0000945094-01-500221.txt : 20011019 0000945094-01-500221.hdr.sgml : 20011019 ACCESSION NUMBER: 0000945094-01-500221 CONFORMED SUBMISSION TYPE: 485BPOS PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20011012 EFFECTIVENESS DATE: 20011012 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NORTHBROOK VARIABLE ANNUITY ACCOUNT II CENTRAL INDEX KEY: 0000864922 STANDARD INDUSTRIAL CLASSIFICATION: [] STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 485BPOS SEC ACT: 1933 Act SEC FILE NUMBER: 033-35412 FILM NUMBER: 1758427 BUSINESS ADDRESS: STREET 1: 3100 SANDERS RD STREET 2: C/O NORTHBROOK LIFE INSURANCE CO CITY: NORTHBROOK STATE: IL ZIP: 60062 BUSINESS PHONE: 8474022400 MAIL ADDRESS: STREET 1: 3100 SANDERS RD CITY: NORTHBROOK STATE: IL ZIP: 60062 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NORTHBROOK VARIABLE ANNUITY ACCOUNT II CENTRAL INDEX KEY: 0000864922 STANDARD INDUSTRIAL CLASSIFICATION: [] STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 485BPOS SEC ACT: 1940 Act SEC FILE NUMBER: 811-06116 FILM NUMBER: 1758428 BUSINESS ADDRESS: STREET 1: 3100 SANDERS RD STREET 2: C/O NORTHBROOK LIFE INSURANCE CO CITY: NORTHBROOK STATE: IL ZIP: 60062 BUSINESS PHONE: 8474022400 MAIL ADDRESS: STREET 1: 3100 SANDERS RD CITY: NORTHBROOK STATE: IL ZIP: 60062 485BPOS 1 facesupppartc.txt SUPPLEMENT As filed with the Securities and Exchange Commission on October 12, 2001. -------------------------------------------------------------------------------- File Nos. 033-35412 811-06116 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM N-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 POST-EFFECTIVE AMENDMENT NO. 35 AND/OR REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 AMENDMENT NO. 43 NORTHBROOK VARIABLE ANNUITY ACCOUNT II (Exact Name of Registrant) NORTHBROOK LIFE INSURANCE COMPANY (Name of Depositor) MICHAEL J. VELOTTA VICE PRESIDENT, SECRETARY AND GENERAL COUNSEL NORTHBROOK LIFE INSURANCE COMPANY 3100 SANDERS ROAD NORTHBROOK, ILLINOIS 60062 847/402-2400 (Name and Complete Address of Agent for Service) COPIES TO: CHARLES M. SMITH, JR., ESQUIRE DANIEL J. FITZPATRICK, ESQUIRE NORTHBROOK LIFE INSURANCE COMPANY MORGAN STANLEY DW INC. 3100 SANDERS ROAD, SUITE J5B 1585 BROADWAY NORTHBROOK, ILLINOIS 60062 NEW YORK, NEW YORK 10036 APPROXIMATE DATE OF PROPOSED PUBLIC OFFERING: CONTINUOUS IT IS PROPOSED THAT THIS FILING WILL BECOME EFFECTIVE (CHECK APPROPRIATE BOX) __ immediately upon filing pursuant to paragraph (b) of Rule 485 _x on November 6, 2001 pursuant to paragraph (b) of Rule 485 _ 60 days after filing pursuant to paragraph (a)(1) of Rule 485 __ on (date) pursuant to paragraph (a)(1) of Rule 485 IF APPROPRIATE, CHECK THE FOLLOWING BOX: [__] This post-effective amendment designates a new effective date for a previously filed post-effective amendment. TITLE OF SECURITIES BEING REGISTERED: Units of interest in the Northbrook Variable Annuity Account II under deferred variable annuity contracts. Explanatory Note Registrant is filing this post-effective amendment ("Amendment") for the purpose of amending an optional longevity reward rider ("Rider") currently available under the Morgan Stanley Variable Annuity II contract (the "Contract") described in the currently effective prospectus and SAI for that Contract, each dated May 1, 2001, included in the Registration Statement. The new Rider is identical to the existing Rider, except that the new Rider will be available to an expanded class of eligible Contract owners. The Amendment is not intended to amend or delete any part of the Registration Statement, except as specifically noted herein. Page 1 Northbrook Life Insurance Company Northbrook Variable Annuity Account II Supplement, dated November 1, 2001, to the Morgan Stanley Variable Annuity II Prospectus dated May 1, 2001 as Supplemented June 18, 2001 This supplement describes a change to the Longevity Reward Rider ("Rider") now available to eligible holders of Morgan Stanley Variable Annuity II contracts ("Contracts") offered by Northbrook Life Insurance Company. The Rider has been amended to expand eligibility for the Rider. Please keep this supplement for future reference together with your prospectus. On page 29, the section entitled "Eligibility" is deleted and replaced with the following: Eligibility You may elect the Rider at any time during the Accumulation Phase if on the date of application for the Rider: o the Contract owner's initial purchase payment is no longer subject to a withdrawal charge; and o the Contract owner's additional purchase payments, if any, would be subject to total withdrawal charges (assuming a current surrender of the Contract) equal to an amount not greater than 0.25% of the Current Contract Value PART C OTHER INFORMATION Part C is hereby amended to include the following exhibits: Item 24(b). EXHIBITS 4(c) Form of Longevity Reward Rider SIGNATURES As required by the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant certifies that it meets the requirements of Securities Act Rule 485(b) for effectiveness of this amended registration statement, and has caused this Registration Statement, as amended, to be signed on its behalf by the undersigned, thereunto duly authorized, all in the Township of Northbrook, State of Illinois, on the 12th day of October, 2001. NORTHBROOK VARIABLE ANNUITY ACCOUNT II (REGISTRANT) BY: NORTHBROOK LIFE INSURANCE COMPANY (DEPOSITOR) By: /s/MICHAEL J. VELOTTA -------------------------- Michael J. Velotta Vice President, Secretary and General Counsel As required by the Securities Act of 1933, this Registration Statement, as amended, has been duly signed below by the following directors and officers of Northbrook Life Insurance Company on the 12th day of October, 2001. */THOMAS J. WILSON, II Director, President and Chief Executive ---------------------- Officer (Principal Executive Officer) Thomas J. Wilson, II /s/ MICHAEL J. VELOTTA Director, Vice President, Secretary ---------------------- and General Counsel Michael J. Velotta */MARGARET G. DYER Director ---------------------- Margaret G. Dyer */ MARLA G. FRIEDMAN Director and Vice President ---------------------- Marla G. Friedman */JOHN C. LOUNDS Director ---------------------- John C. Lounds */J. KEVIN McCARTHY Director ---------------------- J. Kevin McCarthy */STEVE SHEBIK Director (Principal Financial Officer) ---------------------- Steve Shebik */SAMUEL H. PILCH Vice President and Controller ---------------------- (Principal Accounting Officer) Samuel H. Pilch */ By Michael J. Velotta, pursuant to Power of Attorney. EXHIBIT LIST The following exhibits are filed herewith: ------------------------------------------ EXHIBIT NO. DESCRIPTION (4)(c) Form of Longevity Reward Rider EX-4 3 rider.txt RIDER NORTHBROOK LIFE INSURANCE COMPANY (herein called "we" or "us") Longevity Reward Rider As used in this rider, "Contract" means the Contract or Certificate to which this rider is attached. For purposes of this rider, "Rider Date" is the date this rider was issued as part of your Contract, effective on (XX/XX/XX). Eligibility This elective rider is available to Contract Owners if: (1) the initial purchase payment is no longer subject to an early withdrawal charge , and (2) on the date of application for this rider, the early withdrawal charge applicable to a full surrender of the Contract is not greater than 0.25% of the current Contract Value. Contract Maintenance Charge The Contract Maintenance Charge of $30 will be waived for the remainder of the life of the Contract when the Cash Value is $40,000 or more on or after the Rider Date. Mortality and Expense Risk Charge The Mortality and Expense Risk Charge provision of your Contract is modified as follows: Commencing on the Rider Date, the maximum annualized Mortality and Expense Risk Charge is decreased by 0.07%. Options of New Owner The second bullet under the Options of New Owner provision is replaced with the following: o If your spouse does not make this election, then the accumulation phase continues as if the death had not occurred. On the date the Contract is continued, the Cash Value will equal the amount of the Death Benefit as determined as of the Valuation Date on which we received Due Proof of Death (the next Valuation Date, if we received Due Proof of Death after 3 p.m. Central Time). All ownership rights under the Contract are then available to your spouse as the new Owner. Early Withdrawal Charge A new Early Withdrawal Charge is effective on and after the Rider Date. The Early Withdrawal Charge provision is as follows: An Early Withdrawal Charge may be applied to a full surrender or partial withdrawal of total remaining Purchase Payments as of the Rider date, in excess of the Free Withdrawal Amount. The Early Withdrawal Charge schedule for the total remaining Purchase Payments as of the Rider Date is as follows: Maximum Complete Withdrawal Years since Charge Rider Date Percent ----------- ---------- 0 3% 1 2% 2 1% 3 or more 0% If additional Purchase Payments are made after the Rider Date, an Early Withdrawal Charge may be applied to a full surrender or partial withdrawal of these additional Purchase Payments. Early Withdrawal Charges will be based on the ages(s) of the Purchase Payment(s) associated with the withdrawal according to the following schedule: Maximum Complete Years Withdrawal since Purchase Charge Payment was made Percent 0 3% 1 2% 2 1% 3 or more 0% Once all Purchase Payments have been withdrawn, additional withdrawals will not be assessed an Early Withdrawal charge. The maximum aggregate Early Withdrawal charge is 3% of your Purchase Payments. Free Withdrawal Amount A Free Withdrawal Amount will be available in each Contract Year. This Free Withdrawal Amount may be withdrawn over the course of the Contract Year without incurring Early Withdrawal Charges. The Free Withdrawal Amount is 15% of the amount of Purchase Payments as of the Rider Date or the most recent Contract Anniversary, whichever is later. As with all withdrawals, the Free Withdrawal Amount will be assumed to come from the oldest remaining Purchase Payments first. Free Withdrawal Amounts not withdrawn in a Contract Year are not carried over to increase the Free Withdrawal Amount in a subsequent Contract Year. Except as amended in this rider, the Contract remains unchanged. -------------------------------------------------------------------------------- [GRAPHIC OMITTED][GRAPHIC OMITTED] -------------------------------------------------------------------------------- Secretary Chairman and Chief Executive Officer NLU946