AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON DECEMBER 20, 2005
File No. 333-65953
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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POST-EFFECTIVE AMENDMENT
NO. 19 ON FORM S-1
UNDER THE SECURITIES ACT OF 1933
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AIG SUNAMERICA LIFE ASSURANCE COMPANY
("AIG SunAmerica Life")
(Exact Name of Registrant as specified in its Charter)
California 6311 86-0198983
(State or other jurisdiction of (Primary Standard Industrial (I.R.S. Employer
incorporation or organization) Classification Number) Identification No.)
1 SUNAMERICA CENTER
LOS ANGELES, CALIFORNIA 90067-6022
(800) 871-2000
(Address, including zip code, and telephone number,
including area code, or registrant's principal executive offices)
CHRISTINE A. NIXON, ESQ.
AIG SUNAMERICA LIFE ASSURANCE COMPANY
1 SUNAMERICA CENTER
LOS ANGELES, CALIFORNIA 90067-6022
(800) 871-2000
(Name, address, including zip code, and telephone number,
including area code, of agent for service)
REMOVAL OF SECURITIES FROM REGISTRATION
This Amendment No. 19 to Form S-1 (File No.333-65953) (the "Registration
Statement") is being filed pursuant to Item 512(a)(3) of Regulation S-K under
the Securities Act of 1933, as amended, to remove from registration those market
value adjustment ("MVA") interests of the Registrant that were previously
registered by the Registration Statement and that were not sold in the offering.
The Registrant has issued an endorsement (the "MVA Endorsement") to
each Contract that contains an MVA Fixed Account option registered by the
Registration Statement. Effective May 2, 2005 (the "Endorsement Effective
Date"), the MVA Endorsement modifies each Contract's MVA formula so that the
application of the MVA formula after the Endorsement Effective Date results in
MVA interests that no longer constitute securities requiring registration.
Registrant will no longer file any amendments to this Registration Statement.
The Registrant does not intend to use the Registration Statement to sell
any additional securities. Therefore, the offering is being terminated as of the
Endorsement Effective Date. Registrant hereby removes from registration any
previously registered securities that remain unsold under the Registration
Statement.
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-1 and has duly caused this Amendment to the
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Los Angeles, State of California, on December
20, 2005.
AIG SUNAMERICA LIFE ASSURANCE COMPANY
(Registrant)
/s/ Jay Wintrob
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By: Jay Wintrob
Chief Executive Officer
(Signature)
Pursuant to the requirements of the Securities Act of 1933, this Amendment to
the Registration Statement has been signed by the following persons in the
capacities and on the dates indicated.
SIGNATURE TITLE DATE
Jay S. Wintrob* Chief Executive Officer, December 19, 2005
- ----------------------------------- & Director (Principal
Jay S. Wintrob Executive Officer)
James R. Belardi* Director December 19, 2005
- -----------------------------------
James R. Belardi
Marc H. Gamsin* Director December 19, 2005
- -----------------------------------
Marc H. Gamsin
N. Scott Gillis* Senior Vice President, December 19, 2005
- ----------------------------------- Chief Financial Officer &
N. Scott Gillis Director
(Principal Financial Officer)
Jana W. Greer* Director December 19, 2005
- -----------------------------------
Jana W. Greer
Stewart R. Polakov* Senior Vice President December 19, 2005
- ----------------------------------- & Controller
Stewart R. Polakov (Principal Accounting Officer)
* By: /s/ Christine A. Nixon December 19, 2005
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Christine A. Nixon
Attorney-in-fact