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1
FORM 10-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1993
Commission File Nos. 33-34562; 33-60288
ML LIFE INSURANCE COMPANY OF NEW YORK
(Exact name of Registrant as specified in its charter)
New York 16-1020455
- ------------------------------- ------------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
717 Fifth Avenue
New York, New York 10022
----------------------------------------
(Address of Principal Executive Offices)
1 (800) 333-6524
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(Registrant's telephone no. including area code)
Securities registered pursuant to Section 12(b) or 12(g) of the Act: None
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 _____
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Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K is not contained herein, and will not be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-K
or any amendment to this Form 10-K. [X]
APPLICABLE ONLY TO CORPORATE REGISTRANTS
Indicate the number of shares outstanding of each of the
registrant's classes of common stock, as of the latest practicable date.
Common 220,000
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DOCUMENTS INCORPORATED BY REFERENCE
Preliminary Prospectus included in Post-Effective Amendment
No. 1 to the Registrant's registration statement on Form S-1, filed March 31,
1994, pursuant to the Securities Act of 1933, File No. 33-60288 -- incorporated
by reference into Parts I and II of this report on Form 10-K.
REGISTRANT MEETS THE CONDITIONS SET FORTH IN GENERAL
INSTRUCTION J(1)(A) AND (B) OF FORM 10-K AND IS THEREFORE FILING THIS FORM WITH
THE REDUCED DISCLOSURE FORMAT.
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PART I
Item 1. Business.
The Registrant is an indirect wholly-owned subsidiary of
Merrill Lynch & Co., Inc., a corporation whose common stock is traded on the
New York Stock Exchange. The information set forth under the caption "A.
History and Business" in the preliminary prospectus contained in Registrant's
registration statement filed March 31, 1994, pursuant to the Securities Act of
1933, File No. 33-60288 (the "Prospectus"), is incorporated herein by
reference.
Item 2. Properties.
The information set forth under the caption "J. Properties" in
the Prospectus is incorporated herein by reference.
Item 3. Legal Proceedings.
The information set forth under the caption "Legal
Proceedings" in the Prospectus is incorporated herein by reference.
Item 4. Submission of Matters to a Vote of Security Holders.
Information called for by this item is omitted pursuant to
General Instruction J. of Form 10-K.
PART II
Item 5. Market for Registrant's Common Equity and Related
Stockholder Matters.
The Registrant is a wholly-owned subsidiary of Merrill Lynch
Insurance Group, Inc., which is the sole record holder of Registrant's shares.
Therefore, there is no public trading market for Registrant's common stock.
The Registrant has declared no cash dividends on its common stock at any time
during the two most recent fiscal years. Under laws applicable to insurance
companies domiciled in the State of New York, the Registrant's ability to pay
dividends on its common stock is restricted. See Note 5 to the Registrant's
financial statements.
Item 6. Selected Financial Data.
Information called for by this item is omitted pursuant to General
Instruction J. of Form 10-K.
Item 7. Management's Narrative Analysis of Results of
Operations.
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The information set forth under the caption "C. Management's
Discussion and Analysis of Financial Condition and Results of Operations" in
the Prospectus is incorporated herein by reference.
Item 8. Financial Statements and Supplementary Data.
The financial statements of Registrant are set forth in Part IV
hereof and are incorporated herein by reference.
Item 9. Changes in and Disagreements With Accountants on
Accounting and Financial Disclosure.
Not applicable.
PART III
Information called for by items 10 through 13 of this part is omitted
pursuant to General Instruction J. of Form 10-K.
PART IV
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K.
(a) Financial Statements and Exhibits.
(1) The following financial statements of the Registrant are filed as
part of this report:
a. Independent Auditors' Report dated February 28, 1994.
b. Balance Sheets at December 31, 1993 and 1992.
c. Statements of Earnings for the Years Ended December 31, 1993,
1992 and 1991.
d. Statements of Stockholder's Equity for the Years Ended December
31, 1993, 1992 and 1991.
e. Statements of Cash Flows for the Years Ended December 31, 1993,
1992 and 1991.
f. Notes to Financial Statements for the Years Ended December 31,
1993, 1992 and 1991.
(2) The following exhibits are filed as part of this report as
indicated below:
3.1 Certificate of Amendment and Restatement of Charter of Royal
Tandem Life Insurance Company. (In-
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corporated by reference to Exhibit 3(a) to the
Registrant's registration statement on Form S-1,
File No. 33-34562, filed April 26, 1990.)
3.2 By-Laws of Royal Tandem Life Insurance Company.
(Incorporated by reference to Exhibit 3(b) to the
Registrant's registration statement on Form S-1, File
No. 33-34562, filed April 26, 1990.)
3.3 Certificate of Amendment of the Charter of ML Life
Insurance Company of New York. (Incorporated by
reference to Exhibit 3(c) to Post-Effective Amendment
No. 3 to the Registrant's registration statement on
Form S-1, File No. 33-34562, filed March 30, 1992.)
3.4 By-Laws of ML Life Insurance Company of New York.
(Incorporated by reference to Exhibit 3(d) to Post-
Effective Amendment No. 3 to the Registrant's
registration statement on Form S-1, File No.
33-34562, filed March 30, 1992.)
4.1 Modified Guaranteed Annuity Contract. (Incorporated
by reference to Exhibit 4(a) to Pre-Effective
Amendment No. 1 to the Registrant's registration
statement on Form S-1, File No. 33-34562, filed
October 16, 1990.)
4.2 Modified Guaranteed Annuity Contract Application.
(Incorporated by reference to Exhibit 4(b) to Pre-
Effective Amendment No. 1 to the Registrant's
registration statement on Form S-1, File No.
33-34562, filed October 16, 1990.)
4.3 Qualified Retirement Plan Endorsement. (Incorporated
by reference to Exhibit 4(c) to Pre-Effective
Amendment No. 1 to the Registrant's registration
statement on Form S-1, File No. 33-34562, filed
October 16, 1990.)
4.4 IRA Endorsement. (Incorporated by reference to
Exhibit 4(d) to Pre-Effective Amendment No. 1 to the
Registrant's registration statement on Form S-1,
File No. 33-34562, filed October 16, 1990.)
4.5 Company Name Change Endorsement. (Incorporated by
reference to Exhibit 4(e) to Post-Effective Amendment
No. 3 to the Registrant's registration statement on
Form S-1, File No. 33-34562, filed March 30, 1992.)
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5
4.6 IRA Endorsement, MLNY009 (Incorporated by reference
to Exhibit 4(d)(2) to Post-Effective Amendment No. 1
to the Registrant's registration statement on Form
S-1, File No. 33-60288, filed March 31, 1994).
10.1 General Agency Agreement between Royal Tandem Life
Insurance Company and Merrill Lynch Life Agency Inc.
(Incorporated by reference to Exhibit 10(a) to
Pre-Effective Amendment No. 1 to the Registrant's
registration statement on Form S-1, File No.
33-34562, filed October 16, 1990.)
10.2 Investment Management Agreement by and between Royal
Tandem Life Insurance Company and Equitable Capital
Management Corporation. (Incorporated by reference
to Exhibit 10(b) to Pre-Effective Amendment No. 1 to
the Registrant's registration statement on Form S-1,
File No. 33-34562, filed October 16, 1990.)
10.3 Shareholders' Agreement by and among The Equitable
Life Assurance Society of the United States and
Merrill Lynch & Co., Inc. and Tandem Financial Group,
Inc. (Incorporated by reference to Exhibit 10(c) to
Pre- Effective Amendment No. 1 to the Registrant's
registration statement on Form S-1, File No.
33-34562, filed October 16, 1990.)
10.4 Service Agreement by and between Royal Tandem Life
Insurance Company and Tandem Financial Group, Inc.
(Incorporated by reference to Exhibit 10(d) to
Pre-Effective Amendment No. 1 to the Registrant's
registration statement on Form S-1, File No.
33-34562, filed October 16, 1990.)
10.5 Service Agreement by and between Tandem Financial
Group, Inc. and Merrill Lynch & Co., Inc.
(Incorporated by reference to Exhibit 10(e) to
Pre-Effective Amendment No. 1 to the Registrant's
registration statement on Form S-1, File No.
33-34562, filed October 16, 1990.)
10.6 Form of Investment Management Agreement by and
between Royal Tandem Life Insurance Company and
Merrill Lynch Asset Management, Inc. (Incorporated
by reference to Exhibit 10(f) to Post-Effective
Amendment No. 1 to the Registrant's registration
statement on Form S-1, File No. 33-34562, filed March
7, 1991.)
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10.7 Assumption Reinsurance Agreement between Merrill
Lynch Life Insurance Company, Tandem Insurance Group,
Inc. and Royal Tandem Life Insurance Company and
Family Life Insurance Company. (Incorporated by
reference to Exhibit 10(g) to Post-Effective
Amendment No. 3 to the Registrant's registration
statement on Form S-1, File No. 33-34562, filed March
30, 1992.)
10.8 Indemnity Agreement between ML Life Insurance Company
of New York and Merrill Lynch Life Agency, Inc.
(Incorporated by reference to Exhibit 10(h) to
Post-Effective Amendment No. 3 to the Registrant's
registration statement on Form S-1, File No.
33-34562, filed March 30, 1992.)
10.9 Amended General Agency Agreement between ML Life
Insurance Company of New York and Merrill Lynch Life
Agency, Inc. (Incorporated by reference to Exhibit
10(i) to Post-Effective Amendment No. 3 to the
Registrant's registration statement on Form S-1, File
No. 33-34562, filed March 30, 1992.)
10.10 Amended Management Agreement between ML Life
Insurance Company of New York and Merrill Lynch Asset
Management, Inc. (Incorporated by reference to
Exhibit 10(j) to the Registrant's registration
statement on Form S-1, File No. 33-60288, filed March
30, 1993.)
25.1 Power of attorney of Frederick J.C. Butler.
(Incorporated by reference to Exhibit 25(a) to
Post-Effective Amendment No. 1 to the Registrant's
registration statement on Form S-1, File No.
33-60288, filed March 31, 1994.)
25.2 Power of attorney of Michael P. Cogswell.
(Incorporated by reference to Exhibit 25(b) to
Post-Effective Amendment No. 1 to the Registrant's
registration statement on Form S-1, File No.
33-60288, filed March 31, 1994.)
25.3 Power of attorney of Sandra K. Cox. (Incorporated by
reference to Exhibit 25(c) to Post-Effective
Amendment No. 1 to the Registrant's registration
statement on Form S-1, File No. 33-60288, filed March
31, 1994.)
25.4 Power of attorney of Joseph E. Crowne. (Incorporated
by reference to Exhibit 25(d) to Post-Effective
Amendment No. 1 to the Registrant's
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registration statement on Form S-1, File No.
33-60288, filed March 31, 1994.)
25.5 Power of attorney of David M. Dunford. (Incorporated
by reference to Exhibit 25(e) to Post-Effective
Amendment No. 1 to the Registrant's registration
statement on Form S-1, File No. 33-60288, filed March
31, 1994.)
25.6 Power of attorney of John C.R. Hele. (Incorporated
by reference to Exhibit 25(f) to Post-Effective
Amendment No. 1 to the Registrant's registration
statement on Form S-1, File No. 33-60288, filed March
31, 1994.)
25.7 Power of attorney of Robert L. Israeloff.
(Incorporated by reference to Exhibit 25(g) to
Post-Effective Amendment No. 1 to the Registrant's
registration statement on Form S-1, File No.
33-60288, filed March 31, 1994.)
25.8 Power of attorney of Allen N. Jones. (Incorporated
by reference to Exhibit 25(h) to Post Effective
Amendment No. 1 to the Registrant's registration
statement on Form S-1, File No. 33-60288, filed March
31, 1994.)
25.9 Power of attorney of Cynthia L. Kahn. (Incorporated
by reference to Exhibit 25(i) to Post-Effective
Amendment No. 1 to the Registrant's registration
statement on Form S-1, File No. 33-60288, filed March
31, 1994.)
25.10 Power of attorney of Robert A. King. (Incorporated
by reference to Exhibit 25(j) to Post-Effective
Amendment No. 1 to the Registrant's registration
statement on Form S-1, File No. 33-60288, filed March
31, 1994.)
25.11 Power of attorney of Irving M. Pollack.
(Incorporated by reference to Exhibit 25(k) to
Post-Effective Amendment No. 1 to the Registrant's
registration statement on Form S-1, File No.
33-60288, filed March 31, 1994.)
25.12 Power of attorney of Barry G. Skolnick.
(Incorporated by reference to Exhibit 25(l) to
Post-Effective Amendment No. 1 to the Registrant's
registration statement on Form S-1, File No.
33-60288, filed March 31, 1994.)
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25.13 Power of attorney of William A. Wilde. (Incorporated
by reference to Exhibit 25(m) to Post-Effective
Amendment No. 1 to the Registrant's registration
statement on Form S-1, File No. 33-60288, filed March
31, 1994.)
25.14 Power of attorney of Anthony J. Vespa. (Incorporated
by reference to Exhibit 25(n) to Post-Effective
Amendment No. 1 to the Registrant's registration
statement on Form S-1, File No. 33-60288, filed March
31, 1994.)
28.1 Preliminary prospectus contained in Post-Effective
Amendment No. 1 to the Registrant's registration
statement, filed on March 31, 1994, pursuant to the
Securities Act of 1933, File No. 33-60288.
(3) Not applicable.
(b) Reports on Form 8-K.
No reports on Form 8-K have been filed during the last quarter
of the fiscal year ended December 31, 1993.
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INDEX TO FINANCIAL STATEMENTS
Independent Auditors' Report . . . . . . . . . . . . . . . . . . . . . . . . .
Balance Sheets at December 31, 1993 and 1992 . . . . . . . . . . . . . . . . .
Statements of Earnings for the Years Ended December 31,
1993, 1992 and 1991 . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Statements of Stockholder's Equity for the Years Ended
December 31, 1993, 1992 and 1991 . . . . . . . . . . . . . . . . . . . . . .
Statements of Cash Flows for the Years Ended December 31,
1993, 1992 and 1991 . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Notes to Financial Statements for the Years Ended December 31,
1993, 1992 and 1991 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
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SIGNATURES
Pursuant to the requirements of Section 15(d) 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.
ML Life Insurance Company of New York
--------------------------------------
(Registrant)
Date: March 29, 1994 By: /s/ Joseph E. Crowne
---------------- ------------------------------------
Joseph E. Crowne
Chief Financial Officer
Pursuant to the requirements of the Securities Exchange Act of
1934, this Report has been signed below by the following persons on behalf of
the registrant and in the capacities and on the dates indicated.
Signature Title Date
- --------- ----- ----
/s/ Anthony J. Vespa March 29, 1994
- --------------------- Chairman of the Board, President --------------------
Anthony J. Vespa and Chief Executive Officer
/s/ Joseph E. Crowne March 29, 1994
- --------------------- Director, Senior Vice President, --------------------
Joseph E. Crowne Chief Financial Officer, Chief
Actuary and Treasurer
/s/ Barry G. Skolnick March 29, 1994
- --------------------- Director, Senior Vice President --------------------
Barry G. Skolnick and General Counsel*
/s/ David M. Dunford March 29, 1994
- --------------------- Director and Senior Vice --------------------
David M. Dunford President
/s/ John C.R. Hele
- --------------------- March 29, 1994
John C.R. Hele Director and Senior --------------------
Vice President
/s/ Michael P. Cogswell
- --------------------- March 29, 1994
Michael P. Cogswell Director, Vice --------------------
President and Senior
Counsel
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/s/ Frederick J.C. Butler March 29, 1994
- --------------------- Director --------------------
Frederick J.C. Butler
/s/ Sandra K. Cox March 29, 1994
- --------------------- Director --------------------
Sandra K. Cox
/s/ Robert L. Israeloff March 29, 1994
- --------------------- Director --------------------
Robert L. Israeloff
/s/ Allen N. Jones March 29, 1994
- --------------------- Director --------------------
Allen N. Jones
/s/ Cynthia L. Kahn March 29, 1994
- --------------------- Director --------------------
Cynthia L. Kahn
/s/ Robert A. King March 29, 1994
- --------------------- Director --------------------
Robert A. King
/s/ Irving M. Pollack March 29, 1994
- --------------------- Director --------------------
Irving M. Pollack
/s/ William A. Wilde March 29, 1994
- --------------------- Director --------------------
William A. Wilde
*Signing in his own capacity and as Attorney-in-Fact.
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SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO SECTION
15(D) OF THE ACT BY REGISTRANTS WHICH HAVE NOT REGISTERED SECURITIES PURSUANT
TO SECTION 12 OF THE ACT.
No annual report covering the Registrant's last fiscal year or proxy
material has been or will be sent to Registrant's security holder.
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EXHIBIT INDEX
Exhibit No. Description Location
- ----------- ----------- --------
3.1 Certificate of Amendment and Restatement Incorporated by reference to Exhibit 3(a)
of Charter of Royal Tandem Life Insurance to the Registrant's registration statement
Company. on Form S-1, File No. 33-34562, filed
April 26, 1990.
3.2 By-Laws of Royal Tandem Life Insurance Incorporated by reference to Exhibit 3(b)
Company. to the Registrant's registration statement
on Form S-1, File No. 33-34562, filed
April 26, 1990.
3.3 Certificate of Amendment of the Charter of Incorporated by reference to Exhibit 3(c)
ML Life Insurance Company of New York. to Post-Effective Amendment No. 3 to the
Registrant's registration statement on
Form S-1, File No. 33-34562, filed March
30, 1992.
3.4 By-Laws of ML Life Insurance Company of Incorporated by reference to Exhibit 3(d)
New York. to Post-Effective Amendment No. 3 to the
Registrant's registration statement on
Form S-1, File No. 33-34562, filed March
30, 1992.
4.1 Modified Guaranteed Annuity Contract. Incorporated by reference to Exhibit 4(a)
to Pre-Effective Amendment No. 1 to the
Registrant's registration statement on
Form S-1, File No. 33-34562, filed October
16, 1990.
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4.2 Modified Guaranteed Annuity Contract Incorporated by reference to Exhibit 4(b)
Application. to Pre-Effective Amendment No. 1 to the
Registrant's registration statement on
Form S-1, File No. 33-34562, filed October
16, 1990.
4.3 Qualified Retirement Plan Endorsement. Incorporated by reference to Exhibit 4(c)
to Pre-Effective Amendment No. 1 to the
Registrant's registration statement on
Form S-1, File No. 33-34562, filed October
16, 1990.
4.4 IRA Endorsement. Incorporated by reference to Exhibit 4(d)
to Pre-Effective Amendment No. 1 to the
Registrant's registration statement on
Form S-1, File No. 33-34562, filed October
16, 1990.
4.5 Company Name Change Endorsement. Incorporated by reference to Exhibit 4(e)
to Post-Effective Amendment No. 3 to the
Registrant's registration statement on
Form S-1, File No. 33-34562, filed March
30, 1992.
4.6 IRA Endorsement, MLNY009. Incorporated by reference to Exhibit
4(d)(2) to Post-Effective Amendment No. 1
to the Registrant's registration statement
on Form S-1, File No. 33-60288, filed
March 31, 1994.
10.1 General Agency Agreement between Royal Incorporated by reference to Exhibit 10(a)
Tandem Life Insurance Company and to Pre-Effective Amendment No. 1 to the
Registrant's
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Merrill Lynch Life Agency Inc. registration statement on Form S-1, File
No. 33-34562, filed October 16, 1990.
10.2 Investment Management Agreement by and Incorporated by reference to Exhibit 10(b)
between Royal Tandem Life Insurance to Pre-Effective Amendment No. 1 to the
Company and Equitable Capital Management Registrant's registration statement on
Corporation. Form S-1, File No. 33-34562, filed October
16, 1990.
10.3 Shareholders' Agreement by and among The Incorporated by reference to Exhibit 10(c)
Equitable Life Assurance Society of the to Pre-Effective Amendment No. 1 to the
United States and Merrill Lynch & Co., Registrant's registration statement on
Inc. and Tandem Financial Group, Inc. Form S-1, File No. 33-34562, filed October
16, 1990.
10.4 Service Agreement by and between Royal Incorporated by reference to Exhibit 10(d)
Tandem Life Insurance Company and Tandem to Pre-Effective Amendment No. 1 to the
Financial Group, Inc. Registrant's registration statement on
Form S-1, File No. 33-34562, filed October
16, 1990.
10.5 Service Agreement by and between Tandem Incorporated by reference to Exhibit 10(e)
Financial Group, Inc. and Merrill Lynch & to Pre-Effective Amendment No. 1 to the
Co., Inc. Registrant's registration statement on
Form S-1, File No. 33-34562, filed October
16, 1990.
10.6 Form of Investment Management Agreement by Incorporated by reference to Exhibit 10(f)
and between Royal Tandem Life Insurance to Post-Effective Amendment No. 1 to the
Company and Merrill Lynch Asset Registrant's registration statement on
Management, Inc. Form S-1, File No. 33-34562, filed March
7, 1991.
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10.7 Assumption Reinsurance Agreement between Incorporated by reference to Exhibit 10(g)
Merrill Lynch Life Insurance Company, to Post-Effective Amendment No. 3 to the
Tandem Insurance Group, Inc. and Royal Registrant's registration statement on
Tandem Life Insurance Company and Family Form S-1, File No. 33-34562, filed March
Life Insurance Company. 30, 1992.
10.8 Indemnity Agreement between ML Life Incorporated by reference to Exhibit 10(h)
Insurance Company of New York and Merrill to Post-Effective Amendment No. 3 to the
Lynch Life Agency, Inc. Registrant's registration statement on
Form S-1, File No. 33-34562, filed March
30, 1992.
10.9 Amended General Agency Agreement between Incorporated by reference to Exhibit 10(i)
ML Life Insurance Company of New York and to Post-Effective Amendment No. 3 to the
Merrill Lynch Life Agency, Inc. Registrant's registration statement on
Form S-1, File No. 33-34562, filed March
30, 1992.
10.10 Amended Management Agreement between ML Incorporated by reference to Exhibit 10(j)
Life Insurance Company of New York and to the Registrant's registration statement
Merrill Lynch Asset Management, Inc. on Form S-1, File No. 33-60288, filed
March 30, 1993.
25.1 Power of attorney of Frederick J.C. Incorporated by reference to Exhibit 25(a)
Butler. to Post-Effective Amendment No. 1 to the
Registrant's registration statement on
Form S-1, File No. 33-60288, filed March
31, 1994.
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25.2 Power of attorney of Michael P. Cogswell. Incorporated by reference to Exhibit 25(b)
to Post-Effective Amendment No. 1 to the
Registrant's registration statement on
Form S-1, File No. 33-60288, filed March
31, 1994.
25.3 Power of attorney of Sandra K. Cox. Incorporated by reference to Exhibit 25(c)
to Post-Effective Amendment No. 1 to the
Registrant's registration statement on
Form S-1, File No. 33-60288, filed March
31, 1994.
25.4 Power of attorney of Joseph E. Crowne. Incorporated by reference to Exhibit 25(d)
to Post-Effective Amendment No. 1 to the
Registrant's registration statement on
Form S-1, File No. 33-60288, filed March
31, 1994.
25.5 Power of attorney of David M. Dunford. Incorporated by reference to Exhibit 25(e)
to Post-Effective Amendment No. 1 to the
Registrant's registration statement on
Form S-1, File No. 33-60288, filed March
31, 1994.
25.6 Power of attorney of John C.R. Hele. Incorporated by reference to Exhibit 25(f)
to Post-Effective Amendment No. 1 to the
Registrant's registration statement on
Form S-1, File No. 33-60288, filed March
31, 1994.
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25.7 Power of attorney of Robert L. Israeloff. Incorporated by reference to Exhibit 25(g)
to Post-Effective Amendment No. 1 to the
Registrant's registration statement on
Form S-1, File No. 33-60288, filed March
31, 1994.
25.8 Power of attorney of Allen N. Jones. Incorporated by reference to Exhibit 25(h)
to Post-Effective Amendment No. 1 to the
Registrant's registration statement on
Form S-1, File No. 33-60288, filed March
31, 1994.
25.9 Power of attorney of Cynthia L. Kahn. Incorporated by reference to Exhibit 25(i)
to Post-Effective Amendment No. 1 to the
Registrant's registration statement on
Form S-1, File No. 33-60288, filed March
31, 1994.
25.10 Power of attorney of Robert A. King. Incorporated by reference to Exhibit 25(j)
to Post-Effective Amendment No. 1 the
Registrant's registration statement on
Form S-1, File No. 33-60288, filed March
31, 1994.
25.11 Power of attorney of Irving M. Pollack. Incorporated by reference to Exhibit 25(k)
to Post-Effective Amendment No. 1 to the
Registrant's registration statement on
Form S-1, File No. 33-60288, filed March
31, 1994.
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25.12 Power of attorney of Barry G. Skolnick. Incorporated by reference to Exhibit 25(l)
to Post-Effective Amendment No. 1 to the
Registrant's registration statement on
Form S-1, File No. 33-60288, filed March
31, 1994.
25.13 Power of attorney of William A. Wilde. Incorporated by reference to Exhibit 25(m)
to Post-Effective Amendment No. 1 to the
Registrant's registration statement on
Form S-1, File No. 33-60288, filed March
31, 1994.
25.14 Power of Attorney of Anthony J. Vespa. Incorporated by reference to Exhibit 25(n)
to Post-Effective Amendment No. 1 to the
Registrant's registration statement on
Form S-1, File No. 33-60288, filed March
31, 1994.
28.1 Preliminary prospectus contained in Post-
Effective Amendment No. 1 to the
Registrant's registration statement, filed
March 31, 1994, pursuant to the Securities
Act of 1933, File No. 33-60288.
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