REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
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File No. 333-177316
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Pre-Effective Amendment No.
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o
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Post-Effective Amendment No. 1
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þ
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REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
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File No. 811-03330
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Amendment No. 425
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þ
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Depositor's Telephone Number, including Area Code
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(614) 249-7111
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Approximate Date of Proposed Public Offering
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November 5, 2012
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Title of Securities Being Registered
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Individual Flexible Premium Deferred Variable Annuity Contract
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Nationwide Life Insurance Company
· Nationwide Variable Account-II
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·
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American Funds Insurance Series® - Protected Asset Allocation Fund: Class P2
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·
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Northern Lights Variable Trust - TOPS Protected Balanced ETF Portfolio: Class 4
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·
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Northern Lights Variable Trust - TOPS Protected Growth ETF Portfolio: Class 4
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·
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Northern Lights Variable Trust - TOPS Protected Moderate Growth ETF Portfolio: Class 4
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·
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American Funds Insurance Series® - Protected Asset Allocation Fund: Class P2
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·
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Nationwide Variable Insurance Trust - NVIT CardinalSM Moderate Fund: Class II
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·
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Nationwide Variable Insurance Trust - NVIT Investor Destinations Moderate Fund: Class II
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1.
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The bulleted list on page 1 is amended to add the following:
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·
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American Funds Insurance Series®
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·
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Northern Lights Variable Trust
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2.
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The "Income Benefit Investment Options" section is amended to add the following funds:
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·
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American Funds Insurance Series® - Protected Asset Allocation Fund: Class P2
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·
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Nationwide Variable Insurance Trust - NVIT CardinalSM Moderate Fund: Class II
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·
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Nationwide Variable Insurance Trust - NVIT Investor Destinations Moderate Fund: Class II
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3.
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The “Appendix A: Underlying Mutual Funds” is amended to add the following:
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Investment Advisor:
Sub-advisor:
Investment Objective:
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Capital Research and Management Company
Milliman Financial Risk Management LLC
To provide high total return (including income and capital gains) consistent with preservation of capital over the long term while seeking to manage volatility.
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Investment Advisor:
Sub-advisor:
Investment Objective:
Designation: FF
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ValMark Advisers, Inc.
Milliman, Inc.
Seeks capital appreciation with less volatility than the equity markets.
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Investment Advisor:
Sub-advisor:
Investment Objective:
Designation: FF
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ValMark Advisers, Inc.
Milliman, Inc.
Seeks capital appreciation with less volatility than the equity markets.
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Investment Advisor:
Sub-advisor:
Investment Objective:
Designation: FF
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ValMark Advisers, Inc.
Milliman, Inc.
Seeks capital appreciation with less volatility than the equity markets.
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4.
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The “Legal Proceedings” section of your prospectus is replaced with the following:
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Item 24.
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Financial Statements and Exhibits
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(a)
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Financial Statements
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Nationwide Variable Account-II:
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Nationwide Life Insurance Company and subsidiaries:
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Item 24.
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(b) Exhibits
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(1)
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Resolution of the Depositor’s Board of Directors authorizing the establishment of the Registrant - Filed with Post-Effective Amendment No. 16 on April 30, 2007 (File No. 333-103093) as Exhibit (1) and hereby incorporated by reference.
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(2)
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Not Applicable.
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(3)
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Underwriting or Distribution of Contracts between the Depositor and NISC as Principal Underwriter - Filed with Post-Effective Amendment No. 16 on April 19, 2007 (File No. 333-103093) as Exhibit (3) and hereby incorporated by reference.
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(4)
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The form of the variable annuity contract - Filed previously on March 15, 2012 with Pre-Effective Amendment No. 2 to the registration statement (File No. 333-177316) and hereby incorporated by reference .
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(5)
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Variable Annuity Application - Filed previously on March 15, 2012 with Pre-Effective Amendment No. 2 to the registration statement (File No. 333-177316) and hereby incorporated by reference.
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(6)
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Depositor’s Certificate of Incorporation and By-Laws.
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(a)
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Amended Articles of Incorporation for Nationwide Life Insurance Company. Filed previously with initial registration statement (333-164125) on January 4, 2010 as document "exhibit6a.htm" and hereby incorporated by reference.
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(b)
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Amended and Restated Code of Regulations of Nationwide Life Insurance Company. Filed previously with initial registration statement (333-164125) on January 4, 2010 as document "exhibit6b.htm" and hereby incorporated by reference.
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(c)
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Articles of Merger of Nationwide Life Insurance Company of America with and into Nationwide Life Insurance Company, effective December 31, 2009. Filed previously with initial registration statement (333-164125) on January 4, 2010 as document "exhibit6c.htm" and hereby incorporated by reference.
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(7)
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Not Applicable.
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(8)
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Form of Participation Agreements -
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(1)
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Amended and Restated Fund Participation and Shareholder Services Agreement with American Century Investment Services, Inc. dated September 15, 2004, as amended, under document "amcentfpa99h2."
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(2)
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Restated and Amended Fund Participation Agreement with The Dreyfus Corporation dated January 27, 2000, as amended, under document "dreyfusfpa99h3.htm."
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(3)
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Fund Participation Agreement with Fidelity Variable Insurance Products Fund dated May 1, 1988, as amended, including Fidelity Variable Insurance Products Fund IV and Fidelity Variable Insurance Products Fund V, under document "fidifpa99h5.htm."
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(4)
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Amended and Restated Fund Participation with Franklin Templeton Variable Insurance Products Trust and Franklin/Templeton Distributors, Inc., as amended, dated May 1, 2003, as document "frankfpa99h8.htm. "
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(5)
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Fund Participation Agreement, Service and Institutional Shares, with Janus Aspen Series, dated December 31, 1999, under document "janusfpa99h9a.htm."
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(6)
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Amended and Restated Fund Participation Agreement with MFS Variable Insurance Trust and Massachusetts Financial Services Company dated February 1, 2003, as amended, under document "mfsfpa99h11.htm."
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(7)
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Fund Participation Agreement with Nationwide Variable Insurance Trust (formerly, Gartmore Variable Insurance Trust) dated February 1, 2003, as amended, under document "nwfpa99h12a.htm."
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(8)
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Fund Participation Agreement with Nationwide Variable Insurance Trust (formerly, Gartmore Variable Insurance Trust), American Funds Insurance Series, and Capital Research and Management Company dated May 1, 2006, under document "nwfpa99h12b.htm."
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(9)
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Fund Participation Agreement with Neuberger Berman Advisers Management Trust / Lehman Brothers Advisers Management Trust (formerly, Neuberger Berman Advisers Management Trust) dated January 1, 2006, under document "neuberfpa99h13.htm."
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(10)
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Fund Participation Agreement with Oppenheimer Variable Account Funds and Oppenheimer Funds, Inc. dated April 13, 2007, under document "oppenfpa99h14.htm."
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(11)
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Fund Participation Agreement with T. Rowe Price Equity Series, Inc., T. Rowe Price International Series, Inc., T. Rowe Price Fixed Income Series, Inc., and T. Rowe Price Investment Services, Inc. dated October 1, 2002, as amended, under document "trowefpa99h15.htm."
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(12)
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Fund Participation Agreement (Amended and Restated) with Alliance Capital Management L.P. and Alliance-Bernstein Investment Research and Management, Inc. dated June 1, 2003, as document "alliancebernsteinfpa.htm."
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(13)
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Fund Participation Agreement with BlackRock (formerly FAM Distributors, Inc. and FAM Variable Series Funds, Inc.), as amended, dated April 13, 2004, as document " blackrockfpa.htm."
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(14)
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Fund Participation Agreement with PIMCO Variable Insurance Trust and PIMCO Fund Distributors, LLC, as amended, dated March 28, 2002, as document " pimcofpa.htm."
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(15)
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Fund Participation Agreement with Waddell & Reed Services Company, Waddell & Reed, Inc., and W&R Target Funds, Inc., as amended, dated December 1, 2000, as document "waddellreedfpa.htm."
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(16)
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Fund Participation Agreement with Wells Fargo Management, LLC, Stephens, Inc., as amended, dated November 15, 2004 as document "wellsfargofpa.htm."
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(17)
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Fund Participation Agreement with Van Eck Investment Trust, Van Eck Associates Corporation, Van Eck Securities Corporation, as amended, dated September 1, 1989, as document “vaneckfpa.htm”.
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(18)
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Fund Participation Agreement with INVESCO Funds Group, Inc., and INVESCO Distributors, Inc., as amended, dated August 1, 2001, as document "ex818.htm."
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(19)
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Fund Participation Agreement with Unified Financial Securities and Huntington Asset Advisers, Inc., dated August 13, 2010, as document "huntingtonfpa.htm."
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(20)
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Fund Participation Agreement with Northern Lights Variable Trust, dated February 8, 2012, as document "northernlightsfpa.htm."
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(9)
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Opinion of Counsel - Filed previously with initial registration statement (File No. 333-177316) and hereby incorporated by reference.
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(10)
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Consent of Independent Registered Public Accounting Firm - Attached hereto.
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(11)
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Not Applicable.
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(12)
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Not Applicable.
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(99)
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Power of Attorney - Attached hereto.
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Item 25.
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Directors and Officers of the Depositor
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President and Chief Operating Officer and Director
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Kirt A. Walker
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Executive Vice President-Chief Legal and Governance Officer
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Patricia R. Hatler
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Executive Vice President
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Terri L. Hill
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Executive Vice President-Finance
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Lawrence A. Hilsheimer
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Executive Vice President-Chief Marketing & Strategy Officer
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Matthew Jauchius
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Executive Vice President-Chief Information Officer
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Michael C. Keller
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Executive Vice President-Chief Human Resources Officer
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Gale V. King
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Executive Vice President
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Mark A. Pizzi
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Executive Vice President and Director
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Mark R. Thresher
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Senior Vice President
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Steven M. English
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Senior Vice President
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Harry H. Hallowell
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Senior Vice President and Treasurer
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David LaPaul
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Senior Vice President-Business Transformation Office
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Robert P. McIsaac
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Senior Vice President-Chief Claims Officer
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David A. Bano
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Senior Vice President-Chief Compliance Officer
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Sandra L. Rich
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Senior Vice President-Chief Financial Officer and Director
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Timothy G. Frommeyer
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Senior Vice President-Chief Financial Officer-Property and Casualty
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Michael P. Leach
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Senior Vice President-Chief Risk Officer
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Michael W. Mahaffey
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Senior Vice President-CIO ACS
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Daniel G. Greteman
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Senior Vice President-CIO Enterprise Applications
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Mark A. Gaetano
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Senior Vice President-CIO IT Infrastructure
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Gregory S. Moran
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Senior Vice President-CIO NF Systems
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Susan J. Gueli
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Senior Vice President-Controller
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James D. Benson
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Senior Vice President-Corporate Marketing
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Gordon E. Hecker
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Senior Vice President-Corporate Strategy
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Katherine M. Liebel
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Senior Vice President-Deputy General Counsel
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Thomas W. Dietrich
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Senior Vice President-Deputy General Counsel
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Sandra L. Neely
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Senior Vice President-Distribution and Sales
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John L. Carter
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Senior Vice President-Enterprise Chief Technology Officer
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Guruprasad C. Vasudeva
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Senior Vice President-Field Operations EC
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Amy T. Shore
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Senior Vice President-Field Operations IC
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Jeff M. Rommel
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Senior Vice President-Head of Taxation
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Pamela A. Biesecker
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Senior Vice President-Individual Products & Solutions and Director
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Eric S. Henderson
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Senior Vice President-Internal Audit
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Kai V. Monahan
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Senior Vice President-Investment Management Group
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Michael S. Spangler
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Senior Vice President-IT Strategic Initiatives
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Robert J. Dickson
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Senior Vice President-Nationwide Financial
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Steven C. Power
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Senior Vice President-Nationwide Financial Network
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Peter A. Golato
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Senior Vice President-NF Brand Marketing
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William J. Burke
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Senior Vice President-NI Brand Marketing
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Jennifer M. Hanley
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Senior Vice President-NW Retirement Plans
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Anne L. Arvia
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Senior Vice President-PCIO Sales Support
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Melissa D. Gutierrez
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Senior Vice President-President-Nationwide Bank
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J. Lynn Greenstein
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Senior Vice President-Property and Casualty Commercial/Farm Product Pricing
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W. Kim Austen
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Vice President-Corporate Governance and Secretary
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Robert W. Horner, III
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Director
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Stephen S. Rasmussen
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The business address of the Directors and Officers of the Depositor is:
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*
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Subsidiaries for which separate financial statements are filed
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**
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Subsidiaries included in the respective consolidated financial statements
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***
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Subsidiaries included in the respective group financial statements filed for unconsolidated subsidiaries
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****
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Other subsidiaries
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COMPANY
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STATE/COUNTRY OF ORGANIZATION
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PRINCIPAL BUSINESS
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1492 Capital, LLC
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Ohio
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The company acts as an investment holding company.
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AGMC Reinsurance, Ltd.
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Turks & Caicos Islands
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The company is in the business of reinsurance of mortgage guaranty risks.
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ALLIED General Agency Company
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Iowa
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The company acts as a managing general agent and surplus lines broker for property and casualty insurance products.
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ALLIED Group, Inc.
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Iowa
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The company is a property and casualty insurance holding company.
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ALLIED Insurance Company of America
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Ohio
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The company is organized to write commercial lines insurance business.
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ALLIED Property and Casualty Insurance Company
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Iowa
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The company underwrites general property and casualty insurance.
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ALLIED Texas Agency, Inc.
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Texas
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The company acts as a managing general agent to place personal and commercial automobile insurance with Colonial County Mutual Insurance Company.
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AMCO Insurance Company
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Iowa
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The company underwrites general property and casualty insurance.
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American Marine Underwriters, Inc.
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Florida
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The company is an underwriting manager for ocean cargo and hull insurance.
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Champions of the Community, Inc.
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Ohio
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The company raises money to enable it to make gifts and grants to charitable organizations.
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Colonial County Mutual Insurance Company*
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Texas
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The company underwrites non-standard automobile and motorcycle insurance and other commercial liability coverages in Texas.
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Crestbrook Insurance Company
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Ohio
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The company is a multi-line insurance corporation that is authorized to write personal, automobile, homeowners and commercial insurance.
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Depositors Insurance Company
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Iowa
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The company underwrites general property and casualty insurance.
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DVM Insurance Agency, Inc.
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California
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The company places non-California pet insurance business not written by Veterinary Pet Insurance Company.
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Farmland Mutual Insurance Company
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Iowa
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The company provides property and casualty insurance primarily to agricultural businesses.
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Freedom Specialty Insurance Company
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Ohio
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The company operates as a multi-line insurance company.
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Gates McDonald of Ohio, LLC
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Ohio
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The company provided services to employers for managing workers’ and unemployment compensation matters and employee benefit costs. The company is currently winding down to permit its eventual dissolution.
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Gates, McDonald & Company of New York, Inc.
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New York
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The company provides workers’ compensation and self-insured claims administration services to employers with exposure in New York.
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GatesMcDonald Health Plus, LLC
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Ohio
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The company provided medical management and cost containment services to employers. The company is currently winding down to permit its eventual dissolution.
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Insurance Intermediaries, Inc.
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Ohio
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The company is an insurance agency and provides commercial property and casualty brokerage services.
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Life Reo Holdings, LLC
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Ohio
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The company is an investment holding company.
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Lone Star General Agency, Inc.
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Texas
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The company acts as general agent to market nonstandard automobile and motorcycle insurance for Colonial County Mutual Insurance Company.
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National Casualty Company
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Wisconsin
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The company underwrites various property and casualty coverage, as well as some individual and group accident and health insurance.
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National Casualty Company of America, Ltd.
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England
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This is a limited liability company organized for the purpose of carrying on the business of insurance, reinsurance, indemnity, and guarantee of various kinds. The company is currently inactive.
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Nationwide Advantage Mortgage Company*
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Iowa
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The company makes residential mortgage loans.
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Nationwide Affinity Insurance Company of America
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Ohio
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The company is a property and casualty insurer that writes personal lines business.
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Nationwide Agribusiness Insurance Company
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Iowa
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The company provides property and casualty insurance primarily to agricultural businesses.
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Nationwide Arena, LLC*
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Ohio
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The purpose of the company is to develop Nationwide Arena and to engage in related development activity.
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Nationwide Asset Management, LLC
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Ohio
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The company provides investment advisory services as a registered investment advisor to affiliated and non-affiliated clients.
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Nationwide Assurance Company
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Wisconsin
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The company underwrites non-standard automobile and motorcycle insurance.
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Nationwide Bank*
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United States
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This is a federally chartered savings bank supervised by the Office of the Comptroller of the Currency to exercise deposit, lending, agency, custody and fiduciary powers and to engage in activities permissible for federal savings banks under the Home Owners’ Loan Act of 1933.
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Nationwide Better Health (Ohio), LLC
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Ohio
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The company provided employee population health management. The company is currently winding down to permit its eventual dissolution.
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Nationwide Better Health Holding Company, LLC
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Ohio
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The company is a holding company. The company is currently winding down to permit its eventual dissolution.
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Nationwide Cash Management Company
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Ohio
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The company buys and sells investment securities of a short-term nature as the agent for other corporations, foundations and insurance company separate accounts.
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Nationwide Community Development Corporation, LLC
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Ohio
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The company holds investments in low-income housing funds.
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Nationwide Corporation
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Ohio
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The company acts as a holding company.
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Nationwide Emerging Managers, LLC
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Delaware
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The company acts as a holding company.
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Nationwide Exclusive Agent Risk Purchasing Group, LLC
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Ohio
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The company’s purpose is to provide a mechanism for the purchase of group liability insurance for insurance agents operating nationwide.
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Nationwide Financial Assignment Company
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Ohio
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The company is an administrator of structured settlements.
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Nationwide Financial General Agency, Inc. (fka 1717 Brokerage Services, Inc.)
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Pennsylvania
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The company is a multi-state licensed insurance agency.
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Nationwide Financial Institution Distributors Agency, Inc.
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Delaware
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The company is an insurance agency.
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Nationwide Financial Services Capital Trust
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Delaware
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The trust’s sole purpose is to issue and sell certain securities representing individual beneficial interests in the assets of the trust.
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Nationwide Financial Services, Inc.*
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Delaware
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The company acts primarily as a holding company for companies within the Nationwide organization that offer or distribute life insurance, long-term savings and retirement products.
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Nationwide Financial Structured Products, LLC
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Ohio
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The company captures and reports the results of the structured products business unit.
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Nationwide Fund Advisors (fka Gartmore Mutual Fund Capital Trust)
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Delaware
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The trust acts as a registered investment advisor.
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Nationwide Fund Distributors LLC (successor to Gartmore Distribution Services, Inc.)
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Delaware
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The company is a limited purpose broker-dealer.
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Nationwide Fund Management LLC (successor to Gartmore Investors Services, Inc.)
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Delaware
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The company provides administration, transfer and dividend disbursing agent services to various mutual fund entities.
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Nationwide General Insurance Company
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Ohio
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The company transacts a general insurance business, except life insurance, and primarily provides automobile and fire insurance to select customers.
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Nationwide Global Holdings, Inc.
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Ohio
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The company acts as a holding company.
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Nationwide Global Ventures, Inc.
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Delaware
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The company acts as a holding company.
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Nationwide Indemnity Company*
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Ohio
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The company is involved in the reinsurance business and assumes business from Nationwide Mutual Insurance Company and other insurers within the Nationwide insurance organization.
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Nationwide Insurance Company of America
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Wisconsin
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The company is an independent agency personal lines underwriter of property and casualty insurance.
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Nationwide Insurance Company of Florida*
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Ohio
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The company transacts general insurance business, except life insurance.
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Nationwide Insurance Foundation*
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Ohio
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The company contributes to non-profit activities and projects.
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Nationwide Investment Advisors, LLC
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Ohio
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The company provides investment advisory services.
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Nationwide Investment Services Corporation**
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Oklahoma
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This is a limited purpose broker-dealer and distributor of variable annuities and variable life products for Nationwide Life Insurance Company and Nationwide Life and Annuity Insurance Company. The company also provides educational services to retirement plan sponsors and its participants.
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Nationwide Life and Annuity Insurance Company*
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Ohio
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The company engages in underwriting life insurance and granting, purchasing and disposing of annuities.
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Nationwide Life Insurance Company*
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Ohio
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The company provides individual life insurance, group life and health insurance, fixed and variable annuity products and other life insurance products.
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Nationwide Lloyds
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Texas
|
The company markets commercial and property insurance in Texas.
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Nationwide Mutual Fire Insurance Company
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Ohio
|
The company engages in a general insurance and reinsurance business, except life insurance.
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Nationwide Mutual Insurance Company*
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Ohio
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The company engages in a general insurance and reinsurance business, except life insurance.
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Nationwide Private Equity Fund, LLC
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Ohio
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The company invests in private equity funds.
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Nationwide Property and Casualty Insurance Company
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Ohio
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The company engages in a general insurance business, except life insurance.
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Nationwide Property Protection Services, LLC
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Ohio
|
The company provides alarm systems and security guard services.
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Nationwide Realty Investors, Ltd.*
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Ohio
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The company is engaged in the business of developing, owning and operating real estate and real estate investment.
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Nationwide Realty Services, Ltd.
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Ohio
|
The company provides relocation services to Nationwide associates.
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Nationwide Retirement Solutions, Inc.*
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Delaware
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The company markets and administers deferred compensation plans for public employees.
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Nationwide Retirement Solutions, Inc. of Arizona
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Arizona
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The company markets and administers deferred compensation plans for public employees.
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Nationwide Retirement Solutions, Inc. of Ohio
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Ohio
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The company provides retirement products, marketing and education and administration to public employees.
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Nationwide Retirement Solutions, Inc. of Texas
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Texas
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The company markets and administers deferred compensation plans for public employees.
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Nationwide Retirement Solutions Insurance Agency, Inc.
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Massachusetts
|
The company markets and administers deferred compensation plans for public employees.
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Nationwide SA Capital Trust
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Delaware
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The trust acts as a holding company.
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Nationwide Sales Solutions, Inc.
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Iowa
|
The company engages in the direct marketing of property and casualty insurance products.
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Nationwide Securities, LLC
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Delaware
|
The company is a registered broker-dealer.
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Nationwide Services Company, LLC
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Ohio
|
The company performs shared services functions for the Nationwide organization.
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Newhouse Capital Partners, LLC
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Delaware
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The company is an investment holding company.
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Newhouse Capital Partners II, LLC
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Delaware
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The company is an investment holding company.
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NFS Distributors, Inc.
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Delaware
|
The company acts primarily as a holding company for Nationwide Financial Services, Inc. companies.
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NWD Asset Management Holdings, Inc.
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Delaware
|
The company acts as a holding company.
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NWD Investment Management, Inc.
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Delaware
|
The company acts as a holding company and provides other business services for the NWD Investments Management group of companies.
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NWD Management & Research Trust
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Delaware
|
The company acts as a holding company for the NWD Investments Management group.
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Olentangy Reinsurance, LLC
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Vermont
|
The company is a captive life reinsurance company.
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Pension Associates, Inc.
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Wisconsin
|
The company provides pension plan administration and recordkeeping services, and pension plan and compensation consulting.
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Premier Agency, Inc.
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Iowa
|
The company is an insurance agency.
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Privilege Underwriters, Inc.
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Delaware
|
The company acts as a holding company for the PURE Group of insurance companies.
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Privilege Underwriters, Reciprocal Exchange
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Florida
|
The company acts as a reciprocal insurance company.
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Pure Insurance Company
|
Florida
|
The company acts as a captive reinsurance company.
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Pure Risk Management, LLC
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Florida
|
The company acts as an attorney-in-fact for Privilege Underwriters Reciprocal Exchange.
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Registered Investment Advisors Services, Inc.
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Texas
|
The company is a technology company that facilitates third-party money management services for registered investment advisors.
|
Retention Alternatives, Ltd.*
|
Bermuda
|
The company is a captive insurer and writes first dollar insurance policies in workers’ compensation, general liability and automobile liability for its affiliates in the United States.
|
Riverview International Group, Inc.
|
Delaware
|
The company is an inactive shell company.
|
Scottsdale Indemnity Company
|
Ohio
|
The company is engaged in a general insurance business, except life insurance.
|
Scottsdale Insurance Company
|
Ohio
|
The company primarily provides excess and surplus lines of property and casualty insurance.
|
Scottsdale Surplus Lines Insurance Company
|
Arizona
|
The company provides excess and surplus lines coverage on a non-admitted basis.
|
THI Holdings (Delaware), Inc.
|
Delaware
|
The company acts as a holding company.
|
Titan Auto Insurance of New Mexico, Inc.
|
New Mexico
|
The company is an insurance agency that operates employee agent storefronts.
|
Titan Indemnity Company
|
Texas
|
The company is a multi-line insurance company that operates primarily as a property and casualty insurance company.
|
Titan Insurance Company
|
Michigan
|
The company is a property and casualty insurance company.
|
Titan Insurance Services, Inc.
|
Texas
|
The company is a Texas grandfathered managing general agency.
|
Veterinary Pet Insurance Company*
|
California
|
The company provides pet insurance.
|
Victoria Automobile Insurance Company
|
Indiana
|
The company is a property and casualty insurance company.
|
Victoria Fire & Casualty Company
|
Ohio
|
The company is a property and casualty insurance company.
|
Victoria National Insurance Company
|
Ohio
|
The company is a property and casualty insurance company.
|
Victoria Select Insurance Company
|
Ohio
|
The company is a property and casualty insurance company.
|
Victoria Specialty Insurance Company
|
Ohio
|
The company is a property and casualty insurance company.
|
VPI Services, Inc.
|
California
|
The company operates as a nationwide pet registry service for holders of Veterinary Pet Insurance Company policies, including pet indemnification and a lost pet recovery program.
|
Western Heritage Insurance Company
|
Arizona
|
The company underwrites excess and surplus lines of property and casualty insurance.
|
Whitehall Holdings, Inc.
|
Texas
|
The company acts as a holding company for the Titan group.
|
W.I. of Florida (d.b.a. Titan Auto Insurance)
|
Florida
|
The company is an insurance agency.
|
MFS Variable Account*
|
Ohio
|
Issuer of variable annuity contracts.
|
Nationwide Multi-Flex Variable Account*
|
Ohio
|
Issuer of variable annuity contracts.
|
Nationwide VA Separate Account-A*
|
Ohio
|
Issuer of variable annuity contracts.
|
Nationwide VA Separate Account-B*
|
Ohio
|
Issuer of variable annuity contracts.
|
Nationwide VA Separate Account-C*
|
Ohio
|
Issuer of variable annuity contracts.
|
Nationwide VA Separate Account-D*
|
Ohio
|
Issuer of variable annuity contracts.
|
Nationwide Variable Account*
|
Ohio
|
Issuer of variable annuity contracts.
|
Nationwide Variable Account-II*
|
Ohio
|
Issuer of variable annuity contracts.
|
Nationwide Variable Account-3*
|
Ohio
|
Issuer of variable annuity contracts.
|
Nationwide Variable Account-4*
|
Ohio
|
Issuer of variable annuity contracts.
|
Nationwide Variable Account-5*
|
Ohio
|
Issuer of variable annuity contracts.
|
Nationwide Variable Account-6*
|
Ohio
|
Issuer of variable annuity contracts.
|
Nationwide Variable Account-7*
|
Ohio
|
Issuer of variable annuity contracts.
|
Nationwide Variable Account-8*
|
Ohio
|
Issuer of variable annuity contracts.
|
Nationwide Variable Account-9*
|
Ohio
|
Issuer of variable annuity contracts.
|
Nationwide Variable Account-10*
|
Ohio
|
Issuer of variable annuity contracts.
|
Nationwide Variable Account-11*
|
Ohio
|
Issuer of variable annuity contracts.
|
Nationwide Variable Account-12*
|
Ohio
|
Issuer of variable annuity contracts.
|
Nationwide Variable Account-13*
|
Ohio
|
Issuer of variable annuity contracts.
|
Nationwide Variable Account-14*
|
Ohio
|
Issuer of variable annuity contracts.
|
Nationwide Variable Account-15
|
Ohio
|
Issuer of variable annuity contracts.
|
Nationwide Variable Account-16
|
Ohio
|
Issuer of variable annuity contracts.
|
Nationwide Variable Account-17
|
Ohio
|
Issuer of variable annuity contracts.
|
Nationwide Provident VA Separate Account 1*
|
Pennsylvania
|
Issuer of variable annuity contracts.
|
Nationwide Provident VA Separate Account A*
|
Delaware
|
Issuer of variable annuity contracts.
|
Nationwide VL Separate Account-A
|
Ohio
|
Issuer of variable life insurance policies.
|
Nationwide VL Separate Account-B
|
Ohio
|
Issuer of variable life insurance policies.
|
Nationwide VL Separate Account-C*
|
Ohio
|
Issuer of variable life insurance policies.
|
Nationwide VL Separate Account-D*
|
Ohio
|
Issuer of variable life insurance policies.
|
Nationwide VL Separate Account-G*
|
Ohio
|
Issuer of variable life insurance policies.
|
Nationwide VLI Separate Account*
|
Ohio
|
Issuer of variable life insurance policies.
|
Nationwide VLI Separate Account-2*
|
Ohio
|
Issuer of variable life insurance policies.
|
Nationwide VLI Separate Account-3*
|
Ohio
|
Issuer of variable life insurance policies.
|
Nationwide VLI Separate Account-4*
|
Ohio
|
Issuer of variable life insurance policies.
|
Nationwide VLI Separate Account-5*
|
Ohio
|
Issuer of variable life insurance policies.
|
Nationwide VLI Separate Account-6*
|
Ohio
|
Issuer of variable life insurance policies.
|
Nationwide VLI Separate Account-7*
|
Ohio
|
Issuer of variable life insurance policies.
|
Nationwide Provident VLI Separate Account 1*
|
Pennsylvania
|
Issuer of variable life insurance policies.
|
Nationwide Provident VLI Separate Account A*
|
Delaware
|
Issuer of variable life insurance policies.
|
Item 27.
|
Number of Contract Owners
|
Item 28.
|
Indemnification
|
Item 29.
|
Principal Underwriter
|
(a)
|
Nationwide Investment Services Corporation ("NISC") serves as principal underwriter and general distributor for the following separate investment accounts of Nationwide or its affiliates:
|
MFS Variable Account
|
Nationwide VA Separate Account-D
|
Multi-Flex Variable Account
|
Nationwide VLI Separate Account
|
Nationwide Variable Account
|
Nationwide VLI Separate Account-2
|
Nationwide Variable Account-II
|
Nationwide VLI Separate Account-3
|
Nationwide Variable Account-3
|
Nationwide VLI Separate Account-4
|
Nationwide Variable Account-4
|
Nationwide VLI Separate Account-5
|
Nationwide Variable Account-5
|
Nationwide VLI Separate Account-6
|
Nationwide Variable Account-6
|
Nationwide VLI Separate Account-7
|
Nationwide Variable Account-7
|
Nationwide VL Separate Account-A
|
Nationwide Variable Account-8
|
Nationwide VL Separate Account-C
|
Nationwide Variable Account-9
|
Nationwide VL Separate Account-D
|
Nationwide Variable Account-10
|
Nationwide VL Separate Account-G
|
Nationwide Variable Account-11
|
Nationwide Provident VA Separate Account 1
|
Nationwide Variable Account-12
|
Nationwide Provident VA Separate Account A
|
Nationwide Variable Account-13
|
Nationwide Provident VLI Separate Account 1
|
Nationwide Variable Account-14
|
Nationwide Provident VLI Separate Account A
|
Nationwide VA Separate Account-A
|
|
Nationwide VA Separate Account-B
|
|
Nationwide VA Separate Account-C
|
(b)
|
Directors and Officers of NISC:
|
President
|
Robert O. Cline
|
Vice President, Treasurer and Director
|
Keith L. Sheridan
|
Vice President-Chief Compliance Officer
|
James J. Rabenstine
|
Associate Vice President and Secretary
|
Kathy R. Richards
|
Associate Vice President-Finance Operations and Assistant Treasurer
|
Terry C. Smetzer
|
Associate Vice President
|
John J. Humphries, Jr.
|
Assistant Treasurer
|
J. Morgan Elliott
|
Assistant Treasurer
|
Jerry L. Greene
|
Director
|
John L. Carter
|
Director
|
Eric S. Henderson
|
Name of Principal Underwriter
|
Net Underwriting Discounts and Commissions
|
Compensation on Redemption or Annuitization
|
Brokerage Commissions
|
Compensation
|
Nationwide Investment Services Corporation
|
N/A
|
N/A
|
N/A
|
N/A
|
Item 30.
|
Location of Accounts and Records
|
Item 31.
|
Management Services
|
Item 32.
|
Undertakings
|
|
(a)
|
file a post-effective amendment to this registration statement as frequently as is necessary to ensure that the audited financial statements in the registration statement are never more than 16 months old for so long as payments under the variable annuity contracts may be accepted;
|
|
(b)
|
include either (1) as part of any application to purchase a contract offered by the prospectus, a space that an applicant can check to request a Statement of Additional Information, or (2) a post card or similar written communication affixed to or included in the prospectus that the applicant can remove to send for a Statement of Additional Information; and
|
|
(c)
|
deliver any Statement of Additional Information and any financial statements required to be made available under this form promptly upon written or oral request.
|
NATIONWIDE VARIABLE ACCOUNT-II
|
NATIONWIDE LIFE INSURANCE COMPANY
|
By /s/ TIMOTHY D. CRAWFORD
|
KIRT A. WALKER
|
|
Kirt A. Walker, President and Chief Operating Officer, and Director
|
|
MARK R. THRESHER
|
|
Mark R. Thresher, Executive Vice President and Director
|
|
TIMOTHY G. FROMMEYER
|
|
Timothy G. Frommeyer, Senior Vice President-Chief Financial Officer and Director
|
|
ERIC S. HENDERSON
|
|
Eric S. Henderson , Senior Vice President- Individual Products & Solutions and Director
|
|
STEPHEN S. RASMUSSEN
|
|
Stephen S. Rasmussen, Director
|
|
By /s/ TIMOTHY D. CRAWFORD
|
|
Timothy D. Crawford
|
|
Attorney-in-Fact
|