Item 1. Business.
Aetna Real Estate Associates, L.P. (the "Registrant") is a limited partnership organized under the laws of the State of Delaware on September 11, 1986. The general partners of the Registrant (the "General Partners") are Aetna/AREA Corporation ("Aetna/AREA"), a Connecticut corporation that is an affiliate of Aetna Life and Casualty Company ("Aetna"), and AREA GP Corporation ("AREA GP"), a Delaware corporation that is an affiliate of Lehman Brothers Inc. ("Lehman").
From March 1986 through December 31, 1990, the Registrant offered up to $300,000,000 of units which represent the economic rights attributable to limited partnership interests in the Registrant ("Units") through an ongoing public offering (the "Primary Offering") and an additional $30,000,000 of Units pursuant to the Registrant's Distribution Reinvestment Plan (the "DRIP"). In addition, in conjunction with the Primary Offering, certain holders of Units (the "Selling Unitholders") offered up to $30,000,000 of Units (the "Remarketing Opportunity"). Since January 1, 1991, the Registrant has not offered Units for sale in the Primary Offering, the Remarketing Opportunity, or the DRIP. The Registrant received an aggregate of $265,521,423 of capital contributions from the sale of 12,724,547 Units. The Registrant does not anticipate raising additional capital through the sale of Units.
The Registrant is engaged in the business of investing in income-producing apartment complexes, office buildings, shopping centers and other commercial real estate offered by non-affiliated sellers ("Properties"). All investments in Properties that the Registrant has made are referred to herein collectively as "Investments in Properties". The Registrant acquired its interests in Investments in Properties either directly or through joint ventures or other partnerships that own Properties. The Registrant has acquired all of its interests in Properties entirely with cash.
As of December 31, 1995, the Registrant held 13 Investments in Properties at a total cost of approximately $239.9 million. (See Item 2

Item 2. Properties.
As of December 31, 1995, the Registrant held 13 Investments in Properties.
(in thousands) Historical Property Cost (1)
Cross Pointe Centre $ 22,261 Lincoln Square Apartments 13,458 Gateway Square 7,346 Summit Village 37,183 Village Square Shopping Center 8,109 Marina Bay Industrial Park 10,880 Town Center Business Park 41,865 Oakland Pointe Shopping Center 22,643 115 & 117 Flanders Road 12,267 Three Riverside Drive 10,122 Windmont Apartments 7,834 Powell Street Plaza 31,829 Westgate Distribution Center 14,146 Total $239,943
(1) Historical cost is before accumulated depreciation and may not equal cash invested because of certain adjustments based on the application of generally accepted accounting principles. For historical cost purposes, properties are recorded at the lower of cost net of impairment write-down or estimated fair value. At December 31, 1995, an impairment loss was recorded for approximately $4,408,000. (See Footnote 3 to the consolidated financial statements.)
The Registrant determines the current value of each of its Investments in Properties quarterly based on independent appraisals of the underlying real estate using generally accepted valuation techniques. These appraisals are used to determine Net Asset Value per Unit on a quarterly basis and to prepare the Registrant's current value financial statements.
Each appraisal is based on numerous assumptions, limiting conditions and valuation techniques utilized by the independent appraisers retained by the Registrant. Two of the many assumptions utilized by the appraisers are the terminal capitalization rate and the discount rate. The terminal capitalization rate is used to estimate the reversionary proceeds to be received from the assumed sale of an investment at the end of a typical holding period. The discount rate is used to determine the net present value of the estimated annual cash flows of an investment, including the residual proceeds, over the holding period. Terminal capitalization rates utilized in the appraisals of the Investments in Properties at December 31, 1995 ranged from 9.00% to 10.00%. Discount rates utilized in the appraisals of the Investments in Properties at December 31, 1995 ranged from 11.50% to 13.00%.
Current Properties A brief description of all Investments in Properties is set forth below. Neither the Registrant, if it owns a Property directly, nor any joint venture or partnership in which the Registrant has invested, have incurred any debt to acquire or maintain any of the Properties.
Cross Pointe Centre
The Registrant owns Cross Pointe Centre, a community shopping center with approximately 211,345 square feet of net rentable space, located on a 25.8-acre site in Centerville, Ohio. As of December 31, 1995, the shopping center was 90% leased and 85% occupied.
Lincoln Square Apartments
On November 14, 1986, the Registrant acquired a controlling general partnership interest in a limited partnership which owns the Lincoln Square Apartments, a 240-unit apartment project on a 12.7-acre site located in Arlington Heights, Illinois. Effective December 1, 1993 the Registrant acquired its partner's interest in Lincoln Square Apartments and now owns 100% of the property. As of December 31, 1995, the project was 97% leased and 95% occupied.
Gateway Square
The Registrant owns Gateway Square, a specialty retail center located in Hinsdale, Illinois. The center contains approximately 40,366 square feet of rentable space on a 3.7-acre site. As of December 31, 1995, the retail center was 98% leased and occupied.
Summit Village
The Registrant owns Summit Village, a 366-unit apartment complex built in two phases on a 6.2-acre site in the Rosslyn area of Arlington County, Virginia. Historical leasing and occupancy information with respect to Summit Village for the five most recent years is as follows:
Leased Occupied 12/31/91 94% 92% 12/31/92 99% 96% 12/31/93 96% 94% 12/31/94 99% 98% 12/31/95 99% 99%
The current leases generally have terms of seven or twelve months at monthly rental rates ranging from $945 to $1,349 per unit.
There are plans to construct a second phase to Meridian Courthouse, an indirect competitor, which is located less than one mile from Summit Village. The proposed midrise will include 316 additional apartment units. Construction has begun and completion is scheduled for the end of 1996. Rents will be the same as the existing tower at Meridian, which are significantly higher than Summit Village. Leasing is anticipated to begin in late spring 1996.
Marina Bay Industrial Park
The Registrant owns a controlling general partnership interest in a limited partnership that owns the Marina Bay Industrial Park, a 165,780 square foot industrial park located in Richmond, California on an 8.6-acre site. The Marina Bay Industrial Park is a four-building complex that includes a rehabilitated industrial distribution building (approximately 103,680 square feet) and three newer research/development/light industrial buildings (approximately 62,100 square feet). As of December 31, 1995, the complex was 98% leased and occupied.
Village Square Shopping Center
The Registrant owns Village Square Shopping Center, a community shopping center in Hazelwood, Missouri containing approximately 207,304 square feet of net rentable area on approximately 20 acres of land. As of December 31, 1995, the shopping center was 63% leased and 35% occupied.
A tenant with a lease totaling 22,282 square feet, included in the leased percentage above, vacated the property during 1992 but continues to pay rent until 1997 when the lease expires. Another tenant, who occupied approximately 36,000 square feet vacated its space during 1995. At this time, the General Partner is considering options for the future strategy of this property. Part of this strategy includes a change in the property management firm, effective in April 1996.
Town Center Business Park
The Registrant owns a controlling interest in a general partnership which owns and operates the Town Center Business Park, totaling approximately 456,700 square feet of net rentable area on approximately 28 acres in Santa Fe Springs, California. Town Center Business Park was developed in two phases. Phase I consists of a three-story office building and six industrial buildings totaling approximately 322,700 rentable square feet. Phase II, which opened in February 1990, consists of a two-story office/service building and two industrial buildings containing approximately 134,000 square feet.
During 1996, ten leases covering 10% of the space in Town Center Business Park are scheduled to expire. Contact has been made with all tenants and renewal discussions are currently underway with five of them. The Registrant anticipates that tenants holding leases for 6% of the space will renew their leases and 4% will vacate the property. Also the Registrant is currently negotiating a lease with a current tenant in the park to expand into approximately 1% of space in Town Center Business Park.
Town Center Business Park has no single tenant which occupies 10% or more of the rentable square footage. During 1997 and 1998, twelve and eight leases, respectively, are scheduled to expire covering 18% and 6%, respectively, of the space in Town Center Business Park.
Historical leasing and occupancy information with respect to Town Center Business Park for the five most recent years is as follows:
Leased Occupied 12/31/91 81% 71% 12/31/92 87% 66% 12/31/93 67% 62% 12/31/94 76% 74% 12/31/95 84% 72%
Average annualized rental rates for December 1995 were $10.87 per square foot as compared to $10.75 per square foot in December 1994 and $10.62 per square foot for December 1993.
Oakland Pointe Shopping Center
The Registrant owns a portion of the Oakland Pointe Shopping Center, a shopping center containing approximately 434,150 square feet located on 49.8 acres in Pontiac, Michigan. The portion owned by the Registrant (the "Oakland Project") contains approximately 213,350 square feet of rentable area on approximately 32.1 acres. As of December 31, 1995, the Oakland Project was approximately 89% leased and occupied.
During 1996, three leases covering 4% of the space in Oakland Pointe Shopping Center are scheduled to expire. Contact has been made with each of the tenants. One is expected to terminate, one has executed a renewal and final negotiations are underway with the last tenant. The Registrant is also negotiating a lease with one new tenant to occupy approximately 1% of the space in Oakland Pointe Shopping Center.
During 1997 and 1998 three and eleven leases, respectively, are scheduled to expire covering 9% and 33% of the space, respectively.
Oakland Pointe Shopping Center has two tenants which occupy 10% or more of the rentable square footage. A lease for 27,001 square feet expires in 1998 and provides annual base rent of $189,007 (10% of total base rent) in 1996. Another lease for 27,060 square feet expires in 2004 and provides annual base rent of $216,480 (11% of total base rent) in 1996.
Historical leasing and occupancy information with respect to Oakland Pointe Shopping Center for the five most recent years is as follows:
Leased Occupied 12/31/91 83% 81% 12/31/92 84% 84% 12/31/93 74% 74% 12/31/94 90% 90% 12/31/95 89% 88%
Average annualized rental rates for December 1995 were $13.45 per square foot.
115 and 117 Flanders Road
The Registrant owns 115 and 117 Flanders Road, two buildings containing approximately 115,175 square feet of net rentable area and located on approximately 26.6 acres in Westborough, Massachusetts. Each building has a two-story office/research and development section and a one-story office/warehouse section. As of December 31, 1995, 115 Flanders was 100% leased and occupied, while 117 Flanders was 30% leased and occupied. The low occupancy at 117 Flanders Road is attributable to the early termination of a lease for a major tenant occupying 70% of the property. As a result, a lease termination fee of approximately $115,000 was received in November 1995. The space is currently being marketed to potential replacement tenants however, no lease negotiations have commenced as of March 15, 1996.
Three Riverside Drive
The Registrant owns Three Riverside Drive, an office/research and development building containing approximately 91,350 square feet of rentable area located on approximately 8.8 acres in Andover, Massachusetts. As of December 31, 1995, the building was 79% leased and occupied. The change in occupancy from 95% as of December 31, 1994 to the current 79% is attributable to the early termination of a lease for a tenant. As a result, a lease termination fee of approximately $171,000 was received in September 1995. The space is currently being marketed to potential replacement tenants however, no lease negotiations have commenced as of March 15, 1996.
Windmont Apartments
The Registrant owns Windmont Apartments, a 178-unit apartment complex which is located on 6.8 acres in DeKalb County, Georgia. As of December 31, 1995, the complex was approximately 99% leased and 97% occupied.
Powell Street Plaza
The Registrant owns Powell Street Plaza, a shopping center with approximately 169,551 square feet of rentable space, located on approximately 12.9 acres in Emeryville, California.
Certain governmental agencies in California, led by the Alameda County Healthcare Services Agency, delivered a letter (the "Request Letter") to the Registrant on June 4, 1993 requiring that it remediate certain soil and ground water contamination by petroleum hydrocarbons existing on the Powell Street property. The contamination is the result of a use of the property prior to its acquisition by the Registrant in 1990. Pursuant to the agreement under which the Registrant acquired Powell Street Plaza, the Registrant has made a demand on the former owner from which it acquired the property (the "Former Owner") to remediate the contamination. The Former Owner has agreed to respond to the governmental agencies. The Former Owner prepared a site characterization and submitted a remediation plan to the Alameda County Healthcare Services Agency, which have been approved. The Registrant is monitoring the process and anticipates that all costs of complying with the Request Letter will be borne by the Former Owner. The Registrant has hired their own consultant to analyze the extent of the pollution and the most likely method to perform the cleanup. The consultant's analysis will be used as a benchmark for gauging future progress by the Former Owner.
In each of the years 1996 and 1997 there is one lease scheduled to expire covering 1.4% and .1%, respectively, of the space in Powell Street Plaza. Six leases expire in 1998 covering 13% of the space in Powell Street Plaza. Additionally, subsequent to December 31, 1995, one tenant, occupying 3.7% of the space, terminated its lease. Negotiations have commenced with potential replacement tenants for this space, including potential expansion by existing tenants.
Powell Street Plaza has two tenants with leases covering 10% or more of the rentable square footage of the property. The first lease, for 27,275 square feet, expires in 2009 and provides annual base rent of $358,666 (13% of total rent) in 1996. The lease contains two consecutive five-year options to renew. The second lease, for 25,025 square feet, expires in 2003 and provides annual base rent of $287,788 (11% of total rent) in 1996. The lease contains four consecutive five-year options to renew.
Historical leasing and occupancy information with respect to Powell Street Plaza for the five most recent years is as follows:
Leased Occupied 12/31/91 100% 95% 12/31/92 100% 100% 12/31/93 100% 86% 12/31/94 100% 100% 12/31/95 100% 100%
Average annualized rental rates for December 1995 were $15.67 per square foot as compared to $15.28 per square foot for December 1994 and $14.20 per square foot for December 1993.
The trade area gained a major new development at the East Bay Bridge site, a 450,000 square foot power center about one mile from Powell Street. The property opened with a Home Depot, Sportmart and Toys R Us. The only direct competition is with Powell Street Plaza's Copeland Sports.
On December 21, 1995 approximately 12,100 square feet of land at Powell Street Plaza was condemned, for purposes of road construction, by the State of California Department of Transportation. Net proceeds to the Registrant were approximately $271,000, after paydown of a portion of the City's special assessment. Loss on the sale included in the consolidated financial statements was approximately $23,000 for the year ended December 31, 1995.
Westgate Distribution Center
The Registrant owns Westgate Distribution Center, which consists of three warehouse/distribution buildings totaling approximately 430,300 rentable square feet on 20.6 acres in Corona, California. Westgate Distribution Center was developed in two phases. Phase One consists of two buildings containing approximately 226,200 rentable square feet. Phase Two consisted of two parcels, one containing a 98,000 square foot building constructed during 1994 and the other containing a 96,400 square foot building constructed in December 1992, and sold to its tenant in October 1994. The three remaining buildings were 100% leased and occupied as of December 31, 1995.
Properties Sold During 1995
On December 21, 1995 approximately 12,100 square feet of land at Powell Street Plaza was condemned, for the purpose of road construction, by the State of California Department of Transportation. Net proceeds to the Partnership were approximately $271,000, after paydown of a portion of the City's special assessment. Loss on the sale included in the consolidated financial statements was approximately $23,000 for the year ended December 31, 1995.
Item 3.

Item 3. Legal Proceedings.
Neither the Registrant nor any of the Registrant's Investments in Properties are subject to any material pending legal proceedings.
Item 4.

Item 4. Submission of Matters to a Vote of Security Holders.
During the fourth quarter of the fiscal year ended December 31, 1995, no matter was submitted to a vote of security holders, through the solicitation of proxies or otherwise.
PART II
Item 5.

Item 5. Market for Registrant's Common Equity and Related Stockholder Matters.
The Units represent the economic rights attributable to limited partnership interests in the Registrant. There is no established public trading market for the Units. The Registrant's Units are listed on certain matching services (the "Matching Programs") currently maintained by various broker-dealers. These Matching Programs are computerized listing systems that put individuals who wish to sell listed securities in contact with persons who wish to buy such securities. Neither the broker-dealers nor the General Partners are required to list the Registrant's Units on the Matching Program. There can be no assurance that any Units listed on the Matching Program will be sold.
As of March 1, 1996, the number of Unitholders was approximately 19,657.
The Revised Limited Partnership Agreement dated December 1, 1988 by and among Aetna/AREA Corporation, AREA GP Corporation and AREA Depositary Corporation (the "Partnership Agreement") provides for distributions of net cash from operations, if any, to be paid quarterly to Unitholders. Net cash from operations, according to the Partnership Agreement, is equal to net income, before depreciation, less any amounts set aside to increase or create reserves. In the last two years, quarterly cash distributions of $.18 per Unit have been paid to Unitholders. In addition the Registrant made special cash distributions of $.19 per Unit on December 29, 1994, of which $.16 represents a return of capital, from proceeds from the sale of the building at Westgate Distribution Center.
Item 6.

Item 6. Selected Financial Data.
The following selected financial data of the Registrant have been selected by the General Partners and derived from the consolidated financial statements for the indicated periods, which have been audited by Coopers & Lybrand L.L.P., independent certified public accountants, whose report thereon is included elsewhere herein. The information set forth below should be read in conjunction with the Registrant's consolidated financial statements and notes thereto and "Management's Discussion and Analysis of Financial Condition and Results of Operations" also included elsewhere herein.
(Dollars in thousands, except per Unit data) Years Ended December 31,
1995 1994 1993 1992 1991
Revenue . . . . . . . . . $ 28,438 $ 26,454 $ 26,389 $ 29,507 $ 30,948 Operating Income before impairment of investment in real estate . . . . . . . 5,002 4,144 4,492 4,457 4,258 Impairment of investment in real estate . . . . . . 4,408 -- -- -- -- Operating Income . . . 594 4,144 4,492 4,457 4,258 Gain (Loss) on Sale of Property . . . . . . . . . (23) 355 2,358 4,111 -- Cash and Cash Equivalents . . . . . 8,971 9,373 13,234 13,299 9,258 Total Assets (Historical Cost Basis) . . . . . . 209,334 217,854 225,248 244,264 254,299 Total Assets (Current Value Basis) . . . . . 199,709 195,916 190,237 214,807 255,452 Rental Income . . . . . 27,455 25,831 25,782 28,681 30,174 Interest Income . . . . 367 301 339 372 336 Earnings per Weighted Average Unit . . . . .04 .35 .54 .67 .33 Cash Distributions per Unit . . . . . . . . . . . . .72 .91 1.92 1.31 .50 Net Asset Value per Unit . . . . . . . . . . . . 15.24 14.96 14.50 16.32 19.39
Item 7.

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations.
Liquidity and Capital Resources
On December 21, 1995 approximately 12,100 square feet of land at Powell Street Plaza was condemned, for purposes of road construction, by the State of California Department of Transportation. Net proceeds to the Partnership were approximately $271,000, after paydown of a portion of the City's special assessment.
The Registrant has current Reserves of $4.5 million, including approximately $3.8 million retained from cash generated from operations in 1995 and $.3 million from the proceeds for the land condemned at Powell Street Plaza. During the year ended December 31, 1995, the Partnership expended approximately $4.5 million for capital improvements. At December 31, 1995, the Registrant had approximately $.9 million of outstanding commitments for capital improvements and approximately $4.8 million of projected capital improvements (collectively "Capital Costs") related to existing Investments in Properties. The projected capital improvements consist primarily of estimated tenant improvements and leasing commissions for speculative leasing activity at certain properties, which, based on activity in the marketplace, may or may not materialize. The Registrant expects to fund Capital Costs throughout 1996 from existing Reserves and the retention of a portion of cash generated from operations. The General Partners will continue to review the Reserves quarterly to determine whether cash distributions should be adjusted.
If sufficient capital is not available at the time of a funding of Capital Costs, the General Partners will review such Capital Costs and take such steps as they consider appropriate, including decreasing future cash distributions from operations, negotiating a delay or other restructuring of the capital funding requirements related to an Investment in Properties or borrowing money, as provided in the Partnership Agreement, on a short-term basis to pay Capital Costs.
Results of Operations
1995 versus 1994 Operating income for the year ended December 31, 1995 decreased approximately $3,550,000 from 1994 resulting primarily from an impairment loss of approximately $4,408,000 reflected in the 1995 Statement of Income. Revenue increased approximately $1,984,000 from 1994, resulting primarily from an increase in rental revenue at the majority of the properties. The most significant increases in rental revenue occurred at Oakland Pointe and Marina Bay Industrial Park, as a result of increased occupancy, and at Summit Village, as a result of an increase in rental rates. The increase in other income of approximately $294,000 for the year ended December 1995 is attributable to receipt of lease termination fees at Three Riverside Drive and 117 Flanders Road.
Property operating expenses for the year ended December 31, 1995 decreased approximately $200,000 in comparison to 1994, primarily as a result of decreases in operating expenses at certain retail and office and industrial properties. The majority of the decrease is due to decreased operating expenses at Town Center Business Park and Oakland Pointe. The increase in depreciation and amortization expense is primarily a result of the write-off of the unamortized cost of the tenant improvements and leasing commissions associated with a tenant that vacated Village Square Shopping Center. The investment portfolio fee increased slightly due to an increase in net assets at current value as discussed below. Based on an analysis performed on each property, it was necessary to increase the allowance for doubtful accounts at certain properties, including approximately $319,000 related to the tenant that vacated Village Square and approximately $140,000 related to Town Center Business Park.
Cash generated from operations per Unit, excluding the proceeds from the sale of the building at Westgate Distribution Center, for 1995 and 1994 was $1.02 and $.90, respectively. The Registrant made cash distributions of $.72 and $.91 per Unit to Unitholders for the years ended December 31, 1995 and 1994, respectively, including the $.19 per Unit special distribution made in December 1994 from the proceeds from the sale of the building at Westgate Distribution Center.
Net Asset Value per Unit increased to $15.24 at December 31, 1995 from $14.96 at December 31, 1994. The increase in Net Asset Value per Unit is attributable to the increases in the appraised values of certain of the Registrant's properties, primarily Cross Pointe Centre and Powell Street Plaza. The increase in value in Cross Pointe Centre is a result of an increase in leased percentage, from 82% to approximately 90%, in conjunction with a stronger tenant mix, including an expansion of a proven anchor tenant and a reduced vacancy allowance. Powell Street Plaza's increase in value is primarily due to an increase in percentage rent with stable cash flow and modest lease expirations projected over the next few years. These value increases were partially offset by decreases in the appraised value of Village Square Shopping Center and Oakland Pointe Shopping Center. The decrease in appraised value of Village Square Shopping Center is a result of a significant decrease in its occupancy rate. The General Partners are currently considering options for the future strategy of this property. Part of this strategy includes a change in the property management firm, effective in April 1996. The majority of the decrease in appraised value of Oakland Pointe Shopping Center is a result of a change in renewal assumptions associated with a major tenant and an increase in the vacancy assumptions.
1994 versus 1993
Operating income for the year ended December 31, 1994 decreased approximately $348,000 from 1993, resulting primarily from the increased amortization expense due to the write-off of the unamortized cost of certain tenant improvements and leasing commissions for certain retail properties. Rental revenue increased slightly for the year ended 1994. Increases in revenues at certain residential and retail properties, in particular Powell Street and Village Square, were partially offset by reduced revenues at certain of the office/industrial properties, primarily Town Center and Marina Bay. The effect of the loss of income at Westgate Distribution Center due to the sale of the building was more than offset by the increase in operating income from 1993, partially attributable to the completion of the third building in Phase II. Other income increased approximately $54,000 for the year ended December 1994 due mainly to increases at the residential properties partially offset by a decrease in other income due to the sale of Lincoln Harbour in January 1993.
Property operating expenses for the year ended December 31, 1994 remained stable in comparison to 1993; increases in operating expenses at certain residential and office/industrial properties were offset by decreases at most of the retail properties and, to a lesser extent, a decrease due to the sale of Lincoln Harbour in January 1993.
Cash generated from operations per Unit, excluding the proceeds from the sales of the building at Westgate Distribution Center and Lincoln Harbour, for 1994 and 1993 was $.90 and $.89, respectively. The Registrant made cash distributions of $.91 and $1.92 per Unit to Unitholders for the years ended December 31, 1994 and 1993, respectively, including the $.19 per Unit special distribution made in December 1994 and the $1.20 per Unit special distribution made in February 1993 from the proceeds from the sales of the building at Westgate Distribution Center and Lincoln Harbour, respectively.
The net asset value of the Registrant's Units, based upon quarterly independent appraisals, increased to $14.96 at December 31, 1994 from $14.50 at December 31, 1993. The increase in Net Asset Value per Unit is attributable to the increases in the appraised values of certain of the Registrant's properties, primarily Oakland Pointe and Powell Street. The increase in appraised value in Oakland Pointe is a result of improved occupancy, from 74% to 90%, capital costs incurred, a reduced vacancy allowance and a reduction in operating expenses, primarily real estate taxes, for future years. Powell Street's increase in appraised value is primarily due to an increase in percentage rent with stable cash flow and modest lease expirations over the next few years. These increases were partially offset by a decrease in Net Asset Value per Unit attributable to the special distribution of a portion of the sale proceeds related to the sale of a building at Westgate Distribution Center in December 1994. Although there was no significant impact on net asset value, Town Center's occupancy continues to be low. Town Center saw some improvement in occupancy, from 62% to 74%, however market rents were adjusted, resulting in lower effective rents and a slight decrease in appraised value. While efforts to secure tenants for the property are ongoing, the weak economic conditions in Southern California have made it difficult to attract qualified lessees.
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.
None.
PART III
Item 10. Directors and Executive Officers of the Registrant.
The Registrant has no officers or directors. Aetna/AREA and AREA GP, the General Partners of the Registrant, jointly manage and control the affairs of the Registrant and have general responsibility and authority in all matters affecting its business.
Certain officers and directors of AREA GP are now serving (or in the past have served) as officers or directors of entities which act as general partners of a number of real estate limited partnerships, unrelated to the Registrant, which have sought protection under the provisions of the Federal Bankruptcy Code. The partnerships which have filed bankruptcy petitions own real estate which has been adversely affected by the economic conditions in the markets in which the real estate is located and, consequently, the partnerships sought protection of the bankruptcy laws to protect the partnerships' assets from loss through foreclosure. As compared to the Registrant, many of these partnerships had different investment objectives, including the use of leverage.
Certain Matters Involving Affiliates of AREA GP Corporation
On July 31, 1993 Shearson Lehman Brothers Inc. ("Shearson") sold certain of its domestic retail brokerage and asset management businesses to Smith Barney, Harris Upham & Co. Incorporated ("Smith Barney"). Subsequent to this sale Shearson changed its name to Lehman Brothers, Inc. The transaction did not affect the ownership of AREA GP. However as a result of this transaction, the general partner changed its name from Hutton/AREA Corporation to AREA GP Corporation.
Item 11. Executive Compensation.
No compensation was paid by the Registrant to the officers or directors of either of the General Partners. See Item 13 below for a description of the compensation and fees paid to the General Partners and their Affiliates by the Registrant.
Item 12. Security Ownership of Certain Beneficial Owners and Management.
As of March 15, 1996, no person was known by the Registrant to be the beneficial owner of more than five percent of the Units of the Registrant. The Registrant has no directors or officers, and as of March 15, 1996, neither of the General Partners of the Registrant owns any Units, though together they own a 1% general partnership interest in the Registrant. As of March 15, 1996, no directors or officers of AREA GP owned or beneficially owned any Units. As of March 15, 1996, no directors of Aetna/AREA owned any Units, and as of such date, officers of Aetna/AREA as a group beneficially owned approximately 340 Units, which constituted less than 1% of the outstanding Units. The Registrant knows of no arrangements, the operation or the terms of which may at a subsequent date result in a change in control of the Registrant.
Item 13. Certain Relationships and Related Transactions.
The General Partners and their Affiliates have received or will receive certain types of compensation, fees, or other distributions in connection with the operations of the Registrant. The arrangements for payment of compensation and fees were not determined in arms-length negotiations with the Registrant. The General Partners are entitled to receive an investment portfolio fee based on the net asset value of the Registrant's investments. The fee is payable quarterly from available cash flow and may not exceed 2.5% per annum of net asset value. For the year ended December 31, 1995, Aetna/AREA and AREA GP were entitled to fees of $1,925,626 and $2,888,439, respectively, totaling $4,814,066.
During the year ended December 31, 1995, $403,479 was paid to Aetna Life Insurance Company, an affiliate of Aetna/AREA, primarily as reimbursement for insurance expense previously paid on behalf of the Registrant by Aetna Life Insurance Company to persons not affiliated with the Registrant.
As required by the Registrant's Revised Limited Partnership Agreement, the General Partners' distributions aggregating $92,542 which pertain to operations for the quarters ended September 30, 1995, June 30, 1995, March 31, 1995 and December 31, 1994, were withheld by the Registrant since funds of equal amount would have to be contributed to the Registrant at the end of the year.
PART IV
Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K.
The following documents are filed as part of this report:
(a) 1. Financial Statements: See List of Financial Statements and Financial Statement Schedule in Item 8.

Item 8. Financial Statements and Supplementary Data.
AETNA REAL ESTATE ASSOCIATES, L.P. (a Delaware limited partnership)
List of Financial Statements and Financial Statement Schedule Page
Report of Independent Accountants
Report of Landauer Associates, Inc.
Consolidated Balance Sheets (Historical Cost and Current Value) December 31, 1995 and 1994
Consolidated Statements of Income (Historical Cost) for the years ended December 31, 1995, 1994 and 1993
Consolidated Statements of Partners' Capital (Deficiency) (Historical Cost) for the years ended December 31, 1995, 1994 and 1993
Consolidated Statements of Partners' Capital (Deficiency) (Current Value) for the years ended December 31, 1995, 1994 and 1993
Consolidated Statements of Cash Flows (Historical Cost) for the years ended December 31, 1995, 1994 and 1993
Consolidated Current Value Basis Statements of Changes in Excess (Deficiency) of Current Value over Historical Cost for the years ended December 31, 1995, 1994 and 1993
Notes to Consolidated Financial Statements -
Report of Independent Accountants- Supplementary Information
The following financial statement schedule of Aetna Real Estate Associates, L.P. required by Item 14


Item 1. Business
The Registrant is a separate account established under the Iowa insurance laws and regulations as Principal Mutual Life Insurance Company Separate Account C on April 12, 1971, pursuant to a resolution of the Executive Committee of the Board of Directors of Principal Mutual Life Insurance Company. Principal Mutual Life Insurance Company, formerly known as Bankers Life Company, adopted its new name effective July 1, 1986. The account was formed to receive payments under Principal Mutual Life Insurance Company Contracts designed for use in connection with pension or profit sharing plans which qualify under the Self-Employed Individuals Tax Retirement Act of 1962, as amended ("HR-10"). Principal Mutual Life Insurance Company is a mutual life insurance company, incorporated under the laws of Iowa, offering life, disability, health and annuity contracts written on an individual and group basis.
Pursuant to the Amendments enacted in 1970 to the Investment Company Act of 1940, the Account is not an investment company for purposes of the Act.
The objective of these Contracts is to provide for the accumulation of retirement funds and to provide for payments, usually commencing at retirement, which tend to reflect changes in the cost of living both during the years prior to and the years following the commencement of annuity payments. With Bankers Flexible Annuity Contracts (Registration No. 2-39957), Principal Mutual Life Insurance Company, as a depositor for the Account, seeks to accomplish this objective by investing the payments made under the Contracts in shares of Principal Capital Accumulation Fund, Inc. which invests principally in common stocks. Similarly, with Pension Builder Contracts (Registration No. 33-58028), it seeks to accomplish this objective by investing payments made under the Contract in three Divisions. One is a "Common Stock Division" where payments are invested in shares of Principal Capital Accumulation Fund, Inc. Another is a "Money Market Division" where payments are invested in Principal Money Market Fund, Inc. which invests in short-term money market instruments. The third Division is a "Government Securities Division" where payments are invested in Principal Government Securities Fund, Inc., which invests in obligations issued or guaranteed by the United States Government or its agencies. There may be a combination of investments in the three Divisions, as directed by Participants.
Except for those Contracts described above with payments credited to the Registrant (Principal Mutual Life Insurance Company Separate Account C) and Variable Annuity Contracts and Variable Life Insurance Contracts with payments credited to Principal Mutual Life Insurance Company Separate Account B and Variable Life Separate Account, respectively, the Company distributes its own products as permitted under the laws of the various jurisdictions in which the Company is authorized to do business, namely the fifty states of the United States, the District of Columbia, the Commonwealth of Puerto Rico and the Canadian provinces of Alberta, British Columbia, Manitoba, Ontario and Quebec. Such distribution is through a field agency system of approximately 1,320 full-time agents, a group insurance sales organization of approximately 207 individuals and through a large number of independent insurance brokers.
The Contracts described above with payments credited to the Registrant and other Variable Annuity Contracts and Variable Life Insurance Contracts are distributed through Princor Financial Services Corporation, an affiliated broker-dealer offering open-end management investment company shares, variable annuities, variable life insurance, interests in limited partnerships and general securities to the public. Such Contracts are sold primarily by registered representatives of the broker-dealer who are also insurance agents of or brokers for Principal Mutual Life Insurance Company and authorized by applicable law to sell life and other forms of personal insurance and who are similarly authorized to sell variable annuities. Such Contracts may also be sold through other selected broker-dealers.
The Registration Statement filed by the Registrant was made effective September 13, 1971, and the first sale of Bankers Flexible Annuity Contracts occurred on October 8, 1971. Effective January 4, 1989, sales of Bankers Flexible Annuity Contracts were discontinued.
In 1982 the Registrant filed a Registration Statement in File No. 2-78747, to register a new class of securities (called "Pension Builder") for the same HR-10 plan market utilizing the contingent deferred sales charge concept. The registration for Pension Builder contracts first became effective on May 5, 1983 and the first sale under the Pension Builder Contract was made on September 19, 1983.
In 1989 the Registrant filed a new Registration Statement in File No. 33-27256 for the contracts in view of the fact that aggregate sales under the prior registration statement approached the amount of contracts registered thereunder. The contracts offered by the new registration statement are identical to contracts previously registered under the 1933 Act in File No. 2-78747.
In 1993 the Registrant filed a new Registration Statement in File No. 33-58028 for the contracts in view of the fact that aggregate sales under the prior registration statement approached the amount of contracts registered thereunder. The contracts offered by the new registration statement are identical to contracts previously registered under the 1933 Act in File No. 33-27256.
Item 2.

Item 2. Properties
The Registrant owns no physical properties. The principal properties of the Depositor, Principal Mutual Life Insurance Company, are its home office complex at The Principal Financial Group in Des Moines, Iowa.
Item 3.

Item 4. Submission of Matters to a Vote of Security Holders
Inapplicable.
PART II
Item 5.

Item 5. Market for the Registrant's Common Equity and Related Stockholder Matters
a. The Registrant does not issue common stock. The Contracts described in Item 1. are distributed through Princor Financial Services Corporation, an affiliated broker-dealer offering open-end management investment company shares, variable annuities, variable life insurance, interests in limited partnerships and general securities to the public. Such Contracts are sold primarily by registered representatives of the broker-dealer who are also insurance agents of or brokers for Principal Mutual Life Insurance Company and authorized by applicable law to sell life and other forms of personal insurance and who are similarly authorized to sell variable annuities. Such Contracts may also be sold through other selected broker-dealers.
For Bankers Flexible Annuity Contracts (Registration No. 2-39957) the high and low unit values for each quarterly period during 1994 and 1995 are:
Lowest Unit Value Highest Unit Value
First Quarter 1994 12.2152743 13.2415309 Second " 1994 11.9810112 12.8083427 Third " 1994 12.3525626 13.4490710 Fourth " 1994 12.3430553 13.2803101 First " 1995 12.7340882 13.7592135 Second " 1995 13.6942657 14.6657898 Third " 1995 14.5577805 15.6800495 Fourth " 1995 15.4730197 16.8388145
For Pension Builder Contracts (Registration No. 33-58028) units were first valued at $1.00 on September 19, 1983 for the Common Stock Division, September 22, 1983 for the Money Market Division and March 30, 1987 for the Government Securities Division. Listed below are the low and high unit values for each quarterly period during 1994 and 1995.
Common Stock Money Market GovernmentSecurities Division Division Division ------------------- ------------------- ------------------- Quarter Lowest Highest Lowest Highest Lowest Highest ------- --------- --------- --------- --------- --------- ---------
First Quarter 1994 2.5336599 2.7511198 1.6590204 1.6646759 1.5972143 1.6893543 Second " 1994 2.4838926 2.6513633 1.6647445 1.6722637 1.5463356 1.6102243 Third " 1994 2.5554476 2.7768113 1.6726689 1.6827300 1.5626396 1.6049044 Fourth " 1994 2.5425031 2.7393757 1.6828512 1.6962881 1.5410519 1.5766511 First " 1995 2.6211587 2.8254152 1.6964652 1.7132417 1.5645192 1.6662837 Second " 1995 2.8104369 3.0045562 1.7134358 1.7307405 1.6591219 1.7619418 Third " 1995 2.9813502 3.2043269 1.7311185 1.7474271 1.7282744 1.7774597 Fourth " 1995 3.1588549 3.4337785 1.7476067 1.7641630 1.7744906 1.8412779
b. The approximate number of holders of record of each group contract and the number of the participants therein as of December 31, 1995, are as follows:
(1) (2) Number of Group Number of Contract Holders Participants ---------------- ------------ Bankers Flexible Annuity 80 45 Pension Builder 219 258
c. No dividends have been declared on units held by participants. Any changes in net investment income, net realized gains and net realized appreciation are included in the daily valuation of the units of the Registrant.
Item 6.

Item 6. Selected Financial Data
The information contained in the "Statement of Net Assets, Statement of Operations and Statements of Changes in Net Assets for Principal Mutual Life Insurance Company Separate Account C", filed as Item 8. should be read in conjunction with this item.
Item 7.

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operation
All payments made to the Registrant on behalf of a Participant under a contract (less any authorized deductions) are used to purchase shares of Principal Capital Accumulation Fund, Inc., Principal Money Market Fund, Inc., or Principal Government Securities Fund, Inc., as appropriate, at net asset value. In addition, any distributions made by the Fund with respect to shares held by the Registrant are reinvested by the Fund at net asset value. Values under the contract increase or decrease to reflect the investment performance of the underlying investments.
Principal Capital Accumulation Fund, Inc. is an open-end diversified management investment company, sponsored by Principal Mutual Life Insurance Company. The principal objective of the Fund is long-term capital appreciation and growth of future investment income. It is intended that the assets of the Fund will consist primarily of a portfolio of common stocks. The value of the investments held by the Fund fluctuates daily. It is subject to the risks of changing economic conditions as well as the risks inherent in the ability of the management of the Fund to anticipate changes in such investments necessary to meet changes in economic conditions.
Principal Money Market Fund, Inc. is an open-end diversified management investment company, sponsored by Principal Mutual Life Insurance Company. The principal objective of the Fund is to seek as high a level of income available from short-term securities as is considered consistent with preservation of principal and maintenance of liquidity by investing all of its assets in a portfolio of money market instruments.
Principal Government Securities Fund, Inc. is an open-end diversified management investment company, sponsored by Principal Mutual Life Insurance Company. The principal objective of the Fund is to seek a high level of current income, liquidity and safety of principal through the purchase of obligations issued or guaranteed by the United States Government or its agencies, with emphasis on Government National Mortgage Association Certificates ("GNMA Certificates").
Item 8.

Item 8. Financial Statements and Supplementary Data
Principal Mutual Life Insurance Company Separate Account C
Notes to Financial Statements
December 31, 1995
1. Investment and Accounting Policies
Principal Mutual Life Insurance Company Separate Account C was organized by Principal Mutual Life Insurance Company (Principal Mutual) in accordance with the provisions of the Iowa Insurance Laws and is a part of the total operations of Principal Mutual. The assets and liabilities of Separate Account C are clearly identified and distinguished from the other assets and liabilities of Principal Mutual, with the remaining aggregate value of units registered with the Securities and Exchange Commission under the current registration statement (but not the authorized number of units) limited to $11.1 million. As directed by eligible contractholders, Separate Account C invests solely in shares of Principal Capital Accumulation Fund, Inc., Principal Government Securities Fund, Inc. and Principal Money Market Fund, Inc., diversified open-end management investment companies organized by Principal Mutual. Investments are stated at the closing net asset values per share on December 31, 1995.
The average cost method is used to determine realized gains and losses on investments. Dividends are taken into income on an accrual basis as of the ex-dividend date.
After September 30, 1995, Principal Mutual no longer accepted contributions for Pension Builder Plus contracts. Contractholders were given the options of withdrawing their funds or transferring to another contract. Contingent sales charges were waived for contracts transferred prior to November 30, 1995. Contributions for Bankers Flexible Annuity contracts were previously discontinued.
2. Expenses
Principal Mutual is compensated for the following expenses:
Bankers Flexible Annuity Contracts - Mortality and expense risks assumed by Principal Mutual are compensated for by a charge equivalent to an annual rate of 0.48% of the asset value of each contract. An annual administration charge of $7 for each participant's account is deducted as compensation for administrative expenses. The mortality and expense risk and annual administration charges amounted to $9,346 and $224, respectively, during the year 1995. A sales charge of up to 7% was deducted from each contribution made on behalf of each participant. The sales charge was deducted from the contributions by Principal Mutual prior to their transfer to Separate Account C.
Principal Mutual Life Insurance Company Separate Account C
Notes to Financial Statements (continued)
2. Expenses (continued)
Pension Builder Plus Contracts - Mortality and expense risks assumed by Principal Mutual are compensated for by a charge equivalent to an annual rate of 1.4965% of the asset value of each contract. A contingent sales charge of up to 7% may be deducted from withdrawals made during the first 10 years of a contract, except for death or permanent disability. An annual administration charge will be deducted ranging from a minimum of $25 to a maximum of $275 depending upon a participant's investment account values and the number of participants under the retirement plan and their participant investment account value. The charges for mortality and expense risks, contingent sales and annual administration amounted to $119,725, $2,714, and $25,927, respectively, during the year 1995.
3. Federal Income Taxes
Operations of Separate Account C are a part of the operations of Principal Mutual. Under current practice, no federal income taxes are allocated by Principal Mutual to the operations of Principal Mutual Life Insurance Company Separate Account C.
4. Purchases and Sales of Investment Securities
Purchases include reinvested dividends and capital gains.
Money Market purchases include transactions where investment allocations are not known at the time of the deposit. Redemptions reflect subsequent allocations to directed investment divisions.
5. Net Assets
Report of Independent Auditors
Board of Directors and Participants Principal Mutual Life Insurance Company
We have audited the accompanying statement of net assets of Principal Mutual Life Insurance Company Separate Account C (comprising, respectively, the Common Stock, Government Securities, and Money Market Divisions) as of December 31, 1995, and the related statements of operations for the year then ended, and changes in net assets for each of the two years in the period then ended. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 1995, by correspondence with the transfer agent. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Principal Mutual Life Insurance Company Separate Account C at December 31, 1995, and the results of its operations for the year then ended, and the changes in its net assets for each of the two years in the period then ended, in conformity with generally accepted accounting principles.
ERNST & YOUNG LLP Des Moines, Iowa
February 7, 1996
Item 9.

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
Inapplicable.
PART III
Item 10.

Item 10. Directors and Executive Officers of the Registrant
Inapplicable, the Registrant does not have any directors or executive officers.
Item 11.

Item 11. Executive Compensation
Inapplicable, the Registrant does not have any directors or executive officers.
Item 12.

Item 12. Security Ownership of Certain Beneficial Owners and Management
No person owns beneficially or of record the assets held by the Depositor, Principal Mutual Life Insurance Company, in the Separate Account. As contractholders of the variable contracts each contractholder has one vote in the election of the Board of Directors at annual meetings and upon other Principal Mutual Life Insurance Company matters, if any, where a policyholder's vote is taken. The contractholders have the same voting privilege as do all other policyholders of Principal Mutual Life Insurance Company. An individual participant (certificateholder) does not have a vote. There are no policyholders that are entitled to cast more than 5% of the votes to be cast.
Item 13.

Item 13. Certain Relationships and Related Transactions
Inapplicable.
PART IV
Item 14.

Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K
(a) Documents filed as part of this report:
1. The following financial statements are submitted herewith:
Statement of Net Assets -- December 31, 1995
Statement of Operations -- Year ended December 31, 1995
Statements of Changes in Net Assets -- Years ended December 31, 1995 and 1994.
Notes to Financial Statements
2. Schedules - All other schedules for which provision is made in the applicable accounting regulation of the Securities and Exchange Commission are not required under the related instructions or are inapplicable, and therefore have been omitted.
3. Exhibits:
(20) Subsidiaries of the Registrant
Subsidiaries of the Registrant
The Registrant is a separate account of Principal Mutual Life Insurance Company. It has no subsidiary. Principal Mutual Life Insurance Company, as the Depositor of the Account, owns or controls, as of December 31, 1995, subsidiaries as follows:
I. Principal Holding Company
A. Organized in Iowa.
B. Depositor owns 100% of outstanding stock.
C. Subsidiaries of Principal Holding Company as of December 31, 1995, are as follows:
1. Princor Financial Services Corporation (a registered broker-dealer)
a. Organized in Iowa.
b. Principal Holding Company owns 100% of outstanding stock.
c. Subsidiaries of Princor Financial Services Corporation as of December 31, 1995 are as follows:
(1) Princor Management Corporation (a registered investment adviser)
(a) Organized in Iowa.
(b) Princor Financial Services Corporation owns 100% of outstanding stock.
(2) Principal Investors Corporation (broker-dealer of securities and registered investments)
(a) Organized in New Jersey.
(b) Princor Financial Services Corporation owns 100% of outstanding stock.
2. Petula Associates, Ltd. (a real estate development company)
a. Organized in Iowa.
b. Principal Holding Company owns 100% of outstanding stock.
3. Patrician Associates, Inc. (a real estate development company)
a. Organized in California.
b. Principal Holding Company owns 100% of outstanding stock.
4. Principal Development Associates, Inc. (a real estate development company)
a. Organized in California.
b. Principal Holding Company owns 100% of outstanding stock.
5. Principal Spectrum Associates, Inc. (a real estate development company)
a. Organized in California.
b. Principal Holding Company owns 100% of outstanding stock.
6. Equity FC, Ltd. (a general business corporation that engages in investment transactions including limited partnership and limited liability companies)
a. Organized in Iowa.
b. Principal Holding Company owns 100% of outstanding stock.
7. Principal Commerical Advisors, Inc. (purchasing, managing and selling commercial real estate assets)
a. Organized in Iowa.
b. Principal Holding Company owns 100% of outstanding stock.
8. Principal FC, Ltd. (limited purpose investment corporation)
a. Organized in Iowa.
b. Principal Holding Company owns 100% of outstanding stock.
9. Invista Capital Management, Inc. (a registered investment advisor)
a. Organized in Iowa.
b. Principal Holding Company owns 100% of outstanding stock.
10. Delaware Charter Guarantee & Trust Company (nondepository trust company)
a. Organized in Delaware.
b. Principal Holding Company currently owns 100% of outstanding stock.
11. Principal Securities Holding Corporation, formerly known as The Principal/EGT Financial Corporation.
a. Organized in Delaware.
b. Principal Holding Company owns 100% of outstanding stock.
c. Subsidiary of Principal Securities Holding Corporation as of December 31, 1995 is as follows:
(1) Principal Financial Securities, Inc., formerly known as The Principal/Eppler, Guerin & Turner, Inc., (investment banking and securities brokerage firm)
(a) Organized in Delaware.
(b) Principal Securities Holding Corporation owns 100% of outstanding stock.
12. The Principal Financial Group, Inc. (general business corporation established in connection with corporate identity - not currently active)
a. Organized in Delaware.
b. Principal Holding Company owns 100% of outstanding stock.
13. Principal Marketing Services, Inc. (insurance broker)
a. Organized in Delaware.
b. Principal Holding Company owns 100% of outstanding stock.
14. Principal Health Care, Inc. (a developer and administrator of managed care systems)
a. Organized in Iowa.
b. Principal Holding Company owns 100% of outstanding stock.
c. Subsidiaries of Principal Health Care, Inc. as of December 31, 1995 are as follows:
(1) Principal Health Care of Delaware, Inc. (a health maintenance organization)
(a) Organized in Delaware.
(b) Principal Health Care, Inc. owns 100% of outstanding stock.
(c) Subsidiary of Principal Health Care of Delaware, Inc. as of December 31, 1995.
1) Principal Health Care of The Mid-Atlantic, Inc. (a health maintenance organization)
a) Organized in Virginia.
b) Principal Health Care of Delaware owns 100% of outstanding stock.
(2) Americas Health Plan, Inc.(a developer of discount provider networks)
(a) Organized in Maryland.
(b) Principal Health Care, Inc. owns 100% of outstanding stock.
(3) PHC Merging Company (a Florida Corporation - not currently active)
(a) Organized in Florida.
(b) Principal Health Care, Inc. owns 100% of outstanding stock.
(4) Principal Health Care of Florida, Inc. (a health maintenance organization)
(a) Organized in Florida.
(b) Principal Health Care, Inc. owns 100% of outstanding stock.
(5) Principal Health Care of Illinois, Inc. (A health maintenance organization)
(a) Organized in Illinois.
(b) Principal Health Care, Inc. owns 100% of outstanding stock.
(6) Principal Health Care of Kansas City, Inc. (a health maintenance organization)
(a) Organized in Missouri.
(b) Principal Health Care, Inc. owns 100% of outstanding stock.
(7) Principal Health Care of Louisiana, Inc. (a health maintenance organization)
(a) Organized in Louisiana.
(b) Principal Health Care, Inc. owns 100% of outstanding stock.
(8) Principal Health Care of Nebraska, Inc. (a health maintenance organization)
(a) Organized in Nebraska.
(b) Principal Health Care, Inc. owns 100% of outstanding stock.
(9) Principal Health Care of Georgia, Inc.(a health maintenance organization)
(a) Organized in Georgia.
(b) Principal Health Care, Inc. owns 100% of outstanding stock.
(10) Principal Health Care of Indiana, Inc.(a health maintenance organization)
(a) Organized in Delaware.
(b) Principal Health Care, Inc. owns 100% of outstanding stock.
(11) Principal Health Care of Iowa, Inc.(a health maintenance organization)
(a) Organized in Iowa.
(b) Principal Health Care, Inc. owns 100% of outstanding stock.
(12) United Healthcare Services of Iowa, Inc.(a health maintenance organization)
(a) Organized in Iowa.
(b) Principal Health Care, Inc. owns 100% of outstanding stock.
(13) Principal Behavioral Health Care, Inc.(a corporation doing business as a mental and nervous/substance abuse preferred provider organization)
(a) Organized in Iowa.
(b) Principal Health Care, Inc. owns 100% of outstanding stock.
(14) Principal Health Care of the Carolinas, Inc. (a health maintenance organization operating in North Carolina and South Carolina)
(a) Organized in North Carolina.
(b) Principal Health Care, Inc. owns 100% of outstanding stock.
(15) Principal Health Care of Pennsylvania, Inc. (a health maintenance organization operating in Pennsylvania - not currently active)
(a) Organized in Pennsylvania.
(b) Principal Health Care, Inc. owns 100% of outstanding stock.
(16) Principal Health Care of South Carolina, Inc. (a health maintenance organization)
(a) Organized in South Carolina.
(b) Principal Health Care, Inc. owns 100% of outstanding stock.
(17) Principal Health Care of Tennessee, Inc. (a health maintenance organization)
(a) Organized in Tennessee.
(b) Principal Health Care, Inc. owns 100% of outstanding stock.
(18) Principal Health Care of Texas, Inc.(a health maintenance organization)
(a) Organized in Texas.
(b) Principal Health Care, Inc. owns 100% of outstanding stock.
15. Principal Asset Markets, Inc. (a residential mortgage loan broker)
a. Organized in Iowa.
b. Principal Holding Company owns 100% of outstanding stock.
16. Principal Financial Advisors, Inc. (a registered investment advisor)
a. Organized in Iowa.
b. Principal Holding Company owns 100% of outstanding stock.
17. Principal Residential Mortgage, Inc. (a residential mortgage loan broker)
a. Organized in Iowa.
b. Principal Holding Company owns 100% of outstanding stock.
18. Principal Portfolio Services, Inc. (a residential mortgage loan due diligence company)
a. Organized in Iowa.
b. Principal Holding Company owns 100% of outstanding stock.
19. Principal International, Inc. (company formed for the purpose of international business development)
a. Organized in Iowa.
b. Principal Holding Company owns 100% of outstanding stock.
c. Subsidiaries of Principal International, Inc. as of December 31, 1995 are as follows:
(1) Principal International, S.A. Compania de Seguros (a Mexican corporation)
(a) Organized in Mexico.
(b) Principal International, Inc. owns 80% of outstanding stock, Principal Holding Company owns 10% of outstanding stock and Principal Marketing services, Inc. owns 10% of outstanding stock.
(2) Grupo Financiero Principal, S.A. de Seguros de Vida (a Spanish insurance company)
(a) Organized in Spain.
(b) Principal International, Inc. owns 99.99993333% of outstanding stock and Principal Holding Company owns .00006667% of outstanding stock.
(c) Subsidiary of Grupo Financiero Principal S.A. de Seguros de Vida as of December 31, 1995 is as follows:
(1) Agencia de Seguros, SA (insurance agency that is currently dormant).
(a) Organized in Spain.
(b) Grupo Financiero Principal, S.A. de Seguros de Vida owns 99.99% of outstanding stock and Principal International, Inc. owns .01% of outstanding stock.
(3) Principal International Argentina, S.A. (an Argentina corporation)
(a) Organized in Argentina.
(b) Principal International, Inc. owns 97.06% of outstanding Stock.
(c) Subsidiaries of International Argentina, S.A. as of December 31, 1995 are as follows:
(1) Ethika S.A. Administradoras de Fondo de Jubilaciones y Pensiones (an Argentina corporation).
(a) Organized in Argentina.
(b) Principal International Argentina, S.A. owns 99.9% of outstanding stock and Principal International, Inc. owns .1% of outstanding stock.
(2) Princor Compania de Seguros de Retiro, S.A. (an Argentina corporation)
(a) Organized in Argentina.
(b) International Argentina, S.A. owns 99% of outstanding stock.
(3) Prinlife Compania de Seguros de Vida, S.A. (an Argentina corporation)
(a) Organized in Argentina.
(b) International Argentina, S.A. owns 99.9% of outstanding stock and Principal International, Inc. owns .1% of outstanding stock.
(4) Jacaranda Administradora de Fondos de Jubilaciones y Pensiones, S.A. (an Argentina Corporation)
(a) Organized in Argentina.
(b) Principal International Argentina, S.A. owns 62.95% of outstanding stock and Principal International, Inc. owns 7.05% of outstanding stock.
(4) Principal International Asia Limited, formerly known as Goldchin Champ Limited (a Hong Kong corporation)
(a) Organized in Hong Kong.
(b) Principal International, Inc. owns 50% of outstanding stock and Principal Holding Company owns 50% of outstanding stock.
(5) Principal International de Chile,S.A.
(a) Organized in Chile.
(b) Principal International, Inc. owns 99% outstanding stock and Principal Holding Company owns 1% of outstanding stock.
(c) Subsidiary of Principal International de Chile, S.A. as of December 31, 1995 is as follows:
(1) Ban Renta Compania de Seguros de Vida Banmedica, S.A.
(a) Organizede in Chile.
(b) Principal International de Chile, S.A. owns 50% of outstanding stock.
20. America's Health Plan, Inc. (a developer of discount provider networks)
a. Organized in Maryland.
b. Principal Holding Company owns 100% of outstanding stock.
II. Principal Life Insurance Company (a general life and annuity company)
A. Organized in Iowa.
B. Depositor owns 100% of the outstanding stock (except that of the 100,007 shares outstanding on 12-31-95 each of the 7 members of the Board of Directors owned one qualifying share).
III. Principal National Life Insurance Company (a general life and annuity company)
A. Organized in Iowa.
B. Depositor owns 100% of the outstanding stock (except that of the 210,000 shares outstanding on 12-31-95 each of the 8 members of the Board of Directors owned one qualifying share).
IV. PT Asuransi Jiwa Principal Egalita Indonesia (an Indonesia corporation)
A. Organized in Indonsesia.
B. Depositor owns 75% of the outstanding stock.
C. Subsidiary of PT Asuransi Jiwa Principal Egalita Indonesia as of December 31, 1995 is as follows:
1. Dana Pensiun Lembaga Keuangan Principal Egalita Indonesia.
(a) Organized in Indonesia.
(b) Dana Pensiun Lembaga Keuangan Principal Egalita Indonesia owns 100% of outstanding stock.
The Depositor's investment in its subsidiaries, which in turn includes the subsidiary's investment in its subsidiaries, is included in the financial statements of the Depositor.
SIGNATURES
Pursuant to the requirements of Section 15(d) of the Securities Exchange Act of 1934, Principal Mutual Life Insurance Company has duly caused this report to be signed on behalf of Principal Mutual Life Insurance Company Separate Account C by the undersigned thereto duly authorized
PRINCIPAL MUTUAL LIFE INSURANCE COMPANY SEPARATE ACCOUNT C
By PRINCIPAL MUTUAL LIFE INSURANCE COMPANY
D. J. DRURY By --------------------------------------------------- D. J. Drury, Chairman and Chief Executive Officer
March 15, 1996 Date ---------------------------------------------------
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant in the capacities with Principal Mutual Life Insurance Company and on the dates indicated.
Signature Title Date
D. J. DRURY Chairman and March 15, 1996 - - --------------------- Chief Executive Officer D. J. Drury
D. C. CUNNINGHAM Vice President and March 15, 1996 - - ---------------------- Controller (Principal D. C. Cunningham Accounting Officer)
C. E. ROHM Executive Vice March 15, 1996 - - ---------------------- President (Principal C. E. Rohm Financial Officer)
(M. V. Andringa)* Director March 15, 1996 - - ---------------------- M. V. Andringa
(R. M. Davis)* Director March 15, 1996 - - ---------------------- R. M. Davis
(C. D. Gelatt)* Director March 15, 1996 - - ---------------------- C. D. Gelatt
(G. D. Hurd)* Director March 15, 1996 - - ---------------------- G. D. Hurd
(T. M. Hutchison)* Director March 15, 1996 - - ---------------------- T. M. Hutchison
(C. S. Johnson)* Director March 15, 1996 - - ---------------------- C. S. Johnson
(W. T. Kerr)* Director March 15, 1996 - - ---------------------- W. T. Kerr
(L. Liu)* Director March 15, 1996 - - ---------------------- L. Liu
(V. H. Loewenstein)* Director March 15, 1996 - - ---------------------- V. H. Loewenstein
(J. R. Price, Jr.)* Director March 14, 1996 J. R. Price, Jr.
(B. A. Rice)* Director March 15, 1996 - - ---------------------- B. A. Rice
(J-P. C. Rosso)* Director March 15, 1996 - - ---------------------- J-P. C. Rosso
(D. M. Stewart)* Director March 15, 1996 - - ---------------------- D. M. Stewart
(E. E. Tallett)* Director March 15, 1996 - - ---------------------- E. E. Tallett
(D. D. Thornton)* Director March 15, 1996 - - ---------------------- D. D. Thornton
(F. W. Weitz)* Director March 15, 1996 - - ---------------------- F. W. Weitz
DAVID J. DRURY *By ------------------------------------- David J. Drury Chairman and Chief Executive Officer
March 15, 1996 ------------------------------------- Pursuant to Powers of Attorney Previously Filed or Included Herein
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director of Principal Mutual Life Insurance Company, an Iowa corporation (the "Company"), hereby constitutes and appoints D. J. Drury, G. D. Hurd, T. M. Hutchison and F. W. Weitz, and each of them (with full power to each of them to act alone), the undersigned's true and lawful attorney-in-fact and agent, with full power of substitution to each, for and on behalf and in the name, place and stead of the undersigned, to execute and file any of the documents referred to below relating to registration under the Securities Act of 1933 with respect to variable annuity contracts, with premiums received in connection with such contracts held in the Principal Mutual Life Insurance Company Separate Account C on Form N-4 or other forms under the Securities Act of 1933,and any and all amendments thereto and reports thereunder with all exhibits and all instruments necessary or appropriate in connection therewith, each of said attorneys-in-fact and agents and his or their substitutes being empowered to act with or without the others or other, and to have full power and authority to do or cause to be done in the name and on behalf of the undersigned each and every act and thing requisite and necessary or appropriate with respect thereto to be done in and about the premises in order to effectuate the same, as fully to all intents and purposes as the undersigned might or could do in person; hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them, may do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned director has hereunto set his hand this 15th day of March, 1996. M. Vermeer Andringa _____________________________________________
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director of Principal Mutual Life Insurance Company, an Iowa corporation (the "Company"), hereby constitutes and appoints D. J. Drury, G. D. Hurd, T. M. Hutchison and F. W. Weitz, and each of them (with full power to each of them to act alone), the undersigned's true and lawful attorney-in-fact and agent, with full power of substitution to each, for and on behalf and in the name, place and stead of the undersigned, to execute and file any of the documents referred to below relating to registration under the Securities Act of 1933 with respect to variable annuity contracts, with premiums received in connection with such contracts held in the Principal Mutual Life Insurance Company Separate Account C on Form N-4 or other forms under the Securities Act of 1933,and any and all amendments thereto and reports thereunder with all exhibits and all instruments necessary or appropriate in connection therewith, each of said attorneys-in-fact and agents and his or their substitutes being empowered to act with or without the others or other, and to have full power and authority to do or cause to be done in the name and on behalf of the undersigned each and every act and thing requisite and necessary or appropriate with respect thereto to be done in and about the premises in order to effectuate the same, as fully to all intents and purposes as the undersigned might or could do in person; hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them, may do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned director has hereunto set his hand this 15th day of March, 1996. R. M. Davis _____________________________________________
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director of Principal Mutual Life Insurance Company, an Iowa corporation (the "Company"), hereby constitutes and appoints D. J. Drury, G. D. Hurd, T. M. Hutchison and F. W. Weitz, and each of them (with full power to each of them to act alone), the undersigned's true and lawful attorney-in-fact and agent, with full power of substitution to each, for and on behalf and in the name, place and stead of the undersigned, to execute and file any of the documents referred to below relating to registration under the Securities Act of 1933 with respect to variable annuity contracts, with premiums received in connection with such contracts held in the Principal Mutual Life Insurance Company Separate Account C on Form N-4 or other forms under the Securities Act of 1933,and any and all amendments thereto and reports thereunder with all exhibits and all instruments necessary or appropriate in connection therewith, each of said attorneys-in-fact and agents and his or their substitutes being empowered to act with or without the others or other, and to have full power and authority to do or cause to be done in the name and on behalf of the undersigned each and every act and thing requisite and necessary or appropriate with respect thereto to be done in and about the premises in order to effectuate the same, as fully to all intents and purposes as the undersigned might or could do in person; hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them, may do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned director has hereunto set his hand this 15th day of March, 1996. C. D. Gelatt, Jr. _____________________________________________
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director of Principal Mutual Life Insurance Company, an Iowa corporation (the "Company"), hereby constitutes and appoints D. J. Drury, G. D. Hurd, T. M. Hutchison and F. W. Weitz, and each of them (with full power to each of them to act alone), the undersigned's true and lawful attorney-in-fact and agent, with full power of substitution to each, for and on behalf and in the name, place and stead of the undersigned, to execute and file any of the documents referred to below relating to registration under the Securities Act of 1933 with respect to variable annuity contracts, with premiums received in connection with such contracts held in the Principal Mutual Life Insurance Company Separate Account C on Form N-4 or other forms under the Securities Act of 1933,and any and all amendments thereto and reports thereunder with all exhibits and all instruments necessary or appropriate in connection therewith, each of said attorneys-in-fact and agents and his or their substitutes being empowered to act with or without the others or other, and to have full power and authority to do or cause to be done in the name and on behalf of the undersigned each and every act and thing requisite and necessary or appropriate with respect thereto to be done in and about the premises in order to effectuate the same, as fully to all intents and purposes as the undersigned might or could do in person; hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them, may do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned director has hereunto set his hand this 15th day of March, 1996. G. D. Hurd _____________________________________________
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director of Principal Mutual Life Insurance Company, an Iowa corporation (the "Company"), hereby constitutes and appoints D. J. Drury, G. D. Hurd, T. M. Hutchison and F. W. Weitz, and each of them (with full power to each of them to act alone), the undersigned's true and lawful attorney-in-fact and agent, with full power of substitution to each, for and on behalf and in the name, place and stead of the undersigned, to execute and file any of the documents referred to below relating to registration under the Securities Act of 1933 with respect to variable annuity contracts, with premiums received in connection with such contracts held in the Principal Mutual Life Insurance Company Separate Account C on Form N-4 or other forms under the Securities Act of 1933,and any and all amendments thereto and reports thereunder with all exhibits and all instruments necessary or appropriate in connection therewith, each of said attorneys-in-fact and agents and his or their substitutes being empowered to act with or without the others or other, and to have full power and authority to do or cause to be done in the name and on behalf of the undersigned each and every act and thing requisite and necessary or appropriate with respect thereto to be done in and about the premises in order to effectuate the same, as fully to all intents and purposes as the undersigned might or could do in person; hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them, may do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned director has hereunto set his hand this 15th day of March, 1996. T. M. Hutchison _____________________________________________
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director of Principal Mutual Life Insurance Company, an Iowa corporation (the "Company"), hereby constitutes and appoints D. J. Drury, G. D. Hurd, T. M. Hutchison and F. W. Weitz, and each of them (with full power to each of them to act alone), the undersigned's true and lawful attorney-in-fact and agent, with full power of substitution to each, for and on behalf and in the name, place and stead of the undersigned, to execute and file any of the documents referred to below relating to registration under the Securities Act of 1933 with respect to variable annuity contracts, with premiums received in connection with such contracts held in the Principal Mutual Life Insurance Company Separate Account C on Form N-4 or other forms under the Securities Act of 1933,and any and all amendments thereto and reports thereunder with all exhibits and all instruments necessary or appropriate in connection therewith, each of said attorneys-in-fact and agents and his or their substitutes being empowered to act with or without the others or other, and to have full power and authority to do or cause to be done in the name and on behalf of the undersigned each and every act and thing requisite and necessary or appropriate with respect thereto to be done in and about the premises in order to effectuate the same, as fully to all intents and purposes as the undersigned might or could do in person; hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them, may do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned director has hereunto set his hand this 15th day of March, 1996. C. S. Johnson _____________________________________________
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director of Principal Mutual Life Insurance Company, an Iowa corporation (the "Company"), hereby constitutes and appoints D. J. Drury, G. D. Hurd, T. M. Hutchison and F. W. Weitz, and each of them (with full power to each of them to act alone), the undersigned's true and lawful attorney-in-fact and agent, with full power of substitution to each, for and on behalf and in the name, place and stead of the undersigned, to execute and file any of the documents referred to below relating to registration under the Securities Act of 1933 with respect to variable annuity contracts, with premiums received in connection with such contracts held in the Principal Mutual Life Insurance Company Separate Account C on Form N-4 or other forms under the Securities Act of 1933,and any and all amendments thereto and reports thereunder with all exhibits and all instruments necessary or appropriate in connection therewith, each of said attorneys-in-fact and agents and his or their substitutes being empowered to act with or without the others or other, and to have full power and authority to do or cause to be done in the name and on behalf of the undersigned each and every act and thing requisite and necessary or appropriate with respect thereto to be done in and about the premises in order to effectuate the same, as fully to all intents and purposes as the undersigned might or could do in person; hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them, may do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned director has hereunto set his hand this 15th day of March, 1996. W. T. Kerr _____________________________________________
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director of Principal Mutual Life Insurance Company, an Iowa corporation (the "Company"), hereby constitutes and appoints D. J. Drury, G. D. Hurd, T. M. Hutchison and F. W. Weitz, and each of them (with full power to each of them to act alone), the undersigned's true and lawful attorney-in-fact and agent, with full power of substitution to each, for and on behalf and in the name, place and stead of the undersigned, to execute and file any of the documents referred to below relating to registration under the Securities Act of 1933 with respect to variable annuity contracts, with premiums received in connection with such contracts held in the Principal Mutual Life Insurance Company Separate Account C on Form N-4 or other forms under the Securities Act of 1933,and any and all amendments thereto and reports thereunder with all exhibits and all instruments necessary or appropriate in connection therewith, each of said attorneys-in-fact and agents and his or their substitutes being empowered to act with or without the others or other, and to have full power and authority to do or cause to be done in the name and on behalf of the undersigned each and every act and thing requisite and necessary or appropriate with respect thereto to be done in and about the premises in order to effectuate the same, as fully to all intents and purposes as the undersigned might or could do in person; hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them, may do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned director has hereunto set his hand this 15th day of March, 1996. L. Liu _____________________________________________
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director of Principal Mutual Life Insurance Company, an Iowa corporation (the "Company"), hereby constitutes and appoints D. J. Drury, G. D. Hurd, T. M. Hutchison and F. W. Weitz, and each of them (with full power to each of them to act alone), the undersigned's true and lawful attorney-in-fact and agent, with full power of substitution to each, for and on behalf and in the name, place and stead of the undersigned, to execute and file any of the documents referred to below relating to registration under the Securities Act of 1933 with respect to variable annuity contracts, with premiums received in connection with such contracts held in the Principal Mutual Life Insurance Company Separate Account C on Form N-4 or other forms under the Securities Act of 1933,and any and all amendments thereto and reports thereunder with all exhibits and all instruments necessary or appropriate in connection therewith, each of said attorneys-in-fact and agents and his or their substitutes being empowered to act with or without the others or other, and to have full power and authority to do or cause to be done in the name and on behalf of the undersigned each and every act and thing requisite and necessary or appropriate with respect thereto to be done in and about the premises in order to effectuate the same, as fully to all intents and purposes as the undersigned might or could do in person; hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them, may do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned director has hereunto set his hand this 15th day of March, 1996. V. H. Loewestein _____________________________________________
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director of Principal Mutual Life Insurance Company, an Iowa corporation (the "Company"), hereby constitutes and appoints D. J. Drury, G. D. Hurd, T. M. Hutchison and F. W. Weitz, and each of them (with full power to each of them to act alone), the undersigned's true and lawful attorney-in-fact and agent, with full power of substitution to each, for and on behalf and in the name, place and stead of the undersigned, to execute and file any of the documents referred to below relating to registration under the Securities Act of 1933 with respect to variable annuity contracts, with premiums received in connection with such contracts held in the Principal Mutual Life Insurance Company Separate Account C on Form N-4 or other forms under the Securities Act of 1933,and any and all amendments thereto and reports thereunder with all exhibits and all instruments necessary or appropriate in connection therewith, each of said attorneys-in-fact and agents and his or their substitutes being empowered to act with or without the others or other, and to have full power and authority to do or cause to be done in the name and on behalf of the undersigned each and every act and thing requisite and necessary or appropriate with respect thereto to be done in and about the premises in order to effectuate the same, as fully to all intents and purposes as the undersigned might or could do in person; hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them, may do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned director has hereunto set his hand this 15th day of March, 1996. J. R. Price, Jr. _____________________________________________
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director of Principal Mutual Life Insurance Company, an Iowa corporation (the "Company"), hereby constitutes and appoints D. J. Drury, G. D. Hurd, T. M. Hutchison and F. W. Weitz, and each of them (with full power to each of them to act alone), the undersigned's true and lawful attorney-in-fact and agent, with full power of substitution to each, for and on behalf and in the name, place and stead of the undersigned, to execute and file any of the documents referred to below relating to registration under the Securities Act of 1933 with respect to variable annuity contracts, with premiums received in connection with such contracts held in the Principal Mutual Life Insurance Company Separate Account C on Form N-4 or other forms under the Securities Act of 1933,and any and all amendments thereto and reports thereunder with all exhibits and all instruments necessary or appropriate in connection therewith, each of said attorneys-in-fact and agents and his or their substitutes being empowered to act with or without the others or other, and to have full power and authority to do or cause to be done in the name and on behalf of the undersigned each and every act and thing requisite and necessary or appropriate with respect thereto to be done in and about the premises in order to effectuate the same, as fully to all intents and purposes as the undersigned might or could do in person; hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them, may do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned director has hereunto set his hand this 15th day of March, 1996. B. A. Rice _____________________________________________
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director of Principal Mutual Life Insurance Company, an Iowa corporation (the "Company"), hereby constitutes and appoints D. J. Drury, G. D. Hurd, T. M. Hutchison and F. W. Weitz, and each of them (with full power to each of them to act alone), the undersigned's true and lawful attorney-in-fact and agent, with full power of substitution to each, for and on behalf and in the name, place and stead of the undersigned, to execute and file any of the documents referred to below relating to registration under the Securities Act of 1933 with respect to variable annuity contracts, with premiums received in connection with such contracts held in the Principal Mutual Life Insurance Company Separate Account C on Form N-4 or other forms under the Securities Act of 1933,and any and all amendments thereto and reports thereunder with all exhibits and all instruments necessary or appropriate in connection therewith, each of said attorneys-in-fact and agents and his or their substitutes being empowered to act with or without the others or other, and to have full power and authority to do or cause to be done in the name and on behalf of the undersigned each and every act and thing requisite and necessary or appropriate with respect thereto to be done in and about the premises in order to effectuate the same, as fully to all intents and purposes as the undersigned might or could do in person; hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them, may do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned director has hereunto set his hand this 15th day of March, 1996. J-P. C. Rosso _____________________________________________
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director of Principal Mutual Life Insurance Company, an Iowa corporation (the "Company"), hereby constitutes and appoints D. J. Drury, G. D. Hurd, T. M. Hutchison and F. W. Weitz, and each of them (with full power to each of them to act alone), the undersigned's true and lawful attorney-in-fact and agent, with full power of substitution to each, for and on behalf and in the name, place and stead of the undersigned, to execute and file any of the documents referred to below relating to registration under the Securities Act of 1933 with respect to variable annuity contracts, with premiums received in connection with such contracts held in the Principal Mutual Life Insurance Company Separate Account C on Form N-4 or other forms under the Securities Act of 1933,and any and all amendments thereto and reports thereunder with all exhibits and all instruments necessary or appropriate in connection therewith, each of said attorneys-in-fact and agents and his or their substitutes being empowered to act with or without the others or other, and to have full power and authority to do or cause to be done in the name and on behalf of the undersigned each and every act and thing requisite and necessary or appropriate with respect thereto to be done in and about the premises in order to effectuate the same, as fully to all intents and purposes as the undersigned might or could do in person; hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them, may do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned director has hereunto set his hand this 15th day of March, 1996. D. M. Stewart _____________________________________________
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director of Principal Mutual Life Insurance Company, an Iowa corporation (the "Company"), hereby constitutes and appoints D. J. Drury, G. D. Hurd, T. M. Hutchison and F. W. Weitz, and each of them (with full power to each of them to act alone), the undersigned's true and lawful attorney-in-fact and agent, with full power of substitution to each, for and on behalf and in the name, place and stead of the undersigned, to execute and file any of the documents referred to below relating to registration under the Securities Act of 1933 with respect to variable annuity contracts, with premiums received in connection with such contracts held in the Principal Mutual Life Insurance Company Separate Account C on Form N-4 or other forms under the Securities Act of 1933,and any and all amendments thereto and reports thereunder with all exhibits and all instruments necessary or appropriate in connection therewith, each of said attorneys-in-fact and agents and his or their substitutes being empowered to act with or without the others or other, and to have full power and authority to do or cause to be done in the name and on behalf of the undersigned each and every act and thing requisite and necessary or appropriate with respect thereto to be done in and about the premises in order to effectuate the same, as fully to all intents and purposes as the undersigned might or could do in person; hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them, may do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned director has hereunto set his hand this 15th day of March, 1996. E. E. Tallett _____________________________________________
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director of Principal Mutual Life Insurance Company, an Iowa corporation (the "Company"), hereby constitutes and appoints D. J. Drury, G. D. Hurd, T. M. Hutchison and F. W. Weitz, and each of them (with full power to each of them to act alone), the undersigned's true and lawful attorney-in-fact and agent, with full power of substitution to each, for and on behalf and in the name, place and stead of the undersigned, to execute and file any of the documents referred to below relating to registration under the Securities Act of 1933 with respect to variable annuity contracts, with premiums received in connection with such contracts held in the Principal Mutual Life Insurance Company Separate Account C on Form N-4 or other forms under the Securities Act of 1933,and any and all amendments thereto and reports thereunder with all exhibits and all instruments necessary or appropriate in connection therewith, each of said attorneys-in-fact and agents and his or their substitutes being empowered to act with or without the others or other, and to have full power and authority to do or cause to be done in the name and on behalf of the undersigned each and every act and thing requisite and necessary or appropriate with respect thereto to be done in and about the premises in order to effectuate the same, as fully to all intents and purposes as the undersigned might or could do in person; hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them, may do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned director has hereunto set his hand this 15th day of March, 1996. D. D. Thornton _____________________________________________
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned director of Principal Mutual Life Insurance Company, an Iowa corporation (the "Company"), hereby constitutes and appoints D. J. Drury, G. D. Hurd, T. M. Hutchison and F. W. Weitz, and each of them (with full power to each of them to act alone), the undersigned's true and lawful attorney-in-fact and agent, with full power of substitution to each, for and on behalf and in the name, place and stead of the undersigned, to execute and file any of the documents referred to below relating to registration under the Securities Act of 1933 with respect to variable annuity contracts, with premiums received in connection with such contracts held in the Principal Mutual Life Insurance Company Separate Account C on Form N-4 or other forms under the Securities Act of 1933,and any and all amendments thereto and reports thereunder with all exhibits and all instruments necessary or appropriate in connection therewith, each of said attorneys-in-fact and agents and his or their substitutes being empowered to act with or without the others or other, and to have full power and authority to do or cause to be done in the name and on behalf of the undersigned each and every act and thing requisite and necessary or appropriate with respect thereto to be done in and about the premises in order to effectuate the same, as fully to all intents and purposes as the undersigned might or could do in person; hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them, may do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned director has hereunto set his hand this 15th day of March, 1996. F. W. Weitz _____________________________________________