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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
-------
FORM 10-Q
(MARK ONE)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2004 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 033-37576
FORTIS BENEFITS INSURANCE COMPANY
(Exact name of registrant as specified in its charter)
MINNESOTA 81-0170040
(State or Other Jurisdiction (I.R.S. Employer
of Incorporation or Organization) Identification No.)
576 BIELENBERG DRIVE
WOODBURY, MINNESOTA 55125
(Address of Principal Executive Offices) (Zip Code)
(651) 361-4000
(Registrant's Telephone Number, Including Area Code)
Indicate by check mark whether the registrant: (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes [X] No [ ]
Indicate by check mark whether the registrant is an accelerated
filer (as defined in Exchange Act Rule 12b-2).
Yes [ ] No [X]
The number of shares of the registrant's Common Stock
outstanding at April 30, 2004 was 1,000,000, all of which are owned by Assurant,
Inc.
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 WITH
REDUCED DISCLOSURE FORMAT.
FORTIS BENEFITS INSURANCE COMPANY
QUARTERLY REPORT ON FORM 10-Q
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2004
TABLE OF CONTENTS
ITEM PAGE
NUMBER NUMBER
PART I
FINANCIAL INFORMATION
1. FINANCIAL STATEMENTS ................................................................... 2
Unaudited interim consolidated balance sheets of Fortis Benefits Insurance Company
at March 31, 2004 and December 31, 2003 2
Unaudited interim consolidated statements of operations of Fortis Benefits Insurance
Company for the three months ended March 31, 2004 and 2003 4
Unaudited interim consolidated statements of changes in stockholder's equity of Fortis
Benefits Insurance Company for the three months ended March 31, 2004 5
Unaudited interim consolidated statement of cash flows of Fortis Benefits Insurance
Company for the three months ended March 31, 2004 and 2003 6
Notes to the unaudited consolidated financial statements of Fortis Benefits Insurance
Company 7
2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS ............................................................................. 9
3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK * ........................... 11
4. CONTROLS AND PROCEDURES ................................................................ 11
PART II
OTHER INFORMATION
1. LEGAL PROCEEDINGS ...................................................................... 12
2. CHANGES IN SECURITIES, USE OF PROCEEDS AND ISSUER PURCHASES OF EQUITY SECURITIES * ..... 12
3. DEFAULTS UPON SENIOR SECURITIES * ...................................................... 12
4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS * .................................. 12
5. OTHER INFORMATION ...................................................................... 12
6. EXHIBITS AND REPORTS ON FORM 8-K ....................................................... 12
SIGNATURES ................................................................................... 14
* NOT REQUIRED UNDER REDUCED DISCLOSURE PURSUANT TO GENERAL INSTRUCTION H(1) (A)
AND (B) OF FORM 10Q
1
FORTIS BENEFITS INSURANCE COMPANY
CONSOLIDATED BALANCE SHEETS
AT MARCH 31, 2004 (UNAUDITED) AND DECEMBER 31, 2003
- --------------------------------------------------------------------------------
MARCH 31, DECEMBER 31,
2004 2003
---------- ------------
(IN THOUSANDS)
ASSETS
Investments:
Fixed maturities available for sale, at fair value (amortized
cost - $ 3,211,724 in 2004 and $ 3,227,043 in 2003) $3,506,938 3,452,299
Equity securities available for sale, at fair value
(cost - $219,660 in 2004 and $199,287 in 2003) 230,883 208,149
Commercial mortgage loans on real estate at amortized cost 678,527 634,615
Policy loans 10,686 10,678
Short-term investments 121,116 71,057
Other investments 58,237 51,831
---------- ----------
Total investments 4,606,387 4,428,629
Cash and cash equivalents 40,921 29,176
Premiums and accounts receivable 69,209 77,094
Reinsurance recoverables 1,219,508 1,210,299
Accrued investment income 54,582 49,756
Deferred acquisition costs 110,641 92,117
Property and equipment, at cost less accumulated depreciation 2,291 2,566
Deferred income taxes, net 24,401 54,249
Goodwill 156,915 156,985
Value of business acquired 44,035 45,710
Other assets 40,443 41,710
Assets held in separate accounts 3,510,489 3,516,070
---------- ----------
Total assets $9,879,822 $9,704,361
========== ==========
2
See the accompanying notes to the consolidated financial statements
FORTIS BENEFITS INSURANCE COMPANY
CONSOLIDATED BALANCE SHEETS
AT MARCH 31, 2004 (UNAUDITED) AND DECEMBER 31, 2003
- --------------------------------------------------------------------------------
MARCH 31, DECEMBER 31,
2004 2003
---------- ------------
(IN THOUSANDS EXCEPT NUMBER
OF SHARES)
LIABILITIES
Future policy benefits and expenses $2,878,386 $2,869,324
Unearned premiums 56,451 50,002
Claims and benefits payable 1,852,880 1,810,847
Commissions payable 16,809 15,918
Reinsurance balances payable 7,573 5,138
Funds held under reinsurance 102 100
Deferred gain on disposal of businesses 238,623 249,481
Due to affiliates 5,824 3,478
Accounts payable and other liabilities 190,118 141,309
Tax payable 32,411 22,112
Liabilities related to separate accounts 3,510,489 3,516,070
---------- ----------
Total liabilities 8,789,666 8,683,779
STOCKHOLDER'S EQUITY
Common stock, $5 par value, 1,000,000 shares authorized,
issued and outstanding 5,000 5,000
Additional paid-in capital 516,570 516,570
Retained earnings 365,323 342,610
Accumulated other comprehensive income 203,263 156,402
---------- ----------
Total stockholder's equity 1,090,156 1,020,582
---------- ----------
Total liabilities and stockholder's equity $9,879,822 $9,704,361
========== ==========
3
See the accompanying notes to the consolidated financial statements
FORTIS BENEFITS INSURANCE COMPANY
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
THREE MONTHS ENDED MARCH 31, 2004 AND 2003
- --------------------------------------------------------------------------------
THREE MONTHS ENDED MARCH 31,
---------------------------
2004 2003
-------- ---------
(IN THOUSANDS)
REVENUES
Net earned premiums and other considerations $438,558 $ 431,048
Net investment income 67,096 62,099
Net realized gain (loss) on investments 3,592 (4,557)
Amortization of deferred gain on disposal of businesses 10,858 14,971
Fees and other income 3,890 3,271
-------- ---------
Total revenues 523,994 506,832
BENEFITS, LOSSES AND EXPENSES
Policyholder benefits 355,278 343,378
Amortization of deferred acquisition costs and
value of business acquired 14,950 13,266
Underwriting, general and administrative expenses 119,015 122,126
-------- ---------
Total benefits, losses and expenses 489,243 478,770
-------- ---------
Income before income taxes 34,751 28,062
Income taxes 12,038 9,762
-------- ---------
Net income $ 22,713 $ 18,300
======== =========
4
See the accompanying notes to the consolidated financial statements
FORTIS BENEFITS INSURANCE COMPANY
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDER'S EQUITY
FROM DECEMBER 31, 2003 THROUGH MARCH 31, 2004 (UNAUDITED)
- --------------------------------------------------------------------------------
ACCUMULATED
ADDITIONAL OTHER
COMMON PAID-IN RETAINED COMPREHENSIVE
STOCK CAPITAL EARNINGS INCOME (LOSS) TOTAL
------------ ------------ ------------ -------------- ------------
(IN THOUSANDS)
Balance, December 31, 2003 $ 5,000 $ 516,570 $ 342,610 $ 156,402 $ 1,020,582
Comprehensive income:
Net income -- -- 22,713 -- 22,713
Net change in unrealized gains
on securities -- -- -- 47,152 47,152
Foreign currency translation -- -- -- (291) (291)
------------
Total comprehensive income 69,574
------------ ------------ ------------ ------------ ------------
Balance, March 31, 2004 $ 5,000 $ 516,570 $ 365,323 $ 203,263 $ 1,090,156
============ ============ ============ ============ ============
5
See the accompanying notes to the consolidated financial statements
FORTIS BENEFITS INSURANCE COMPANY
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
THREE MONTHS ENDED MARCH 31, 2004 AND 2003
- --------------------------------------------------------------------------------
THREE MONTHS ENDED MARCH 31,
---------------------------
2004 2003
--------- ---------
(IN THOUSANDS)
OPERATING ACTIVITIES
Net cash provided by operating activities 116,403 62,126
INVESTING ACTIVITIES
Sales of:
Fixed maturities available for sale 244,024 201,199
Equity securities available for sale 10,995 6,660
Property and equipment -- 106
Other invested assets 2,292 2,769
Maturities, prepayments, and scheduled redemption of:
Fixed maturities available for sale -- --
Purchases of:
Fixed maturities available for sale (228,066) (370,950)
Equity securities available for sale (30,957) (66,147)
Other invested assets (8,716) (2,236)
Change in commercial mortgage loans on real estate (44,171) (4,605)
Change in short-term investments (50,059) 136,506
--------- ---------
Net cash (used in) investing activities (104,658) (96,698)
Change in cash and cash equivalents 11,745 (34,572)
Cash and cash equivalents at beginning of period 29,176 49,575
--------- ---------
Cash and cash equivalents at end of period $ 40,921 $ 15,003
========= =========
6
See the accompanying notes to the consolidated financial statements
FORTIS BENEFITS INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
THREE MONTHS ENDED MARCH 31, 2004 AND 2003 (UNAUDITED)
- --------------------------------------------------------------------------------
1. NATURE OF OPERATIONS
Fortis Benefits Insurance Company (the "Company") is a provider of
life and health insurance products. At January 1, 2004, the Company was an
indirect wholly owned subsidiary of Assurant, Inc. (formerly Fortis, Inc), which
itself was an indirect, wholly owned subsidiary of Fortis N.V. of the
Netherlands and Fortis SA/NV of Belgium (collectively, "Fortis") through their
affiliates, including their wholly owned subsidiary, Fortis Insurance N.V.
On February 5, 2004, Fortis sold approximately 65% of its ownership
interest in Assurant, Inc. via an Initial Public Offering ("IPO"). In connection
with the IPO, Fortis, Inc. was merged into Assurant, Inc., a Delaware
corporation, which was formed solely for the purpose of the redomestication of
Fortis, Inc. After the merger, Assurant, Inc. became the successor to the
business, operations and obligations of Fortis, Inc. Assurant, Inc. is traded on
the New York Stock Exchange under the symbol AIZ.
The Company is incorporated in Minnesota and distributes its products
in all states except New York. The Company's revenues are derived principally
from group employee benefits products and from individual pre-funded funeral
products. The Company offers insurance products, including life insurance
policies, annuity contracts, and group life, accident and health insurance
policies.
2. BASIS OF PRESENTATION
The accompanying unaudited interim consolidated financial statements
have been prepared in accordance with generally accepted accounting principles
in the United States of America ("GAAP") for interim financial information.
Accordingly, these statements do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements.
In the opinion of management, all adjustments (consisting of normal
recurring accruals) considered necessary for a fair presentation have been
included. Certain prior period amounts have been reclassified to conform to the
2004 presentation.
Dollar amounts are presented in U.S. dollars and all amounts are in
thousands except for number of shares and per share amounts.
The consolidated financial statements include the accounts of the
Company and all of its wholly owned subsidiaries. All significant inter-company
transactions and balances are eliminated in consolidation.
Operating results for the three months ended March 31, 2004 are not
necessarily indicative of the results that may be expected for the year ending
December 31, 2004. The accompanying interim consolidated financial statements
should be read in conjunction with the audited consolidated financial statements
and related notes on form 10K for the year ended December 31, 2003.
3. RECENT ACCOUNTING PRONOUNCEMENTS
On July 7, 2003, the Accounting Standards Executive Committee (AcSEC)
of the American Institute of Certified Public Accountants (AICPA) issued
Statement of Position 03-1, Accounting and Reporting by Insurance Enterprises
for Certain Nontraditional Long Duration Contracts and for Separate Accounts
7
FORTIS BENEFITS INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
THREE MONTHS ENDED MARCH 31, 2004 AND 2003 (UNAUDITED)
- --------------------------------------------------------------------------------
("SOP 03-1"). SOP 03-1 provides guidance on a number of topics unique to
insurance enterprises, including separate account presentation, interest in
separate accounts, gains and losses on the transfer of assets from the general
account to a separate account, liability valuation, returns based on a
contractually referenced pool of assets or index, accounting for contracts that
contain death or other insurance benefit features, accounting for reinsurance
and other similar contracts, accounting for annuitization benefits and sales
inducements to contract holders. SOP 03-1 will be effective for the Company's
financial statements on January 1, 2004. The adoption of this statement did not
have a material impact on the Company's financial position or the results of
operations.
4. RETIREMENT AND OTHER EMPLOYEE BENEFITS
The Company is an indirect wholly-owned subsidiary of Assurant, Inc.,
which sponsors a defined benefit pension plan covering employees and certain
agents who meet eligibility requirements as to age and length of service.
Pension cost allocated to the Company amounted to approximately $1,751 and
$1,482 for March 31, 2004 and 2003, respectively.
The Company participates in a contributory profit sharing plan,
sponsored by Assurant, Inc. covering employees and certain agents who meet
eligibility requirements as to age and length of service. The amount expensed
was approximately $1,548 and $1,764 for March 31, 2004 and 2003, respectively.
In addition to retirement benefits, the Company participates in other
health care and life insurance benefit plans (postretirement benefits) for
retired employees, sponsored by Assurant, Inc. There were no net postretirement
benefit costs allocated to the Company for the three months ended March 31, 2004
and 2003. The Company made contributions to the postretirement benefit plans of
approximately $410 and $403 for March 31, 2004 and 2003, respectively, as claims
were incurred. For the three months ended March 31, 2004 and 2003, the Company
incurred expenses related to retirement benefits of $461 and $474, respectively.
5. INCOME TAXES
The effective tax rate for the three months ended March 31, 2004 was
34.6% as compared to 34.8% for the three months ended March 31, 2003.
6. SUBSEQUENT EVENTS
There are no subsequent events to report.
7. COMMITMENTS AND CONTINGENCIES
The Company is regularly involved in litigation in the ordinary course
of business, both as a defendant and as a plaintiff. The Company may from time
to time be subject to a variety of legal and regulatory actions relating to the
Company's current and past business operations. While the Company cannot predict
the outcome of any pending or future litigation, examination or investigation,
the Company does not believe that any pending matter will have a material
adverse effect on the Company's financial condition or results of operations.
8
PART I
FINANCIAL INFORMATION
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.
Management's Discussion and Analysis of Financial Condition and
Results of Operations (MD&A) addresses the financial condition of Fortis
Benefits Insurance Company and its subsidiaries (collectively, FBIC or the
Company) as of March 31, 2004, compared with December 31, 2003, and its results
of operations for the three months ended March 31, 2004, compared with the
equivalent 2003 period. This discussion should be read in conjunction with
FBIC's MD&A and annual audited financial statements as of December 31, 2003
filed with the Company's Form 10-K for the year ended December 31, 2003 filed
with the U.S. Securities and Exchange Commission (hereafter referred to as the
Company's 2003 Form 10-K) and unaudited consolidated financial statements and
related notes included elsewhere in this Form 10-Q.
Some of the statements in this MD&A and elsewhere in this report may
contain forward-looking statements that reflect our current views with respect
to, among other things, future events and financial performance. You can
identify these forward-looking statements by the use of forward-looking words
such as "outlook," "believes," "expects," "potential," "continues," "may,"
"will," "should," "seeks," "approximately," "predicts," "intends," "plans,"
"estimates," "anticipates" or the negative version of those words or other
comparable words. Any forward-looking statements contained in this report are
based upon our historical performance and on current plans, estimates and
expectations. The inclusion of this forward-looking information should not be
regarded as a representation by us or any other person that the future plans,
estimates or expectations contemplated by us will be achieved. Such
forward-looking statements are subject to various risks and uncertainties.
Accordingly, there are or will be important factors that could cause our actual
results to differ materially from those indicated in this report. If one or more
of these or other risks or uncertainties materialize, or if our underlying
assumptions prove to be incorrect, actual results may vary materially from what
we projected. Any forward-looking statements you read in this report reflect our
current views with respect to future events and are subject to these and other
risks, uncertainties and assumptions relating to our operations, results of
operations, financial condition, growth strategy and liquidity.
9
RESULTS OF OPERATIONS
CONSOLIDATED OVERVIEW
The table below presents information regarding our consolidated results of
operations:
FOR THE THREE MONTHS
ENDED
MARCH 31,
2004 2003
------ ------
(IN MILLIONS)
REVENUES:
Net earned premiums and other considerations $ 439 $ 431
Net investment income 67 62
Net realized gains (losses) on investments 4 (4)
Amortization of deferred gain on disposal of businesses 11 15
Fees and other income 3 3
------ ------
Total revenues 524 507
------ ------
BENEFITS, LOSSES AND EXPENSES:
Policyholder benefits (355) (343)
Selling, underwriting and general expenses(1) (134) (136)
------ ------
Total benefits, losses and expenses (489) (479)
------ ------
INCOME BEFORE INCOME TAXES 35 28
Income taxes (12) (10)
------ ------
NET INCOME $ 23 $ 18
====== ======
- ---------------
(1) Includes amortization of DAC and VOBA.
THREE MONTHS ENDED MARCH 31, 2004 COMPARED TO THREE MONTHS ENDED MARCH 31, 2003
Total Revenues
Total revenues increased by $17 million, or 3%, from $507 million
for the three months ended March 31, 2003, to $524 million for the three months
ended March 31, 2004.
Net earned premiums and other considerations increased by $8
million, or 2%, from $431 million for the three months ended March 31, 2003, to
$439 million for the three months ended March 31, 2004. The increase in net
earned premiums and other considerations is primarily due to increases of $8
million and $5 million in small group health insurance and disability premiums,
respectively, with offsetting decreases of $3 million, $1 million and $1 million
in dental, life and pre-funded funeral premiums, respectively. The increase in
small group health insurance business is primarily due to membership growth and
premium rate increases. The increase in disability premiums is primarily due to
the transition of a block of business from administrative fee only business to
fully insured business. The decrease in dental was primarily driven by slightly
lower sales.
Net investment income increased by $5 million, or 8%, from $62
million for the three months ended March 31, 2003, to $67 million for the three
months ended March 31, 2004. The increase was primarily due to an increase in
invested assets, offset by a decrease in investment yields driven by the lower
interest rate environment.
Net realized gains (losses) on investments improved by $8 million
from net realized losses of $4 million for the three months ended March 31,
2003, to net realized gains of $4 million for the three months ended March 31,
2004.
10
Amortization of deferred gain on disposal of businesses decreased by
$4 million, or 27%, from $15 million for the three months ended March 31, 2003,
to $11 million for the three months ended March 31, 2004. The decrease was
consistent with the run-off of the businesses ceded to The Hartford in 2001 and
John Hancock in 2000.
Total Benefits, Losses and Expenses
Total benefits, losses and expenses increased by $10 million, or 2%,
from $479 million for the three months ended March 31, 2003, to $489 million for
the three months ended March 31, 2004.
Policyholder benefits increased by $12 million, or 3%, from $343
million for the three months ended March 31, 2003, to $355 million for the three
months ended March 31, 2004. The increase was due to increases of $9 million, $3
million, $3 million and $2 million in small group health insurance, pre-funded
funeral, dental and disability benefits, respectively, with offsetting decreases
of $3 million in life and $2 million in consumer protection benefits. The
increase in small group health insurance and disability benefits is consistent
with the increases in the net earned premiums. The increase in pre-funded
funeral benefits is primarily due to the normal growth in the inforce block of
business. The increase in dental benefits is due to a slight deterioration in
experience compared to an unusually favorable year in 2003. The decrease in life
benefits is consistent with the decrease in earned premiums. The total
policyholder benefit to premium ratio increased slightly from 79.7% for the
three months ended March 31, 2003, to 80.9% for the three months ended March 31,
2004.
Selling, underwriting and general expenses decreased by $2 million,
or 1%, from $136 million for the three months ended March 31, 2003, to $134
million for the three months ended March 31, 2004. The decrease was primarily
due to the capitalization of additional types of deferred acquisition costs in
the first quarter of 2004 and non-recurring costs incurred in the first quarter
of 2003 within the dental, disability and life business.
Net Income
Net income increased by $5 million, or 28%, from $18 million for the
three months ended March 31, 2003, to $23 million for the three months ended
March 31, 2004.
Income taxes increased by $2 million, or 20%, from $10 million for
the three months ended March 31, 2003, to $12 million for the three months ended
March 31, 2004, which is consistent with the increase in pre-tax income.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
Not required under reduced disclosure format.
ITEM 4. CONTROLS AND PROCEDURES.
Under the supervision and with the participation of our Chief
Executive Officer and our Chief Financial Officer, we have evaluated the
effectiveness of our disclosure controls and procedures as of March 31, 2004.
Based on this evaluation, our Chief Executive Officer and our Chief Financial
Officer have concluded that our disclosure controls and procedures were
effective as of that date in providing a reasonable level of assurance that
information we are required to disclose in reports we file or furnish under the
Securities Exchange Act of 1934 is recorded, processed, summarized and reported
within the time periods in SEC rules and forms. Further, our disclosure controls
and procedures were effective in providing a reasonable level of assurance that
information required to be disclosed by us in such reports is accumulated and
communicated to our management, including our Chief Executive Officer and our
Chief Financial Officer, as appropriate to allow timely decisions regarding
required disclosure.
11
PART II
OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS.
NONE.
ITEM 2. CHANGES IN SECURITIES, USE OF PROCEEDS AND ISSUER PURCHASES OF EQUITY
SECURITIES.
Not required under reduced disclosure format.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
Not required under reduced disclosure format.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
Not required under reduced disclosure format.
ITEM 5. OTHER INFORMATION.
(a) None.
(b) Because all of the Company's outstanding common stock is
held indirectly by Assurant, Inc., the Company does not file
a Schedule 14A and has not adopted any procedures by which
security holders may recommend nominees to the registrant's
board of directors.
ITEM 6 EXHIBITS AND REPORTS ON FORM 8-K.
(A) EXHIBITS
The following exhibits either (a) are filed with this report or (b)
have previously been filed with the SEC and are incorporated herein by reference
to those prior filings. Exhibits are available upon request at the investor
relations section of our website at www.assurant.com
EXHIBIT
NUMBER EXHIBIT DESCRIPTION
3.1 Articles of Incorporation of Fortis Benefits Insurance Company
(incorporated by reference from the Registrant's Registration
Statement on Form S-6 and Variable Account C filed on March 17, 1986,
File No. 33-03919).
3.2 By-laws of Fortis Benefits Insurance Company (incorporated by
reference from the Registrant's Registration Statement on Form S-6 and
Variable Account C filed on March 17, 1986, File No. 33-03919).
3.3 Amendments to Articles of Incorporation and By-laws of Fortis Benefits
Insurance Company dated November 21, 1991 (incorporated by reference
from the Registrant's Post-Effective Amendment No. 1 to the
Registration Statement on Form N-4 and Variable Account D filed on
March 2, 1992, File No. 33-37577).
3.4 Amendment to By-laws of Fortis Benefits Insurance Company dated May 1,
1999 (incorporated by reference from Exhibit 3(d) to the Registrant's
Form 10-K filed on March 30, 2001, File No. 33-63799).
12
4.1 Form of Combination Fixed and Variable Group Annuity Contract
(incorporated by reference from Registrant's Post-Effective Amendment
No. 1 to the Registration Statement on Form N-4 and Variable Account D
filed on March 2, 1992, File No. 33-37577).
4.2 Form of Certificate to be used in connection with Form of Combination
Fixed and Variable Group Annuity Contract filed as Exhibit 4.1 to this
report (incorporated by reference from Registrant's Post-Effective
Amendment No. 1 to the Registration Statement on Form N-4 and Variable
Account D filed on March 2, 1992, File No. 33-37577).
4.3 Form of Application to be used in connection with Form of Certificate
filed as Exhibit 4.2 to this report (incorporated by reference from
Registrant's Post-Effective Amendment No. 1 to the Registration
Statement on Form N-4 and Variable Account D filed on March 2, 1992,
File No. 33-37577).
4.4 Form of IRA Endorsement (incorporated by reference from Registrant's
Post-Effective Amendment No. 1 to the Registration Statement on Form
N-4 and Variable Account D filed on March 2, 1992, File No. 33-37577).
4.5 Form of Section 403(b) Annuity Endorsement (incorporated by reference
from Registrant's Post-Effective Amendment No. 3 to the Registration
Statement on Form N-4 and Variable Account D filed on March 1, 1990,
File No. 33-19421).
4.6 Annuity Contract Exchange Form (incorporated by reference from
Registrant's Pre-Effective Amendment No. 1 to the Registration
Statement on Form N-4 and Variable Account D filed on April 19, 1988,
File No. 33-19421).
31.1 Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
31.2 Rule 13a-14(a)/15d-14(a) Certification of Principal Financial
Officer. 32.1 Certification of Chief Executive Officer of Fortis
Benefits Insurance Company pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2 Certification of Chief Financial Officer of Fortis Benefits Insurance
Company pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.
(B) REPORTS ON FORM 8-K
None.
13
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.
FORTIS BENEFITS INSURANCE COMPANY
Date: May 14, 2004 By: /s/ Robert Pollock
---------------------------------------
Name: Robert Pollock
Title: President and Chief Executive Officer
(Principal Executive Officer)
Date: May 14, 2004 By: /s/ Ranell Jacobson
---------------------------------------
Name: Ranell Jacobson
Title: Treasurer
14