10-Q/A 1 d10qa.txt AMERICAN SKANDIA LIFE ASSURANCE CORPORATION - FIRST QUARTER 2005 ================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ----------------- FORM 10-Q/A (Amendment No. 1) (MARK ONE) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2005 OR [_] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 33-44202 ----------------- American Skandia Life Assurance Corporation (Exact Name of Registrant as Specified in its Charter) Connecticut 06-1241288 (State or Other Jurisdiction of (I.R.S. Employer Incorporation or Organization) Identification Number) One Corporate Drive Shelton, Connecticut 06484 (203) 926-1888 (Address and Telephone Number of Registrant's Principal Executive Offices) SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT: NONE SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT: NONE Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. [_] Yes [X] No Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [_] Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Act). Yes [_] No [X] State the aggregate market value of the voting stock held by non-affiliates of the registrant: NONE Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act.): Yes [_] No [X] As of May 16, 2005, 25,000 shares of the registrant's Common Stock (par value $100) consisting of 100 voting shares and 24,900 non-voting shares, were outstanding. As of such date, American Skandia, Inc., an indirect wholly owned subsidiary of Prudential Financial, Inc., a New Jersey corporation, owned all of the registrant's Common Stock. American Skandia Life Assurance Corporation meets the conditions set forth in General Instruction (I) (1) (a) and (b) on Form 10-Q/A and is therefore filing this Form with the reduced disclosure format. ================================================================================ AMERICAN SKANDIA LIFE ASSURANCE CORPORATION INDEX TO FINANCIAL STATEMENTS PART I - Financial Information Page No. -------- Financial Statements Explanatory Note 2 Item 1. Financial Statements (unaudited): Statements of Financial Position As of March 31, 2005 and December 31, 2004 3 Statements of Operations and Comprehensive Income Three months ended March 31, 2005 and 2004 4 Statements of Stockholder's Equity Periods ended March 31, 2005 and December 31, 2004 5 Statements of Cash Flows (restated) Three months ended March 2005 and 2004 6 Notes to Financial Statements 7 Item 4. Controls and Procedures 10 PART II - Other Information Item 6. Exhibits 11 Signatures 13 EXPLANATORY NOTE This Amendment No. 1 on Form 10-Q/A is being filed for the purpose of amending Items 1 and 4 of Part I of the Quarterly Report on Form 10-Q for the quarter ended March 31, 2005 of American Skandia Life Assurance Corporation to reflect the restatement of American Skandia Life Assurance Corporation's Unaudited Statements of Cash Flows for the three months ended March 31, 2005 and 2004, as described in Footnote 2 to the Unaudited Financial Statements included in this Form 10-Q/A. All other Items of the original filing on Form 10-Q made on May 16, 2005 are unaffected by the changes to the Unaudited Statements of Cash Flows and such Items have not been included in this Amendment. Information in this Form 10-Q/A is generally stated as of March 31, 2005 and does not reflect any subsequent information or events other than the restatement of the Unaudited Statements of Cash Flows. More current information with respect to American Skandia Life Assurance Corporation is contained within its Quarterly Report on Form 10-Q for the quarter ended September 30, 2005, and other filings with the Securities and Exchange Commission. 2 American Skandia Life Assurance Corporation Statements of Financial Position (unaudited) As of March 31, 2005 and December 31, 2004 (in thousands) March 31, December 31, 2005 2004 ------------ ------------ ASSETS Fixed maturities available for sale, at fair value (amortized cost, 2005 $1,819,103; 2004: $1,737,949) $ 1,818,603 $ 1,771,976 Trading account assets, at fair value 44,094 47,316 Equity securities available for sale, at fair value (cost of $11,238) 11,202 11,567 Policy loans 10,907 10,323 Short-term investments 382,092 423,971 ------------ ------------ Total investments 2,266,898 2,265,153 Cash and cash equivalents 7,527 72,854 Deferred policy acquisition costs 344,179 300,901 Accrued investment income 22,102 22,321 Receivables from Parent and affiliates - 5,098 Income taxes receivable 243,889 244,932 Valuation of business acquired 226,584 234,167 Deferred purchase credits 160,537 144,395 Other assets 136,925 53,332 Separate account assets 26,308,529 26,984,413 ------------ ------------ TOTAL ASSETS $ 29,717,170 $ 30,327,566 ============ ============ LIABILITIES AND STOCKHOLDER'S EQUITY Liabilities Policyholders' account balances $ 1,503,193 $ 1,411,483 Future policy benefits and other policyholder liabilities 65,088 50,980 Payables to Parent and affiliates 21,014 24,182 Cash collateral for loaned securities 228,616 291,299 Securities sold under agreements to repurchase 25,148 33,373 Short-term borrowing 182,158 140,363 Long-term borrowing 135,000 135,000 Future fees payable to American Skandia, Inc. ("ASI") 176,775 200,597 Other liabilities 378,326 368,406 Separate account liabilities 26,308,529 26,984,413 ------------ ------------ Total liabilities 29,023,847 29,640,096 ------------ ------------ Contingencies (See Note 3) Stockholder's Equity Common stock, $100 par value; 25,000 shares, authorized, issued and outstanding 2,500 2,500 Additional paid-in capital 484,264 484,425 Retained earnings 210,878 180,759 Deferred compensation (1,756) (904) Accumulated other comprehensive income (loss) (2,563) 20,690 ------------ ------------ Total stockholder's equity 693,323 687,470 ------------ ------------ TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY $ 29,717,170 $ 30,327,566 ============ ============ See Notes to Financial Statements 3 American Skandia Life Assurance Corporation Statements of Operations and Comprehensive Income (unaudited) Three Months ended March 31, 2005 and 2004 (in thousands) 2005 2004 -------- -------- REVENUES Premiums $ 9,666 $ 2,712 Policy charges and fee income 115,953 98,056 Net investment income 21,791 19,311 Realized investment (losses) gains, net (1,802) (257) Asset management fees 29,781 27,342 Other income (1,245) 1,295 -------- -------- Total revenues 174,144 148,459 -------- -------- BENEFITS AND EXPENSES Policyholders' benefits 38,962 27,731 Interest credited to policyholders' account balances 18,247 20,553 General, administrative and other expenses 74,797 61,156 -------- -------- Total benefits and expenses 132,006 109,440 -------- -------- INCOME FROM OPERATIONS BEFORE INCOME TAXES AND CUMULATIVE EFFECT OF ACCOUNTING CHANGE 42,138 39,019 -------- -------- Income tax expense 12,019 12,133 -------- -------- INCOME FROM OPERATIONS BEFORE CUMULATIVE EFFECT OF ACCOUNTING CHANGE 30,119 26,886 -------- -------- Cumulative effect of accounting change, net of taxes - (17,079) -------- -------- NET INCOME 30,119 9,807 -------- -------- Other comprehensive (loss) income, net of taxes (23,253) 22,933 -------- -------- COMPREHENSIVE INCOME $ 6,866 $ 32,740 ======== ======== See Notes to Financial Statements 4 American Skandia Life Assurance Corporation Statements of Stockholder's Equity (unaudited) Periods ended March 31, 2005 and December 31, 2004 (in thousands)
Accumulated Additional other Total Common paid-in - Retained Deferred comprehensive stockholder's Stock capital earnings compensation income equity ------ ---------- -------- ------------ ------------- ------------- Balance, December 31, 2003 2,500 485,100 90,856 (360) (1,599) 576,497 Net income 89,903 89,903 Purchase of fixed maturities from an affiliate, net of taxes - (948) - - 948 - Stock-based compensation 273 273 Deferred compensation program (544) (544) Change in net unrealized investment gains 21,341 21,341 ------ -------- -------- ------- -------- -------- Balance, December 31, 2004 $2,500 $484,425 $180,759 $ (904) $ 20,690 $687,470 Net income 30,119 30,119 Stock-based compensation (161) (161) Deferred compensation program (852) (852) Change in net unrealized investment gains (23,253) (23,253) ------ -------- -------- ------- -------- -------- Balance, March 31, 2005 $2,500 $484,264 $210,878 (1,756) (2,563) 693,323 ====== ======== ======== ======= ======== ========
See Notes to Financial Statements 5 American Skandia Life Assurance Corporation Statements of Cash Flows (unaudited, restated) Three Months March 31, 2005 and 2004 (in thousands) 2005 2004 --------- --------- CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES: Net income $ 30,119 $ 9,807 Adjustments to reconcile net income (loss) to net cash from (used in) operating activities: Realized investment losses (gains), net 1,802 257 Amortization and depreciation 10,274 15,922 Cumulative effect of accounting change, net of taxes - 17,079 Interest credited to policyholders' account balances 13,983 18,522 Change in: Policy reserves 14,108 11,233 Accrued investment income 219 337 Trading account assets 1,883 1,428 Net receivable/payable to Parent and affiliates 1,930 5,469 Deferred sales inducements (16,142) (23,084) Deferred policy acquisition costs (43,278) (53,712) Income taxes (receivable) payable 13,758 (29,499) Other, net (35,998) 39,270 --------- --------- Cash Flows From (Used in) Operating Activities (7,342) 13,029 --------- --------- CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES: Proceeds from the sale/maturity of fixed maturities available for sale 546,660 225,987 Payments for the purchase of fixed maturities available for sale (583,852) (147,864) Proceeds from the sale/maturity of policy loans - - Payments for the issuance of policy loans (584) (901) Other short-term investments, net 41,897 (164,692) --------- --------- Cash Flows From (Used in) in Investing Activities 4,121 (87,470) --------- --------- CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES: Decrease in future fees payable to ASI, net (23,822) (28,490) Cash collateral for loaned securities (62,683) 143,423 Securities sold under agreement to repurchase (8,225) 23,542 Net increase in long-term borrowing - 135,000 Net increase (decrease) in short-term borrowing 41,795 (70,000) Drafts outstanding (84,124) 13,227 Policyholder's account balances: Deposits 151,433 8,155 Withdrawals (76,480) (145,664) --------- --------- Cash Flows From (Used in) Financing Activities (62,106) 79,193 --------- --------- Net (decrease) increase in cash and cash equivalents (65,327) 4,752 Cash and cash equivalents, beginning of period 72,854 6,300 --------- --------- CASH AND CASH EQUIVALENTS, END OF PERIOD $ 7,527 $ 11,052 ========= ========= Income taxes paid (received) $ (1,739) $ 41,632 ========= ========= Interest paid $ 1,266 $ 5,095 ========= ========= See Notes to Financial Statements 6 American Skandia Life Assurance Corporation Notes to Financial Statements (unaudited) 1. BUSINESS American Skandia Life Assurance Corporation (the "Company"), with its principal offices in Shelton, Connecticut, is an indirect wholly owned subsidiary of Prudential Financial, Inc. ("Prudential Financial"), a New Jersey corporation. The Company is a wholly owned subsidiary of American Skandia, Inc. ("ASI"), which in turn is an indirect wholly owned subsidiary of Prudential Financial. On December 19, 2002, Skandia Insurance Company Ltd. (publ) ("SICL"), an insurance company organized under the laws of the Kingdom of Sweden, and the ultimate parent company of the Company prior to May 1, 2003, entered into a definitive purchase agreement with Prudential Financial whereby Prudential Financial would acquire the Company and certain of its affiliates (the "Acquisition"). On May 1, 2003, the initial phase of the Acquisition was consummated. This included Prudential Financial acquiring 90% of the outstanding common stock of Skandia U.S. Inc. ("SUSI"), an indirect parent of the Company. On September 9, 2003, Prudential Financial acquired the remaining 10% of SUSI's outstanding common stock. The Company develops long-term savings and retirement products, which are distributed through its affiliated broker-dealer company, American Skandia Marketing, Incorporated. The Company currently issues variable deferred and immediate annuities for individuals and groups in the United States of America and its territories. The Company is engaged in a business that is highly competitive because of the large number of stock and mutual life insurance companies and other entities engaged in marketing insurance products, and individual and group annuities. 2. BASIS OF PRESENTATION Restatement of Statements of Cash Flows The Statements of Cash Flows for the three months ended March 31, 2005 and 2004 have been restated to reflect the following: Changes in the net receivable/payable from unsettled investment purchases and sales, previously classified within "adjustments to reconcile net income to cash provided by operating activities," have been reclassified to cash flows from investing activities, to the extent such balances pertained to investments classified as available for sale. Interest credited to policyholder's account balances, previously classified within "Change in contractowner accounts" within cash flows from financing activities, is now reported as a component of cash flows from operating activities. Changes in trading account assets, previously classified within "Proceeds from the sale of equity securities" and "Payments for the purchase of shares in equity" within cash flows from investing activities have been reclassified to cash flows from operating activities in "adjustments to reconcile net income to cash provided by operating activities". The net change in the policy loans receivable, previously reported in cash flows operating activities, is now reported as a component of cash flows of investing activities. Changes related to stock based compensation and deferred compensation programs, previously classified within cash flows from financing activities, have been reclassified to cash flows from operating activities within "Other, net". As a result of the restatements, previously reported cash flows from (used in) operating activities, cash flows from (used in) investing activities and cash flows from (used in) financing activities were increased or reduced for the three months ended March 31, 2005 and 2004 as follows: Three Months Ended March 31, 2005 2004 -------- -------- Cash flows from (used in) operating activities As originally reported $ 24,149 $ (6,877) Impact of Restatements (31,491) 19,906 Revised for restatements (7,342) 13,029 Cash flows from (used in) investing activities As originally reported $(43,114) $(85,141) Impact of Restatements 47,235 (2,329) Revised for restatements 4,121 (87,470) Cash flows from (used in) financing activities As originally reported $(46,362) $ 96,770 Impact of Restatements (15,744) (17,577) Revised for restatements (62,106) 79,193 The restatements had no impact on the total change in cash and cash equivalents within the Statements of Cash Flows or on the Statements of Operations or Statements of Financial Position. 7 American Skandia Life Assurance Corporation Notes to Financial Statements (unaudited) Basis of Presentation The unaudited interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America on a basis consistent with reporting interim financial information in accordance with instructions to Form 10-Q and Article 10 of Regulation S-X of the Securities and Exchange Commission. These interim financial statements are unaudited but reflect all adjustments that, in the opinion of management, are necessary to provide a fair presentation of the results of operations and financial condition of the Company for the interim periods presented. All such adjustments are of a normal recurring nature. The results of operations for any interim period are not necessarily indicative of results for a full year. Certain amounts in the Company's prior year financial statements have been reclassified to conform with the current year presentation. These financial statements should be read in conjunction with the financial statements and notes thereto contained in the Company's Annual Report on Form 10-K for the year ended December 31, 2004. 3. CONTINGENCIES AND LITIGATION Contingencies On an ongoing basis, our internal supervisory and control functions review the quality of our sales, marketing, annuity administration and servicing, and other customer interface procedures and practices and may recommend modifications or enhancements. From time to time this review process results in the discovery of product administration, servicing or other errors, including errors relating to the timing or amount of payments due to customers. In these cases, we offer customers appropriate remediation and may incur charges, including the costs of such remediation, administrative costs and regulatory fines. It is possible that the results of operations or the cash flow of the Company in a particular quarterly or annual period could be materially affected as a result of payments in connection with the matters discussed above depending, in part, upon the results of operations or cash flow for such period. Management believes, however, that the ultimate payments in connection with these matters, after consideration of applicable reserves and indemnification, should not have a material adverse effect on the Company's financial position. Litigation and Regulatory Matters The Company is subject to legal and regulatory actions in the ordinary course of its businesses, including class actions and individual lawsuits. Pending legal and regulatory actions include proceedings relating to aspects of the businesses and operations that are specific to the Company and that are typical of the businesses in which the Company operates. Class action and individual lawsuits involve a variety of issues and/or allegations, which include sales practices, underwriting practices, claims payments and procedures, premium charges, policy servicing and breach of fiduciary duties to customers. We are also subject to litigation arising out of our general business activities, such as our investments and third party contracts. In certain of these matters, the plaintiffs are seeking large and/or indeterminate amounts, including punitive or exemplary damages. The Company's litigation and regulatory matters are subject to many uncertainties, and given their complexity and scope, the outcomes cannot be predicted. It is possible that the results of operations or the cash flow of the Company in a particular quarterly or annual period could be materially affected by an ultimate unfavorable resolution of pending litigation and regulatory matters. Management believes, however, that the ultimate outcome of all pending litigation and regulatory matters, after consideration of applicable reserves and indemnification, should not have a material adverse effect on the Company's financial position. 8 American Skandia Life Assurance Corporation Notes to Financial Statements 4. RELATED PARTY TRANSACTIONS Debt Agreements On January 3, 2002, the Company entered into a $150 million credit facility agreement with ASI. This credit facility terminates on December 31, 2005 and bears interest at the offered rate in the London interbank market (LIBOR) plus 0.35% per annum for the relevant interest period. As of March 31, 2005, $0 was outstanding under this credit facility. On March 12, 2004, the Company entered into a $45 million loan with Prudential Funding LLC, a wholly owned subsidiary of Prudential Insurance. This loan matures on March 12, 2007 and has an interest rate of 1.43%. The proceeds were used to support working capital needs. On May 1, 2004, the Company entered into a $500 million credit facility agreement with Prudential Funding LLC. Effective December 1, 2004, the credit facility agreement was increased to $750 million. As of March 31, 2005, $272.2 million was outstanding under this credit facility. 5. NEW ACCOUNTING POLICIES AND ACCOUNTING PRONOUNCEMENTS In March 2004, the EITF of the FASB reached a final consensus on Issue 03-1, "The Meaning of Other-Than-Temporary Impairment and its Application to Certain Investments." This Issue establishes impairment models for determining whether to record impairment losses associated with investments in certain equity and debt securities. It also requires income to be accrued on a level-yield basis following an impairment of debt securities, where reasonable estimates of the timing and amount of future cash flows can be made. The Company's policy is generally to record income only as cash is received following an impairment of a debt security. In September 2004, the FASB issued FASB Staff Position ("FSP") EITF 03-1-1, which defers the effective date of a substantial portion of EITF 03-1, from the third quarter of 2004, as originally required by the EITF, until such time as FASB issues further implementation guidance, which is expected sometime in 2005. The Company will continue to monitor developments concerning this Issue and is currently unable to estimate the potential effects of implementing EITF 03-1 on the Company's financial position or results of operations. In July 2003, the Accounting Standards Executive Committee ("AcSEC") of the American Institute of Certified Public Accountants ("AICPA") issued Statement of Position ("SOP") 03-1, "Accounting and Reporting by Insurance Enterprises for Certain Nontraditional Long-Duration Contracts and for Separate Accounts". AcSEC issued the SOP 03-1 to address the need for interpretive guidance to be developed in three areas: separate account presentation and valuation; the accounting recognition given sales inducements (bonus interest, bonus credits, persistency bonuses); and the classification and valuation of certain long-duration contract liabilities. The Company adopted the SOP effective January 1, 2004. The effect of initially adopting SOP 03-1 was a charge of $17.1 million, net of $9.4 million of taxes, which was reported as a "cumulative effect of accounting change, net of taxes" in the results of operations for the three months ended March 31, 2004. This charge reflects the net impact of converting certain individual market value adjusted annuity contracts from separate account accounting treatment to general account accounting treatment and the effect of establishing reserves for guaranteed minimum death benefit provisions of the Company's annuity contracts. The Company also recognized a cumulative effect of accounting change related to unrealized investment gains within "Other comprehensive income, net of taxes" of $3.4 million, net of $1.9 million of taxes. Upon adoption of the SOP $1.8 billion in "Separate account assets" were reclassified resulting in a $1.7 billion increase in "Fixed maturities, available for sale," as well as changes in other non-separate account assets. Similarly, upon adoption, $1.8 billion in "Separate account liabilities" were reclassified resulting in increases in "Policyholders' account balances," as well as changes in other non-separate account liabilities. In December 2004, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 123 (R), "Share-Based Payment," which replaces FASB Statement No. 123, "Accounting for Stock-Based Compensation." SFAS No. 123 (R) requires all entities to apply the fair value base measurement method in accounting for share-based payment transactions with employees, except for equity instruments held by employee share ownership plans. Under this method, compensation costs of awards to employees, such as stock options, are measured at fair value and expensed over the period during which an employee is required to provide service in exchange for the award (the vesting period). The Company had previously adopted the fair value recognition provision of the original SFAS No. 123, prospectively for all interim and annual periods beginning after June 15, 2005. However, the SEC has recently deferred the effective date and as a result the Company will adopt SFAS No. 123 (R) on January 1, 2006. By that date, there will be no unvested stock options issued prior to January 1, 2003. 6. RECLASSIFICATIONS Certain amounts in the prior years have been reclassified to conform to the current year presentation. 9 Item 4. Controls and Procedures In order to ensure that the information we must disclose in our filings with the Securities and Exchange Commission is recorded, processed, summarized, and reported on a timely basis, the Company's management, including our Chief Executive Officer and Chief Financial Officer, previously reviewed and evaluated the effectiveness of our disclosure controls and procedures, as defined in Exchange Act Rules 13a-15(e) and 15d-15(e), as of March 31, 2005. Based on such evaluation, the Chief Executive Officer and Chief Financial Officer previously concluded that, as of March 31, 2005, our disclosure controls and procedures were effective in timely alerting them to material information relating to us required to be included in our periodic SEC filings. Other than as discussed in the last paragraph of Item 4, no change in our internal control over financial reporting, as defined in Exchange Act Rule 13a-15(f) and 15d-15(f), occurred during the quarter ended March 31, 2005, that materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. These conclusions are not affected by the misclassifications in the Company's Statements of Cash Flows discussed in the following paragraph, which were identified subsequent to the filing of the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2005. As reported in a Current Report on Form 8-K filed by the Company on February 9, 2006, management of the Company concluded that certain amounts were incorrectly classified in the Company's audited Statements of Cash Flows for the years ended December 31, 2004, 2003 and 2002 included in the Company's 2004 Annual Report on Form 10-K (the "2004 Form 10-K") and in the Company's unaudited Statements of Cash Flows for the periods ended March 31 and June 30, 2005 and 2004 included in the Company's Quarterly Reports on Form 10-Q for the quarters ended March 31 and June 30, 2005 (the "2005 Forms 10-Q"). In connection with the preparation of the Company's financial statements for the year ended December 31, 2005, management of the Company concluded on February 3, 2006 that the Company should file a Form 10-K/A and Forms 10-Q/A, including this Form 10-Q/A, restating the Statements of Cash Flows included in the 2004 Form 10-K and in the 2005 Forms 10-Q. The restatements are limited in scope, relating principally to the classification of data collected and not to the collection of data or to the numerical accuracy of data collected. The Company has implemented enhancements to its internal control over financial reporting, primarily with respect to the periodic analysis and review of statements of cash flows, designed to provide reasonable assurance that errors of this type in the Company's Statements of Cash Flows will not recur. Effective January 1, 2005, we implemented a new general ledger and financial reporting platform. The new platform is intended to improve efficiencies through the use of more current technology. Although the implementation of the new platform resulted in changes in certain of our internal controls over financial reporting, we do not believe that the implementation or the related changes in internal controls materially affect the effectiveness of our internal control over financial reporting. 10 PART II OTHER INFORMATION Item 6. Exhibits 31.1 Section 302 Certification of the Chief Executive Officer. 31.2 Section 302 Certification of the Chief Financial Officer. 32.1 Section 906 Certification of the Chief Executive Officer. 32.2 Section 906 Certification of the Chief Financial Officer. Schedules are omitted because they are either inapplicable or the information required therein is included in the notes to Financial Statements included herein. 11 Exhibit Index Exhibit Number and Description 31.1 Section 302 Certification of the Chief Executive Officer. 31.2 Section 302 Certification of the Chief Financial Officer. 32.1 Section 906 Certification of the Chief Executive Officer. 32.2 Section 906 Certification of the Chief Financial Officer. 12 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. AMERICAN SKANDIA LIFE ASSURANCE CORPORATION (Registrant) By: /s/ Michael A. Bohm ----------------------------- Michael A. Bohm Executive Vice President and Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer) February 9, 2006 13