AS FILED WITH THE SEC ON FEBRUARY 7, 2006
REGISTRATION NO. 333-103474
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM S-3
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
POST-EFFECTIVE AMENDMENT NO. 6
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PRUCO LIFE INSURANCE COMPANY
----------------------------
(Exact Name of Registrant)
ARIZONA
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(State or other jurisdiction of incorporation or organization)
22-194455
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(I.R.S. Employer Identification Number)
C/O PRUCO LIFE INSURANCE COMPANY
213 WASHINGTON STREET
NEWARK, NEW JERSEY 07102-2992
(973) 802-7333
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(Address and telephone number of principal executive offices)
THOMAS C. CASTANO
ASSISTANT SECRETARY
PRUCO LIFE INSURANCE COMPANY
213 WASHINGTON STREET
NEWARK, NEW JERSEY 07102-2992
(973) 802-4708
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(Name, address, and telephone number of agent for service)
Copies to:
C. CHRISTOPHER SPRAGUE
VICE PRESIDENT, CORPORATE COUNSEL
THE PRUDENTIAL INSURANCE
COMPANY OF AMERICA
213 WASHINGTON STREET
NEWARK, NEW JERSEY 07102-2992
(973) 802-6997
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Approximate date of commencement of proposed sale to the public -- March 20,
2006
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, other than securities offered only in connection with dividend or interest
reinvestment plans, check the following box ........................[x]
CALCULATION OF REGISTRATION FEE
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TITLE OF EACH AMOUNT PROPOSED PROPOSED AMOUNT OF
CLASS OF SECURITIES TO BE MAXIMUM OFFERING MAXIMUM AGGREGATE REGISTRATION
TO BE REGISTERED REGISTERED* PRICE PER UNIT* OFFERING PRICE FEE**
---------------- ----------- --------------- -------------- -----
Market-value adjustment
annuity contracts
(or modified
guaranteed
annuity contracts) $200,000,000 $200,000,000 $ - 0 -
- ----------
* Securities are not issued in predetermined units.
** Registration fee for these securities was paid at the time they were
originally registered on Form S-3 as filed by Pruco Life Insurance Company
on February 27, 2003.
Prudential Investment Management Services LLC, the principal underwriter of
these contracts under a "best efforts" arrangement, will be reimbursed by Pruco
Life Insurance Company for its costs and expenses incurred in connection with
the sale of these contracts.
2
Note:
Registrant is filing this Post-Effective Amendment No. 6 to the Registration
Statement for the purpose of including in the Registration Statement a
Prospectus Supplement, which adds, among other things, a new benefit entitled
Spousal Lifetime Five. The prospectuses and Part II that were filed as part of
Post-Effective Amendment No. 5 filed with the SEC on April 8, 2005, are hereby
incorporated by reference. Third quarter unaudited financial statements that
were filed with the SEC on November 14, 2005 on Form 10-Q, file number 33-37587,
are hereby incorporated by reference. By amending this registration statement to
add the instant supplement, we do not intend to supersede versions of the
prospectus for this annuity that remain current.
3
PRUCO LIFE INSURANCE COMPANY
STRATEGIC PARTNERS(SM) ADVISOR
STRATEGIC PARTNERS(SM) ANNUITY ONE
STRATEGIC PARTNERS(SM) ANNUITY ONE 3
STRATEGIC PARTNERS(SM) FLEXELITE
STRATEGIC PARTNERS(SM) PLUS
STRATEGIC PARTNERS(SM) PLUS 3
STRATEGIC PARTNERS(SM) SELECT
PRUCO LIFE INSURANCE COMPANY OF NEW JERSEY
STRATEGIC PARTNERS(SM) ADVISOR
STRATEGIC PARTNERS(SM) ANNUITY ONE 3
STRATEGIC PARTNERS(SM) PLUS 3
STRATEGIC PARTNERS(SM) SELECT
SUPPLEMENT, DATED MARCH 20, 2006
TO
PROSPECTUSES, DATED MAY 2, 2005
We are issuing this supplement to describe changes to certain of the
above-referenced prospectuses, including the addition of a new optional
insurance benefit ---- namely, the Spousal Lifetime Five Income Benefit that
will be available to contract owners on or after March 20, 2006, or upon
subsequent state approval. In addition, we have added three new portfolios of
American Skandia Trust ("AST") that are being offered as new variable investment
options under each of the above-referenced products. Finally, the supplement
discusses changes to the sub-advisers for certain of the underlying portfolios.
CHANGES THAT APPLY TO EACH OF THE ABOVE PROSPECTUSES
THE PRUDENTIAL SERIES FUND - SUB-ADVISER CHANGE
- SP Large Cap Value Portfolio: Dreman Value Management LLC has been
added as a sub-adviser, and will manage a portion of the portfolio.
Hotchkis and Wiley Capital Management and J.P. Morgan Investment
Management Inc. will each continue to manage a portion of the
portfolio.
AMERICAN SKANDIA TRUST - SUB-ADVISER/NAME CHANGES
- AST Small-Cap Value Portfolio: Dreman Value Management LLC has been
added as a sub-adviser, and will manage a portion of the portfolio.
Salomon Brothers Asset Management Inc., Integrity Asset Management,
J.P. Morgan Investment Management, Inc. and Lee Munder Investments,
Ltd. will each continue to manage a portion of the portfolio.
- AST Large-Cap Value Portfolio: Dreman Value Management LLC has been
added as a sub-adviser, and will manage a portion of the portfolio.
J.P. Morgan Investment Management, Inc. and Hotchkis & Wiley Capital
Management, LLC will continue to manage a portion of the portfolio.
- AST Goldman Sachs High Yield Portfolio: Pacific Investment Management
Company LLC has been added as a sub-adviser and will manage a portion
of the portfolio. Goldman Sachs Asset Management, L.P. will continue
to manage a portion of the portfolio. As a result, the portfolio's
name has changed to AST High Yield Portfolio.
AMERICAN SKANDIA TRUST - NEW UNDERLYING PORTFOLIO ADDITIONS
- Effective March 20, 2006, the following underlying portfolios will be
offered as new variable investment options: AST First Trust Balanced
Target Portfolio, AST First Trust Capital Appreciation Target
Portfolio, and AST Advanced Strategies Portfolio.
As a result of the above changes, the portions of the chart in the sub-section
entitled "Variable Investment Options" of Section 2 of each prospectus entitled
"What Investment Options Can I Choose?" is revised as follows:
PORTFOLIO
STYLE/ INVESTMENT OBJECTIVES/POLICIES ADVISER/
TYPE SUB-ADVISER
- -------------------- ----------------------------------------------------------------------- -------------------------
LARGE CAP VALUE SP LARGE CAP VALUE PORTFOLIO: seeks long-term growth of capital. The Hotchkis and Wiley
Portfolio normally invests at least 80% of investable assets in Capital Management /
common stocks and securities convertible into common stock of J.P. Morgan Investment
companies that are believed to be undervalued and have an Management Inc. /
above-average potential to increase in price, given the company's Dreman Value Management
sales, earnings, book value, cash flow and recent performance. The LLC
Portfolio seeks to achieve its objective through investments
primarily in equity securities of large capitalization companies.
(Effective December 5, 2005, this Portfolio was closed to new
purchasers and to existing contract owners who had not previously
invested in the Portfolio).
SMALL CAP VALUE AST SMALL-CAP VALUE PORTFOLIO: seeks to provide long-term capital Integrity Asset
growth by investing primarily in small-capitalization stocks that Management / Lee Munder
appear to be undervalued. The Portfolio will have a non-fundamental Investments, Ltd. /
policy to invest, under normal circumstances, at least 80% of the J.P. Morgan Investment
value of its net assets in small capitalization stocks. The Management, Inc.
Portfolio will focus on common stocks that appear to be undervalued. Salomon Brothers Asset
Management Inc. /
Dreman Value Management
LLC
LARGE CAP AST LARGE-CAP VALUE PORTFOLIO (FORMERLY AST HOTCHKIS & WILEY Hotchkis and Wiley
VALUE LARGE-CAP VALUE PORTFOLIO): seeks current income and long-term growth Capital Management, LLC
of income, as well as capital appreciation. The Portfolio / J.P. Morgan Investment
invests, under normal circumstances, at least 80% of its net assets Management, Inc. / Dreman Value
in common stocks of large cap U.S. companies. The Portfolio focuses Management LLC
on common stocks that have a high cash dividend or payout yield relative
to the market or that possess relative value within sectors.
FIXED INCOME AST HIGH YIELD PORTFOLIO (FORMERLY AST GOLDMAN SACHS HIGH YIELD Goldman Sachs Asset
PORTFOLIO): seeks a high level of current income and may also Management, L.P. /
consider the potential for capital appreciation. The Portfolio Pacific Investment
invests, under normal circumstances, at least 80% of its net assets Management Company LLC
plus any borrowings for investment purposes (measured at time of (PIMCO)
purchase) in high yield, fixed-income securities that, at the time of
purchase, are non-investment grade securities. Such securities are
sometimes referred to as "junk bonds."
-2-
PORTFOLIO
STYLE/ INVESTMENT OBJECTIVES/POLICIES ADVISER/
TYPE SUB-ADVISER
- -------------------- ----------------------------------------------------------------------- -------------------------
ASSET ALLOCATION/ AST FIRST TRUST BALANCED TARGET PORTFOLIO: seeks long-term capital First Trust Advisors
BALANCED growth balanced by current income. The Portfolio normally invests L.P.
approximately 65% of its total assets in equity securities
and 35% in fixed income securities. Depending on market
conditions, the equity portion may range between 60-70% and
the fixed income portion between 30-40%. The Portfolio
allocates its assets across a number of uniquely
specialized quantitative investment strategies.
ASSET ALLOCATION/ AST FIRST TRUST CAPITAL APPRECIATION TARGET PORTFOLIO: seeks First Trust Advisors
BALANCED long-term growth of capital. The Portfolio normally invests L.P.
approximately 80% of its total assets in equity securities
and 20% in fixed income securities. Depending on market
conditions, the equity portion may range between 75-85% and
the fixed income portion between 15-25%. The Portfolio
allocates its assets across a number of uniquely
specialized quantitative investment strategies.
ASSET ALLOCATION/ AST ADVANCED STRATEGIES PORTFOLIO: seeks a high level of absolute Marsico Capital
BALANCED return. The Portfolio invests primarily in a diversified portfolio Management, LLC / T. Rowe
of equity and fixed income securities across different investment Price Associates,
categories and investment managers. The Portfolio pursues a Inc. / LSV Asset
combination of traditional and non-traditional investment strategies. Management / William
Blair & Company, L.L.C.
/ Pacific Investment
Management Company LLC
(PIMCO)
In the "Summary of Contract Expenses" section of each of the above-referenced
prospectuses, within the table entitled "Underlying Mutual Fund Portfolio Annual
Expenses," we include information regarding the estimated fees for the three new
American Skandia Trust portfolios, including applicable footnotes.
TOTAL ANNUAL
MANAGEMENT OTHER 12B-1 PORTFOLIO OPERATING
FEES(1) EXPENSES(2) FEES EXPENSES
AMERICAN SKANDIA TRUST
AST First Trust Balanced Target Portfolio 0.85% 0.19% None 1.04%
AST First Trust Capital Appreciation
Target Portfolio 0.85% 0.19% None 1.04%
AST Advanced Strategies Portfolio 0.85% 0.19% None 1.04%
1. The investment managers for each Portfolio have voluntarily undertaken to
waive 0.05% of their investment management fee on Portfolio assets in excess of
$1 billion. Each waiver is voluntary and may be modified or terminated at any
time without prior notice.
2. Based on estimated amounts for the current fiscal year. The estimated other
expenses shown in the chart for each Portfolio are based upon an expected asset
level. The actual other expenses paid by a Portfolio may be greater or less than
those indicated above.
-3-
In the "Summary of Contract Expenses" within the table entitled "Underlying
Mutual Fund Portfolio Annual Expenses," we revise the pertinent section within
each of the above-referenced prospectuses to reflect a change in the management
fee for the Gartmore Variable Investment Trust - GVIT Developing Markets Fund.
Specifically, beginning January 1, 2006, the Fund implemented a performance fee
structure and also on that date, the base management fee for the Fund, expressed
as a percentage of the Fund's average daily net assets and not taking into
account any applicable waivers, was lowered by 0.10% (i.e., to 1.05%). Beginning
January 1, 2007, the management fee may be adjusted upward or downward,
depending on the Fund's performance relative to its benchmark.
In Section 1 of each of the above-referenced prospectuses, which addresses What
Is The Variable Annuity?, we replace the second paragraph with the following:
"This annuity contract benefits from tax deferral when it is sold outside a
tax-favored plan (generally called a non-qualified annuity). Tax deferral
means that you are not taxed on earnings or appreciation on the assets in
your contract until you withdraw money from your contract.
If you purchase the annuity contract in a tax-favored plan such as an
IRA, that plan generally provides tax deferral even without investing in an
annuity contract. In other words, you need not purchase this contract to
gain the preferential tax treatment provided by your retirement plan.
Therefore, before purchasing an annuity in a tax-favored plan, you should
consider whether its features and benefits beyond tax deferral, including
the death benefit and income benefits, meet your needs and goals. You
should consider the relative features, benefits and costs of this annuity
compared with any other investment that you may use in connection with your
retirement plan or arrangement."
CHANGES THAT APPLY TO CERTAIN OF THE ABOVE PROSPECTUSES
The following is added after the second sentence of the first paragraph on the
cover page of Pruco Life Insurance Company Strategic Partners Advisor, Strategic
Partners Annuity One, Strategic Partners Annuity One 3, Strategic Partners
FlexElite, and Strategic Partners Select and Pruco Life Insurance Company of New
Jersey Strategic Partners Advisor, Strategic Partners Annuity One 3, and
Strategic Partners Select prospectuses:
"Please note that selling broker-dealer firms through which the contract is
sold may decline to make available to their customers certain of the
optional features offered generally under the contract. Alternatively, such
firms may restrict the availability of the optional benefits that they do
make available to their customers (e.g., by imposing a lower maximum issue
age for certain optional benefits than what is prescribed generally under
the contract). Please speak to your registered representative for further
details."
In the Glossary section of the prospectuses for Pruco Life Insurance Company
Strategic Partners Annuity One 3, Strategic Partners FlexElite (version of
contract sold on or after May 1, 2003), and Strategic Partners Plus 3, we revise
certain definitions, as follows:
The following definition for "Annual Income Amount" is revised to read as
follows:
"Under the terms of the Lifetime Five Income Benefit, an amount that you
can withdraw each year as long as the annuitant lives. The annual income
amount is set initially as a percentage of the Protected Withdrawal Value,
but will be adjusted to reflect subsequent purchase payments, withdrawals,
and any step-up. Under the Spousal Lifetime Five Income Benefit, the annual
income amount is paid until the later death of two natural persons who are
each other's spouses at the time of election and at the first death of one
of them."
-4-
We add the following as the last sentence to the definition for "Lifetime Five
Income Benefit":
"We also offer a variant of the Lifetime Five Income Benefit to certain
spousal owners - - see "Spousal Lifetime Five Income Benefit."
We add the following sentence at the end of the definition for "Protected
Withdrawal Value":
"Under the Spousal Lifetime Five Income Benefit, Protected Withdrawal Value
refers to a value that is used to determine the Annual Income Amount. The
initial Protected Withdrawal Value is equal to the greater of three
specified amounts. (See "Initial Protected Withdrawal Value" within the
section describing the Spousal Lifetime Five Income Benefit.)"
In the Glossary section of the prospectuses for Pruco Life Insurance Company
Strategic Partners Annuity One 3, Strategic Partners FlexElite (version of
contract sold on or after May 1, 2003), and Strategic Partners Plus 3
prospectuses we add the following new definitions:
DESIGNATED LIFE
For purposes of the Spousal Lifetime Five Income Benefit, a Designated Life
refers to each of two natural persons who are each other's spouses at the time
of election of the Spousal Lifetime Five Income Benefit and at the first death
of one of them.
EXCESS INCOME/EXCESS WITHDRAWAL
Under the Spousal Lifetime Five Income Benefit and Lifetime Five Income Benefit,
Excess Income refers to cumulative withdrawals that exceed the Annual Income
Amount. Under the Lifetime Five Income Benefit, Excess Withdrawal refers to
cumulative withdrawals that exceed the Annual Withdrawal Amount.
SPOUSAL LIFETIME FIVE INCOME BENEFIT
An optional feature available for an additional charge that guarantees the
ability to withdraw amounts equal to a percentage of an initial principal value
(called the "Protected Withdrawal Value"), regardless of the impact of market
performance on the contract value, subject to our rules regarding the timing and
amount of withdrawals. Under the Spousal Lifetime Five Income Benefit, an annual
income amount is paid until the later death of two natural persons who are each
other's spouses at the time of election and at the first death of one of them.
******************
The following is added after the second paragraph of Summary Section 5 entitled
"What Is The Lifetime FiveSM Income Benefit? of the prospectuses for Pruco Life
Insurance Company Strategic Partners Annuity One 3, Strategic Partners FlexElite
(version of contract sold on or after May 1, 2003), and Strategic Partners Plus
3:
"In addition to the Lifetime Five Income Benefit, we offer a benefit called
the Spousal Lifetime Five Income Benefit. The Spousal Lifetime Five Income
benefit is similar to the Lifetime Five Income Benefit, except that it is
offered only to those who are each other's spouses at the time the benefit
is elected, and the benefit offers only a Life Income Benefit (not the
Withdrawal Benefit). The charge for the Spousal Lifetime Five Income
Benefit is a daily fee equal on an annual basis to 0.75% of the contract
value allocated to the variable investment options. The charge is in
addition to the charge for the applicable death benefit."
-5-
\The following is added as the last sub-bullet under the second bullet in
Summary Section 8 of the prospectuses for Pruco Life Insurance Company
Strategic Partners Annuity One 3, Strategic Partners FlexElite (version of
contract sold on or after May 1, 2003), and Strategic Partners Plus 3
prospectuses:
"---- 0.75% if you choose the Spousal Lifetime Five Income Benefit. This
charge is in addition to the charge for the applicable death benefit."
The following line item is included under "Insurance and Administrative Expenses
With The Indicated Benefits" in the "Periodic Account Expenses" table in the
"Summary of Contract Expenses" section of the Pruco Life Insurance Company
Strategic Partners Annuity One 3 and Strategic Partners Plus 3 prospectuses:
INSURANCE AND ADMINISTRATIVE EXPENSES WITH THE INDICATED BENEFITS
AS A PERCENTAGE OF ACCOUNT VALUE IN VARIABLE INVESTMENT OPTIONS:
CONTRACT
CONTRACT WITH WITHOUT
CREDIT CREDIT
Base Death Benefit with Spousal Lifetime Five Income Benefit 2.25% 2.15%
The following line item is included under "Insurance and Administrative Expenses
With The Indicated Benefits" in the "Periodic Account Expenses" table in the
"Summary of Contract Expenses" section of the Pruco Life Insurance Company
Strategic Partners FlexElite prospectus (applies only to the version of the
contract sold on or after May 1, 2003, or upon subsequent state approval):
INSURANCE AND ADMINISTRATIVE EXPENSES WITH THE INDICATED BENEFITS
AS A PERCENTAGE OF ACCOUNT VALUE IN VARIABLE INVESTMENT OPTIONS:
Base Death Benefit with Spousal Lifetime Five Income Benefit 2.40%
In Section 5 entitled "What Is The Lifetime Five Income Benefit?" of each of the
above-referenced prospectuses (except for the Strategic Partners Select
prospectuses), we make the following changes:
We amend the third and fourth sentences under the section entitled "Protected
Withdrawal Value" to read as follows:
"The initial Protected Withdrawal Value is equal to the greater of (A) the
contract value on the date you elect Lifetime Five growing at 5% per year
from the date of your election, plus any subsequent purchase payments
growing at 5% per year from the application of the purchase payment to your
contract, until the earlier of the date of your first withdrawal or the
10th anniversary of the benefit effective date, (B) the contract value as
of the date of the first withdrawal from your contract, prior to the
withdrawal, and (C) the highest contract value on each contract anniversary
prior to the first withdrawal or on the first 10 contract anniversaries
after the benefit effective date if earlier than the date of your first
withdrawal. With respect to (A) and (C) above, each value is increased by
the amount of any subsequent purchase payments. In determining Protected
Withdrawal Value, we include, as part of purchase payments, the amount of
any credits granted with respect to such purchase payments for Strategic
Partners Annuity One 3 and Strategic Partners Plus 3."
-6-
We amend the second paragraph immediately after the bullet points within the
section entitled "Protected Withdrawal Value" to read as follows:
"You may elect to step-up your Protected Withdrawal Value if, due to
positive market performance, your contract value is greater than the
Protected Withdrawal Value. If you elected Lifetime Five prior to March 20,
2006 and that original election remains in effect, then you are eligible to
step-up the Protected Withdrawal Value on or after the 5th anniversary of
the first withdrawal under Lifetime Five. Under contracts with Lifetime
Five elected prior to March 20, 2006, the Protected Withdrawal Value can be
stepped up again on or after the 5th anniversary following the preceding
step-up. If you elected Lifetime Five on or after March 20, 2006, then you
are eligible to step-up the Protected Withdrawal Value on or after the 3rd
anniversary of the first withdrawal under Lifetime Five. Under contracts
with Lifetime Five elected on or after March 20, 2006, the Protected
Withdrawal Value can be stepped up again on or after the 3rd anniversary
following the preceding step-up. In either scenario (i.e., elections before
or after March 20, 2006) if you elect to step-up the Protected Withdrawal
Value, and on the date you elect to step-up, the charges under Lifetime
Five have changed for new purchasers, you may be subject to the new charge
going forward."
We add the following paragraph after the third paragraph within the section
entitled "Protected Withdrawal Value":
"We also offer an "auto step-up" feature. You may elect this feature
either at the time you elect Lifetime Five or after you have elected
Lifetime Five. If, on the date that we implement an auto step-up to your
Protected Withdrawal Value, the charges under Lifetime Five have changed
for new purchasers, you may be subject to the new charge at the time of
such step-up. We implement an auto step-up only at specific times and if
contract value has attained or exceeded a certain amount. Specifically, if
you have never implemented a step-up, then an auto step-up can occur on the
contract anniversary next following the 3rd anniversary of the first
withdrawal under Lifetime Five (or 5th anniversary for elections of
Lifetime Five made prior to March 20, 2006) and can occur each contract
anniversary thereafter. If you have implemented a step-up (whether
initiated directly by you or effected under the auto step-up program), then
an auto step-up can occur on the contract anniversary next following the
3rd anniversary (or 5th anniversary for elections of Lifetime Five made
prior to March 20, 2006) of the prior step-up, and can occur each contract
anniversary thereafter. We will effect an auto step-up only if, on the
contract anniversary that the auto step-up is scheduled to occur, 5% of the
contract value equals or exceeds 105% times the Annual Income Amount.
Because the formula that determines when an auto step-up is effected
differs from that which allows you to initiate a step-up on your own,
scenarios may arise in which you may be allowed to initiate a step-up even
though no auto step-up would occur."
For the prospectuses for Pruco Life Insurance Company Strategic Partners Annuity
One 3, Strategic Partners FlexElite (version of contract sold on or after May 1,
2003), and Strategic Partners Plus 3, we add the following paragraphs after the
second paragraph within the section entitled "Termination of Lifetime Five":
"While you may terminate Lifetime Five at any time, we may not
terminate the benefit other than in the circumstances listed above. However, we
may stop offering Lifetime Five for new elections or re-elections at any time in
the future.
Currently, if you terminate Lifetime Five, you will only be permitted
to re-elect the benefit or elect the Spousal Lifetime Five Income Benefit
on any anniversary of the contract date that is at least 90 calendar days
from the date the benefit was last terminated.
If you elected Lifetime Five at the time you purchased your contract
and prior to March 20, 2006, and you terminate Lifetime Five, there will be
no waiting period before you can re-elect the benefit or elect Spousal
Lifetime Five. However, once you choose to re-elect/elect, the waiting
period described above will apply to subsequent re-elections. If you
elected Lifetime Five after the time you purchased your contract, but prior
to March 20, 2006, and you terminate Lifetime Five, you must wait
-7-
until the contract anniversary following your cancellation before you can
re-elect the benefit or elect Spousal Lifetime Five. Once you choose to
re-elect/elect, the waiting period described above will apply to subsequent
re-elections. We reserve the right to limit the re-election/election
frequency in the future. Before making any such change to the
re-election/election frequency, we will provide prior notice to contract
owners who have an effective Lifetime Five Income Benefit."
For the prospectuses for Pruco Life Insurance Company Strategic Partners
Advisor, Strategic Partners Annuity One, and Strategic Partners Plus, and Pruco
Life Insurance Company of New Jersey Strategic Partners Advisor, we add the
following paragraphs after the second paragraph within the section entitled
"Termination of Lifetime Five":
"While you may terminate Lifetime Five at any time, we may not
terminate the benefit other than in the circumstances listed above.
However, we may stop offering Lifetime Five for new elections or
re-elections at any time in the future.
Currently, if you terminate Lifetime Five, you will only be permitted
to re-elect the benefit on any anniversary of the contract date that is at
least 90 calendar days from the date the benefit was last terminated.
If you elected Lifetime Five at the time you purchased your contract
and prior to March 20, 2006, and you terminate Lifetime Five, there will be
no waiting period before you can re-elect the benefit. However, once you
choose to re-elect/elect, the waiting period described above will apply to
subsequent re-elections. If you elected Lifetime Five after the time you
purchased your contract, but prior to March 20, 2006, and you terminate
Lifetime Five, you must wait until the contract anniversary following your
cancellation before you can re-elect the benefit or elect Spousal Lifetime
Five. Once you choose to re-elect/elect, the waiting period described above
will apply to subsequent re-elections. We reserve the right to limit the
re-election/election frequency in the future. Before making any such change
to the re-election/election frequency, we will provide prior notice to
contract owners who have an effective Lifetime Five Income Benefit."
******************
We add a new section to the prospectuses for Pruco Life Insurance Company
Strategic Partners Annuity One 3, Strategic Partners FlexElite (version of
contract sold on or after May 1, 2003), and Strategic Partners Plus 3
immediately following the section entitled "Additional Tax Considerations for
Qualified Contracts":
SPOUSAL LIFETIME FIVE INCOME BENEFIT
The Spousal Lifetime Five Income Benefit (Spousal Lifetime Five) described below
is only being offered in those jurisdictions where we have received regulatory
approval and will be offered subsequently in other jurisdictions when we receive
regulatory approval in those jurisdictions. Certain terms and conditions may
differ between jurisdictions once approved. Currently, if you elect Spousal
Lifetime Five and subsequently terminate the benefit, there will be a
restriction on your ability to re-elect Spousal Lifetime Five and Lifetime Five.
We reserve the right to further limit the election frequency in the future.
Before making any such change to the election frequency, we will provide prior
notice to contract owners who have an effective Spousal Lifetime Five Income
Benefit. Spousal Lifetime Five must be elected based on two Designated Lives, as
described below. Each Designated Life must be at least 55 years old when the
benefit is elected. Spousal Lifetime Five is not available if you elect any
other optional living or death benefit. As long as your Spousal Lifetime Five
Income Benefit is in effect, you must allocate your contract value in accordance
with the then permitted and available option(s).
We offer a benefit that guarantees until the later death of two natural
persons that are each other's spouses at the time of election of Spousal
Lifetime Five and at the first death of one of them (the "Designated Lives",
each a "Designated Life") the ability to withdraw an annual amount (Spousal Life
Income Benefit) equal to a percentage of an initial principal value (the
"Protected Withdrawal Value") regardless of the impact of market performance
-8-
on the contract value, subject to our rules regarding the timing and amount of
withdrawals. The Spousal Life Income Benefit may remain in effect even if the
contract value is zero. Spousal Lifetime Five may be appropriate if you intend
to make periodic withdrawals from your annuity, wish to ensure that market
performance will not affect your ability to receive annual payments and you wish
either spouse to be able to continue the Spousal Life Income Benefit after the
death of the first. You are not required to make withdrawals as part of the
benefit -- the guarantees are not lost if you withdraw less than the maximum
allowable amount each year under the rules of the benefit.
INITIAL PROTECTED WITHDRAWAL VALUE
The initial Protected Withdrawal Value is used to determine the amount of the
initial annual payment under the Spousal Life Income Benefit. The initial
Protected Withdrawal Value is determined as of the date you make your first
withdrawal under the contract following your election of Spousal Lifetime Five.
The initial Protected Withdrawal Value is equal to the greater of (A) the
contract value on the date you elect Spousal Lifetime Five growing at 5% per
year from the date of your election, plus any subsequent purchase payments
growing at 5% per year from the application of the purchase payment to your
contract, until the earlier of the date of your first withdrawal or the 10th
anniversary of the benefit effective date, (B) the contract value as of the date
of the first withdrawal from your contract, prior to the withdrawal, and (C) the
highest contract value on each contract anniversary prior to the first
withdrawal or on the first 10 contract anniversaries after the benefit effective
date if earlier than the date of your first withdrawal. With respect to (A) and
(C) above, each value is increased by the amount of any subsequent purchase
payments. In determining Protected Withdrawal Value, we include, as part of
purchase payments, the amount of any credits granted with respect to such
purchase payments for Strategic Partners Annuity One 3 and Strategic Partners
Plus 3.
- - If you elect Spousal Lifetime Five at the time you purchase your contract,
the contract value will be your initial purchase payment.
- - For existing contract owners who are electing the Spousal Lifetime Five
Benefit, the contract value on the date of your election of Spousal
Lifetime Five will be used to determine the initial Protected Withdrawal
Value.
ANNUAL INCOME AMOUNT UNDER THE SPOUSAL LIFE INCOME BENEFIT
The initial Annual Income Amount is equal to 5% of the initial Protected
Withdrawal Value. Under Spousal Lifetime Five, if your cumulative withdrawals in
a contract year are less than or equal to the Annual Income Amount, they will
not reduce your Annual Income Amount in subsequent contract years, but any such
withdrawals will reduce the Annual Income Amount on a dollar-for-dollar basis in
that contract year. If your cumulative withdrawals are in excess of the Annual
Income Amount ("Excess Income"), your Annual Income Amount in subsequent years
will be reduced (except with regard to required minimum distributions) by the
result of the ratio of the Excess Income to the contract value immediately prior
to such withdrawal (see examples of this calculation below). Reductions include
the actual amount of the withdrawal, including any withdrawal charges that may
apply.
You may elect to step-up your Annual Income Amount if, due to positive
market performance, 5% of your contract value is greater than the Annual Income
Amount. You are eligible to step-up the Annual Income Amount on or after the 3rd
anniversary of the first withdrawal under Spousal Lifetime Five. The Annual
Income Amount can be stepped up again on or after the 3rd anniversary of the
preceding step-up. If you elect to step-up the Annual Income Amount, and on the
date you elect to step-up, the charges under Spousal Lifetime Five have changed
for new purchasers, you may be subject to the new charge at the time of such
step-up. When you elect a step-up, your Annual Income Amount increases to equal
5% of your contract value after the step-up. Your Annual Income Amount also
increases if you make additional purchase payments. The amount of the increase
is equal to 5% of any additional purchase payments. Any increase will be added
to your Annual Income Amount beginning on the day that the step-up is effective
or the purchase payment is made. A determination of whether you have exceeded
your Annual Income Amount is made at the time of each withdrawal; therefore a
subsequent increase in the Annual Income Amount will not offset the effect of a
withdrawal that exceeded the Annual Income Amount at the time the withdrawal was
made.
We also offer an "auto step-up" feature. You may elect this feature either
at the time you elect Spousal Lifetime Five or after you have elected Spousal
Lifetime Five. If, on the date that we implement an auto step-up
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to your Annual Income Amount, the charges under Spousal Lifetime Five have
changed for new purchasers, your benefit may be subject to the new charge at the
time of such auto step-up. We implement an auto step-up only at specific times
and if contract value has attained or exceeded a certain amount. Specifically,
if you have never implemented a step-up, then an auto step-up can occur on the
contract anniversary on or next following the 3rd anniversary of the first
withdrawal under Spousal Lifetime Five, and can occur each contract anniversary
thereafter. If you have implemented a step-up (whether initiated directly by you
or effected under the auto step-up program), then an auto step-up can occur on
the contract anniversary on or next following the 3rd anniversary of the prior
step-up, and can occur each contract anniversary thereafter. We will effect an
auto step-up only if, on the contract anniversary that the auto step-up is
scheduled to occur, 5% of the contract value equals or exceeds 105% times the
Annual Income Amount. Because the formula that determines when an auto step-up
is effected differs from that which allows you to initiate a step-up on your
own, scenarios may arise in which you may be allowed to initiate a step-up even
though no auto step-up would occur.
Spousal Lifetime Five does not affect your ability to make withdrawals
under your contract or limit your ability to request withdrawals that exceed the
Annual Income Amount. Under Spousal Lifetime Five, if your cumulative
withdrawals in a contract year are less than or equal to the Annual Income
Amount, they will not reduce your Annual Income Amount in subsequent contract
years, but any such withdrawals will reduce the Annual Income Amount on a
dollar-for-dollar basis in that contract year.
If, cumulatively, you withdraw an amount less than the Annual Income Amount
under Spousal Life Income Benefit in any contract year, you cannot carry-over
the unused portion of the Annual Income Amount to subsequent contract years.
The following examples of dollar-for-dollar and proportional reductions and
the step-up of the Annual Income Amount assume: 1.) the contract date and the
effective date of Spousal Lifetime Five are February 1, 2005; 2.) an initial
purchase payment of $250,000; 3.) the contract value on February 1, 2006 is
equal to $265,000; 4.) the first withdrawal occurs on March 1, 2006 when the
contract value is equal to $263,000; and 5.) the contract value on March 1, 2009
is equal to $280,000. The values set forth here are purely hypothetical, and do
not reflect the charge for the Spousal Lifetime Income Benefit.
The initial Protected Withdrawal Value is calculated as the greatest of
(a), (b) and (c):
(a) Purchase payment accumulated at 5% per year from February 1, 2005
until March 1, 2006 (393 days) = $250,000 x 1.05(393/365) =
$263,484.33
(b) Contract value on March 1, 2006 (the date of the first withdrawal) =
$263,000
(c) Contract value on February 1, 2006 (the first Annuity Anniversary) =
$265,000
Therefore, the initial Protected Withdrawal Value is equal to $265,000. The
Annual Income Amount is equal to $13,250 under the Spousal Life Income Benefit
(5% of $265,000).
EXAMPLE 1. DOLLAR-FOR-DOLLAR REDUCTION
If $10,000 was withdrawn (less than the Annual Income Amount) on March 1, 2006,
then the following values would result:
- Remaining Annual Income Amount for current contract year = $13,250 -
$10,000 = $3,250 Annual Income Amount for future contract years
remains at $13,250
EXAMPLE 2. DOLLAR-FOR-DOLLAR AND PROPORTIONAL REDUCTIONS
If $15,000 was withdrawn (more than the Annual Income Amount) on March 1, 2006,
then the following values would result:
- Remaining Annual Income Amount for current contract year = $0
- Excess of withdrawal over the Annual Income Amount ($15,000 - $13,250
= $1,750) reduces Annual Income Amount for future contract years.
- Reduction to Annual Income Amount = Excess Income/Contract Value
before Excess Income x Annual Income Amount = $1,750 / ($263,000 -
$13,250) x $13,250 = $93
- Annual Income Amount for future contract years = $13,250 - $93 =
$13,157
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EXAMPLE 3. STEP-UP OF THE ANNUAL INCOME AMOUNT
If a step-up of the Annual Income Amount is requested on March 1, 2009, the
request will be accepted because 5% of the contract value, which is $14,000 (5%
of $280,000), is greater than the Annual Income Amount of $13,250. The new
Annual Income Amount will be equal to $14,000.
BENEFITS UNDER SPOUSAL LIFETIME FIVE
- - To the extent that your contract value was reduced to zero as a result of
cumulative withdrawals that are equal to or less than the Annual Income
Amount and amounts are still payable under the Spousal Life Income Benefit,
we will make an additional payment for that contract year equal to the
remaining Annual Income Amount for the contract year, if any. Thus, in that
scenario, the remaining Annual Income Amount would be payable even though
your contract value was reduced to zero. In subsequent contract years we
make payments that equal the Annual Income Amount as described above. No
further purchase payments will be accepted under your contract. We will
make payments until the first of the Designated Lives to die, and will
continue to make payments until the death of the second Designated Life as
long as the Designated Lives were spouses at the time of the first death.
To the extent that cumulative withdrawals in the current contract year that
reduced your contract value to zero are more than the Annual Income Amount,
the Spousal Life Income Benefit terminates and no additional payments will
be made.
- - If annuity payments are to begin under the terms of your contract or if you
decide to begin receiving annuity payments and there is any Annual Income
Amount due in subsequent contract years, you can elect one of the following
two options:
1. apply your contract value to any annuity option available; or
2. request that, as of the date annuity payments are to begin, we make
annuity payments each year equal to the Annual Income Amount. We will
make payments until the first of the Designated Lives to die, and will
continue to make payments until the death of the second Designated
Life as long as the Designated Lives were spouses at the time of the
first death.
We must receive your request in a form acceptable to us at our office.
- - In the absence of an election when mandatory annuity payments are to begin,
we will make annual annuity payments as a joint and survivor or single (as
applicable) life fixed annuity with five payments certain using the same
basis that is used to calculate the greater of the annuity rates then
currently available or the annuity rates guaranteed in your contract. The
amount that will be applied to provide such annuity payments will be the
greater of:
1. the present value of future Annual Income Amount payments. Such
present value will be calculated using the same basis that is used to
calculate the single life fixed annuity rates guaranteed in your
contract; and
2. the contract value.
- - If no withdrawal was ever taken, we will determine an initial Protected
Withdrawal Value and calculate an Annual Income Amount as if you made your
first withdrawal on the date the annuity payments are to begin.
OTHER IMPORTANT CONSIDERATIONS
- - Withdrawals under Spousal Lifetime Five are subject to all of the terms and
conditions of the contract, including any withdrawal charges.
- - Withdrawals made while Spousal Lifetime Five is in effect will be treated,
for tax purposes, in the same way as any other withdrawals under the
contract. Spousal Lifetime Five does not directly affect the contract value
or surrender value, but any withdrawal will decrease the contract value by
the amount of the withdrawal (plus any applicable withdrawal charges). If
you surrender your contract, you will receive the current surrender value.
- - You can make withdrawals from your contract while your contract value is
greater than zero without purchasing Spousal Lifetime Five. Spousal
Lifetime Five provides a guarantee that if your contract value
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declines due to market performance, you will be able to receive your Annual
Income Amount in the form of periodic benefit payments.
- - You must allocate your contract value in accordance with the then available
option(s) that we may permit in order to elect and maintain Spousal
Lifetime Five.
- - There may be circumstances where you will continue to be charged the full
amount for Spousal Lifetime Five even when the benefit is only providing a
guarantee of income based on one life with no survivorship.
- - In order for the surviving Designated Life to continue Spousal Lifetime
Five upon the death of an owner, the Designated Life must elect to assume
ownership of the contract under the spousal continuation benefit.
ELECTION OF AND DESIGNATIONS OF SPOUSAL LIFETIME FIVE
Spousal Lifetime Five can only be elected based on two Designated Lives.
Designated Lives must be natural persons who are each other's spouses at the
time of election of the benefit and at the death of the first of the Designated
Lives to die. Currently, the benefit may only be elected where the contract
owner, annuitant and beneficiary designations are as follows:
- - One contract owner, where the annuitant and the contract owner are the same
person and the beneficiary is the contract owner's spouse. The contract
owner/annuitant and the beneficiary each must be at least 55 years old at
the time of election; or
- - Co-contract owners, where the contract owners are each other's spouses. The
beneficiary designation must be the surviving spouse. The first named
contract owner must be the annuitant. Both contract owners must each be 55
years old at the time of election.
No ownership changes or annuitant changes will be permitted once this benefit is
elected. However, if the contract is co-owned, the contract owner that is not
the annuitant may be removed without affecting the benefit.
Spousal Lifetime Five can be elected at the time that you purchase your
contract. We also offer existing contract owners the option to elect Spousal
Lifetime Five after the contract date of their contract, subject to our
eligibility rules and restrictions. Your contract value as of the date of
election will be used as a basis to calculate the initial Protected Withdrawal
Value and the Annual Income Amount.
Currently, if you terminate Spousal Lifetime Five, you will only be
permitted to re-elect the benefit or elect the Lifetime Five Income Benefit on
any anniversary of the contract date that is at least 90 calendar days from the
date the benefit was last terminated.
We reserve the right to further limit the election frequency in the future.
Before making any such change to the election frequency, we will provide prior
notice to contract owners who have an effective Spousal Lifetime Five Income
Benefit.
TERMINATION OF SPOUSAL LIFETIME FIVE
Spousal Lifetime Five terminates automatically when your Annual Income Amount
equals zero. You may terminate Spousal Lifetime Five at any time by notifying
us. If you terminate Spousal Lifetime Five, any guarantee provided by the
benefit will terminate as of the date the termination is effective and certain
restrictions on re-election of the benefit will apply as described above. We
reserve the right to further limit the frequency election in the future. Spousal
Lifetime Five terminates upon your surrender of the contract, upon the first
Designated Life to die if the contract is not continued, upon the second
Designated Life to die or upon your election to begin receiving annuity
payments.
The charge for Spousal Lifetime Five will no longer be deducted from your
contract value upon termination of the benefit.
ADDITIONAL TAX CONSIDERATIONS FOR QUALIFIED CONTRACTS
If you purchase an annuity contract as an investment vehicle for "qualified"
investments, including an IRA or Tax Sheltered Annuity (or 403(b)), the minimum
distribution rules under the Code require that you begin
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receiving periodic amounts from your contract beginning after age 70 1/2. For a
Tax Sheltered Annuity, this required beginning date can generally be deferred to
after retirement, if later. Roth IRAs are not subject to these rules during the
contract owner's lifetime. The amount required under the Code may exceed the
Annual Income Amount, which will cause us to increase the Annual Income Amount
in any contract year that required minimum distributions due from your contract
that are greater than such amounts. In addition, the amount and duration of
payments under the annuity payment and death benefit provisions may be adjusted
so that the payments do not trigger any penalty or excise taxes due to tax
considerations such as minimum distribution requirements.
In Section 8 of the prospectuses for Pruco Life Insurance Company Strategic
Partners Annuity One 3 (paragraph 5), Strategic Partners FlexElite (version of
contract sold on or after May 1, 2003) (paragraph 6), and Strategic Partners
Plus 3 (paragraph 5), we amend the following paragraph within the sub-section
entitled "Insurance And Administrative Charges" to read as follows:
"We impose an additional charge of 0.60% annually if you choose the
Lifetime Five Income Benefit. We impose an additional charge of 0.75%
annually if you choose the Spousal Lifetime Five Income Benefit. The 0.60%
and 0.75% charges are in addition to the charge we impose for the
applicable death benefit, and are deducted daily based on the account value
in the variable investment options. Upon any reset of the amounts
guaranteed under these benefits, we reserve the right to adjust the charge
to that being imposed at that time for new elections of the benefits."
The following is added as a new paragraph after the last paragraph of the
sub-section entitled "Sale And Distribution Of The Contract" in Section 10 of
the Pruco Life Insurance Company Strategic Partners Plus prospectus entitled
"Other Information", and Section 11 of the Pruco Life Insurance Company and
Pruco Life Insurance Company of New Jersey Strategic Partners Plus 3
prospectuses entitled "Other Information":
"On July 1, 2003, Prudential Financial combined its retail securities
brokerage and clearing operations with those of Wachovia Corporation
("Wachovia") and formed Wachovia Securities Financial Holdings, LLC
("Wachovia Securities"), a joint venture headquartered in Richmond,
Virginia. PFI has a 38% ownership interest in the joint venture, while
Wachovia owns the remaining 62%. Wachovia and Wachovia Securities are key
distribution partners for certain products of Prudential Financial
affiliates, including mutual funds and individual annuities that are
distributed through their financial advisors, bank channel and independent
channel. In addition, Prudential Financial is a service provider to the
managed account platform and certain wrap-fee programs offered by Wachovia
Securities. The Strategic Partners Plus and Strategic Partners Plus 3
variable annuities are sold through Wachovia Securities."
In Section 10 of the prospectuses for Pruco Life Insurance Company and Pruco
Life Insurance Company of New Jersey Strategic Partners Advisor entitled "Other
Information," we add a new paragraph within the sub-section entitled "Pruco Life
Insurance Company" or "Pruco Life Insurance Company of New Jersey", as
applicable, to read as follows:
"[Pruco Life/Pruco Life of New Jersey] publishes annual and quarterly
reports that are filed with the SEC. These reports contain financial
information about [Pruco Life/Pruco Life of New Jersey] that is annually
audited by independent accountants. [Pruco Life's/Pruco Life of New
Jersey's] annual report for the year ended December 31, 2004, together with
subsequent periodic reports that [Pruco Life/Pruco Life of New Jersey]
files with the SEC, are incorporated by reference into this prospectus. You
can obtain copies of any and all of this information, including the [Pruco
Life/Pruco Life of New Jersey] annual report that is not ordinarily mailed
-13-
to contract owners, the more current reports and any subsequently filed
documents at no cost by contacting us at the address or telephone number
listed on the cover. The SEC file number for [Pruco Life is 811-07325/Pruco
Life of New Jersey is 811-07975]. You may read and copy any filings made by
[Pruco Life/Pruco Life of New Jersey] with the SEC at the SEC's Public
Reference Room at 100 F Street, N.E., Washington, D.C. 20549. You can
obtain information on the operation of the Public Reference Room by calling
(202) 551-8090. The SEC maintains an Internet site that contains reports,
proxy and information statements, and other information regarding issuers
that file electronically with the SEC at http://www.sec.gov."
This supplement should be read and retained with the current prospectus for your
annuity contract. If you would like another copy of a current prospectus or a
statement of additional information, please contact us at (888) PRU-2888. This
supplement is intended to update information in the May 2, 2005 prospectus for
the variable annuity you own, and is not intended to be a prospectus or offer
for any other variable annuity referenced here that you do not own.
-14-
PART II
INFORMATION NOT REQUIRED IN THE PROSPECTUS
ITEM 16. EXHIBITS
(4)
(o) Endorsement Rider: Joint and Survivor Guaranteed Minimum Payments
Benefit (Spousal Lifetime Five) (Note 16)
(p) Endorsement Supplement: Joint and Survivor Guaranteed Minimum
Payments Benefit Schedule (Spousal Lifetime Five) (Note 16)
(5) Opinion of Counsel (Note 1)
- ------------------------------
(Note 1) Filed herewith.
(Note 16) Incorporated by reference to Post-Effective Amendment No. 9 to
Form N-4 to Registration No. 333-75702, filed December 9, 2005 on
behalf of Pruco Life Flexible Premium Variable Annuity Account.
4
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-3 and has duly caused this post-effective
amendment to the Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Newark, State of New
Jersey, on this 7th day of February, 2006.
PRUCO LIFE INSURANCE COMPANY
(Registrant)
By: /s/ BERNARD J. JACOB
--------------------
BERNARD J. JACOB
PRESIDENT
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities and on the date indicated.
SIGNATURE AND TITLE
/s/* February 7, 2006
- ----------------------------------------------
JAMES J. AVERY JR
VICE CHAIRMAN AND DIRECTOR
/s/* *By: /s/ CLIFFORD E. KIRSCH
- ---------------------------------------------- ---------------------------
BERNARD J. JACOB CLIFFORD E. KIRSCH
PRESIDENT AND DIRECTOR (ATTORNEY-IN-FACT)
/s/*
- ----------------------------------------------
JOHN CHIEFFO
VICE PRESIDENT, CHIEF ACCOUNTING OFFICER
AND PRINCIPAL FINANCIAL OFFICER
/s/*
- ----------------------------------------------
C. EDWARD CHAPLIN
SENIOR VICE PRESIDENT AND DIRECTOR
/s/*
- ----------------------------------------------
HELEN M. GALT
DIRECTOR
/s/*
- ----------------------------------------------
RONALD P. JOELSON.
DIRECTOR
/s/*
- ----------------------------------------------
DAVID R. ODENATH, JR.
DIRECTOR
5
EXHIBIT INDEX
(5) Opinion of Counsel
6