-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PxHQ2+B4dwrnq82x1wfAEwBgy5lzlxnOBtpYbYg14kV9Q/e1hQDhi1dilweCSloY a1m2G0OTVOhEj3nSfB0qbQ== 0000912057-97-016471.txt : 19970512 0000912057-97-016471.hdr.sgml : 19970512 ACCESSION NUMBER: 0000912057-97-016471 CONFORMED SUBMISSION TYPE: S-1/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19970509 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIRST FORTIS LIFE INSURANCE CO CENTRAL INDEX KEY: 0000914804 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 132699219 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: S-1/A SEC ACT: 1933 Act SEC FILE NUMBER: 333-20345 FILM NUMBER: 97599495 BUSINESS ADDRESS: STREET 1: 220 SALINA MEADOWS PARKWAY STREET 2: SUITE 225 CITY: SYRACUSE STATE: NY ZIP: 13220 BUSINESS PHONE: 3154510066 MAIL ADDRESS: STREET 1: 220 SALINA MEADOWS PARKWAY STREET 2: SUITE 225 CITY: SYRACUSE STATE: NY ZIP: 13220 S-1/A 1 S-1/A As filed with the Securities and Exchange Commission on May 9, 1997 Registration No. 333-20345 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 FIRST FORTIS LIFE INSURANCE COMPANY ----------------------------------------------------------- (Exact name of registrant as specified in its charter) New York ------------------------------------------------------------ (State or other jurisdiction of incorporation or organization) 63 -------------------------------------------------------- (Primary Standard Industrial Classification Code Number) 13-2699219 ------------------------------------ (I.R.S. Employer Identification No.) 220 Salina Meadows Parkway Syracuse, New York 13220 315-451-0066 ------------------------------------------------------------------ (Address, including zip code, and telephone number, including area code, of registrant's principal executive offices) David A. Peterson, Esquire P. O. Box 64284 Saint Paul, Minnesota 55164 612-738-5080 ------------------------------------------------------------------ (Name, address including zip code, and telephone number, including area code, of agent for service) Approximate Date of Commencement of Proposed Sale to Public: As soon as practicable after the effective date of this Registration Statement. If any of the securities being registered on this form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box: /X/ --- ------------------------------------- CALCULATION OF REGISTRATION FEE
- ------------------------------------------------------------------------------------------------------- Title of each Proposed Proposed maximum class of securities Amount to be maximum offering aggregate Amount of to be registered registered price per unit offering price registration fee - ------------------------------------------------------------------------------------------------------- Interests under flexible * * None registered herewith. premium deferred fixed annuity contracts
- ------------------ * The maximum aggregate offering price is estimated solely for the purpose of determining the registration fee. The amount being registered and the proposed maximum offering price per unit are not applicable in that these securities are not issued in predetermined amounts or units. FIRST FORTIS LIFE INSURANCE COMPANY Cross-Reference Sheet Pursuant to Regulation S-K Item 501(b) Form S-1 Item Number Prospectus Caption - -------------------- ------------------ 1. Forepart of the Cover Page; Table of Contents; Registration Statement Distribution and Servicing and Outside Front Cover Page of Prospectus 2. Inside Front and Back Other Information; Reports Cover Pages of Prospectus 3. Summary Information, Risk Summary of Contract Features Factors and Ratio of or, as to ratio of earnings to Earnings to Fixed Charges fixed charges, Not Applicable 4. Use of Proceeds The Variable Account; The Portfolios; The Fixed Account 5. Determination of Offering Not Applicable Price 6. Dilution Not Applicable 7. Selling Security Holders None 8. Plan of Distribution Distribution and Servicing 9. Description of Securities Cover Page; The Variable to be Registered Account; The Portfolios; The Fixed Account; Accumulation Period; Charges and Deductions; General Provisions 10. Interests of Named Legal Matters Experts and Counsel 11. Information with Respect First Fortis Life Insurance to the Registrant Company; Further Information About First Fortis; Financial Statements; Distribution and Servicing VALUE ADVANTAGE PLUS VARIABLE ANNUITY Contracts Under Flexible Premium Deferred Combination Variable and Fixed Annuity Contracts [LOGO] PROSPECTUS DATED May 1, 1997 FORTIS-Registered Trademark- FIRST FORTIS LIFE INSURANCE COMPANY MAILING ADDRESS: STREET ADDRESS: PHONE: 1-800-591-7333 P.O. BOX 3249 SUITE 255 SYRACUSE 220 SALINA MEADOWS NEW YORK 13220 PARKWAY SYRACUSE NEW YORK 13212 This Prospectus describes interests under flexible premium deferred combination variable and fixed annuity contracts issued by First Fortis Life Insurance Company ("First Fortis"). The minimum initial purchase payment is generally $5,000 and is $500 for each subsequent purchase payment. A Contract allows you to accumulate funds on a tax-deferred basis. You may elect a guaranteed interest accumulation option through the Fixed Account or a variable return accumulation option through Separate Account A (the "Variable Account") of First Fortis, or a combination of these two options. Under the variable rate accumulation option, you can choose among the following Portfolios (see "The Portfolios" for limitations on the availability of certain Portfolios in certain states): Alliance Money Market Portfolio Lexington Natural Resources Trust Alliance International Portfolio Lexington Emerging Markets Fund Alliance Premier Growth Portfolio MFS Emerging Growth Series American Century VP Balanced Fund MFS High Income Series American Century VP Capital Appreciation MFS World Governments Series Fund Montgomery Emerging Markets Fund Federated High Income Bond Fund II Montgomery Growth Fund Federated Utility Fund II Neuberger & Berman Limited Maturity Federated American Leaders Fund II Bond Federated Fund for U.S. Government Portfolio Securities II Neuberger & Berman Partners Portfolio Fortis S & P 500 Index Series SAFECO Equity Portfolio INVESCO Industrial Income Portfolio SAFECO Growth Portfolio INVESCO Health Services Portfolio Strong Discovery Fund II INVESCO Technology Portfolio Strong International Stock Fund II Van Eck Worldwide Bond Fund Van Eck Worldwide Hard Assets Fund The accompanying Prospectus for these Portfolios describes the investment objectives, policies and risks of each of the Portfolios. You can choose among 10 different guarantee periods under the guaranteed interest accumulation option, each of which has its own interest rate. You have the right to examine a Contract during a "free look" period after you receive the Contract and return it for a refund of the amount of the then current Contract Value. The "free look" period is 10 days. The Contract provides several different types of retirement and death benefits, including fixed and variable annuity income options. You may make partial surrenders of the Contract Value or may totally surrender the Contract for its Cash Surrender Value. This Prospectus gives prospective investors information about the Contracts that they should know before investing. This Prospectus must be accompanied by a current Prospectus of the Portfolios. These Prospectuses should be read carefully and kept for future reference. A Statement of Additional Information, dated May 1, 1997, about certain aspects of the Contracts has been filed with the Securities and Exchange Commission and is available without charge, from First Fortis at the address and phone number printed above. The Table of Contents for the Statement of Additional Information appears on page 23 of this Prospectus. THESE POLICIES ARE NOT OBLIGATIONS OF, OR GUARANTEED OR ENDORSED BY, ANY BANK, CREDIT UNION, BROKER-DEALER OR OTHER FINANCIAL INSTITUTION. THEY ARE NOT FEDERALLY INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER AGENCY; AND INVOLVE INVESTMENT RISKS, INCLUDING THE POSSIBLE LOSS OF PRINCIPAL. THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION, NOR HAS THE COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. FORTIS-Registered Trademark- and Fortis-Registered Trademark- are registered servicemarks of Fortis AMEV and Fortis AG. TABLE OF CONTENTS
PAGE Special Terms Used in this Prospectus................................. 3 Information Concerning Fees and Charges............................... 4 Summary of Contract Features.......................................... 6 First Fortis Life Insurance Company................................... 7 The Variable Account.................................................. 7 The Portfolios........................................................ 8 The Fixed Account..................................................... 8 - Guarantee Interest Rates/Guarantee Periods...................... 8 - Market Value Adjustment......................................... 9 - Investments by First Fortis..................................... 9 Fixed Account Value................................................... 9 Accumulation Period................................................... 10 - Issuance of a Contract and Purchase Payments.................... 10 - Contract Value.................................................. 10 - Allocation of Purchase Payments and Contract Value.............. 11 - Total and Partial Surrenders.................................... 11 - Benefit Payable on Death of Annuitant or Contract Owner......... 12 The Annuity Period.................................................... 12 - Annuity Commencement Date....................................... 12 - Commencement of Annuity Payments................................ 12 - Relationship Between Subaccount Investment Performance and Amount of Variable Annuity Payments............................ 13 - Annuity Forms................................................... 13 - Death of Annuitant or Other Payee............................... 13 Charges and Deductions................................................ 14 - Premium Taxes................................................... 14 - Charges Against the Variable Account............................ 14 - Annual Administrative Charge.................................... 14 - Tax Charge...................................................... 14 - Miscellaneous................................................... 14 General Provisions.................................................... 14 - The Contracts................................................... 14 - Postponement of Payments........................................ 14 - Misstatement of Age or Sex and Other Errors..................... 14 - Assignment...................................................... 15 - Beneficiary..................................................... 15 - Reports......................................................... 15 Rights Reserved By First Fortis....................................... 15 Distribution.......................................................... 15 Federal Tax Matters................................................... 16 Further Information about First Fortis................................ 19 - General......................................................... 19 - Selected Financial Data......................................... 19 - Management's Discussion and Analysis of Financial Condition and Results of Operations........................................... 19 - Liquidity and Capital Resources................................. 20 - Competition..................................................... - Regulation and Reserves......................................... - Employees and Facilities........................................ - Directors and Executive Officers................................ 21 - Executive Compensation.......................................... 22 - Ownership of Securities......................................... 22 Voting Privileges..................................................... 22 Legal Matters......................................................... 23 Other Information..................................................... 23 Contents of Statement of Additional Information....................... 23 First Fortis Financial Statements..................................... 23 Appendix A--Sample Market Value Adjustment Calculations............... A-1 Appendix B--Explanation of Expense Calculations....................... B-1 Appendix C--Participating Portfolios.................................. C-1
THE CONTRACTS ARE NOT AVAILABLE IN ALL STATES. THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFERING IN ANY JURISDICTION IN WHICH SUCH OFFERING MAY NOT LAWFULLY BE MADE. FIRST FORTIS DOES NOT AUTHORIZE ANY INFORMATION OR REPRESENTATION REGARDING THE OFFERING DESCRIBED IN THIS PROSPECTUS WHICH IS NOT INCLUDED IN THIS PROSPECTUS, THE RELATED STATEMENT OF ADDITIONAL INFORMATION, OR ANY SUPPLEMENTS THERETO OR IN ANY SUPPLEMENTAL SALES MATERIAL AUTHORIZED BY FIRST FORTIS. SPECIAL TERMS USED IN THIS PROSPECTUS ACCUMULATION The time period under a Contract between the Contract Issue Date and the Annuity Commencement PERIOD Date. ACCUMULATION A unit of measure used to calculate the Contract Owners' interest in the Variable Account UNIT during the Accumulation Period. ANNUITANT A person during whose life annuity payments are to be made by First Fortis under the Contract. ANNUITY The date on which the Annuity Period commences. COMMENCEMENT DATE ANNUITY PERIOD The time period following the Accumulation Period, during which annuity payments are made by First Fortis. ANNUITY UNIT A unit of measurement used to calculate variable annuity payments. BENEFICIARY The person entitled to receive benefits under the terms of the Contract. CASH SURRENDER The amount payable to the Contract Owner on surrender of the Contract after all applicable VALUE adjustments and deduction of all applicable charges. CERTIFICATE The date on which the Contract becomes effective as shown on the Contract Data Page. ISSUE DATE CERTIFICATE The sum of the Fixed Account Value and the Variable Account Value. VALUE CONTRACT OWNER The person or company named in the application for a Contract, who is entitled to exercise all rights and privileges of ownership under the Contract during the Accumulation Period. FIXED ACCOUNT The name of the alternative under which purchase payments are allocated to First Fortis' General Account. FIXED ACCOUNT The amount of your Contract Value which is in the Fixed Account. VALUE FIXED ANNUITY An annuity option under which First Fortis promises to pay the Annuitant or any other payee OPTION that you designate one or more fixed payments. GENERAL ACCOUNT All assets of First Fortis other than those in the Variable Account, and other than those in any other legally segregated separate account established by First Fortis. GUARANTEED The rate of interest we credit during any Guarantee Period, on an effective annual basis. INTEREST RATE GUARANTEE The period for which a Guaranteed Interest Rate is credited. PERIOD HOME OFFICE Our office at 220 Salina Meadows Parkway, Syracuse, New York 13212; 1-800-591-7333; Mailing address: P.O. Box 3249, Syracuse NY 13220. MARKET VALUE Positive or negative adjustment in Fixed Account Value that we make if such value is paid out ADJUSTMENT more than fifteen days before or after the end of a Guarantee Period in which it was being held. NET PURCHASE The gross amount of a purchase payment less any applicable premium taxes or similar PAYMENT governmental assessments. NON-QUALIFIED Contracts that do not qualify for the special federal income tax treatment applicable in CERTIFICATES connection with certain retirement plans. PORTFOLIO Each separate investment portfolio eligible for investment by the Variable Account. QUALIFIED Contracts that are qualified for the special federal income tax treatment applicable in CONTRACTS connection with certain retirement plans. SUBACCOUNTS The several Subaccounts of the Variable Account, each of which invests its assets in a different Portfolio. VALUATION DATE All business days except, with respect to any Subaccount, days on which the related Portfolio does not value its shares. Generally, the Portfolios value their shares on each day the New York Stock Exchange is open. VALUATION The period that starts at the close of regular trading on the New York Stock Exchange on a PERIOD Valuation Date and ends at the close of regular trading on the exchange on the next succeeding Valuation Date. VARIABLE The segregated asset account referred to as Variable Account A of First Fortis Life Insurance ACCOUNT Company established to receive and invest purchase payments under Contracts. VARIABLE The amount of your Contract Value in the Subaccounts of the Variable Account. ACCOUNT VALUE VARIABLE An annuity option under which First Fortis promises to pay the Annuitant or any other payee ANNUITY OPTION chosen by you one or more payments which vary in amount in accordance with the net investment experience of the Subaccounts selected by the Annuitant. WRITTEN REQUEST A written, signed and dated request, in form and substance satisfactory to First Fortis and received at our Home Office.
3 INFORMATION CONCERNING FEES AND CHARGES CONTRACT OWNER TRANSACTION CHARGES Front-End Sales Charge Imposed on Purchases............... 0% Maximum Surrender Charge for Sales Expenses............... 0% Other Surrender Fees...................................... 0% Exchange Fee.............................................. 0% ANNUAL CONTRACT ADMINISTRATION CHARGE............................ $30 VARIABLE ACCOUNT ANNUAL EXPENSES (AS A PERCENTAGE OF AVERAGE ACCOUNT VALUE) Mortality and Expense Risk Charge......................... .45% Variable Account Administrative Charge.................... 0% ---- Total Variable Account Annual Expenses.................. .45%
MARKET VALUE ADJUSTMENT WITH RESPECT TO FIXED ACCOUNT Surrenders and other withdrawals from the Fixed Account more than fifteen days from the end of a Guarantee Period are subject to a Market Value Adjustment. The Market Value Adjustment may increase or reduce the Fixed Account Value. It is computed pursuant to a formula that is described in more detail under "Market Value Adjustment." PORTFOLIO ANNUAL EXPENSES (A) (B)
TOTAL PORTFOLIO OPERATING INVESTMENT EXPENSES ADVISORY AND OTHER (*AFTER EXPENSE MANAGEMENT FEE EXPENSES REIMBURSEMENT) -------------- -------- ----------------- American Century VP Balanced Fund........................... 1.00% 0.00% 1.00% American Century VP Capital Appreciation Fund............... 1.00% 0.00% 1.00% Alliance Money Market Portfolio............................. 0.50% 0.19% 0.69% Alliance International Portfolio............................ 0.04% 0.91% 0.95% Alliance Premier Growth Portfolio........................... 0.72% 0.23% 0.95% Federated High Income Bond Fund II.......................... 0.01% 0.79% 0.80% Federated Utility Fund II................................... 0.24% 0.61% 0.85% Federated American Leaders Fund II.......................... 0.53% 0.32% 0.85% Federated Fund for U.S. Government Securities II............ 0.00% 0.80% 0.80% Fortis S & P 500 Index Series............................... 0.40% 0.39% 0.79% INVESCO Industrial Income Portfolio......................... 0.75% 0.20% 0.95% INVESCO Health Services Portfolio........................... 0.60% 0.40% 1.00% INVESCO Technology Portfolio................................ 0.60% 0.40% 1.00% Lexington Natural Resources Trust........................... 1.00% 0.42% 1.42% Lexington Emerging Markets Fund............................. 0.85% 0.79% 1.64% MFS Emerging Growth Series.................................. 0.75% 0.25% 1.00% MFS High Income Series...................................... 0.75% 0.25% 1.00% MFS World Governments Series................................ 0.75% 0.25% 1.00% Montgomery Emerging Markets Fund............................ 0.23% 1.22% 1.45% Montgomery Growth Fund...................................... 0.00% 0.01% 0.01% SAFECO Equity Portfolio..................................... 0.70% 0.02% 0.72% SAFECO Growth Portfolio..................................... 0.72% 0.07% 0.79% Neuberger & Berman Limited Maturity Bond Portfolio.......... 0.65% 0.13% 0.78% Neuberger & Berman Partners Portfolio....................... 0.84% 0.11% 0.95% Strong Discovery Fund....................................... 1.00% 0.21% 1.21% Strong International Stock Fund............................. 1.00% 0.90% 1.90% Van Eck Worldwide Bond Fund................................. 1.00% 0.08% 1.08% Van Eck Worldwide Hard Assets Fund.......................... 1.00% 0.08% 1.08%
- ------------------------ (a) As a percentage of Portfolio average net assets based on historical data for the fiscal year ended December 31, 1996 except that the expenses of the INVESCO Health Sciences and Technology Portfolios are based upon estimates of expenses, since these are both new as of January 1, 1997. In the absence of expense and fee waivers or expense reimbursements by the Portfolio investment adviser, the total expenses of the following Portfolios would have been as hereafter indicated rather than as listed above: Alliance International Portfolio--1.91%; Alliance Premier Growth Portfolio--1.23%; Federated High Income Bond Fund II--1.39%; Federated Utility Fund II--1.36%; Federated American Leaders Fund II--1.07%; Federated Fund for U.S. Government Securities Fund II--1.81%; INVESCO Health Sciences Portfolio--1.68%; INVESCO Industrial Income Portfolio--1.19%; INVESCO Technology Portfolio--1.68%; Lexington Emerging Markets Fund--2.23%; MFS Emerging Growth Series--1.16%; MFS High Income Series--1.62%; and MFS World Governments Series--2.03%; Montgomery Emerging Markets Fund--2.47%; Montgomery Growth Fund--6.98%. The information set forth in this table was provided to First Fortis by the Portfolio managers and First Fortis has not independently verified such information. (b) Certain of the unaffiliated investment advisers of the Portfolios reimburse First Fortis for costs incurred in connection with administering the Portfolios as variable funding options by payment of an amount based on assets in the Portfolios attributable to the Contracts. These amounts are not charged to the Portfolios or the holders of the Contracts. 4 EXAMPLES* If you COMMENCE AN ANNUITY payment option, or whether you DO or DO NOT surrender your Contract or commence an annuity payment option, you would pay the following cumulative expenses on a $1,000 investment, assuming a 5% annual return on assets:
IF ALL AMOUNTS ARE INVESTED IN ONE PORTFOLIO: 1 YEAR 3 YEARS 5 YEARS 10 YEARS - ------------------------------------------------------------ ------- ------- ------- -------- American Century VP Balanced Fund........................... 16 49 84 183 American Century VP Capital Appreciation Fund............... 16 49 84 183 Alliance Money Market Portfolio............................. 13 39 68 149 Alliance International Portfolio............................ 15 47 81 177 Alliance Premier Growth Portfolio........................... 15 47 81 177 Federated High Income Fund II............................... 14 42 73 161 Federated Utility Fund II................................... 14 44 76 166 Federated American Leaders Fund II.......................... 14 44 76 166 Federated Fund for U.S. Government Securities II............ 14 42 73 161 Fortis S & P 500 Index Series............................... 14 42 73 160 INVESCO Industrial Income Portfolio......................... 15 47 81 177 INVESCO Health Services Portfolio........................... 16 49 84 183 INVESCO Technology Portfolio................................ 16 49 84 183 Lexington Natural Resources Trust........................... 20 61 105 228 Lexington Emerging Markets Fund............................. 22 68 116 250 MFS Emerging Growth Series.................................. 16 49 84 183 MFS High Income Series...................................... 16 49 84 183 MFS World Governments Series................................ 16 49 84 183 Montgomery Emerging Markets Fund............................ 20 62 107 231 Montgomery Growth Fund...................................... 6 18 31 70 Neuberger & Berman Limited Maturity Bond Portfolio.......... 13 42 72 159 Neuberger & Berman Partners Portfolio....................... 15 47 81 177 SAFECO Equity Portfolio..................................... 13 40 69 152 SAFECO Growth Portfolio..................................... 14 42 73 160 Strong Discovery Fund II.................................... 18 55 95 205 Strong International Stock Fund II.......................... 25 76 130 276 Van Eck Worldwide Bond Fund................................. 16 51 88 191 Van Eck Worldwide Hard Assets Fund.......................... 16 51 88 191
- ------------------------ * For purposes of these examples, the effect of the annual Contract administration charge has been computed based on the average total Contract Value during the year ended December 31, 1996 of similar contracts issued by an affiliated company and the total actual amount of annual contract administration charges collected during the year on those contracts. For the purpose of these examples, Portfolio annual expenses are assumed to continue at the rates set forth in the table above. THE EXAMPLES SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE EXPENSES, AND ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN. ------------------------ The foregoing tables and examples are included to assist you in understanding the transaction and operating expenses imposed directly or indirectly under the Contracts and the Portfolios. Amounts for state premium taxes or similar assessments will also be deducted, where applicable. See Appendix B for an explanation of the calculation of the amounts set forth above. 5 SUMMARY OF CONTRACT FEATURES The following summary should be read in conjunction with the detailed information in this Prospectus. The Contracts are designed to provide individuals with retirement benefits through the accumulation of Net Purchase Payments on a fixed or variable basis, and by the application of such accumulations to provide fixed or variable annuity payments. "We," "our," and "us" mean First Fortis Life Insurance Company. "You" and "your" mean a reader of this Prospectus who is contemplating making purchase payments or taking any other action in connection with a Contract. PURCHASE PAYMENTS The initial purchase payment under a Contract must be at least $5,000 ($2,000 for a Contract pursuant to a qualified contract). Additional purchase payments under a Contract must be at least $500. See "Issuance of a Contract and Purchase Payments." On the Contract Issue Date, except as hereafter explained, the initial purchase payment is allocated, as specified by the Contract Owner in the Contract application, among one or more of the Subaccounts of the Variable Account, or to one or more of the Guarantee Periods in the Fixed Account, or to a combination thereof. Subsequent purchase payments are allocated in the same way, or pursuant to different allocation percentages that the Contract Owner may subsequently request In Writing. VARIABLE ACCOUNT INVESTMENT OPTIONS Each of the Subaccounts of the Variable Account invests in shares of a Portfolio. Contract Value in each of the Subaccounts of the Variable Account will vary to reflect the investment experience of each of the corresponding Portfolios, as well as deductions for certain charges. Each Portfolio has a separate and distinct investment objective. A full description of the Portfolios and their investment objectives, policies, risks and expenses can be found in the current Prospectus for the Portfolio, which accompanies this Prospectus, and the Statement of Additional Information for the Portfolio which is available upon request. FIXED ACCOUNT INVESTMENT OPTIONS Any amount allocated by the Contract Owner to the Fixed Account earns a Guaranteed Interest Rate. The level of the Guaranteed Interest Rate depends on the length of the Guarantee Period selected by the Contract Owner. We currently make available ten different Guarantee Periods, ranging from one to ten years. If amounts are transferred, surrendered or otherwise paid out more than fifteen days before or after the end of the applicable Guarantee Period, a Market Value Adjustment will be applied to increase or decrease the amount that is paid out. Accordingly, the Market Value Adjustment can result in gains or losses to you. For a more complete discussion of the Fixed Account investment option and the Market Value Adjustment, see "The Fixed Account." TRANSFERS During the Accumulation Period, you can transfer all or part of your Contract Value from one Subaccount to another or into the Fixed Account and, subject to any Market Value Adjustment, from one Guarantee Period of the Fixed Account to another or into a Subaccount. There is currently no charge for these transfers. We reserve the right to restrict the frequency of, or otherwise condition, terminate, or impose charges upon, transfers from a Subaccount during the Accumulation Period. During the Annuity Period the person receiving annuity payments may make up to four transfers (but not from a Fixed Annuity Option) during each year of the Annuity Period. For a description of certain limitations on transfer rights, see "Allocations of Purchase Payments and Contract Value Transfers." TOTAL OR PARTIAL SURRENDERS Subject to certain conditions, all or part of the Contract Value may be surrendered by the Contract Owner before the earlier of the Annuitant's death or the Annuity Commencement Date. Amounts surrendered from the Fixed Account may be subject to a Market Value Adjustment. See "Total and Partial Surrenders" and "Market Value Adjustment." Particular attention should be paid to the tax implications of any surrender, including possible penalties for premature distributions. See "Federal Tax Matters." CHARGES AND DEDUCTIONS First Fortis deducts daily charges at a rate of .45 % per annum of the value of the average net assets in the Variable Account for the mortality and expense risks it assumes. There is also an annual administrative charge each year for Contract administration and maintenance. This charge is $30 per year (subject to any applicable state law limitations) and is deducted on each anniversary of the Contract Issue Date and upon total surrender of the Contract. Also, there may be state premium tax charges deducted from your Contract Value. See "Charges and Deductions." ANNUITY PAYMENTS The Contract provides several types of annuity benefits to Contract Owners or other persons they properly designate to receive such payments, including Fixed and Variable Annuity Options. The Contract Owner has considerable flexibility in choosing the Annuity Commencement Date. However, the tax implications of an Annuity Commencement Date must be carefully considered, including the possibility of penalties for commencing benefits either too soon or too late. See "Annuity Commencement Date," "Annuity Forms" and "Federal Tax Matters" in this Prospectus and "Taxation Under Certain Retirement Plans" in the Statement of Additional Information. DEATH BENEFIT In the event that the Annuitant or Contract Owner dies prior to the Annuity Commencement Date, a death benefit is payable to the Beneficiary. See "Benefit Payable on Death of Annuitant or Contract Owner." RIGHT TO EXAMINE THE CONTRACT A Contract Owner may elect during a "free look" period to cancel the Contract and receive a refund. See the cover page of this Prospectus. 6 LIMITATIONS IMPOSED BY RETIREMENT PLANS AND EMPLOYERS Certain rights you would otherwise have under a Contract may be limited by the terms of any applicable employee benefit plan. These limitations may restrict such things as total and partial surrenders, the amount or timing of purchase payments that may be made, when annuity payments must start and the type of annuity options that may be selected. Accordingly, you should familiarize yourself with these and all other aspects of any retirement plan in connection with which a Contract is issued. The record owner of the group variable annuity contract pursuant to which Contracts may be issued will be a bank trustee whose sole function is to hold record ownership of the contract or an employer (or the employer's designee) in connection with an employee benefit plan. In the latter cases, certain rights that a Contract Owner otherwise would have under a Contract may be reserved instead by the employer. TAX IMPLICATIONS The tax implications for Contract Owners or any other persons who may receive payments under a Contract, and those of any related employee benefit plan can be quite important. A brief discussion of some of these is set out under "Federal Tax Matters" in this Prospectus and "Taxation Under Certain Retirement Plans" in the Statement of Additional Information, but such discussion is not comprehensive. Therefore, you should consider these matters carefully and consult a qualified tax adviser before making purchase payments or taking any other action in connection with a Contract or any related employee benefit plan. Failure to do so could result in serious adverse tax consequences which might otherwise have been avoided. QUESTIONS AND OTHER COMMUNICATIONS Any question about procedures of the Contract should be directed to your sales representative, or First Fortis' Home Office: P.O. Box 3249, Syracuse NY 13220; 1-800-591-7333. Purchase payments and Written Requests should be mailed or delivered to the same Home Office address. All communications should include the Contract number, the Contract Owner's name and, if different, the Annuitant's name. The number for telephone transfers is 1-800-591-7333. Any purchase payment or other communication, except a free-look cancellation notice, is deemed received at First Fortis' Home Office on the actual date of receipt there in proper form unless received (1) after the close of regular trading on The New York Stock Exchange, or (2) on a date that is not a Valuation Date. In either of these two cases, the date of receipt will be deemed to be the next Valuation Date. FINANCIAL AND PERFORMANCE INFORMATION This Prospectus contains no Accumulation Unit Information for the applicable Subaccounts of the Variable Account as of December 31, 1996 because no Contracts have been sold and no Accumulation Units had been issued as of that date. Audited financial statements of the available Subaccounts of the Variable Account, other than the Fortis S&P 500 Index Series Subaccount, are not included in the Statement of Additional Information because those Subaccounts had not yet commenced operations, had no assets or liabilities, and had received no income nor incurred any expenses as of that date. Advertising and other sales materials may include yield and total return figures for the Subaccounts of the Variable Account. These figures are based on historical results and are not intended to indicate future performance. "Yield" is the income generated by an investment in the Subaccount over a period of time specified in the advertisement. This rate of return is assumed to be earned over a full year and is shown as a percentage of the investment. "Total return" is the total change in value of an investment in the Subaccount over a period of time specified in the advertisement. The rate of return shown would produce that change in value over the specified period, if compounded annually. Yield and total return figures do not reflect premium tax charges. This makes the performance shown more favorable. Financial information concerning First Fortis is included in this Prospectus under "Additional Information About First Fortis" and "First Fortis Financial Statements." FIRST FORTIS LIFE INSURANCE COMPANY First Fortis Life Insurance Company, the issuer of the Contracts, was founded in 1971. At the end of 1996, First Fortis had approximately $6.6 billion of total life insurance in force. First Fortis is a New York corporation and is qualified to sell life insurance, accident and health and annuity contracts in New York. First Fortis is a wholly-owned subsidiary of Fortis, Inc., which is itself indirectly owned 50% by Fortis AMEV and 50% by Fortis AG. Fortis, Inc. manages the United States operations for these two companies. First Fortis is a member of the Fortis Financial Group, a joint effort by First Fortis, Fortis Benefits Insurance Company, Fortis Advisers, Inc., Fortis Investors, Inc., and Time Insurance Company, offering financial products through the management, marketing and servicing of mutual funds, annuities and life insurance and disability income products. Fortis AMEV is a diversified financial services company headquartered in Utrecht, The Netherlands, where its insurance operations began in 1847. Fortis AG is a diversified financial services company headquartered in Brussels, Belgium, where its insurance operations began in 1824. Fortis AMEV and Fortis AG have merged their operating companies under the trade name of Fortis. The Fortis group of companies is active in insurance, banking and financial services, and real estate development in The Netherlands, Belgium, the United States, Western Europe, and the Pacific Rim. The Fortis group of companies has assets in excess of $160 billion. All of the guarantees and commitments under the Contracts are general obligations of First Fortis, regardless of whether the Contract Value has been allocated to the Variable Account or to the Fixed Account. None of First Fortis' affiliated companies has any legal obligation to back First Fortis' obligations under the Contracts. THE VARIABLE ACCOUNT The Variable Account, which is a segregated investment account of First Fortis, was established as Variable Account A by First Fortis pursuant to the insurance laws of New York as of October 1, 1993. Although the Variable Account is an integral part of First Fortis, the 7 Variable Account is registered with the Securities and Exchange Commission as a unit investment trust under the Investment Company Act of 1940. Assets in the Variable Account representing reserves and liabilities under Contracts and other variable annuity contracts issued by First Fortis will not be chargeable with liabilities arising out of any other business of First Fortis. There are a number of Subaccounts in the Variable Account. The assets in each Subaccount are invested exclusively in one of the Portfolios listed on page one of this Prospectus. Income and both realized and unrealized gains or losses from the assets of each Subaccount of the Variable Account are credited to or charged against that Subaccount without regard to income, gains or losses from any other Subaccount of the Variable Account or arising out of any other business we may conduct. New Subaccounts may be added as new Portfolios are added and made available. Correspondingly, if any Portfolios are eliminated, Subaccounts may be eliminated from the Variable Account. THE PORTFOLIOS Contract holders may choose from among a number of different Portfolios, each of which is a mutual fund available for purchase only as a funding vehicle for benefits under variable life insurance and variable annuities issued by First Fortis and other life insurance companies. (See Appendix C which contains a summary of the investment objectives of each Portfolio.) Each Portfolio corresponds to one of the Subaccounts of the Variable Account. The assets of each Portfolio are separate from the others and each Portfolio operates as a separate investment portfolio whose performance has no effect on the investment performance of any other Portfolio. More detailed information for each Portfolio offered, such as its investment policies and restrictions, charges, risks attendant to investing in it, and other aspects of its operations, may be found in the current prospectus for each Portfolio. Such a prospectus for the Portfolios being considered must accompany this Prospectus and should be read in conjunction herewith. A copy of each prospectus may be obtained without charge from First Fortis by calling 1-800-523-4374, or writing P.O. Box 3249, Syracuse, NY 13220. First Fortis purchases and redeems Portfolios' shares for the Variable Account at their net asset value without the imposition of any sales or redemption charges. Any dividend or capital gain distributions attributable to Contracts are automatically reinvested in shares of the Portfolio from which they are received at the Portfolio's net asset value on the date paid. Such dividends and distributions will have the effect of reducing the net asset value of each share of the corresponding Portfolio and increasing, by an equivalent value, the number of shares outstanding of the Portfolio. However, the value of your interest in the corresponding Subaccount will not change as a result of any such dividends and distributions. As indicated, Portfolios may also be available to registered separate accounts offering variable annuity and variable life products of other participating insurance companies, as well as to the Variable Account and other separate accounts of First Fortis. Although First Fortis does not anticipate any disadvantages to this, there is a possibility that a material conflict may arise between the interest of the Variable Account and one or more of the other separate accounts participating in the Portfolios. A conflict may occur due to a change in law affecting the operations of variable life and variable annuity separate accounts, differences in the voting instructions of the Contract Owners and those of other companies, or some other reason. In the event of conflict, First Fortis will take any steps necessary to protect the Contract Owners and variable annuity payees. THE FIXED ACCOUNT GUARANTEE INTEREST RATES/GUARANTEE PERIODS Any amount allocated by the Contract Owner to the Fixed Account earns a Guaranteed Interest Rate commencing with the date of such allocation. This Guaranteed Interest Rate continues for a number of years (not to exceed ten) selected by the Contract Owner. At the end of this Guarantee Period, the Contract Owner's Contract Value in that Guarantee Period, including interest accrued thereon, will be allocated to a new Guarantee Period of the same length unless First Fortis has received a Written Request from the Contract Owner to allocate this amount to a different Guarantee Period or periods or to one or more of the Subaccounts. We must receive this Written Request at least three business days prior to the end of the Guarantee Period. The first day of the new Guarantee Period (or other reallocation) will be the day after the end of the prior Guarantee Period. We will notify the Contract Owner at least 45 days and not more than 60 days prior to the end of any Guarantee Period. We currently make available ten different Guarantee Periods, ranging from one to ten years. Each Guarantee Period has its own Guaranteed Interest Rate, which may differ from those for other Guarantee Periods. From time to time we will, at our discretion, change the Guaranteed Interest Rate for future Guarantee Periods of various lengths. These changes will not affect the Guaranteed Interest Rates being paid on Guarantee Periods that have already commenced. Each allocation or transfer of an amount to a Guarantee Period commences the running of a new Guarantee Period with respect to that amount, which will earn a Guaranteed Interest Rate that will continue unchanged until the end of that period. The Guaranteed Interest Rate will never be less than an effective annual rate of 3%. First Fortis declares the Guaranteed Interest Rates from time to time as market conditions dictate. First Fortis advises a Contract Owner of the Guaranteed Interest Rate for a chosen Guarantee Period at the time a purchase payment is received, a transfer is effectuated or a Guarantee Period is renewed. First Fortis has no specific formula for establishing the Guaranteed Interest Rates for the Guarantee Periods. The rate may be influenced by, but not necessarily correspond to, interest rates generally available on the types of investments acquired with amounts allocated to the Guarantee Period. See "Investments by First Fortis." First Fortis in determining Guaranteed Interest Rates, may also consider, among other factors, the duration of a Guarantee Period, regulatory and tax requirements, sales and administrative expenses borne by First Fortis, risks assumed by First Fortis, First Fortis' profitability objectives, and general economic trends. FIRST FORTIS' MANAGEMENT MAKES THE FINAL DETERMINATION OF THE GUARANTEED INTEREST RATES TO BE DECLARED. 8 FIRST FORTIS CANNOT PREDICT OR ASSURE THE LEVEL OF ANY FUTURE GUARANTEED INTEREST RATES IN EXCESS OF AN EFFECTIVE ANNUAL RATE OF 3%. Information concerning the Guaranteed Interest Rates applicable to the various Guarantee Periods at any time may be obtained from our Home Office or from your sales representative. MARKET VALUE ADJUSTMENT Except as described below, if any Fixed Account Value is surrendered, transferred or otherwise paid out before the end of the Guarantee Period in which it is being held, a Market Value Adjustment will be applied. This generally includes amounts applied to an annuity option, and amounts paid as a single sum in lieu of an annuity. However, NO Market Value Adjustment will be applied to amounts that are paid out during the period beginning fifteen days before and ending fifteen days after the end of a Guarantee Period in which it was being held. Additionally, no Market Value Adjustment will be applied to amounts that are withdrawn from a Guarantee Period and paid out to the Contract Owner, or transferred to the Variable Account, on an automatic periodic basis under a formal First Fortis program for the withdrawal or transfer of the earnings of the Fixed Account. (There may be conditions and limitations imposed by First Fortis associated with such a program. See your First Fortis representative for the availability of any such program, and the conditions and limitations of such a program, in your state.) The Market Value Adjustment may increase or decrease the amount of Fixed Account Value being withdrawn or transferred. The comparison of two Guaranteed Interest Rates determines whether the Market Value Adjustment produces an increase or a decrease. The first rate to compare is the Guaranteed Interest Rate for the amount being transferred or withdrawn. The second rate is the Guaranteed Interest Rate then being offered for new Guarantee Periods of the same duration as that remaining in the Guarantee Period from which the funds are being withdrawn or transferred. If the first rate exceeds the second by more than 1/2%, the Market Value Adjustment produces an increase. If the first rate does not exceed the second by at least 1/2%, the Market Value Adjustment produces a decrease. Sample calculations are shown in Appendix A. The Market Value Adjustment will be determined by multiplying the amount being withdrawn or transferred from the Guarantee Period (before deduction of any applicable surrender charge) by the following factor: ( 1 + I ) n / 12 ----------- - 1 ( 1 + J + .0025 ) where, - I is the Guaranteed Interest Rate being credited to the amount being withdrawn from the existing Guarantee Period, - J is the Guaranteed Interest Rate then being offered for new Guarantee Periods with durations equal to the number of years remaining in the existing Guarantee Period (rounded up to the next higher number of years), and - N is the number of months remaining in the existing Guarantee Period (rounded up to the next higher number of months). INVESTMENTS BY FIRST FORTIS Our obligations with respect to the Fixed Account are legal obligations of First Fortis and are supported by our General Account assets, which also support obligations incurred by us under other insurance and annuity contracts. Investments purchased with amounts allocated to both Fixed Accounts are the property of First Fortis and Contract Owners have no legal rights in such investments. Subject to applicable law, we have sole discretion over the investment of assets in our General Account and in the Fixed Account. Amounts in the First Fortis' General Account and the Fixed Account will be invested in compliance with applicable state insurance laws and regulations concerning the nature and quality of investments for the General Account. Within specified limits and subject to certain standards and limitations, these laws generally permit investment in federal, state and municipal obligations, preferred and common stocks, corporate bonds, real estate mortgages, real estate and certain other investments. See First Fortis' Financial Statements" for information on First Fortis' investments. Investment management for amounts in the General Account and in the Fixed Account is provided to First Fortis by Fortis Advisers, Inc. First Fortis intends to consider the return available on the instruments in which it intends to invest amounts allocated to the Fixed Account when it establishes Guaranteed Interest Rates. Such return is only one of many factors considered in establishing the Guaranteed Interest Rates. See "Guarantee Periods Fixed Account." First Fortis expects that amounts allocated to the Fixed Account generally will be invested in debt instruments that approximately match First Fortis' liabilities with regard to the Guarantee Periods. First Fortis expects that these will include primarily the following types of debt instruments: (1) securities issued by the United States Government or its agencies or instrumentalities, which securities may or may not be guaranteed by the United States Government; (2) debt securities which have an investment grade, at the time of purchase, within the four highest grades assigned by Moody's Investors Services, Inc. ("Moody's") (Aaa, Aa, A or Baa), Standard & Poor's Corporation ("Standard & Poor's") (AAA, AA, A or BBB), or any other nationally recognized rating service; (3) other debt instruments including, but not limited to, issues of or guaranteed by banks or bank holding companies and corporations, which obligations although not rated by Moody's or Standard & Poor's, are deemed by First Fortis to have an investment quality comparable to securities which may be purchased as stated above; and (4) other evidences of indebtedness secured by mortgages or deeds of trust representing liens upon real estate. Notwithstanding the foregoing, First Fortis is not obligated to invest amounts allocated to the Fixed Account according to any particular strategy, except as may be required by applicable state insurance laws and regulations. See "Regulation and Reserves." FIXED ACCOUNT VALUE The Contract's Fixed Account Value on any Valuation Date is the sum of the Net Purchase Payments allocated to the Fixed Account, plus any transfers from the Variable Account, plus interest credited to the Fixed Account, less any surrender charges or annual administrative charges allocated to the Fixed Account or transfers to the Variable Account. 9 ACCUMULATION PERIOD ISSUANCE OF A CONTRACT AND PURCHASE PAYMENTS First Fortis reserves the right to reject any application for a Contract or any purchase payment for any reason. If the issuing instructions can be accepted in the form received, the initial purchase payment will be credited within two Valuation Dates after the later of receipt of the issuing instructions or receipt of the initial purchase payment at First Fortis' Home Office. If the initial purchase payment cannot be credited within five Valuation Dates after receipt because the issuing instructions are incomplete, the initial purchase payment will be returned unless the applicant consents to our retaining the initial purchase payment and crediting it as of the end of the Valuation Period in which the necessary requirements are fulfilled. The initial purchase payment must be at least $5,000 ($2,000 for a Contract issued pursuant to a qualified plan). The date that the initial purchase payment is applied to the purchase of the Contract is also the Contract Issue Date. The Contract Issue Date is the date used to determine Contract years, regardless of when the Contract is delivered. The crediting of investment experience in the Variable Account, or a fixed rate of return in the Fixed Account, begins as of the Contract Issue Date. The Contract Owner may make additional purchase payments at any time after the Contract Issue Date and prior to the Annuity Commencement Date, as long as the Annuitant is living. Purchase payments (together with any required information identifying the proper Contracts and account to be credited with purchase payments) must be transmitted to our Home Office. Additional purchase payments are credited to the Contract and added to the Contract Value as of the end of the Valuation Period in which they are received in good order. Each additional purchase payment under a Contract must be at least $500. The total of all purchase payments for all First Fortis annuities having the same owner or participant, or annuitant, may not exceed $1 million (not more than $500,000 allocated to the Fixed Account) without First Fortis' prior approval, and we reserve the right to modify this limitation at any time. Purchase payments in excess of the initial minimum may be made by monthly draft against the bank account of any Contract Owner who has completed and returned to us a special "Thrift-O-Matic" authorization form that may be obtained from your sales representative or from our Home Office. Arrangements can also be made for purchase payments by wire transfer, payroll deduction, military allotment, direct deposit and billing. Purchase payments by check should be made payable to First Fortis Life Insurance Company. If the Contract Value is less than $1,000, we may cancel the Contract on any Valuation Date. We will notify the Contract Owner at least 90 days in advance of our intention to cancel the Contract. Such cancellation would be considered a full surrender of the Contract. CONTRACT VALUE Contract Value is the total of any Variable Account Value in all the Subaccounts of the Variable Account pursuant to the Contract, plus any Fixed Account Value. There is no guaranteed minimum Variable Account Value. To the extent Contract Value is allocated to the Variable Account, you bear the entire investment risk. DETERMINATION OF VARIABLE ACCOUNT VALUE. A Contract's Variable Account Value is based on Accumulation Unit values, which are determined on each Valuation Date. The value of an Accumulation Unit for a Subaccount on any Valuation Date is equal to the previous value of that Subaccount's Accumulation Unit multiplied by that Subaccount's net investment factor (discussed directly below) for the Valuation Period ending on that Valuation Date. At the end of any Valuation Period, a Contract's Variable Account Value in a Subaccount is equal to the number of Accumulation Units in the Subaccount times the value of one Accumulation Unit for that Subaccount. The number of Accumulation Units in each Subaccount is equal to: - Accumulation Units purchased at the time that any Net Purchase Payments or transferred amounts are allocated to the Subaccount; less - Accumulation Units redeemed to pay for the portion of any transfers from or partial surrenders allocated to the Subaccount; less - Accumulation Units redeemed to pay charges under the Contract. NET INVESTMENT FACTOR. If a Subaccount's net investment factor is greater than one, the Subaccount's Accumulation Unit value has increased. If the net investment factor is less than one, the Subaccount's Accumulation Unit value has decreased. The net investment factor for a Subaccount is determined by dividing (1) the net asset value per share of the Portfolio shares held by the Subaccount, determined at the end of the current Valuation Period, plus the per share amount of any dividend or capital gains distribution made with respect to the Portfolio shares held by the Subaccount during the current Valuation Period, minus a per share charge for the increase, plus a per share credit for the decrease, in any income taxes assessed which we determine to have resulted from the investment operation of the subaccount or any other taxes which are attributable to this Contract, by (2) the net asset value per share of the Portfolio shares held in the Subaccount as determined at the end of the previous Valuation Period, and subtracting from that result a factor representing the mortality risk, expense risk and administrative expense charge. DETERMINATION OF FIXED ACCOUNT VALUE. A Contract's Fixed Account Value is guaranteed by First Fortis. Therefore, First Fortis bears the investment risk with respect to amounts allocated to the Fixed Account, except to the extent that (a) First Fortis may vary the Guaranteed Interest Rate for future Guarantee Periods (subject to the 3% effective annual minimum) and (b) the Market Value Adjustment for Fixed Accounts imposes investment risks on the Contract Owner. 10 The Contract's Fixed Account Value on any Valuation Date is equal to the following amounts, in each case increased by accrued interest: - The amount of Net Purchase Payments or transferred amounts allocated to the Fixed Account; less - The amount of any transfers or surrenders out of the Fixed Account. ALLOCATION OF PURCHASE PAYMENTS AND CONTRACT VALUE ALLOCATION OF PURCHASE PAYMENTS. In the application for a Contract, the Contract Owner can allocate Net Purchase Payments, or portions thereof, to the available Subaccounts of the Variable Account or to the Fixed Account (and to Guarantee Periods within the Fixed Account), or a combination thereof. Percentages must be in whole numbers and the total allocation must equal 100%. The percentage allocations for future Net Purchase Payments may be changed, without charge, at any time by sending a Written Request to First Fortis' Home Office. Changes in the allocation of future Net Purchase Payments will be effective on the date we receive the Contract Owner's Written Request. TRANSFERS. Transfers of Contract Value from one available Subaccount to another or into the Fixed Account, or from the Fixed Account to one of the available Subaccounts, or from one Guarantee Period to another Guarantee Period, can be made by the Contract Owner in Written Request to First Fortis' Home Office, or by telephone transfer as described below. There is currently no charge for any transfer, although transfers from a Guarantee Period of a Guarantee Period Fixed Account that are (1) more than 15 days before or after the expiration thereof, or (2) are not a part of a formal First Fortis program for the transfer of earnings of the Fixed Account, are subject to a Market Value Adjustment. See "Market Value Adjustment." The minimum transfer from a Subaccount or Guarantee Period is the lesser of $1,000 or all of the Contract Value in the Subaccount or Fixed Account. Irrespective of the above we may permit a continuing request for transfers of lesser specified amounts automatically on a periodic basis. However, we reserve the right to impose charges (not to exceed $25 per transfer) upon transfers. Nevertheless, we will not impose a transfer charge on the first six transfers between Guaranty Periods of the Fixed Account, between the Fixed Account and the Subaccounts, or between the Subaccounts in any calendar year. We will count all transfers between and among the Subaccounts of the Variable Account and the Fixed Account as one transfer, if all the transfer requests are made at the same time as part of one request. We will execute the transfers and determine all values in connection with transfers as of the end of the Valuation Period in which we receive the transfer request. The amount of any positive or negative Market Value Adjustment associated with a transfer from a Guarantee Period, respectively, will be added to or deducted from the transferred amount. If you complete and return the Telephone Transfer Authorization Form, transfers may be made pursuant to telephone instructions. We will honor telephone transfer instructions from any person who provides the correct identifying information. First Fortis will not be responsible for, and you will bear the risk of loss from, oral instructions, including fraudulent instructions, which are reasonably believed to be genuine. We will employ reasonable procedures to confirm that telephone instructions are genuine, but if such procedures are not deemed reasonable, we may be liable for any losses due to unauthorized or fraudulent instructions. Our procedures are to verify address and social security number and provide written confirmation of the transaction. We may modify or terminate our telephone transfer procedures at any time. The number for telephone transfers is 1-800-591-7333. Certain restrictions on very substantial investments in any one Subaccount are set forth under "Limitations on Allocations" in the Statement of Additional Information. TOTAL AND PARTIAL SURRENDERS TOTAL SURRENDERS. The Contract Owner may surrender all of the Cash Surrender Value at any time during the life of the Annuitant and prior to the Annuity Commencement Date by a Written Request sent to First Fortis' Home Office. We reserve the right to require that the Contract be returned to us prior to making payment, although this will not affect our determination of the amount of the Cash Surrender Value. Cash Surrender Value is the Contract Value at the end of the Valuation Period during which the Written Request for the total surrender is received by First Fortis at its Home Office, plus or minus any applicable Market Value Adjustment. See "Market Value Adjustment." The written consent of all collateral assignees and irrevocable beneficiaries must be obtained prior to any total surrender. Surrenders from the Variable Account will generally be paid within seven days of the date of receipt by First Fortis' Home Office of the Written Request. Postponement of payments may occur, however, in certain circumstances. See "Postponement of Payment." The amount paid upon total surrender of the Cash Surrender Value (taking into account any prior partial surrenders) may be more or less than the total Net Purchase Payments made. After a surrender of the Cash Surrender Value or at any time the Contract Value is zero, all rights of the Contract Owner, Annuitant, or any other person will terminate. PARTIAL SURRENDERS. At any time prior to the Annuity Commencement Date and during the lifetime of the Annuitant, the Contract Owner may surrender a portion of the Fixed Account Value and/or the Variable Account Value by sending to First Fortis' Home Office a Written Request. We will not accept a partial surrender request unless the net proceeds payable to you as a result of the request are at least $1,000. If the total Contract Value in both the Variable Account and Fixed Account would be less than $1,000 after the partial surrender, First Fortis will surrender the entire Cash Surrender Value under the Contract. In order for a request to be processed, the Contract Owner must specify from which Subaccounts of the Variable Account or Guarantee Periods of the Fixed Account, if applicable, a partial surrender should be made. We will surrender Accumulation Units from the Variable Account and/ or dollar amounts from the Fixed Account so that the total amount of the partial surrender equals the dollar amount of the partial surrender request. If the surrender is from a Guarantee Period, the amount payable to the Contract Owner will be reduced by any applicable 11 negative Market Value Adjustment, or increased by any positive Market Value Adjustment unless the surrender is (1) within 15 days before or after the expiration of a Guarantee Period, or (2) is a part of a formal First Fortis program for the transfer of earnings from the Fixed Account. The partial surrender will be effective at the end of the Valuation Period in which First Fortis receives the Written Request for partial surrender at its Home Office. Payments will generally be made within seven days of the effective date of such request, although certain delays are permitted. See "Postponement of Payment." The Internal Revenue Code provides that a penalty tax will be imposed on certain premature surrenders. For a discussion of this and other tax implications of total and partial surrenders, including withholding requirements, see "Federal Tax Matters." Also, under tax deferred annuity Contracts pursuant to Section 403(b) of the Internal Revenue Code, no distributions of voluntary salary reduction amounts will be permitted prior to one of the following events: attainment of age 59 1/2 by the employee or the employee's separation from service, death, disability or hardship. (Hardship distributions will be limited to the lesser of the amount of the hardship or the amount of salary reduction contributions, exclusive of earnings thereon.) BENEFIT PAYABLE ON DEATH OF ANNUITANT OR CONTRACT OWNER If the Annuitant or Contract Owner dies prior to the Annuity Commencement Date, a death benefit will be paid to the Beneficiary. If more than one Annuitant has been named, the death benefit payable upon the death of an Annuitant will only be paid upon the death of the last survivor of the persons so named. The death benefit will equal the greater of: (1) the sum of all Net Purchase Payments made less all prior surrenders and any applicable prior negative Market Value Adjustments, or (2) the Contract Value as of the date used for valuing the death benefit. The value of the death benefit is determined as of the end of the Valuation Period in which we receive, at our Home Office, proof of death and the written request as to the manner of payment. Upon receipt of these items, the death benefit generally will be paid within seven days. Under certain circumstances, payment of the death benefit may be postponed. See "Postponement of Payment." If we do not receive a Written Request for a settlement method, we will pay the death benefit in a single sum, based on values determined at that time. The Beneficiary may (a) receive a single sum payment, which terminates the Contract, or (b) select an annuity option. If the Beneficiary selects an annuity option, he or she will have all the rights and privileges of a payee under the Contract. If the Beneficiary desires an Annuity option, the election should be made within 60 days of the date the death benefit becomes payable. Failure to make a timely election can result in unfavorable tax consequences. For further information, see "Federal Tax Matters." We accept any of the following as proof of death: a copy of a certified death certificate; a copy of a certified decree of a court of competent jurisdiction as to the finding of death; or a written statement by a medical doctor who attended the deceased at the time of death. If the Contract Owner dies before the Annuitant and before the Annuity Commencement Date with respect to a Non-Qualified Contract certain additional requirements are mandated by the Internal Revenue Code, which are discussed below under "Federal Tax Matters-- Required Distributions for Non-Qualified Contracts." It is imperative that Written Notice of the death of the Contract Owner be promptly transmitted to First Fortis at its Home Office, so that arrangements can be made for distribution of the entire interest in the Contract to the Beneficiary in a manner that satisfies the Internal Revenue Code requirements. Failure to satisfy these requirements may result in the Contract not being treated as an annuity contract for federal income tax purposes, which could have adverse tax consequences. THE ANNUITY PERIOD ANNUITY COMMENCEMENT DATE The Contract Owner may specify an Annuity Commencement Date in the application not later than the Annuitant's 90th birthday. The Annuity Commencement Date marks the beginning of the period during which an Annuitant or other payee designated by the Contract Owner receives annuity payments under the Contract. We reserve the right to not permit an Annuity Commencement Date which is on or after the Annuitant's 75th birthday. Depending on the type of retirement arrangement involved, amounts that are distributed either too soon or too late may be subject to penalty taxes under the Internal Revenue Code. See "Federal Tax Matters." You should consider this carefully in selecting or changing an Annuity Commencement Date. In order to advance or defer the Annuity Commencement Date, the Contract Owner must submit a Written Request during the Annuitant's lifetime. The request must be received at our Home Office at least 30 days before the then-scheduled Annuity Commencement Date. The new Annuity Commencement Date must also be at least 30 days after the Written Request is received. There is no right to make any total or partial surrender during the Annuity Period. COMMENCEMENT OF ANNUITY PAYMENTS If the Contract Value at the end of the Valuation Period which contains the Annuity Commencement Date is less than $1,000, we may pay the entire Contract Value, without the imposition of any charges other than the premium tax charge, if applicable, in a single sum payment to the Annuitant or other payee chosen by the Contract Owner and cancel the Contract. Otherwise, First Fortis will apply (1) the Fixed Account Value to provide a Fixed Annuity Option and (2) the Variable Account Value in any Subaccount to provide a Variable Annuity Option using the same Subaccount, unless the Contract Owner has notified us by Written Request to apply the Fixed Account Value and Variable Account Value 12 in different proportions. Any such Written Request must be received by us at our Home Office at least 30 days before the Annuity Commencement Date. Annuity payments under a Fixed or Variable Annuity Option will be made on a monthly basis to the Annuitant or other properly-designated payee, unless we agree to a different payment schedule. If more than one person is named as an Annuitant, the Contract Owner may elect to name one of such persons to be the sole Annuitant as of the Annuity Commencement Date. We reserve the right to change the frequency of any annuity payment so that each payment will be at least $50. There is no right to make any total or partial surrender during the Annuity Period. The amount of each annuity payment will depend on the amount of Contract Value applied to an annuity option, the form of annuity selected and the age of the Annuitant. Information concerning the relationship between the Annuitant's sex and the amount of annuity payments, including special requirements in connection with employee benefits plans, is set forth under "Calculations of Annuity Payments" in the Statement of Additional Information. The Statement of Additional Information also contains detailed information about how the amount of each annuity payment is computed. The dollar amount of any fixed annuity payments is specified during the entire period of annuity payments according to the provisions of the annuity form selected. The dollar amount of variable annuity payments varies during the annuity period based on changes in Annuity Unit Values for the Subaccounts that you choose to use in connection with your payments. RELATIONSHIP BETWEEN SUBACCOUNT INVESTMENT PERFORMANCE AND AMOUNT OF VARIABLE ANNUITY PAYMENTS If a Subaccount on which a variable annuity payment is based has an average effective net investment return higher than 3% per annum during the period between two such annuity payments, the Annuity Unit Value will increase, and the second payment will be higher than the first. Conversely, if the Subaccount's average effective net investment return over the period between the annuity payments is less than 3% per annum, the Annuity Unit Value will decrease, and the second payment will be lower than the first. "Net investment return," for this purpose, refers to the Subaccount's overall investment performance, net of the mortality and expense risk and administrative expense charges, which are assessed at a nominal aggregate annual rate of .45%. We guarantee that the amount of each variable annuity payment after the first payment will not be affected by variations in our mortality experience or our expenses. TRANSFERS. During the Annuity Period, the person receiving annuity payments may make up to four transfers a year among Subaccounts. The current procedures for and conditions on these transfers are the same as described above under "Allocation of Purchase Payments and Contract Value Transfers." Transfers from a Fixed Annuity Option are not permitted during the Annuity Period. ANNUITY FORMS The Contract Owner may select an annuity form or change a previous selection by Written Request, which must be received by us at least 30 days before the Annuity Commencement Date. One annuity form may be selected, although as discussed above, payments under that form may be received on a combination fixed and variable basis. If no annuity form selection is in effect on the Annuity Commencement Date, in most cases we automatically apply Option B (described below), with payments guaranteed for 10 years. If the Contract is issued under certain retirement plans, however, federal pension law may require that payments be made pursuant to Option D (described below), unless otherwise elected. Tax laws and regulations may impose further restrictions to assure that the primary purpose of the plan is distribution of the accumulated funds to the employee. The following options are available for fixed annuity payments and for variable annuity payments. OPTION A, LIFE ANNUITY. Payments are made as of the first Valuation Date of each monthly period during the Annuitant's life, starting with the Annuity Commencement Date. No payments will be made after the Annuitant dies. It is possible for the payee to receive only one payment under this option, if the Annuitant dies before the second payment is due. OPTION B, LIFE ANNUITY WITH PAYMENTS GUARANTEED FOR 10 YEARS TO 20 YEARS. Payments are made as of the first Valuation Date of each monthly period starting on the Annuity Commencement Date. Payments will continue as long as the Annuitant lives. If the Annuitant dies before all of the guaranteed payments have been made, we will continue installments of the guaranteed payments to the Beneficiary. OPTION C, JOINT AND FULL SURVIVOR ANNUITY. Payments are made as of the first Valuation Date of each monthly period starting with the Annuity Commencement Date. Payments will continue as long as either the Annuitant or the joint Annuitant is alive. Payments will stop when both the Annuitant and the joint Annuitant have died. It is possible for the payee or payees under this option to receive only one payment, if both Annuitants die before the second payment is due. OPTION D, JOINT AND ONE-HALF CONTINGENT SURVIVOR ANNUITY. Payments are made as of the first Valuation Date of each monthly period starting with the Annuity Commencement Date. Payments will continue as long as either the Annuitant or the joint Annuitant is alive. If the Annuitant dies first, payments will continue to the joint Annuitant at one-half the original amount. If the joint Annuitant dies first, payments will continue to the Annuitant at the original full amount. Payments will stop when both the Annuitant and the joint Annuitant have died. It is possible for the payee or payees under this option to receive only one payment if both Annuitants die before the second payment is due. We also have other annuity forms available and information about them can be obtained from your sales representative or by calling or writing to our Home Office. 13 DEATH OF ANNUITANT OR OTHER PAYEE Under most annuity forms offered by First Fortis, the amounts, if any, payable on the death of the Annuitant during the Annuity Period are the continuation of annuity payments for any remaining guarantee period or for the life of any joint Annuitant. In all such cases, the person entitled to receive payments also receives any rights and privileges under the annuity form in effect. Additional rules applicable to such distributions under Non-Qualified Contracts are described under "Federal Tax Matters--Required Distributions for Non-Qualified Contracts." Though the rules there described do not apply to Contracts issued in connection with qualified plans, similar rules apply to the plans themselves. CHARGES AND DEDUCTIONS PREMIUM TAXES First Fortis will deduct a charge for state premium taxes or similar assessments from the Contract Value at the time that annuity payments begin. The charge will be deducted on a pro-rata basis from the then-current Fixed Account Value and, by redemption of Accumulation Units, the then-current Variable Account Value in each Subaccount. Similarly, First Fortis may deduct premium taxes from Contract Value when no deduction was made from purchase payments, but is subsequently determined to be due. Conversely, First Fortis will credit to the Contract Value the amount of any deductions for premium taxes or similar assessments that are subsequently determined not to be owed. Applicable premium tax rates depend upon the Contract Owner's then-current place of residence. Applicable rates are subject to change by legislation, administrative interpretations or judicial acts. CHARGES AGAINST THE VARIABLE ACCOUNT MORTALITY AND EXPENSE RISK CHARGE. We will assess each Subaccount of the Variable Account with a daily charge for mortality and expense risk at a nominal annual rate of .45% of the average daily net assets of the Variable Account (consisting of approximately .30% for mortality risk and approximately .15% for expense risk). This charge is assessed during both the Accumulation Period and the Annuity Period. We guarantee not to increase this charge for the duration of the Contract. The mortality risk borne by First Fortis arises from its obligation to make annuity payments (determined in accordance with the annuity tables and other provisions contained in the Contract) for the full life of all Annuitants regardless of how long all Annuitants or any individual Annuitant might live. In addition, First Fortis bears a mortality risk in that it guarantees to pay a death benefit upon the death of an Annuitant or Contract Owner prior to the Annuity Commencement Date. The expense risk assumed is that actual expenses incurred in connection with issuing and administering the Contract will exceed the limits on administrative charges set in the Contract. If the administrative charges and the mortality and expense risk charge are insufficient to cover the expenses and costs assumed, the loss will be borne by the Company. Conversely, if the amount deducted proves more than sufficient, the excess will be profit to the Company. ANNUAL ADMINISTRATIVE CHARGE A $30 annual administrative charge is deducted each Contract year from the Contract Value on each anniversary of the Contract Issue Date. (This charge will be lower to the extent legally required in some states.) This charge is to help cover administrative costs such as those incurred in issuing Contracts, establishing and maintaining the records relating to Contracts, making regulatory filings and furnishing confirmation notices, voting materials and other communications, providing computer, actuarial and accounting services, and processing Contract transactions. This charge will initially be waived during the Annuity Period, although First Fortis reserves the right to reinstitute it at any time. The annual administrative charge will be deducted by redemption of Accumulation Units from each Subaccount of the Variable Account and from the Fixed Account in the same proportion as the then-current Contract Value is then allocated among those alternatives pursuant to the Contract. If the Contract is totally surrendered, the full annual administrative charge will be deducted at the time of surrender. The annual administrative charge and charges against the Separate Account described above are for the purposes described and First Fortis may receive a profit as a result of these charges. TAX CHARGE We currently impose no charge for taxes payable by us in connection with the Contract, other than for premium taxes and similar assessments when applicable. We reserve the right to impose a charge for any other taxes that may become payable by us in the future in connection with the Contracts or the Variable Account. MISCELLANEOUS Because the Variable Account invests in shares of the Portfolios, the net assets of the Variable Account will reflect the investment advisory fees and certain other expenses incurred by the Portfolios that are described in their prospectuses. GENERAL PROVISIONS THE CONTRACTS The Contract, copies of any applications, amendments, riders, or endorsements attached to the Contract and copies of any supplemental applications, amendments, endorsements, or revised Contract pages which are mailed to you are the entire Contract. Only an officer of First Fortis can agree to change or waive any provisions of a Contract. Any change or waiver must be in writing and signed by an officer of First Fortis. The Contracts are non-participating and do not share in dividends or earnings of First Fortis. 14 POSTPONEMENT OF PAYMENT First Fortis may defer for up to 15 days the payment of any amount attributable to a purchase payment made by check to allow the check reasonable time to clear. For a description of other circumstances in which amounts payable out of Variable Account assets could be deferred, see "Postponement of Payments" in the Statement of Additional Information. First Fortis may also defer payment of surrender proceeds payable out of the Fixed Account for a period of up to 6 months. MISSTATEMENT OF AGE OR SEX AND OTHER ERRORS If the age or sex of the Annuitant has been misstated, any amount payable will be that which the purchase payments paid would have purchased at the correct age and sex. If we have made any overpayments because of incorrect information about age or sex, or any other miscalculation, First Fortis will deduct the overpayment from the next payment or payments due. We add underpayments to the next payment. The amount of any adjustment will be credited or charged with interest at the effective annual rate of 3% per year. ASSIGNMENT Rights and interests under a Qualified Contract may be assigned only in certain narrow circumstances referred to in the Contract. Contract Owners and other payees may assign their rights and interests under Non-Qualified Contracts, including their ownership rights. We take no responsibility for the validity of any assignment. A change in ownership rights must be made in writing and a copy must be sent to First Fortis' Home Office. The change will be effective on the date it was made, although we are not bound by a change until the date we record it. The rights under a Contract are subject to any assignment of record at the Home Office of First Fortis. An assignment or pledge of a Contract may have adverse tax consequences. See below under "Federal Tax Matters." BENEFICIARY Before the Annuity Commencement Date and while the Annuitant is living, the Contract Owner may name or change a beneficiary or a contingent beneficiary by sending a Written Request of the change to First Fortis. Under certain retirement programs, however, spousal consent may be required to name or change a beneficiary, and the right to name a beneficiary other than the spouse may be subject to applicable tax laws and regulations. We are not responsible for the validity of any change. A change will take effect as of the date it is signed but will not affect any payments we make or action we take before receiving the Written Request. We also need the consent of any irrevocably named person before making a requested change. In the event of the death of a Contract Owner or Annuitant prior to the Annuity Commencement date the Beneficiary will be determined as follows: - If upon the death of a Contract Owner there is one or more surviving Contract Owners, the surviving Contract Owner(s) will be the beneficiary (these override any other beneficiary designations). - If upon the death of a Contract Owner there are no surviving Contract Owners, and upon the death of the Annuitant, the Beneficiary will be the beneficiary designated by the Contract Owner. If there is no surviving beneficiary who has been designated by the Contract Owner, then the Contract Owner, or the Contract Owner's estate, will be the Beneficiary. REPORTS We will mail to the Contract Owner (or to the person receiving payments during the annuity period), at the last known address of record, any reports and communications required by any applicable law or regulation. You should therefore give us prompt written notice of any address change. This will include annual audited financial statements of the Portfolios, but not necessarily of the Variable Account or First Fortis. RIGHTS RESERVED BY FIRST FORTIS First Fortis reserves the right to make certain changes if, in its judgment, they would best serve the interests of Contract Owners and Annuitants or would be appropriate in carrying out the purposes of the Contracts. Any changes will be made only to the extent and in the manner permitted by applicable laws. Also, when required by law, First Fortis will obtain your approval of the changes and approval from any appropriate regulatory authority. Such approval may not be required in all cases, however. Examples of the changes First Fortis may make include: - To operate the Variable Account in any form permitted under the Investment Company Act of 1940 or in any other form permitted by law. - To transfer any assets in any Subaccount to another Subaccount, or to one or more separate accounts, or to the Fixed Account; or to add, combine or remove Subaccounts in the Variable Account. - To substitute, for the Portfolio shares held in any Subaccount, the shares of another Portfolio or the shares of another investment company or any other investment permitted by law. - To make any changes required by the Internal Revenue Code or by any other applicable law in order to continue treatment of the Contract as an annuity. - To change the time or time of day at which a Valuation Date is deemed to have ended. - To make any other necessary technical changes in the Contract in order to conform with any action the above provisions permit First Fortis to take, including to change the way First Fortis assesses charges, but without increasing as to any then outstanding Contract the aggregate amount of the types of charges which First Fortis has guaranteed. 15 DISTRIBUTION The Contracts will be sold by individuals who, in addition to being licensed by state insurance authorities to sell the Contracts of First Fortis, are also registered representatives of Jack White & Company, an unaffiliated broker-dealer. The selling activities of Jack White & Company are by means of a dealer agreement with Fortis Investors, Inc., the principal underwriter of the Contracts. Fortis Investors and Jack White & Company are registered with the Securities and Exchange Commission under the Securities Exchange Act of 1934 as broker-dealers and are members of the National Association of Securities Dealers, Inc. As compensation for distributing the Contracts, First Fortis pays Fortis Investors, who in turn pays Jack White & Company, a fee not in excess of .40% per annum of the average daily Contract Value of the Contracts sold by it. First Fortis did not pay any amount to Fortis Investors in 1996 associated with distribution of the Contracts since no Contracts were sold in 1996 and prior years. In the distribution agreement, First Fortis has agreed to indemnify Fortis Investors (and its agents, employees, and controlling persons) for certain damages and expenses, including those arising under federal securities laws. See Note 9 to the Notes to First Fortis' Financial Statements as to amounts it has paid to Fortis, Inc., Fortis Advisers, Inc. and Fortis Benefits Insurance Company, affiliates of First Fortis, for various services. Fortis Investors is an indirect subsidiary of Fortis AMEV and Fortis AG and is therefore under common control with First Fortis. Fortis Investors' principal business address is 500 Bielenberg Drive, Woodbury Minnesota 55125 and its mailing address is P.O. Box 64284, St. Paul MN 55164. Fortis Investors is not obligated to sell any specific amount of interests under the Contracts. $20,000,000 of interests in the Fixed Account and an indefinite amount of interests in the Variable Account have been registered with the Securities and Exchange Commission. FEDERAL TAX MATTERS The following description is a general summary of the tax rules, primarily related to federal income taxes, which in the opinion of First Fortis are currently in effect. These rules are based on laws, regulations and interpretations which are subject to change at any time. This summary is not comprehensive and is not intended as tax advice. Federal estate and gift tax considerations, as well as state and local taxes, may also be material. You should consult a qualified tax adviser as to the tax implications of taking any action under a Contract or related retirement plan. NON-QUALIFIED CONTRACTS Section 72 of the Internal Revenue Code ("Code") governs the taxation of annuities in general. Purchase payments made under Non-Qualified Contracts are not excludible or deductible from the gross income of the Contract Owner or any other person. However, any increase in the accumulated value of a Non-Qualified Contract resulting from the investment performance of the Variable Account or interest credited to the Fixed Account is generally not taxable to the Contract Owner or other payee until received by him or her, as surrender proceeds, death benefit proceeds, or otherwise. The exception to this rule is that, generally, Contract Owners who are not natural persons are taxed annually on any increase in the Contract Value. However, this exception does not apply in all cases, and you may wish to discuss this with your tax adviser. The following discussion applies generally to Contracts owned by natural persons. In general, surrenders or partial withdrawals under Contracts are taxed as ordinary income to the extent of the accumulated income or gain under the Contract. If a Contract Owner assigns or pledges any part of the value of a Contract, the value so pledged or assigned is taxed to the Contract Owner as ordinary income to the same extent as a partial withdrawal. With respect to annuity payment options, although the tax consequences may vary depending on the option elected under the Contract, until the investment in the Contract is recovered, generally only the portion of the annuity payment that represents the amount by which the Contract Value exceeds the "investment in the Contract" will be taxed. In general, a person's "investment in the Contract" is the aggregate amount of purchase payments made by him or her. After an Annuitant's or other payee's "investment in the Contract" is recovered, the full amount of any additional annuity payments is taxable. For variable annuity payments, in general, the taxable portion of each annuity payment (prior to recovery of the "investment in the Contract") is determined by a formula which establishes the specific dollar amount of each annuity payment that is not taxed. This dollar amount is determined by dividing the "investment in the Contract" by the total number of expected annuity payments. For fixed annuity payments, in general, prior to recovery of the "investment in the Contract," there is no tax on the amount of each payment which bears the same ratio to that payment as the "investment in the Contract" bears to the total expected value of the annuity payments for the term of the payments. However, the remainder of each annuity payment is taxable. The taxable portion of a distribution (in the form of an annuity or a single sum payment) is taxed as ordinary income. For purposes of determining the amount of taxable income resulting from distributions, all Contracts and other annuity contracts issued by us or our affiliates to the Contract Owner within the same calendar year will be treated as if they were a single Contract. There is a 10% penalty under the Code on the taxable portion of a "premature distribution." Generally, an amount is a "premature distribution" unless the distribution is (1) made on or after the Contract Owner or other payee reaches age 59 1/2, (2) made to a Beneficiary on or after death of the Contract Owner, (3) made upon the disability of the Contract Owner or other payee, or (4) part of a series of substantially equal annuity payments for the life or life expectancy of the Contract Owner or the Contract Owner and Beneficiary. Premature distributions may result, for example, from an early Annuity Commencement Date, 16 an early surrender, partial surrender or assignment of a Contract or the early death of an Annuitant who is not also the Contract Owner or other person receiving annuity payments under the Contract. A transfer of ownership of a Contract, or designation of an Annuitant or other payee who is not also the Contract Owner, may result in certain income or gift tax consequences to the Contract Owner that are beyond the scope of this discussion. A Contract Owner contemplating any transfer or assignment of a Contract should contact a competent tax adviser with respect to the potential tax effects of such transaction. REQUIRED DISTRIBUTIONS FOR NON-QUALIFIED CONTRACTS In order that a Non-Qualified Contract be treated as an annuity contract for federal income tax purposes, Section 72(s) of the Code requires (a) if any person receiving annuity payments dies on or after the Annuity Commencement Date but prior to the time the entire interest in the Contract has been distributed, the remaining portion of such interest will be distributed at least as rapidly as under the method of distribution being used as of the date of the person's death; and (b) if any Contract Owner dies prior to the Annuity Commencement Date, the entire interest in the Contract will be distributed (1) within five years after the date of that person's death or (2) as annuity payments which will begin within one year of that Contract Owner's death and which will be made over the life of the Contract Owner's designated Beneficiary or over a period not extending beyond the life expectancy of that Beneficiary. However, if the Contract Owner's designated Beneficiary is the surviving spouse of the Contract Owner, the Contract may be continued with the surviving spouse deemed to be the new Contract Owner. Where the Contract Owner or other person receiving payments is not a natural person, the required distributions provided by Section 72(s) apply upon the death of the primary Annuitant. No regulations interpreting the requirements of Section 72(s) have yet been issued (although proposed regulations have been issued interpreting similar requirements for qualified plans). First Fortis intends to review and modify the Contract if necessary to ensure that it complies with the requirements of Section 72(s) when clarified by regulation or otherwise. Generally, unless the Beneficiary elects otherwise, the above requirements will be satisfied where the death occurs prior to the Annuity Commencement Date by paying the death benefit in a single sum, subject to proof of the Contract Owner's death. The Beneficiary, however, may elect by Written Request to receive an annuity option instead of a lump sum payment. However, if the election is not made within 60 days of the date the single sum death benefit otherwise becomes payable, particularly where the annuitant dies and the annuitant is not the Contract Owner, the IRS may disregard the election for tax purposes and tax the Beneficiary as if a single sum payment had been made. QUALIFIED CONTRACTS The Contracts may be used with several types of tax-qualified plans. The tax rules applicable to Contract Owners, Annuitants and other payees vary according to the type of plan and the terms and conditions of the plan itself. In general, purchase payments made under a retirement program recognized under the Code on behalf of an individual are excludable from the individual's gross income for tax purposes during the Accumulation Period. The portion, if any, of any purchase payment made by or on behalf of an individual under a Contract that is not excluded from the individual's gross income for tax purposes during the Accumulation Period constitutes the individual's "investment in the Contract." Aggregate deferrals under all plans at the employee's option may be subject to limitations. When annuity payments begin, the individual will receive back his or her "investment in the Contract" if any, as a tax-free return of capital. The dollar amount of annuity payments received in any year in excess of such return is taxable as ordinary income. When payments are received as an annuity, the tax-free return of capital is treated as if received ratably over the entire period of the annuity until fully recovered (as described above with respect to Non-Qualified Contracts). The Contracts are available in connection with the following types of retirement plans: Section 403(b) annuity plans for employees of certain tax-exempt organizations and public educational institutions; Section 401 or 403(a) qualified pension, profit-sharing or annuity plans; individual retirement annuities ("IRAs") under Section 408(b); simplified employee pension plans ("SEPs") under Section 408(k); Section 457 unfunded deferred compensation plans of public employers and tax-exempt organizations' and private employer unfunded deferred compensation plans. The tax implications of these plans are further discussed in the Statement of Additional Information under the heading "Taxation Under Certain Retirement Plans." WITHHOLDING Annuity payments and other amounts received under Contracts are subject to income tax withholding unless the recipient elects not to have taxes withheld. The amounts withheld will vary among recipients depending on the tax status of the individual and the type of payments from which taxes are withheld. Notwithstanding the recipient's election, withholding may be required with respect to certain payments to be delivered outside the United States and with respect to certain distributions from certain types of qualified retirement plans, unless the proceeds are transferred directly from the qualified plan to another qualified retirement plan. Moreover, special "backup withholding" rules may require First Fortis to disregard the recipient's election if the recipient fails to supply First Fortis with a "TIN" or taxpayer identification number (social security number for individuals), or if the Internal Revenue Service notifies First Fortis that the TIN provided by the recipient is incorrect. PORTFOLIO DIVERSIFICATION The United States Treasury Department has adopted regulations under Section 817(h) of the Code which set standards of diversification for the investments underlying the Contracts, in order for the Contracts to be treated as annuities. First Fortis believes that these diversification standards will be satisfied. Failure to do so would result in immediate taxation to Contract Owners or persons receiving annuity payments of all returns credited to Contracts, except in the case of certain Qualified Contracts. Also, current regulations do not provide 17 guidance as to any circumstances in which control over allocation of values among different investment alternatives may cause Contract Owners or persons receiving annuity payments to be treated as the owners of Variable Account assets for tax purposes. First Fortis reserves the right to amend the Contracts in any way necessary to avoid any such result. The Treasury Department may establish standards in this regard through regulations or rulings. Such standards may apply only prospectively, although retroactive application is possible if such standards were considered not to embody a new position. CERTAIN EXCHANGES Section 1035 of the Code provides generally that no gain or loss will be recognized under the exchange of a life insurance or annuity contract for an annuity contract. Thus, a properly completed exchange from one of these types of products into a Contract pursuant to the special annuity contract exchange form we provide for this purpose is not generally a taxable event under the Code, and your investment in the Contract will be the same as your investment in the product you exchanged out of. Because of the complexity of these and other tax aspects in connection with an exchange, you should consult a tax adviser before making any exchange. TAX LAW RESTRICTIONS AFFECTING SECTION 403(B) PLANS Section 403(b)(12) of the Internal Revenue Code restricts the distribution under Section 403(b) annuity contracts of: (1) elective contributions made for years beginning after December 31, 1988; (2) earnings on those contributions; and (3) earnings on amounts held as of December 31, 1988. Distribution of these amounts may only occur upon death of the employee, attainment of age 59 1/2, separation from service, disability, or financial hardship. In addition, income attributable to elective contributions made after December 31, 1988 may not be distributed in the case of hardship. 18 FURTHER INFORMATION ABOUT FIRST FORTIS GENERAL First Fortis is engaged in the offer and sale of insurance products, including fixed life insurance policies, fixed and variable annuity contracts, and group life, accident and health insurance policies. The Company markets its products to small business and individuals through a national network of independent agents, brokers, and financial institutions. SELECTED FINANCIAL DATA The following is a summary of certain financial data of First Fortis. This summary has been derived in part from, and should be read in conjunction with, the financial statements of First Fortis included elsewhere in this Prospectus.
YEAR ENDED DECEMBER 31, ------------------------------------------------------------------- 1996 1995 1994 1993 1992 ----------- ----------- ----------- ----------- ----------- (IN THOUSANDS) INCOME STATEMENT DATA Premiums.............................. $ 67,517 $ 81,202 $ 92,056 $ 75,393 $ 58,209 Net investment income................. 7,891 7,466 6,261 6,074 6,245 Realized investment gains (losses).... (4) 2,683 (1,057) 3,062 1,773 Other income.......................... 336 297 287 533 296 ----------- ----------- ----------- ----------- ----------- TOTAL REVENUES...................... 75,740 91,648 97,547 85,062 66,523 ----------- ----------- ----------- ----------- ----------- Total benefits and expenses........... 75,596 96,371 104,582 85,170 63,215 Income tax expense (benefit).......... (39) (1,563) (999) (686) 1,058 ----------- ----------- ----------- ----------- ----------- NET INCOME (LOSS)................... $ 183 $ (3,160) $ (6,036) $ 578 $ 2,250 ----------- ----------- ----------- ----------- ----------- ----------- ----------- ----------- ----------- ----------- BALANCE SHEET DATA Total assets.......................... $ 143,139 $ 139,913 $ 123,954 $ 132,077 $ 109,565 Total liabilities..................... $ 107,447 $ 101,523 $ 97,913 $ 92,863 $ 73,209 Total shareholder's equity............ $ 35,692 $ 38,390 $ 26,041 $ 39,214 $ 36,356
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS REVENUES Life premiums of First Fortis (the "Company") are principally composed of group life coverages. Total life premiums in 1996 increased 21% over 1995 due to strong group life sales and premium rate increases on the group life line in 1996. Also, the Company began issuing variable annuity products in 1996. Total accident and health premiums continued to decrease in 1996. Effective January 1, 1996, the Company ceased new sales of group medical policies, however, the Company continues to renew and service the existing group medical business. On July 1, 1996, $5.4 million of group dental premium lapsed. The historical benefit loss experience on the lapsed business was worse than the experience on the remaining business. On-going marketing efforts have continued to increase the Company's group disability income business. The group accident and health premium mix continues to shift. In 1996, the premium mix was 35% medical; 40% disability income; and, 25% dental compared to the 1995 mix of 54% medical; 26% disability income; and 20% dental and the 1994 mix of 66% medical; 18% disability income; and 16% dental. The Company continues to match investment portfolio composition to liquidity needs and capital requirements. Changes in interest rates during 1996, 1995 and 1994 resulted in recognition of realized gains and losses. BENEFITS During 1995 and the first six months of 1996, the Company's group life claims ratio was higher than expected as a result of increased mortality and larger average claim amounts. During the last six months of 1996, mortality and average claim amounts began to decrease. In 1994, the group life mortality experience level was consistent with Management's expectations. Improved accident and health benefit results from 1994 through 1996 are attributable to actions taken by the Company on its medical and dental business along with continuous improvement in recovery rates on existing group disability income claimants. EXPENSES The Company continues to monitor its commission rate structures, and, as indicated by market conditions, periodically adjusts rates paid. Rates paid vary by product type, group size and duration. Changes in the mix of business has resulted in an increase in the Company's average commission rate. During the last six months of 1995, as the Company's inforce medical lives began to decrease, the Company began to experience a reduction in medical related expenses. This trend continued through 1996. 19 LIQUIDITY AND CAPITAL RESOURCES The liquidity requirements of the Company have been met by funds provided from operations, including investment income. Funds are principally used to provide for policy benefits, operating expenses, commissions and investment purchases. The impact of the declining inforce medical business has been considered in evaluating the Company's future liquidity needs. The Company expects its operating activities to continue to generate sufficient funds. The NAIC has implemented risk-based capital standards to determine the capital requirements of a life insurance company based upon the risks inherent in its operations. These standards require the computation of a risk-based capital amount which is then compared to a company's actual total adjusted capital. Based upon current calculation using these risk-based capital standards, the Company's percentage of total adjusted capital is in excess of ratios which would require regulatory attention. The Company has no long or short term debt. The Company's fixed maturity investments consisted of 97% investment grade bonds as of December 31, 1996 and the Company does not expect this percentage to change significantly in the future. REGULATION The Company is subject to the laws and regulations established by the New York State Insurance Department governing insurance business conducted in New York State. Periodic audits are conducted by the New York Insurance Department related to the Company's compliance with these laws and regulations. To date there have been no adverse findings regarding the Company's operations. As a small group (1-50 lives) medical insurer in the State of New York, First Fortis was impacted by the passage in 1992 of Regulation 145, "Open Enrollment and Community Rating of Individual and Small Group Health Insurance" and Regulation 146, "Establishment and Operation on Market Stabilization Mechanisms for Individuals and Small Group Health Insurance". The purpose of Regulation 145 is to promote competition among insurers and facilitate access to health insurance by all New York residents. Beginning April 1, 1993, Regulation 145 required insurers to apply a rating methodology (community rate) in which the premium for all persons covered by a policy or contract form is the same based on the experience of the entire pool of risks covered by that policy or contract form without regard to age, sex, health status or occupation. Regulation 146 established a market stabilization process to share among insurers substantive cost variations attributable to significant differences in demographic characteristics of the persons covered. During 1996, 1995, and 1994, demographic characteristics of the Company's medical business resulted in payments to the pools which have been reflected in accident and health benefits. 20 DIRECTORS AND EXECUTIVE OFFICERS Set forth is information concerning the Company's directors and executive officers, to the extent responsible for its variable annuity operations, together with their business experience and principal occupations for the past five years: OFFICER-DIRECTORS Larry M. Cains, 50 Treasurer; Senior Vice President of Fortis, Inc. Director since 1995 Allen R. Freedman, 57 Chairman, Chief Executive Officer and President; Chairman and Chief Executive Officer Director Since 1989 of Fortis, Inc. Thomas M. Keller, 49 President of Time Insurance Company; President--Fortis Healthcare of Fortis Benefits Director Since 1994 Insurance Company; before that Senior Vice President of Fortis, Inc. Dean C. Kopperud, 44 Chief Executive Officer of Fortis Advisers, Inc. and President of Fortis Investors, Director Since 1994 Inc.; President--Fortis Financial Group of Fortis Benefits Insurance Company Terry J. Kryshak, 46 Senior Vice President and Chief Administrative Officer Director Since 1991 Susie Gharib, 46 Anchorwoman, Cable NBC; before that, Anchorwoman, Financial News Network Director Since 1991 Guy Gerard Rutherfurd, Jr., 57 Senior Vice President, Dean Witter Intercapital; before that Executive Vice President Director Since 1989 and Chief Investment Officer of Nomura Asset Management, Inc. Dale Edward Gardner, 66 President, Gardner & Bull Director Since 1989 Kenneth W. Nelson, 75 President, Tech Products, Inc. Director Since 1989 Clarence Elkus Galston, 87 Attorney at Law Director Since 1989 Robert B. Pollock, 42 President and Chief Executive Officer of Fortis Benefits Insurance Company Director Since 1995 Leanne F. Hughes, 36 Assistant Treasurer and Director of Accounting; before that Senior Manager of Ernst & Young LLP Jerome A. Atkinson, 47 Secretary; Vice President, Secretary and General Counsel of Fortis, Inc.; before that Senior Vice President, Secretary and General Counsel of American Security Insurance Company
First Fortis' officers serve at the pleasure of the Board of Directors, and members of the Board who are also officers or employees of First Fortis serve without compensation. All Directors serve until their successors are duly elected and qualified. The compensation of members of the Board who are not also officers or employees of First Fortis or its affiliates is as follows. The Director receives $1,000 for attendance at the annual Board meeting. If the Director is also a member of the Audit Committee and/or the Investment Committee, the Director also receives $1,000 for attending any meeting of such committee unless the committee meeting date is the same as the annual meeting, in which case the committee meeting compensation is $500. Mr. Freedman is a director of Systems and Computer Technology Corporation. Mr. Freedman is also a director of the following registered investment companies: Fortis Equity Portfolios, Inc.; Fortis Growth Fund, Inc.; Fortis Fiduciary Fund, Inc., Fortis Income Portfolios, Inc.; Fortis Securities, Inc.; Fortis Tax-Free Portfolios, Inc.; Fortis Money Portfolios, Inc.; Fortis Advantage Portfolios, Inc.; Fortis World Wide Portfolios, Inc.; Fortis Series Fund, Inc.; Special Portfolios, Inc. 21 EXECUTIVE COMPENSATION Set forth below is certain information concerning the compensation of the named executive officers of First Fortis. Mr. Freedman is compensated by other affiliates of First Fortis. - -------------------------------------------------------------------------------- SUMMARY COMPENSATION TABLE
ANNUAL COMPENSATION --------------------------------------- OTHER ANNUAL ALL OTHER SALARY BONUS COMPENSATION COMPENSATION (1) NAME AND PRINCIPAL POSITION YEAR ($) ($) ($) ($) - ----------------------------- --------- --------- --------- ----------------- --------------- Allen R. Freedman 1996 $ 0 $ 0 $ 0 $ 0 President 1995 0 0 0 0 - -------------------------------------------------------------------------------------------------- Terry J. Kryshak 1996 111,000 34,000 0 6,660 Senior Vice President and 1995 107,350 25,764 0 8,288 Chief Administrative Officer 1994 95,000 30,780 0 1,535 - -------------------------------------------------------------------------------------------------- Robert O. Blaber 1996 78,234 256,647 0 0 Senior Vice President 1995 75,000 263,654 0 14,852 1994 75,000 246,032 0 14,140
- ------------------------ 1 This column includes contributions made by First Fortis for the year for the benefit for the named individual to defined contribution retirement plans. As additional compensation to its employees and executive officers, First Fortis has an Employees' Uniform Retirement Plan and an Executive Retirement Plan which generally provide an annual annuity benefit upon retirement at age 65 (or a reduced benefit upon early retirement) equal to: .9% of the employee's Average Annual compensation up to the employee's social security covered compensation, plus 1.3% of Average Annual compensation above the employee's social security covered compensation up to $235,840, as adjusted by an index, multiplied by the employee's years of credited services. The following table illustrates the combined estimated life annuity benefit payable from the Employees Uniform Retirement Plan and the Executive Retirement Plan to employees with the specified Final Average Salary and Years of Service upon retirement. PENSION TABLE
YEARS OF SERVICE ---------------------------------------------------------------- FINAL AVERAGE EARNINGS 10 15 20 25 30 35 - --------------------------- --------- --------- --------- --------- --------- --------- 125,000.................... 15,147 22,720 30,294 37,867 45,441 53,014 150,000.................... 18,397 27,595 36,794 45,992 55,191 64,389 175,000.................... 21,647 32,470 43,294 54,117 64,941 75,764 200,000.................... 24,897 37,345 49,794 62,242 74,691 87,139 225,000.................... 28,147 42,220 56,294 70,367 84,441 98,514 250,000.................... 30,214 45,321 60,428 75,536 90,643 105,750 275,000+................... 30,352 45,528 60,704 75,880 91,056 106,232
- ------------------------ The table above excludes social security benefits. In general, for the purposes of these plans compensation includes salary and bonuses. The credited years of service with First Fortis for those individuals named in the Summary Compensation Table above are as follows: 0, 7, and 10. OWNERSHIP OF SECURITIES All of First Fortis' outstanding shares are owned by Fortis, Inc., One Chase Manhattan Plaza, New York, N.Y. 10005. Fortis, Inc., in turn is wholly owned by Fortis International, Inc., which is wholly owned by AMEV/VSB 1990 N.V., both of which share the same address with N.V. AMEV., Archimedeslaan 10, 3584 BA, Utrecht, The Netherlands. AMEV/ VSB 1990 N.V. is 50% owned by Fortis AMEV and 50% owned, through certain subsidiaries, by Fortis AG, Boulevard Emile Jacqmain 53, 1000 Brussels, Belgium. VOTING PRIVILEGES In accordance with its view of current applicable law, First Fortis will vote shares of each of the Portfolios which are attributable to a Contract at regular and special meetings of the shareholders of the Portfolios in proportion to instructions received from the persons having the voting interest in the Contract as of the record date for the corresponding Portfolio shareholders meeting. Contract Owners have the voting interest during the Accumulation Period, persons receiving annuity payments during the Annuity Period, and Beneficiaries after 22 the death of the Annuitant or Contract Owner. However, if the Investment Company Act of 1940 or any rules thereunder should be amended or if the present interpretation thereof should change, and as a result First Fortis determines that it is permitted to vote shares of the Portfolios in its own right, it may elect to do so. During the Accumulation Period, the number of shares of a Portfolio attributable to a Contract is determined by dividing the amount of Contract Value in the corresponding Subaccount pursuant to the Contract as of the record date for the shareholders meeting by the net asset value of one Portfolio share as of that date. During the Annuity Period, or after the death of the Annuitant or Contract Owner, the number of Portfolio shares deemed attributable to the Contract will be computed in a comparable manner, based on the liability for future variable annuity payments allocable to that Subaccount under the Contract as of the record date. Such liability for future payments will be calculated on the basis of the mortality assumptions and the assumed interest rate used in determining the number of Annuity Units credited to the Contract and the applicable Annuity Unit value on the record date. During the Annuity Period, the number of votes attributable to a Contract will generally decrease since funds set aside to make the annuity payments will decrease. First Fortis will vote shares for which it has received no timely instructions, and any shares attributable to excess amounts First Fortis has accumulated in the related Subaccount, in proportion to the voting instructions which it receives with respect to all Contracts and other variable annuity contracts participating in a Portfolio. To the extent that First Fortis or any affiliated company holds any shares of a Portfolio, they will be voted in the same proportion as instructions for that Portfolio that are received from persons holding the voting interest with respect to all First Fortis separate accounts participating in that Portfolio. Shares held by separate accounts other than the Variable Account will in general be voted in accordance with instructions of participants in such other separate accounts. This diminishes the relative voting influence of the Contracts. Each person having a voting interest in a Subaccount of the Separate Account will receive proxy material, reports and other materials relating to the appropriate Portfolio. Pursuant to the procedures described above, these persons may give instructions regarding the election of the Board of Directors of the Portfolios, ratification of the selection of its independent auditors, the approval of the investment managers of a Portfolio, changes in fundamental investment policies of a Portfolio and all other matters that are put to a vote by Portfolio shareholders. LEGAL MATTERS The legality of the Contracts described in this Prospectus has been passed upon by David A. Peterson, Esquire, Assistant General Counsel with the law department of Fortis Benefits Insurance Company. Messrs. Freedman, Levy, Kroll & Simonds, Washington, D.C., have advised First Fortis on certain federal securities law matters. OTHER INFORMATION Registration Statements have been filed with the Securities and Exchange Commission under the Securities Act of 1933 as amended, with respect to the Contracts discussed in this Prospectus. Not all of the information set forth in the Registration Statement, amendments and exhibits thereto has been included in this Prospectus. Statements contained in this Prospectus concerning the content of the Contracts and other legal instruments are intended to be summaries. For a complete statement of the terms of these documents, reference should be made to the instruments filed with the Securities and Exchange Commission. A Statement of Additional Information is available upon request. Its contents are as follows: CONTENTS OF STATEMENT OF ADDITIONAL INFORMATION
PAGE --- First Fortis and the Variable Account.......... 1 Calculation of Annuity Payments................ 2 Postponement of Payments....................... 3 Services....................................... 3 - Safekeeping of Variable Account Assets..... 3 - Experts.................................... 3 - Principal Underwriter...................... 4 Taxation Under Certain Retirement Plans........ 4 Withholding.................................... 7 Variable Account Financial Statements.......... 8 APPENDIX A--Performance Information............ A-1
FIRST FORTIS FINANCIAL STATEMENTS The financial statements of First Fortis that are included in this Prospectus should be considered primarily as bearing on the ability of First Fortis to meet its obligations under the Contracts. The Contracts are not entitled to participate in earnings, dividends or surplus of First Fortis. 23 REPORT OF INDEPENDENT AUDITORS Board of Directors First Fortis Life Insurance Company We have audited the accompanying balance sheets of First Fortis Life Insurance Company (a wholly-owned subsidiary of Fortis AMEV) as of December 31, 1996 and 1995, and the related statements of operations, changes in shareholder's equity, and cash flows for each of the three years in the period ended December 31, 1996. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of First Fortis Life Insurance Company at December 31, 1996 and 1995, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 1996, in conformity with generally accepted accounting principles. /s/ Ernst & Young LLP Syracuse, New York February 21, 1997 24 BALANCE SHEETS FIRST FORTIS LIFE INSURANCE COMPANY
DECEMBER 31 ----------------------------- 1996 1995 ------------ ------------ ASSETS Investments--(Note 3): Fixed maturities, at fair value (amortized cost 1996--$111,970,939; 1995--$106,648,754)................................................ $113,136,650 $112,183,452 Preferred stock at fair value (cost 1995--$92,029).................. -- 89,345 Short-term investments.............................................. -- 6,850,000 ------------ ------------ 113,136,650 119,122,797 Cash.................................................................. 1,544,745 1,145,131 Receivables: Uncollected premiums, less allowance--$100,000...................... 3,890,111 4,440,446 Reinsurance recoverable on unpaid and paid losses................... 14,731,285 9,335,947 Prepaid federal income taxes and other assets....................... 4,311,855 2,255,199 ------------ ------------ 22,933,251 16,031,592 Accrued investment income............................................. 1,739,498 1,814,291 Property and equipment at cost, less accumulated depreciation (1996--$1,395,517; 1995--$1,249,280)................................. 1,027,576 1,199,482 Goodwill.............................................................. 554,000 600,000 Assets held in separate accounts...................................... 2,203,109 -- ------------ ------------ TOTAL ASSETS.......................................................... $143,138,829 $139,913,293 ------------ ------------ ------------ ------------ RESERVES, LIABILITIES, AND SHAREHOLDER'S EQUITY POLICY RESERVES AND LIABILITIES Future policy benefit reserves: Life insurance.................................................... $ 25,225,095 $ 22,529,817 Accident and health............................................... 60,774,384 59,442,638 ------------ ------------ 85,999,479 81,972,455 Other policy claims and benefits payable............................ 14,798,802 13,561,740 Other liabilities................................................... 4,445,831 5,988,794 Liabilities related to separate accounts............................ 2,203,109 -- ------------ ------------ TOTAL POLICY RESERVES AND LIABILITIES................................. 107,447,221 101,522,989 SHAREHOLDER'S EQUITY (Notes 1, 8, 9, and 10): Common stock, $20 par value 100,000 shares authorized, issued, and outstanding........................................................ 2,000,000 2,000,000 Additional paid-in capital.......................................... 37,440,000 37,440,000 Retained earnings (deficit)......................................... (4,517,761) (4,700,825) Unrealized appreciation of investment securities, net of tax (Note 3)................................................................. 769,369 3,651,129 ------------ ------------ TOTAL SHAREHOLDER'S EQUITY............................................ 35,691,608 38,390,304 ------------ ------------ TOTAL RESERVES, LIABILITIES, AND SHAREHOLDER'S EQUITY................. $143,138,829 $139,913,293 ------------ ------------ ------------ ------------
See accompanying notes. 25 STATEMENTS OF OPERATIONS FIRST FORTIS LIFE INSURANCE COMPANY
YEAR ENDED DECEMBER 31 ------------------------------------------ 1996 1995 1994 ----------- ------------ ----------- REVENUES Insurance operations (NOTE 7): Life insurance premiums........................................... $22,850,286 $ 18,879,246 $19,431,130 Accident and health premiums...................................... 44,666,246 62,322,484 72,624,559 Net investment income (NOTE 3)...................................... 7,891,048 7,465,751 6,261,593 Realized (losses) gains on investments (NOTE 3)..................... (3,650) 2,683,100 (1,057,438) Other income........................................................ 335,934 297,767 287,426 ----------- ------------ ----------- TOTAL REVENUES.................................................. 75,739,864 91,648,348 97,547,270 BENEFITS AND EXPENSES Benefits to policyholders: Life insurance.................................................... 19,792,653 16,206,930 15,345,645 Accident and health............................................... 37,987,686 56,592,227 68,115,512 Amortization of deferred policy acquisition costs (NOTE 2).......... - 4,595,000 1,838,000 Insurance commissions............................................... 5,213,744 5,070,934 5,768,504 General and administrative expenses................................. 12,601,939 13,906,043 13,514,820 ----------- ------------ ----------- TOTAL BENEFITS AND EXPENSES..................................... 75,596,022 96,371,134 104,582,481 ----------- ------------ ----------- Income (loss) before federal income taxes........................... 143,842 (4,722,786) (7,035,211) Federal income tax benefit (NOTE 6)................................. (39,222) (1,562,943) (999,671) ----------- ------------ ----------- NET INCOME (LOSS)................................................... $ 183,064 $ (3,159,843) (6,035,540) ----------- ------------ ----------- ----------- ------------ -----------
See accompanying notes. 26 STATEMENTS OF CHANGES IN SHAREHOLDER'S EQUITY FIRST FORTIS LIFE INSURANCE COMPANY
UNREALIZED APPRECIATION ADDITIONAL RETAINED (DEPRECIATION) COMMON PAID-IN EARNINGS OF INVESTMENT STOCK CAPITAL (DEFICIT) SECURITIES, NET TOTAL ---------- ----------- ----------- --------------- ----------- Balance January 1, 1994........................... $2,000,000 $30,440,000 $ 4,494,558 $ 2,280,000 $39,214,558 Net loss.......................................... -- -- (6,035,540) -- (6,035,540) Unrealized depreciation of investment securities, net.............................................. -- -- -- (5,486,586) (5,486,586) Change in deferred tax valuation allowance for unrealized depreciation on investment securities....................................... -- -- -- (1,651,877) (1,651,877) ---------- ----------- ----------- --------------- ----------- Balance December 31, 1994......................... 2,000,000 30,440,000 (1,540,982) (4,858,463) 26,040,555 Additional paid-in capital from Fortis AMEV....... -- 7,000,000 -- -- 7,000,000 Net loss.......................................... -- -- (3,159,843) -- (3,159,843) Unrealized appreciation of investment securities, net.............................................. -- -- -- 6,857,715 6,857,715 Change in deferred tax valuation allowance for unrealized depreciation on investment securities....................................... -- -- -- 1,651,877 1,651,877 ---------- ----------- ----------- --------------- ----------- Balance December 31, 1995 2,000,000 37,440,000 (4,700,825) 3,651,129 38,390,304 Net income...................................... -- -- 183,064 -- 183,064 Unrealized depreciation of investment securities. net.............................................. -- -- -- (2,881,760) (2,881,760) ---------- ----------- ----------- --------------- ----------- Balance December 31, 1996......................... $2,000,000 $37,440,000 $(4,517,761) $ 769,369 $35,691,608 ---------- ----------- ----------- --------------- ----------- ---------- ----------- ----------- --------------- -----------
See accompanying notes. 27 STATEMENTS OF CASH FLOWS FIRST FORTIS LIFE INSURANCE COMPANY
YEAR ENDED DECEMBER 31 -------------------------------------------------- 1996 1995 1994 -------------- -------------- -------------- OPERATING ACTIVITIES Net income (loss).................................... $ 183,064 $ (3,159,843) $ (6,035,540) Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities: Non-cash transactions: Change in deferred tax valuation allowance....... -- (177,708) 1,515,531 Depreciation, amortization and accretion......... 803,858 750,029 716,129 Net realized losses (gains) on investments....... 3,650 (2,683,100) 1,057,438 Changes in assets and liabilities: (Increase) decrease in uncollected premiums, accrued investment income and other............. (1,322,446) 112,767 2,258,061 (Increase) decrease in reinsurance recoverable... (5,395,338) (460,598) 333,480 Increase (decrease) in income taxes.............. 1,771,804 (1,569,235) (2,903,210) Amortization of policy acquisition costs......... -- 4,595,000 1,838,000 Policy acquisition costs deferred................ -- -- (432,000) Increase in future policy benefit reserves and other policy claims and benefits................ 5,264,086 3,481,220 7,835,342 (Decrease) increase in other liabilities......... (1,939,303) 128,321 (2,118,752) -------------- -------------- -------------- NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES.................................... (630,625) 1,016,853 4,064,479 INVESTING ACTIVITIES Purchases of fixed maturity investments.............. (140,954,176) (122,289,460) (77,995,025) Sales and maturities of fixed maturity investments... 135,352,498 120,298,152 69,440,809 Decrease (increase) in equity securities and short-term investments.............................. 6,942,029 (5,042,029) 3,731,866 Purchase of property and equipment................... (310,112) (321,460) (562,438) -------------- -------------- -------------- NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES.................................... 1,030,239 (7,354,797) (5,384,788) FINANCING ACTIVITIES Proceeds from additional paid-in capital............. -- 7,000,000 -- -------------- -------------- -------------- NET CASH PROVIDED BY FINANCING ACTIVITIES...... -- 7,000,000 -- -------------- -------------- -------------- Increase (decrease) in cash.......................... 399,614 662,056 (1,320,309) CASH AT BEGINNING OF YEAR...................... 1,145,131 483,075 1,803,384 -------------- -------------- -------------- CASH AT END OF YEAR............................ $ 1,544,745 $ 1,145,131 $ 483,075 -------------- -------------- -------------- -------------- -------------- --------------
See accompanying notes. 28 NOTES TO FINANCIAL STATEMENTS FIRST FORTIS LIFE INSURANCE COMPANY DECEMBER 31, 1996 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES NATURE OF OPERATIONS First Fortis Life Insurance Company ("First Fortis" or "the Company") is an affiliate of the worldwide Fortis group of companies owned by Fortis AMEV of the Netherlands and Fortis AG of Belgium. First Fortis is wholly-owned by Fortis AMEV. The other U.S. subsidiaries of Fortis AMEV and Fortis AG operate under the holding company name Fortis, Inc. Subject to regulatory approval by the New York State Insurance Department, the Company will become a wholly-owned subsidiary of Fortis, Inc. in 1997. The Company was organized to enable the Fortis group of companies to distribute their products to the New York State marketplace. To date, the Company's revenues have been derived primarily from group employee benefits products. During 1996, the Company had $11,425,000 of direct premium written principally by two third party administrators ("TPA's"). Effective January 1, 1996, the Company stopped offering its group medical products; however, the Company will continue to renew and service existing medical business, which represented $17,871,000 and $34,011,000 of 1996 and 1995 accident and health premiums, respectively. During 1996, $250,000 of related termination benefits were paid, which were accrued for and included in general and administrative expenses in 1995. BASIS OF STATEMENT PRESENTATION The financial statements are presented in conformity with generally accepted accounting principles which differ in certain respects from statutory accounting practices prescribed or permitted by the New York State Insurance Department. Significant accounting policies followed by the Company are: POLICY REVENUES For group life, medical, disability, and credit life products, amounts collected from policyholders are recognized as premium income over the premium paying period and are reported net of experience rating refunds and unearned premiums. CLAIMS AND BENEFITS PAYABLE Claims and benefits payable for reported and incurred but not reported losses are determined using case base estimates and prior experience. These estimates are subject to the effects of trends in claim severity and frequency and represent the estimates of the ultimate cost of all unpaid losses incurred through December 31 of each year. Although considerable variability is inherent in such estimates, management believes that the reserve for claims and benefits payable is adequate. The methods of making such estimates and establishing the related liabilities are continually reviewed and updated, and any adjustments resulting therefrom are reflected in operations currently. RESERVES FOR FUTURE POLICY BENEFITS Active life reserves for future policy and contract benefits on life and accident and health products are provided on the net level premium method. The reserves are calculated based upon assumptions as to interest, withdrawal, mortality, and morbidity that were appropriate at the date of issue. Interest rate assumptions range principally from 3.0% to 5.5% for traditional life products and 4.0% to 10.0% for annuity products. Withdrawal assumptions are based on actual Company experience. Mortality and morbidity assumptions are based upon industry standards adjusted as appropriate to reflect actual Company experience. The assumptions vary by plan, year of issue, and policy duration and include a provision for adverse deviation. Disabled lives reserves for future policy and contract benefits on disability income policies are calculated based upon assumptions as to interest and claim termination rates that are currently appropriate. Disabled lives reserves for group life policies are based on a 3.5% interest rate assumption. For group long-term disability income policies, the interest rate assumption on claims is 6.0%. Termination rate assumptions are based upon industry standards adjusted as appropriate to reflect actual Company experience. The assumptions vary by year of claim incurred. INVESTMENTS The Company's investment strategy is developed based on many factors including insurance liability matching, rate of return, maturity, credit risk, tax considerations, and regulatory requirements. All fixed maturities are considered available-for-sale and are reported at fair value; short-term investments are reported at cost, which approximates fair value. Changes in the fair values of available-for-sale securities, net of deferred income taxes, are reported as unrealized appreciation or depreciation directly in shareholder's equity and, accordingly, have no effect on net income. Realized gains and losses on sales of investments, and declines in value judged to be other-than-temporary, are recognized on the specific identification basis. 29 NOTES TO FINANCIAL STATEMENTS (CONTINUED) FIRST FORTIS LIFE INSURANCE COMPANY 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) PROPERTY AND DEPRECIATION The Company provides depreciation (principally on the straight-line method) over the estimated useful life of the related property. INCOME TAXES Income taxes have been provided using the liability method. Deferred tax assets and liabilities are determined based on the differences between their financial reporting and tax bases, and are measured using the enacted tax rates. SEPARATE ACCOUNTS The Company began selling variable annuity products July 1, 1996. Assets and liabilities associated with separate accounts relate to premium and annuity considerations for which the policyholder, rather than the Company, bears the investment risk. Separate account assets are reported at fair value. Revenues and expenses related to the separate account assets and liabilities, to the extent of benefits paid or provided to the separate account policyholders, are excluded from the amounts reported in the accompanying statements of operations. USE OF ESTIMATES The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. 2. DEFERRED POLICY ACQUISITION COSTS On October 1, 1991, First Fortis Life Insurance Company and an affiliate, Fortis Benefits Insurance Company, (the "Companies") entered into an Asset Transfer and Acquisition Agreement (the "Agreement") with Mutual Benefit Life Insurance Company in Rehabilitation ("MBL). Pursuant to the Agreement, the Companies acquired certain assets and assumed certain liabilities of MBL relating to the group life, disability, dental and medical insurance business (the "Business") of MBL. That portion of the Business conducted in New York was assumed by First Fortis, while the most substantial portion of the Business was assumed by Fortis Benefits Insurance Company. First Fortis paid $10,166,000 for its portion of the Business acquired including contingent Promissory Note ("Note") payments aggregating $1,366,000 from 1992 to 1994 which were based on the persistency of the acquired Business through September 30, 1994. No additional payments will be made. Note payments were added to deferred policy acquisition costs ("DPAC") when made. The DPAC amortization period, which was originally scheduled through September 30, 1997, was completed December 31, 1995 (an acceleration of $2,749,000 into 1995), based on the overall experience of the acquired block of business. 3. INVESTMENTS FIXED MATURITIES The following is a summary of the amortized cost and fair value of fixed maturity securities:
GROSS GROSS AMORTIZED UNREALIZED UNREALIZED COST GAIN LOSS FAIR VALUE ------------ ------------ ----------- ------------ December 31, 1996: Governments.......................................... $ 13,463,189 $ 92,446 $ (44,103) $ 13,511,532 Public utilities..................................... 6,445,882 66,809 (24,710) 6,487,981 Industrial and miscellaneous......................... 92,061,868 1,425,693 (350,424) 93,137,137 ------------ ------------ ----------- ------------ Total.............................................. $111,970,939 $ 1,584,948 $ (419,237) $113,136,650 ------------ ------------ ----------- ------------ ------------ ------------ ----------- ------------
December 31, 1995: Governments.......................................... $ 17,068,216 $ 1,025,440 $ -- $ 18,093,656 Public utilities..................................... 4,906,703 262,773 -- 5,169,476 Industrial and miscellaneous......................... 84,673,835 4,272,901 (26,416) 88,920,320 ------------ ------------ ----------- ------------ Total.............................................. $106,648,754 $ 5,561,114 $ (26,416) $112,183,452 ------------ ------------ ----------- ------------ ------------ ------------ ----------- ------------
The fair values for fixed maturity securities are based on quoted market prices, where available. For fixed maturity securities not actively traded, fair values are estimated using values obtained from independent pricing services or, in the case of private placements, are estimated by discounting expected future cash flows using a current market rate applicable to the yield, credit quality, and maturity of the investments. 30 NOTES TO FINANCIAL STATEMENTS (CONTINUED) FIRST FORTIS LIFE INSURANCE COMPANY 3. INVESTMENTS (CONTINUED) The amortized cost and fair value of fixed maturity securities at December 31, 1996, by contractual maturity, are shown below. Expected maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.
AMORTIZED COST FAIR VALUE ------------ ------------ Due in one year or less................................ $ 502,354 $ 503,010 Due after one year through five years.................. 38,588,214 39,067,289 Due after five years through ten years................. 39,780,501 40,023,689 Due after ten years.................................... 33,099,870 33,542,662 ------------ ------------ $111,970,939 $113,136,650 ------------ ------------ ------------ ------------
Proceeds from sales and maturities of fixed maturity securities were $135,352,498, $120,298,152 and $69,440,809 in 1996, 1995, and 1994, respectively. Gross gains of $1,551,135, $3,373,880 and $510,242 and gross losses of $1,554,785, $690,780 and $1,572,163 were realized on the sales in 1996, 1995, and 1994 respectively. NET INVESTMENT INCOME AND NET REALIZED GAINS (LOSSES) ON INVESTMENTS Major categories of net investment income and realized gains (losses) on investments for each year were as follows:
NET REALIZED GAINS (LOSSES) ON NET INVESTMENT INCOME INVESTMENTS ---------------------------------- ----------------------------------- 1996 1995 1994 1996 1995 1994 ---------- ---------- ---------- ---------- ----------- ---------- Fixed maturities........................ $7,940,703 $7,578,652 $6,341,978 $ (3,650) $ 2,683,100 $(1,061,921) Short-term investments.................. 231,448 152,211 200,274 -- -- 4,483 ---------- ---------- ---------- ---------- ----------- ---------- 8,172,151 7,730,863 6,542,252 $ (3,650) $ 2,683,100 $(1,057,438) ---------- ----------- ---------- ---------- ----------- ---------- Expenses................................ (281,103) (265,112) (280,659) ---------- ---------- ---------- Net investment income................... $7,891,048 $7,465,751 $6,261,593 ---------- ---------- ---------- ---------- ---------- ----------
4. LEASES The Company leases office space under operating lease arrangements that have various renewal options and are subject to escalation clauses for real estate taxes and operating expenses. Rent expense was $691,588, $673,407 and $597,365 in 1996, 1995, and 1994, respectively. Future minimum payments required under operating lease arrangements that have initial or noncancelable terms in excess of one year or more are: 1997--$715,797, 1998--$739,352, 1999--$569,049, 2000--$18,830, and 2001--$15,691. 5. UNPAID LOSSES AND LOSS EXPENSE ALLOWANCE Activity for the liability for unpaid accident and health losses and related loss expense allowance is summarized as follows:
YEAR ENDED DECEMBER 31 ----------------------------------------- 1996 1995 1994 ----------- ----------- ----------- Balance as of January 1, net of reinsurance recoverable........................................... $65,764,070 $66,136,369 $58,646,889 Add: Incurred losses related to: Current year......................................... 38,798,085 57,400,613 66,066,609 Prior years.......................................... (810,399) (808,386) 2,048,903 ----------- ----------- ----------- Total incurred losses.............................. 37,987,686 56,592,227 68,115,512 ----------- ----------- ----------- Deduct: Paid losses related to: Current year......................................... 23,727,017 35,779,078 40,882,341 Prior years.......................................... 18,543,303 21,185,448 19,743,691 ----------- ----------- ----------- Total paid losses.................................. 42,270,320 56,964,526 60,626,032 ----------- ----------- ----------- Balance as of December 31, net of reinsurance recoverable........................................... $61,481,436 $65,764,070 $66,136,369 ----------- ----------- ----------- ----------- ----------- -----------
31 NOTES TO FINANCIAL STATEMENTS (CONTINUED) FIRST FORTIS LIFE INSURANCE COMPANY 5. UNPAID LOSSES AND LOSS EXPENSE ALLOWANCE (CONTINUED) As discussed in Note 1, the Company stopped offering group medical products in 1996 but continues to service and renew existing business, resulting in lower incurred and paid loss activity for the year ended December 31, 1996. The total balance of unpaid losses and loss expense allowances are reported in the balance sheets gross of reinsurance as components of future accident and health policy benefit reserves, other policy claims and benefits payable and other liabilities. In 1994, lower than anticipated recovery rates on existing long-term disability income claimants, offset by a favorable refinement in the claims reserve estimates contributed to the "incurred losses related to prior years" result. The liability for unpaid accident and health losses and loss expense allowance includes $55,152,000, $53,953,000 and $47,489,000 of long-term disability income reserves as of December 31, 1996, 1995, and 1994, respectively, which were discounted for anticipated interest earnings assuming a 6.0% interest rate. 6. FEDERAL INCOME TAXES Deferred income taxes reflect the net tax effects of temporary differences between the basis of assets and liabilities for financial statement purposes and for income tax purposes. The significant components of the Company's deferred tax assets and liabilities as of December 31 are as follows (in thousands):
DECEMBER 31 -------------------- 1996 1995 --------- --------- Deferred tax assets: Reserves............................................................ $ 2,006 $ 2,104 Deferred policy acquisition costs................................... 555 470 Alternative minimum tax credit carryforward......................... 392 191 Net operating loss carryforward..................................... 216 -- Other............................................................... 299 485 --------- --------- Total gross deferred tax assets................................... 3,468 3,250 Valuation allowance................................................... (1,338) (1,338) --------- --------- Net deferred tax assets............................................... 2,130 1,912 Deferred tax liabilities: Unrealized gains.................................................... 396 1,881 Other............................................................... 206 31 --------- --------- Total gross deferred tax liabilities.............................. 602 1,912 --------- --------- Net deferred tax asset............................................ $ 1,528 $ -- --------- --------- --------- ---------
The net deferred tax asset is reported as a component of "prepaid federal income taxes and other assets" in the balance sheet. As of December 31, 1996 and 1995, respectively, the Company had a deferred tax asset valuation allowance of $1,337,823. The valuation allowance decrease of $1,829,585 in 1995 was recognized as a $1,651,877 increase to the "unrealized appreciation (depreciation) of investment securities, net" component of shareholder's equity and a $177,708 tax benefit in the statement of operations in 1995. The income tax provision is summarized as follows (in thousands):
1996 1995 1994 ------- ------- ------- Current........................................... $ (131) $ 393 $(1,775) Deferred.......................................... 92 (1,778) (740) Valuation allowance............................... -- (178) 1,516 ------- ------- ------- Federal income tax benefit........................ $ (39) $(1,563) $ (999) ------- ------- ------- ------- ------- -------
Tax payments of $32,000, $251,591 and $1,442,818 were made in 1996, 1995, and 1994, respectively. 32 NOTES TO FINANCIAL STATEMENTS (CONTINUED) FIRST FORTIS LIFE INSURANCE COMPANY 6. FEDERAL INCOME TAXES (CONTINUED) The differences between the provision (benefit) for income taxes at the federal statutory income tax rate and the tax benefit were as follows (in thousands):
1996 1995 1994 ------- ------- ------- Federal statutory rate............................ (34.0)% (34.0)% (34.0)% ------- ------- ------- ------- ------- ------- Tax provision (benefit) at statutory rate......... $ 49 $(1,606) $(2,392) Tax exempt interest............................... -- (188) (406) Other, net........................................ (88) 409 283 Valuation allowance............................... -- (178) 1,516 ------- ------- ------- Tax benefit as reported........................... $ (39) $(1,563) $ (999) ------- ------- ------- ------- ------- -------
At December 31, 1996, the Company has net operating loss carryforwards for federal income tax purposes of $636,000 which are available to offset future federal taxable income, if any, through 2011. The Company also has alternative minimum tax credit carryforwards of $392,000, which are available to reduce future federal regular income taxes, if any, over an indefinite period of time. 7. REINSURANCE The maximum amounts that the Company retains on any one life are $500,000 for group life; $250,000 for group accidental death; $2,000 net monthly benefit for long-term disability; from 10% to 50% of possible benefits payable under credit life and credit disability insurance; and 0% of a closed block of individual life business. Amounts in excess of these limits are reinsured with various insurance companies on a yearly renewable term, coinsurance or other basis. In the second quarter of 1996, the Company received approval from the New York State Insurance Department for a reinsurance agreement with Fortis Benefits Insurance Company ("Fortis Benefits"), an affiliate. The agreement, which became effective as of January 1, 1996, decreased the Company's long-term disability reinsurance retention from a $10,000 net monthly benefit to a $2,000 net monthly benefit for claims incurred on and after January 1, 1996. Through December 31, 1996, the Company has ceded $6,144,000 of premium to Fortis Benefits and Fortis Benefits has assumed $3,599,000 of reserves from the Company. In the future, the agreement is expected to reduce the variability of financial results for this product line. Future policy benefits and other policy claims and benefits payable are reported gross of reinsurance. The reinsured portion of future policy benefits and other policy claims and benefits payable are $14,731,285 and $9,335,947 in 1996 and 1995, respectively. The Company remains contingently liable in the event the reinsuring companies are unable to meet their obligations under such reinsurance agreements. 33 NOTES TO FINANCIAL STATEMENTS (CONTINUED) FIRST FORTIS LIFE INSURANCE COMPANY 7. REINSURANCE (CONTINUED) Additional information regarding the Company's reinsurance activity for the years ended December 31, 1996, 1995, and 1994 is as follows:
GROSS AMOUNT CEDED NET AMOUNT -------------- ------------ -------------- 1996 Life insurance in force........... $6,576,692,000 $238,628,000 $6,338,064,000 -------------- ------------ -------------- -------------- ------------ -------------- Premiums: Group and individual life....... $ 24,216,176 $ 1,365,890 $ 22,850,286 Accident and health............. 51,751,740 7,085,494 44,666,246 -------------- ------------ -------------- Total premiums.................... $ 75,967,916 $ 8,451,384 $ 67,516,532 -------------- ------------ -------------- -------------- ------------ -------------- 1995 Life insurance in force........... $6,864,625,000 $321,785,000 $6,542,840,000 -------------- ------------ -------------- -------------- ------------ -------------- Premiums: Group and individual life....... $ 20,376,696 $ 1,497,450 $ 18,879,246 Accident and health............. 63,696,935 1,374,451 62,322,484 -------------- ------------ -------------- Total premiums.................... $ 84,073,631 $ 2,871,901 81,201,730 -------------- ------------ -------------- -------------- ------------ -------------- 1994 Life insurance in force........... $5,116,384,000 $297,027,000 $4,819,357,000 -------------- ------------ -------------- -------------- ------------ -------------- Premiums: Group and individual life....... $ 20,508,492 $ 1,077,362 $ 19,431,130 Accident and health............. 72,835,490 210,931 72,624,559 -------------- ------------ -------------- Total premiums.................... $ 93,343,982 $ 1,288,293 $ 92,055,689 -------------- ------------ -------------- -------------- ------------ --------------
8. DIVIDEND RESTRICTIONS The Company is subject to insurance regulatory restrictions that limit cash dividends which can be paid from the Company to its Parent. All dividends require prior approval by the New York State Insurance Department. 9. TRANSACTIONS WITH AFFILIATED COMPANIES Affiliates of the Company provide services, such as information systems, actuarial and investment management, in return for payment representing the costs incurred for such services. In 1996, 1995, and 1994, the Company incurred $1,648,000, $1,581,000 and $1,443,000, respectively, in service fees under the arrangements with the affiliates. In 1995, the Company received cash of $7,000,000 representing additional paid-in capital from Fortis AMEV. The Company participates in the Fortis, Inc. noncontributory defined benefit pension plan and a contributory profit sharing plan covering substantially all of its employees. Amounts expensed under these plans were $253,609, $232,252 and $171,519 in 1996, 1995, and 1994, respectively. 10. STATUTORY ACCOUNTING PRACTICES The Company prepares its statutory-basis financial statements in accordance with accounting practices prescribed or permitted by insurance regulatory authorities. Prescribed statutory accounting practices include a variety of publications of the National Association of Insurance Commissioners ("NAIC"), as well as state laws, regulations and general administrative rules. Permitted statutory accounting practices encompass all accounting practices not so prescribed; such practices may differ from state to state, may differ from company to company within a state, and may change in the future. The NAIC is currently in the process of recodifying statutory accounting practices. This project, which is expected to be completed in 1998, may result in changes to the accounting practices that insurance enterprises use to prepare their statutory-basis financial statements. Insurance enterprises are required by state insurance departments to adhere to minimum risk-based capital ("RBC") requirements developed by the NAIC. The Company exceeds minimum RBC requirements. 34 NOTES TO FINANCIAL STATEMENTS (CONTINUED) FIRST FORTIS LIFE INSURANCE COMPANY 10. STATUTORY ACCOUNTING PRACTICES (CONTINUED) Reconciliations of net income or loss and shareholder's equity on the basis of statutory accounting to the related amounts presented in the accompanying statements were as follows:
NET INCOME (LOSS) SHAREHOLDER'S EQUITY ------------------------------------- ------------------------ 1996 1995 1994 1996 1995 ----------- ----------- ----------- ----------- ----------- Based on statutory accounting practices........... $ (427,557) $(1,627,624) $(2,004,993) $27,466,966 $27,773,005 Deferred policy acquisition costs................. -- (4,595,000) (1,838,000) -- -- Deferred and uncollected premiums................. 76,233 -- (100,000) 358,155 149,066 Property and equipment............................ -- -- -- 481,875 583,613 Policy reserves................................... 476,177 68,018 (16,872) 658,723 182,546 Investment valuation difference................... -- -- -- 1,165,710 5,532,013 Realized gains (losses) on investments............ (3,650) 2,683,736 (1,060,352) -- -- Amortization of goodwill.......................... (46,000) (46,000) (46,000) 554,000 600,000 Income taxes...................................... 115,009 674,642 1,035,479 2,865,246 1,337,823 Deferred tax valuation allowance.................. -- 177,708 (1,515,531) (1,337,823) (1,337,823) Interest maintenance reserve ("IMR").............. -- -- -- 2,001,250 2,430,093 Amortization of IMR............................... (426,200) (432,656) (451,286) -- -- Asset valuation reserve........................... -- -- -- 997,799 881,150 Other............................................. 419,052 (62,667) (37,985) 479,707 258,818 ----------- ----------- ----------- ----------- ----------- $ 183,064 $(3,159,843) $(6,035,540) $35,691,608 $38,390,304 ----------- ----------- ----------- ----------- ----------- ----------- ----------- ----------- ----------- -----------
11. COMMITMENTS AND CONTINGENCIES The Company is party to various legal actions arising in the normal course of its operations. The Company does not believe that the eventual outcome of any such litigation will have a materially adverse effect on its financial condition or future operations. 35 APPENDIX A--SAMPLE MARKET VALUE ADJUSTMENT CALCULATIONS The formula which will be used to determine the Market Value Adjustment is: ( 1 + I ) n/12 ----------- - 1 ( 1 + J + .0025 ) Sample Calculation 1: Positive Adjustment Amount withdrawn or transferred $10,000 Existing Guarantee Period 7 years Time of withdrawal or transfer beginning of 3rd year of Existing Guarantee Period Guaranteed Interest Rate (I) 8%* Guaranteed Interest Rate for new 5-year guarantee (J) 7%* Remaining Guarantee Period (N) 60 months Market Value Adjustment 1 + .08 60/12 $10,000 x ------------- - 1] = $354.57 [( 1 + .07 + .0025 ) Amount transferred or withdrawn (adjusted for Market Value Adjustment): $10,354.57 Sample Calculation 2: Negative Adjustment Amount withdrawn or transferred $10,000 Existing Guarantee Period 7 years Time of withdrawal or transfer beginning of 3rd year of Existing Guarantee Period Guaranteed Interest Rate (I) 8%* Guaranteed Interest Rate for new 5-year guarantee (J) 9%* Remaining Guarantee Period (N) 60 months Market Value Adjustment: 1 + .08 60/12 $10,000 x ------------- - 1] = - $559.14 [( 1 + .09 + .0025 ) Amount transferred or withdrawn (adjusted for Market Value Adjustment): $9,440.86 Sample Calculation 3: Negative Adjustment Amount withdrawn or transferred $10,000 Guarantee Period 7 years Time of withdrawal or transfer beginning of 3rd year of Existing Guarantee Period Guaranteed Interest Rate (I) 8%* Guaranteed Interest Rate for new 5-year guarantee (J) 7.75%* Remaining Guarantee Period (N) 60 months Market Value Adjustment:
1 + .08 60/12 $10,000 x --------------- - 1] = 0 [( 1 + .0775 + .0025 ) Amount transferred or withdrawn (adjusted for Market Value Adjustment): $10,000.00 - ------------------------ *Assumed for illustrative purposes only. A-1 APPENDIX B--EXPLANATION OF EXPENSE CALCULATIONS The expense for a given year is calculated by multiplying the projected beginning of the year policy value by the total expense rate. The total expense rate is the sum of the variable account expense rate plus the total Portfolio expense rate plus the annual administrative charge rate. The policy values are projected by assuming a single payment of $1,000 grows at an annual rate equal to 5% reduced by the total expense rate described above. For example, the 3 year expense for the Alliance Money Market Portfolio is calculated as follows: Total Variable Account Annual Expenses 0.45% + Total Portfolio Operating Expenses 0.69% + Annual Administrative Charges (see below) 0.11% = Total Expense Rate 1.25%
The Annual Administrative Charge rate is calculated by dividing the total Annual Contract Charges collected in 1996 on similar contracts by an affiliated company by the average policy value in force in 1996 on such contracts. Year 1 Beginning Policy Value = $1000.00 Year 1 Expense = 1000.00 x 0.0125 = $12.53 Year 2 Beginning Policy Value = $1037.47 Year 2 Expense = 1037.47 x 0.0125 = $13.00 Year 3 Beginning Policy Value = $1076.34 Year 3 Expense = 1076.34 x 0.0125 = $13.49 So the cumulative expenses for years 1-3 for the Alliance Money Market Portfolio are equal to: $12.53 + $13.00 + $13.49 = $39.02 B-1 APPENDIX C--PARTICIPATING FUNDS AMERICAN CENTURY VARIABLE PORTFOLIOS, INC. American Century Variable Portfolios, Inc. is a open-end management investment company. It was organized as a Maryland corporation on June 4, 1987. American Century Investment Management, Inc., serves as the investment manager of American Century Portfolios. AMERICAN CENTURY VP BALANCED FUND INVESTMENT OBJECTIVE: Capital growth and current income. Seeks to achieve its investment objective by maintaining approximately 60% of the assets in common stocks that are considered to have better-then-average prospects for appreciation and the remaining assets in bonds and other fixed income securities. ALLIANCE VARIABLE PRODUCTS SERIES FUND, INC. The Alliance Variable Products Series Fund, Inc. is an open-ended series investment company. It was incorporated under Maryland law on November 17, 1987. Alliance Capital Management L.P. serves as the Fund's manager. ALLIANCE MONEY MARKET PORTFOLIO INVESTMENT OBJECTIVE: Seeks safety of principal, maintenance of liquidity and maximum current income by investing in a broadly diversified portfolio of money market securities. ALLIANCE INTERNATIONAL PORTFOLIO INVESTMENT OBJECTIVE: Seeks to obtain a total return on its assets from long-term growth of capital and from income principally through a broad portfolio of marketable securities of established non-United States companies (or United States companies having their principal activities and interests outside the United States), companies participating in foreign economies with prospects for growth, and foreign government securities. ALLIANCE PREMIER GROWTH PORTFOLIO INVESTMENT OBJECTIVE: Seeks growth of capital rather than current income. In pursuing its investment objective, the Premier Growth Portfolio will employ aggressive investment policies. Since investments will be made based upon their potential for capital appreciation, current income will be incidental to the objective of capital growth. FEDERATED INSURANCE SERIES Federated Insurance Series is an open-end management investment company. It was established as a Massachusetts business trust under a Declaration of Trust dated September 15, 1993. Federated Advisers is the investment adviser. FEDERATED FUND FOR U.S. GOVERNMENT SECURITIES II INVESTMENT OBJECTIVE: Seeks to provide current income. Under normal circumstances, the portfolio pursues its investment objective by investing at least 65% of the value of its total assets in securities issued or guaranteed as to payment of principal and interest by the U.S. Government, its agencies or instrumentalities. AMERICAN LEADERS FUND II INVESTMENT OBJECTIVE: To achieve long-term growth of capital and to provide income. UTILITY FUND II INVESTMENT OBJECTIVE: To achieve high current income and moderate capital appreciation. HIGH INCOME BOND FUND II INVESTMENT OBJECTIVE: To seek high current income. FORTIS SERIES FUND, INC. The Fortis Series Fund, Inc. is an open-end series investment fund. It was incorporated under Minnesota law in 1986. Fortis Advisers, Inc. serves as the fund's manager. C-1 FORTIS S & P 500 INDEX SERIES INVESTMENT OBJECTIVE: Seeks to replicate the total return of the Standard & Poor's 500 Composite Stock Price Index primarily through investment in equity securities. INVESCO VARIABLE INVESTMENT FUNDS, INC. The INVESCO Variable Investment Funds, Inc. is an open-end series management investment company. It was incorporated under Maryland law on August 19, 1993. INVESCO Funds Group, Inc. serves as the Fund's manager. INVESCO INDUSTRIAL INCOME PORTFOLIO INVESTMENT OBJECTIVE: Seeks the best possible current income while following sound investment practices. Capital growth potential is an additional consideration in the selection of the portfolio securities. The portfolio normally invests at least 65% of its total assets in dividend-paying common stocks. INVESCO HEALTH SERVICES PORTFOLIO INVESTMENT OBJECTIVE: Seeks capital appreciation. The portfolio normally invests at least 80% of its total assets in equity securities of companies that develop, produce, or distribute products or services related to health care. INVESCO TECHNOLOGY PORTFOLIO INVESTMENT OBJECTIVE: Seeks capital appreciation. The portfolio normally invests at least 80% of its total assets in equity securities of companies in technology-related industries such as computers, communications, video, electronics, oceanography, office and factory automation, and robotics. LEXINGTON NATURAL RESOURCES TRUST The Lexington Natural Resources Trust is an open-end management investment company. It was organized as a Massachusetts business trust on October 7, 1988. Lexington Management Corporation is the Investment Adviser of the fund. INVESTMENT OBJECTIVE: To seek long-term growth of capital through investment primarily in common stocks of companies that own or develop natural resources and other basic commodities, or supply goods and services to such companies. LEXINGTON EMERGING MARKETS FUND, INC. The Lexington Emerging Markets Fund, Inc. is an open-end management investment company. It was organized as a corporation under Maryland law on December 27, 1993. Lexington Management Corporation is the fund's investment adviser. INVESTMENT OBJECTIVE: To seek long-term growth of capital primarily through investment in equity securities of companies domiciled in, or doing business in, emerging countries and emerging markets. MFS-REGISTERED TRADEMARK- VARIABLE INSURANCE TRUST MFS Variable Insurance Trust is an open-end management investment company. It was organized as a business trust under the laws of the Commonwealth of Massachusetts by a Declaration of Trust dated February 1, 1994. Massachusetts Financial Services Company manages each series. MFS EMERGING GROWTH SERIES INVESTMENT OBJECTIVE: Seeks to provide long-term growth of capital. The series' policy is to invest primarily in common stocks of small and medium-sized companies that are early in their life cycle but which have the potential to become major enterprises. MFS HIGH INCOME SERIES INVESTMENT OBJECTIVE: Seeks high current income by investing primarily in a professionally managed portfolio of fixed income securities, some of which may involve equity features. C-2 MFS WORLD GOVERNMENTS SERIES INVESTMENT OBJECTIVE: Seeks preservation and growth of capital, together with moderate current income. The series attempts to provide investors with an opportunity to enhance the value and increase the protection of their investment against inflation and otherwise by taking advantage of investment opportunities in the U.S. as well as in other countries where opportunities may be more rewarding. THE MONTGOMERY FUNDS III The Montgomery Funds III is an open-end investment company. This Delaware business trust was organized on August 24, 1994. The trust is managed by Montgomery Asset Management, L.P. MONTGOMERY VARIABLE SERIES: GROWTH FUND INVESTMENT OBJECTIVE: Seeks capital appreciation by investing primarily in equity securities, usually common stock, of domestic companies of all sizes. MONTGOMERY VARIABLE SERIES: EMERGING MARKETS FUND INVESTMENT OBJECTIVE: Seeks capital appreciation by investing primarily in equity securities of companies in countries having economies and markets generally considered by the World Bank or the United Nations to be emerging or developing. NEUBERGER & BERMAN ADVISERS MANAGERS TRUST Neuberger & Berman Advisers Managers Trust is an open-end diversified series management investment company. It was established as a Delaware business trust on May 23, 1994. Neuberger & Berman Management Incorporated serves as manager of the Fund. NEUBERGER & BERMAN LIMITED MATURITY BOND PORTFOLIO INVESTMENT OBJECTIVE: Seeks highest current income consistent with low risk to principal and liquidity; and secondarily, total return. Principal investments are short-to-intermediate term debt securities, primarily investment grade. NEUBERGER & BERMAN PARTNERS PORTFOLIO INVESTMENT OBJECTIVE: Seeks capital growth. Principal investments are common stocks and other equity securities of established companies. SAFECO RESOURCE SERIES TRUST The SAFECO Resource Series Trust is an open-end series management investment company. It is a Delaware business trust established by a trust instrument dated May 13, 1993. SAFECO Asset Management Company is the fund's manager. SAFECO EQUITY PORTFOLIO INVESTMENT OBJECTIVE: Seeks long-term growth of capital and reasonable current income. The Equity Portfolio ordinarily invests principally in common stocks or securities convertible into common stocks. SAFECO GROWTH PORTFOLIO INVESTMENT OBJECTIVE: Seeks growth of capital and the increased income that ordinarily follows from such growth. The Growth Portfolio ordinarily invests a preponderance of its assets in common stock selected for potential appreciation. STRONG VARIABLE INSURANCE FUNDS, INC. The Strong Variable Insurance Funds, Inc. is an open-end management investment company. It was incorporated in Wisconsin. Strong Capital Management, Inc. is the investment adviser. THE STRONG DISCOVERY FUND II INVESTMENT OBJECTIVE: Seeks to identify emerging investment trends and attractive growth opportunities. THE STRONG INTERNATIONAL STOCK FUND II INVESTMENT OBJECTIVE: Seeks capital growth. The fund invests primarily in the equity securities of issuers located outside of the United States. C-3 VAN ECK WORLDWIDE INSURANCE TRUST Van Eck Worldwide Insurance Trust is an open-end management investment company. It was organized as a business trust under the laws of the Commonwealth of Massachusetts on January 7, 1987. Van Eck Associates Corporation serves as investment adviser and manager to the two funds listed below. WORLDWIDE HARD ASSETS FUND INVESTMENT OBJECTIVE: Seeks long-term capital appreciation by investing globally, primarily in (i) precious metals, (ii) ferrous and non-ferrous metals, (iii) oil and gas, (iv) forest products, (v) real estate, and (vi) other basic non-agricultural commodities. WORLDWIDE BOND FUND INVESTMENT OBJECTIVE: Seeks high total return through a flexible policy of investing globally, primarily in debt securities. C-4 CONTRACTS UNDER FLEXIBLE PREMIUM DEFERRED COMBINATION VARIABLE AND FIXED ANNUITY CONTRACTS VALUE ADVANTAGE PLUS VARIABLE ANNUITY Issued by FIRST FORTIS LIFE INSURANCE COMPANY STATEMENT OF ADDITIONAL INFORMATION MAY 1, 1997 This Statement of Additional Information is not a Prospectus. It is intended that this Statement of Additional Information be read in conjunction with the Prospectus for certificates under flexible premium deferred combination variable and fixed annuity contracts ("Contracts"), dated May 1, 1997. A copy of the Prospectus may be obtained without charge from Fortis Investors, Inc. 1-800-827-5877, mailing address: P.O. Box 64272, St. Paul, MN 55164. You have the option of receiving benefits under a Contract through First Fortis' Variable Account A or through First Fortis' Fixed Account. TABLE OF CONTENTS First Fortis and the Variable Account. . . . . . . . . . . . . . . . . . . 1 Calculation of Annuity Payments. . . . . . . . . . . . . . . . . . . . . . 2 Postponement of Payments . . . . . . . . . . . . . . . . . . . . . . . . . 3 Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 - Safekeeping of Variable Account Assets . . . . . . . . . . . . . . . . 4 - Experts. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 - Principal Underwriter . . . . . . . . . . . . . . . . . . . . . . . . 4 Taxation Under Certain Retirement Plans. . . . . . . . . . . . . . . . . . 4 Withholding. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 Variable Account Financial Statements. . . . . . . . . . . . . . . . . . . 8 Appendix A -- Performance Information. . . . . . . . . . . . . . . . . . . A-1 In order to supplement the description in the Prospectus, the following provides additional information about the Contracts and other matters which may be of interest to you. Terms used in this Statement of Additional Information have the same meanings as are defined in the Prospectus under the heading "Special Terms Used in This Prospectus." FIRST FORTIS AND THE VARIABLE ACCOUNT First Fortis Life Insurance Company, the issuer of the Contracts, is a New York corporation qualified to sell life insurance and annuity contracts in the state of New York. First Fortis is a wholly-owned subsidiary of Fortis, Inc. Fortis, Inc. is a corporation based in New York, which manages the United States operations of Fortis AMEV and Fortis AG. Fortis AMEV has been in business since 1847 and is a publicly-traded, multi-national insurance, real estate, and financial services group headquartered in The Netherlands. It is one of the largest holding companies in Page 1 Europe, with subsidiary companies in twelve countries on four continents. Fortis AMEV is the third largest insurance company in the Netherlands. Fortis AG is a multi-national insurance, real estate and financial services firm that has been in business since 1824. It has subsidiary companies in eight countries. Fortis AG is one of the largest life insurance companies in Belgium. Fortis AMEV and Fortis AG have combined assets of approximately $160 billion. The assets allocated to the Variable Account are the exclusive property of First Fortis. Registration of the Variable Account under the Investment Company Act of 1940 does not involve supervision of the management or investment practices or policies of the Variable Account or of First Fortis by the Securities and Exchange Commission. First Fortis may accumulate in the Variable Account proceeds from charges under the Contracts and other amounts in excess of the Variable Account assets representing reserves and liabilities under Contracts and other variable annuity contracts issued by First Fortis. First Fortis may from time to time transfer to its General Account any of such excess amounts. Under certain remote circumstances the assets of one Subaccount may not be insulated from liability associated with another Subaccount. Best's Insurance Reports has assigned First Fortis a rating of A (Excellent) for financial position and operating performance. First Fortis has a rating of AA from Standard & Poor's. As defined by Standard & Poor's, insurers rated AA offer "excellent financial security." These ratings represent such rating agencies' independent opinion of First Fortis' financial strength and ability to meet policy holder obligations, but have no relevance to the performance and quality of the assets in Subaccounts of the Variable Account. CALCULATION OF ANNUITY PAYMENTS FIXED ANNUITY OPTION The amount of each annuity payment under a Fixed Annuity Option is fixed and guaranteed by First Fortis. Monthly fixed annuity payments will start as of the end of the Valuation Period that contains the Annuity Commencement Date. At that time, the Contract Value, after any Market Value Adjustment, is computed and that portion of the Contract Value which will be applied to the Fixed Annuity Option selected is determined. The amount of the first monthly payment under the Fixed Annuity Option selected will be at least as large as would result from using the annuity tables contained in the Contract to apply such amount of Contract Value to the annuity form selected. The dollar amounts of any fixed annuity payments after the first are specified during the entire period of annuity payments according to the provisions of the annuity form selected. VARIABLE ANNUITY OPTION ANNUITY UNITS. To the extent a Variable Annuity Option has been selected, we convert the Accumulation Units for each Subaccount of the Variable Account into Annuity Units for each Subaccount at their values determined as of the end of the Valuation Period which contains the Annuity Commencement Date. As of such time, any Fixed Account Value to be applied to a Variable Annuity Option is also converted, after any Market Value Adjustment, to Annuity Units in the Subaccounts selected based on the then-current Annuity Unit value. The initial number of Annuity Units in each Subaccount is determined by dividing the amount of the initial monthly variable annuity payment (see "Variable Annuity Option -- Variable Annuity Payments," below) allocable to that Subaccount by the value of one Annuity Unit in that Subaccount as of the time of the conversion. The number of Annuity Units for each Subaccount will remain constant, as long as an annuity remains in force and the allocation among the Subaccounts has not changed. The value of each Subaccount's Annuity Units will vary to reflect the investment experience of the Subaccount as well as charges deducted from the Subaccount. The value of each Subaccount's Annuity Units is equal to the prior value of the Subaccount's Annuity Units multiplied by the net investment factor for that Subaccount (discussed in the Prospectus under "Contract Value") for the Valuation Period ending on that Valuation Date, with an offset for the 4% assumed interest rate used in the annuity tables of the Contract. Page 2 VARIABLE ANNUITY PAYMENTS. Variable annuity payments start at the end of the Valuation Period that contains the Annuity Commencement Date, and will vary in amount as the related Annuity Unit values vary. The amount of the first monthly payment is shown on the annuity tables contained in the Contract for each $1,000 of Contract Value applied to the Variable Annuity Option selected as of the end of such Valuation Period. The first variable annuity payment is, in effect, allocated among the Subaccounts in the same proportion as the Contract Value is allocated among the Subaccounts upon commencement of annuity payments. Payments after the first will vary in amount and are determined on the first Valuation Date of each subsequent monthly period. If the monthly payment under the annuity form selected is based on the value of Annuity Units of a single Subaccount, the monthly payment is found by multiplying the number of the Contract's Annuity Units for the Subaccount by the Annuity Unit value of such Subaccount as of the first Valuation Date in each monthly period following the Annuity Commencement Date. If the monthly payment under the Variable Annuity Option selected is based upon the value of Annuity Units in more than one Subaccount, this is repeated for each applicable Subaccount. The sum of these payments is the variable annuity payment. GENDER OF ANNUITANT The amount of each annuity payment ordinarily will be higher for a male Annuitant than for a female Annuitant with an otherwise identical Contract. This is because, statistically, females tend to have longer life expectancies than males. However, there will be no differences between male and female Annuitants in any jurisdiction, including Montana, where such differences are not permitted. We will also make available Contracts with no such differences in connection with certain employer-sponsored benefit plans. Employers should be aware that, under most such plans, Contracts that make distinctions based on gender are prohibited by law. POSTPONEMENT OF PAYMENTS With respect to amounts in the Subaccounts of the Variable Account, payment of any amount due upon a total or partial surrender, death or under an annuity option will ordinarily be made within seven days after all documents required for such payment are received by First Fortis at its Home Office. However, First Fortis may defer the determination, application or payment of any death benefit, transfer, partial or total surrender or annuity payment, to the extent dependent on Accumulation or Annuity Unit Values, for any period during which the New York Stock Exchange is closed (other than customary weekend and holiday closings) or trading on the New York Stock Exchange is restricted as determined by the Securities and Exchange Commission, for any period during which any emergency exists as a result of which it is not reasonably practicable for First Fortis to determine the investment experience for the Contract, or for such other periods as the Securities and Exchange Commission may by order permit for the protection of investors. SERVICES SAFEKEEPING OF VARIABLE ACCOUNT ASSETS Title to the assets of the Variable Account is held by First Fortis. The assets of the Variable Account are kept segregated and held separate and apart from First Fortis' other assets. Fortis Advisers, Inc., an affiliate of First Fortis, maintains records of all purchases and redemptions of shares of the Portfolios held by each of the Subaccounts of the Variable Account. EXPERTS The financial statements of First Fortis Life Insurance Company appearing in the Prospectus and those of Variable Account A appearing in this Statement of Additional Information and Registration Statement have been audited by Ernst & Young LLP, independent auditors, as set forth in their reports thereon also appearing in the Prospectus or this Statement of Additional Information and are included in reliance upon such reports given upon the authority of such firm as experts in accounting and auditing. The New York address of Ernst & Young LLP is 787 Seventh Avenue, New York, New York 10019. Page 3 PRINCIPAL UNDERWRITER Fortis Investors, Inc. ("Fortis Investors"), the principal underwriter of the Contracts, is a Minnesota corporation and a member of the Securities Investors Protection Corporation. The address of Fortis Investors is 500 Bielenberg Drive, Woodbury, Minnesota 55125. The offering of the Contracts is continuous, and Fortis Investors does not anticipate discontinuing the offering of the Contracts, although it reserves the right to do so. Contracts generally will be issued for Annuitants from ages zero to ninety in all states. TAXATION UNDER CERTAIN RETIREMENT PLANS Federal income tax information concerning the purchase of Contracts for specific types of retirement plans is set forth below. You should also refer to "Federal Tax Matters" in the Prospectus. The tax information provided is not comprehensive, and you should consult a qualified tax adviser before taking any action in connection with a retirement plan. SECTION 403(b) ANNUITIES FOR EMPLOYEES OF CERTAIN TAX-EXEMPT ORGANIZATIONS OR PUBLIC EDUCATIONAL INSTITUTIONS PURCHASE PAYMENTS. Under Section 403(b) of the Internal Revenue Code ("Code"), payments made by certain employers (i.e., tax-exempt organizations meeting the requirements of Section 501(c)(3) of the Code, or public educational institutions) to purchase Contracts for their employees are excludible from the gross income of employees to the extent that such aggregate purchase payments do not exceed certain limitations prescribed by the Code. This is the case whether the purchase payments are a result of voluntary salary reduction amounts or employer contributions. Salary reduction payments are, however, subject to FICA (social security) taxes. TAXATION OF DISTRIBUTIONS. Distributions from a Section 403(b) tax-deferred annuity are taxed as ordinary income to the recipient as described under "Federal Tax Matters" in the Prospectus. Taxable distributions received before the employee attains age 59 1/2 generally are subject to a 10% penalty tax in addition to regular income tax. Certain distributions are excepted from this penalty tax, including distributions following the employee's death, disability, separation from service after age 55, separation from service at any age if the distribution is in the form of an annuity for the life (or life expectancy) of the employee (or the employee and Beneficiary) and distributions not in excess of deductible medical expenses. In addition, no distributions of voluntary salary reduction amounts will be permitted prior to one of the following events: attainment of age 59 1/2 by the employee or the employee's separation from service, death , disability or hardship. (Hardship distributions will be limited to the lesser of the amount of the hardship or the amount of salary reduction contributions, exclusive of earnings thereon.) REQUIRED DISTRIBUTIONS. Generally, distributions from Section 403(b) annuities must commence not later than April 1 of the calendar year following the calendar year in which the employee attains age 70 1/2, and such distributions must be made over a period that does not exceed the life expectancy of the employee (or the employee and Beneficiary). A penalty tax of 50% would be imposed on any amount by which the minimum required distribution in any year exceeded the amount actually distributed in that year. In addition, in the event that the employee dies before his or her entire interest in the Contract has been distributed, the employee's entire interest must be distributed in accordance with rules similar to those applicable upon the death of the Contract Owner or Payee in the case of a Non-Qualified Contract, as described in the Prospectus. Certain of these and other provisions are incorporated in a special endorsement attached to Contracts that are intended to qualify under Section 403(b), and reference should be made to that endorsement for its complete terms. TAX-FREE EXCHANGES AND ROLLOVERS. The Code provides for the tax-free transfer of one Section 403(b) annuity for another Section 403(b) annuity, and the IRS has ruled (Revenue Ruling 90-24) that amounts transferred may qualify as tax-free transfers under certain circumstances. In addition, Section 403(b)(8) of the code permits tax-free rollovers from Section 403(b) programs to individual retirement annuities or other Section 403(b) programs under certain circumstances. Page 4 SECTION 401 QUALIFIED PENSION, PROFIT-SHARING OR ANNUITY PLANS PURCHASE PAYMENTS. Subject to certain limitations prescribed by the Code, purchase payments made by an employer (or a self-employed individual) under a pension, profit-sharing or annuity plan qualified under Section 401 or Section 403(a) of the Code are generally deductible by the employer and excluded from the taxable income of the employee for federal income tax purposes, whether made under a salary reduction agreement or directly by employer contributions. Salary reduction payments are, however, subject to FICA (social security) taxes. Purchase payments made directly by an employee generally are made on an after-tax basis. TAXATION OF DISTRIBUTIONS. Distributions from Contracts purchased under these qualified plans are taxable as ordinary income, except to the extent allocable to an employee's after-tax contributions, as described under "Federal Tax Matters -- Qualified Plans," in the Prospectus. However, if an employee or other payee receives a "lump sum" distribution, as defined in the Code, from an exempt employees' trust, the taxable portion of the distribution may be subject to special tax treatment. For most individuals receiving lump sum distributions after attaining age 59 1/2, the rate of tax may be determined under a special 5-year income averaging provision. Those who attained age 50 by January 1, 1986 may instead elect to use a 10-year income averaging provision based on the income tax rates in effect for 1986. Taxable distributions received prior to attainment of age 59 1/2 under a Contract purchased under a qualified plan are subject to the same 10% penalty tax (and the same exceptions) as described above with respect to Section 403(b) annuities. REQUIRED DISTRIBUTIONS. The minimum distribution requirements for these qualified plans are generally the same as described above with respect to Section 403(b) annuities. TAX-FREE ROLLOVERS. If, within 60 days of receipt, an employee who receives a single sum distribution transfers all of the taxable amount received to another plan qualified under Section 401 or 403(a), or to an individual retirement account or annuity as provided for under the Code, the transferred amount will not be taxed in the year of distribution. Certain "partial" distributions may also qualify for tax-free rollover treatment, but only if transferred to an individual retirement account or annuity. However, income tax may be withheld from the distribution unless the distribution is transferred directly from the qualified plan to the individual retirement account or individual retirement annuity. SECTION 408(p) SIMPLE IRA PLANS PURCHASE PAYMENTS: Under Section 408(p) of the Code, small employers may establish a type of IRA plan referred to as a Savings Incentive Match Plan for Employees (SIMPLE Plan). An employee may contribute annually through his or her employer a pre-tax salary reduction contribution not to exceed the lesser of $6,000 or 100% of compensation. The employer must annually either (1) match the employee contribution dollar for dollar up to 3% of pay, or (2) make a 2% of pay contribution for each eligible employee regardless of whether the employee makes any salary reduction contribution. In two out of every five years, the employer has the option to reduce the matching contribution as low as 1% of pay but advance notice must be provided to employees. TAXATION OF DISTRIBUTIONS: Generally, distributions from SIMPLE IRA Plans are subject to the same distribution rules described above for IRAs. However, if an individual withdraws any amount from his SIMPLE IRA Plan within the first two years of his or her commencement of participation in the employer's SIMPLE IRA Plan, the 10% penalty tax for premature distribution, if such tax applies, will be increased to 25%. REQUIRED DISTRIBUTIONS: SIMPLE distributions are subject to the same minimum distribution rules described above for IRAs. TAX-FREE ROLLOVERS: Generally, rollovers and direct transfers may be made to and from SIMPLE IRAs in the same manner as described above for IRAs, subject to the same conditions and limitations. Rollovers or transfers to other IRAs, other than SIMPLE IRAs, are also possible but only after the second anniversary of commencement of participation in the employer's SIMPLE IRA Plan. Page 5 SECTION 457 UNFUNDED DEFERRED COMPENSATION PLANS OF PUBLIC EMPLOYERS AND TAX-EXEMPT ORGANIZATIONS PURCHASE PAYMENTS. Under Section 457 of the Code, all individuals who perform services for a state or local government or governmental agency may participate in a deferred compensation program. Other tax-exempt employers may establish unfunded deferred compensation plans under Section 457 for employees and/or independent contractors. Though not actually a qualified plan as that term is normally used, this type of program allows individuals to defer the receipt of compensation that otherwise would be currently payable and therefore to defer the payment of federal income taxes on such amounts. Assuming that the program meets the requirements to be considered an eligible deferred compensation plan (an "EDCP"), an individual may contribute (and thereby defer from current income for tax purposes) the lesser of $7,500 or 33-1/3% of the individual's includible compensation. (Includible compensation means compensation from the employer which would be currently includible in gross income for federal tax purposes.) In addition, during the last three years before an individual attains normal retirement age, additional "catch-up" deferrals are permitted. The amounts which are deferred may be used by the employer to purchase the Contracts offered by this Prospectus. The Contract is owned by the employer and is subject to the claims of the employer's creditors. The employee has no rights or interest in the Contract and is entitled only to payment in accordance with the EDCP provisions. TAXATION OF DISTRIBUTIONS. Amounts received by an individual from an EDCP are includible in gross income for the taxable year in which such amounts are paid or otherwise made available. DISTRIBUTIONS BEFORE SEPARATION FROM SERVICE. Distributions generally are not permitted under an EDCP prior to separation from service or reaching age 70 1/2, except in cases of severe financial hardship. Hardship distributions are includible in the gross income of the individual in the year in which paid. REQUIRED DISTRIBUTIONS. The distribution requirements for these qualified plans are generally the same as described above with respect to Section 403(b) annuities. However, if distributions do not commence before the employee's death, the entire interest in the Contract must be distributed within 15 years if the beneficiary is not the employee's surviving spouse. TAX-FREE TRANSFERS. The Code permits the tax-free direct transfer of EDCP amounts to another EDCP, subject to certain conditions. Any transfer must be with employer consent. Any transfer must be with employer consent. PRIVATE EMPLOYER UNFUNDED DEFERRED COMPENSATION PLANS PURCHASE PAYMENTS. Private taxable employers may establish unfunded, non-qualified deferred compensation plans for a select group of management or highly compensated employees and/or for independent contractors. Certain arrangements of tax-exempt employers entered into prior August 16, 1986, and not subsequently modified, are also subject to the rules for private taxable employer deferred compensation plans discussed below. (Unfunded deferred compensation plans of other tax-exempt employers are generally subject to the requirements of Section 457.) These types of programs allow individuals to defer receipt of up to 100% of compensation which would otherwise be includible in income and therefore to defer the payment of federal income taxes on such amounts. Purchase payments made by the employer, however are not immediately deductible by the employer, and the employer is currently taxed on any increase in Contract Value. Deferred compensation plans represent a contractual promise on the part of the employer to pay current compensation at some future time. The Contract is owned by the employer and is subject to the claims of the employer's creditors. The individual has no right or interest in the Contract and is entitled only to payment from the employer's general assets in accordance with plan provisions. Page 6 TAXATION OF DISTRIBUTIONS. Amounts received by an individual from a private employer deferred compensation plan are includible in gross income for the taxable year in which such amounts are paid or otherwise made available. EXCESS DISTRIBUTIONS--15% TAX. Certain persons, particularly those who participate in more than one tax-qualified retirement plan, may be subject to an additional tax of 15% on certain excess aggregate distributions from those plans. In general, excess distributions are taxable distributions for all tax qualified plans in excess of a specified annual limit for payments made in the form of an annuity (currently $160,000) or five times the annual limit for lump sum distributions. WITHHOLDING Annuity payments and other amounts received under Contracts are subject to income tax withholding unless the recipient elects not to have taxes withheld. The amounts withheld will vary among recipients depending on the tax status of the individual and the type of payments from which taxes are withheld. Notwithstanding the recipient's election, withholding may be required with respect to certain payments to be delivered outside the United States and, with respect to certain distributions from certain types of qualified retirement plans, unless the proceeds are transferred directly to another qualified retirement plan. Moreover, special "backup withholding" rules may require First Fortis to disregard the recipient's election if the recipient fails to supply First Fortis with a "TIN" or taxpayer identification number (social security number for individuals), or if the Internal Revenue Service notifies First Fortis that the TIN provided by the recipient is incorrect. VARIABLE ACCOUNT FINANCIAL STATEMENTS This Statement of Additional Information contains no financial statements for the Subaccounts of the Variable Account which are available under the Contracts, other than for the Fortis S & P 500 Index Series Subaccount, because the other available Subaccounts of the Variable Account had not yet commenced operations as of December 31, 1996, had no assets or liabilities, and had received no income nor incurred any expenses as of that date. Page 7 Report of Independent Auditors Board of Directors First Fortis Life Insurance Company We have audited the accompanying statement of net assets of First Fortis Life Insurance Company Variable Account A (comprising, respectively, the Fortis Series Fund's Growth Stock, U.S. Government Securities, Money Market, Asset Allocation, Diversified Income, Global Growth, Aggressive Growth, Growth & Income, High Yield, Global Asset Allocation, Global Bond, International Stock, Value, S&P 500 and Blue Chip Stock Subaccounts) as of December 31, 1996, and the related statement of changes in net assets for the period from July 1, 1996 (commencement of operations) to December 31, 1996. These financial statements are the responsibility of the management of First Fortis Life Insurance Company. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of each of the portfolio subaccounts constituting First Fortis Life Insurance Company Variable Account A at December 31, 1996, and the results of their operations and changes in their net assets for the period from July 1, 1996 (commencement of operations) to December 31, 1996, in conformity with generally accepted accounting principles. /s/ Ernst & Young LLP April 11, 1997
First Fortis Life Insurance Company Variable Account A Statement of Net Assets December 31, 1996 NET ASSET VALUE FOR ACCUMULATION VARIABLE ANNUITY NET UNITS CONTRACTS PER ASSETS OUTSTANDING ACCUMULATION UNIT -------------------------------------------------------------- Investments in Fortis Series Fund, Inc., at market value (NOTE 2): Growth Stock Series (6,446 shares; cost--$209,123) $210,096 70,686 $2.97 U.S. Government Securities Series (644 shares; 6,811 427 15.95 cost--$6,946) Money Market Series (4,123 shares; cost--$44,752) 45,122 31,800 1.42 Asset Allocation Series (8,791 shares; cost--$153,046) 149,379 63,004 2.37 Diversified Income Series (3,185 shares; cost--$36,245) 37,255 20,649 1.80 Global Growth Series (6,723 shares; cost--$126,179) 127,713 6,899 18.51 Aggressive Growth Series (14,041 shares; 191,234 14,449 13.24 cost--$198,975) Growth & Income Series (14,703 shares; cost--$216,541) 222,945 14,412 15.47 High Yield Series (11,954 shares; cost--$122,360) 117,452 9,846 11.93 Global Asset Allocation Series (7,928 shares; cost 97,859 7,591 12.89 $98,478) Global Bond Series (1,456 shares; cost--$16,409) 16,149 1,347 11.99 International Stock Series (11,222 shares; 139,620 10,999 12.69 cost--$137,017) Value Series (15,235 shares; cost--$165,866) 173,386 15,690 11.05 S&P 500 Series (5,083 shares; cost--$56,857) 58,280 5,144 11.33 Blue Chip Stock Series (9,337 shares; cost--$106,411) 108,962 9,457 11.52 ----------------------------------- Total net assets $1,702,263 282,400 ----------------------------------- -----------------------------------
SEE ACCOMPANYING NOTES. 2
First Fortis Life Insurance Company Variable Account A Statement of Changes in Net Assets Period from July 1, 1996 (commencement of operations) to December 31, 1996 U.S. GROWTH GOVERNMENT MONEY ASSET DIVERSIFIED GLOBAL AGGRESSIVE GROWTH & STOCK SECURITIES MARKET ALLOCATION INCOME GROWTH GROWTH INCOME SERIES SERIES SERIES SERIES SERIES SERIES SERIES SERIES ---------------------------------------------------------------------------------------- OPERATIONS Dividend income $ 677 $ 386 $ 204 $ 7,449 $ -- $ 148 $ 318 $ 5,819 Mortality and expense and policy advance charges (NOTE 3) (127) (27) (378) (262) (30) 235 (631) 290 Net realized gain (loss) on investments 2,290 -- 863 396 -- 225 (259) (761) Net change in unrealized appreciation (depreciation) of investments 973 (135) 370 (3,667) 1,010 1,534 (7,741) 6,404 ---------------------------------------------------------------------------------------- Net increase (decrease) in net assets resulting from operations 3,813 224 1,059 3,916 980 2,142 (8,313) 11,752 CAPITAL TRANSACTIONS Purchase of Variable Account A units 264,460 6,560 162,462 158,453 36,245 151,125 220,356 298,353 Redemption of Variable Account A units (58,304) -- (118,777) (13,252) -- (25,319) (21,440) (86,870) Mortality and expense charges redeemed 127 27 378 262 30 (235) 631 (290) ----------------------------------------------------------------------------------------- Net increase resulting from capital 206,283 6,587 44,063 145,463 36,275 125,571 199,547 211,193 transactions Net assets at beginning of period -- -- -- -- -- -- -- -- ---------------------------------------------------------------------------------------- Net assets at end of period $210,096 $6,811 $45,122 $149,379 $37,255 $127,713 $191,234 $222,945 ---------------------------------------------------------------------------------------- ----------------------------------------------------------------------------------------
3
First Fortis Life Insurance Company Variable Account A Statement of Changes in Net Assets (continued) GLOBAL HIGH ASSET GLOBAL BLUE CHIP COMBINED YIELD ALLOCATION BOND INTERNATIONAL VALUE S&P 500 STOCK VARIABLE SERIES SERIES SERIES STOCK SERIES SERIES SERIES SERIES ACCOUNT ----------------------------------------------------------------------------------------- OPERATIONS Dividend income $ 6,166 $ 3,734 $ 643 $ 3,888 $ 942 $ 337 $ 360 $ 31,071 Mortality and expense and policy advance charges (NOTE 3) (107) (187) (55) 57 (217) (138) 203 (1,374) Net realized (loss) gain on investments 154 4 -- (343) 265 274 595 3,703 Net change in unrealized appreciation (depreciation) of investments (4,908) (619) (260) 2,603 7,520 1,423 2,551 7,058 Net increase (decrease) in net assets --------------------------------------------------------------------------------------- resulting from operations 1,305 2,932 328 6,205 8,510 1,896 3,709 40,458 CAPITAL TRANSACTIONS Purchase of Variable Account A units 147,387 95,193 15,766 170,797 169,800 62,552 169,424 2,128,933 Redemption of Variable Account A units (31,347) (453) -- (37,325) (5,141) (6,306) (63,968) (468,502) Mortality and expense charges redeemed 107 187 55 (57) 217 138 (203) 1,374 Net increase resulting from capital --------------------------------------------------------------------------------------- transactions 116,147 94,927 15,821 133,415 164,876 56,384 105,253 1,661,805 Net assets at beginning of period -- -- -- -- -- -- -- -- Net assets at end of period --------------------------------------------------------------------------------------- $117,452 $97,859 $16,149 $139,620 $173,386 $58,280 $108,962 $1,702,263 --------------------------------------------------------------------------------------- ---------------------------------------------------------------------------------------
SEE ACCOMPANYING NOTES. 4 First Fortis Life Insurance Company Variable Account A Notes to Financial Statements December 31, 1996 1. GENERAL FIRST FORTIS LIFE INSURANCE COMPANY Variable Account A (the Account) was established as a segregated asset account of First Fortis Life Insurance Company (First Fortis) on October 1, 1993 under New York law and became operational July 1, 1996. The Account is registered under the Investment Company Act of 1940 as a unit investment trust. The variable annuity contracts are sold under the names Opportunity Variable Annuity and Masters Variable Annuity. First Fortis was founded in 1971. At the end of 1996, First Fortis had approximately $6 billion of total life insurance in force. First Fortis is a New York corporation and is qualified to sell life, accident and health insurance and annuity contracts in New York. First Fortis is an affiliate of the worldwide Fortis group of companies owned by Fortis AMEV of The Netherlands and Fortis AG of Belgium. First Fortis is wholly-owned by Fortis AMEV. The other U.S. subsidiaries of Fortis AMEV and Fortis AG operate under the holding company name of Fortis, Inc. Subject to regulatory approval, First Fortis will become a wholly-owned subsidiary of Fortis, Inc. in 1997. Fortis AMEV is a diversified financial services company headquartered in Utrecht, The Netherlands, where its insurance operations began in 1847. Fortis AG is a diversified financial services company headquartered in Brussels, Belgium, where its insurance operations began in 1824. Fortis AMEV and Fortis AG have merged their operating companies under the trade name of Fortis. The Fortis group of companies is active in insurance, banking, and financial services, and real estate development in The Netherlands, Belgium, United States, Western Europe, and the Pacific Rim. The Fortis group of companies had over $160 billion in assets at the end of 1996. Fortis Advisers, Inc. (a wholly-owned subsidiary of Fortis, Inc.) provides investment management services to the portfolios in exchange for investment advisory and management fees. Investment advisory and management fees are based on each portfolio's daily net assets and decrease in reduced percentages as average daily net assets increase. The fees represent an investment expense to Fortis Series Fund, Inc. which reduces the portfolios' net assets. These fees charged by Fortis Advisers, Inc. are not available on an individual variable account basis. Fees for all variable accounts to which Fortis Advisers, Inc. provided investment management services amounted to $168,412 in 1996. 5 First Fortis Life Insurance Company Variable Account A Notes to Financial Statements (continued) 1. GENERAL (CONTINUED) There are fifteen subaccounts within the Account, each of which invests only in a corresponding portfolio of Fortis Series Fund, Inc. (the Fund). The investment objectives and policies of each of the Account's subaccounts are as follows: - GROWTH STOCK PORTFOLIO SUBACCOUNT--seeks growth of capital through short- term and long-term appreciation. - U.S. GOVERNMENT SECURITIES PORTFOLIO SUBACCOUNT--seeks to earn a high level of current income consistent with prudent investment risk. - MONEY MARKET PORTFOLIO SUBACCOUNT--seeks high level of capital stability and liquidity and, to the extent consistent with these objectives, a high level of current income. - ASSET ALLOCATION PORTFOLIO SUBACCOUNT--seeks favorable overall rates of return on capital, primarily through increased ownership of equity securities during periods when stock market conditions appear favorable, and short-term and long-term debt instruments during periods when stock market conditions are less favorable. - DIVERSIFIED INCOME PORTFOLIO SUBACCOUNT--seeks high level of current income by investing primarily in a diversified portfolio of government securities and investment grade corporate bonds. - GLOBAL GROWTH PORTFOLIO SUBACCOUNT--seeks growth of capital through long- term capital appreciation, through ownership of equity securities, allocated among diverse international markets. - AGGRESSIVE GROWTH PORTFOLIO SUBACCOUNT--seeks long-term capital appreciation in equity securities. - GROWTH & INCOME PORTFOLIO SUBACCOUNT--seeks growth of capital and current income, through ownership of equity securities that provide an income component and the potential for growth. 6 First Fortis Life Insurance Company Variable Account A Notes to Financial Statements (continued) 1. GENERAL (CONTINUED) - HIGH YIELD PORTFOLIO SUBACCOUNT--seeks maximum total return through current income and capital appreciation, through ownership of a diversified portfolio of high-yielding fixed-income securities. - GLOBAL ASSET ALLOCATION SUBACCOUNT--seeks favorable overall rates of return on capital, primarily through increased ownership of foreign and domestic equity securities during periods when stock market conditions appear favorable, and short-term and long-term foreign and domestic debt instruments during periods when stock market conditions are less favorable. - GLOBAL BOND SUBACCOUNT--seeks total return from current income and capital appreciation, by investing in a global portfolio of high quality fixed income securities. - INTERNATIONAL STOCK SUBACCOUNT--seeks capital appreciation by investing primarily in equity securities of non-United States companies. - VALUE SUBACCOUNT--seeks growth of capital through short and long-term capital appreciation. Investing in equity securities based on the "Value" philosophy. - S&P 500 INDEX SUBACCOUNT--seeks growth of capital by replicating the total return of the Standard & Poor's 500 Composite Stock Price Index. - BLUE CHIP STOCK SUBACCOUNT--seeks capital appreciation by investing primarily in large and medium-sized blue chip companies. 2. INVESTMENTS Investments in shares of Fortis Series Fund, Inc. are stated at market value, which is based on the percentage owned by the Account of the net asset value of the respective portfolios of the Funds. The Funds' net asset value is based on market quotations of the securities held in the portfolios. The cost of investments sold and redeemed is determined using the average cost method. Unrealized appreciation or depreciation of investments represents the Account's share of the mutual fund's undistributed net investment income, undistributed realized gains and losses and unrealized appreciation or depreciation in the Funds' investments. 7 First Fortis Life Insurance Company Variable Account A Notes to Financial Statements (continued) 2. INVESTMENTS (CONTINUED) Purchases and sales of shares of the Funds are recorded on the trade date. The number of shares and aggregate cost of purchases and proceeds from sales of shares were as follows: SHARES ------------------ COST OF PROCEEDS PURCHASED SOLD PURCHASES FROM SALES -------------------------------------------- PERIOD ENDED DECEMBER 31, 1996 Fortis Series Fund, Inc.: Growth Stock Series 8,206 1,780 $264,460 $ 58,304 U.S. Government Securities Series 606 - 6,560 - Money Market Series 14,970 10,866 162,462 118,777 Asset Allocation Series 9,092 738 158,453 13,252 Diversified Income Series 3,185 - 36,245 - Global Growth Series 8,075 1,360 151,125 25,319 Aggressive Growth Series 15,539 1,521 220,356 21,440 Growth & Income Series 20,795 6,480 298,353 86,870 High Yield Series 14,352 3,030 147,387 31,347 Global Asset Allocation Series 7,656 36 95,193 453 Global Bond Series 1,398 - 15,766 - International Stock Series 14,083 3,184 170,797 37,325 Value Series 15,600 448 169,800 5,141 S&P 500 Series 5,598 544 62,552 6,306 Blue Chip Stock Series 15,531 6,225 169,424 63,968 8 First Fortis Life Insurance Company Variable Account A Notes to Financial Statements (continued) 2. INVESTMENTS (CONTINUED) The number of shares and cost of shares issued from reinvestment of dividends with the Funds were as follows: COST OF SHARES SHARES -------------------------- PERIOD ENDED DECEMBER 31, 1996 Fortis Series Fund, Inc.: Growth Stock Series 20 $ 677 U.S. Government Securities Series 38 386 Money Market Series 19 204 Asset Allocation Series 437 7,449 Diversified Income Series - - Global Growth Series 8 148 Aggressive Growth Series 23 318 Growth & Income Series 388 5,819 High Yield Series 632 6,166 Global Asset Allocation Series 308 3,734 Global Bond Series 58 643 International Stock Series 323 3,888 Value Series 83 942 S&P 500 Series 29 337 Blue Chip Series 31 360 3. ORGANIZATIONAL EXPENSES AND OTHER CHARGES ORGANIZATIONAL EXPENSES First Fortis assumes all organizational expenses of the Account. 9 First Fortis Life Insurance Company Variable Account A Notes to Financial Statements (continued) 3. ORGANIZATIONAL EXPENSES AND OTHER CHARGES (CONTINUED) PREMIUM TAXES Where premium taxes or similar assessments are imposed by states or other jurisdictions upon receipt of purchase payments, First Fortis pays such taxes on behalf of the contract owner and then will deduct a charge for these amounts from the contract value upon surrender, death of the annuitant or contract owner, or annuitization of the contract. In jurisdictions where premium taxes or similar assessments are imposed at the time annuity payments begin, First Fortis will deduct a charge on a pro rata basis from the contract value at that time. POLICY ADMINISTRATION CHARGE A $30 annual policy administrative charge is deducted each contract year from the value of each Opportunity Variable Annuity contract on the anniversary of the contract date or upon surrender of the contract. This charge will be waived during the accumulation period if the contract value at the end of the contract year (or upon surrender) is $25,000 or more. MORTALITY AND EXPENSE RISK CHARGE First Fortis assesses each subaccount of the Account a daily charge for mortality and expense risk at an annual rate of 1.25% of the net assets representing equity of contract owners held in each subaccount. ADMINISTRATIVE CHARGE First Fortis assesses each subaccount of the Account a daily charge for mortality and expense risk at an annual rate of .10% of the net assets representing equity of contract owners held in each subaccount. 10 First Fortis Life Insurance Company Variable Account A Notes to Financial Statements (continued) 3. ORGANIZATIONAL EXPENSES AND OTHER CHARGES (CONTINUED) SURRENDER CHARGE FREE SURRENDERS--The following amounts can be withdrawn from the contract without a surrender charge: - Any purchase payment received more than five years prior to the surrender date for Opportunity Variable Annuity and seven years for Masters Variable Annuity contracts. - In any contract year, up to 10% of the purchase payments received less than five years prior to the surrender date for Opportunity Variable Annuity and seven years prior to the surrender date for Masters Variable Annuity Contracts. - For Masters Variable Annuity Contracts, any earnings that have not been previously surrendered. AMOUNT OF SURRENDER CHARGE--Surrender charges apply only if the amount being withdrawn exceeds the sum of the amounts listed above under Free Surrenders. The surrender charge is based on a percentage of the amount of purchase payments surrendered. The percentage of payments is set at 5% during the first five years on Opportunity Variable Annuity contracts, and is set at 7% during the first year of the Masters Variable Annuity contracts with a sliding scale down to zero by the end of the seventh year. There were no surrender charges collected by First Fortis during 1996. 4. FEDERAL INCOME TAXES The operations of the Account form part of, and are taxed with, the operations of First Fortis, which is taxed as an insurance company under the Internal Revenue Code. As a result, the net asset value of the subaccounts are not affected by income taxes on income distributions received by the subaccounts. 11 APPENDIX A PERFORMANCE INFORMATION In advertising and other sales material for the Certificates, yield and total return information for the Subaccounts of the Variable Account may be included. The information below provides investment results for the indicated Subaccounts of the Variable Account. The results shown in this section are not an estimate or guarantee of future investment performance, and do not represent the actual experience of amounts invested by a particular Participant. YIELD CALCULATIONS Yield information for the Alliance Money Market Subaccount will be based on the seven days ended on a specified date. It will be computed by determining the net change, exclusive of capital changes, in the value of a hypothetical pre-existing account (after the deduction of all asset based charges) having a balance of one Accumulation Unit at the beginning of the period and dividing the difference by the value of the account at the beginning of the base period to obtain the base period return, and multiplying the base period return by (365/7), with the resulting yield figure carried to the nearest hundredth of one percent. The seven day yield for the Alliance Money Market Subaccount as of December 31, 1996 was 4.36%. An effective yield may also be quoted for the Alliance Money Market Subaccount. Effective yield is calculated by compounding the current yield as follows: Effective Yield = [(Base Period Return + 1) 365/7 ] - 1 The seven day effective yield for the Alliance Money Market Subaccount as of December 31, 1996 was 4.45%. Yield information for the other Subaccounts will be based on the thirty days ended on a specified date and carried to the nearest hundredth of a percent, according to the following formula: - - | A-B 6 | 2| (----- +1) - 1| | CD | - - Where: A = net investment income earned during the period by the Portfolio whose shares are owned by the Subaccount, B = expenses accrued for the period, C = the average daily number of Accumulation Units outstanding during the period, and D = the offering price per Accumulation Unit at the end of the last day of the period. The following table sets figures for the thirty days ended December 31, 1996. Subaccount Yield ---------- ----- Federated High Yield Bond . . . . . . . . . . . . . . . . 8.40% MFS High Income. . . . . . . . . . . . . . . . . . . . . . 5.99% MFS World Governments. . . . . . . . . . . . . . . . . . . 8.32% Van Eck Worldwide Bond . . . . . . . . . . . . . . . . . . 1.42% A-1 First Fortis may advertise its relative performance as compiled by outside organizations. Following is a list of ratings services which may be referred to in advertisements, along with the category in which the applicable Subaccount is included: Rating Service Category -------------- -------- Alliance Money Market Subaccount Morningstar Publications, Inc. Lipper Analytical Services, Inc. Alliance International Subaccount Morningstar Publications, Inc. International Lipper Analytical Services, Inc. International Alliance Premier Growth Subaccount Morningstar Publications, Inc. Growth Lipper Analytical Services, Inc. Growth Federated High Yield Bond Subaccount Morningstar Publications, Inc. High Yield Bond Lipper Analytical Services, Inc. Federated Utility Subaccount Morningstar Publications, Inc. Specialty Fund Lipper Analytical Services, Inc. Federated American Leaders Subaccount Morningstar Publications, Inc. Growth & Income Lipper Analytical Services, Inc. Lexington Natural Resources Subaccount Morningstar Publications, Inc. Specialty Fund Lipper Analytical Services, Inc. Lexington Emerging Markets Subaccount Morningstar Publications, Inc. International Stock Lipper Analytical Services, Inc. A-2 MFS Emerging Growth Subaccount Morningstar Publications, Inc. Aggressive Growth Lipper Analytical Services, Inc. Mid Cap Funds MFS High Income Subaccount Morningstar Publications, Inc. High Yield Bonds Lipper Analytical Services, Inc. Mid Cap Funds MFS World Governments Subaccount Morningstar Publications, Inc. International Bonds Lipper Analytical Services, Inc. Montgomery Emerging Markets Subaccount Morningstar Publications, Inc. Diversified Emerging Markets Lipper Analytical Services, Inc. Emerging Markets Funds Montgomery Growth Subaccount Morningstar Publications, Inc. Growth Lipper Analytical Services, Inc. Growth Strong Discovery Subaccount Morningstar Publications, Inc. Aggressive Growth Lipper Analytical Services, Inc. Capital Appreciation Fund Strong Government Securities Subaccount Morningstar Publications, Inc. Government Bond - General Lipper Analytical Services, Inc. Strong Advantage Subaccount Morningstar Publications, Inc. Corporate Bond - General Lipper Analytical Services, Inc. Strong International Stock Subaccount Morningstar Publications, Inc. Foreign Stock Lipper Analytical Services, Inc. International Fund TCI Balanced Subaccount Morningstar Publications, Inc. Balanced Lipper Analytical Services, Inc. A-3 TCI Growth Subaccount Morningstar Publications, Inc. Growth Lipper Analytical Services, Inc. Van Eck Worldwide Bond Subaccount Morningstar Publications, Inc. International Bond Lipper Analytical Services, Inc. Van Eck Gold and Natural Resources Subaccount Morningstar Publications, Inc. Specialty Fund Lipper Analytical Services, Inc. Gold Oriented Fund A-4 PART II. INFORMATION NOT REQUIRED IN PROSPECTUS Item 13. Other Expenses of Issuance and Distribution The estimated expenses of the issuance and distribution of the Contracts, other than commissions on sales of the Contracts are as follows: Amount ------ Securities and Exchange Commission registration fee $6,060.61 Printing and engraving $1,500.00 Accounting fees and expenses $1,500.00 Legal fees and expenses $3,000.00 Item 14. Indemnification of Directors and Officers First Fortis' By-Laws provide for indemnity and payment of expenses of First Fortis' officers and directors in connection with certain legal proceedings, judgments, and settlements arising by reason of their service as such, all to the extent and in the manner permitted by law. Applicable New York law generally permits payment of such indemnification and expenses if the person seeking indemnification has acted in good faith and for a purpose that he reasonably believed to be in, or not opposed to, the best interests of the Company, and, in a criminal proceeding, if the person seeking indemnification also has no reasonable cause to believe his conduct was unlawful. No indemnification is further permitted to an individual if there has been an adjudication, and a judgement rendered adverse to the individual seeking indemnification, finding that the acts were committed in bad faith, as the result of active and deliberate dishonesty, or that there was personal gain, financial profit, or other advantage which he or she was not otherwise legally entitled. 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 indemnification provision described in response to Item 14, 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 15. Recent Sales of Unregistered Securities None. Item 16. Exhibits and Financial Statement Schedule a. Exhibits 1. Form of Principal Underwriter and Servicing Agreement -- filed as an exhibit to Registration Statement No. 33-71686 on Form N-4 filed April 11, 1994 and incorporated by reference. 2. None. 3. (a) Charter of First Fortis Life Insurance Company (Incorporated by reference from Form 10-K405, File No. 33-71690, of registrant filed March 29, 1996). (b) By-laws of First Fortis Life Insurance Company (Incorporated by reference from Form N-4 Registration Statement, File No. 33-71686, of registrant and its Separate Account A filed on November 15, 1993); 4. (a) Form of Combination Fixed and Variable Annuity Contract (Incorporated by Reference from Form N-4 Registration Statement, File No. 333-20343, of Registrant and its Separate Account A, filed May 9, 1997); (b) Form of Application to be used in connection with Contract (Incorporated by Reference from Form N-4 Registration Statement, File No. 333-20343, of Registrant and its Separate Account A, filed May 9, 1997); -C- Form of IRA Endorsement (Incorporated by reference from Form N-4 Registration Statement, File No. 33-71686, of registrant and its Separate Account A filed April 27, 1995); (d) Form of Section 403(b) Annuity Endorsement (Incorporated by reference from Form N-4 Registration Statement, File No. 33-71686, of registrant and its Separate Account A filed April 27, 1995); (e) Form of Automatic Portfolio Rebalancing Endorsement (Incorporated by reference from Form N-4 Registration Statement, File No. 33-71686, of registrant and its Separate Account A filed April 27, 1995); (f) Form of Systematic Withdrawal Option Endorsement (Incorporated by reference from Form N-4 Registration Statement, File No. 33-71686, of registrant and its Separate Account A filed April 27, 1995); (g) Form of Systematic Transfer Endorsement (Incorporated by reference from Form N-4 Registration Statement, File No. 33-71686, of registrant and its Separate Account A filed April 27, 1995); 5. Opinion and consent of David A. Peterson, Esq., Corporate Counsel of Fortis Benefits Insurance Company, as to the legality of the securities being registered (filed as a part of this Form S-1 registration statement filed on January 24, 1997). 10. Administrative Service Agreement (Incorporated by reference from Form N-4 Registration Statement, File No. 33-71686, of registrant and its Separate Account A filed on November 15, 1993). 24. Consent of Ernst & Young LLP -- filed herewith. 25. (a) Power of Attorney for Messrs. Rutherfurd, Freedman and Madame Gharib. (Incorporated by reference from Form N-4 Registration Statement, File No. 33-71686, of registrant and its Separate Account A filed on November 15, 1993). (b) Power of Attorney for Messrs. Gardner, Nelson and Galston. (Incorporated by reference from Form N-4 Registration Statement, File No. 33-71686, of registrant and its Separate Account A filed on April 12, 1994.) -C- Power of Attorney for Messrs. Keller and Kopperud (Incorporated by reference from Form N-4 Registration Statement, File No. 33-71686, of registrant and its Separate Account A filed April 27, 1995.) 28. (b) Financial statement schedules. None. Item 17. Undertakings The Registrant hereby undertakes: (1) To file, during any period in which offers or sales 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; (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, including (but not limited to) any addition or deletion of a managing underwriter. (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. SIGNATURES As required by the Securities Act of 1933, the Registrant has caused this Registration Statement to be signed on its behalf in the Town of Salina, County of Onondaga, State of New York on this 7th day of May 1997. FIRST FORTIS LIFE INSURANCE COMPANY By: /s/ Terry J. Kryshak ------------------------------------ Terry J. Kryshak Sr. Vice President & Chief Administrative Officer (Principal Executive Officer) As required by the Securities Act of 1933, this Registration Statement has been signed by the following persons, in the capacities indicated, on May 7, 1997 Signature Title With First Fortis - --------- ----------------------- /s/ Terry J. Kryshak Sr. Vice President and Chief ----------------------------- Administrative Officer and Terry J. Kryshak Director (Principal Executive Officer) /s/ Larry M. Cains Treasurer and Director ----------------------------- (Principal Financial Officer) Larry M. Cains /s/ Leanne F. Hughes Assistant Treasurer and Director of ----------------------------- Accounting (Principal Leanne F. Hughes Accounting Officer) President and Director *------------------------------- Allen Royal Freedman Director *------------------------------- Susie Gharib Director *------------------------------- Guy Gerard Rutherfurd, Jr. Director *------------------------------- Dale Edward Gardner Director *------------------------------- Kenneth Warwick Nelson Director ------------------------------- Robert B. Pollock /s/ Dean C. Kopperud Director ----------------------------- Dean C. Kopperud Director *------------------------------- Thomas M. Keller Director *------------------------------- Clarence Elkus Galston *By/s/ Terry J. Kryshak -------------------------- Terry J. Kryshak Attorney-in-fact EXHIBIT INDEX Item Number Description - ------ ----------- 24. Consent of Accountants EX-24 2 EXHIBIT 24 CONSENT OF ERNST & YOUNG Consent of Independent Auditors We consent to the reference to our firm under the caption "Experts" and to the use of our reports a) dated February 21, 1997 with respect to the financial statements of First Fortis Life Insurance Company and b) dated April 11, 1997 with respect to the financial statements of Variable Account A in the Amendment No. 1 to the Registration Statement (Form S-1 No. 333-20345) and related Prospectus and Statement of Additional Information of First Fortis Life Insurance Company for the registration of flexible premium deferred combination variable and fixed annuity contracts. /s/ Ernst & Young LLP New York, New York May 8, 1997 -----END PRIVACY-ENHANCED MESSAGE-----