Back to GetFilings.com






UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 10-Q

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 the reduced disclosure format.


ý

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2004

OR

o

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number: 333-100029


ALLSTATE LIFE INSURANCE COMPANY
OF
NEW YORK
(Exact name of registrant as specified in its charter)

New York   36-2608394
(State of Incorporation)   (I.R.S. Employer Identification No.)

100 Motor Parkway, Suite 132
Hauppauge, New York

 

11788
(Address of principal executive offices)   (Zip Code)

Registrant's telephone number, including area code: 631-357-8920


        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  ý        No  o

        Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).

Yes  o        No  ý

        As of July 31, 2004 the Registrant had 100,000 common shares, $25 par value, outstanding, all of which are held by Allstate Life Insurance Company.




ALLSTATE LIFE INSURANCE COMPANY OF NEW YORK
INDEX TO QUARTERLY REPORT ON FORM 10-Q
June 30, 2004

 
 
   
PART I. FINANCIAL INFORMATION    

Item 1.

Financial Statements

 

 

 

Condensed Statements of Operations for the Three-Month and Six-Month Periods Ended June 30, 2004 and 2003 (unaudited)

 

3

 

Condensed Statements of Financial Position as of June 30, 2004 (unaudited) and December 31, 2003

 

4

 

Condensed Statements of Cash Flows for the Six-Month Periods Ended June 30, 2004 and 2003 (unaudited)

 

5

 

Notes to Condensed Financial Statements (unaudited)

 

6

 

Report of Independent Registered Public Accounting Firm

 

14

Item 2.

Management's Discussion and Analysis of Financial Condition and Results of Operations

 

15

Item 4.

Controls and Procedures

 

27

PART II.

OTHER INFORMATION

 

 

Item 1.

Legal Proceedings

 

27

Item 6.

Exhibits and Reports on Form 8-K

 

27

2



PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

ALLSTATE LIFE INSURANCE COMPANY OF NEW YORK
CONDENSED STATEMENTS OF OPERATIONS

 
  Three Months Ended
June 30,

  Six Months Ended
June 30,

 
(in thousands)
  2004
  2003
  2004
  2003
 
 
  (unaudited)

 
Revenues                          
  Premiums   $ 19,969   $ 13,934   $ 36,620   $ 30,262  
  Contract charges     14,576     13,682     28,688     26,673  
  Net investment income     72,676     65,356     143,071     128,654  
  Realized capital gains and losses     (2,886 )   208     (3,539 )   (4,483 )
   
 
 
 
 
      104,335     93,180     204,840     181,106  
   
 
 
 
 
Costs and expenses                          
  Contract benefits     44,916     43,046     87,840     81,434  
  Interest credited to contractholder funds     30,535     27,277     58,186     51,792  
  Amortization of deferred policy acquisition costs     8,817     9,453     8,708     16,122  
  Operating costs and expenses     10,300     5,610     20,258     15,336  
   
 
 
 
 
      94,568     85,386     174,992     164,684  
   
 
 
 
 
Gain on disposition of operations             1,058      

Income from operations before income tax expense and cumulative effect of change in accounting principle, after-tax

 

 

9,767

 

 

7,794

 

 

30,906

 

 

16,422

 

Income tax expense

 

 

3,592

 

 

2,706

 

 

11,094

 

 

5,667

 
   
 
 
 
 
Income before cumulative effect of change in accounting principle, after-tax     6,175     5,088     19,812     10,755  

Cumulative effect of change in accounting principle, after-tax

 

 


 

 


 

 

(7,586

)

 


 
   
 
 
 
 
Net income   $ 6,175   $ 5,088   $ 12,226   $ 10,755  
   
 
 
 
 

See notes to condensed financial statements.

3


ALLSTATE LIFE INSURANCE COMPANY OF NEW YORK
CONDENSED STATEMENTS OF FINANCIAL POSITION

(in thousands, except par value data)
  June 30,
2004

  December 31,
2003

 
  (unaudited)

   
Assets            
Investments            
  Fixed income securities, at fair value (amortized cost $4,365,670 and $3,935,447)   $ 4,694,455   $ 4,415,327
  Mortgage loans     403,725     385,643
  Short-term     76,104     22,756
  Policy loans     34,336     34,107
  Other     7,285    
   
 
    Total investments     5,215,905     4,857,833

Cash

 

 

14,148

 

 

10,731
Deferred policy acquisition costs     243,019     187,437
Accrued investment income     51,291     47,818
Reinsurance recoverables     5,228     4,584
Current income taxes receivable     8,624     8,170
Other assets     51,580     15,004
Separate Accounts     710,363     665,875
   
 
      Total assets   $ 6,300,158   $ 5,797,452
   
 
Liabilities            
Reserve for life-contingent contract benefits   $ 1,659,453   $ 1,683,771
Contractholder funds     3,084,086     2,658,325
Deferred income taxes     64,924     81,657
Other liabilities and accrued expenses     259,257     168,081
Payable to affiliates, net     6,839     5,061
Reinsurance payable to parent     1,082     1,108
Separate Accounts     710,363     665,875
   
 
      Total liabilities     5,786,004     5,263,878
   
 
Commitments and Contingent Liabilities (Note 4)            
Shareholder's equity            
Common stock, $25 par value, 100 thousand shares authorized and outstanding     2,500     2,500
Additional capital paid-in     55,787     55,787
Retained income     348,789     336,563
Accumulated other comprehensive income:            
  Unrealized net capital gains and losses and net gains and losses on derivative financial instruments     107,078     138,724
   
 
      Total accumulated other comprehensive income     107,078     138,724
   
 
      Total shareholder's equity     514,154     533,574
   
 
      Total liabilities and shareholder's equity   $ 6,300,158   $ 5,797,452
   
 

See notes to condensed financial statements.

4


ALLSTATE LIFE INSURANCE COMPANY OF NEW YORK
CONDENSED STATEMENTS OF CASH FLOWS

 
  Six Months Ended
June 30,

 
(in thousands)
  2004
  2003
 
 
  (unaudited)

 
Cash flows from operating activities              
Net income   $ 12,226   $ 10,755  
Adjustments to reconcile net income to net cash provided by operating activities:              
  Amortization and other non-cash items     (24,511 )   (24,699 )
  Realized capital gains and losses     3,539     4,483  
  Gain on disposition of operations     (1,058 )    
  Cumulative effect of change in accounting principle     7,586      
  Interest credited to contractholder funds     58,186     51,792  
  Changes in:              
    Life-contingent contract benefits and contractholder funds     15,929     8,347  
    Deferred policy acquisition costs     (28,212 )   (15,679 )
    Income taxes payable     3,938     (4,151 )
    Other operating assets and liabilities     11,026     (4,215 )
   
 
 
      Net cash provided by operating activities     58,649     26,633  
   
 
 
Cash flows from investing activities              
Proceeds from sales of fixed income securities     233,910     97,988  
Investment collections              
    Fixed income securities     102,448     136,319  
    Mortgage loans     6,403     4,287  
Investment purchases              
    Fixed income securities     (763,912 )   (578,200 )
    Mortgage loans     (24,474 )   (44,596 )
Change in short-term investments, net     4,884     19,149  
Change in other investments, net     379     1,137  
   
 
 
      Net cash used in investing activities     (440,362 )   (363,916 )
   
 
 
Cash flows from financing activities              
Contractholder fund deposits     510,088     405,411  
Contractholder fund withdrawals     (124,958 )   (80,199 )
   
 
 
      Net cash provided by financing activities     385,130     325,212  
   
 
 

Net increase (decrease) in cash

 

 

3,417

 

 

(12,071

)
Cash at beginning of period     10,731     21,686  
   
 
 
Cash at end of period   $ 14,148   $ 9,615  
   
 
 

See notes to condensed financial statements.

5


ALLSTATE LIFE INSURANCE COMPANY OF NEW YORK
NOTES TO CONDENSED FINANCIAL STATEMENTS
(Unaudited)

1.     Basis of Presentation

        The accompanying condensed financial statements include the accounts of Allstate Life Insurance Company of New York (the "Company"), a wholly owned subsidiary of Allstate Life Insurance Company ("ALIC"), which is wholly-owned by Allstate Insurance Company ("AIC"), a wholly-owned subsidiary of The Allstate Corporation (the "Corporation").

        The condensed financial statements and notes as of June 30, 2004, and for the three-month and six-month periods ended June 30, 2004 and 2003 are unaudited. The condensed financial statements reflect all adjustments (consisting only of normal recurring accruals) which are, in the opinion of management, necessary for the fair presentation of the financial position, results of operations and cash flows for the interim periods. These condensed financial statements and notes should be read in conjunction with the financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2003. The results of operations for the interim periods should not be considered indicative of results to be expected for the full year.

        To conform to the 2004 and year-end 2003 presentations, certain amounts in the prior year's condensed financial statements have been reclassified.

Adopted accounting standard

Statement of Position 03-1, "Accounting and Reporting by Insurance Enterprises for Certain Nontraditional Long-Duration
    Contracts and for Separate Accounts" ("SOP 03-1")

        On January 1, 2004, the Company adopted SOP 03-1. The major provisions of the SOP affecting the Company require:

Establishment of reserves primarily related to death benefit and income benefit guarantees provided under variable annuity contracts;

Deferral of sales inducements that meet certain criteria, and amortization using the same method used for deferred policy acquisition costs ("DAC").

        The cumulative effect of the change in accounting principle from implementing SOP 03-1 was a loss of $7.6 million, after-tax ($11.7 million, pre-tax). It was comprised of an increase in contractholder funds and benefits reserves (primarily for variable annuity contracts) of $942 thousand, pre-tax, and a reduction in DAC and deferred sales inducements ("DSI") of $10.7 million, pre-tax.

        The SOP requires consideration of a range of potential results to estimate the cost of variable annuity death benefits and income benefits, which generally necessitates the use of stochastic modeling techniques. To maintain consistency with the assumptions used in the establishment of reserves for variable annuity guarantees, the Company utilized the results of this stochastic modeling to estimate expected gross profits, which form the basis for determining the amortization of DAC and DSI. This new modeling approach resulted in a lower estimate of expected gross profits, and therefore resulted in a write-down of DAC and DSI.

        In 2004, DSI and related amortization is classified within the Condensed Statements of Financial Position and Operations as other assets and interest credited to contractholder funds, respectively. The amounts are provided below.

        The Company offers various guarantees to variable contractholders including a return of no less than (a) total deposits made on the contract less any customer withdrawals, (b) total deposits made on the contract less any customer withdrawals plus a minimum return or (c) the highest contract value on a specified anniversary date minus any customer withdrawals following the contract anniversary. These guarantees include benefits that are payable in the event of death (death benefits), upon annuitization (income benefits), or at specified dates during the accumulation period (accumulation benefits). The Company hedges accumulation benefits for all contracts issued.

6


        The table below presents information regarding the Company's variable contracts with guarantees. The Company's variable annuity contracts may offer more than one type of guarantee in each contract; therefore, the sum of amounts listed exceeds the total account balances of variable annuity contracts' separate accounts with guarantees.

($ in millions)
  June 30, 2004
In the event of death      
  Account value   $ 709
  Net amount at risk(1)   $ 107
  Average attained age of contractholders     63 years
At annuitization      
  Account value   $ 37
  Net amount at risk(2)   $
  Weighted average waiting period until annuitization options available     9 years
Accumulation at specified dates      
  Account value   $ 12
  Net amount at risk(3)   $
  Weighted average waiting period until guarantee date     11 years
(1)
Defined as the current guaranteed minimum death benefit in excess of the current account balance at the balance sheet date.

(2)
Defined as the present value of the minimum guaranteed annuity payments determined in accordance with the terms of the contract in excess of the current account balance.

(3)
Defined as the present value of the guaranteed minimum accumulation balance in excess of the current account balance.

        Account balances of variable contracts' separate accounts with guarantees were invested as follows:

(in millions)
  June 30, 2004
Equity securities (including mutual funds)   $ 679
Cash and cash equivalents     30
   
Total variable contracts' separate account assets with guarantees   $ 709
   

        The following summarizes the liabilities for guarantees:

(in thousands)
  Liability for
guarantees
related to
death benefits

  Liability for
guarantees
related to
income benefits

  Total
 
Balance, January 1, 2004   $ 868   $ 74   $ 942  
Incurred guaranteed benefits     910     3     913  
Paid guarantee benefits     (969 )       (969 )
   
 
 
 
Balance, June 30, 2004(1)   $ 809   $ 77   $ 886  
   
 
 
 
(1)
Included in the total reserve balance are reserves for variable annuity death benefits of $809 thousand, variable annuity income benefits of $14 thousand and other guarantees of $63 thousand.

        The liability for death and income benefit guarantees is established equal to a benefit ratio multiplied by the cumulative contract charges earned, plus accrued interest less contract benefit payments. The benefit ratio is calculated as the estimated present value of all expected contract benefits divided by the present value of all expected contract charges. For guarantees in the event of death, benefits represent the current guaranteed minimum death payments in excess of the current account balance. For guarantees at annuitization, benefits represent the present value of the minimum guaranteed annuity benefits in excess of the current account balance.

7


        Projected benefits and contract charges used in determining the liability for guarantees are developed using models and stochastic scenarios that are also used in the development of estimated expected gross profits. Underlying assumptions for the liability related to income benefits include assumed future annuitization elections based on factors such as the extent of benefit to the potential annuitant, eligibility conditions and the annuitant's attained age.

        The liability for guarantees will be re-evaluated periodically, and adjustments will be made to the liability balance through a charge or credit to contract benefits.

        Costs related to sales inducements offered on sales to new customers, principally on investment contracts and primarily in the form of additional credits to the customer's account value or enhancements to interest credited for a specified period, which are beyond amounts currently being credited to existing contracts, are deferred and recorded as other assets. All other sales inducements are expensed as incurred and included in interest credited to contractholder funds on the Condensed Statements of Operations. DSI is amortized to income using the same methodology and assumptions as DAC, and included in interest credited to contractholder funds. DSI is periodically reviewed for recoverability and written down when necessary.

        DSI activity for the six months ended June 30, 2004 was as follows:

(in thousands)
   
 
Balance, January 1, 2004   $ 2,369  
Sales inducements deferred     867  
Amortization charged to income     (384 )
Effects of unrealized gains and losses     465  
   
 
Balance, June 30, 2004   $ 3,317  
   
 

Pending accounting standard

Emerging Issues Task Force Topic No. 03-1, "The Meaning of Other-Than-Temporary Impairment and Its Application to
    Certain Investments" ("EITF No. 03-1")

        In March 2004, the Emerging Issues Task Force ("EITF") reached a final consensus on EITF No. 03-1, which is effective for fiscal periods beginning after June 15, 2004. EITF No. 03-1 requires that when the fair value of an investment security is less than its carrying value an impairment exists for which a determination must be made as to whether the impairment is other-than-temporary. An impairment loss should be recognized equal to the difference between the investment's carrying value and its fair value when an impairment is other-than-temporary. Subsequent to an other-than temporary impairment loss, a debt security should be accounted for in accordance with Statement of Position No. 03-3, "Accounting for Loans and Certain Debt Securities Acquired in a Transfer", which allows the accretion of the discount between the carrying value and expected value of a security if the amount and timing of the recognition of that difference in cash is reasonably estimable. EITF 03-1 also indicates that although not presumptive a pattern of selling investments prior to the forecasted recovery may call into question an investor's intent to hold the security until it recovers in value.

        The EITF 03-1 impairment model applies to all investment securities accounted for under Statement of Financial Accounting Standard ("SFAS") No. 115, "Accounting for Certain Investments in Debt and Equity Securities" and to investment securities accounted for under the cost method to the extent an impairment indicator exists or the reporting entity has estimated the fair value of the investment security in connection with SFAS No. 107, "Disclosures about Fair Value of Financial Instruments".

        The final consensus on EITF 03-1 included additional disclosure requirements incremental to those adopted by the Company effective December 31, 2003 that are effective for fiscal years ending after June 15, 2004.

        The Company is currently evaluating the impact of EITF 03-1 on its process for determining other-than-temporary impairment for the affected securities. More specifically, the Company is analyzing whether subsequent to adoption its portfolio management practices for certain securities classified as

8


available-for-sale pursuant to SFAS No. 115 could be interpreted as a pattern of selling thereby affecting its designated intent to hold such investments for the period necessary to allow for the forecasted recovery of fair value pursuant to the requirements of EITF 03-1. As a result of this analysis, the Company may potentially reclassify to realized capital gains and losses the unrealized net capital gains and losses associated with certain securities classified as available-for-sale.

        Adoption of this standard may:

        Adoption of this standard is not expected to have a material impact on shareholder's equity since fluctuations in fair value are already recorded in accumulated other comprehensive income.

2.     Other Investments

        In 2004, the Company entered into interest rate cap agreements, financial futures contracts and foreign currency swap agreements that are used to reduce exposure to rising or falling interest rates relative to certain annuity contracts or to change the interest rate characteristics of existing assets or liabilities. All are used for asset-liability management.

        In exchange for a premium, interest rate cap agreements provide the holder with the right to receive at a future date, the amount, if any, by which a specified market interest rate exceeds the fixed cap rate applied to a notional amount. Hedge accounting is not applied to these derivative contracts. The fair values of the instruments are reported as other investments and the related gains and losses from the changes in fair value and the accrued periodic settlements are recognized in realized capital gains and losses.

        Financial futures contracts are commitments to purchase or sell designated financial instruments at a future date for a specified price or yield. Hedge accounting is not applied to these derivative contracts. The fair values of the instruments are reported as other investments and the related gains and losses from the changes in fair value, some of which are recognized through daily cash settlements, are classified consistent with the risks being economically hedged and are reported as realized capital gains and losses or contract benefits.

        Under cash flow hedge accounting, the Company designates its foreign currency swap agreements as cash flow hedges when the hedging instrument is highly effective in offsetting the exposure of variations in cash flows for the hedged risk that could affect net income. The Company's cash flow exposure is associated with an existing asset. The fair value of the instruments is reported as other liabilities and accrued expenses and the changes in fair value of the instruments are reported in accumulated other comprehensive income on the Condensed Statements of Financial Position. Amounts are reclassified to net investment income or realized capital gains and losses as the hedge transaction affects net income. Accrued periodic settlements on instruments used in cash flow hedges are reported in net investment income.

 
  June 30, 2004
(in thousands)
  Notional
amount

  Fair value
  Realized
capital
gain (loss)

Interest rate cap agreements   $ 129,200   $ 7,198   $ 1,755
Financial futures contracts     26,500     248     600
Foreign currency swap agreements     7,500     (240 )  

9


3.     Reinsurance

        The effects of reinsurance on premiums and contract charges are as follows:

 
  Three Months Ended
June 30,

  Six Months Ended
June 30,

 
(in thousands)
  2004
  2003
  2004
  2003
 
Premiums and contract charges                          
Direct   $ 38,677   $ 29,565   $ 73,167   $ 60,540  
Assumed—non-affiliate     117     64     302     107  
Ceded                          
  Affiliate     (1,086 )   (1,142 )   (2,183 )   (2,290 )
  Non-affiliate     (3,163 )   (871 )   (5,978 )   (1,422 )
   
 
 
 
 
    Premiums and contract charges, net of reinsurance   $ 34,545   $ 27,616   $ 65,308   $ 56,935  
   
 
 
 
 

        The effects of reinsurance on contract benefits are as follows:

 
  Three Months Ended
June 30,

  Six Months Ended
June 30,

 
(in thousands)
  2004
  2003
  2004
  2003
 
Contract benefits                          
Direct   $ 46,370   $ 44,189   $ 90,728   $ 83,233  
Assumed—non-affiliate     45     28     78     35  
Ceded                          
  Affiliate     (1,034 )   (45 )   17     (113 )
  Non-affiliate     (465 )   (1,126 )   (2,983 )   (1,721 )
   
 
 
 
 
    Contract benefits, net of reinsurance   $ 44,916   $ 43,046   $ 87,840   $ 81,434  
   
 
 
 
 

4.     Guarantees and Contingent Liabilities

Guarantees

        In the normal course of business, the Company provides standard indemnifications to counterparties in contracts in connection with numerous transactions, including indemnifications for breaches of representations and warranties, taxes and certain other liabilities, such as third party lawsuits. The indemnification clauses are often standard contractual terms and were entered into in the normal course of business based on an assessment that the risk of loss would be remote. The terms of the indemnifications vary in duration and nature. In many cases, the maximum obligation is not explicitly stated and the contingencies triggering the obligation to indemnify have not occurred and are not expected to occur. Because the obligated amounts of the indemnifications are not explicitly stated in many cases, the maximum amount of the obligation under such indemnifications is not determinable. Historically, the Company has not made any material payments pursuant to these obligations.

        The aggregate liability balance related to all guarantees was not material as of June 30, 2004.

Regulation

        The Company is subject to changing social, economic and regulatory conditions. Recent state and federal regulatory initiatives and proceedings have included efforts to remove barriers preventing banks from engaging in the securities and insurance businesses, change tax laws affecting the taxation of insurance companies and the tax treatment of insurance products or competing non-insurance products that may impact the relative desirability of various personal investment products and otherwise expand overall regulation of insurance products and the insurance industry. The ultimate changes and eventual effects of these initiatives on the Company's business, if any, are uncertain.

10


        Regulatory bodies have contacted the parent of the Company and have requested information relating to variable insurance products, including such areas as market timing and late trading and sales practices. The Company believes that these inquiries are similar to those made to many financial services companies as part of an industry-wide investigation by various regulatory agencies into the practices, policies and procedures relating to variable insurance products sales and subaccount trading practices. The Company's parent has and will continue to respond to these information requests and investigations. The Company at the present time is not aware of any systemic problems with respect to such matters that may have a material adverse effect on the Company's financial position.

Legal Proceedings

Background

        The Company and certain of its affiliates are named as defendants in a number of lawsuits and other legal proceedings arising out of various aspects of its business. As background to the "Proceedings" described below, please note the following:

These matters raise difficult and complicated factual and legal issues and are subject to many uncertainties and complexities, including but not limited to, the underlying facts of each matter, novel legal issues, variations between jurisdictions in which matters are being litigated, differences in applicable laws and judicial interpretations, the length of time before many of these matters might be resolved by settlement or through litigation and, in some cases, the timing of their resolutions relative to other similar cases brought against other companies, the fact that some of these matters are putative class actions in which a class has not been certified and in which the purported class may not be clearly defined, the fact that some of these matters involve multi-state class actions in which the applicable law(s) for the claims at issue is in dispute and therefore unclear, and the current challenging legal environment faced by large corporations and insurance companies.

In these matters, plaintiffs seek a variety of remedies including equitable relief in the form of injunctive and other remedies and monetary relief in the form of contractual and extra-contractual damages. In some cases, the monetary damages sought include punitive damages or are not specified. Often more specific information beyond the type of relief sought is not available because plaintiffs have not requested more specific relief in their court pleadings. In our experience, monetary demands in plaintiffs' court pleadings bear little relation to the ultimate loss, if any, to the Company.

For the reasons specified above, it is not possible to make meaningful estimates of the amount or range of loss that could result from these matters at this time. The Company reviews these matters on an on-going basis and follows the provisions of SFAS No. 5, "Accounting for Contingencies", when making accrual and disclosure decisions. When assessing reasonably possible and probable outcomes, the Company bases its decisions on its assessment of the ultimate outcome following all appeals.

In the opinion of the Company's management, while some of these matters may be material to the Company's operating results for any particular period if an unfavorable outcome results, none will have a material adverse effect on the financial condition of the Company.

Proceedings

        Legal proceedings involving Allstate agencies and AIC may impact the Company, even when the Company is not directly involved, because the Company sells its products through a variety of distribution channels including Allstate agencies. Consequently, information about the more significant of these proceedings is provided below.

        AIC is defending various lawsuits involving worker classification issues. A putative nationwide class action filed by former employee agents includes a worker classification issue; these agents are challenging certain amendments to the Agents Pension Plan and are seeking to have exclusive agent independent contractors treated as employees for benefit purposes. AIC has been vigorously defending this and various other worker classification lawsuits. The outcome of these disputes is currently uncertain.

        AIC is also defending certain matters relating to its agency program reorganization announced in 1999. These matters include an investigation by the U.S. Department of Labor, a lawsuit filed in December 2001

11


by the U.S. Equal Employment Opportunity Commission ("EEOC") alleging retaliation under federal civil rights laws and a class action filed in August 2001 by former employee agents alleging retaliation and age discrimination under the Age Discrimination in Employment Act, breach of contract and ERISA violations.    In April 2004, the U.S. Department of Labor notified AIC that it has closed its investigation and contemplates no further action on this matter at this time. In March 2004, in the EEOC and class action lawsuits, the trial court issued a memorandum and order that, among other things, certified classes of agents, including a mandatory class of agents who had signed a release, for purposes of effecting the court's declaratory judgment that the release is voidable at the option of the release signer. The court also ordered that an agent who voids the release must return to AIC "any and all benefits received by the [agent] in exchange for signing the release." The court also "concluded that, on the undisputed facts of record, there is no basis for claims of age discrimination." The EEOC and plaintiffs have asked the court to clarify and/or reconsider its memorandum and order. The case otherwise remains pending. A putative nationwide class action has also been filed by former employee agents alleging various violations of ERISA. This matter was dismissed with prejudice in March 2004 by the trial court but may still be subject to further proceedings on appeal. In these matters, plaintiffs seek compensatory and punitive damages, and equitable relief. AIC has been vigorously defending these lawsuits and other matters related to its agency program reorganization. The outcome of these disputes is currently uncertain.

Other actions

        Various other legal and regulatory actions are currently pending that involve the Company and specific aspects of its conduct of business. Like other members of the insurance industry, the Company is the target of an increasing number of lawsuits, some of which involve claims for substantial and/or indeterminate amounts. This litigation is based on a variety of issues including insurance and claim settlement practices. The outcome of these disputes is currently unpredictable.    However, at this time, based on their present status, it is the opinion of management that the ultimate liability, if any, in one or more of these other actions in excess of amounts currently reserved is not expected to have a material effect on the results of operations, liquidity or financial position of the Company.

5.     Other Comprehensive Income

        The components of other comprehensive income on a pretax and after-tax basis are as follows:

 
  Three Months Ended June 30,
 
  2004
  2003
(in thousands)
  Pretax
  Tax
  After-tax
  Pretax
  Tax
  After-tax
Unrealized capital gains and losses                                    
Unrealized holding gains (losses) arising during the period   $ (87,752 ) $ 30,712   $ (57,040 ) $ 40,691   $ (14,244 ) $ 26,447
Less: reclassification adjustments     (2,427 )   848     (1,579 )   216     (76 )   140
   
 
 
 
 
 
Unrealized net capital gains (losses)     (85,325 )   29,864     (55,461 )   40,475     (14,168 )   26,307
Net gains (losses) on derivative financial instruments arising during the period                        
Less: reclassification adjustments     (204 )   71     (133 )          
   
 
 
 
 
 
Unrealized net gains (losses) on derivative financial instruments     204     (71 )   133            
   
 
 
 
 
 
Other comprehensive income (loss)   $ (85,121 ) $ 29,793     (55,328 ) $ 40,475   $ (14,168 )   26,307
   
 
       
 
     

Net income

 

 

 

 

 

 

 

 

6,175

 

 

 

 

 

 

 

 

5,088
               
             

Comprehensive income (loss)

 

 

 

 

 

 

 

$

(49,153

)

 

 

 

 

 

 

$

31,395
               
             

12


 
  Six Months Ended June 30,
 
 
  2004
  2003
 
(in thousands)
  Pretax
  Tax
  After-tax
  Pretax
  Tax
  After-tax
 
Unrealized capital gains and losses                                      
Unrealized holding gains (losses) arising during the period   $ (51,087 ) $ 17,881   $ (33,206 ) $ 45,806   $ (16,032 ) $ 29,774  
Less: reclassification adjustments     (2,160 )   756     (1,404 )   (4,610 )   1,614     (2,996 )
   
 
 
 
 
 
 
Unrealized net capital gains (losses)     (48,927 )   17,125     (31,802 )   50,416     (17,646 )   32,770  
Net gains (losses) on derivative financial instruments arising during the period                          
Less: reclassification adjustments     (240 )   84     (156 )            
   
 
 
 
 
 
 
Unrealized net gains (losses) on derivative financial instruments     240     (84 )   156              
   
 
 
 
 
 
 
Other comprehensive income (loss)   $ (48,687 ) $ 17,041     (31,646 ) $ 50,416   $ (17,646 )   32,770  
   
 
       
 
       

Net income

 

 

 

 

 

 

 

 

12,226

 

 

 

 

 

 

 

 

10,755

 
               
             
 

Comprehensive income (loss)

 

 

 

 

 

 

 

$

(19,420

)

 

 

 

 

 

 

$

43,525

 
               
             
 

13


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Shareholder of
Allstate Life Insurance Company of New York:

        We have reviewed the accompanying condensed statement of financial position of Allstate Life Insurance Company of New York (the "Company", an affiliate of The Allstate Corporation) as of June 30, 2004, and the related condensed statements of operations for the three-month and six-month periods ended June 30, 2004 and 2003, and the condensed statements of cash flows for the six-month periods ended June 30, 2004 and 2003. These interim financial statements are the responsibility of the Company's management.

        We conducted our reviews in accordance with standards of the Public Company Accounting Oversight Board (United States). A review of interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with standards of the Public Company Accounting Oversight Board (United States), the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

        Based on our reviews, we are not aware of any material modifications that should be made to such condensed interim financial statements for them to be in conformity with accounting principles generally accepted in the United States of America.

        We have previously audited, in accordance with auditing standards of the Public Company Accounting Oversight Board (United States), the statement of financial position of Allstate Life Insurance Company of New York as of December 31, 2003, and the related statements of operations and comprehensive income, shareholder's equity, and cash flows for the year then ended, not presented herein. In our report dated February 4, 2004, we expressed an unqualified opinion on those financial statements. In our opinion, the information set forth in the accompanying condensed statement of financial position as of December 31, 2003 is fairly stated, in all material respects, in relation to the statement of financial position from which it has been derived.

/s/ Deloitte & Touche LLP

Chicago, Illinois
August 10, 2004

14


Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS FOR THE THREE-MONTH AND SIX-MONTH PERIODS ENDED JUNE 30, 2004 AND 2003

OVERVIEW

        The following discussion highlights significant factors influencing the financial position and results of operations of Allstate Life Insurance Company of New York (referred to in this document as "we", "our", "us" or the "Company"). It should be read in conjunction with the condensed financial statements and notes thereto found under Part I. Item 1. contained herein, and with the discussion, analysis, financial statements and notes thereto in Part I. Item 1. and Part II. Item 7. and Item 8. of the Allstate Life Insurance Company of New York Annual Report on Form 10-K for 2003. We operate as a single segment entity, consistent with the way in which we use financial information to evaluate business performance and to determine the allocation of resources.

RESULTS OF OPERATIONS

        Premiums represent revenues generated from traditional life, immediate annuities with life contingencies and other insurance products that have significant mortality or morbidity risk.

        Contract charges are revenues generated from interest-sensitive life products, variable annuities, fixed annuities and other investment products for which deposits are classified as contractholder funds or separate accounts liabilities on the Condensed Statements of Financial Position. Contract charges are assessed against the contractholder account values for maintenance, administration, cost of insurance and surrender prior to the contractually specified dates. As a result, changes in contractholder funds and separate accounts liabilities are considered in the evaluation of growth and as indicators of future levels of revenues.

        The following table summarizes premiums and contract charges by product.

 
  Three Months Ended
June 30,

  Six Months Ended
June 30,

(in thousands)
  2004
  2003
  2004
  2003
Premiums                        
Traditional life   $ 5,746   $ 5,630   $ 11,201   $ 11,074
Immediate annuities with life contingencies     13,597     6,230     24,041     14,820
Other     626     2,074     1,378     4,368
   
 
 
 
Total premiums     19,969     13,934     36,620     30,262

Contract charges

 

 

 

 

 

 

 

 

 

 

 

 
Interest-sensitive life     9,982     9,957     19,410     19,446
Fixed annuities     1,495     1,390     3,032     2,601
Variable annuities     3,099     2,335     6,246     4,626
   
 
 
 
Total contract charges     14,576     13,682     28,688     26,673
   
 
 
 
Premiums and contract charges   $ 34,545   $ 27,616   $ 65,308   $ 56,935
   
 
 
 

15


        The following table summarizes premiums and contract charges by distribution channel.

 
  Three Months Ended
June 30,

  Six Months Ended
June 30,

(in thousands)
  2004
  2003
  2004
  2003
Premiums                        
Allstate agencies   $ 5,654   $ 5,545   $ 11,011   $ 10,909
Financial institutions and broker/dealers         34     107     34
Specialized brokers     13,597     6,230     23,934     14,820
Independent agents     786     380     1,485     623
Direct response     (68 )   1,745     83     3,876
   
 
 
 
Total Premiums     19,969     13,934     36,620     30,262

Contract charges

 

 

 

 

 

 

 

 

 

 

 

 
Allstate agencies     10,073     10,152     19,556     19,726
Financial institutions and broker/dealers     3,513     2,577     6,946     5,122
Specialized brokers     934     916     2,062     1,761
Independent agents     56     37     124     64
   
 
 
 
Total contract charges     14,576     13,682     28,688     26,673
   
 
 
 
Premiums and contract charges   $ 34,545   $ 27,616   $ 65,308   $ 56,935
   
 
 
 

        Total premiums increased 43.3% to $20.0 million in the second quarter of 2004 and 21.0% to $36.6 million in the first six months of 2004 compared to the same periods of 2003. The increases in both periods were the result of increased premiums on immediate annuities with life contingencies partially offset by decreased premiums resulting from the disposal of the majority of our direct response distribution business.

        Contract charges increased 6.5% to $14.6 million in the second quarter of 2004 and 7.6% to $28.7 million in the first six months of 2004 compared to the same periods of 2003. The increases in both periods were primarily attributable to higher contract charges on variable annuities as a result of average higher account values in the current periods from new business and investment returns.

        Contractholder funds represent interest-bearing liabilities arising from the sale of individual products, such as interest-sensitive life and fixed annuities. The balance of contractholder funds is equal to the cumulative deposits received and interest credited to the contractholder less cumulative contract maturities, benefits, surrenders, withdrawals and contract charges for mortality or administrative expenses.

16


        The following table shows the changes in contractholder funds.

 
  Three Months Ended
June 30,

  Six Months Ended
June 30,

 
(in thousands)
  2004
  2003
  2004
  2003
 
Contractholder funds, beginning balance   $ 2,814,594   $ 2,189,330   $ 2,658,325   $ 2,051,429  
Impact of adoption of SOP 03-1(1)             2,031      

Deposits:

 

 

 

 

 

 

 

 

 

 

 

 

 
Fixed annuities (immediate and deferred)     257,012     195,439     402,399     302,725  
Interest-sensitive life     26,210     13,803     51,032     27,782  
Variable annuity and life deposits allocated to fixed accounts     31,098     37,420     56,657     74,904  
   
 
 
 
 
Total deposits     314,320     246,662     510,088     405,411  

Interest credited

 

 

30,235

 

 

27,277

 

 

57,951

 

 

51,792

 

Benefits, withdrawals and other adjustments

 

 

 

 

 

 

 

 

 

 

 

 

 
Benefits and withdrawals     (56,205 )   (40,884 )   (104,193 )   (78,548 )
Contract charges     (10,446 )   (10,073 )   (20,328 )   (19,593 )
Net transfers to separate accounts     (9,927 )   (4,652 )   (21,394 )   (3,784 )
Other adjustments     1,515     (634 )   1,606     319  
   
 
 
 
 
Total benefits, withdrawals and other adjustments     (75,063 )   (56,243 )   (144,309 )   (101,606 )

Contractholder funds, ending balance

 

$

3,084,086

 

$

2,407,026

 

$

3,084,086

 

$

2,407,026

 
   
 
 
 
 
(1)
The increase in contractholder funds due to the adoption of AICPA Statement of Position 03-1, "Accounting and Reporting by Insurance Enterprises for Certain Traditional Long-Duration Contracts and for Separate Accounts" (SOP 03-1) primarily reflects the establishment of reserves for certain liabilities that are primarily related to death benefit and income benefit guarantees provided under variable annuity contracts and the reclassification of deferred sales inducements from contractholder funds to other assets.

        Contractholder funds deposits increased 27.4% in the second quarter and 25.8% in the first six months of 2004 compared to the same periods in 2003, and average contractholder funds, excluding the impact of adopting SOP 03-1, increased 28.3% in the second quarter and 28.8% in the first six months of 2004 compared to the same periods in 2003 due to significant increases in fixed annuity deposits. Fixed annuity deposits increased 31.5% and 32.9% in the second quarter and first six months of 2004, respectively, compared to the same periods in 2003. The increases were attributable to higher consumer demand resulting from increasing interest rates.

        Benefits and withdrawals increased 37.5% in the second quarter and 32.7% in the first six months of 2004 compared to the same periods in 2003. Benefits and withdrawals for the second quarter and first six months of 2004 represent an annualized withdrawal rate of 8.0% and 7.8%, respectively, based on the beginning of period contractholder funds balance compared to 7.5% and 7.7% for the second quarter and first six months of 2003, respectively. Surrenders and withdrawals have been comparable to our pricing assumptions.

        Separate accounts liabilities represent contractholders' claims to the related legally segregated separate accounts assets. Separate accounts liabilities primarily arise from the sale of variable annuity contracts and variable life insurance policies. The following table shows the changes in separate accounts liabilities.

17


 
  Three Months Ended
June 30,

  Six Months Ended
June 30,

 
(in thousands)
  2004
  2003
  2004
  2003
 
Separate accounts liabilities, beginning balance   $ 686,639   $ 515,422   $ 665,875   $ 537,204  

Variable annuity and life deposits

 

 

59,943

 

 

49,840

 

 

111,232

 

 

101,972

 
Variable annuity and life deposits allocated to fixed accounts     (31,098 )   (37,420 )   (56,657 )   (74,904 )
   
 
 
 
 
Net deposits     28,845     12,420     54,575     27,068  

Investment results

 

 

2,223

 

 

59,888

 

 

17,603

 

 

47,256

 
Contract charges     (2,466 )   (1,891 )   (4,852 )   (3,658 )
Net transfers from fixed accounts     9,927     4,652     21,394     3,784  
Surrenders and benefits     (14,805 )   (14,807 )   (44,232 )   (35,970 )
   
 
 
 
 
Separate accounts liabilities, ending balance   $ 710,363   $ 575,684   $ 710,363   $ 575,684  
   
 
 
 
 

        Separate accounts liabilities increased $23.7 million and $44.5 million during the second quarter and first six months of 2004, respectively, compared to $60.3 million and $38.5 million during the second quarter and first six months of 2003, respectively, as a result of net deposits, transfers from fixed accounts and positive investment results, partially offset by surrenders, benefits paid to contractholders and contract charges.    Variable annuity contractholders often allocate a significant portion of their initial variable annuity deposits into a fixed rate investment option. The level of this activity is reflected above in the deposits allocated to the fixed accounts, while all other transfer activity between the fixed and separate accounts investments options is reflected in net transfers from fixed accounts. The liability for the fixed portion of variable annuity contracts is reflected in contractholder funds.

        Net investment income increased 11.2% in both the second quarter and in the first six months of 2004 compared to the same periods in 2003, primarily due to the effect of higher portfolio balances partially offset by lower portfolio yields. Higher portfolio balances resulted from the investment of cash flows from operating and financing activities. Total investments as of June 30, 2004 increased 8.9% from June 30, 2003 due primarily to contractholder deposits, partially offset by a decline in unrealized capital gains on fixed income securities.

18


        Net income analysis is presented in the following table.

 
  Three Months Ended
June 30,

  Six Months Ended
June 30,

 
(in thousands)
  2004
  2003
  2004
  2003
 
Premiums   $ 19,969   $ 13,934   $ 36,620   $ 30,262  
Contract charges(1)     14,570     13,682     28,678     26,673  
Net investment income     72,676     65,356     143,071     128,654  
Periodic settlements and accruals on non-hedge derivative instruments     69         76      
Contract benefits     (44,916 )   (43,046 )   (87,840 )   (81,434 )
Interest credited to contractholder funds(2)     (30,152 )   (27,277 )   (57,802 )   (51,792 )
   
 
 
 
 
Gross margin     32,216     22,649     62,803     52,363  

Amortization of DAC and DSI

 

 

(8,401

)

 

(8,246

)

 

(6,852

)

 

(14,568

)
Operating costs and expenses     (10,300 )   (5,610 )   (20,258 )   (15,336 )
Income tax expense     (5,046 )   (3,069 )   (12,885 )   (7,871 )
Realized capital gains and losses, after-tax     (1,797 )   130     (2,231 )   (2,847 )
DAC and DSI amortization expense on realized capital gains and losses, after-tax     (454 )   (766 )   (1,406 )   (986 )
Reclassification of periodic settlements and accruals on non-hedge derivative instruments, after-tax     (43 )       (47 )    
Gain on disposition of operations, after-tax             688      
Cumulative effect of change in accounting principle, after-tax             (7,586 )    
   
 
 
 
 
Net income   $ 6,175   $ 5,088   $ 12,226   $ 10,755  
   
 
 
 
 
(1)
Beginning in 2004, amortization of deferred loads on interest-sensitive life products related to capital gains is excluded from contract charges for purposes of calculating gross margin. Amortization of deferred loads related to capital gains totaled $6 thousand and $10 thousand for the second quarter and the first six months of 2004.

(2)
Beginning in 2004, amortization of DSI is excluded from interest credited to contractholder funds for purposes of calculating gross margin. Amortization of DSI totaled $383 thousand in the second quarter of 2004 and $384 thousand for the first six months of 2004. The prior period has not been restated.

        Gross margin, a non-GAAP measure, represents premiums, contract charges and net investment income, less contract benefits and interest credited to contractholder funds. We use gross margin as a component of our evaluation of the profitability of our life insurance and financial product portfolio. Additionally, for many of our products, including fixed annuities, variable contracts, and interest-sensitive life insurance, the amortization of DAC and DSI is determined based on actual and expected gross margin. Gross margin is comprised of four components that are utilized to further analyze the business: investment margin, benefit margin, maintenance charges and surrender charges. We believe gross margin and its components are useful to investors because they allow for the evaluation of income components separately and in the aggregate when reviewing performance. Gross margin, investment margin and benefit margin should not be considered as a substitute for net income and do not reflect the overall profitability of the business. Net income is the GAAP measure that is most directly comparable to these margins. Gross margin is reconciled to GAAP net income in the table above. The components of gross margin are reconciled to the corresponding financial statement line items in the following table.

19


 
  Three Months Ended June 30,
 
 
  Investment
Margin

  Benefit Margin
  Maintenance
Charges

  Surrender
Charges

  Gross
Margin

 
(in thousands)
  2004
  2003
  2004
  2003
  2004
  2003
  2004
  2003
  2004
  2003
 
Premiums   $   $   $ 19,969   $ 13,934   $   $   $   $   $ 19,969   $ 13,934  
Contract charges(1)             7,463     7,338     6,022     5,170     1,085     1,174     14,570     13,682  
Net investment income     72,676     65,356                             72,676     65,356  
Periodic settlements and accruals on non-hedge derivative instruments(2)     69                                 69      
Contract benefits     (23,908 )   (22,053 )   (21,008 )   (20,993 )                   (44,916 )   (43,046 )
Interest credited to contractholder funds(3)     (30,152 )   (27,277 )                           (30,152 )   (27,277 )
   
 
 
 
 
 
 
 
 
 
 
    $ 18,685   $ 16,026   $ 6,424   $ 279   $ 6,022   $ 5,170   $ 1,085   $ 1,174   $ 32,216   $ 22,649  
   
 
 
 
 
 
 
 
 
 
 
 
  Six Months Ended June 30,
 
 
  Investment
Margin

  Benefit Margin
  Maintenance
Charges

  Surrender
Charges

  Gross
Margin

 
(in thousands)
  2004
  2003
  2004
  2003
  2004
  2003
  2004
  2003
  2004
  2003
 
Premiums   $   $   $ 36,620   $ 30,262   $   $   $       $ 36,620   $ 30,262  
Contract charges(1)             14,729     14,080     11,588     10,239     2,361     2,354     28,678     26,673  
Net investment income     143,071     128,654                             143,071     128,654  
Periodic settlements and accruals on non-hedge derivative instruments(2)     76                                 76      
Contract benefits     (48,581 )   (45,677 )   (39,259 )   (35,757 )                   (87,840 )   (81,434 )
Interest credited to contractholder funds(3)     (57,802 )   (51,792 )                           (57,802 )   (51,792 )
   
 
 
 
 
 
 
 
 
 
 
    $ 36,764   $ 31,185   $ 12,090   $ 8,585   $ 11,588   $ 10,239   $ 2,361   $ 2,354   $ 62,803   $ 52,363  
   
 
 
 
 
 
 
 
 
 
 
(1)
Beginning in 2004, amortization of deferred loads on interest-sensitive life products related to capital gains is excluded from contract charges for purposes of calculating gross margin. Amortization of deferred loads related to capital gains totaled $6 thousand and $10 thousand for the second quarter and the first six months of 2004.

(2)
Periodic settlements and accruals on non-hedge derivative instruments are reflected as a component of realized capital gains and losses on the Condensed Statements of Operations.

(3)
Beginning in 2004, amortization of DSI is excluded from interest credited to contractholder funds for purposes of calculating gross margin. Amortization of DSI totaled $383 thousand in the second quarter of 2004 and $384 thousand for the first six months of 2004. The prior period has not been restated.

20


        Gross margin increased 42.2% in the second quarter and 19.9% in the first six months of 2004 compared to the same periods of 2003 due to increased benefit margin, investment margin, and higher maintenance charges.

        Investment margin is a component of gross margin, both of which are non-GAAP measures. Investment margin represents the excess of net investment income over interest credited to contractholder funds and the implied interest on life-contingent immediate annuities included in reserve for life-contingent contract benefits. We use investment margin to evaluate profitability related to the difference between investment returns on assets supporting certain products and amounts credited to customers ("spread") during the fiscal period.

        Investment margin by product group is shown in the following table.

 
  Three Months Ended
June 30,

  Six Months Ended
June 30,

(in thousands)
  2004
  2003
  2004
  2003
Life insurance   $ 2,782   $ 2,226   $ 5,682   $ 4,714
Annuities     15,903     13,800     31,082     26,471
   
 
 
 
Total investment margin   $ 18,685   $ 16,026   $ 36,764   $ 31,185
   
 
 
 

        Investment margin increased 16.6% in the second quarter and 17.9% in the first six months of 2004 compared to the same periods of 2003 due to an increase in contractholder funds and improved yields on investments supporting capital, traditional life and other products. The increases in both periods were partially offset by a decline in the interest-sensitive life investment spread, as investment yield declines were not fully offset by crediting rate reductions.

        The following table summarizes the weighted average investment yield, interest crediting rates and investment spreads for the three months ended June 30.

 
  Weighted Average
Investment Yield

  Weighted Average
Interest Crediting Rate

  Weighted Average
Investment Spread

 
 
  2004
  2003
  2004
  2003
  2004
  2003
 
Interest-sensitive life   6.1 % 6.5 % 4.8 % 5.0 % 1.3 % 1.5 %
Fixed annuities—deferred   5.6   6.1   3.4   3.9   2.2   2.2  
Fixed annuities—immediate   7.6   7.8   6.8   6.9   0.8   0.9  
Investments supporting capital, traditional life and other products   5.9   4.8   n/a   n/a   n/a   n/a  

        The following table summarizes the weighted average investment yield, interest crediting rates and investment spreads for the six months ended June 30.

 
  Weighted Average
Investment Yield

  Weighted Average
Interest Crediting Rate

  Weighted Average
Investment Spread

 
 
  2004
  2003
  2004
  2003
  2004
  2003
 
Interest-sensitive life   6.2 % 6.7 % 4.8 % 5.0 % 1.4 % 1.7 %
Fixed annuities—deferred   5.6   6.2   3.4   4.0   2.2   2.2  
Fixed annuities—immediate   7.6   7.8   6.8   6.9   0.8   0.9  
Investments supporting capital, traditional life and other products   6.0   4.7   n/a   n/a   n/a   n/a  

21


        The following table summarizes the liabilities for these contracts and policies.

 
  June 30,
(in thousands)
  2004
  2003
Interest-sensitive life   $ 342,433   $ 284,778
Fixed annuities—deferred     2,228,769     1,651,308
Fixed annuities—immediate     1,913,051     1,808,396
   
 
      4,484,253     3,744,482

FAS 115/133 market value adjustment

 

 

154,940

 

 

250,610
Life-contingent contracts and other     104,346     99,415
   
 
Total contractholder funds and reserve for life-contingent contract benefits   $ 4,743,539   $ 4,094,507
   
 

        Benefit margin is a component of gross margin, both of which are non-GAAP measures. Benefit margin represents premiums and cost of insurance contract charges less contract benefits. Benefit margin excludes the implied interest on life-contingent immediate annuities, which is included in the calculation of investment margin, and mortality charges on variable annuities, which are included as a component of maintenance charges. We use benefit margin to evaluate underwriting performance, as it reflects the profitability of our products with respect to mortality or morbidity risk during a fiscal period.

        Benefit margin by product group is shown in the following table.

 
  Three Months Ended
June 30,

  Six Months Ended
June 30,

 
(in thousands)
  2004
  2003
  2004
  2003
 
Life insurance   $ 7,851   $ 1,743   $ 15,069   $ 10,154  
Annuities     (1,427 )   (1,464 )   (2,979 )   (1,569 )
   
 
 
 
 
Total benefit margin   $ 6,424   $ 279   $ 12,090   $ 8,585  
   
 
 
 
 

        Benefit margin increased $6.1 million in the second quarter of 2004 compared to the same period in 2003 due to strengthening of reserves for certain traditional life insurance policies in the second quarter of 2003. For the first six months of 2004, the benefit margin increased $3.5 million or 40.8% from the first six months of 2003 due to the disposal of the majority of our direct response distribution business and fewer deaths on our life-contingent immediate annuities as well as the effects of reserve strengthening in the second quarter of 2003.

        As required by SOP 03-1, as of January 1, 2004, a reserve was established for guaranteed minimum death benefits ("GMDBs") and guaranteed minimum income benefits ("GMIBs"), which in previous periods, in the case of GMDBs, were expensed as paid. Under the SOP, we anticipate that the benefit margin will be less volatile in the future, as contract benefit expense pertaining to GMDBs and GMIBs will be proportionate to the related revenue rather than cash payments made during the period. Included in the benefit margin for the second quarter and first six months of 2004 is an addition to the reserve for guarantees of $0.5 million and $0.9 million, respectively. Included in the benefit margin for the second quarter and first six months of 2003 are GMDB payments of $0.8 million and $2.0 million, respectively. For further explanation of the impacts of the adoption of this accounting guidance, see Note 1 to the Condensed Financial Statements.

        Amortization of DAC and DSI increased 1.9% in the second quarter of 2004 compared to the same period of 2003 as higher gross margin on fixed annuities and variable products resulted in increased amortization, which was partially offset by the elimination of DAC amortization on the direct response distribution business that was sold in January of 2004. Amortization of DAC and DSI decreased 53.0% in the first six months of 2004 compared to the first six months of 2003 due to a deceleration of amortization (commonly called "DAC unlocking") on interest-sensitive life and fixed annuities of $10.2 million in the

22


first quarter of 2004 compared to an acceleration of amortization of $325 thousand in the same period of 2003.

        The adoption of SOP 03-1 required a new modeling approach for estimating expected future gross profits that are used when determining the amortization of DAC. Because of this new modeling approach, effective January 1, 2004, the variable annuity DAC and DSI assets were reduced by $10.7 million. This reduction was recognized as a cumulative effect of a change in accounting principle.

        Operating costs and expenses increased 83.6% in the second quarter and 32.1% for the first six months of 2004 compared to the same periods of 2003. The increase in total operating costs and expenses reflects higher non-deferrable sales expenses in the second quarter of 2004 and reinsurance expense credits in the second quarter of 2003. For the first six months of 2004 compared to 2003, higher trail commissions and employee expenses were partially offset by the disposal of the majority of our direct response distribution business.

INVESTMENTS

        An important component of our financial results is the return on our investment portfolio. The investment portfolio is managed based upon the business and its corresponding liability structure. The composition of the investment portfolio at June 30, 2004 is presented in the table below.

(in thousands)
  Carrying
value

  Percent
of total

 
Fixed income securities(1)   $ 4,694,455   90.0 %
Mortgage loans     403,725   7.7  
Short-term     76,104   1.5  
Policy loans     34,336   0.7  
Other     7,285   0.1  
   
 
 
  Total   $ 5,215,905   100.0 %
   
 
 
(1)
Fixed income securities are carried at fair value. Amortized cost basis for these securities was $4.37 billion.

        Total investments increased to $5.22 billion at June 30, 2004 from $4.86 billion at December 31, 2003 due to positive cash flows from operating and financing activities and increased funds associated with securities lending partially offset by decreased unrealized gains on fixed income securities.

        Total investments at amortized costs related to collateral associated with securities lending increased to $176.0 million at June 30, 2004 from $134.5 million at December 31, 2003.

        At June 30, 2004, 96.1% of the fixed income securities portfolio was rated investment grade, which is defined as a security having a rating from the National Association of Insurance Commissioners ("NAIC") of 1 or 2, a Moody's equivalent rating of Aaa, Aa, A or Baa; an S&P equivalent rating of AAA, AA, A or BBB; or a comparable internal rating when an external rating is not available.

        The unrealized net capital gains on fixed income securities at June 30, 2004 were $328.8 million, a decrease of $151.1 million or 31.5% since December 31, 2003. The net unrealized gain was comprised of $389.3 million of unrealized gains and $60.5 million of unrealized losses at June 30, 2004. This is compared to a net unrealized gain for the fixed income portfolio totaling $479.9 million at December 31, 2003, comprised of $498.8 million of unrealized gains and $18.9 million of unrealized losses. The total decrease in net unrealized gains for the fixed income portfolio was $151.1 million, of which $142.6 million or 94.4% was related to investment grade securities. The total increase in gross unrealized losses for the fixed income portfolio was $41.5 million, of which $35.7 million or 86.1% was related to investment grade securities.

        Of the gross unrealized losses in the fixed income portfolio at June 30, 2004, $51.9 million or 85.8% were related to investment grade securities and are believed to be a result of the interest rate environment. Of the remaining $8.6 million of losses in the fixed income portfolio, $6.5 million or 75.6% was

23


concentrated in the corporate fixed income portfolio and was primarily comprised of securities in the transportation, consumer goods and energy sectors. The gross unrealized losses in these sectors were primarily company specific and interest rate related. Approximately $4.4 million of the gross unrealized losses in the corporate fixed income portfolio were associated with the airline industry for which values were depressed due to company specific issues and economic issues related to fuel costs. We expect eventual recovery of these securities and the related sectors. Every security was included in our portfolio monitoring process.

        Our portfolio monitoring process identifies and evaluates fixed income securities whose carrying value may be other than temporarily impaired. The process includes a quarterly review of all securities using a screening process to identify those securities whose fair value compared to amortized cost for fixed income securities is below established thresholds for certain time periods, or which are identified through other monitoring criteria such as ratings downgrades or payment defaults.

        We also monitor the quality of our fixed income portfolio by categorizing certain investments as "problem", "restructured" or "potential problem." Problem fixed income securities are securities in default with respect to principal or interest and/or securities issued by companies that have gone into bankruptcy subsequent to our acquisition of the security. Restructured fixed income securities have rates and terms that are not consistent with market rates or terms prevailing at the time of the restructuring. Potential problem fixed income securities are current with respect to contractual principal and/or interest, but because of other facts and circumstances, we have serious concerns regarding the borrower's ability to pay future principal and interest, which causes us to believe these securities may be classified as problem or restructured in the future.

        The following table summarizes problem, restructured and potential problem fixed income securities.

 
  June 30, 2004
  December 31, 2003
 
(in thousands)
  Amortized
cost

  Fair
value

  Percent
of total
Fixed
Income
portfolio

  Amortized
cost

  Fair
value

  Percent
of total
Fixed
Income
portfolio

 
Problem   $ 12,948   $ 12,308   0.3 % $ 13,186   $ 12,533   0.3 %
Restructured     5,399     5,893   0.1     5,701     6,303   0.1  
Potential problem     15,709     14,698   0.3     17,899     17,843   0.4  
   
 
 
 
 
 
 
Total net carrying value   $ 34,056   $ 32,899   0.7 % $ 36,786   $ 36,679   0.8 %
   
 
 
 
 
 
 
Cumulative write-downs recognized   $ 5,061             $ 4,817            
   
           
           

        We have experienced a decrease in the amortized cost of fixed income securities categorized as problem, restructured and potential problem as of June 30, 2004 compared to December 31, 2003. The decrease was primarily related to the sale of holdings in these categories due to specific developments causing a change in our outlook and intent to hold those securities.

        We also evaluated each of these securities through our portfolio monitoring process and recorded write-downs when appropriate. We further concluded that any remaining unrealized losses on these securities were temporary in nature. While these balances may increase in the future, particularly if economic conditions are unfavorable, we expect that the total amount of securities in these categories will remain low relative to the total fixed income securities portfolio.

24


        Net Realized Capital Gains and Losses    The following table presents the components of realized capital gains and losses and the related tax effect.

 
  Three Months Ended
June 30,

  Six Months Ended
June 30,

 
(in thousands)
  2004
  2003
  2004
  2003
 
Investment write-downs   $ (245 ) $ (1,672 ) $ (884 ) $ (7,252 )
Dispositions     (5,866 )   1,527     (4,039 )   1,626  
Valuation of derivative instruments     2,563     (1,029 )   708     (1,023 )
Settlement of derivative instruments     662     1,382     676     2,166  
   
 
 
 
 
Realized capital gains and losses, pretax     (2,886 )   208     (3,539 )   (4,483 )
Income tax benefit (expense)     1,089     (78 )   1,308     1,636  
   
 
 
 
 
Realized capital gains and losses, after-tax   $ (1,797 ) $ 130   $ (2,231 ) $ (2,847 )
   
 
 
 
 

        Dispositions in the above table also include sales and other transactions such as calls and prepayments. We may sell securities during the period in which fair value has declined below amortized cost. Recognizing in certain situations new factors such as negative developments, subsequent credit deterioration, relative value opportunities, market liquidity concerns and portfolio reallocations, we can subsequently change our previous intent to continue holding a security.

        The losses on dispositions in the second quarter of 2004 were related to sales of securities that were sold in recognition of relative value opportunities. The proceeds from these sales were reinvested in higher yielding securities.

CAPITAL RESOURCES AND LIQUIDITY

        Capital Resources consist of shareholder's equity. The following table summarizes our capital resources.

(in thousands)
  June 30, 2004
  December 31, 2003
Common stock, retained earnings and other shareholder's equity items   $ 407,076   $ 394,850
Accumulated other comprehensive income     107,078     138,724
   
 
  Total shareholder's equity   $ 514,154   $ 533,574
   
 

        Shareholder's equity decreased in the first six months of 2004 when compared to December 31, 2003 due to decreased unrealized gains on fixed income securities partially offset by net income.

        Financial Ratings and Strength    Our ratings are influenced by many factors including our operating and financial performance, asset quality, liquidity, asset/liability management, overall portfolio mix, financial leverage (i.e., debt), exposure to risks and the current level of operating leverage. There have been no changes to our insurance financial strength ratings since December 31, 2003. However, in February 2004, A.M. Best revised the outlook to stable from positive for the insurance financial strength ratings of ALIC and certain rated ALIC subsidiaries and affiliates, including the Company.

Liquidity Sources and Uses

        Increased operating cash flows in the first six months of 2004 when compared to the first six months of 2003 primarily relate to increases in premiums and investment income. Cash flows used in investing activities increased in the first six months of 2004 as a result of the investment of higher financing cash flow and higher operating cash flows.

        Higher cash flow from financing activities during the first six months of 2004 when compared to the same period of 2003 reflects an increase in deposits received from contractholders, partially offset by

25


benefits and withdrawals from contractholders' accounts. For quantification of the changes in contractholder funds, see the Results of Operations section of the MD&A.

        We have entered into an inter-company loan agreement with The Allstate Corporation (the "Corporation"). The amount of inter-company loans available to us is at the discretion of the Corporation. The maximum amount of loans the Corporation will have outstanding to all its eligible subsidiaries at any given point in time is limited to $1.00 billion. We had no amounts outstanding under the inter-company loan agreement at June 30, 2004 or December 31, 2003. The Corporation uses commercial paper borrowings and bank lines of credit to fund intercompany borrowings.

FORWARD-LOOKING STATEMENTS

        This document contains "forward-looking statements" that anticipate results based on our estimates, assumptions and plans that are subject to uncertainty. These statements are made subject to the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995. We assume no obligation to update any forward-looking statements as a result of new information or future events or developments.

        These forward-looking statements do not relate strictly to historical or current facts and may be identified by their use of words like "plans," "seeks," "expects," "will," "should," "anticipates," "estimates," "intends," "believes," "likely," "targets" and other words with similar meanings. These statements may address, among other things, our strategy for growth, product development, regulatory approvals, market position, expenses, financial results, litigation and reserves. We believe that these statements are based on reasonable estimates, assumptions and plans. However, if the estimates, assumptions or plans underlying the forward-looking statements prove inaccurate or if other risks or uncertainties arise, actual results could differ materially from those communicated in these forward-looking statements. Factors which could cause actual results to differ materially from those suggested by such forward-looking statements are incorporated in this Part I, Item 2 by reference to the information set forth in our Annual Report on Form 10-K, Part II, Item 7, under the caption "Forward-Looking Statements and Risk Factors."

26


Item 4. Controls and Procedures

        With the participation of our principal executive officer and principal financial officer, we carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this report. Based upon this evaluation, the principal executive officer and the principal financial officer concluded that our disclosure controls and procedures are effective in timely alerting them to material information required to be included in our periodic reports filed with the Securities and Exchange Commission. However, the design of any system of controls and procedures is based in part upon assumptions about the likelihood of future events and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remote. Our disclosure controls and procedures are designed to provide reasonable assurance of achieving their objectives and are effective at the "reasonable assurance" level.

        During the fiscal quarter ended June 30, 2004, there have been no changes in our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

        Information required for this Part II, Item 1 is incorporated by reference to the discussion under the heading "Regulation" and under the heading "Legal proceedings" in Note 4 of the Company's Condensed Financial Statements in Part I, Item 1, of this Form 10-Q.

Item 6. Exhibits and Reports on Form 8-K

SIGNATURE

        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.


 

Allstate Life Insurance Company of New York
(Registrant)

August 10, 2004

By

/s/  
SAMUEL H. PILCH      
  Samuel H. Pilch
Group Vice President and Controller
(chief accounting officer and duly
authorized officer of the Registrant)

27


Exhibit No.
  Description
10.1   Amended and Restated Service and Expense Agreement among Allstate Insurance Company. The Allstate Corporation and Certain Affiliates, effective January 1, 2004. (As of August 9, 2004, some regulatory approvals and board approval are pending.) Incorporated herein by reference to Exhibit 10.1 to Allstate Life Insurance Company's Form 10-Q for the quarter ended June 30, 2004.

10.2

 

Automatic Annuity Reinsurance Agreement between Allstate Life Insurance Company of New York and Allstate Life Insurance Company, effective January 2, 2004.

15

 

Acknowledgement of awareness from Deloitte & Touche LLP dated August 10, 2004, concerning unaudited interim financial information.

31.1

 

Rule 15d-14(a) Certification of Principal Executive Officer

31.2

 

Rule 15d-14(a) Certification of Principal Financial Officer

32

 

Section 1350 Certifications

E-1