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Correspondence 0001753926-24-000781 from MEMBERS Life Insurance Co (CIK 0001562577)

MEMBERS Life Insurance Co (CIK 0001562577)
Date: April 19, 2024 · CIK: 0001562577 · Accession: 0001753926-24-000781

AI Filing Summary & Sentiment

File numbers found in text: 333-271753

Referenced dates: November 6, 2020

Date
April 19, 2024
Author
/s/Britney
Form
CORRESP
Company
MEMBERS Life Insurance Co (CIK 0001562577)

Letter

Office of General Counsel VIA EDGAR TRANSMISSION Re: MEMBERS Life Insurance Company TruStage™ ZoneChoice Annuity Post-Effective Amendment No. 4 to Registration Statement on Form S-1, File No. 333-271753

Dear Commissioners:

On behalf of MEMBERS Life Insurance Company (the “Company”), we are transmitting for filing under the Securities Act of 1933 (the “1933 Act”) Post-Effective Amendment No. 4 (the “Amendment”) to the Form S-1 registration statement referenced above (the “Registration Statement”) for certain single premium deferred annuity contracts with index-linked interest options (the “Contracts”). The Amendment is being filed solely to include current financial information as well as to update certain other information and is complete.

The Company represents that the Registration Statement is substantially similar to the post-effective amendment to the registration statement for the Contracts previously filed on Form S-1 with the Securities and Exchange Commission (the “Commission”) on October 18, 2023 (File No. 333-271753) and declared effective by the Commission staff on October 20, 2023 (the “Prior Registration Statement”). The Company notes that there have been no changes to the terms of the Contracts or any material changes to disclosure in the prospectus pertaining to the Contracts in the Registration Statement. The Company represents that the materiality of the changes from the Prior Registration Statement is consistent with the materiality of changes that would otherwise qualify for filing under paragraph (b) of Rule 485 under the 1933 Act if Form S-1 registration statements were eligible for filing under Rule 485.

Based on the aforementioned, the Company respectfully requests that the Commission staff afford the Registration Statement expedited review.

U.S. Securities and Exchange Commission

April 19, 2024

Page 2

The Company relies on the permission granted under Regulation S-X §3-13 by the Commission in a letter dated November 6, 2020, to file audited financial statements of the Company prepared in accordance with statutory accounting principles in place of financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The Company requested permission to use these financial statements in connection with certain registration statements on Form S-1 that are currently effective or may be filed in the future for index-linked annuity contracts, in satisfaction of the financial information required by Form S-1, including the requirements of Items 11(e), 11(f) and 11(g) and Item 16(b) of Form S-1.

Requests for acceleration of the effective date of the Amendment from the Company and principal underwriter of the Contract, which were filed on April 19, 2024, request an effective date of May 1, 2024 or as soon thereafter as reasonably practicable. If you have questions regarding the Amendment, please contact undersigned at 608-665-4184.

Sincerely,
/s/Britney
Schnathorst

Show Raw Text
CORRESP
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filename1.htm

    Britney
                           Schnathorst

        Associate
        General Counsel

        Office
        of General Counsel

        Phone:
        608.665.4184

        E-mail:
        Britney.Schnathorst@trustage.com

        MEMBERS
        Life Insurance Company

April
19, 2024

VIA
EDGAR TRANSMISSION

U.S.
Securities and Exchange Commission

100
F Street, N.E.

Washington,
DC 20549

 Re: MEMBERS
                                         Life Insurance Company

                                         TruStage™ ZoneChoice Annuity

                                         Post-Effective Amendment No. 4 to

Registration
Statement on Form S-1, File No. 333-271753

Dear
Commissioners:

On
behalf of MEMBERS Life Insurance Company (the “Company”), we are transmitting for filing under the Securities Act
of 1933 (the “1933 Act”) Post-Effective Amendment No. 4 (the “Amendment”) to the Form S-1 registration
statement referenced above (the “Registration Statement”) for certain single premium deferred annuity contracts with
index-linked interest options (the “Contracts”). The Amendment is being filed solely to include current financial
information as well as to update certain other information and is complete.

The
Company represents that the Registration Statement is substantially similar to the post-effective amendment to the registration
statement for the Contracts previously filed on Form S-1 with the Securities and Exchange Commission (the “Commission”)
on October 18, 2023 (File No. 333-271753) and declared effective by the Commission staff on October 20, 2023 (the “Prior
Registration Statement”).  The Company notes that there have been no changes to the terms of the Contracts or
any material changes to disclosure in the prospectus pertaining to the Contracts in the Registration Statement.
The Company represents that the materiality of the changes from the Prior Registration Statement is consistent with the materiality
of changes that would otherwise qualify for filing under paragraph (b) of Rule 485 under the 1933 Act if Form S-1 registration
statements were eligible for filing under Rule 485.

Based
on the aforementioned, the Company respectfully requests that the Commission staff afford the Registration Statement expedited
review.

U.S. Securities and Exchange Commission

April 19, 2024

Page 2

The
Company relies on the permission granted under Regulation S-X §3-13 by the Commission in a letter dated November 6, 2020,
to file audited financial statements of the Company prepared in accordance with statutory accounting principles in place of financial
statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”).
The Company requested permission to use these financial statements in connection with certain registration statements on Form
S-1 that are currently effective or may be filed in the future for index-linked annuity contracts, in satisfaction of the financial
information required by Form S-1, including the requirements of Items 11(e), 11(f) and 11(g) and Item 16(b) of Form S-1.

Requests
for acceleration of the effective date of the Amendment from the Company and principal underwriter of the Contract, which were
filed on April 19, 2024, request an effective date of May 1, 2024 or as soon thereafter as reasonably practicable. If you have
questions regarding the Amendment, please contact undersigned at 608-665-4184.

Sincerely,

/s/Britney
Schnathorst

Britney
Schnathorst

cc:    Mr.
Thomas Bisset

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