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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
----------------------------------
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2003
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD FROM __________ TO __________
----------------------------------
COMMISSION FILE NUMBER 33-58677
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THE TRAVELERS LIFE AND ANNUITY COMPANY
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
CONNECTICUT 06-0904249
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
ONE CITYPLACE, HARTFORD, CONNECTICUT 06103-3415
(Address of principal executive offices) (Zip Code)
(860) 308-1000
(Registrant's telephone number, including area code)
ONE TOWER SQUARE, HARTFORD, CONNECTICUT 06183
(Registrant's former address)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
----------- -----------
Indicate by checkmark whether the registrant is an accelerated filer (as defined
in Exchange Act Rule 12-b2).
Yes No X
----------- -----------
As of the date hereof, there were outstanding 30,000 shares of common stock, par
value $100 per share, of the registrant, all of which were owned by The
Travelers Insurance Company, an indirect wholly owned subsidiary of Citigroup
Inc.
REDUCED DISCLOSURE FORMAT
The registrant meets the conditions set forth in General Instruction H(1)(a) and
(b) of Form 10-Q and is therefore filing this Form 10-Q with the reduced
disclosure format.
THE TRAVELERS LIFE AND ANNUITY COMPANY
TABLE OF CONTENTS
PART I - FINANCIAL INFORMATION Page
----
ITEM 1. FINANCIAL STATEMENTS
Condensed Statements of Income for the three
months ended March 31, 2003 and 2002 (unaudited) ....................... 3
Condensed Balance Sheets as of March 31, 2003 (unaudited) and
December 31, 2002 ...................................................... 4
Condensed Statements of Changes in Shareholder's Equity for the three
months ended March 31, 2003 and 2002 (unaudited) ....................... 5
Condensed Statements of Cash Flows for the three months ended
March 31, 2003 and 2002 (unaudited) .................................... 6
Notes to Condensed Financial Statements (unaudited) .................... 7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS .............................................. 10
ITEM 4. CONTROLS AND PROCEDURES ....................................... 12
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K .............................. 13
Signatures and Certifications .......................................... 14-17
Exhibit 99.01 .......................................................... 18
2
THE TRAVELERS LIFE AND ANNUITY COMPANY
CONDENSED STATEMENTS OF INCOME
(UNAUDITED)
($ in thousands)
THREE MONTHS ENDED
MARCH 31,
--------------------------
2003 2002
--------- ---------
REVENUES
Premiums $ 11,319 $ 10,267
Net investment income 83,555 67,219
Realized investment gains (losses) (3,384) 4,063
Fee income 51,194 50,165
Other revenues 5,541 4,136
--------- ---------
Total Revenues 148,225 135,850
--------- ---------
BENEFITS AND EXPENSES
Current and future insurance benefits 22,523 25,380
Interest credited to contractholders 51,455 39,193
Amortization of deferred acquisition costs 31,749 (8,620)
General and administrative expenses 7,432 7,008
--------- ---------
Total Benefits and Expenses 113,159 62,961
--------- ---------
Income before federal income taxes 35,066 72,889
Federal income taxes 6,111 25,539
--------- ---------
Net income $ 28,955 $ 47,350
========= =========
See Notes to Condensed Financial Statements.
3
THE TRAVELERS LIFE AND ANNUITY COMPANY
CONDENSED BALANCE SHEETS
($ in thousands)
MARCH 31, 2003 DECEMBER 31, 2002
(UNAUDITED)
-------------- -----------------
ASSETS
Investments (including $104,750 and $144,284 subject to
securities lending agreements) $ 5,829,738 $ 5,528,853
Separate and variable accounts 6,801,366 6,862,009
Deferred acquisition costs 1,093,456 1,064,118
Other assets 283,972 239,194
-------------- --------------
Total Assets $ 14,008,532 $ 13,694,174
-------------- --------------
LIABILITIES
Future policy benefits and claims $ 1,143,296 $ 1,145,692
Contractholder funds 4,052,107 3,886,083
Separate and variable accounts 6,801,366 6,862,009
Other liabilities 770,779 640,599
-------------- --------------
Total Liabilities 12,767,548 12,534,383
-------------- --------------
SHAREHOLDER'S EQUITY
Common stock, par value $100; 100,000 shares authorized,
30,000 issued and outstanding 3,000 3,000
Additional paid-in capital 417,316 417,316
Retained earnings 673,489 644,534
Accumulated other changes in equity from nonowner sources 147,179 94,941
-------------- --------------
Total Shareholder's Equity 1,240,984 1,159,791
-------------- --------------
Total Liabilities and Shareholder's Equity $ 14,008,532 $ 13,694,174
============== ==============
See Notes to Condensed Financial Statements.
4
THE TRAVELERS LIFE AND ANNUITY COMPANY
STATEMENTS OF CHANGES IN SHAREHOLDER'S EQUITY
($ in thousands)
THREE MONTHS ENDED
MARCH 31,
----------------------------
COMMON STOCK 2003 2002
---------- ----------
Balance, beginning of period $ 3,000 $ 3,000
Changes in common stock -- --
---------- ----------
Balance, end of period $ 3,000 $ 3,000
========== ==========
ADDITIONAL PAID-IN CAPITAL
Balance, beginning of period $ 417,316 $ 417,316
Changes in additional paid-in capital -- --
---------- ----------
Balance, end of period $ 417,316 $ 417,316
========== ==========
RETAINED EARNINGS
Balance, beginning of period $ 644,534 $ 541,164
Net income 28,955 47,350
---------- ----------
Balance, end of period $ 673,489 $ 588,514
========== ==========
ACCUMULATED OTHER CHANGES
IN EQUITY FROM NONOWNER SOURCES
Balance, beginning of period $ 94,941 $ 16,084
Unrealized gains (losses), net of tax 51,440 (36,672)
Derivative instrument hedging activity gains (losses),
net of tax 798 (1,354)
---------- ----------
Balance, end of period $ 147,179 $ (21,942)
========== ==========
SUMMARY OF CHANGES IN EQUITY
FROM NONOWNER SOURCES
Net income $ 28,955 $ 47,350
Other changes in equity from nonowner sources 52,238 (38,026)
---------- ----------
Total changes in equity from nonowner sources $ 81,193 $ 9,324
========== ==========
TOTAL SHAREHOLDER'S EQUITY
Balance, beginning of period $1,159,791 $ 977,564
Changes in equity from nonowner sources 81,193 9,324
---------- ----------
Balance, end of period $1,240,984 $ 986,888
========== ==========
See Notes to Condensed Financial Statements.
5
THE TRAVELERS LIFE AND ANNUITY COMPANY
CONDENSED STATEMENTS OF CASH FLOWS
INCREASE (DECREASE) IN CASH
(UNAUDITED)
($ in thousands)
THREE MONTHS ENDED
MARCH 31,
-----------------------------
2003 2002
---------- ----------
NET CASH USED IN OPERATING ACTIVITIES $ (42,339) $ (23,760)
---------- ----------
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from maturities of investments
Fixed maturities 93,124 65,153
Mortgage loans 3,042 2,876
Proceeds from sales of investments
Fixed maturities 330,345 481,524
Equity securities 5,340 30
Purchases of investments
Fixed maturities (752,862) (860,088)
Equity securities (26) (85)
Mortgage loans (7,250) (1,177)
Policy loans, net (2,009) (509)
Short-term securities sales, net 140,805 16,071
Other investment purchases, net (15,503) (3,335)
Securities transactions in course of settlement, net 66,913 11,526
---------- ----------
Net cash used in investing activities (138,081) (288,014)
---------- ----------
CASH FLOWS FROM FINANCING ACTIVITIES
Contractholder fund deposits 209,782 370,144
Contractholder fund withdrawals (43,758) (62,611)
---------- ----------
Net cash provided by financing activities 166,024 307,533
---------- ----------
Net decrease in cash (14,396) (4,241)
Cash at beginning of period 15,424 19,514
---------- ----------
Cash at end of period $ 1,028 $ 15,273
---------- ----------
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Income taxes paid (received) $ 42,401 $ --
========== ==========
See Notes to Condensed Financial Statements.
6
THE TRAVELERS LIFE AND ANNUITY COMPANY
NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
1. BASIS OF PRESENTATION
The Travelers Life and Annuity Company (the Company) is a wholly owned
subsidiary of The Travelers Insurance Company (TIC), an indirect wholly
owned subsidiary of Citigroup Inc. (Citigroup). Citigroup is a diversified
global financial services holding company whose businesses provide a broad
range of financial services to consumer and corporate customers around the
world. The condensed financial statements and accompanying footnotes of
the Company are prepared in conformity with accounting principles
generally accepted in the United States of America (GAAP) and are
unaudited. The preparation of financial statements in conformity with GAAP
requires management to make estimates and assumptions that affect the
reported amounts of assets and liabilities, the disclosure of contingent
assets and liabilities at the date of the financial statements and the
reported amounts of revenues and benefits and expenses during the
reporting period. Actual results could differ from those estimates.
In the opinion of management, the interim financial statements reflect all
adjustments necessary (all of which were normal recurring adjustments) for
a fair presentation of results for the periods reported. The accompanying
condensed financial statements should be read in conjunction with the
financial statements and related notes included in the Company's Annual
Report on Form 10-K for the year ended December 31, 2002.
Certain financial information that is normally included in annual
financial statements prepared in accordance with GAAP, but is not required
for interim reporting purposes, has been condensed or omitted.
Certain prior year amounts have been reclassified to conform to the 2003
presentation.
2. CHANGES IN ACCOUNTING PRINCIPLES AND ACCOUNTING STANDARDS NOT YET ADOPTED
COSTS ASSOCIATED WITH EXIT OR DISPOSAL ACTIVITIES
On January 1, 2003, the Company adopted the Financial Accounting Standards
Board (FASB) Statement of Financial Accounting Standards No. 146,
"Accounting for Costs Associated with Exit or Disposal Activities" (FAS
146). FAS 146 requires that a liability for costs associated with exit or
disposal activities, other than in a business combination, be recognized
when the liability is incurred. Previous generally accepted accounting
principles provided for the recognition of such costs at the date of
management's commitment to an exit plan. In addition, FAS 146 requires
that the liability be measured at fair value and be adjusted for changes
in estimated cash flows. The provisions of the new standard are effective
for exit or disposal activities initiated after December 31, 2002. The
adoption of this change in accounting principle did not have an impact on
the Company's financial statements.
STOCK-BASED COMPENSATION
On January 1, 2003, the Company adopted the fair value recognition
provisions of Statement of Financial Accounting Standards No. 123 (FAS
123), prospectively for all awards granted, modified, or settled after
December 31, 2002. The prospective method is one of the adoption methods
provided for under FAS No. 148, "Accounting for Stock-Based
Compensation-Transition and Disclosure", issued on January 1, 2003.
7
THE TRAVELERS LIFE AND ANNUITY COMPANY
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
(CONTINUED)
FAS 123 requires that compensation cost for all stock awards be calculated
and recognized over the service period (generally equal to the vesting
period). This compensation cost is determined using option pricing models,
intended to estimate the fair value of the awards at the grant date.
Similar to Accounting Principles Board Opinion No. 25 "Accounting for
Stock Issued to Employees", the alternative method of accounting, an
offsetting increase to stockholder's equity under FAS 123 is recorded
equal to the amount of compensation expense charged.
ACCOUNTING STANDARDS NOT YET ADOPTED
CONSOLIDATION OF VARIABLE INTEREST ENTITIES
In January 2003, the FASB released FASB Interpretation No. 46,
"Consolidation of Variable Interest Entities" (FIN 46). This
Interpretation changes the method of determining whether certain entities
should be included in the Company's Consolidated Financial Statements. An
entity is subject to FIN 46 and is called a variable interest entity (VIE)
if it has (1) equity that is insufficient to permit the entity to finance
its activities without additional subordinated financial support from
other parties, or (2) equity investors that cannot make significant
decisions about the entity's operations, or that do not absorb the
expected losses or receive the expected returns of the entity. All other
entities are evaluated for consolidation under FAS No. 94, "Consolidation
of All Majority-Owned Subsidiaries." A VIE is consolidated by its primary
beneficiary, which is the party involved with the VIE that has a majority
of the expected losses or a majority of the expected residual returns or
both.
The provisions of FIN 46 are to be applied immediately to VIEs created
after January 31, 2003, and to VIEs in which an enterprise obtains an
interest after that date. For VIEs in which an enterprise holds a variable
interest that it acquired before February 1, 2003, FIN 46 applies in the
first fiscal period beginning after June 15, 2003. For any VIEs that must
be consolidated under FIN 46 that were created before February 1, 2003,
the assets, liabilities and noncontrolling interest of the VIE would be
initially measured at their carrying amounts with any difference between
the net amount added to the balance sheet and any previously recognized
interest being recognized as the cumulative effect of an accounting
change. If determining the carrying amounts is not practicable, fair value
at the date FIN 46 first applies may be used to measure the assets,
liabilities and noncontrolling interest of the VIE. FIN 46 also mandates
new disclosures about VIEs, some of which are required to be presented in
financial statements issued after January 31, 2003.
The Company has investments in entities that may be considered to be
variable interests. The carrying value of these investments is
approximately $225.1 million at March 31, 2003 and primarily consists of
interests in security investment funds in the amount of $152.7 million,
real estate investment funds of $25.7 million, and below investment grade
asset-backed and mortgage-backed securities of $46.7 million. The Company
is evaluating the impact of applying FIN 46 to existing VIEs in which it
has variable interests and has not yet completed this analysis. The
Company continues to evaluate the impact of applying FIN 46 to entities
acquired before February 1, 2003; however, at this time, it is anticipated
that the effect on the Company's Balance Sheets is not expected to be
significant. No entities were created between February 1, 2003 and March
31, 2003 that would require application of FIN 46.
8
THE TRAVELERS LIFE AND ANNUITY COMPANY
NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
(CONTINUED)
3. SHAREHOLDER'S EQUITY
Statutory capital and surplus of the Company was $397 million at December
31, 2002. The Company is currently subject to various regulatory
restrictions that limit the maximum amount of dividends available to be
paid to its parent without prior approval of insurance regulatory
authorities. The Company does not have surplus available to pay dividends
to TIC in 2003 without prior approval of the State of Connecticut
Insurance Department.
4. COMMITMENTS AND CONTINGENCIES
In the ordinary course of business, the Company is a defendant or
co-defendant in various litigation matters incidental to and typical of
the businesses in which it is engaged. In the opinion of the Company's
management, the ultimate resolution of these legal proceedings would not
be likely to have a material adverse effect on the Company's results of
operations, financial condition or liquidity.
9
THE TRAVELERS LIFE AND ANNUITY COMPANY
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
Management's narrative analysis of the results of operations is presented in
lieu of Management's Discussion and Analysis of Financial Condition and Results
of Operations, pursuant to General Instruction H(2)(a) of Form 10-Q.
The Company's Annual Report on Form 10-K, its quarterly reports on Form 10-Q and
any current reports on Form 8-K, and all amendments to these reports are
available on the Citigroup website at http://www.citigroup.com by selecting the
"Investor Relations" page and selecting "SEC Filings".
RESULTS OF OPERATIONS ($ in millions)
FOR THE THREE MONTHS ENDED MARCH 31, 2003 2002
------------------------------------ ------ ------
Revenues $148.2 $135.9
Provisions for benefits and interest credited 73.9 64.6
Operating Expenses 39.2 (1.6)
------ ------
Income before taxes 35.1 72.9
Taxes 6.1 25.5
------ ------
Net income $ 29.0 $ 47.4
====== ======
The Travelers Life and Annuity Company (the Company) is a wholly owned
subsidiary of The Travelers Insurance Company (TIC), an indirect wholly owned
subsidiary of Citigroup Inc. (Citigroup). The Company offers fixed and variable
deferred annuities and individual life insurance to individuals and small
businesses. These products are distributed primarily through Salomon Smith
Barney (SSB), Primerica Financial Services (PFS), affiliates of the Company, a
nationwide network of independent financial professionals and non-affiliated
broker-dealers. In addition, the Company distributes these products through
CitiStreet Retirement Services and Citibank, N.A. (Citibank), also affiliates of
the Company.
The Company's business is significantly affected by movements in the U.S. equity
and fixed income credit markets. U.S. equity and credit market events can have
both positive and negative effects on the deposit, revenue and policy retention
performance of the business. A sustained weakness in the equity markets will
decrease revenues and earnings in variable products. Declines in credit quality
of issuers will have a negative effect on earnings.
Net income of $29.0 million and $47.4 million for the three months ended March
31, 2003 and 2002, respectively, included net realized investment gains/(losses)
of $(2.2) million and $2.6 million. Excluding these net realized investment
gains/losses, operating income was $31.2 million and $44.8 million in the three
months ended March 31, 2003 and 2002, respectively. Operating income is a
non-GAAP measure, which the Company believes is a more appropriate indicator of
insurance results than net income and is more reflective of the underlying
trends of the business' ongoing operations. Net realized investment gains/losses
are significantly impacted by both discretionary and other economic factors. The
operating income decrease was driven by increased operating expenses resulting
from amortization of deferred acquisition costs (DAC), increased insurance
benefits and interest credited related to business volume, partially offset by
net investment income growth and a $6 million dividends received tax benefit.
This tax benefit was the primary driver which created a 17% effective tax rate
for the current year quarter compared to 35% in the prior year quarter.
Net investment income (NII) of $83.6 million in the first quarter of 2003
increased 24% compared to $67.2 million in the first quarter of 2002. NII
increased due to a larger invested asset base created from higher business
volumes and were partially offset by interest rate deterioration in both 2003
and 2002. Fixed maturity rates suffered from the current interest rate
deterioration and bond issuer credit concerns such as bankruptcies.
10
THE TRAVELERS LIFE AND ANNUITY COMPANY
Benefits and interest credited grew 14% to $73.9 million in the first three
months of 2003, compared to $64.6 million in the prior year period. This
increase was primarily related to the growth in individual annuity
contractholder funds.
Operating expenses increased in the first three months of 2003 over the first
three months of 2002 due to a $40.4 million increase in the amortization of DAC.
This DAC increase was a result of a one-time $29.8 million pre-tax reduction in
the individual annuity business related to changes in underlying lapse and
interest rate assumptions during the first quarter of 2002. The balance of the
increase in amortization expense was due to a higher amortization rate resulting
from the decrease in market value of individual annuity account balances.
BUSINESS VOLUME ($ IN MILLIONS)
AT AND FOR THE
THREE MONTHS ENDED
MARCH 31,
2003 2002
------- -------
Individual Annuity Account Balances $10,078 $10,252
Individual Life Net Premiums and Deposits $ 97 $ 115
Business volume is a non-GAAP measure which the Company believes is an
appropriate indicator of insurance production, and is reflective of the
underlying trends of the business' ongoing operations.
The decline in March 31, 2003 individual annuity account balances over March 31,
2002 is reflective of declining equity market values of variable annuity
investments and decreased individual annuity sales. Offsetting these market
declines was good in-force policy retention. Individual life volumes decreased
from first quarter 2002 reflecting weaker single premium sales.
The following table shows net written premiums and deposits by product line for
each of the quarters ended March 31, 2003 and 2002. The majority of the annuity
business and a substantial portion of the life business written by the Company
are accounted for as investment contracts, such that the premiums are considered
deposits and are not included in revenues.
PREMIUMS AND DEPOSITS ($ in millions)
FOR THE THREE MONTHS ENDED MARCH 31, 2003 2002
------------------------------------ ---- ----
Deposits
Individual Annuity $383 $750
Individual Life 87 106
Other Annuity 1 1
---- ----
Total Deposits 471 857
---- ----
Premiums
Individual Life 10 9
Other Annuity 1 1
---- ----
Total Premiums 11 10
---- ----
Total Premiums and Deposits $482 $867
==== ====
Individual annuity net written premiums and deposits decreased 48% in 2003 to
$383 million from $750 million in 2002. The decrease was driven by a decline in
fixed annuity sales due to competitive pressures and variable annuity sales due
to difficult equity market conditions.
11
THE TRAVELERS LIFE AND ANNUITY COMPANY
The individual life premiums and deposits decreased 15% to $97 million in 2003
versus $115 million in 2002, reflecting weaker single premium sales.
INSURANCE REGULATIONS
Risk-based capital requirements are used as minimum capital requirements by the
National Association of Insurance Commissioners (NAIC) and the states to
identify companies that merit further regulatory action. At December 31, 2002,
the Company had total adjusted capital in excess of amounts requiring any
regulatory action as defined by the NAIC.
The Company is subject to various regulatory restrictions that limit the maximum
amount of dividends available to be paid to its parent without prior approval of
insurance regulatory authorities in the state of domicile. The Company does not
have surplus available to pay dividends to its parent in 2003 without prior
approval of the State of Connecticut Insurance Department. The Company did not
pay any dividends to its parent during the three months ended March 31, 2003 and
2002.
FUTURE APPLICATION OF ACCOUNTING STANDARDS
See Note 2 of Notes to Condensed Financial Statements for a discussion of
recently issued accounting pronouncements.
FORWARD-LOOKING STATEMENTS
Certain of the statements contained herein that are not historical facts are
forward-looking statements within the meaning of the Private Securities
Litigation Reform Act. The Company's actual results may differ materially from
those included in the forward-looking statements. Forward-looking statements are
typically identified by the words "believe," "expect," "anticipate," "intend,"
"estimate," "may increase," "may fluctuate," and similar expressions or future
or conditional verbs such as "will," "should," "would," and "could." These
forward-looking statements involve risks and uncertainties including, but not
limited to, the resolution of legal proceedings.
ITEM 4. CONTROLS AND PROCEDURES
EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES
The Company's Chief Executive Officer and Chief Financial Officer have evaluated
the effectiveness of the Company's disclosure controls and procedures (as such
term is defined in Rules 13a-14 (c) and 15d-14 (c) under the Securities Exchange
Act of 1934, as amended (the "Exchange Act") as of a date within 90 days prior
to the filing date of this quarterly report (the "Evaluation Date"). Based on
such evaluation, such officers have concluded that, as of the Evaluation Date,
the Company's disclosure controls and procedures are effective in alerting them
on a timely basis to material information relating to the Company (including its
consolidated subsidiaries) required to be included in the Company's reports
filed or submitted under the Exchange Act.
CHANGES IN INTERNAL CONTROLS
Since the Evaluation Date, there have not been any significant changes in the
Company's internal controls or in other factors that could significantly affect
such controls.
12
THE TRAVELERS LIFE AND ANNUITY COMPANY
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) EXHIBITS.
EXHIBIT NO. DESCRIPTION
----------- -----------
3.01 Charter of The Travelers Life and Annuity Company (the
"Company"), as amended on April 10, 1990, incorporated
herein by reference to Exhibit 6(a) to the Registration
Statement on Form N-4, File No. 33-58131, filed on March
17, 1995.
3.02 By-laws of the Company, as amended on October 20, 1994,
incorporated herein by reference to Exhibit 6(b) to the
Registration Statement on Form N-4, File No. 33-58131,
filed on March 17, 1995.
99.01+ Certification Pursuant to 18 U.S.C. Section 1350.
(b) REPORTS ON FORM 8-K.
None.
- --------------------------------------------------------------------------------
+Filed herewith
13
THE TRAVELERS LIFE AND ANNUITY COMPANY
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
THE TRAVELERS LIFE AND ANNUITY COMPANY
(Registrant)
Date May 15, 2003 /s/ Glenn D. Lammey
----------------------------- ---------------------------------------
Glenn D. Lammey
Executive Vice President,
Chief Financial Officer and Chief
Accounting Officer
(Principal Financial Officer and
Principal Accounting Officer)
CERTIFICATIONS
I, Glenn D. Lammey, Chief Financial Officer of The Travelers Life and Annuity
Company, certify that:
1. I have reviewed this quarterly report on Form 10-Q of The Travelers Life
and Annuity Company;
2. Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to
make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by
this quarterly report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all
material respects the financial condition, results of operations and cash
flows of the registrant as of, and for, the periods presented in this
quarterly report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as
defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we
have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within
those entities, particularly during the period in which this
quarterly report is being prepared;
14
THE TRAVELERS LIFE AND ANNUITY COMPANY
CERTIFICATIONS
(continued)
b) evaluated the effectiveness of the registrant's disclosure controls
and procedures as of a date within 90 days prior to the filing date
of this quarterly report (the "Evaluation Date"); and
c) presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on our
evaluation as of the Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based on
our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent function):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to
record, process, summarize and report financial data and have
identified for the registrant's auditors any material weaknesses in
internal controls; and
b) any fraud, whether or not material, that involves management or
other employees who have a significant role in the registrant's
internal controls; and
6. The registrant's other certifying officers and I have indicated in this
quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal
controls subsequent to the date of our most recent evaluation, including
any corrective actions with regard to significant deficiencies and
material weaknesses.
Date May 15, 2003 /s/ Glenn D. Lammey
-------------------------- ------------------------------------------
Glenn D. Lammey
Chief Financial Officer
15
THE TRAVELERS LIFE AND ANNUITY COMPANY
CERTIFICATIONS
(continued)
I, George C. Kokulis, Chief Executive Officer of The Travelers Life and Annuity
Company, certify that:
1. I have reviewed this quarterly report on Form 10-Q of The Travelers Life
and Annuity Company;
2. Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to
make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by
this quarterly report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all
material respects the financial condition, results of operations and cash
flows of the registrant as of, and for, the periods presented in this
quarterly report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as
defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we
have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within
those entities, particularly during the period in which this
quarterly report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls
and procedures as of a date within 90 days prior to the filing date
of this quarterly report (the "Evaluation Date"); and
c) presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on our
evaluation as of the Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based on
our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent function):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to
record, process, summarize and report financial data and have
identified for the registrant's auditors any material weaknesses in
internal controls; and
b) any fraud, whether or not material, that involves management or
other employees who have a significant role in the registrant's
internal controls; and
16
THE TRAVELERS LIFE AND ANNUITY COMPANY
CERTIFICATIONS
(continued)
6. The registrant's other certifying officers and I have indicated in this
quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal
controls subsequent to the date of our most recent evaluation, including
any corrective actions with regard to significant deficiencies and
material weaknesses.
Date May 15, 2003 /s/ George C. Kokulis
------------------------- ------------------------------------
George C. Kokulis
Chief Executive Officer
17