The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete.
The reader should not assume that the information is accurate and complete.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM D

Notice of Exempt Offering of Securities
OMB APPROVAL
OMB Number: 3235-0076
Estimated average burden
hours per response: 4.00

1. Issuer's Identity

CIK (Filer ID Number) Previous Names
X None
Entity Type
0001310558
X Corporation
   Limited Partnership
   Limited Liability Company
   General Partnership
   Business Trust
   Other (Specify)

Name of Issuer
United States Life Insurance Co in the City of New York
Jurisdiction of Incorporation/Organization
NEW YORK
Year of Incorporation/Organization
X Over Five Years Ago
   Within Last Five Years (Specify Year)
   Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
United States Life Insurance Co in the City of New York
Street Address 1 Street Address 2
175 WATER STREET
City State/Province/Country ZIP/PostalCode Phone Number of Issuer
NEW YORK NEW YORK 10038 713-522-1111

3. Related Persons

Last Name First Name Middle Name
Carr William James
Street Address 1 Street Address 2
147 Warrenton Drive
City State/Province/Country ZIP/PostalCode
Houston TEXAS 77024
Relationship:    Executive Officer X Director    Promoter

Clarification of Response (if Necessary):

Director
Last Name First Name Middle Name
Greer Jana Waring
Street Address 1 Street Address 2
21650 Oxnard Street Suite 750
City State/Province/Country ZIP/PostalCode
Woodland Hills CALIFORNIA 91367
Relationship: X Executive Officer    Director    Promoter

Clarification of Response (if Necessary):

Chief Executive Officer, Individual Retirement
Last Name First Name Middle Name
Hearne Julie Cotton
Street Address 1 Street Address 2
2919 Allen Parkway
City State/Province/Country ZIP/PostalCode
Houston TEXAS 77019
Relationship: X Executive Officer    Director    Promoter

Clarification of Response (if Necessary):

Vice President and Secretary
Last Name First Name Middle Name
Diemer Thomas John
Street Address 1 Street Address 2
2919 Allen Parkway
City State/Province/Country ZIP/PostalCode
Houston TEXAS 77019
Relationship: X Executive Officer X Director    Promoter

Clarification of Response (if Necessary):

Director, Executive Vice President and Chief Financial Officer
Last Name First Name Middle Name
Novak Jonathan Joseph
Street Address 1 Street Address 2
777 S. Figueroa Street
City State/Province/Country ZIP/PostalCode
Los Angeles CALIFORNIA 90017
Relationship: X Executive Officer    Director    Promoter

Clarification of Response (if Necessary):

Divisional President - Institutional Markets
Last Name First Name Middle Name
Caulfield Justin Jerome Walls
Street Address 1 Street Address 2
175 Water Street
City State/Province/Country ZIP/PostalCode
New York NEW YORK 10038
Relationship: X Executive Officer    Director    Promoter

Clarification of Response (if Necessary):

Vice President and Treasurer
Last Name First Name Middle Name
Solash Todd P
Street Address 1 Street Address 2
21650 Oxnard Street Suite 750
City State/Province/Country ZIP/PostalCode
Woodland Hills CALIFORNIA 91367
Relationship: X Executive Officer    Director    Promoter

Clarification of Response (if Necessary):

Divisional President, Individual Retirement
Last Name First Name Middle Name
Hogan Kevin Timothy
Street Address 1 Street Address 2
175 Water Street
City State/Province/Country ZIP/PostalCode
New York NEW YORK 10038
Relationship: X Executive Officer X Director    Promoter

Clarification of Response (if Necessary):

Director, Chairman of the Board, President and Chief Executive Officer
Last Name First Name Middle Name
Anderson Katherine Ann
Street Address 1 Street Address 2
2929 Allen Parkway
City State/Province/Country ZIP/PostalCode
Houston TEXAS 77019
Relationship: X Executive Officer X Director    Promoter

Clarification of Response (if Necessary):

Director, Senior Vice President and Chief Risk Officer
Last Name First Name Middle Name
Bracken James
Street Address 1 Street Address 2
175 Water Street
City State/Province/Country ZIP/PostalCode
New York NEW YORK 10038
Relationship: X Executive Officer    Director    Promoter

Clarification of Response (if Necessary):

Executive Vice President, Head of Legacy Portfolio
Last Name First Name Middle Name
Beuerlein Robert Michael
Street Address 1 Street Address 2
2727-A Allen Parkway
City State/Province/Country ZIP/PostalCode
Houston TEXAS 77019
Relationship:    Executive Officer X Director    Promoter

Clarification of Response (if Necessary):

Director
Last Name First Name Middle Name
Harwood Michael Philip
Street Address 1 Street Address 2
2727-A Allen Parkway
City State/Province/Country ZIP/PostalCode
Houston TEXAS 77019
Relationship: X Executive Officer X Director    Promoter

Clarification of Response (if Necessary):

Director, Senior Vice President, Chief Actuary and Corporate Illustration Actuary
Last Name First Name Middle Name
Keller Glen Derek
Street Address 1 Street Address 2
2727-A Allen Parkway
City State/Province/Country ZIP/PostalCode
Houston TEXAS 77019
Relationship:    Executive Officer X Director    Promoter

Clarification of Response (if Necessary):

Director
Last Name First Name Middle Name
Rishel Rodney Eugene
Street Address 1 Street Address 2
2929 Allen Parkway
City State/Province/Country ZIP/PostalCode
Houston TEXAS 77019
Relationship: X Executive Officer    Director    Promoter

Clarification of Response (if Necessary):

Divisional President, Life, Disability and Health
Last Name First Name Middle Name
Maginn Stephen Arthur
Street Address 1 Street Address 2
21650 Oxnard Street
City State/Province/Country ZIP/PostalCode
Woodland Hills CALIFORNIA 91367
Relationship: X Executive Officer    Director    Promoter

Clarification of Response (if Necessary):

Senior Vice President and Chief Distribution Officer
Last Name First Name Middle Name
Ray Sabyasachi
Street Address 1 Street Address 2
175 Water Street
City State/Province/Country ZIP/PostalCode
New York NEW YORK 10038
Relationship: X Executive Officer    Director    Promoter

Clarification of Response (if Necessary):

Senior Vice President and Chief Operating Officer
Last Name First Name Middle Name
Jennings Kyle Lynn
Street Address 1 Street Address 2
2919 Allen Parkway
City State/Province/Country ZIP/PostalCode
Houston TEXAS 77019
Relationship: X Executive Officer    Director    Promoter

Clarification of Response (if Necessary):

Senior Vice President and Chief Compliance Officer
Last Name First Name Middle Name
Vaseghi Alireza
Street Address 1 Street Address 2
175 Water Street
City State/Province/Country ZIP/PostalCode
New York NEW YORK 10038
Relationship:    Executive Officer X Director    Promoter

Clarification of Response (if Necessary):

Director, Managing Director and Chief Operating Officer, Institutional Markets
Last Name First Name Middle Name
DePeugh Kevin Keith
Street Address 1 Street Address 2
50 Danbury Road
City State/Province/Country ZIP/PostalCode
Wilton CONNECTICUT 06897
Relationship: X Executive Officer    Director    Promoter

Clarification of Response (if Necessary):

Senior Vice President and Chief Information Security Officer
Last Name First Name Middle Name
Cummings Don Wayne
Street Address 1 Street Address 2
175 Water Street
City State/Province/Country ZIP/PostalCode
New York NEW YORK 10038
Relationship: X Executive Officer    Director    Promoter

Clarification of Response (if Necessary):

Senior Vice President and Controller
Last Name First Name Middle Name
Heslin Timothy Michael
Street Address 1 Street Address 2
340 Seven Springs Way
City State/Province/Country ZIP/PostalCode
Brentwood TENNESSEE 37027
Relationship: X Executive Officer    Director    Promoter

Clarification of Response (if Necessary):

Senior Vice President, Chief Life Product and Underwriting Officer
Last Name First Name Middle Name
Anderson Craig Alan
Street Address 1 Street Address 2
2727-A Allen Parkway
City State/Province/Country ZIP/PostalCode
Houston TEXAS 77019
Relationship: X Executive Officer    Director    Promoter

Clarification of Response (if Necessary):

Senior Vice President and Life Controller

4. Industry Group

   Agriculture
Banking & Financial Services
   Commercial Banking
X Insurance
   Investing
   Investment Banking
   Pooled Investment Fund
Is the issuer registered as
an investment company under
the Investment Company
Act of 1940?
   Yes    No
   Other Banking & Financial Services
   Business Services
Energy
   Coal Mining
   Electric Utilities
   Energy Conservation
   Environmental Services
   Oil & Gas
   Other Energy
Health Care
   Biotechnology
   Health Insurance
   Hospitals & Physicians
   Pharmaceuticals
   Other Health Care
   Manufacturing
Real Estate
   Commercial
   Construction
   REITS & Finance
   Residential
   Other Real Estate
  
 Retailing
  
 Restaurants
Technology
   Computers
   Telecommunications
   Other Technology
Travel
   Airlines & Airports
   Lodging & Conventions
   Tourism & Travel Services
   Other Travel
  
 Other

5. Issuer Size

Revenue Range OR Aggregate Net Asset Value Range
   No Revenues    No Aggregate Net Asset Value
   $1 - $1,000,000    $1 - $5,000,000
   $1,000,001 - $5,000,000    $5,000,001 - $25,000,000
   $5,000,001 - $25,000,000    $25,000,001 - $50,000,000
   $25,000,001 - $100,000,000    $50,000,001 - $100,000,000
X Over $100,000,000    Over $100,000,000
   Decline to Disclose    Decline to Disclose
   Not Applicable    Not Applicable

6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)

   Rule 504(b)(1) (not (i), (ii) or (iii))
   Rule 504 (b)(1)(i)
   Rule 504 (b)(1)(ii)
   Rule 504 (b)(1)(iii)
X Rule 506(b)
   Rule 506(c)
   Securities Act Section 4(a)(5)
X Investment Company Act Section 3(c)
   Section 3(c)(1)    Section 3(c)(9)  
   Section 3(c)(2)    Section 3(c)(10)
   Section 3(c)(3)    Section 3(c)(11)
   Section 3(c)(4)    Section 3(c)(12)
   Section 3(c)(5)    Section 3(c)(13)
   Section 3(c)(6)    Section 3(c)(14)
X Section 3(c)(7)

7. Type of Filing

   New Notice Date of First Sale 2012-11-14    First Sale Yet to Occur
X Amendment

8. Duration of Offering

Does the Issuer intend this offering to last more than one year?
X Yes    No

9. Type(s) of Securities Offered (select all that apply)

   Equity X Pooled Investment Fund Interests
   Debt    Tenant-in-Common Securities
   Option, Warrant or Other Right to Acquire Another Security    Mineral Property Securities
   Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security X Other (describe)
Contract Form No. 11060N, Certificate 11061N, Variable Annuity Contract, Separate Account USL 107

10. Business Combination Transaction

Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?
   Yes X No

Clarification of Response (if Necessary):

11. Minimum Investment

Minimum investment accepted from any outside investor $10,000 USD

12. Sales Compensation

Recipient
Recipient CRD Number    None
M Holdings Securities, Inc. 43285
(Associated) Broker or Dealer    None
(Associated) Broker or Dealer CRD Number    None
M Holdings Securities, Inc. 43285
Street Address 1 Street Address 2
1125 N.W. Couch Street Suite 900
City State/Province/Country ZIP/Postal Code
Portland OREGON 97209-9129
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States		    All States
   Foreign/non-US
NEW YORK
Recipient
Recipient CRD Number    None
FAS Corp. 43536
(Associated) Broker or Dealer    None
(Associated) Broker or Dealer CRD Number    None
FAS Corp. 43536
Street Address 1 Street Address 2
4747 West 135th Street Suite 100
City State/Province/Country ZIP/Postal Code
Overland Park KANSAS 66224-9745
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States		    All States
   Foreign/non-US
NEW YORK

13. Offering and Sales Amounts

Total Offering Amount USD
or X Indefinite
Total Amount Sold $388,827,663 USD
Total Remaining to be Sold USD
or X Indefinite

Clarification of Response (if Necessary):

14. Investors

  
 Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors, and enter the number of such non-accredited investors who already have invested in the offering.
Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering:
146

15. Sales Commissions & Finder's Fees Expenses

Provide separately the amounts of sales commissions and finders fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount.

Sales Commissions $193,296 USD
   Estimate
Finders' Fees $0 USD
   Estimate

Clarification of Response (if Necessary):

16. Use of Proceeds

Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.

$0 USD
   Estimate

Clarification of Response (if Necessary):

Signature and Submission

Please verify the information you have entered and review the Terms of Submission below before signing and clicking SUBMIT below to file this notice.

Terms of Submission

In submitting this notice, each issuer named above is:
  • Notifying the SEC and/or each State in which this notice is filed of the offering of securities described and undertaking to furnish them, upon written request, in the accordance with applicable law, the information furnished to offerees.*
  • Irrevocably appointing each of the Secretary of the SEC and, the Securities Administrator or other legally designated officer of the State in which the issuer maintains its principal place of business and any State in which this notice is filed, as its agents for service of process, and agreeing that these persons may accept service on its behalf, of any notice, process or pleading, and further agreeing that such service may be made by registered or certified mail, in any Federal or state action, administrative proceeding, or arbitration brought against the issuer in any place subject to the jurisdiction of the United States, if the action, proceeding or arbitration (a) arises out of any activity in connection with the offering of securities that is the subject of this notice, and (b) is founded, directly or indirectly, upon the provisions of:  (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of 1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these statutes, or (ii) the laws of the State in which the issuer maintains its principal place of business or any State in which this notice is filed.
  • Certifying that, if the issuer is claiming a Regulation D exemption for the offering, the issuer is not disqualified from relying on Rule 504 or Rule 506 for one of the reasons stated in Rule 504(b)(3) or Rule 506(d).

Each Issuer identified above has read this notice, knows the contents to be true, and has duly caused this notice to be signed on its behalf by the undersigned duly authorized person.

For signature, type in the signer's name or other letters or characters adopted or authorized as the signer's signature.

Issuer Signature Name of Signer Title Date
United States Life Insurance Co in the City of New York JOAN BARTEL Joan Bartel Authorized Signatory 2018-11-07

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.

* This undertaking does not affect any limits Section 102(a) of the National Securities Markets Improvement Act of 1996 ("NSMIA") [Pub. L. No. 104-290, 110 Stat. 3416 (Oct. 11, 1996)] imposes on the ability of States to require information. As a result, if the securities that are the subject of this Form D are "covered securities" for purposes of NSMIA, whether in all instances or due to the nature of the offering that is the subject of this Form D, States cannot routinely require offering materials under this undertaking or otherwise and can require offering materials only to the extent NSMIA permits them to do so under NSMIA's preservation of their anti-fraud authority.