As filed with the Securities and Exchange Commission on September 28, 1998 Registration No. 33-56908 811-06032 -------------------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 -------------------------------------------------------------------------------- FORM N-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Pre-Effective Amendment No. Post-Effective Amendment No. 10 X and REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 Amendment No. 23 X PFL ENDEAVOR VA SEPARATE ACCOUNT -------------------------------- (Exact Name of Registrant) PFL ENDEAVOR VARIABLE ANNUITY ACCOUNT ------------------------------------- (Former name of Registrant) PFL LIFE INSURANCE COMPANY -------------------------- (Name of Depositor) 4333 Edgewood Road, N.E., Cedar Rapids, Iowa 52499 -------------------------------------------------- (Address of Depositor's Principal Executive Offices) Depositor's Telephone Number, including Area Code (319) 297-8121 Frank A. Camp, Esquire PFL Life Insurance Company 4333 Edgewood Road, N.E. Cedar Rapids, Iowa 52499 (Name and Address of Agent for Service) Copy to: Frederick R. Bellamy, Esquire Sutherland, Asbill & Brennan L.L.P. 1275 Pennsylvania Avenue, N.W. Washington, D.C. 20004-2404 1 Title of Securities Being Registered: Flexible Premium Variable Annuity Policies It is proposed that this filing will become effective: ___ immediately upon filing pursuant to paragraph (b) of Rule 485 on ___________ pursuant to paragraph (b) of Rule 485 --- X 60 days after filing pursuant to paragraph (a)(i) of Rule 485 --- ___ on ___________ pursuant to paragraph (a)(i) of Rule 485 ___ 75 days after filing pursuant to paragraph (a)(ii) ___ on __________ pursuant to paragraph (a)(ii) of Rule 485 If appropriate, check the following box: X this post-effective amendment designates a new effective date for a previously filed post-effective amendment. 2 CROSS REFERENCE SHEET Pursuant to Rule 495 Showing Location in Part A (Prospectus) and Part B (Statement of Additional Information) of Registration Statement of Information Required by Form N-4 ------------------------------------------------------------- PART A ------ <TABLE> <CAPTION> Item of Form N-4 Prospectus Caption ---------------- ------------------ <S> <C> 1. Cover Page........................... Cover Page 2. Definitions.......................... Definitions 3. Synopsis............................. Summary; Historical Performance Data 4. Condensed Financial Information...... Financial Statements 5. General (a) Depositor...................... PFL Life Insurance Company (b) Registrant..................... The Mutual Fund Account (c) Portfolio Company.............. The Mutual Fund Account (d) Fund Prospectus................ The Mutual Fund Account (e) Voting Rights.................. Voting Rights 6. Deductions and Expenses (a) General........................ Charges and Deductions (b) Sales Load %................... N/A (c) Special Purchase Plan.......... N/A (d) Commissions.................... Distributor of the Policies (e) Expenses - Registrant.......... N/A (f) Fund Expenses.................. Expenses Including Investment Advisory Fees (g) Organizational Expenses........ N/A 7. Policies (a) Persons with Rights............ The Policy; Election of Annuity Option; Determination of Annuity Payments; Annuity Commencement Date; Ownership of the Policy Voting Rights (b) (i) Allocation of Premium Payments................. Allocation of Premiums (ii) Transfers................ Transfers (iii) Exchanges................ N/A (c) Changes........................ Addition, Deletion or Substitution of Investments; Election of Annuity Option; Annuity Commencement Date; Beneficiary; Ownership of the Policy </TABLE> 3 <TABLE> <S> <C> (d) Inquiries....................... Summary 8. Annuity Period....................... Annuity Options 9. Death Benefit........................ Death of Annuitant Prior to Annuity Commencement Date 10. Purchase and Policy Values (a) Purchases....................... Policy Application and Issuance of Policies; Premiums (b) Valuation....................... Policy Value; The Mutual Fund Account Value (c) Daily Calculation............... The Mutual Fund Account Value (d) Underwriter..................... Distributor of the Policies 11. Redemptions (a) By Owners....................... Surrenders By Annuitant.................... N/A (b) Texas ORP....................... Restrictions Under the Texas Optional Retirement Program (c) Check Delay..................... Payment not Honored by Bank (d) Lapse........................... N/A (e) Free Look....................... Summary 12. Taxes................................ Certain Federal Income Tax Consequences 13. Legal Proceedings.................... Legal Proceedings 14. Table of Contents for the Statement of Statement of Additional Additional Information............... Information <CAPTION> PART B ------ Item of Form N-4 Statement of Additional ---------------- Information Caption ------------------- <S> <C> 15. Cover Page.......................... Cover Page 16. Table of Contents................... Table of Contents 17. General Information and History......................... (Prospectus) PFL Life Insurance Company 18. Services............................ (a) Fees and Expenses of Registrant.................. N/A (b) Management Policies............ N/A (c) Custodian...................... Custody of Assets Independent Auditors....................... Independent Auditors </TABLE> 4 <TABLE> <S> <C> (d) Assets of Registrant........... Custody of Assets (e) Affiliated Person.............. N/A (f) Principal Underwriter.......... Distribution of the Policies 19. Purchase of Securities Being Offered....................... Distribution of the Policies Offering Sales Load................. N/A 20. Underwriters........................ Distribution of the Policies; (Prospectus) Distributor of the Policies 21. Calculation of Performance Data................................ Calculation of Yields and Total Returns; Other Performance Data 22. Annuity Payments.................... (Prospectus) Election of Annuity Option; (Prospectus) Determination of Annuity Payments 23. Financial Statements................ Financial Statements <CAPTION> PART C -- OTHER INFORMATION --------------------------- Item of Form N-4 Part C Caption ---------------- -------------- <S> <C> 24. Financial Statements and Exhibits........................ Financial Statements and Exhibits (a) Financial Statements........... Financial Statements (b) Exhibits....................... Exhibits 25. Directors and Officers of Directors and Officers of the the Depositor....................... Depositor 26. Persons Controlled By or Under Persons Controlled By or Under Common Control with the Common Control with the Depositor or Registrant............. Depositor or Registrant 27. Number of Policyowners.............. Number of Policyowners 28. Indemnification..................... Indemnification 29. Principal Underwriters.............. Principal Underwriters 30. Location of Accounts and Records......................... Location of Accounts and Records 31. Management Services................. Management Services 32. Undertakings........................ Undertakings Signature Page...................... Signatures </TABLE> 5 THE ENDEAVOR PLATINUM VARIABLE ANNUITY ISSUED BY PFL LIFE INSURANCE COMPANY Supplement Dated _____________, 1998 To The Prospectus Dated May 1, 1998 An optional rider for the Family Income Protector benefit has been added to The Endeavor Platinum Variable Annuity. The rights and benefits under the Family Income Protector are summarized below; however, the description of the Family Income Protector contained in this prospectus supplement is qualified in its entirety by reference to the Family Income Protector rider itself, a copy of which is available upon request from PFL. All capitalized terms used, which are not defined in this supplement, shall have the same meanings as the same terms used in the accompanying prospectus. The Family Income Protector may not be available in all states at the date of this supplement. Please contact PFL at (800) 525-6205 for additional information regarding the availability of the Family Income Protector in your state. _______________ FAMILY INCOME PROTECTOR You may elect to purchase this benefit, which guarantees the total amount you will have to apply to a Family Income Protector payment option and which guarantees the amounts of those payments once you begin to receive them. The Family Income Protector assures you of a minimum level of income in the future by guaranteeing a Minimum Annuitization Value (discussed below) after 10 years, based on the Policy Value at the date the rider is issued (adjusted for any withdrawals and applicable taxes and charges), increased by a guaranteed annual growth rate. By electing the Family Income Protector, you can participate in the gains of the underlying variable investment options you select while knowing that you are guaranteed a minimum level of income in the future, regardless of the performance of the underlying variable investment options. You may elect to purchase the Family Income Protector at the time you purchase the Policy or on subsequent Policy Anniversaries. You cannot begin to obtain payments under the Family Income Protector until the tenth Policy Anniversary after it is added to your Policy. THE FAMILY INCOME PROTECTOR DOES NOT ESTABLISH OR GUARANTEE POLICY VALUE OR GUARANTEE PERFORMANCE OF ANY INVESTMENT OPTION. Because this benefit is based on conservative actuarial factors, the level of lifetime income that it guarantees may often be less than the level that would be provided by application of the Policy Value at otherwise applicable annuity factors. Therefore, the Family Income Protector should be regarded as a safety net. As described herein under "MIMIMUM ANNUITIZATION VALUE," withdrawals will reduce the Minimum Annuitization Value, and may reduce the Minimum Annuitization Value on a basis greater than dollar-for-dollar. THIS PROSPECTUS SUPPLEMENT MUST BE ACCOMPANIED BY THE PROSPECTUS FOR THE ENDEAVOR PLATINUM VARIABLE ANNUITY DATED MAY 1, 1998 Illustrated below are the Family Income Protector guaranteed minimum monthly payment amounts per $100,000 of initial payment, for a male annuitant and a female joint annuitant, both age 60 (at the date the rider is issued), on rider anniversaries as indicated below, assuming no subsequent payments, withdrawals or premium taxes and assuming there was no upgrade of the Minimum Annuitization Value. PFL will, upon request, provide illustrations of the Family Income Protector guaranteed minimum payment for an annuitant based on other assumptions. <TABLE> <CAPTION> ------------------------------------------------------------------------------------------------------------ Rider Anniversary at Life Annuity with no Period Life Annuity with no Period Joint & Survivor Life Election Date Certain (Male) Certain (Female) Annuity with no Period Certain ------------------------------------------------------------------------------------------------------------ <S> <C> <C> <C> 10 $1135 $ 976 $ 854 ------------------------------------------------------------------------------------------------------------ 15 1833 1562 1332 ------------------------------------------------------------------------------------------------------------ 20 3049 2597 2145 ------------------------------------------------------------------------------------------------------------ </TABLE> <TABLE> <CAPTION> ------------------------------------------------------------------------------------------------------------ Rider Anniversary at Life Annuity with 10 Year Life Annuity with 10 Year Joint & Survivor Life Election Date Period Certain (Male) Period Certain (Female) Annuity with 10 Year Period Certain ------------------------------------------------------------------------------------------------------------ <S> <C> <C> <C> 10 $1067 $ 949 $ 852 ------------------------------------------------------------------------------------------------------------ 15 1634 1469 1318 ------------------------------------------------------------------------------------------------------------ 20 2479 2286 2078 ------------------------------------------------------------------------------------------------------------ </TABLE> Because the annuity payment options provided for in the Policy are based on the Policy Value at the time you start receiving annuity payments, the amount of those annuity payments may exceed the payments provided by the Family Income Protector. Accordingly, you may elect to receive annuity payments from either the Policy using the Policy Value or the Family Income Protector using the Minimum Annuitization Value. MIMIMUM ANNUITIZATION VALUE. On the rider date, the Minimum Annuitization Value is the Policy Value. Thereafter, the Minimum Annuitization Value will be the Policy Value on the date the rider is issued, plus any additional payments, minus an adjustment for any withdrawals made after the date the rider is issued, accumulated at the annual growth rate written on page one of the Family Income Protector rider minus any premium taxes. The annual growth rate is currently 6% per year; PFL may, at its discretion, change the rate in the future, but the rate will never be less than 3% per year, and once the Family Income Protector rider is added to your Policy, the annual growth rate will not vary during the life of that Family Income Protector rider. Withdrawals will affect the Minimum Annuitization Value as follows: Each Policy Year, withdrawals up to the limit of the total free amount (the Minimum Annuitization Value on the last Policy Anniversary multiplied by the annual growth rate) reduce the Minimum Annuitization Value on a dollar-for-dollar basis. Withdrawals over this free amount will reduce the Minimum Annuitization Value on a pro rata basis by an amount equal to the Minimum Annuitization Value immediately prior to the excess withdrawal multiplied by the percentage reduction in the Policy Value resulting from the excess withdrawal. The free amount will always be a relatively small fraction of the Minimum Annuitization Value. The Minimum Annuitization Value may only be used to annuitize using the Family Income Protector payment options (discussed below) and may not be used with any of the annuitization options shown in the Policy. The Minimum Annuitization Value is used solely for purposes of calculating the Family Income Protector payment and does not establish or guarantee a Policy Value or guarantee performance of any investment option. MINIMUM ANNUITIZATION VALUE UPGRADE. Within 30 days after a Policy Anniversary, you may elect to upgrade the Minimum Annuitization Value to the Policy Value on that anniversary if the Policy Value is greater than the Minimum Annuitization Value. The last date to elect to upgrade the Minimum Annuitization Value is the Policy Anniversary immediately before your 85th birthday. The laws of some states may require an earlier date. For your convenience, the last date to upgrade will be set forth on page one of the Family Income Protector rider. Upon upgrading, the current Family Income Protector rider will terminate and a new one will be issued with its own specified guaranteed benefits and fees. The benefits and fees under the new rider may differ from your benefits and fees prior to upgrading (the benefits and fees that may change include the annual growth rate, the Family Income Protector rider fee, the fee waiver threshold, the stabilized payment fee, and the waiting period before the Famiy Income Protector can be exercised). CONDITIONS OF EXERCISE OF THE FAMILY INCOME PROTECTOR. The Family Income Protector may only be exercised within the 30 days immediately following the tenth or later Policy Anniversary after the Family Income Protector is elected or, in the case of an upgrade of the Minimum Annuitization Value, the tenth or later Policy Anniversary following the upgrade; PFL may, at its discretion, change the waiting period before the Famiy Income Protector can be exercised in the future, but once the Family Income Protector rider is added to your Policy, the waiting period will not vary during the life of that Family Income Protector rider. For your convenience, the first date to exercise the Family Income Protector will be set forth on page one of the Family Income Protector rider. The Family Income Protector may not, however, be exercised after the Policy Anniversary after your 94th birthday. The laws of some states may require an earlier date. For your convenience, the last date to exercise the Family Income Protector will be set forth on page one of the Family Income Protector rider. If you annuitize your Policy at any time other than indicated above, the Family Income Protector cannot be exercised and, accordingly, the Family Income Protector will provide no benefits. For example, if you annuitized your Policy twelve and one-half years after you purchased the Policy and Family Income Protector rider, you would not be able to exercise the Family Income Protector and use the Minimum Annuitization Value or receive guaranteed minimum stabilized payments. FAMILY INCOME PROTECTOR PAYMENT OPTIONS. The amount of the first payment provided by the Family Income Protector will be determined by multiplying each $1,000 of Minimum Annuitization Value to the applicable annuity factor shown on Schedule I of the Family Income Protector rider. The applicable annuity factor depends upon the Annuitant's (and Joint Annuitant's, if any) sex (or without regard to gender if required by law), age, and the Family Income Protector payment option selected and is based on a guaranteed interest rate of 3% and the "1983 Table a" mortality table improved to the year 2000 with projection Scale G. Subsequent payments will be calculated as described in the Family Income Protector rider using a 5% assumed investment return. Subsequent payments may fluctuate annually in accordance with the investment performance of the annuity subaccounts. However, subsequent payments are guaranteed to never be less than the initial payment. The Minimum Annuitization Value and applicable annuity factor may be applied to the following Family Income Protector payment options: Life Income -- An election may be made for "No Period Certain" or "10 Years Certain". In the event of the death of the Annuitant prior to the end of the chosen period certain, the remaining period certain payments will be continued to the beneficiary. Joint and Full Survivor -- An election may be made for "No Period Certain" or "10 Years Certain". Payments will be made as long as either the Annuitant or Joint Annuitant is living. In the event of the death of both the Annuitant and Joint Annuitant prior to the end of the chosen period certain, the remaining period certain payments will be continued to the beneficiary. The Family Income Protector cannot be used with any other payment options. GUARANTEED MINIMUM STABILIZED PAYMENTS. Annuity payments under the Family Income Protector are guaranteed to never be less than the initial payment. The payments will also be "stabilized" or held constant during each Policy Year. During the first Policy Year following annuitization using the Family Income Protector, each stabilized payment will equal the initial payment. On each Policy Anniversary thereafter, the stabilized payment will increase or decrease depending on the performance of the subaccounts selected, and then be held constant at that amount for that Policy Year. The stabilized payment on each Policy Anniversary will equal the greater of the initial payment or the payment supportable by the annuity units in the selected subaccounts. The supportable payment is equal to the number of variable annuity units in the selected subaccounts multiplied by the variable annuity unit values in those subaccounts on the date the payment is made. The variable annuity unit values used to calculate the supportable payment will assume a 5% assumed investment return. If the supportable payment at any payment date during a Policy Year is greater than the stabilized payment for that Policy Year, the excess will be used to purchase additional annuity units. Conversely, if the supportable payment at any payment date during a Policy Year is less than the stabilized payment for that Policy Year, there will be a reduction in the number of annuity units credited to the Policy to fund the deficiency. In the case of a reduction, you will not participate as fully in the future investment performance of the subaccounts you selected since fewer annuity units are credited to your Policy. Purchases and reductions will be allocated to each subaccount on a proportionate basis. PFL bears the risk that it will need to make payments if all annuity units have been used in an attempt to maintain the stabilized payment at the initial payment level. In such an event, PFL will make all future payments equal to the initial payment. Once all the annuity units have been used, the amount of your payment will not increase or decrease and will not depend upon the performance of any subaccounts. To compensate PFL for this risk, a stabilized payment fee will be deducted (discussed below). ANNUITY POLICY FEE TABLE <TABLE> <CAPTION> POLICY OWNER TRANSACTION EXPENSES | SEPARATE ACCOUNT ANNUAL EXPENSES | (AS A PERCENTAGE OF ACCOUNT VALUE) <S> <C> | <C> <C> Sales Load On Purchase Payments.. 0 | Mortality and Expense Risk Fee/(3)/... 1.25% Surrender Fees................... 0 | Administrative Charge ............... 0.15% Annual Service Charge/(1)/....... $35 Per Policy | Distribution Financing Charge......... 0.25% Transfer Fee/(1)/................ Currently No Fee | Family Income Protector | TOTAL SEPARATE ACCOUNT (optional)/(2)/ | ANNUAL EXPENSES..................... 1.65% Rider Fee.................. 0.30% | Stabilized Payment Fee..... 1.25% | </TABLE> --------------------- /(1)/ The Transfer Fee, if any is imposed, applies to each Policy, regardless of how the Policy Value is allocated among the Mutual Fund Account, the Target Account and the Fixed Account. The Service Charge is $35 per year, but not greater than 2% of the Policy Value. The Service Charge applies to the Fixed Account, the Mutual Fund Account, and the Target Account and is assessed on a prorata basis relative to each Account's Policy Value as a percentage of the Policy's total Policy Value. The Service Charge is deducted on each Policy Anniversary and at the time of surrender, if surrender occurs during a Policy Year. (See "CHARGES AND DEDUCTIONS-- Administrative Charges," p. 41.) There is no fee for the first 12 transfers per year. For additional transfers, PFL may charge a fee of $10 per transfer, but currently does not charge for any transfers. /(2)/ The annual Family Income Protector Rider Fee is currently equal to 0.30% of the Minimum Annuitization Value on the previous Policy Anniversary; PFL may at its discretion change the rate in the future, but the rate will never be greater than 0.50% per year. The Stabilized Payment Fee is only charged if you annuitize under the Family Income Protector rider, and then only after annuitization. This fee is reflected in the amount of the variable payments. The Stabilized Payment Fee is currently 1.25%; PFL may at its discretion change the rate in the future, but the rate will never be greater than 2.25% per year. Once the Family Income Protector rider is added to your Policy, neither the Rider Fee nor the Stabilized Payment Fee that is in effect at that time will change during the life of that Family Income Protector rider. /(3)/ The Mortality and Expense Risk Fees shown (1.25%) are for the 5% Annually Compounding Death Benefit and the Double Enhanced Death Benefit. The corresponding fee for the Return of Premium Death Benefit is 1.10% for each Subaccount. (See "DISTRIBUTIONS UNDER THE POLICY--Death Benefit," p. 38.) The Portfolio Annual Expense section, and the footnotes thereto, of the May 1, 1998 prospectus and the June 1, 1998 prospectus supplement remain applicable. EXAMPLES You would pay the following expenses on a $1,000 investment, assuming the optional Family Income Protector, a hypothetical 5% annual return on assets, and assuming the entire Policy Value is in the applicable Subaccount: <TABLE> <CAPTION> <S> <C> A = 5 % Annually Compounding Death Benefit B = Return of Premium Death Benefit or the Double Enhanced Death Benefit </TABLE> <TABLE> <CAPTION> =================================================================================================================== IF THE POLICY IS ANNUITIZED AT IF THE POLICY IS SURRENDERED THE END OF THE APPLICABLE TIME AT THE END OF THE APPLICABLE PERIOD OR IF THE POLICY IS NOT TIME PERIOD. SURRENDERED OR ANNUITIZED. --------------------------------------------------------------- 1 3 5 10 1 3 5 10 YEAR YEARS YEARS YEARS YEAR YEARS YEARS YEARS ------------------------------------------------------------------------------------------------------------------- <S> <C> <C> <C> <C> <C> <C> <C> <C> <C> Endeavor Money Market Portfolio A 26 82 140 301 26 82 140 301 --------------------------------------------------------------------- B 25 77 132 286 25 77 132 286 ------------------------------------------------------------------------------------------------------------------- Endeavor Asset Allocation Portfolio A 29 89 152 324 29 89 152 324 --------------------------------------------------------------------- B 27 84 144 310 27 84 144 310 ------------------------------------------------------------------------------------------------------------------- T. Rowe Price International Stock Portfolio A 31 96 163 346 31 96 163 346 --------------------------------------------------------------------- B 30 91 156 332 30 91 156 332 ------------------------------------------------------------------------------------------------------------------- Endeavor Value Equity Portfolio A 29 90 154 329 29 90 154 329 --------------------------------------------------------------------- B 28 86 147 315 28 86 147 315 ------------------------------------------------------------------------------------------------------------------- Dreyfus Small Cap Value Portfolio A 30 91 155 331 30 91 155 331 --------------------------------------------------------------------- B 28 86 148 317 28 86 148 317 ------------------------------------------------------------------------------------------------------------------- Dreyfus U.S. Government Securities Portfolio A 28 88 150 320 28 88 150 320 --------------------------------------------------------------------- B 27 83 142 306 27 83 142 306 ------------------------------------------------------------------------------------------------------------------- T. Rowe Price Equity Income Portfolio A 30 92 157 334 30 92 157 334 --------------------------------------------------------------------- B 28 87 149 319 28 87 149 319 ------------------------------------------------------------------------------------------------------------------- T. Rowe Price Growth Stock Portfolio A 30 92 158 336 30 92 158 336 --------------------------------------------------------------------- B 29 88 150 321 29 88 150 321 ------------------------------------------------------------------------------------------------------------------- Endeavor Opportunity Value Portfolio A 32 98 167 354 32 98 167 354 --------------------------------------------------------------------- B 30 94 160 340 30 94 160 340 ------------------------------------------------------------------------------------------------------------------- Endeavor Enhanced Index Portfolio A 33 102 174 368 33 102 174 368 --------------------------------------------------------------------- B 32 98 167 354 32 98 167 354 ------------------------------------------------------------------------------------------------------------------- Endeavor Select 50 Portfolio A 35 108 184 386 35 108 184 386 --------------------------------------------------------------------- B 34 104 177 372 34 104 177 372 ------------------------------------------------------------------------------------------------------------------- Endeavor High Yield Portfolio A 33 102 174 368 33 102 174 368 --------------------------------------------------------------------- B 32 98 167 354 32 98 167 354 ------------------------------------------------------------------------------------------------------------------- WRL Growth Portfolio A 29 90 153 327 29 90 153 327 --------------------------------------------------------------------- B 28 85 146 313 28 85 146 313 ------------------------------------------------------------------------------------------------------------------- The Dow Target 10 Subaccount A 33 102 174 368 33 102 174 368 --------------------------------------------------------------------- B 32 98 167 354 32 98 167 354 ------------------------------------------------------------------------------------------------------------------- The Dow Target 5 Subaccount A 33 102 174 368 33 102 174 368 --------------------------------------------------------------------- B 32 98 167 354 32 98 167 354 =================================================================================================================== </TABLE> The above table is intended to assist the Owner in understanding the costs and expenses that will be borne, directly or indirectly. These include the 1997 expenses of the Underlying Funds, except amounts shown for the Endeavor Select 50 Portfolio, the Endeavor High Yield Portfolio, The Dow Target 10 and The Dow Target 5 are estimates for 1998. (See "CHARGES AND DEDUCTIONS," p. 40, and the Underlying Funds' prospectuses.) In addition to the expenses listed above, premium taxes may be applicable. THE EXAMPLES SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE EXPENSES, AND ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN. THE ASSUMED 5% ANNUAL RETURN IS PURELY HYPOTHETICAL AND SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE PERFORMANCE. The figures and data for underlying fund annual expenses have been provided by the underlying funds and while PFL does not dispute these figures, PFL has not independently verified their accuracy. In these examples, the $35 Annual Service Charge is reflected as a charge of 0.0436% based on an estimated average Policy Value of $80,328. Normally, the $35 Service Charge would be waived if the Premium Payment(s) less partial withdrawals, or the Policy Value is at least $50,000. However, it was included in these examples for illustrative purposes. FAMILY INCOME PROTECTOR RIDER FEE. The risk assumed by PFL associated with the Family Income Protector prior to annuitization is that the annuity benefits payable under the Family Income Protector are greater than the annuity benefits that would have been payable had the Owner selected another annuity benefit permitted by the Policy. To compensate PFL for this risk, PFL charges an annual Family Income Protector rider fee. Prior to annuitization, the Family Income Protector rider fee is deducted from the Policy Value on each Policy Anniversary and upon the termination of the Family Income Protector. The amount of the Family Income Protector rider fee is equal to the rider fee percentage multiplied by the Minimum Annuitization Value on the previous Policy Anniversary. The rider fee percentage currently is 0.30%; PFL may, at its discretion, change this rider fee percentage in the future but it will never be greater than 0.50%, and once the Family Income Protector rider is added to your Policy, the rider fee percentage will not vary during the life of that Family Income Protector rider. The Family Income Protector rider fee is deducted from each investment option in proportion to the amount of Policy Value in each subaccount. The Family Income Protector rider fee for any given Policy Anniversary will be waived if the Policy Value on that Policy Anniversary exceeds the fee waiver threshold multiplied by the Minimum Annuitization Value. The fee waiver threshold is currently one and one-half times the Minimum Annuitization Value; PFL may, at its discretion, change the fee waiver threshold in the future, but it will never be greater than two and one-half times the Minimum Annuitization Value, and once the Family Income Protector rider is added to your Policy, the fee waiver threshold will not vary during the life of that Family Income Protector rider. The Family Income Protector rider fee will not be deducted after annuitization. STABILIZED PAYMENT FEE. Upon annuitization under the Family Income Protector, a "stabilized payment" fee will be imposed to reflect PFL's additional risk from the guaranteed minimum stabilized payments. PFL bears substantial market risk in connection with the guaranteed minimum stabilized payments since PFL guarantees that the annuity payments will never be less than the initial payment regardless of the investment performance of the subaccounts you select. This market risk is in addition to the mortality and expense risk already borne by PFL. The stabilized payment fee is currently 1.25%; PFL may, at its discretion, change this stabilized payment fee in the future but it will never be greater than 2.25%, and once the Family Income Protector rider is added to your Policy, the stabilized payment fee will not vary during the life of that Family Income Protector rider. The stabilized payment fee is included in the "Mortality and Expense Risk Fee and Administration Charge after the Election Date" percentage set forth on page one of the Family Income Protector rider. TERMINATION. The Family Income Protector is irrevocable. You have the option not to use the Family Income Protector but there will be no refund of any fees paid for the Family Income Protector. The Family Income Protector will terminate upon the earliest of annuitization using either the Minimum Annuitization Value or Policy Value, upgrade of Minimum Annuitization Value to Policy Value, termination of the Policy, or 30 days after the Policy Anniversary after your 94th birthday (or earlier if the laws of your state require an earlier date). However, after an upgrade, a new Family Income Protector rider takes effect, and if annuity payments are begun using the Family Income Protector, then the benefits of guaranteed minimum stabilized payments (and the stabilized payment fee) remain in effect for the life of the Policy. This filing incorporates by reference the Prospectus and Statement of Additional Information of the Post-Effective Amendment No. 9 filed on April 29, 1998 PART C OTHER INFORMATION Item 24. Financial Statements and Exhibits (a) Financial Statements All required financial statements are included in Part B of this Registration Statement. (b) Exhibits: The following exhibits are filed herewith: (1) (a) Resolution of the Board of Directors of PFL Life Insurance Company authorizing establishment of the Mutual Fund Account. Note 1. (b) Authorization Changing Name of the Mutual Fund Account. Note 11. (2) Not Applicable. (3) (a) Principal Underwriting Agreement by and between PFL Life Insurance Company, on its own behalf and on the behalf of the Mutual Fund Account, and AEGON USA Securities, Inc. Note 6. (a)(1) Principal Underwriting Agreement by and between PFL Life Insurance Company on its own behalf and on the behalf of the Mutual Fund Account and AFSG Securities Corporation. Note 13. (a)(2) Termination of Principal Underwriting Agreement by and between AEGON USA Securities, Inc., formerly known as, MidAmerica Management Corporation, and PFL Life Insurance Company on its own behalf and on the behalf of PFL Endeavor Variable Annuity Account. Note 15. (b) Form of Broker/Dealer Supervision and Sales Agreement by and between AFSG Securities Corporation, and the Broker/Dealer. Note 13. (4) (a) Form of Policy for the Endeavor Platinum Variable Annuity. Note 7. (b) Amended pages to Form of Policy for Endeavor Platinum Variable Annuity. Note 8. (c) Form of Policy Endorsement (Death Benefits). Note 10. (d) Form of Policy for the Endeavor Platinum Variable Annuity. Note 12 (e) Form of Policy Endorsement (Nursing Care). Note 12 (f) Form of Policy for the Endeavor Platinum Variable Annuity. Note 13. (g) Form of Policy Endorsement (New Separate Accounts and Annuity Commencement Date). Note 13. (h) Form of Policy Endorsement(GMIB). Note 15. (5) (a) Form of Application for the Endeavor Platinum Variable Annuity. Note 12. (b) Form of Application for the Endeavor Platinum Variable Annuity. Note 13. (c) Form of Application for the Endeavor Platinum Variable Annuity. Note 15. (6) (a) Articles of Incorporation of PFL Life Insurance Company. Note 2. (b) ByLaws of PFL Life Insurance Company. Note 2. (7) Not Applicable. (8) (a) Participation Agreement by and between PFL Life Insurance Company and Endeavor Series Trust. Note 3. (b) Participation Agreement by and between PFL Life Insurance Company and the WRL Growth Portfolio of WRL Series Fund, Inc. Note 4. (c) Administrative Services Agreement by and between PFL Life Insurance Company and State Street Bank and Trust Company (assigned to Vantage Computer Systems, Inc.). Note 3. (d) Amendment and Assignment of Administrative Services Agreement. Note 4. (e) Second Amendment to Administrative Services Agreement. Note 5. (f) Amendment to Participation Agreement by and between PFL Life Insurance Company and Endeavor Series Trust. Note 12. (9) (a) Opinion and Consent of Counsel. Note 7. (b) Consent of Counsel. Note 7. (10) (a) Consent of Independent Auditors. Note 14. (b) Opinion and Consent of Actuary. Note 15. (11) Not Applicable. (12) Not Applicable. (13) Performance Data. Note 9. (14) Powers of Attorney (P.S. Baird, W.L. Busler, D.C. Kolsrud, R.J. Kontz). Note 7 (Craig D. Vermie) Note 11 (Brenda K. Clancy) Note 12 (Larry N. Norman) Note 15. Note 1. Filed with the initial filing of this Form N-4 Registration Statement (File No. 33-56908, 811-06032) on January 8, 1993. Note 2. Filed with the initial filing of Form N-4 Registration Statement (File No. 33-33085 on January 23, 1990. Note 3. Filed with Pre-Effective Amendment No. 1 to Form N-4 Registration Statement (File No. 33-33085) on April 9, 1990. Note 4. Filed with Post-Effective Amendment No. 2 to Form N-4 Registration Statement (File No. 33-33085) on April 1, 1991. Note 5. Filed with Post-Effective Amendment No. 3 to Form N-4 Registration Statement (File No. 33-33085) on May 1, 1992. Note 6. Filed with Post-Effective Amendment No. 5 to Form 2 N-4 Registration Statement (File No. 33-33085) on April 30, 1993. Note 7. Filed with Post-Effective Amendment No. 8 to this Form N-4 Registration Statement (File No. 33-56908) on December 6, 1993. Note 8. Filed with Post-Effective Amendment No. 10 to this Form N-4 Registration Statement (File No. 33-56908) on February 28, 1994. Note 9. Filed with Post-Effective Amendment No. 12 to this Form N-4 Registration Statement (File No. 33-56908) on April 29, 1994. Note 10. Filed with Post-Effective Amendment No. 5 to this Form N-4 Registration Statement (File No. 33-56908) on April 27, 1995. Note 11. Filed with Post-Effective Amendment No. 6 to this Form N-4 Registration Statement (File No. 33-56908) on April 24, 1996. Note 12. Filed with Post-Effective Amendment No. 7 to this Form N-4 Registration Statement (File No. 33-56908) on April 29, 1997. Note 13. Filed with Post-Effective Amendment No. 8 to this Form N-4 Registration Statement (File No. 33-56908) on February 27, 1998. Note 14. Filed with Post-Effective Amendment No. 9 to this Form N-4 Registration Statement (file No. 33-56908) on April 29, 1998. Note 15. Filed Herewith. 3 Item 25. Directors and Officers of the Depositor <TABLE> <CAPTION> Name and Principal Positions and Business Address Offices with Depositor ---------------- ---------------------- <S> <C> William L. Busler Director, Chairman of 4333 Edgewood Road, N.E. the Board and President Cedar Rapids, IA 52499 Patrick S. Baird Director, Senior Vice President 4333 Edgewood Road, N.E. and Chief Operating Officer Cedar Rapids, IA 52499 Craig D. Vermie Director, Vice 4333 Edgewood Road, N.E. President, Secretary and Cedar Rapids, IA 52499 General Counsel Douglas C. Kolsrud Director, Senior Vice President, 4333 Edgewood Road, N.E. Chief Investment Officer, and Cedar Rapids, IA 52499 Corporate Actuary Robert J. Kontz Vice President and Corporate 4333 Edgewood Road, N.E. Controller Cedar Rapids, IA 52499 Larry N. Norman Director and Executive Vice 4333 Edgewood Road, N.E. President Cedar Rapids, IA 52499 Brenda K. Clancy Vice President, Treasurer, 4333 Edgewood Road, N.E. and Chief Financial Officer Cedar Rapids, IA 52499 </TABLE> Item 26. Persons Controlled by or Under Common Control with the Depositor or Registrant <TABLE> <CAPTION> Jurisdiction of Percent of Voting Name Incorporation Securities Owned Business ---- ------------- ---------------- --------- <S> <C> <C> <C> AEGON N.V. Netherlands 53.63% of Vereniging Holding company Corporation AEGON Netherlands Membership Association Groninger Financieringen B.V. Netherlands 100% of AEGON N.V. Holding company Corporation Netherlands Corporation AEGON Netherland N.V. Netherlands 100% of AEGON N.V. Holding company Corporation Netherlands Corporation AEGON Nevak Holding B.V. Netherlands 100% of AEGON N.V. Holding company Corporation Netherlands Corporation AEGON International N.V. Netherlands 100% of AEGON N.V. Holding company Corporation Netherlands Corporation Voting Trust Delaware Voting Trust Trustees: K.J. Storm Donald J. Shepard H.B. Van Wijk Dennis Hersch AEGON U.S. Holding Delaware 100% of Voting Trust Holding company Corporation Short Hills Management New Jersey 100% of AEGON U.S. Holding company Company Holding Corporation CORPA Reinsurance New York 100% of AEGON U.S. Holding company Company Holding Corporation AEGON Management Indiana 100% of AEGON U.S. Holding company Company Holding Corporation RCC North America Inc. Delaware 100% of AEGON U.S. Holding company Holding Corporation AEGON USA, Inc. Iowa 100% AEGON U.S. Holding company Holding Corporation AUSA Holding Company Maryland 100% AEGON USA, Inc. Holding company Monumental General Insurance Maryland 100% AUSA Holding Co. Holding company Group, Inc. Trip Mate Insurance Agency, Inc. Kansas 100% Monumental General Sale/admin. of travel Insurance Group, Inc. insurance Monumental General Maryland 100% Monumental General Provides management srvcs. Administrators, Inc. Insurance Group, Inc. to unaffiliated third party administrator Executive Management and Maryland 100% Monumental General Provides actuarial consulting Consultant Services, Inc. Administrators, Inc. services Monumental General Mass Maryland 100% Monumental General Marketing arm for sale of Marketing, Inc. Insurance Group, Inc. mass marketed insurance coverages Diversified Investment Delaware 100% AUSA Holding Co. Registered investment advisor Advisors, Inc. Diversified Investors Securities Delaware 100% Diversified Investment Broker-Dealer Corp. Advisors, Inc. AEGON USA Securities, Inc. Iowa 100% AUSA Holding Co. Broker-Dealer Supplemental Ins. Division, Inc. Tennessee 100% AUSA Holding Co. Insurance Creditor Resources, Inc. Michigan 100% AUSA Holding Co. Credit insurance CRC Creditor Resources Canada 100% Creditor Resources, Inc. Insurance agency Canadian Dealer Network Inc. AEGON USA Investment Iowa 100% AUSA Holding Co. Investment advisor Management, Inc. AEGON USA Realty Iowa 100% AUSA Holding Co. Provides real estate Advisors, Inc. administrative and real estate investment services Quantra Corporation Delaware 100% AEGON USA Realty Real estate and financial Advisors, Inc. software production and sales Quantra Software Corporation Delaware 100% Quantra Corporation Manufacture and sell mortgage loan and security management software Landauer Realty Advisors, Inc. Iowa 100% AEGON USA Realty Real estate counseling Advisors, Inc. Landauer Associates, Inc. Delaware 100% AEGON USA Realty Real estate counseling Advisors, Inc. Realty Information Systems, Inc. Iowa 100% AEGON USA Realty Information Systems for Advisors, Inc. real estate investment management AEGON USA Realty Iowa 100% AEGON USA Real estate management Management, Inc Realty Advisors, Inc. USP Real Estate Investment Trust Iowa 21.89% First AUSA Life Ins. Co. Real estate investment trust 13.11% PFL Life Ins. Co. 4.86% Bankers United Life Assurance Co. Cedar Income Fund, Ltd. Iowa 16.73% PFL Life Ins. Co. Real estate investment trust 3.77% Bankers United Life Assurance Company 3.38% Life Investors Co. of America 1.97% AEGON USA Realty Advisors, Inc. .18% First AUSA Life Ins. Co. RCC Properties Limited Iowa AEGON USA Realty Advisors, Limited Partnership Partnership Inc. is General Partner and 5% owner. AUSA Financial Markets, Inc. Iowa 100% AUSA Holding Co. Marketing Endeavor Investment Advisors California 49.9% AUSA Financial General Partnership Markets, Inc. Universal Benefits Corporation Iowa 100% AUSA Holding Co. Third party administrator Investors Warranty of Iowa 100% AUSA Holding Co. Provider of automobile America, Inc. extended maintenance contracts Massachusetts Fidelity Trust Co. Iowa 100% AUSA Holding Co. Trust company Money Services, Inc. Delaware 100% AUSA Holding Co. Provides financial counseling for employees and agents of affiliated companies Zahorik Company, Inc. California 100% AUSA Holding Co. Broker-Dealer ZCI, Inc. Alabama 100% Zahorik Company, Inc. Insurance agency AEGON Asset Management Delaware 100% AUSA Holding Co. Registered investment advisor Services, Inc. Intersecurities, Inc. Delaware 100% AUSA Holding Co. Broker-Dealer ISI Insurance Agency, Inc. California 100% Intersecurities, Inc. Insurance agency ISI Insurance Agency Ohio 100% ISI Insurance Agency, Inc. Insurance agency of Ohio, Inc. ISI Insurance Agency Texas 100% ISI Insurance Agency, Inc. Insurance agency of Texas, Inc. ISI Insurance Agency Massachusetts 100% ISI Insurance Agency Inc. Insurance Agency of Massachusetts, Inc. Associated Mariner Financial Michigan 100% Intersecurities, Inc. Holding co./management Group, Inc. services Mariner Financial Services, Inc. Michigan 100% Associated Mariner Broker/Dealer Financial Group, Inc. Mariner Planning Corporation Michigan 100% Mariner Financial Financial planning Services, Inc. Associated Mariner Agency, Inc. Michigan 100% Associated Mariner Insurance agency Financial Group, Inc. Associated Mariner Agency Hawaii 100% Associated Mariner Insurance agency of Hawaii, Inc. Agency, Inc. Associated Mariner Ins. Agency Massachusetts 100% Associated Mariner Insurance agency of Massachusetts, Inc. Agency, Inc. Associated Mariner Agency Ohio 100% Associated Mariner Insurance agency Ohio, Inc. Agency, Inc. Associated Mariner Agency Texas 100% Associated Mariner Insurance agency Texas, Inc. Agency, Inc. Associated Mariner Agency New Mexico 100% Associated Mariner Insurance agency New Mexico, Inc. Agency, Inc. Mariner Mortgage Corp. Michigan 100% Associated Mariner Mortgage origination Financial Group, Inc. Idex Investor Services, Inc. Florida 100% AUSA Holding Co. Shareholder services Idex Management, Inc. Delaware 50% AUSA Holding Co. Investment advisor 50% Janus Capital Corp. IDEX II Series Fund Massachusetts Various Mutual fund First AUSA Life Insurance Maryland 100% AEGON USA, Inc. Insurance holding company Company AUSA Life Insurance New York 100% First AUSA Life Insurance Company, Inc. Insurance Company Life Investors Insurance Iowa 100% First AUSA Life Ins. Co. Insurance Company of America Bankers United Life Iowa 100% Life Investors Ins. Insurance Assurance Company Company of America Life Investors Agency Iowa 100% Life Investors Ins. Marketing Group, Inc. Company of America PFL Life Insurance Company Iowa 100% First AUSA Life Ins. Co. Insurance AEGON Financial Services Minnesota 100% PFL Life Insurance Co. Marketing Group, Inc. AEGON Assignment Corporation Kentucky 100% AEGON Financial Administrator of structured Services Group, Inc. settlements Southwest Equity Life Ins. Co. Arizona 100% of Common Voting Stock Insurance First AUSA Life Ins. Co. Iowa Fidelity Life Insurance Co. Arizona 100% of Common Voting Stock Insurance First AUSA Life Ins. Co. Western Reserve Life Assurance Ohio 100% First AUSA Life Ins. Co. Insurance Co. of Ohio WRL Series Fund, Inc. Maryland Various Mutual fund WRL Investment Services, Inc. Florida 100% Western Reserve Life Provides administration for Assurance Co. of Ohio affiliated mutual fund WRL Investment Florida 100% Western Reserve Life Registered investment advisor Management, Inc. Assurance Co. of Ohio Monumental Life Insurance Co. Maryland 100% First AUSA Life Ins. Co. Insurance AEGON Special Markets Maryland 100% Monumental Life Ins. Co. Marketing Group, Inc. Monumental General Casualty Co. Maryland 100% First AUSA Life Ins. Co. Insurance United Financial Services, Inc. Maryland 100% First AUSA Life Ins. Co. General agency Bankers Financial Life Ins. Co. Arizona 100% First AUSA Life Ins. Co. Insurance The Whitestone Corporation Maryland 100% First AUSA Life Ins. Co. Insurance agency Cadet Holding Corp. Iowa 100% First AUSA Life Holding company Insurance Company Commonwealth General Delaware 100% AEGON USA Holding company Corporation ("CGC") PB Series Trust Massachusetts N/A Mutual fund Monumental Agency Group, Inc. Kentucky 100% CGC Provider of srvcs. to ins. cos. Benefit Plans, Inc. Delaware 100% CGC TPA for Peoples Security Life Insurance Company Durco Agency, Inc. Virginia 100% Benefit Plans, Inc. General agent Commonwealth General. Kentucky 100% CGC Administrator of structured Assignment Corporation settlements Providian Financial Services, Inc. Pennsylvania 100% CGC Financial services AFSG Securities Corporation Pennsylvania 100% CGC Broker-Dealer PB Investment Advisors, Inc. Delaware 100% CGC Registered investment advisor Diversified Financial Products Inc. Delaware 100% CGC Provider of investment, marketing and admin. services to ins. cos. AEGON USA Real Estate Delaware 100% Diversified Financial Real estate and mortgage Services, Inc. Products Inc. holding company Capital Real Estate Delaware 100% CGC Furniture and equipment lessor Development Corporation Capital General Development Delaware 100% CGC Holding company Corporation Commonwealth Life Kentucky 100% Capital General Insurance company Insurance Company Development Corporation Agency Holding I, Inc. Delaware 100%Commonwealth Life Investment subsidiary Insurance Company Agency Investments I, Inc. Delaware 100% Agency Holding I, Inc. Investment subsidiary Peoples Security Life North Carolina 100% Capital General Insurance company Insurance Company Development Corporation Ammest Realty Corporation Texas 100% Peoples Security Life Special purpose subsidiary Insurance Company Agency Holding II, Inc. Delaware 100% Peoples Security Life Investment subsidiary Insurance Company Agency Investments II, Inc. Delaware 100% Agency Holding II, Inc. Investment subsidiary Agency Holding III, Inc. Delaware 100% Peoples Security Life Investment subsidiary Insurance Company Agency Investments III, Inc. Delaware 100% Agency Holding III, Inc. Investment subsidiary JMH Operating Company, Inc. Mississippi 100% Peoples Security Life Real estate holdings Insurance Company Capital Security Life Ins. Co. North Carolina 100% Capital General Insurance company Development Corporation Independence Automobile Florida 100% Capital Security Automobile Club Association, Inc. Life Insurance Company Independence Automobile Georgia 100% Capital Security Automobile Club Club, Inc. Life Insurance Company Capital 200 Block Corporation Delaware 100% CGC Real estate holdings Capital Broadway Corporation Kentucky 100% CGC Real estate holdings Southlife, Inc. Tennessee 100% CGC Investment subsidiary Ampac Insurance Agency, Inc. Pennsylvania 100% CGC Provider of management (EIN 23-1720755) support services National Home Life Corporation Pennsylvania 100% Ampac Insurance Special-purpose subsidiary Agency, Inc. Compass Rose Development Pennsylvania 100% Ampac Insurance Special-purpose subsidiary Corporation Agency, Inc. Association Consultants, Inc. Illinois 100% Ampac Insurance TPA license-holder Agency, Inc. Valley Forge Associates, Inc. Pennsylvania 100% Ampac Insurance Furniture & equipment lessor Agency, Inc. Veterans Benefits Plans, Inc. Pennsylvania 100% Ampac Insurance Administrator of group Agency, Inc. insurance programs Veterans Insurance Services, Inc. Delaware 100% Ampac Insurance Special-purpose subsidiary Agency, Inc. Financial Planning Services, Inc. Dist. Columbia 100% Ampac Insurance Special-purpose subsidiary Agency, Inc. Providian Auto and Home Missouri 100% CGC Insurance company Insurance Company Academy Insurance Group, Inc. Delaware 100% CGC Holding company Academy Life Insurance Co. Missouri 100% Academy Insurance Insurance company Group, Inc. Pension Life Insurance New Jersey 100% Academy Insurance Insurance company Company of America Group, Inc. Academy Services, Inc. Delaware 100% Academy Insurance Special-purpose subsidiary Group, Inc. Ammest Development Corp. Inc. Kansas 100% Academy Insurance Special-purpose subsidiary Group, Inc. Ammest Insurance Agency, Inc. California 100% Academy Insurance General agent Group, Inc. Ammest Massachusetts Massachusetts 100% Academy Insurance Special-purpose subsidiary Insurance Agency, Inc. Group, Inc. Ammest Realty, Inc. Pennsylvania 100% Academy Insurance Special-purpose subsidiary Group, Inc. Ampac, Inc. Texas 100% Academy Insurance Managing general agent Group, Inc. Ampac Insurance Agency, Inc. Pennsylvania 100% Academy Insurance Special-purpose subsidiary (EIN 23-2364438) Group, Inc. Data/Mark Services, Inc. Delaware 100% Academy Insurance Provider of mgmt. services Group, Inc. Force Financial Group, Inc. Delaware 100% Academy Insurance Special-purpose subsidiary Group, Inc. Force Financial Services, Inc. Massachusetts 100% Force Fin. Group, Inc. Special-purpose subsidiary Military Associates, Inc. Pennsylvania 100% Academy Insurance Special-purpose subsidiary Group, Inc. NCOA Motor Club, Inc. Georgia 100% Academy Insurance Automobile club Group, Inc. NCOAA Management Company Texas 100% Academy Insurance Special-purpose subsidiary Group, Inc. Unicom Administrative Pennsylvania 100% Academy Insurance Provider of admin. services Services, Inc. Group, Inc. Unicom Administrative Germany 100% Unicom Administrative Provider of admin. services Services, GmbH Services, Inc. Providian Property and Casualty Kentucky 100% Providian Auto and Insurance company Insurance Company Home Insurance Company Providian Fire Insurance Co. Kentucky 100% Providian Property Insurance company and Casualty Insurance Co. Capital Liberty, L.P. Delaware 79.2% Commonwealth Life Holding Company Insurance Company 19.8% Peoples Security Life Insurance Company 1% CGC Commonwealth General LLC Turks & 100% CGC Special-purpose subsidiary Caicos Islands Providian Life and Health Missouri 3.7% CGC Insurance company Insurance Company 15.3% Peoples Security Life Insurance Company 20% Capital Liberty, L.P. 61% Commonwealth Life Insurance Company Veterans Life Insurance Co. Illinois 100% Providian Life and Insurance company Health Insurance Company Peoples Benefit Services, Inc. Pennsylvania 100% Veterans Life Ins. Co. Special-purpose subsidiary First Providian Life and New York 100% Veterans Life Ins. Co. Insurance Company Health Insurance Company </TABLE> Item 27. Number of Policyowners As of December 31, 1997, there were 2,592 Owners of the Policies. Item 28. Indemnification The Iowa Code (Sections 490.850 et. seq.) provides for permissive indemnification in certain situations, mandatory indemnification in other situations, and prohibits indemnification in certain situations. The Code also specifies procedures for determining when indemnification payments can be made. Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to directors, officers and controlling persons of the Depositor pursuant to the foregoing provisions, or otherwise, the Depositor has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Depositor of expenses incurred or paid by a director, officer or controlling person in connection with the securities being registered), the Depositor will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue. Item 29. Principal Underwriter AFSG Securitite Corporation 4333 Edgewood Road, N.E. Cedar Rapids, IA 52499-0001 The directors and officers of AFSG Securities Corporation are as follows:/5/ Larry N. Norman Sarah J. Strange Director and President Director and Vice President Harvey E. Willis Brenda K. Clancy Vice President and Secretary Vice President Lisa Wachendorf Michael G. Ayers Compliance Officer Treasurer/Controller Debra C. Cubero Colleen S. Lyons Vice President Assistant Secretary Gregory J. Garvin John F. Reesor Vice President Assistant Secretary Michael F. Lane Vice President Anne Spaes Vice President --------------------- /5/ The principal business address of each person listed is AFSG Securities Corporation, 4333 Edgewood Road N.E., Cedar Rapids, IA 52499-0001. 5 Commissions and Other Compensation Received by Principal Underwriter. -------------------------------------------------------------------- AEGON USA Securities, Inc. the former broker-dealer and/or the broker-dealers received $3,281,871.27 from the Registrant during the last fiscal year for its services in distributing the Policies. No other commission or compensation was received by the principal underwriter, directly or indirectly, from the Registrant for distributing the Policies during the fiscal year. Prior to May 1, 1998, AEGON USA Securities, Inc. served as the principal underwriter for the PFL Endeavor VA Separate Account, the PFL Retirement Builder Variable Annuity Account, the PFL Life Variable Annuity Account A, the PFL Wright Variable Annuity Account and the AUSA Endeavor Variable Annuity Account. These accounts are separate accounts of PFL Life Insurance Company or AUSA Life Insurance Company, Inc., life insurance company affiliates of AEGON USA Securities, Inc.. As of May 1, 1998, AFSG Securities Corporation will serve as the principal underwriter for the above named Accounts. AFSG Securities Corporation also serves as principal underwriter for the Separate Account I, Separate Account II, and Separate Account V of Providian Life and Health Insurance Company, and for Separate Account C of First Providian Life and Health Insurance Company. Item 30. Location of Accounts and Records The records required to be maintained by Section 31(a) of the Investment Company Act of 1940 and Rules 31a-1 to 31a-3 promulgated thereunder, are maintained by PFL Life Insurance Company at 4333 Edgewood Road, N.E., Cedar Rapids, Iowa 52499. Item 31. Management Services. All management policies are discussed in Part A or Part B. Item 32. Undertakings (a) Registrant undertakes that it will file a post-effective amendment to this registration statement as frequently as necessary to ensure that the audited financial statements in the registration statement are never more than 16 months old for so long as Premiums under the Policy may be accepted. (b) Registrant undertakes that it will include either (i) a postcard or similar written communication affixed to or included in the Prospectus that the applicant can remove to send for a Statement of Additional Information or (ii) a space in the Policy application that an applicant can check to request a Statement of Additional Information. (c) Registrant undertakes to deliver any Statement of Additional Information and any financial statements required to be made available under this Form promptly upon written or oral request to PFL at the address or phone number listed in the Prospectus. (d) PFL Life Insurance Company hereby represents that the fees and charges deducted under the policies, in the Aggregate, are reasonable in relation to the services rendered, the expenses expected to be incurred, and the risks assumed by PFL Life Insurance Company. Section 403(b) Representations ------------------------------ PFL represents that it is relying on a no-action letter dated November 28, 1988, to the American Council of Life Insurance (Ref. No. IP-6-88), regarding Sections 22(e), 27(c)(1), and 27(d) of the Investment Company Act of 1940, in connection with redeemability restrictions on Section 403(b) Policies, and that paragraphs numbered (1) through (4) of that letter will be complied with. Statement Pursuant to Rule 6c-7: Texas Optional Retirement Program ------------------------------------------------------------------- PFL and the Mutual Fund Account rely on 17 C.F.R. Sec. 270.6c-7, and represent that the provisions of that Rule have been or will be complied with. 6 SIGNATURES As required by the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant has caused this Registration Statement to be signed on its behalf, in the City of Cedar Rapids and State of Iowa, on this 26th day of August, 1998. PFL ENDEAVOR VA SEPARATE ACCOUNT PFL LIFE INSURANCE COMPANY Depositor --------------------------------- * William L. Busler President As required by the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the duties indicated. <TABLE> <CAPTION> Signatures Title Date ---------- ----- ---- <S> <C> <C> ,1998 ----------------------- * Director ---------- Patrick S. Baird /s/ Craig D. Vermie Director August 26 ,1998 ----------------------- ---------- Craig D. Vermie ,1998 ----------------------- * Director ---------- William L. Busler (Principal Executive Officer) ,1998 ----------------------- * Director ---------- Larry N. Norman ,1998 ----------------------- * Director ---------- Douglas C. Kolsrud ,1998 ----------------------- * Vice President and ---------- Robert J. Kontz Corporate Controller /s/ Brenda K. Clancy Treasurer August 26 ,1998 --------------------------- ---------- Brenda K. Clancy </TABLE> By Brenda K. Clancy and Craig D. Vermie, attorneys in fact. REGISTRATION NO. 33-56908 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 _______________ EXHIBITS TO FORM N-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 FOR PFL ENDEAVOR VA SEPARATE ACCOUNT _______________ EXHIBIT INDEX ------------- <TABLE> <CAPTION> EXHIBIT NO. Description of Exhibit Page No.* -------------- --------------------------------------------------------- --------------- <S> <C> <C> (3)(a)(2) Termination of Principal Underwriting Agreement by and between AEGON USA Securities, Inc., formerly known as, MidAmerica Management Corporation, and PFL Life Insurance Company on its own behalf and on the behalf of PFL Endeavor Variable Annuity Account. (4)(h) Form of Policy Endorsement (GMIB). (5)(c) Form of Application for the Endeavor Platinum Variable Annuity. (10)(b) Opinion and Consent of Actuary. (14) Powers of Attorney </TABLE> -------------------- * Page numbers included only in manually executed original.
EXHIBIT (3)(a)(2) ----------------- TERMINATION OF PRINCIPAL UNDERWRITING AGREEMENT BY AND BETWEEN AEGON USA SECURITIES, INC., FORMERLY KNOWN AS MIDAMERICA MANAGEMENT CORPORATION, AND PFL LIFE INSURANCE COMPANY ON ITS OWN BEHALF AND ON THE BEHALF OF PFL ENDEAVOR VARIABLE ANNUITY ACCOUNT. TERMINATION OF PRINCIPAL UNDERWRITING AGREEMENT BY AND BETWEEN AEGON USA SECURITIES, INC., FORMERLY KNOWN AS, MIDAMERICA MANAGEMENT CORPORATION, AND PFL LIFE INSURANCE COMPANY ON ITS OWN BEHALF AND ON THE BEHALF OF PFL ENDEAVOR VARIABLE ANNUITY ACCOUNT. WHEREAS, All underwriting and primary distribution activities for variable annuity or variable life insurance products for the insurance company and the separate accounts have been assigned effective as of the close of business April 30, 1998, to AFSG Securities Corporation. THEREFORE, The undersigned parties to the Principal Underwriting Agreement dated January 18, 1990, hereby mutually agree to terminate such Agreement as of the close of business April 30, 1998. WITNESSETH: /s/ William L. Busler April 29, 1998 -------------------------- -------------- PFL Life Insurance Company Date Signed /s/ Lorri E. Mehaffey April 29, 1998 -------------------------- -------------- AEGON USA Securities, Inc. Date Signed
EXHIBIT (4)(H) -------------- FORM OF POLICY ENDORSEMENT (GMIB) [PFL LOGO APPEARS HERE] PFL LIFE INSURANCE COMPANY A STOCK COMPANY HOME OFFICE LOCATED AT: 4333 EDGEWOOD ROAD N.E., CEDAR RAPIDS, IOWA 52499 (HEREAFTER CALLED THE COMPANY, WE, OUR OR US.) (319) 398-8511 GUARANTEED MINIMUM INCOME BENEFIT RIDER This rider provides your variable annuity with a Minimum Annuitization Value which can only be used with the Annuity Factors shown in Schedule I of this rider. This Minimum Annuitization Value is guaranteed by Us, regardless of the performance of the variable annuity's investments. This rider is attached to and made part of your variable annuity policy as of the Rider Date. This rider may only be terminated as provided herein. This rider is subject to all of the provisions in the policy that do not conflict with the provisions of this rider. The Rider Payment Options provide for variable annuity payments. Subsequent payments may fluctuate with the investment performance of Your annuity Subaccounts, but will never be less than the initial payment. <TABLE> <CAPTION> Policy Number: 123456 Rider Date: 07-15-1998 Last Date to Upgrade: 07-15-2037 <S> <C> <C> Annual Growth Rate: 3.00% Guaranteed Minimum Income Benefit: Rider Fee Percentage: 0.50% First Date to Elect Benefit: 07-15-2008 Rider Fee Waiver Threshold: 250% Last Date to Elect Benefit: 12-31-2047 </TABLE> Mortality and Expense Risk Fee and Administrative Charge after the Election Date: 3.50% <TABLE> <CAPTION> Rider Date Age Minimum Annuitization Value* Guaranteed Minimum Monthly Payment** -------------------- -------- ------------------------------------- ---------------------------------- <S> <C> <C> <C> 7/15/1998 35 $100,000.00 N/A Election Date 7/15/2008 45 $134,391.64 $479.78 7/15/2009 46 $138,423.39 $501.09 7/15/2010 47 $142,576.09 $523.25 7/15/2011 48 $146,853.37 $547.76 7/15/2012 49 $151,258.97 $571.76 7/15/2013 50 $155,796.74 $598.26 7/15/2014 51 $160,470.64 $625.84 7/15/2015 52 $165,284.76 $656.18 7/15/2016 53 $170,243.31 $687.78 7/15/2017 54 $175,350.61 $720.69 </TABLE> *Assumes no further payments, no premium tax, and no withdrawals. This amount may only be used for annuitization with the Rider Payment Options provided in this rider. **Assumes the Minimum Annuitization Value shown is applied to a life with 10 year certain Rider Payment Option with monthly payments. 1 DEFINITIONS The following defintiona used in this Rider are for reference only. ANNUITANT: The Annuitant is designated on the Policy Specifications Page. The variable annuity payments are paid to the Annuitant (or surviving Joint Annuitant). ANNUITY FACTOR: A factor for the applicable Annuitant age, sex and Rider Payment Option shown in Schedule I or Schedule II of this rider. For the Rider Payment Option chosen, the Annuity Factor from Schedule I and the Minimum Annuitization Value will be used to determine the applicable annuity payments. For Annuitants age 85 or older at the time of annuitization, the age 85 Annuity Factor will be used for Schedule I. Factors not shown are available from Us upon request. Schedule I and Schedule II are based on the "1983 Table a" mortality table, improved to the year 2000 with projection scale G. ELECTION DATE: A date that You elect to begin Guaranteed Minimum Income Benefit payments. The Election Date must be within 30 days following a Policy Anniversary. The first and last dates to elect a Rider Payment Option are shown on page one of this rider. MINIMUM ANNUITIZATION VALUE: The amount we will use to determine the Guaranteed Minimum Income Benefit payments. RIDER DATE: The date that this rider is added to the policy. This date may only be the issue date of the policy or a policy anniversary date. This is also the Policy Anniversary that You most recently elected to upgrade the Minimum Annuitization Value, if applicable. SUPPORTABLE PAYMENT: The Supportable Payment is equal to the number of variable annuity units in the selected Subaccounts multiplied by the variable annuity unit values in those Subaccounts on the date the payment is made. GUARANTEED MINIMUM INCOME BENEFIT On the Election Date, you may use the Minimum Annuitization Value and the applicable Annuity Factor to provide variable payments to the Annuitant. The first variable payment is determined by multiplying each $1,000 of Minimum Annuitization Value by the Annuity Factor on Schedule I. Each subsequent payment will be calculated as described in the policy, using a 5% Assumed Investment Return. For subsequent payments, an annual Mortality and Expense Risk Fee and Administrative Charge will be charged. This fee may be different than the Mortality and Expense Risk Fee and Administrative Charge in effect prior to the Election Date. It may also be different than the Mortality and Expense Risk Fee and Administrative Charge for the settlement options shown in the policy. The subsequent payments may fluctuate in accordance with the investment performance of your annuity Subaccounts. However, such payments will never be less than the initial payment. MINIMUM ANNUITIZATION VALUE The Minimum Annuitization Value is used to determine your Guaranteed Minimum Income Benefit payments. On the Rider Date, the Minimum Annuitization Value is the value of your policy. Thereafter, based upon the effective Annual Growth Rate (shown on page one of this rider), it will be the value of your policy on the Rider Date, plus any additional payments made after the Rider Date, minus policy withdrawals (adjusted as described below), minus any premium taxes. WITHDRAWALS: In any policy year, the Minimum Annuitization Value will only be reduced by the actual amount of a policy withdrawal as long as the withdrawal does not exceed a maximum annual free amount. Withdrawals in excess of the maximum annual free amount will reduce the Minimum Annuitization Value by an amount equal to (A) divided by (B) multiplied by (C) where: (A) is the amount of the excess withdrawal; (B) is the value of your policy after the current policy year maximum annual free amount has been withdrawn, but prior to the withdrawal of the excess portion; and (C) is the Minimum Annuitization Value after the current policy year maximum annual free amount has been withdrawn, but prior to withdrawal of the excess portion. For each policy year, the maximum annual free amount is equal to the Minimum Annuitization Value, as of the beginning of the policy year, multiplied by the effective Annual Growth Rate as shown on page one of this rider. Withdrawals during a policy year will reduce the available maximum annual free amount by the amount of the withdrawal. RIDER FEE We will deduct a fee from the value of the policy on each Policy Anniversary and on the termination date of this rider. The Rider Fee is the Minimum Annuitization Value at the time the fee is deducted, multiplied by the Rider Fee Percentage shown on the first page of this rider. The fee will be deducted from each Subaccount in proportion to the amount of value of the policy in each account. This fee will not be deducted after the Election Date. 2 WAIVER OF RIDER FEE If the value of the policy, on a particular Policy Anniversary, exceeds an amount equal to the Rider Fee Waiver Threshold (shown on page one of this rider) multiplied by the Minimum Annuitization Value, the Rider Fee will be waived for that Policy Anniversary. MINIMUM ANNUITIZATION VALUE UPGRADE The owner may elect, in writing, to upgrade the Minimum Annuitization Value to the value of the policy on a Policy Anniversary. This may be done within 30 days immediately following any Policy Anniversary, and prior to the Last Date to Upgrade shown on page one of this rider. If an upgrade is elected, this rider will terminate and a new rider will be issued with a new Rider Date, Election Date and its own guaranteed benefits. The new annual Rider Fee Percentage may be different than this rider's, but it will never be greater than 0.50%. RIDER PAYMENT OPTIONS The Minimum Annuitization Value and applicable Annuity Factors from Schedule I may be applied to the following payment options: LIFE INCOME An election may be made for "No Period Certain" or "10 Years Certain". In the event of the death of the person receiving payments prior to the end of the chosen period certain, the remaining period certain payments will be continued to the beneficiary. JOINT AND FULL SURVIVOR An election may be made for "No Period Certain" or "10 Years Certain". Payments will be made as long as either the Annuitant or Joint Annuitant is living. In the event of the death of both the Annuitant and the Joint Annuitant prior to the end of the chosen period certain, the remaining period certain payments will be continued to the beneficiary. GUARANTEED MINIMUM PAYMENT On the Election Date, the owner will receive guaranteed minimum payments. The annual Mortality and Expense Risk Fee and Administration Charge for these payments is shown on page one of this rider. The first payment is based on the Annuity Factors in Schedule I. We guarantee that each subsequent payment will be equal to or greater than Your initial payment. During the first policy year following annuitization, each payment will be stabilized to equal the initial payment. On each policy anniversary following annuitization, the stabilized payment will be increased or decreased (but never below the initial payment) and held level for that Policy Year. One each Policy Anniversary following annuitization, the stabilized payment will equal the greater of the initial payment or the Supportable payment at that time. If the Supportable Payment (at any payment date) is greater than the stabilized payment for that year, the excess will be used to purchase additional annuity units as described below. If the Supportable Payment (at any payment date) is less than the stabilized payment for that year, annuity units will be redeemed as described below to fund the deficiency. PURCHASE/REDEMPTION OF ANNUITY UNITS: The number of annuity units purchased or redeemed is equal to the annuity income purchased or redeemed, respectively, divided by the annuity unit value for each respective Subaccount. Purchases and redemptions of annuity income will be allocated to each Subaccount on a proportionate basis. The amount of annuity income purchased or redeemed is the difference between the Supportable Payment and the stabilized payment, times the attained age nearest birthday annuity factors shown in Schedule II, divided by $1000. The Company bears the risk that it will need to make payments if all annuity units have been redeemed in an attempt to maintain the stabilized payment at the initial payment level. In such an event, the Company will make all future payments equal to the initial payment. ASSIGNMENT Payments made under this rider may not be pledged or assigned. Payments will only be made to the Annuitant or Joint Annuitant named in the policy. TERMINATION This rider will be terminated upon the earliest of: a. the Election Date; b. 30 days after the Last Date to Elect Benefit shown on the first page of this rider; c. the date the policy terminates; d. the date you elect to apply the value of the policy to annuitize this policy; and e. the date you elect to upgrade your Minimum Annuitization Value. This rider cannot be terminated prior to the earliest of the above dates. Signed for us at our home office. /s/Craig D. Vermie /s/William L. Busler Secretary President 3 SCHEDULE 1 - ANNUITY FACTORS The amounts shown in these tables are the Annuity Factors for each $1,000 of the minimum annuitization value and assume a 3% Assumed Investment Return. <TABLE> <CAPTION> ------------------------------------------------------------------------------- Monthly Annuity Monthly Annuity Factor Factor For Life With For Life With No Period Certain 10 Years Certain ------------------------------------------------------------------------------- Age * Male Female Unisex Male Female Unisex ------------------------------------------------------------------------------- <S> <C> <C> <C> <C> <C> <C> <C> 50 $3.87 $3.55 $3.71 $3.84 $3.54 $3.70 51 3.93 3.60 3.77 3.90 3.59 3.75 52 4.00 3.65 3.83 3.97 3.64 3.81 53 4.07 3.71 3.90 4.04 3.70 3.87 54 4.15 3.77 3.97 4.11 3.75 3.94 55 4.23 3.83 4.04 4.19 3.82 4.01 56 4.32 3.90 4.11 4.27 3.88 4.08 57 4.41 3.97 4.19 4.35 3.95 4.15 58 4.50 4.05 4.28 4.44 4.02 4.24 59 4.61 4.13 4.37 4.53 4.10 4.32 60 4.72 4.21 4.47 4.63 4.18 4.41 61 4.84 4.30 4.57 4.74 4.26 4.51 62 4.96 4.40 4.68 4.85 4.35 4.61 63 5.10 4.50 4.80 4.97 4.45 4.71 64 5.24 4.61 4.93 5.09 4.55 4.83 65 5.40 4.73 5.06 5.22 4.66 4.95 66 5.56 4.85 5.21 5.36 4.77 5.07 67 5.74 4.99 5.36 5.50 4.89 5.20 68 5.93 5.13 5.53 5.65 5.02 5.34 69 6.13 5.29 5.71 5.80 5.15 5.49 70 6.34 5.45 5.90 5.96 5.30 5.64 ------------------------------------------------------------------------------- </TABLE> <TABLE> <CAPTION> ----------------------------------------------------------------------------------------------------------------------- MONTHLY ANNUITY FACTOR FOR JOINT AND FULL SURVIVOR ----------------------------------------------------------------------------------------------------------------------- Age of Age of Female Annuitant * -------------------------------------------------------------------------------------------------- Male 15 Years 12 Years 9 Years 6 Years 3 Years 3 Years Less Than Less Than Less Than Less Than Less Than Same As More Than Annuitant * Male Male Male Male Male Male Male ----------------------------------------------------------------------------------------------------------------------- <S> <C> <C> <C> <C> <C> <C> <C> 50 $2.99 $3.05 $3.11 $3.18 $3.25 $3.32 $3.39 55 3.11 3.19 3.27 3.35 3.44 3.53 3.63 60 3.27 3.37 3.47 3.58 3.70 3.82 3.95 65 3.47 3.60 3.74 3.89 4.05 4.22 4.39 70 3.74 3.91 4.10 4.31 4.53 4.77 5.02 ----------------------------------------------------------------------------------------------------------------------- <CAPTION> MONTHLY ANNUITY FACTOR FOR JOINT AND FULL SURVIVOR WITH 10 YEAR PERIOD CERTAIN ----------------------------------------------------------------------------------------------------------------------- Age of Age of Female Annuitant * -------------------------------------------------------------------------------------------------- Male 15 Years 12 Years 9 Years 6 Years 3 Years 3 Years Less Than Less Than Less Than Less Than Less Than Same As More Than Annuitant * Male Male Male Male Male Male Male ----------------------------------------------------------------------------------------------------------------------- <S> <C> <C> <C> <C> <C> <C> <C> 50 $2.99 $3.05 $3.11 $3.18 $3.24 $3.31 $3.38 55 3.11 3.19 3.27 3.35 3.44 3.53 3.63 60 3.27 3.37 3.47 3.58 3.70 3.82 3.95 65 3.47 3.60 3.74 3.89 4.05 4.22 4.39 70 3.74 3.91 4.10 4.30 4.52 4.76 4.99 ----------------------------------------------------------------------------------------------------------------------- * Age nearest birthday ----------------------------------------------------------------------------------------------------------------------- </TABLE> The annual, semi-annual or quarterly Annuity Factor shall be the monthly Annuity Factor shown multiplied by 11.70, 5.73 or 2.99 respectively. -------------------------------------------------------------------------------- Annuity Factors not shown in the above tables will be calculated on the same basis as those shown and may be obtained from the Company. 4 SCHEDULE II - ANNUITY FACTORS The amounts shown in these tables are the Annuity Factors for each $1,000 of the Minimum Value and assumed a 5.0% Assumed Investment Return. <TABLE> <CAPTION> ------------------------------------------------------------------------------- Monthly Annuity Monthly Annuity Factor Factor For Life With For Life With No Period Certain 10 Years Certain ------------------------------------------------------------------------------- Age * Male Female Unisex Male Female Unisex ------------------------------------------------------------------------------- <S> <C> <C> <C> <C> <C> <C> <C> 50 $5.14 $4.83 $4.99 $5.09 $4.80 $4.95 51 5.20 4.87 5.04 5.15 4.85 5.00 52 5.27 4.92 5.10 5.21 4.89 5.05 53 5.34 4.98 5.16 5.27 4.94 5.11 54 5.41 5.03 5.22 5.34 4.99 5.17 55 5.49 5.09 5.29 5.41 5.05 5.23 56 5.57 5.15 5.36 5.48 5.11 5.30 57 5.66 5.22 5.44 5.56 5.17 5.37 58 5.75 5.29 5.52 5.65 5.24 5.45 59 5.85 5.37 5.61 5.74 5.31 5.53 60 5.96 5.45 5.71 5.83 5.38 5.61 61 6.08 5.53 5.81 5.93 5.46 5.70 62 6.20 5.63 5.92 6.04 5.55 5.80 63 6.34 5.73 6.04 6.15 5.64 5.90 64 6.48 5.83 6.16 6.27 5.75 6.01 65 6.64 5.95 6.30 6.39 5.84 6.12 66 6.81 6.07 6.44 6.52 5.94 6.24 67 6.99 6.21 6.60 6.66 6.06 6.37 68 7.18 6.35 6.77 6.80 6.18 6.50 69 7.39 6.51 6.95 6.94 6.31 6.64 70 7.61 6.68 7.14 7.09 6.45 6.78 ------------------------------------------------------------------------------- </TABLE> <TABLE> <CAPTION> ----------------------------------------------------------------------------------------------------------------------- MONTHLY ANNUITY FACTOR FOR JOINT AND FULL SURVIVOR ----------------------------------------------------------------------------------------------------------------------- Age of Age of Female Annuitant * -------------------------------------------------------------------------------------------------- Male 15 Years 12 Years 9 Years 6 Years 3 Years 3 Years Less Than Less Than Less Than Less Than Less Than Same As More Than Annuitant * Male Male Male Male Male Male Male ----------------------------------------------------------------------------------------------------------------------- <S> <C> <C> <C> <C> <C> <C> <C> 50 $4.34 $4.38 $4.43 $4.48 $4.53 $4.59 $4.65 55 4.43 4.49 4.55 4.62 4.70 4.77 4.85 60 4.56 4.64 4.73 4.82 4.92 5.03 5.15 65 4.74 4.84 4.96 5.10 5.24 5.40 5.56 70 4.98 5.13 5.30 5.49 5.70 5.93 6.17 ----------------------------------------------------------------------------------------------------------------------- <CAPTION> MONTHLY ANNUITY FACTOR FOR JOINT AND FULL SURVIVOR WITH 10 YEAR PERIOD CERTAIN ----------------------------------------------------------------------------------------------------------------------- Age of Age of Female Annuitant * -------------------------------------------------------------------------------------------------- Male 15 Years 12 Years 9 Years 6 Years 3 Years 3 Years Less Than Less Than Less Than Less Than Less Than Same As More Than Annuitant * Male Male Male Male Male Male Male ----------------------------------------------------------------------------------------------------------------------- <S> <C> <C> <C> <C> <C> <C> <C> 50 $4.34 $4.38 $4.43 $4.48 $4.53 $4.59 $4.65 55 4.43 4.49 4.55 4.62 4.70 4.77 4.85 60 4.56 4.64 4.72 4.82 4.92 5.03 5.14 65 4.73 4.84 4.96 5.09 5.24 5.39 5.55 70 4.97 5.12 5.29 5.48 5.69 5.91 6.14 ----------------------------------------------------------------------------------------------------------------------- * Age nearest birthday ----------------------------------------------------------------------------------------------------------------------- </TABLE> The annual, semi-annual or quarterly Annuity Factor shall be the monthly Annuity Factor shown multiplied by 11.80, 5.95 or 2.99 respectively. -------------------------------------------------------------------------------- Annuity Factors not shown in the above tables will be calculated on the same basis as those shown and may be obtained from the Company. 5
EXHIBIT (5)(C) -------------- FORM OF APPLICATION FOR THE ENDEAVOR PLATINUM VARIABLE ANNUITY [PFL LOGO APPEARS HERE] PFL Life Insurance Company 4333 EDGEWOOD ROAD NE CEDAR RAPIDS, IOWA 52499 APPLICATION FOR VARIABLE ANNUITY POLICY <TABLE> <CAPTION> 1. DESIGNATED ANNUITANT NAME: <S> <C> <C> ADDRESS: CITY, STATE: ZIP: TELEPHONE: ( ) - DATE OF BIRTH: AGE: SEX: [ ] FEMALE [ ]MALE SS#: CITIZENSHIP: [ ]U.S. [ ]OTHER </TABLE> 2. POLICY OWNER (IF OTHER THAN ABOVE) In the event the owner is a trust, please provide verification of trustees. <TABLE> <CAPTION> NAME: <S> <C> <C> ADDRESS: CITY, STATE: ZIP: TELEPHONE: ( ) - DATE OF BIRTH: AGE: SEX: [ ]FEMALE [ ]MALE SS#: CITIZENSHIP: [ ]U.S. [ ]OTHER </TABLE> <TABLE> <S> <C> <C> 3. [ ] JOINT POLICY OWNER [ ]SUCCESSOR POLICY OWNER In the event the owner is a trust, please provide verification of trustees. <CAPTION> NAME: <S> <C> <C> ADDRESS: CITY, STATE: ZIP: TELEPHONE: ( ) - DATE OF BIRTH: AGE: SEX: [ ]FEMALE [ ]MALE SS#: CITIZENSHIP: [ ]U.S. [ ]OTHER </TABLE> 4. BENEFICIARY DESIGNATION (INCLUDE RELATIONSHIP TO ANNUITANT) PRIMARY: _________________________ / __________________ Relationship PRIMARY: _________________________ / __________________ Relationship CONTINGENT: ______________________ / __________________ Relationship CONTINGENT: ______________________ / __________________ Relationship 5. TYPE OF ANNUITY <TABLE> <S> <C> <C> [ ] NON-QUALIFIED [ ] IRA (Also complete Box 6) [ ] HR - 10 [ ] 403 (b) [ ] SEP (Also complete Box 6) [ ] OTHER _______________ [ ] ROTH IRA (Also complete Box 6) [ ] ROTH CONVERSION IRA (Also complete Box 6) </TABLE> <TABLE> <CAPTION> 6. IRA/SEP/ROTH IRA INFORMATION $ __________ CONTRIBUTION FOR TAX YEAR _______________ $ __________ TRUSTEE TO TRUSTEE TRANSFER $ __________ ROLLOVER FROM: (Check one) <S> <C> <C> <C> <C> [ ] 403(b) [ ] Pension [ ] HR - 10 [ ] IRA [ ] Other: FOR ROTH IRA ROLLOVERS ___ / ___ / ___ Date first Established or date of Conversion $ ___________ Portion Previously Taxed in Conversion or Original Contribution </TABLE> 7. WILL THIS ANNUITY REPLACE ANY EXISTING ANNUITY OR LIFE INSURANCE? [ ]NO [ ] YES - Please state Policy No. and Company Name: ________________________________________________ 8. FAMILY INCOME PROTECTOR RIDER [ ] I wish to select the Family Income Protector. 9. MINIMUM DEATH BENEFIT OPTION (SELECT ONLY ONE) This selection cannot be changed after the policy has been issued. If no option has been specified, the policy will be issued with the Return of Premium Death Benefit (Option C below). [ ] Option A: 5% Annually Compounding Death Benefit: (Only available if owner(s) and the annuitant are under age 75 at time of purchase.) Annual Mortality and Expense (M&E) Risk Fee and Admin. Charge 1.40% [ ] Option B: Double Enhanced Death Benefit: (Only available if owner(s) and the annuitant are under age 81 at time of purchase.) Annual M & E Risk Fee and Admin. Charge 1.40% [ ] Option C: Return of Premium Death Benefit: Annual M & E Risk Fee and Admin. Charge 1.25% 10. PURCHASE PAYMENT (MAKE CHECK PAYABLE TO PFL LIFE INSURANCE COMPANY) INITIAL PREMIUM AMOUNT $ _____________________________ 11. ALLOCATION OF PREMIUM PAYMENTS (WHOLE PERCENTAGES ONLY) <TABLE> <S> <C> DREYFUS SMALL CAP VALUE PORTFOLIO __________.0% DREYFUS U.S. GOVERNMENT SECURITIES PORTFOLIO __________.0% ADVISED BY THE DREYFUS CORPORATION THE DOW(SM) TARGET 10 SUBACCOUNT __________.0% THE DOW(SM) TARGET 5 SUBACCOUNT __________.0% Advised by First Trust Advisors L.P. ENDEAVOR ENHANCED INDEX PORTFOLIO __________.0% ADVISED BY JP MORGAN INVESTMENT MANAGEMENT, INC. ENDEAVOR HIGH YIELD PORTFOLIO __________.0% ADVISED BY MFS INVESTMENT MANAGEMENT ENDEAVOR SELECT 50 PORTFOLIO __________.0% ADVISED BY MONTGOMERY ASSET MANAGEMENT LLC ENDEAVOR ASSET ALLOCATION PORTFOLIO __________.0% ENDEAVOR MONEY MARKET PORTFOLIO __________.0% ADVISED BY MORGAN STANLEY ASSET MANAGEMENT, INC. ENDEAVOR OPPORTUNITY VALUE PORTFOLIO __________.0% ENDEAVOR VALUE EQUITY PORTFOLIO __________.0% ADVISED BY OPCAP ADVISORS T. ROWE PRICE INTERNATIONAL STOCK PORTFOLIO __________.0% ADVISED BY ROWE PRICE-FLEMING INTERNATIONAL, INC. T. ROWE PRICE EQUITY INCOME PORTFOLIO __________.0% T, ROWE PRICE GROWTH STOCK PORTFOLIO __________.0% Advised by T. Rowe Price Associates, Inc. WRL GROWTH PORTFOLIO __________.0% Advised by Janus Capital Corporation PFL LIFE INSURANCE COMPANY - FIXED ACCOUNT OPTIONS Dollar Cost Averaging (DCA) Fixed Account: __________.0% (You must complete Box 12 to initiate DCA via the telephone). Guaranteed Periods (with Excess Interest Adjustment): 1 YEAR __________ .0% 3 YEARS ___________ .0% 5 YEARS __________ .0% 7 YEARS ___________ .0% </TABLE> Additional: ___________________________________________.0% ____________________________________________________.0% ____________________________________________________.0% ____________________________________________________.0% INVESTMENT ALLOCATIONS MUST TOTAL 100% YOUR SIGNATURE IS REQUIRED ON THE BACK PAGE VA-APP R798 (CONTINUED ON THE BACK PAGE) APPLICATION FOR VARIABLE ANNUITY POLICY 12. TELEPHONE TRANSFER/REALLOCATION AUTHORIZATION BY CHECKING ONE OF THE FOLLOWING BOXES, I AUTHORIZE THE COMPANY TO ACCEPT TELEPHONE TRANSFERS/REALLOCATION INSTRUCTIONS FROM: ONLY MYSELF [ ] [ ] MYSELF & MY ACCOUNT EXECUTIVE Acct. Exec. Name: ______________________ To change the allocation of any purchase payments and/or to transfer funds among my investment choices based on my telephone instructions and/or the telephone instructions of my account executive (if indicated above), I agree to the established conditions and requirements stated in the prospectus. I am aware that telephone instructions will be recorded to protect me and the company and will be put into effect when proper identification is provided. 13. If the annuitant is not the owner, You, the owner, may elect the following regarding payment of the death benefit. IF THIS ELECTION IS NOT MADE, THE OWNER WILL BECOME THE ANNUITANT AND THE DEATH BENEFIT WILL NOT BE PAYABLE UNTIL THE DEATH OF THE OWNER. [ ] At the Annuitant's death, I wish to have the death benefit paid to the named beneficiary. (Policy Owner Initials required for this option) ______________________________ Policy Owner(s) Initials To the best of my knowledge and belief, my answers to the questions on this application are correct and true, and I agree that this application shall be a part of any annuity policy issued to me. I also understand that the Company reserves the right to reject any application or purchase payment. If this application is declined, there shall be not liability on the part of the Company and any purchase payments submitted shall be returned. I UNDERSTAND THAT ANNUITY PAYMENTS AND TERMINATION VALUES, WHEN BASED ON INVESTMENT EXPERIENCE OF A SEPARATE ACCOUNT OF THE COMPANY, ARE VARIABLE AND ARE NOT GUARANTEED AS TO A FIXED DOLLAR AMOUNT. Receipt of a current prospectus of the PFL Endeavor Variable Annuity Account, Endeavor Series Trust , and WRL Series Fund, Inc. is hereby acknowledged. [ ] Please check if you wish to receive the Statement of Additional Information. I HAVE REVIEWED MY EXISTING ANNUITY COVERAGE AND FIND THIS POLICY IS SUITABLE FOR MY NEEDS. Unless we have been notified of a community or partial property interest in this policy, we will rely on our good faith belief that no such interest exists and will assme no repsonsibility for inquiry. WHEN FUNDS ARE ALLOCATED TO THE GUARANTEED PERIODS OF THE FIXED ACCOUNT, CASH VALUES UNDER THE POLICY MAY INCREASE OR DECREASE IN ACCORDANCE WITH THE EXCESS INTEREST ADJUSTMENT PRIOR TO THE END OF ANY GUARANTEED PERIOD. ADDITIONAL FORMS ARE REQUIRED FOR SYSTEMATIC PAYOUT OPTION. 14. BE SURE TO COMPLETE THIS SECTION <TABLE> <CAPTION> Signed at ________________________________________ this ________ day of ____________________, 19_______ (City, State) <S> <C> <C> ____________________________ _____________________________ _____________________________ Annuitant Signature Owner Signature (if different from Joint Owner (successor owner signature) Annuitant) </TABLE> 15A. SELLING AGENT USE ONLY - NOT TO BE FILLED IN BY APPLICANT I HAVE REVIEWED THE APPLICANT'S EXISTING ANNUITY COVERAGE AND FIND THIS POLICY IS SUITABLE FOR HIS/HER NEEDS. <TABLE> <CAPTION> <S> <C> <C> <C> __________________________ (____)____-_______ _______________________________ ____/_____/______ Agent Name (Please Print) Agent Telephone Licensed Agent Signature Date _______________________________________________________________ _______________________________ Agent Address Broker/Dealer Client Account No. _________________________________________ ___________________ _______________________________ Agent Firm PFL Life Agent No. (If Applicable) Florida Agent License I.D. No. </TABLE> 15b. [ ] Option A [ ] Option B [ ] Option C [ ] Option D Your firm may limit the above options. If no option is selected, the default option preselected by your firm WILL BE APPLIED TO THIS POLICY AND MAY NOT BE CHANGED. 15c. DO YOU HAVE REASON TO BELIEVE THE POLICY APPLIED FOR IS TO REPLACE ANY EXISTING ANNUITY OR INSURANCE OWNED BY APPLICANT? [ ] No [ ] Yes, Company Name ____________________________________________ Please make check payable to PFL LIFE INSURANCE COMPANY (Use following address for mail, Fed. Express, etc.) SEND CHECK WITH APPLICATION TO PFL Life Insurance Company, Attn: Annuity Department, 4333 Edgewood Road N.E., Cedar Rapids, Iowa 52499-0001 VA-APP R798 B PLEASE FILL OUT THE FRONT PAGE
EXHIBIT (10)(B) --------------- OPINION AND CONSENT OF ACTUARY September 15, 1998 PFL Life Insurance Company 4333 Edgewood Road NE Cedar Rapids, Iowa 52499-0001 RE: PFL ENDEAVOR PLATINUM VARIABLE ANNUITY ACCOUNT REGISTRATION ON FORM N-4 SEC FILE NO. 33-56908 Dear Sir/Madam: With regard to the above registration statement, I have examined such documents and made such inquiries as I have deemed necessary and appropriate, and on the basis of such examination, have the following opinions: Fees and charges deducted under the Endeavor Platinum Variable Annuity policies are those deemed necessary to appropriately reflect: (1) the expenses incurred in the acquisition and distribution of the Policies, (2) the expenses associated with the development and servicing of the policies, (3) the assumption of certain risks arising from the operation and management of the Policies and/or riders to the Policy and that provides for a reasonable margin of profit. Fees and charges assessed against the policy values in the Variable Account include: (i) Service Charge and Administrative Charge (ii) Mortality and Expense Risk Fee (M&E) (iii) Distribution Financing Charge (iv) Taxes (including Premium and other Taxes if applicable) (v) A fee for the Guaranteed Minimum Income Benefit Rider, if purchased as a rider to the Policy The magnitude of each of the individual charges listed above in (i) through (v) is established in the pricing of the Endeavor Platinum Variable Annuity, to achieve a reasonable Return on Investment (ROI), which is within the range of industry practice with respect to comparable PFL Life Insurance Company September 15, 1998 Page 2 variable annuity products. To maintain a reasonable ROI, certain fees and charges may be increased in order to support increased expense levels, enhanced death benefit options, and income benefits. In the process of determining the reasonable ROI, each individual charge is also established within the reasonable range of industry practice. For example, in conjunction with the pricing process the company has analyzed publicly available information pertaining to similar industry products, taking into consideration such factors as current charge levels, the existence of charge level guarantees, guaranteed death benefits, and guaranteed annuity rates. The methodology and results of the comparative surveys included in this analysis are maintained at the company's administrative offices. Except by coincidence, it is not expected that actual charges assessed in a given year would exactly offset actual expenses incurred. Acquisition expenses (as well as major product and/or systems development expenses) are incurred "up front" and recovered, with a reasonable profit margin, through future years' charges. In addition, the company cannot increase certain charges under the Policies in the pricing process. Therefore, in my opinion, the fees and charges deducted under the Policies, in the aggregate, are reasonable in relation to the services rendered, the expenses expected to be incurred, and the risks assumed by the company. I hereby consent to the use of this opinion, which is included as an Exhibit to the Registration Statement. /s/ Calvin R. Birkey --------------------------- Calvin R. Birkey, FSA, MAAA Managing Actuary PFL Life Insurance Company
EXHIBIT (14) ------------ POWERS OF ATTORNEY POWER OF ATTORNEY WITH RESPECT TO PFL ENDEAVOR PLATINUM VARIABLE ANNUITY Know all men by these presents that LARRY N. NORMAN, whose signature appears below, constitutes and appoints Brenda K. Clancy and Craig D. Vermie, and each of them, his attorneys-in-fact, each with the power of substitution, for him in any and all capacities, to sign any registration statements and amendments thereto for the PFL Endeavor Platinum Variable Annuity, and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that each of said attorneys-in-fact, or their substitutes, may do or cause to be done by virtue hereof. /s/ Larry N. Norman -------------------- Larry N. Norman Executive Vice President PFL Life Insurance Company August 26, 1998 --------------- Date