roth IRA. Eligibility to make contributions is based upon
income, and the applicable limits vary based on marital status and/or whether
the contribution is a rollover contribution from another IRA or an annual
contribution. Contributions to a Roth IRA, which are subject to certain
limitations, (similar to the annual limits for traditional IRAs), are not
deductible and must be made in cash or as a rollover or transfer from another
Roth IRA or other IRA. A conversion of "traditional" IRA to a Roth IRA may be
subject to tax and other special rules apply. You should consult a tax adviser
before combining any converted amounts with other Roth IRA contributions,
including any other conversion amounts from other tax years.
Qualified distributions from a Roth IRA are tax-free. A qualified distribution
requires that the Roth IRA has been held for at least 5 years, and the
distribution is made after age 59 1/2, on death or disability of the owner, or
for a limited amount ($10,000) for a qualified first time home purchase for the
owner or certain relatives. Income tax and a 10% penalty tax may apply to
distributions made (1) before age 59 1/2 (subject to certain exceptions) or (2)
during five taxable years starting with the year in which the first contribution
is made to the Roth IRA.
SECTION 457 PLANS
Section 457 of the Code allows employees and independent contractors of state
and local governments and tax-exempt organizations to defer a portion of their
salaries or compensation to retirement years without paying current income tax
on either the deferrals or the earnings on the deferrals.
The Owner of contracts issued under Section 457 plans by non-governmental
employers is the employer or a contractor of the participant and amounts may not
be made available to participants (or beneficiaries) until separation from
service, retirement or death or an unforeseeable emergency as determined by
Treasury Regulations. The proceeds of annuity contracts purchased by Section 457
plans are subject to the claims of general creditors of the employer or
contractor. A different rule applies with respect to Section 457 plans that are
established by governmental employers. The contract must be for the exclusive
benefit of the plan participants (and their beneficiaries), and the governmental
employer (and their creditors) must have no claim on the contract.
Distributions must begin by April 1st of the calendar year following the later
of the calendar year in which the participant attains the age of 70 1/2 or the
calendar year in which the participant retires. Certain other mandatory
distribution rules apply upon the death of the participant.
11
All distributions from plans that meet the requirements of Section 457 of the
Code are taxable as ordinary income in the year paid or made available to the
participant or Beneficiary.
NONQUALIFIED ANNUITIES
Individuals may purchase tax-deferred annuities without any limits. The Purchase
Payment receives no tax benefit, deduction or deferral, but taxes on the
increases in the value of the Contract are generally deferred until
distribution. Generally, if an annuity is owned other than by an individual, the
owner will be taxed each year on the increase in the value of the Contract. An
exception applies for Purchase Payments made before March 1, 1986. In addition,
for Contracts issued after April 22, 1987, all deferred increases in value will
be includable annually in the income of an Owner when that Owner transfers the
Contract without adequate considerations.
The federal tax law requires nonqualified annuity contracts issued on or after
January 19, 1985 to meet minimum mandatory distribution requirements upon the
death of the Contract Owner. Failure to meet these requirements will cause the
succeeding Contract Owner or Beneficiary to lose the tax benefits associated
with annuity contracts, i.e., primarily the tax deferral prior to distribution.
The distribution required depends upon whether an Annuity Option is elected or
whether the succeeding Owner is the surviving spouse. Contracts will be
administered by the Company in accordance with these rules.
If two or more nonqualified annuity contracts are purchased from the same
insurer within the same calendar year, such annuity contracts will be aggregated
for federal income tax purposes. As a result, distributions from any of them
will be taxed based upon the amount of income in all of the same calendar year
series of annuities. This will generally have the effect of causing taxes to be
paid sooner on the deferred gain in the contracts.
Those receiving partial distributions made before annuitization of a contract
will generally be taxed on an income-first basis to the extent of income in the
Contract. Certain pre-August 14, 1982 deposits into a nonqualified annuity
contract that have been placed in the Contract by means of a tax-deferred
exchange under Section 1035 of the Code may be withdrawn first without income
tax liability. This information on deposits must be provided to the Company by
the other insurance company at the time of the exchange. There is income in the
Contract generally to the extent the Cash Value exceeds the investment in the
Contract. The investment in the Contract is equal to the amount of premiums paid
less any amount received previously that was excludable from gross income. Any
direct or indirect borrowing against the value of the Contract or pledging of
the Contract as security for a loan will be treated as a cash withdrawal under
the tax law.
With certain exceptions, the law will impose an additional tax if a Contract
Owner makes a withdrawal of any amount under the Contract that is allocable to
an investment made after August 13, 1982. The amount of the additional tax will
be 10% of the amount includable in income by the Contract Owner because of the
withdrawal. The additional tax will not be imposed if the amount is received on
or after the Contract Owner reaches the age of 59 1/2, or if the amount is one
of a series of substantially equal periodic payments made for life or life
expectancy of the taxpayer. The additional tax will not be imposed if the
withdrawal or partial surrender follows the death or disability of the Contract
Owner.
THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974
Under the Employee Retirement Income Security Act of 1974 ("ERISA"), as amended,
certain special provisions may apply to the Contract if the Owner of a Section
403 (b) plan Contract or the owner of a contract issued to certain qualified
plans requests that the Contract be issued to conform to ERISA or if the Company
has notice that the Contract was issued pursuant to a plan subject to ERISA.
ERISA requires that certain Annuity Options, withdrawals or other payments and
any application for a loan secured by the Contract may not be made until the
Participant has filed a Qualified Election with the plan administrator. Under
certain plans, ERISA also requires that a designation of a Beneficiary other
than the participant's spouse be deemed invalid unless the participant has filed
a Qualified Election.
A Qualified Election must include either the written consent of the
Participant's spouse, notarized or witnessed by an authorized plan
representative, or the participant's certification that there is no spouse or
that the spouse cannot be located.
The Company intends to administer all contracts to which ERISA applies in a
manner consistent with the direction of the plan administrator regarding the
provisions of the plan, in accordance with applicable law.
12
Because these requirements differ according to the plan, a person contemplating
the purchase of an annuity contract should consider the provisions of the plan.
FEDERAL INCOME TAX WITHHOLDING
The portion of a distribution that is taxable income to the recipient will be
subject to federal income tax withholding, generally pursuant to Section 3405 of
the Code. The application of this provision is summarized below.
1. ELIGIBLE ROLLOVER DISTRIBUTION FROM SECTION 403(B) PLANS OR
ARRANGEMENTS, FROM QUALIFIED PENSION AND PROFIT-SHARING PLANS, OR FROM
457 PLANS SPONSORED BY GOVERNMENTAL ENTITIES
There is a mandatory 20% tax withholding for plan distributions that
are eligible for rollover to an IRA or to another retirement plan but
that are not directly rolled over. A distribution made directly to a
participant or Beneficiary may avoid this result if:
(a) a periodic settlement distribution is elected based upon a life
or life expectancy calculation, or
(b) a complete term-for-years settlement distribution is elected for
a period of ten years or more, payable at least annually, or
(c) a minimum required distribution as defined under the tax law is
taken after the attainment of the age of 701/2 or as otherwise
required by law.
A distribution including a rollover that is not a direct rollover will
require the 20% withholding, and the 10% additional tax penalty on
premature withdrawals may apply to any amount not added back in the
rollover. The 20% withholding may be recovered when the participant or
Beneficiary files a personal income tax return for the year if a
rollover was completed within 60 days of receipt of the funds, except
to the extent that the participant or spousal Beneficiary is otherwise
underwithheld or short on estimated taxes for that year.
2. OTHER NON-PERIODIC DISTRIBUTIONS (FULL OR PARTIAL REDEMPTIONS)
To the extent not subject to the mandatory 20% withholding as
described in (1) above, the portion of a nonperiodic distribution
which constitutes taxable income will be subject to federal income tax
withholding, to the extent such aggregate distributions exceed $200
for the year, unless the recipient elects not to have taxes withheld.
If an election to opt out of withholding is not provided, 10% of the
taxable portion of the distribution will be withheld as federal income
tax; provided that the recipient may elect any other percentage.
Election forms will be provided at the time distributions are
requested. This form of withholding applies to all annuity programs.
3. PERIODIC DISTRIBUTIONS (DISTRIBUTIONS PAYABLE OVER A PERIOD GREATER
THAN ONE YEAR)
The portion of a periodic distribution that constitutes taxable income
will be subject to federal income tax withholding under the wage
withholding tables as if the recipient were married claiming three
exemptions. A recipient may elect not to have income taxes withheld or
have income taxes withheld at a different rate by providing a
completed election form. Election forms will be provided at the time
distributions are requested. This form of withholding applies to all
annuity programs.
Recipients who elect not to have withholding made are liable for payment of
federal income tax on the taxable portion of the distribution. All recipients
may also be subject to penalties under the estimated tax payment rules if
withholding and estimated tax payments are not sufficient.
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Recipients who do not provide a social security number or other taxpayer
identification number will not be permitted to elect out of withholding.
Additionally, United States citizens residing outside of the country, or U.S.
legal residents temporarily residing outside the country, are subject to
different withholding rules and cannot elect out of withholding.
TAX ADVICE
Because of the complexity of the law and the fact that the tax results will vary
according to the factual status of the individual involved, a person
contemplating purchase of an annuity contract and/or an Owner, participant or
Beneficiary who may make elections under a contract should consult with a
qualified tax or legal adviser prior to such purchase or the making of an
election. It should be understood that the foregoing description of the federal
income tax consequences under these contracts is not exhaustive and that special
rules are provided with respect to situations not discussed here. It should be
understood that if a tax benefited plan loses its exempt status, employees could
lose some of the tax benefits described. For further information, a qualified
tax adviser should be consulted.
AVAILABLE INFORMATION
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The Company files reports and other information with the Securities and Exchange
Commission ("Commission"), as required by law. You may read and copy this
information and other information at the following locations:
o public reference facilities of the Commission at Room 1024, 450 Fifth
Street, N.W., Washington, D.C.,
o the Commission's Regional Offices located at 233 Broadway, New York,
New York 10279,
o the Commission's Regional Offices located at Northwestern Atrium
Center, 500 West Madison Street, Suite 1400, Chicago, Illinois 60661.
Under the Securities Act of 1933, each Company has filed with the Commission a
registration statement (the "Registration Statement") relating to the Contracts
offered by this prospectus. This prospectus has been filed as a part of the
Registration Statement and does not contain all of the information set forth in
the Registration Statement and the exhibits, and reference is hereby made to
such Registration Statement and exhibits for further information relating to the
Company and the Contracts. The Registration Statement and the exhibits may be
inspected and copied as described above. Although the Company furnishes
certificate and contract holders with the annual reports on Form 10-K for the
year ended December 31, 2003 the Company does not plan to furnish subsequent
financial reports.
INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE
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Each Company's latest annual report on Form 10-K has been filed with the
Commission. They are incorporated by reference into this Prospectus and copies
must accompany this Prospectus.
The Forms 10-K for the period ended December 31, 2003 contain additional
information about the Company, including audited financial statements for the
Company's latest fiscal year. Each Company filed its Form 10-K on March 22,
2004. The Travelers Insurance Company filed its Form 10-K via Edgar File No.
33-03094. The Travelers Life and Annuity Company filed its Form 10-K via Edgar
File No. 33-58677.
If requested, the Company will furnish, without charge, a copy of any and all of
the documents incorporated by reference, other than exhibits to those documents
(unless such exhibits are specifically incorporated by reference in those
documents). You may direct your requests to The Travelers Insurance Company, One
Cityplace, Hartford, Connecticut 06103-3415, Attention: Annuity Services. The
telephone number is (860) 422-3985. You may also obtain copies of any documents,
incorporated by reference into this prospectus by accessing the Commission's
website (http: //www.sec.gov).
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LEGAL OPINION
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Legal matters in connection with federal laws and regulations affecting the
issue and sale of the Contracts described in this prospectus and the
organization of the Company, its authority to issue such Contracts under
Connecticut law and the validity of the forms of the Contracts under Connecticut
law have been passed on by the Deputy General Counsel of the Company.
EXPERTS
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The consolidated financial statements and schedules of The Travelers Insurance
Company and subsidiaries as of December 31, 2003 and 2002, and for each of the
years in the three-year period ended December 31, 2003, have been incorporated
by reference herein in reliance upon the reports of KPMG LLP, independent
accountants, also incorporated by reference herein, and upon the authority of
said firm as experts in accounting and auditing. The audit reports covering the
December 31, 2003, consolidated financial statements and schedules refer to
changes in the Company's methods of accounting for variable interest entities in
2003, for goodwill and intangible assets in 2002, and for derivative instruments
and hedging activities and for securitized financial assets in 2001.
The financial statements and schedules of The Travelers Life and Annuity Company
as of December 31, 2003 and 2002, and for each of the years in the three-year
period ended December 31, 2003, have been incorporated by reference herein in
reliance upon the reports of KPMG LLP, independent accountants, also
incorporated by reference herein, and upon the authority of said firm as experts
in accounting and auditing. The audit reports covering the December 31, 2003,
financial statements and schedules refer to changes in the Company's methods of
accounting for goodwill and intangible assets in 2002 and for derivative
instruments and hedging activities and for securitized financial assets in 2001.
15
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APPENDIX A
================================================================================
Plans eligible to purchase the Contract are pension and profit sharing plans
qualified under Section 401 (a) of the Internal Revenue Code, Section 403 (b)
ERISA plans, and eligible state deferred compensation plans under Section 457 of
the Code ("Qualified Plans").
To apply for a group annuity contract, the trustee or other applicant must
complete an application or purchase order for the Group Annuity Contract and
make a Purchase Payment. A group annuity contract will then be issued to the
applicant. While no Certificates are issued, each Purchase Payment and the
Account established thereby, are confirmed to the Contract Owner. Each account
will have its own optional Guarantee Period and Guaranteed Interest Rate.
Surrenders under the Group Annuity Contract may be made at the election of the
Contract Owner, from the Account established under the Contract. Account
surrenders are subject to the same limitations, adjustments and charges as
surrenders made under a certificate (see "Surrenders"). Surrender Values may be
taken in cash or applied to purchase annuities for the Contract Owners'
Qualified Plan participants.
Because there are no individual participant accounts, the qualified group
annuity contract issued in connection with a Qualified Plan does not provide for
death benefits. Annuities purchased for Qualified Plan participants may provide
for a payment upon the death of the Annuitant depending on the option chosen
(see "Annuity Options"). Additionally, since there are no Annuitants prior to
the actual purchase of an Annuity by the Contract Owner, the provisions
regarding the Annuity Commencement Date are not applicable.
A-1
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APPENDIX B
================================================================================
MARKET VALUE ADJUSTMENT
The application of a Market Value Adjustment may adjust up or down your account
value. The following describes the amount the Market Value Adjustment applies
to:
_ _
| t/365 |
Maturity Value = | CURRENT ACCOUNT VALUE - FI) X (1 + iG) |
|_ _|
_ _
| 1 |
Market Adjusted Value = | (MATURITY VALUE) X ------------- |
| t/365 |
|_ (1 + iC) _|
o where: "FI" is the available free interest credited for the
Previous Certificate Year, "iG" is the Guaranteed Credited rate as
stated on the contract specification page, "iC" is the Guaranteed
Interest Rate for a Guarantee period of "t" days, where "t" is the
number of days remaining in the Guarantee Period adjusted for leap
years.
The total amount available to customers, prior to any charges or premium taxes,
is: Market Adjusted Value + Free Interest.
The current Guaranteed Interest Rate is declared periodically by the Company and
is based on the rate (straight line interpolation between whole years) which the
Company is then paying on premiums paid under this class of Contracts with the
same maturity date as the Purchase Payment to which the formula is being
applied.
ILLUSTRATION OF A MARKET VALUE ADJUSTMENT
Purchase Payment: $50,000.00
Guarantee Period: 5 years
Guaranteed Interest Rate: 5.50% Effective Annual Rate
The following examples illustrate how the Market Value Adjustment may affect the
values of your Contract. In these examples, a Purchase Payment of $50,000 was
made to the Contract. After one year of the guarantee period, the Account Value
(i.e., the Purchase Payment plus accumulated interest) would be $52,750.
The Market Adjusted Value is calculated based on your then current Account Value
less any available free interest, and is based on a rate the Company is
crediting at the time on new Purchase Payments of the same term-to-maturity as
the time remaining in your Guarantee Period. One year after the Purchase Payment
was made, you would have four years remaining in the five-year Guarantee Period.
EXAMPLE OF A NEGATIVE MARKET VALUE ADJUSTMENT
A negative Market Value Adjustment results when interest rates have increased
since the date the Purchase Payment was made. Assume interest rates have
increased one year after the Purchase Payment and the Company is crediting 7.00%
for a four-year Guarantee Period.
The Maturity Value would be:
4
$61,941.23 = ($52,750.00 - $2,750) X (1 + .055)
The Market Adjusted Value would be:
_ _
| 1 |
$47,254.67 = | ($61,941.23 X ----------- |
| 4 |
|_ (1 + .07) _|
B-1
Total amount available, prior to charges and premium taxes:
$50,004.67 = $47,254.67 + $2,750.00
EXAMPLE OF A POSITIVE MARKET VALUE ADJUSTMENT
A positive Market Value Adjustment results when interest rates have decreased
since the date the Purchase Payment was made. Assume interest rates have
decreased one year after the Purchase Payment and the Company is crediting 3.50%
for a four-year Guarantee Period.
The Maturity Value would be:
$61,941.23 = ($52,750.00 - $2,750) X (1 + .055)4
The Market Adjusted Value would be:
_ _
| 1 |
$53,978.21 = | ($61,941.23 X ----------- |
| 4 |
|_ (1 + .035) _|
Total amount available, prior to charges and premium taxes:
$56,728.21 = $53,978.21 + $2,750.00
These examples illustrate what may happen when interest rates increase or
decrease from the beginning of a Guarantee Period. A particular Market Value
Adjustment may have a greater or lesser impact than that shown in these
examples, depending on how much interest rates have changed since the beginning
of a Guarantee Period and the amount of time remaining to maturity. In addition,
a surrender charge may be assessed on surrenders made before the Purchase
Payment has been under the Contract for five years.
B-2
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"TTM"
TRAVELERS TARGET MATURITY
MODIFIED GUARANTEED ANNUITY CONTRACTS
ISSUED BY
THE TRAVELERS INSURANCE COMPANY
OR
THE TRAVELERS LIFE AND ANNUITY COMPANY
ONE CITY PLACE
HARTFORD, CONNECTICUT 06103-3415
5-2004
L-12916 Printed in U.S.A.
TTM
TRAVELERS TARGET MATURITY
WITH OPTIONAL PRINCIPAL PROTECTION FEATURE
TTM, Travelers Target Maturity, is a deferred annuity Contract ("Contract") that
provides a guaranteed fixed rate of return for your investment if you do not
surrender your Contract before the Guarantee Period ends. Generally, if you do
surrender your Contract before the Guarantee Period ends, your Cash Value paid
to you will be subject to a Market Value Adjustment and surrender charges.
This prospectus explains:
o the Contract (single purchase payment)
o The Travelers Insurance Company and Separate Account MGA
o The Travelers Life and Annuity Company and Separate Account MGA II
o the Guarantee Periods and Interest Rates
o Surrenders
o surrender charges
o Market Value Adjustment
o Optional Principal Protection Feature
o Death Benefit
o Annuity Payments
o other aspects of the Contract
This Contract is issued by The Travelers Insurance Company or The Travelers Life
and Annuity Company, depending on the state where you reside. The Travelers Life
and Annuity Company does not solicit or issue insurance products in the state of
New York. Both companies are located at One Cityplace, Hartford, Connecticut
06183. Travelers Distribution LLC, One Cityplace, Hartford, Connecticut 06183,
is the principal underwriter and distributor of the contracts.
THIS PROSPECTUS IS ACCOMPANIED BY A COPY OF THE TRAVELERS INSURANCE COMPANY'S
ANNUAL REPORT ON FORM 10-K FOR THE PERIOD ENDED DECEMBER 31, 2003 AND THE
TRAVELERS LIFE AND ANNUITY COMPANY'S ANNUAL REPORT ON FORM 10-K FOR THE PERIOD
ENDED DECEMBER 31, 2003.
NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES
COMMISSION HAS APPROVED OR DISAPPROVED THESE SECURITIES OR THE ADEQUACY OF THIS
PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
MUTUAL FUNDS, ANNUITIES AND INSURANCE PRODUCTS ARE NOT DEPOSITS OF ANY BANK, AND
ARE NOT INSURED OR GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR
ANY OTHER GOVERNMENT AGENCY.
PROSPECTUS DATED MAY 3, 2004.
TABLE OF CONTENTS
Special Terms................................................... Special Terms-1
Prospectus Summary.............................................. Summary-1
The Insurance Companies......................................... 1
The Contracts................................................... 1
Application and Purchase Payment............................. 1
Right to Cancel.............................................. 1
Guarantee Periods............................................... 2
Establishment of Guaranteed Interest Rates...................... 3
Surrenders...................................................... 3
General...................................................... 3
surrender charge............................................. 3
Special Surrenders........................................... 4
Market Value Adjustment...................................... 4
Waiver of surrender charge................................... 4
Guarantee Period Exchange Option............................. 5
Premium Taxes................................................ 5
Death Benefit................................................... 5
Annuity Period.................................................. 7
Election of Annuity Commencement Date and Form of Annuity.... 7
Change of Annuity Commencement Date or Annuity Option........ 7
Annuity options.............................................. 7
Annuity Payment.............................................. 8
Death of Annuitant After Annuity Commencement Date........... 8
Investments by the Company...................................... 8
Amendment of the Contracts...................................... 9
Assignment of the Contracts..................................... 9
Distribution of the Contracts................................... 9
Federal Tax Considerations...................................... 9
General...................................................... 9
Section 403(b) Plans and Arrangements........................ 9
Qualified Pension and Profit-Sharing Plans................... 10
Individual Retirement Annuities.............................. 10
Roth IRAs.................................................... 11
Section 457 Plans............................................ 11
Nonqualified Annuities....................................... 11
The Employee Retirement Income Security Act of 1974.......... 12
Federal Income Tax Withholding............................... 12
Tax Advice................................................... 13
Available Information........................................... 14
Incorporation of Certain Documents by Reference................. 14
Legal Opinion................................................... 14
Experts......................................................... 14
Appendix A...................................................... A-1
Appendix B...................................................... B-1
Appendix C ..................................................... C-1
Financial Statements
SPECIAL TERMS
================================================================================
IN THIS PROSPECTUS THE FOLLOWING TERMS HAVE THE INDICATED MEANINGS:
ACCOUNT VALUE -- The Purchase Payment plus all interest earned, minus all
surrenders, surrender charges and applicable premium tax previously deducted.
ANNUITANT -- The person upon whose life the Contract is issued.
ANNUITY COMMENCEMENT DATE -- The date on which annuity payments are to start.
The date may be designated in the Contract or elected by the Owner.
BENEFICIARY -- The person entitled to receive benefits under the Contract in
case of the death of the Annuitant or the Owner, or joint Owner, as applicable.
CASH SURRENDER VALUE -- The Cash Value less surrender charges and any applicable
premium tax.
CASH VALUE -- The Account Value at the end of a Guarantee Period or the Market
Adjusted Value before the end of a Guarantee Period.
COMPANY (WE, US, OUR) -- The Travelers Insurance Company or the Travelers Life
and Annuity Company, depending on the state where your Contract is issued.
CONTINGENT ANNUITANT -- The person named prior to the Contract Date by the Owner
who, upon the Annuitant's death (prior to the Annuity Commencement Date) becomes
the Annuitant. All rights and benefits provided by the Contract then continue to
be in effect. Applicable to nonqualified contracts only.
CONTRACT -- For a group contract, the certificate evidencing a participating
interest in the group annuity Contract. Any reference in this Prospectus to
Contract includes the underlying group annuity Contract. See Appendix B. For an
individual contract, the individual annuity contract.
CONTRACT DATE -- The effective date of participation under the group annuity
Contract as designated in the certificate, or the date of issue of an individual
annuity Contract.
CONTRACT YEAR -- A continuous twelve-month period beginning on the Contract Date
and each anniversary thereof.
FREE WITHDRAWAL AMOUNT -- The interest credited in the previous Contract Year
which is not subject to a surrender charge or a Market Value Adjustment.
GUARANTEE PERIOD -- The period for which either an initial or subsequent
Guaranteed Interest Rate is credited.
GUARANTEED INTEREST RATE -- The annual effective interest rate credited during
the Guarantee Period
HOME OFFICE -- The principal executive offices of The Travelers Insurance
Company or The Travelers Life and Annuity Company located at One Cityplace,
Hartford, Connecticut 06183 (Attention: Annuity Services).
MARKET VALUE ADJUSTMENT -- The Market Value Adjustment reflects the
relationship, at the time of surrender, between the then-current Guaranteed
Interest Rate for a Guarantee Period equal to the duration left in your
Guarantee Period, and the Guaranteed Interest Rate that applies to your
Contract.
MATURITY VALUE -- The accumulated value of a Purchase Payment at the Guaranteed
Interest Rate at the end of the Guarantee Period selected, minus all surrenders,
surrender charges and premium taxes previously deducted.
OWNER (YOU, YOURS) -- For an individual Contract, the person or entity to whom
the individual Contract is issued. Joint Owners, who share in ownership rights
and any benefits or payments, may be named in nonqualified Contracts. For a
group Contract, the person or entity to whom the certificate under a group
annuity Contract is issued.
PRINCIPAL PROTECTION FEATURE - an optional benefit which you may select only at
the time of purchasing the Contract, which provides the return of the Purchase
Payment reduced by amounts received from all prior partial surrenders under
certain circumstances.
PURCHASE PAYMENT -- The premium payment applied to the Contract less premium
taxes if applicable.
Special Terms - 1
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PROSPECTUS SUMMARY
================================================================================
Travelers Target Maturity is a single purchase payment modified guaranteed
annuity contract available to eligible individuals. Modified Guaranteed
Annuities offer a guaranteed fixed rate of return on your principle investment
if you do not surrender your Contract before the Guarantee Period ends. If you
do surrender your Contract before the end of the Guarantee Period, generally
your Cash Value is subject to a Market Value Adjustment and surrender charge. If
you select the Optional Principal Protection Feature, please refer to Appendix A
for a full description of this feature.
The Contract is offered by either The Travelers Insurance Company or The
Travelers Life and Annuity Company ("the Company," "we" or "us"). Both companies
are indirect wholly owned subsidiaries of Citigroup. The Travelers Life and
Annuity Company does not solicit or issue insurance products in the state of New
York. Please refer to your Contract for the name of your issuing Company. This
Contract is only available in those states where it has been approved for sale.
You may select an initial Guarantee Period from those available from the
Company. We may offer Guarantee Periods up to ten years. Interest on the
Purchase Payment is credited on a daily basis and so compounded in the
Guaranteed Interest Rate. (See Guarantee Periods and Establishment of Guaranteed
Interest Rates.)
At the end of each Guarantee Period, a subsequent Guarantee Period of one year
will automatically begin unless you elect another duration within thirty days
before the Guarantee Period ends.
You may surrender your Contract, but the Cash Value may be subject to a
surrender charge and/or a Market Value Adjustment. A full or partial surrender
made prior to the end of a Guarantee Period will be subject to a Market Value
Adjustment. The surrender charge may be deducted from any surrender made before
the end of the seventh Contract Year. The surrender charge is computed as a
percentage of the Cash Value being surrendered.
CONTRACT YEAR CHARGE AS A PERCENTAGE
IN WHICH SURRENDER IS MADE OF CASH VALUE
--------------------------- ----------------------
1 7%
2 6%
3 5%
4 4%
5 3%
6 2%
7 1%
Thereafter 0%
If you select the Optional Principal Protection Feature, and you do a full
surrender of this Contract before the end of the Guarantee Period, your full
surrender amount will never be less than the Purchase Payment reduced by amounts
received from all prior partial surrenders. The Principal Protection Feature
will not apply to partial surrenders.
There is no surrender charge for full or partial surrenders that are: (1) at the
end of an initial Guarantee Period of at least three years, or (2) at the end of
any other Initial Guarantee Period if the surrender occurs on or after the fifth
Contract Year. We may waive surrender charges in certain instances. (See
Surrenders -- Waiver of surrender charge.)
There is no Market Value Adjustment if you surrender at the end of a Guarantee
Period. Any such surrender request must be in writing and received by us within
30 days before the Guarantee Period ends. You may request any interest that has
been credited during the prior Contract Year. No surrender charge or Market
Value Adjustment will be imposed on such interest payments; however, all
applicable premium taxes will be deducted. Any such surrender may also be
subject to federal and state taxes. (See Surrenders and Federal Tax
Considerations.)
The Market Value Adjustment reflects the relationship between the current
Guaranteed Interest Rate for the time left in the Guarantee Period at surrender
and the Guaranteed Interest Rate that applies to your Contract. The Market Value
Adjustment amount primarily depends on the interest rates the Company receives
on its
Summary-1
investments when the current Guaranteed Interest Rates are established. The
Market Value Adjustment is sensitive, therefore, to changes in interest rates.
It is possible that the amount you receive upon surrender may be less than your
original Purchase Payment if interest rates increase for full and partial
surrenders for this Contract without the Principal Protection Feature and for
partial surrenders for Contracts with the Principal Protection Feature. It is
also possible that if interest rates decrease, the amount you receive upon
surrender may be more than your original Purchase Payment plus accrued interest
for full and partial surrenders for this Contract without the Principal
Protection Feature. If you select the Optional Principal Protection Feature, and
if interest rates decrease, the amount you receive on a full or partial
surrender will be limited to the lesser of the amount of the upward Market Value
Adjustment or the amount of any surrender charge associated with the amount
being surrendered.
Summary-2
On the Annuity Commencement Date specified by you, the Company will make either
a lump sum payment or start to pay a series of payments based on the annuity
options you select. (See Annuity Period.)
The Contract may provide for a death benefit that is the Account Value on the
date we receive written notification of death. If you have selected the Optional
Principal Protection Feature, the Death Benefit will never be less than the
Purchase Payments reduced by amounts received from all prior partial surrenders.
If the Annuitant dies before the Annuity Commencement Date with no designated
Contingent Annuitant surviving, or if the Owner dies before the Annuity
Commencement Date with the Annuitant surviving, we will pay the death benefit to
the Beneficiary. We calculate the death benefit as of the date the Home Office
receives written notification of due proof of death. (See "Death Benefit".)
We will deduct any applicable premium taxes from the Cash Value either upon
death, surrender, annuitization, or at the time the Purchase Payment is made to
the Contract. (See Surrenders Premium Taxes.)
THE INSURANCE COMPANIES
================================================================================
The Travelers Insurance Company is a stock insurance company chartered in 1863
in the state of Connecticut and has been continuously engaged in the insurance
business since that time. The Company is licensed to conduct life insurance
business in all states of the United States, the District of Columbia, Puerto
Rico, Guam, the U.S. and British Virgin Islands and the Bahamas. The Company is
an indirect wholly owned subsidiary of Citigroup Inc. The Company's home office
is located at One Cityplace, Hartford, Connecticut 06183.
The Travelers Life and Annuity Company is a stock insurance company chartered in
1973 in Connecticut and continuously engaged in the insurance business since
that time. It is licensed to conduct life insurance business in a majority of
the states of the United States, the District of Columbia and Puerto Rico, and
intends to seek licensure in the remaining states, except New York. The Company
is an indirect wholly owned subsidiary of Citigroup Inc. The Company's home
office is located at One Cityplace, Hartford, Connecticut 06183.
THE CONTRACTS
================================================================================
APPLICATION AND PURCHASE PAYMENT
For the Company to issue a Contract to you, you must:
o Complete an application or an order to purchase,
o Include your minimum Purchase Payment of at least $5,000 and
o Submit both to our Home Office for approval.
The Company may:
o Accept Purchase Payments up to $1 million without prior approval.
o Contact you or your agent if the application or order form is not
properly completed.
o Return your entire application or order form and Purchase Payment if
not properly completed.
RIGHT TO CANCEL
Generally, you may return your Contract to us at our Home Office within 10 days
(7 days for IRA's) of delivery of your Contract. Depending on your state, we
will return your Purchase Payment or Cash Value. Please refer to your Contract
for any additional information.
1
GUARANTEE PERIODS
================================================================================
You will select the duration of the Guarantee Period and corresponding declared
Guaranteed Interest Rate. Your Purchase Payment will earn interest at the
Guaranteed Interest Rate during the entire Guarantee Period. All interest earned
will be credited daily; this compounding effect is reflected in the Guaranteed
Interest Rate.
EXAMPLE OF COMPOUNDING AT THE GUARANTEED INTEREST RATE
Beginning Account Value: $50,000
Guarantee Period: 5 years
Guaranteed Interest Rate: 5.50% Annual Effective Rate
END OF CONTRACT YEAR
------------------------------------------------------------------------------
YEAR 1 YEAR 2 YEAR 3 YEAR 4 YEAR 5
-------------- -------------- -------------- -------------- ---------------
Beginning Account Value...................... $ 50,000.00
X (1 + Guaranteed Interest Rate)............. 1.055
--------------
$ 52,750.00
==============
Account Value at end of Contract Year 1...... $ 52,750.00
X (1 + Guaranteed Interest Rate)............. 1.055
--------------
$ 55,651.25
==============
Account Value at end of Contract Year 2...... $ 55,651.25
X (1 + Guaranteed Interest Rate)............. 1.055
--------------
$ 58,712.07
==============
Account Value at end of Contract Year 3...... $ 58,712.07
X (1 + Guaranteed Interest Rate)............. 1.055
--------------
$ 61,941.23
==============
Account Value at end of Contract Year 4...... $ 61,941.23
X (1 + Guaranteed Interest Rate)............. 1.055
---------------
$ 65,348.00
===============
Account Value at end of Guarantee Period $ 65,348.00
(i.e. Maturity Value)........................ ===============
Total Interest Credited in Guarantee Period -- $65,348.00 -- 50,000.00 = $15,348.00
Account Value at end of Guarantee Period -- $50,000.00 + 15,348.00 = $65,348.00
THE ABOVE EXAMPLE ASSUMES NO SURRENDERS, DEDUCTIONS FOR PREMIUM TAXES, OR
PRE-AUTHORIZED PAYMENT OF INTEREST DURING THE ENTIRE FIVE-YEAR PERIOD. A MARKET
VALUE ADJUSTMENT OR SURRENDER CHARGE MAY APPLY TO ANY SUCH INTERIM SURRENDER
(SEE "SURRENDERS"). THE HYPOTHETICAL GUARANTEED INTEREST RATES ARE ILLUSTRATIVE
ONLY AND ARE NOT INTENDED TO PREDICT FUTURE GUARANTEED INTEREST RATES TO BE
DECLARED UNDER THE CONTRACT. ACTUAL GUARANTEED INTEREST RATES DECLARED FOR ANY
GIVEN TIME MAY BE MORE OR LESS THAN THOSE SHOWN.
We will notify you about subsequent Guarantee Periods near the end of your
current Guarantee Period. At the end of a Guarantee Period:
o You may elect a subsequent Guarantee Period by telephone or in
writing.
o Your Account Value will be transferred to the new Guarantee Period
at the Guaranteed Interest Rate offered at that time. If the
Principal Protection Feature is elected, the amount transferred to
the new Guarantee Period will be the greater of the Principal
Protection Amount or the ending Account Value.
o If you do not make any election, we will automatically transfer the
Account Value into a 1-year Guarantee Period, which you may transfer
out of, into a new Guarantee Period with no transfer, surrender or
Market Value Adjustment charge. If you selected the Principal
Protection Feature, you may not transfer out of the 1-year Guarantee
Period at the end of one year, as transfers between Guarantee
Periods are not allowed with the Principal Protection Feature
chosen.
2
ESTABLISHMENT OF GUARANTEED INTEREST RATES
================================================================================
When you purchase your Contract, you will know the Guaranteed Interest Rate for
the Guarantee Period you choose. We will send you a confirmation showing the
amount of your Purchase Payment and the applicable Guaranteed Interest Rate.
After the end of each calendar year, we will send you a statement that will
show:
o your Account Value as of the end of the preceding year
o all transactions regarding your Contract during the year
o your Account Value at the end of the current year
o the Guaranteed Interest Rate being credited to your Contract, and
o Your Principal Protection benefit, if this feature is selected
The Company has no specific formula for determining Guaranteed Interest Rates in
the future. The Guaranteed Interest Rates will be declared from time to time as
market conditions dictate. (See Investments by the Company.) In addition, the
Company may also consider various other factors in determining Guaranteed
Interest Rates for a given period, including regulatory and tax requirements,
sales commissions, administrative expenses, general economic trends and
competitive factors.
THE COMPANY WILL MAKE THE FINAL DETERMINATION AS TO GUARANTEED INTEREST RATES TO
BE DECLARED. WE CANNOT PREDICT NOR CAN WE GUARANTEE FUTURE GUARANTEED INTEREST
RATES. IF YOU SELECT THE PRINCIPAL PROTECTION FEATURE, THE GUARANTEED INTEREST
RATE FOR THE GUARANTEE PERIOD YOU CHOOSE WILL BE LESS THAN THE CORRESPONDING
GUARANTEED INTEREST RATE FOR THE GUARANTEE PERIOD WITHOUT THE PRINCIPAL
PROTECTION FEATURE.
SURRENDERS
================================================================================
GENERAL
You may make a full or partial surrender at any time, subject to the surrender
charges described below. In the case of all surrenders, the Cash Value and
Maturity Value will be reduced.
Upon request, we will inform you of the amount payable upon a full or partial
surrender. Any full, partial or special surrender may be subject to tax. (See
Federal Tax Considerations.)
We may defer payment of any surrender up to six months from the date we receive
your notice of surrender or the period permitted by state insurance law, if
less. If we defer payment for more than 30 days, we will pay interest of at
least 3.5% per annum on the amount deferred.
Participants in Section 403 (b) tax-deferred annuity plans may not make
surrenders from certain amounts before the earliest of age 59 1/2, separation
from service, death, disability or hardship. (See "Federal Tax Considerations --
Section 403 (b) Plans and Arrangements".)
SURRENDER CHARGE
There are no front-end sales charges. A surrender charge may be assessed on
surrenders made before the end of the seventh Contract Year. The surrender
charge is computed as a percentage of the Cash Value being surrendered.
CONTRACT YEAR CHARGE AS A PERCENTAGE
IN WHICH SURRENDER IS MADE OF CASH VALUE
--------------------------- ----------------------
1 7%
2 6%
3 5%
4 4%
5 3%
6 2%
7 1%
Thereafter 0%
3
SPECIAL SURRENDERS
No surrender charge or Market Value Adjustment will apply for full or partial
surrenders taken: (1) at the end of an Initial Guarantee Period of at least
three years in duration; or (2) at the end of any other Initial Guarantee Period
if the surrender occurs on or after the fifth Contract Year. However, Guarantee
Periods initiated through the Guarantee Period Exchange Option will be subject
to the surrender charges based on the original Contract Date. There is no
Guarantee Period Exchange Option if you select the Principal Protection Feature.
(See "Guarantee Period Exchange Option".)
We will not assess a surrender charge if your Account Value is applied to elect
an annuity option on the Annuity Commencement Date' (except if the Fifth Option
is elected within the first Contract Year). A Market Value Adjustment will be
applied if the Annuity Commencement Date is not at the end of a Guarantee
Period. If you select the Principal Protection Feature, and if the application
of the Market Value Adjustment results in an upward adjustment in the amount
applied to purchase an annuity before the Annuity Commencement Date, the upward
adjustment will be limited to the lesser of the upward adjustment or the amount
of any surrender charge assessed on such amount. To elect an annuity option, you
must notify us at least 30 days before your Annuity Commencement Date.
In addition, for all full or partial surrenders, no surrender charge or Market
Value Adjustment will apply to any interest credited during the previous
Contract Year. Any such surrender may, however, be subject to federal or state
taxes.
If you participate in our Minimum Distribution Program, any payments that
satisfy the maximum requirements for the Minimum Distribution Program will not
be subject to the Market Value Adjustment or surrender charge. Systematic
withdrawals outside our Minimum Distribution Program are subject to a surrender
charge and a Market Value Adjustment to the extent that the payments exceed the
interest deducted during the prior Contract Year.
Any payments may be subject to federal or state taxes.
MARKET VALUE ADJUSTMENT
The amount payable on a full or partial surrender made before the end of any
Guarantee Period may be adjusted up or down by the Market Value Adjustment. If
you select the Principal Protection Feature, and you fully surrender your
Contract, at a minimum you will receive your current Principal Protection
Benefit, and, at a maximum, your current Account Value.
The Market Value Adjustment is the relationship between the then-current
Guaranteed Interest Rate for a Guarantee Period equal to the time left in your
Guarantee Period, and the Guaranteed Interest Rate that applies to your
Contract.
Generally, if you have not selected the Principal Protection Feature, and your
Guaranteed Interest Rate is lower than the applicable current Guaranteed
Interest Rate, then the Market Value Adjustment may result in a lower payment
upon surrender. Conversely, if you have not selected the Principal Protection
Feature, and your Guaranteed Interest Rate is higher than the applicable current
Guaranteed Interest Rate, the Market Value Adjustment will result in a higher
payment upon surrender.
The Market Value Adjustment amount primarily depends on the level of interest
rates on the Company's investments when the current Guaranteed Interest Rates
are established. The Market Adjusted Value is sensitive, therefore, to changes
in current interest rates. It is possible that the amount you receive upon
surrender would be less than the original Purchase Payment if interest rates
increase. It is also possible that if interest rates decrease, the amount you
receive upon surrender may be more than the original Purchase Payment plus
accrued interest.
The formula for calculating the Market Value Adjustment is shown in Appendix C,
which also contains an additional illustration of the application of the Market
Value Adjustment.
WAIVER OF SURRENDER CHARGE
The surrender charge may be waived if:
(a) distributions are applied to any one of the annuity options (except if
the Fifth Option is elected within the first Contract Year) or
(b) the Owner or Annuitant dies and payment of a death benefit is made to
the Beneficiary
4
GUARANTEE PERIOD EXCHANGE OPTION (NOT APPLICABLE IF YOU SELECTED THE PRINCIPAL
PROTECTION FEATURE)
Once each Contract Year after the first year, you may elect to transfer from
your current Guarantee Period into a new Guarantee Period of a different
duration and at the then-current Guaranteed Interest Rate. A Market Value
Adjustment will be applied to your current Account Value at the time of
transfer. There will be no surrender charge for this exchange. However,
surrender charges will continue to be based on time elapsed from the original
Contract Date. We reserve the right to charge a fee of up to $50 for such
transfers, but do not impose a transfer charge as of the date of this
prospectus.
PREMIUM TAXES
Certain state and local governments impose premium taxes. These taxes currently
range from 0% to 5.0%, depending upon jurisdiction. The Company is responsible
for paying these taxes and will determine the method used to recover premium tax
expenses incurred. The Company will deduct any applicable premium taxes from the
Cash Value either upon death, surrender, annuitization, or at the time the
Purchase Payment is made to the Contract, but no earlier than when the Company
has a tax liability under state law.
RESTRICTIONS ON FINANCIAL TRANSACTIONS
Federal laws designed to counter terrorism and prevent money laundering might,
in certain circumstances, require us to block a contract owner's ability to make
certain transactions and thereby refuse to accept any request for transfers,
withdrawals, surrenders, or death benefits, until the instructions are received
from the appropriate regulator. We may also be required to provide additional
information about you and your contract to government regulators.
DEATH BENEFIT
================================================================================
For nonqualified Contracts, IRAs and individual Section 403 (b) Contracts, the
Death Benefit is the Account Value on the date we receive written notification
of due proof of death. If you selected the Principal Protection Feature, the
Death Benefit will never be less than Premium Payment reduced by all prior
partial surrenders received. There is no death benefit payable under group
contracts issued to tax qualified plans under Sections 403 (b) (ERISA only), 457
or 401 (k).
PAYMENT OF PROCEEDS
The process of paying death benefit proceeds before the maturity date under
various situations for nonqualified contracts is summarized in the charts below.
The charts do not encompass every situation and are merely intended as a general
guide. More detailed information is provided in your Contract. Generally, the
person (s) receiving the benefit may request that the proceeds be paid in a lump
sum, or be applied to one of the settlement options available under the
Contract.
- -------------------------------------------------------------------------------------------------------------------------------
BEFORE THE MATURITY DATE, THE COMPANY WILL MANDATORY PAYOUT
UPON THE DEATH OF THE PAY THE PROCEEDS TO: UNLESS. . . RULES APPLY*
- ----------------------------------- ---------------------------- ---------------------------------------- ---------------------
OWNER (WHO IS NOT THE ANNUITANT) The Beneficiary (ies), Unless, the Beneficiary is the Yes
(WITH NO JOINT OWNER) or if none, to the Contract Owner's spouse and the
Contract Owner's estate. spouse elects to continue the
Contract as the new owner rather
than receive the distribution.
- ----------------------------------- ---------------------------- ---------------------------------------- ---------------------
OWNER (WHO IS THE ANNUITANT) The Beneficiary (ies), Unless, the Beneficiary is the Yes
(WITH NO JOINT OWNER) or if none, to the Contract Owner's spouse and the
Contract Owner's estate. spouse elects to continue the
Contract as the new owner rather
than receive the distribution.
- ----------------------------------- ---------------------------- ---------------------------------------- ---------------------
JOINT OWNER (WHO IS NOT THE The surviving joint Unless the surviving joint owner is Yes
ANNUITANT) owner. the spouse and elects to continue
the Contract.
- --------------------------------------------------------------------------------------------------------------------------------
5
- -------------------------------------------------------------------------------------------------------------------------------
BEFORE THE MATURITY DATE, THE COMPANY WILL MANDATORY PAYOUT
UPON THE DEATH OF THE PAY THE PROCEEDS TO: UNLESS. . . RULES APPLY*
- ----------------------------------- ---------------------------- ---------------------------------------- ---------------------
JOINT OWNER (WHO IS THE ANNUITANT) The Beneficiary (ies), Unless the Beneficiary/surviving Yes
or if none, to the joint owner is the Contract Owner's
surviving joint owner. spouse and the spouse elects to
continue the Contract.
Or, unless there is a Contingent
Annuitant the Contingent Annuitant
becomes the Annuitant and the
proceeds will be paid to the
surviving joint owner. If the
surviving joint owner is the
spouse, the spouse may elect to
continue the Contract.
- ----------------------------------- ---------------------------- ---------------------------------------- ---------------------
ANNUITANT (WHO IS NOT THE The Beneficiary (ies), Unless, the Beneficiary is the Yes
CONTRACT OWNER) or if none, to the Contract Owner's spouse and the
Contract Owner. spouse elects to continue the
contract as the new owner rather
than receive the distribution.
Or, unless there is a Contingent
Annuitant. Then, the Contingent
Annuitant becomes the Annuitant and
the Contract continues in effect
(generally using the original
maturity date). The proceeds will
then be paid upon the death of the
contingent Annuitant or owner.
- ----------------------------------- ---------------------------- ---------------------------------------- ---------------------
ANNUITANT (WHO IS THE CONTRACT See death of "owner who Yes
OWNER) is the Annuitant" above.
- ----------------------------------- ---------------------------- ---------------------------------------- ---------------------
ANNUITANT (WHERE OWNER IS A The Beneficiary (ies) Yes (Death of
NONNATURAL PERSON/TRUST) (e.g. the trust). Annuitant is
treated as death
of the owner in
these
circumstances.)
- ----------------------------------- ---------------------------- ---------------------------------------- ---------------------
CONTINGENT ANNUITANT (ASSUMING No death proceeds are N/A
ANNUITANT IS STILL ALIVE) payable; Contract
continues.
- ----------------------------------- ---------------------------- ---------------------------------------- ---------------------
BENEFICIARY No death proceeds are N/A
payable; Contract
continues.
- ----------------------------------- ---------------------------- ---------------------------------------- ---------------------
CONTINGENT BENEFICIARY No death proceeds are N/A
payable; Contract
continues.
- -------------------------------------------------------------------------------------------------------------------------------
* Certain payout rules of the Internal Revenue Code (IRC) are triggered upon
the death of any owner. Non- spousal Beneficiaries (as well as spousal
beneficiaries who choose not to assume the contract) must begin taking
distributions based on the Beneficiary's life expectancy within one year of
death or take a complete distribution of contract proceeds within 5 years of
death. If mandatory distributions have begun, the 5-year payout option is
not available.
6
DEATH PROCEEDS AFTER THE MATURITY DATE
If any owner or the Annuitant dies on or after the maturity date, the Company
will pay the Beneficiary a death benefit consisting of any benefit remaining
under the annuity or income option then in effect.
ANNUITY PERIODS
================================================================================
ELECTION OF ANNUITY COMMENCEMENT DATE AND FORM OF ANNUITY
You can select an Annuity Commencement Date at the time you apply for a
Contract. If no date is elected, for nonqualified Contracts, the automatic
default age is 90. For qualified Contracts, the automatic default age is 70 1/2.
Within 30 days before your Annuity Commencement Date, you may elect to have all
or a portion of your Cash Surrender Value paid in a lump sum on your Annuity
Commencement Date. Or, at least 30 days before the Annuity Commencement Date,
you may elect to have your Cash Value or a portion thereof (less applicable
premium taxes, if any) distributed under any of the annuity options described
below. If Option 5 "Payments for a Designated Period" is elected in the first
contract year, the Cash Surrender Value will be applied.
If no option is elected for nonqualified Contracts, the Cash Value will be
applied on the Annuity Commencement Date under the Second Option to provide a
life annuity with 120 monthly payments certain. For qualified Contracts, the
Cash Value will be applied to Option 4, to provide a joint and Last Life
Annuity. This Contract may not be surrendered once annuity payments begin,
except with respect to Option 6.
CHANGE OF ANNUITY COMMENCEMENT DATE OR ANNUITY OPTION
You may change the Annuity Commencement Date at any time as long as such change
is made in writing and is received by us at least 30 days prior to the scheduled
Annuity Commencement Date. Once an Annuity Option has begun, it may not be
changed.
ANNUITY OPTIONS
Any one of the following annuity options may be elected. Annuity payments may be
available on a monthly, quarterly, semiannual or annual basis. The minimum
amount that may be applied to annuity options is $2,000 unless we consent to a
smaller amount.
OPTION 1 -- LIFE ANNUITY -- NO REFUND: The Company will make annuity payments
during the lifetime of the Annuitant ending with the last payment before death.
This option offers the maximum periodic payment, since there is no assurance of
a minimum number of payments or provision for a death benefit for beneficiaries.
OPTION 2 -- LIFE ANNUITY WITH 120,180 OR 240 MONTHLY PAYMENTS ASSURED: The
Company will make monthly annuity payments during the lifetime of the Annuitant,
with the agreement that if, at the death of that person, payments have been made
for less than 120, 180 or 240 months as elected, we will continue making
payments to the Beneficiary during the remainder of the period.
OPTION 3 -- CASH REFUND LIFE ANNUITY: The Company will make monthly annuity
payments during the lifetime of the Annuitant. Upon the death of the Annuitant,
the Beneficiary will receive a payment equal to the Cash Value applied to this
option on the Annuity Commencement Date minus the dollar amount of annuity
payments already paid.
OPTION 4 -- JOINT AND LAST SURVIVOR LIFE ANNUITY -- NO REFUND: The Company will
make regular annuity payments during the lifetime of the Annuitant and a second
person. When either person dies, we will continue making payments to the
survivor. No further payments will be made following the death of the survivor.
OPTION 5 -- PAYMENTS FOR A DESIGNATED PERIOD: We will make periodic payments
guaranteed for the number of years selected which may be from five to thirty
years.
OPTION 6 -- ANNUITY PROCEEDS SETTLEMENT OPTION: Proceeds from the Death Benefit
may be left with the Company for a period not to exceed five years from the date
of the Owner's or Annuitant's death prior to the Annuity Commencement Date. The
proceeds will remain in the same Guarantee Period and continue to earn the
7
same Guaranteed Interest Rate as at the time of death. If the Guarantee Period
ends before the end of the five-year period, the Beneficiary may elect a new
Guarantee Period with a duration not to exceed the time remaining in the period
of five years from the date of the Owner's or Annuitant's death. Full or partial
surrenders may be made at any time. In the event of surrenders, the remaining
Cash Value will equal the proceeds left with the Company, minus any surrender
charge and applicable premium tax, plus any interest earned. A Market Value
Adjustment will be applied to all surrenders except those occurring at the end
of a Guarantee Period.
The Tables in the Contract reflect guaranteed dollar amounts of monthly payments
for each $1,000 applied under the first five annuity options listed above. Under
Options 1, 2 or 3, the amount of each payment will depend upon the age (and, for
nonqualified Contracts, sex) of the Annuitant at the time the first payment is
due. Under Option 4, the amount of each payment will depend upon the payees'
ages at the time the first payment is due (and, for nonqualified Contracts, the
sex of both payees).
The Tables for Options 1, 2, 3 and 4 are based on the 1983 Individual Annuitant
Mortality Table A with ages set back one year and a net investment rate of 3%
per annum. The table for Option 5 is based on a net investment rate of 3% per
annum. If mortality appears more favorable and interest rates so justify, at our
discretion, we may apply other tables that will result in higher payments for
each $1,000 applied under one or more of the first five annuity options.
ANNUITY PAYMENT
The first payment under any Annuity Option will be made on the Annuity
Commencement Date. Subsequent payments will be made in accordance with the
manner of payment selected and are based on the first payment date.
The option elected must result in a payment at least equal to the minimum
payment amount according to Company rules then in effect. If at any time
payments are less than the minimum payment amount, the Company has the right to
change the frequency to an interval resulting in a payment at least equal to the
minimum. If any amount due is less than the minimum per year, the Company may
make other arrangements that are equitable to the Annuitant.
Once annuity payments have begun, no surrender of the annuity benefit (including
benefits under Option 5) can be made for the purpose of receiving a lump-sum
settlement.
DEATH OF ANNUITANT AFTER ANNUITY COMMENCEMENT DATE
If the Annuitant dies after the Annuity Commencement Date, any amount payable as
a death benefit will be distributed at least as rapidly as under the method of
distribution in effect.
INVESTMENTS BY THE COMPANY
================================================================================
We must invest our assets according to applicable state laws regarding the
nature, quality and diversification of investments that may be made by life
insurance companies. In general, these laws permit investments, within specified
limits and subject to certain qualifications, in federal, state and municipal
obligations, corporate bonds, preferred and common stocks, real estate
mortgages, real estate and certain other investments. Purchase Payments made to
Contracts issued by the Travelers Insurance Company are invested in Separate
Account MGA, and purchase payments made to contracts issued by the Travelers
Life and Annuity Company are invested in Separate Account MGA II. Both Separate
Account MGA and MGA II are non-unitized separate accounts and are not chargeable
with liabilities arising out of any other business that the Company may conduct.
Owners do not share in the investment performance of assets allocated to the
Separate Accounts. The obligations under the Contract are independent of the
investment performance of the Separate Accounts and are the obligations of the
Company.
In establishing Guaranteed Interest Rates, the Company will consider the yields
on fixed income securities that are part of the Company's current investment
strategy for the Contracts at the time that the Guaranteed Interest Rates are
established. (See Establishment of Guaranteed Interest Rates.) The current
investment strategy for the Contracts is to invest in fixed income securities,
including public bonds, privately placed bonds, and mortgages,
8
some of which may be zero coupon securities. While this generally describes our
investment strategy, we are not obligated to follow any particular strategy
except as may be required by federal and state laws.
AMENDMENT OF THE CONTRACTS
================================================================================
We reserve the right to amend the Contracts to comply with applicable federal or
state laws or regulations. We will notify you in writing of any such amendments.
ASSIGNMENT OF THE CONTRACTS
================================================================================
Our rights as evidenced by a Contract may be assigned as permitted by applicable
law. An assignment will not be binding upon us until we receive notice from you
in writing. We assume no responsibility for the validity or effect of any
assignment. You should consult your tax adviser regarding the tax consequences
of an assignment.
DISTRIBUTION OF THE CONTRACTS
================================================================================
Travelers Distribution LLC ("TDLLC") an affiliate of the Company, is the
principal underwriter of the Contracts. TDLLC is registered with the Securities
and Exchange Commission under the Act as a broker-dealer, and is a member of the
National Association of Securities Dealers, Inc. The Contract is offered through
both affiliated and non-affiliated broker dealers.
The principal underwriter enters into selling agreements with certain
broker-dealers registered under the Act. Under the selling agreements such
broker-dealers may offer Contracts to persons who have established an account
with the broker-dealer. In addition, the Company may offer certificates to
members of certain other eligible groups. The Company will pay a maximum
commission of 7% of the Purchase Payment for the sale of a Contract. Tower
Square Securities, Inc., an affiliate of the Company, receives greater
compensation for selling the contract than nonaffiliated broker-dealers.
From time to time, the Company may offer customers of certain broker-dealers
special Guaranteed Interest Rates and negotiated commissions. In addition, the
Company may offer Contracts to members of certain other eligible groups through
trusts or otherwise.
FEDERAL TAX CONSIDERATIONS
================================================================================
GENERAL
The Company is taxed as a life insurance company under Subchapter L of the Code.
Generally, amounts credited to a contract are not taxable until received by the
Contract Owner, participant or beneficiary, either in the form of annuity
payments or other distributions. Tax consequences and limits are described
further below for each annuity program.
NOTE TO PARTICIPANTS IN QUALIFIED PLANS INCLUDING 401, 403(B), 457 AS WELL AS
IRA OWNERS:
While annual plan contribution limits may be increased from time to time by
Congress and the IRS for federal income tax purposes, these limits must be
adopted by each state for the higher limits to be effective at a state income
tax level. In other words, permissible contribution limit for income tax
purposes may be different at the federal level from your state's income tax
laws. Please consult your employer or tax adviser regarding this issue.
SECTION 403 (B) PLANS AND ARRANGEMENTS
Purchase Payments for a tax deferred annuity contract (including salary
reduction contributions) may be made by an employer for employees under annuity
plans adopted by public educational organizations and certain organizations
which are tax exempt under Section 501 (C) (3) of the Code. Within statutory
limits, such payments are not currently includable in the gross income of the
participants. Increases in the value of the Contract attributable to these
9
Purchase Payments are similarly not subject to current taxation. Instead, both
the contributions to the tax sheltered annuity and the income in the Contract
are taxable as ordinary income when distributed.
An additional tax of 10% will apply to any taxable distribution received by the
participant before the age of 59 1/2, except when due to death, disability, or
as part of a series of payments for life or life expectancy, or made after the
age of 55 with separation from service. There are other statutory exceptions
that may apply in certain situations.
Amounts attributable to salary reductions made to a tax sheltered annuity and
income thereon may not be withdrawn prior to attaining the age of 59 1/2,
separation from service, death, total and permanent disability, or in the case
of hardship as defined by federal tax law and regulations. Hardship withdrawals
are available only to the extent of the salary reduction contributions and not
from the income attributable to such contributions. These restrictions do not
apply to assets held generally as of December 31, 1988.
Distributions must begin by April 1st of the calendar year following the later
of the calendar year in which the participant attains the age of 70 1/2 or the
calendar year in which the Participant retires. Certain other mandatory
distribution rules apply at the death of the participant.
Certain distributions, including most partial or full redemptions or
"term-for-years" distributions of less than 10 years, are eligible for direct
rollover to another 403 (b) contract, certain qualified plans or to an
Individual Retirement Arrangement (IRA) without federal income tax withholding.
To the extent an eligible rollover distribution is not directly rolled over to
another 403(b) contract, an IRA or eligible qualified contract, 20% of the
taxable amount must be withheld. In addition, current tax may be avoided on
eligible rollover distributions that were not directly transferred to a
qualified retirement program if the participant makes a rollover to a qualified
retirement plan or IRA within 60 days of the distribution.
Distributions in the form of annuity payments are taxable to the participant or
Beneficiary as ordinary income in the year of receipt, except that any
distribution that is considered the participant's "investment in the contract"
is treated as a return of capital and is not taxable.
QUALIFIED PENSION AND PROFIT-SHARING PLANS
Like most other contributions made under a qualified pension or profit-sharing
trust described in Section 401 (a) of the Code and exempt from tax under Section
501 (a) of the Code, a Purchase Payment made by an employer (including salary
reduction contributions under Section 401(k) of the Code) is not currently
taxable to the participant and increases in the value of a contract are not
subject to taxation until received by a participant or beneficiary.
Distributions in the form of annuity payments are taxable to the participant or
beneficiary as ordinary income in the year of receipt, except that any
distribution that is considered the participant's "investment in the contract"
is treated as a return of capital and is not taxable. Certain eligible rollover
distributions including most partial and full surrenders or term-for-years
distributions of less than 10 years are eligible for direct rollover to an
eligible retirement plan or to an IRA without federal income tax withholding.
If a distribution that is eligible for rollover is not directly rolled over to
another qualified retirement plan or IRA, 20% of the taxable amount must be
withheld. In addition, current tax may be avoided on eligible rollover
distributions that were not directly transferred to a qualified retirement
program if the participant makes a rollover contribution to a qualified
retirement plan or IRA within 60 days of the distribution.
Distributions must begin by April Ist of the calendar year following the later
of the calendar year in which you attain age 70 1/2 or the calendar year in
which you retire, except that if you are a 5% owner as defined in Code Section
416(i) (1) (B), distributions must begin by April Ist of the calendar year
following the calendar year in which you attain age 70 1/2. Certain other
mandatory distribution rules apply on the death of the participant.
An additional tax of 10% will apply to any taxable distribution received by the
participant before the age of 59 1/2, except by reason of death, disability or
as part of a series of payments for life or life expectancy, or at early
retirement at or after the age of 55. There are other statutory exceptions that
may apply in certain situations.
10
INDIVIDUAL RETIREMENT ANNUITIES
To the extent of earned income for the year and not exceeding the applicable
limit for the taxable year, an individual may make deductible contributions to
an individual retirement annuity (IRA). The applicable limit ($2,000 per year
prior to 2002) has been increased by the Economic Growth and Tax Relief
Reconciliation Act of 2001 ("EGTRRA"). The limit is $3,000 for calendar years
2002-2004, $4,000 for calendar years 2005-2007, and will be indexed for
inflation in years subsequent to 2008. (Note: The minimum Purchase Payment
allowed for this Contract is $5,000.) There are certain limits on the deductible
amount based on the adjusted gross income of the individual and spouse based on
their participation in a retirement plan. If an individual is married and the
spouse is not employed, the individual may establish IRAs for the individual and
spouse. Purchase Payments may then be made annual into IRAs for both spouses in
the maximum amount of 100% of earned income up to a combined limit of based on
the individual limits outlined above.
Partial or full distributions are treated as ordinary income, except that
amounts contributed after 1986 on a non-deductible basis are not includable in
income when distributed. An additional tax of 10% will apply to any taxable
distribution from the IRA that is received by the participant before the age of
59 1/2 except by reason of death, disability or as part of a series of payments
for life or life expectancy. Distributions must commence by April 1st of the
calendar year after the close of the calendar year in which the individual
attains the age of 70 1/2. Certain other mandatory distribution rules apply on
the death of the individual. The individual must maintain personal and tax
return records of any non-deductible contributions and distributions.
Section 408 (k) of the Code provides for the purchase of a Simplified Employee
Pension (SEP) plan. A SEP is funded through an IRA with an annual employer
contribution limit of $40,000 for each participant.
ROTH IRAS
Effective January 1, 1998, Section 408A of the Code permits certain individuals
to contribute to a Roth IRA. Eligibility to make contributions is based upon
income, and the applicable limits vary based on marital status and/or whether
the contribution is a rollover contribution from another IRA or an annual
contribution. Contributions to a Roth IRA, which are subject to certain
limitations, (similar to the annual limits for traditional IRAs), are not
deductible and must be made in cash or as a rollover or transfer from another
Roth IRA or other IRA. A conversion of "traditional" IRA to a Roth IRA may be
subject to tax and other special rules apply. You should consult a tax adviser
before combining any converted amounts with other Roth IRA contributions,
including any other conversion amounts from other tax years.
Qualified distributions from a Roth IRA are tax-free. A qualified distribution
requires that the Roth IRA has been held for at least 5 years, and the
distribution is made after age 59 1/2, on death or disability of the owner, or
for a limited amount ($10,000) for a qualified first time home purchase for the
owner or certain relatives. Income tax and a 10% penalty tax may apply to
distributions made (1) before age 59 1/2 (subject to certain exceptions) or (2)
during five taxable years starting with the year in which the first contribution
is made to the Roth IRA.
SECTION 457 PLANS
Section 457 of the Code allows employees and independent contractors of state
and local governments and tax-exempt organizations to defer a portion of their
salaries or compensation to retirement years without paying current income tax
on either the deferrals or the earnings on the deferrals.
The Owner of contracts issued under Section 457 plans by non-governmental
employers is the employer or a contractor of the participant and amounts may not
be made available to participants (or beneficiaries) until separation from
service, retirement or death or an unforeseeable emergency as determined by
Treasury Regulations. The proceeds of annuity contracts purchased by Section 457
plans are subject to the claims of general creditors of the employer or
contractor. A different rule applies with respect to Section 457 plans that are
established by governmental employers. The contract must be for the exclusive
benefit of the plan participants (and their beneficiaries), and the governmental
employer (and their creditors) must have no claim on the contract.
Distributions must begin by April 1st of the calendar year following the later
of the calendar year in which the participant attains the age of 70 1/2 or the
calendar year in which the participant retires. Certain other mandatory
distribution rules apply upon the death of the participant.
11
All distributions from plans that meet the requirements of Section 457 of the
Code are taxable as ordinary income in the year paid or made available to the
participant or beneficiary.
NONQUALIFIED ANNUITIES
Individuals may purchase tax-deferred annuities without any limits. The Purchase
Payment receives no tax benefit, deduction or deferral, but taxes on the
increases in the value of the Contract are generally deferred until
distribution. Generally, if an annuity is owned other than by an individual, the
owner will be taxed each year on the increase in the value of the Contract. An
exception applies for Purchase Payments made before March 1, 1986. In addition,
for Contracts issued after April 22, 1987, all deferred increases in value will
be includable annually in the income of an Owner when that Owner transfers the
Contract without adequate considerations.
The federal tax law requires nonqualified annuity contracts issued on or after
January 19, 1985 to meet minimum mandatory distribution requirements upon the
death of the Contract Owner. Failure to meet these requirements will cause the
succeeding Contract Owner or beneficiary to lose the tax benefits associated
with annuity contracts, i.e., primarily the tax deferral prior to distribution.
The distribution required depends upon whether an Annuity Option is elected or
whether the succeeding Owner is the surviving spouse. Contracts will be
administered by the Company in accordance with these rules.
If two or more nonqualified annuity contracts are purchased from the same
insurer within the same calendar year, such annuity contracts will be aggregated
for federal income tax purposes. As a result, distributions from any of them
will be taxed based upon the amount of income in all of the same calendar year
series of annuities. This will generally have the effect of causing taxes to be
paid sooner on the deferred gain in the contracts.
Those receiving partial distributions made before annuitization of a contract
will generally be taxed on an income-first basis to the extent of income in the
Contract. Certain pre-August 14, 1982 deposits into a nonqualified annuity
contract that have been placed in the Contract by means of a tax-deferred
exchange under Section 1035 of the Code may be withdrawn first without income
tax liability. This information on deposits must be provided to the Company by
the other insurance company at the time of the exchange. There is income in the
Contract generally to the extent the Cash Value exceeds the investment in the
Contract. The investment in the Contract is equal to the amount of premiums paid
less any amount received previously that was excludable from gross income. Any
direct or indirect borrowing against the value of the Contract or pledging of
the Contract as security for a loan will be treated as a cash withdrawal under
the tax law.
With certain exceptions, the law will impose an additional tax if a Contract
Owner makes a withdrawal of any amount under the Contract that is allocable to
an investment made after August 13, 1982. The amount of the additional tax will
be 10% of the amount includable in income by the Contract Owner because of the
withdrawal. The additional tax will not be imposed if the amount is received on
or after the Contract Owner reaches the age of 59 1/2, of if the amount is one
of a series of substantially equal periodic payments made for life or life
expectancy of the taxpayer. The additional tax will not be imposed if the
withdrawal or partial surrender follows the death or disability of the Contract
Owner.
THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974
Under the Employee Retirement Income Security Act of 1974 ("ERISA"), as amended,
certain special provisions may apply to the Contract if the Owner of a Section
403 (b) plan Contract or the owner of a contract issued to certain qualified
plans requests that the Contract be issued to conform to ERISA or if the Company
has notice that the Contract was issued pursuant to a plan subject to ERISA.
ERISA requires that certain Annuity Options, withdrawals or other payments and
any application for a loan secured by the Contract may not be made until the
Participant has filed a Qualified Election with the plan administrator. Under
certain plans, ERISA also requires that a designation of a beneficiary other
than the participant's spouse be deemed invalid unless the participant has filed
a Qualified Election.
A Qualified Election must include either the written consent of the
Participant's spouse, notarized or witnessed by an authorized plan
representative, or the participant's certification that there is no spouse or
that the spouse cannot be located.
The Company intends to administer all contracts to which ERISA applies in a
manner consistent with the direction of the plan administrator regarding the
provisions of the plan, in accordance with applicable law.
12
Because these requirements differ according to the plan, a person contemplating
the purchase of an annuity Contract should consider the provisions of the plan.
FEDERAL INCOME TAX WITHHOLDING
The portion of a distribution that is taxable income to the recipient will be
subject to federal income tax withholding, generally pursuant to Section 3405 of
the Code. The application of this provision is summarized below.
1. ELIGIBLE ROLLOVER DISTRIBUTION FROM SECTION 403(B) PLANS OR
ARRANGEMENTS, FROM QUALIFIED PENSION AND PROFIT-SHARING PLANS, OR FROM
457 PLANS SPONSORED BY GOVERNMENTAL ENTITIES
There is a mandatory 20% tax withholding for plan distributions that
are eligible for rollover to an IRA or to another retirement plan but
that are not directly rolled over. A distribution made directly to a
participant or beneficiary may avoid this result if:
(a) a periodic settlement distribution is elected based upon a life
or life expectancy calculation, or
(b) a complete term-for-years settlement distribution is elected for
a period of ten years or more, payable at least annually, or
(c) a minimum required distribution as defined under the tax law is
taken after the attainment of the age of 70 1/2 or as otherwise
required by law.
A distribution including a rollover that is not a direct rollover will
require the 20% withholding, and the 10% additional tax penalty on
premature withdrawals may apply to any amount not added back in the
rollover. The 20% withholding may be recovered when the participant or
beneficiary files a personal income tax return for the year if a
rollover was completed within 60 days of receipt of the funds, except
to the extent that the participant or spousal beneficiary is otherwise
underwithheld or short on estimated taxes for that year.
2. OTHER NON-PERIODIC DISTRIBUTIONS (FULL OR PARTIAL REDEMPTIONS)
To the extent not subject to the 20% mandatory 20% withholding as
described in (1) above, the portion of a nonperiodic distribution
which constitutes taxable income will be subject to federal income tax
withholding, to the extent such aggregate distributions exceed $200
for the year, unless the recipient elects not to have taxes withheld.
If an election to opt out of withholding is not provided, 10% of the
taxable portion of the distribution will be withheld as federal income
tax; provided that the recipient may elect any other percentage.
Election forms will be provided at the time distributions are
requested. This form of withholding applies to all annuity programs.
3. PERIODIC DISTRIBUTIONS (DISTRIBUTIONS PAYABLE OVER A PERIOD GREATER
THAN ONE YEAR)
The portion of a periodic distribution that constitutes taxable income
will be subject to federal income tax withholding under the wage
withholding tables as if the recipient were married claiming three
exemptions. A recipient may elect not to have income taxes withheld or
have income taxes withheld at a different rate by providing a
completed election form. Election forms will be provided at the time
distributions are requested. This form of withholding applies to all
annuity programs.
Recipients who elect not to have withholding made are liable for payment of
federal income tax on the taxable portion of the distribution. All recipients
may also be subject to penalties under the estimated tax payment rules if
withholding and estimated tax payments are not sufficient.
Recipients who do not provide a social security number or other taxpayer
identification number will not be permitted to elect out of withholding.
Additionally, United States citizens residing outside of the country, or U.S.
legal residents temporarily residing outside the country, are subject to
different withholding rules and cannot elect out of withholding.
TAX ADVICE
Because of the complexity of the law and the fact that the tax results will vary
according to the factual status of the individual involved, a person
contemplating purchase of an annuity contract and/or an Owner, participant or
beneficiary who may make elections under a contract should consult with a
qualified tax or legal adviser prior to such purchase or the making of an
election. It should be understood that the foregoing description of the federal
13
income tax consequences under these contracts is not exhaustive and that special
rules are provided with respect to situations not discussed here. It should be
understood that if a tax benefited plan loses its exempt status, employees could
lose some of the tax benefits described. For further information, a qualified
tax adviser should be consulted.
14
AVAILABLE INFORMATION
================================================================================
The Company files reports and other information with the Securities and Exchange
Commission ("Commission"), as required by law. You may read and copy this
information and other information at the following locations:
o public reference facilities of the Commission at Room 1024, 450 Fifth
Street, N.W., Washington, D.C.,
o the Commission's Regional Offices located at 233 Broadway, New York,
New York 10279,
o the Commission's Regional Offices located at Northwestern Atrium
Center, 500 West Madison Street, Suite 1400, Chicago, Illinois 60661.
Under the Securities Act of 1933, each Company has filed with the Commission a
registration statement (the "Registration Statement") relating to the Contracts
offered by this Prospectus. This Prospectus has been filed as a part of the
Registration Statement and does not contain all of the information set forth in
the Registration Statement and the exhibits, and reference is hereby made to
such Registration Statement and exhibits for further information relating to the
Company and the Contracts. The Registration Statement and the exhibits may be
inspected and copied as described above. Although the Company furnishes
certificate and contract holders with the Annual Reports on Form 10-K for the
year ended December 31, 2003 the Company does not plan to furnish subsequent
financial reports
INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE
================================================================================
Each Company's latest annual report on Form 10-K has been filed with the
Commission. They are incorporated by reference into this Prospectus and copies
must accompany this Prospectus.
The Forms 10-K for the period ended December 31, 2003 contain additional
information about each Company, including audited financial statements for the
Company's latest fiscal year. Each Company filed its Form 10-K on March 22,
2004. The Travelers Insurance Company filed its Form 10-K via Edgar File No.
33-03094. The Travelers Life and Annuity filed its Form 10-K via Edgar File No.
33-58677.
If requested, the Company will furnish, without charge, a copy of any and all of
the documents incorporated by reference, other than exhibits to those documents
(unless such exhibits are specifically incorporated by reference in those
documents). You may direct your requests to The Travelers Insurance Company, One
Cityplace, Hartford, Connecticut 06183-5030, Attention: Annuity Services. The
telephone number is (860) 422-3985. You may also obtain copies of any documents,
incorporated by reference into this prospectus by accessing the SEC's website
(http: / /www.sec.gov
LEGAL OPINION
================================================================================
Legal matters in connection with federal laws and regulations affecting the
issue and sale of the Contracts described in this Prospectus and the
organization of the Company, its authority to issue such Contracts under
Connecticut law and the validity of the forms of the Contracts under Connecticut
law have been passed on by the Deputy General Counsel of the Company.
EXPERTS
================================================================================
The consolidated financial statements and schedules of The Travelers Insurance
Company and subsidiaries as of December 31, 2003 and 2002, and for each of the
years in the three-year period ended December 31, 2003, have been incorporated
by reference herein in reliance upon the reports of KPMG LLP, independent
accountants, also incorporated by reference herein, and upon the authority of
said firm as experts in accounting and auditing. The audit reports covering the
December 31, 2003, consolidated financial statements and schedules refer to
changes in the Company's methods of accounting for variable interest entities in
2003, for goodwill and intangible assets in 2002, and for derivative instruments
and hedging activities and for securitized financial assets in 2001.
15
The financial statements and schedules of The Travelers Life and Annuity Company
as of December 31, 2003 and 2002, and for each of the years in the three-year
period ended December 31, 2003, have been incorporated by reference herein in
reliance upon the reports of KPMG LLP, independent accountants, also
incorporated by reference herein, and upon the authority of said firm as experts
in accounting and auditing. The audit reports covering the December 31, 2003,
financial statements and schedules refer to changes in the Company's methods of
accounting for goodwill and intangible assets in 2002 and for derivative
instruments and hedging activities and for securitized financial assets in 2001.
16
THIS PAGE INTENTIONALLY LEFT BLANK.
APPENDIX A
(APPLIES ONLY WHEN PRINCIPAL PROTECTION FEATURE IS ELECTED)
================================================================================
The following amounts will never be less than the Purchase Payment reduced by
amounts received from all prior partial surrenders. (Account Value surrendered,
adjusted by the Market Value Adjustment Formula less any surrender charge.)
(a) Cash Surrender Value on full surrender;
(b) Full Benefit before annuity payments commence;
(c) Amount applied to purchase the annuity payments on the Annuity
Commencement Date;
(d) Account Value at the beginning of a subsequent Guarantee Period.
A-1
APPENDIX B
================================================================================
Plans eligible to purchase the Contract are pension and profit sharing plans
qualified under ss.401 (a) of the Internal Revenue Code, Section 403 (b) ERISA
plans, and eligible state deferred compensation plans under ss.457 of the Code
("Qualified Plans").
To apply for a Group Annuity Contract, the trustee or other applicant must
complete an application or purchase order for the Group Annuity Contract and
make a Purchase Payment. A Group Annuity Contract will then be issued to the
applicant. While no Certificates are issued, each Purchase Payment and the
Account established thereby, are confirmed to the Contract Owner. Each Account
will have its own optional Guarantee Period and Guaranteed Interest Rate.
Surrenders under the Group Annuity Contract may be made at the election of the
Contract Owner, from the Account established under the Contract. Account
surrenders are subject to the same limitations, adjustments and charges as
surrenders made under a certificate (see "Surrenders"). Surrender Values may be
taken in cash or applied to purchase annuities for the Contract Owners'
Qualified Plan participants. Because there are no individual participant
accounts, the qualified Group Annuity Contract issued in connection with a
Qualified Plan does not provide for death benefits. Annuities purchased for
Qualified Plan participants may provide for a payment upon the death of the
Annuitant depending on the option chosen (see "annuity options"). Additionally,
since there are no Annuitants prior to the actual purchase of an Annuity by the
Contract Owner, the provisions regarding the Annuity Commencement Date are not
applicable.
B-1
APPENDIX C
================================================================================
MARKET VALUE ADJUSTMENT
The application of a Market Value Adjustment may adjust up or down your account
value. The following describes the amount the Market Value Adjustment applies
to:
_ _
| t/365 |
Maturity Value = | (CURRENT ACCOUNT VALUE - FI) X (1 + iG) |
|_ _|
_ _
| 1 |
Market Adjusted Value = | (MATURITY VALUE) X ------------- |
| t/365 |
|_ (1 + iC) _|
o where: "FI" is the available free interest credited for the
Previous Certificate Year, "iG" is the Guaranteed Credited rate
as stated on the contract specification page, "iC" is the
Guaranteed Interest Rate for a Guarantee period of "t" days,
where "t" is the number of days remaining in the Guarantee Period
adjusted for leap years.
PRINCIPAL PROTECTION FEATURE ONLY: If the application of the Market Value
Adjustment Formula results in an upward adjustment in the amount payable on
any full or partial surrender, such upward adjustment will be limited to
the lesser of the amount of the upward adjustment of the amount of any
surrender charge associated with the amount being surrendered.
If the application of the Market Value Adjustment Formula results in an
upward adjustment in the amount applied to purchase annuity payments on the
Annuity Commencement Date, such upward adjustment will be limited to the
lesser of the upward adjustment or the amount of any surrender charge
assessed on the Annuity Commencement Date.
The total amount available to customers, prior to any charges or premium taxes,
is: Market Adjusted Value + Free Interest
The current Guaranteed Interest Rate is declared periodically by the Company and
is the rate (straight line interpolation between whole years) which the Company
is then paying on premiums paid under this class of Contracts with the same
maturity date as the Purchase Payment to which the formula is being applied.
C-1
ILLUSTRATION OF A MARKET VALUE ADJUSTMENT WITHOUT PRINCIPAL PROTECTION
Purchase Payment: $50,000.00
Guarantee Period: 5 years
Guaranteed Interest Rate: 5.50% Effective Annual Rate
The following examples illustrate how the Market Value Adjustment may affect the
values of your Contract. In these examples, a Purchase Payment of $50,000 was
made to the Contract. After one year, the Account Value (i.e., the Purchase
Payment plus accumulated interest) would be $52,750.
The Market Value Adjustment is the rate the Company is crediting at the time of
surrender on new Purchase Payments of the same term-to-maturity as the time
remaining in your Guarantee Period. One year after the Purchase Payment was
made, you would have four years remaining in the five-year Guarantee Period.
EXAMPLE OF A NEGATIVE MARKET VALUE ADJUSTMENT
A negative Market Value Adjustment when interest rates have increased since the
date the Purchase Payment was made. Assume interest rates have increased one
year after the Purchase Payment and the Company is crediting 7.00% for a
four-year Guarantee Period.
The Maturity Value, excluding available free interest, would be:
4
$61,941.23 = ($52,750.00 - $2,750) X (1 + .055)
The Market Adjusted Value would be:
_ _
| 1 |
$47,254.67 = | ($61,941.23) X ----------- |
| 4 |
|_ (1 + .07) _|
Total amount available, prior to charges and premium taxes:
$50,004.67 = $47,254.67 + $2,750.00
EXAMPLE OF A POSITIVE MARKET VALUE ADJUSTMENT
A positive Market Value Adjustment results when interest rates have decreased
since the date a Purchase Payment was made. Assume interest rates have decreased
one year later and the Company is then crediting 3.50% for a four-year Guarantee
Period.
The Maturity Value, excluding available free interest, would be:
4
$61,941.23 = ($52,750.00 - $2,750) X (1 + .055)
The Market Adjusted Value would be:
_ _
| 1 |
$53,978.21 = | ($61,941.23) X ----------- |
| 4 |
|_ (1 + .035) _|
Total amount available, prior to charges and premium taxes:
$56,728.21 = $53,978.21 + $2,750.00
These examples illustrate what may happen when interest rates increase or
decrease from the beginning of a Guarantee Period. A particular Market Value
Adjustment may have a greater or lesser impact than that shown in these
examples, depending on how much interest rates have changed since the beginning
of a Guarantee Period and the amount of time remaining to maturity. In addition,
a surrender charge may be assessed on surrenders made before the Purchase
Payment has been under the Contract for five years.
C-2
ILLUSTRATION OF A MARKET VALUE ADJUSTMENT WITH THE PRINCIPAL PROTECTION FEATURE
Purchase Payment: $50,000.00
Guarantee Period: 5 years
Guaranteed Interest Rate: 5.50% Effective Annual Rate
The following examples illustrate how the Market Value Adjustment may affect the
values of your Contract if you have selected the Principal Protection Feature.
In these examples, the surrender occurs one year after a Purchase Payment of
$50,000 was made to the Contract. After one year, the Account Value (i.e., the
Purchase Payment plus accumulated interest) would be $52,750.
The Market Value Adjustment is calculated based on your then current Account
Value less any available Free Withdrawal Amount, and is based on a rate the
Company is crediting at the time on new Purchase Payments of the same
term-to-maturity as the time remaining in your Guarantee Period. One year after
the Purchase Payment was made, you would have four years remaining in the
five-year Guarantee Period.
C-3
EXAMPLE OF A NEGATIVE MARKET VALUE ADJUSTMENT
A negative Market Value Adjustment results when interest rates have increased
since the date the Purchase Payment was made. Assume interest rates have
increased one year after the Purchase Payment and the Company is crediting 7.00%
for a four-year Guarantee Period.
The Maturity Value, excluding available free interest, would be:
4
$61,941.23 = ($52,750.00 - $2,750) X (1 + .055)
The Market Adjusted Value would be:
_ _
| 1 |
$47,254.67 = | ($61,941.23) X ----------- |
| 4 |
|_ (1 + .07) _|
Total amount available, prior to charges and premium taxes:
$50,004.67 = $47,254.67 + $2,750.00
A surrender charge of only $4.67 would apply, since the full 6% surrender charge
would not be applied to the protected amount ($50,000 adjusted for premium
taxes). Note, the Principal Protection Benefit does not apply to partial
surrenders, and the full Market Value Adjustment and surrender charge would
apply.
EXAMPLE OF A POSITIVE MARKET VALUE ADJUSTMENT
A positive Market Value Adjustment results when interest rates have decreased
since the date a Purchase Payment was made. Assume interest rates have decreased
one year later and the Company is then crediting 3.50% for a four-year Guarantee
Period.
The Maturity Value, excluding available free interest, would be:
4
$61,941.23 = ($52,750.00 - $2,750) X (1 + .055)
The Market Adjusted Value would be:
_ _
| 1 |
$53,978.21 = | ($61,941.23) X ----------- |
| 4 |
|_ (1 + .035) _|
Total amount available, prior to charges and premium taxes:
$56,728.21 = $53,978.21 + $2,750.00
The Market Value Adjustment is an increase of $3,978.21 over the Account Value.
The applicable surrender charge would be $3,238.69 ($53,978.21 x 0.06%). A
positive Market Value Adjustment is limited to the lesser of the surrender
charge or the Market Value Adjustment. Therefore, the amount you would receive
would be the current contract value of $52, 750.
These examples illustrate what may happen when interest rates increase or
decrease from the beginning of a Guarantee Period. A particular Market Value
Adjustment may have a greater or lesser impact than that shown in these
examples, depending on how much interest rates have changed since the beginning
of a Guarantee Period and the amount of time remaining to maturity. In addition,
a surrender charge may be assessed on surrenders made before the Purchase
Payment has been under the Contract for five years.
C-4
"TTM"
TRAVELERS TARGET MATURITY
WITH OPTIONAL PRINCIPAL PROTECTION FEATURE
MODIFIED GUARANTEED ANNUITY CONTRACTS
ISSUED BY
THE TRAVELERS INSURANCE COMPANY
OR
THE TRAVELERS LIFE AND ANNUITY COMPANY
ONE CITYPLACE
HARTFORD, CONNECTICUT 06183
4-2004
L-12916-PP Printed in U.S.A.
PART II
INFORMATION NOT REQUIRED IN PROSPECTUS
ITEM 14. OTHER EXPENSES OF ISSUANCE AND DISTRIBUTION
Registration Fees: $18,400.00 for 200,000,000 in interests of Modified
Guaranteed Annuity Contracts.
Estimate of Printing Costs: $10,000
Cost of Independent Auditors: Approximately $4,000
ITEM 15. INDEMNIFICATION OF DIRECTORS AND OFFICERS
Sections 33-770 et seq inclusive of the Connecticut General Statutes ("C.G.S.")
regarding indemnification of directors and officers of Connecticut corporations
provides in general that Connecticut corporations shall indemnify their
officers, directors and certain other defined individuals against judgments,
fines, penalties, amounts paid in settlement and reasonable expenses actually
incurred in connection with proceedings against the corporation. The
corporation's obligation to provide such indemnification generally does not
apply unless (1) the individual is wholly successful on the merits in the
defense of any such proceeding; or (2) a determination is made (by persons
specified in the statute) that the individual acted in good faith and in the
best interests of the corporation and in all other cases, his conduct was at
least not opposed to the best interests of the corporation, and in a criminal
case he had no reasonable cause to believe his conduct was unlawful; or (3) the
court, upon application by the individual, determines in view of all of the
circumstances that such person is fairly and reasonably entitled to be
indemnified, and then for such amount as the court shall determine. With respect
to proceedings brought by or in the right of the corporation, the statute
provides that the corporation shall indemnify its officers, directors and
certain other defined individuals, against reasonable expenses actually incurred
by them in connection with such proceedings, subject to certain limitations.
Citigroup Inc. (the ultimate parent) also provides liability insurance for its
directors and officers and the directors and officers of its subsidiaries,
including the Registrant. This insurance provides for coverage against loss from
claims made against directors and officers in their capacity as such, including,
subject to certain exceptions, liabilities under the federal securities laws.
Insofar as indemnification for liability arising under the Securities Act of
1933 may be permitted to directors, officers and controlling persons of the
registrant pursuant to the foregoing provisions, or otherwise, the registrant
has been advised that in the opinion of the Securities and Exchange Commission
such indemnification is against public policy as expressed in the Act and is,
therefore, unenforceable. In the event that a claim for indemnification against
such liabilities (other than the payment by the registrant of expenses incurred
or paid by a director, officer or controlling person of the registrant in the
successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Act and will be governed by the final adjudication of
such issue.
ITEM 16. EXHIBITS
EXHIBIT
NUMBER DESCRIPTION
------- -----------
1. Distribution and Principal Underwriting Agreement.
(Incorporated herein by reference to Exhibit 1 to the
Registration Statement on Form S-2, File No. 333-51800, filed
December 14, 2000.)
2. None.
3(i). Charter of The Travelers Life and Annuity Company, as amended
on April 10, 1990. (Incorporated herein by reference to
Exhibit 6(a) to the Registration Statement on Form N-4, File
No. 333-40191 filed November 13, 1997).
3(ii). By-Laws of The Travelers Life and Annuity Company, as amended
on October 20, 1994. (Incorporated herein by reference to
Exhibit 6(b) to the Registration Statement on Form N-4, File
No. 333-40191 filed November 13, 1997.)
4. Contracts. (Incorporated herein by reference to Exhibit 4(a)
to Pre-Effective Amendment No. 1 to the Registration Statement
on Form S-2, File No. 33-58677, filed on July 11, 1995.)
4(b). Contract with Principal Protection Feature. (Incorporated
herein by reference to Exhibit 4(b) to the Registration
Statement on Form S-2, File No. 333-83076 filed February 20,
2002.)
5. Opinion Re: Legality, Including Consent. (Incorporated herein
by reference to Exhibit 5 to Pre-Effective Amendment No. 1 to
the RegistrationStatement on Form S-2, File No. 333-83076,
filed March 25, 2002.).
8. None.
9. None.
10. None.
11. None.
12. None.
13. None.
15. None.
16. None.
23(a). Consent of Independent Auditors. Filed herewith.
23(b). Consent of Counsel (see Exhibit 5).
24. Powers of Attorney authorizing Ernest J. Wright or Kathleen A.
McGah as signatory for George C. Kokulis, Glenn D. Lammey,
Marla Berman Lewitus and William R. Hogan. (Incorporated
herein by reference to Exhibit 24 to the Registration
Statement on Form S-2, File No. 333-83076 filed February 20,
2002.)
Power of Attorney authorizing Ernest J. Wright or Kathleen A.
McGah as signatory for Kathleen A. Preston. (Incorprorated
herein by reference to Exhibit 24 to the Registration
Statement on Form S-2, File No.
333-83076 filed March 31, 2003.)
25. None.
26. None.
27. None.
ITEM 17. UNDERTAKINGS
The undersigned registrant hereby undertakes as follows, pursuant to Item 512 of
Regulation S-K:
1. To file, during any period in which offers or sales of the registered
securities are being made, a post-effective amendment 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; Notwithstanding the foregoing, any
increase or decrease in volume of securities offered (if the total
dollar value of securities offered would not exceed that which was
registered) and any deviation from the low or high end of the
estimated maximum offering range may be reflected in the form of
prospectus filed with the Commission pursuant to Rule 424(b) if, in
the aggregate, the changes in volume and price set represent no more
than 20 percent change in the maximum aggregate offering price set
forth in the "Calculation of Registration Fee" table in the effective
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 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.
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.
The undersigned registrant hereby undertakes as follows, pursuant to Item 512(h)
of Regulation S-K:
(h) Request for Acceleration of Effective Date:
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.
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 Hartford, State of Connecticut, on March 26, 2004.
THE TRAVELERS LIFE AND ANNUITY COMPANY
(Registrant)
By: *GLENN D. LAMMEY
---------------------
Glenn D. Lammey, Chief Financial Officer,
Chief Account Officer
Pursuant to the requirements of the Securities Act of 1933, this registration
statement has been signed by the following persons in the capacities indicated
on March 26, 2004.
*GEORGE C. KOKULIS Director, President and Chief Executive
- --------------------------------- Officer (Principal Executive Officer)
(George C. Kokulis)
*GLENN D. LAMMEY Director, Chief Financial Officer, Chief
- --------------------------------- Accounting Officer (Principal Financial
(Glenn D. Lammey) Officer)
*MARLA BERMAN LEWITUS Director
- ---------------------------------
(Marla Berman Lewitus)
*KATHLEEN L. PRESTON Director
- ---------------------------------
(Kathleen L. Preston)
*By: /s/Ernest J. Wright, Attorney-in-Fact
EXHIBIT INDEX
EXHIBIT
LETTER DESCRIPTION
23(a) Consent of KPMG, LLP, Independent Auditors