Form: 10-Q

Quarterly report [Sections 13 or 15(d)]

10-Q: Quarterly report [Sections 13 or 15(d)]

Published on




UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

FORM 10-Q

(Mark One)

X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]

For the quarterly period ended March 31, 2001

OR

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

Commission file number 333-18053

PRUCO LIFE INSURANCE COMPANY
OF NEW JERSEY

(Exact name of Registrant as specified in its charter)

New Jersey 22-2426091
- ------------------------------ ---------------------------------
(State or other jurisdiction, (IRS Employer Identification No.)
incorporation or organization)

213 Washington Street, Newark, New Jersey 07102
-------------------------------------------------------------
(Address of principal executive offices) (Zip Code)

(973) 802-3274
--------------------------------------------
(Registrant's Telephone Number, including area code)

Securities registered pursuant to Section 12 (b) of the Act: NONE
Securities registered pursuant to Section 12 (g) of the Act: NONE

Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the registrant
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. YES X NO ___
---
State the aggregate market value of the voting stock held by non-affiliates of
the registrant: NONE

Indicate the number of shares outstanding of each of the registrant's classes of
common stock, as of May 11, 2001. Common stock, par value of $5 per share:
400,000 shares outstanding

Pruco Life Insurance Company of New Jersey meets the conditions set
forth in General Instruction (H) (1) (a) and (b) on Form 10-Q and
is therefore filing this Form with the reduced disclosure format.

================================================================================





PRUCO LIFE INSURANCE COMPANY OF NEW JERSEY


INDEX TO FINANCIAL STATEMENTS




Page No.


Cover Page -

Index 2

PART I - Financial Information

Item 1. (Unaudited) Financial Statements

Statements of Financial Position
As of March 31, 2001 and December 31, 2000 3

Statements of Operations and Comprehensive Income
Three months ended March 31, 2001 and 2000 4

Statements of Changes in Stockholder's Equity
Periods ended March 31, 2001 and December 31, 2000 and 1999 5

Statements of Cash Flows
Three months ended March 31, 2001 and 2000 6

Notes to Financial Statements 7

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 10


PART II - Other Information

Item 6. Exhibits and Reports on Form 8-K 12

Signature Page 13







2


Pruco Life Insurance Company of New Jersey

Statements of Financial Position
As of March 31, 2001 and December 31, 2000(In Thousands)
- --------------------------------------------------------------------------------




(Unaudited)
March 31, December 31,
2001 2000
----------------- ----------------

ASSETS
Fixed maturities

Available for sale, at fair value (amortized cost, 2001: $643,554; and $ 653,022 $ 612,851
2000: $614,858)
Held to maturity, at amortized cost (fair value, 2000: $7,259 ) - 7,470
Policy loans 154,682 152,111
Short-term investments 5,568 28,759
Other long-term investments 3,540 3,577
----------------- ----------------
Total investments 816,812 804,768
Cash and cash equivalents 91,201 65,237
Deferred policy acquisition costs 111,385 116,653
Accrued investment income 14,107 13,781
Receivables from affiliate 20,112 22,265
Other assets 1,453 292
Separate Account assets 1,639,777 1,805,584
----------------- ----------------
TOTAL ASSETS $ 2,694,847 $ 2,828,580
================= ================

LIABILITIES AND STOCKHOLDER'S EQUITY
Liabilities
Policyholders' account balances $ 441,618 $ 434,442
Future policy benefits and other policyholder liabilities 108,915 108,218
Cash collateral for loaned securities 65,593 48,309
Securities sold under agreements to repurchase - 9,754
Income taxes payable 34,132 29,913
Other liabilities 13,078 8,793
Separate Account liabilities 1,639,777 1,805,584
----------------- ----------------
Total liabilities $ 2,303,113 $ 2,445,013
----------------- ----------------
Contingencies - (See Footnote 2)
Stockholder's Equity
Common stock, $5 par value;
400,000 shares, authorized;
issued and outstanding at
March 31, 2001 and December 31, 2000 2,000 2,000
Paid-in-capital 128,689 128,689
Retained earnings 257,924 253,641
Accumulated other comprehensive income(loss) 3,121 (763)
----------------- ----------------
Total stockholder's equity 391,734 383,567
----------------- ----------------
TOTAL LIABILITIES AND
STOCKHOLDER'S EQUITY $ 2,694,847 $ 2,828,580
================= ================





See Notes to Financial Statements




Pruco Life Insurance Company of New Jersey

Statements of Operations and Comprehensive Income (Unaudited)
Three Months Ended March 31, 2001 and 2000 (In Thousands)
- --------------------------------------------------------------------------------




Three months ended
March 31,

2001 2000
---------------- -----------------
REVENUES


Premiums $ 2,912 $ 1,489
Policy charges and fee income 10,648 13,926
Net investment income 14,053 13,716
Realized investment gains(losses), net 980 (1,312)
Asset management fees 162 2,041
Other income 193 46
---------------- -----------------

Total revenues 28,948 29,906
---------------- -----------------

BENEFITS AND EXPENSES

Policyholders' benefits 7,727 7,720
Interest credited to policyholders' account
balances 5,145 4,410
General, administrative and other expenses 9,679 12,160
---------------- -----------------

Total benefits and expenses 22,551 24,290
---------------- -----------------

Income from operations before income taxes 6,397 5,616
---------------- -----------------

Income tax provision 2,114 1,966
---------------- -----------------

NET INCOME $ 4,283 $ 3,650
---------------- -----------------

Net unrealized investment gains on securities,
net of reclassification adjustment and taxes 3,884 793
---------------- -----------------

TOTAL COMPREHENSIVE INCOME $ 8,167 $ 4,443
================ =================







See Notes to Financial Statements



4



Pruco Life Insurance Company of New Jersey

Statements of Changes in Stockholder's Equity (Unaudited)
Periods ended March 31, 2001 and December 31, 2000 and 1999(In Thousands)
- --------------------------------------------------------------------------------





Accumulated
other Total
Common Paid - in - Retained comprehensive stockholder's
stock capital earnings income (loss) equity
-------- --------- --------- ------------- -------------


Balance, January 1, 1999 $ 2,000 $ 125,000 $ 217,260 $ 1,593 $ 345,853

Net income - - 12,797 - 12,797
Change in net unrealized
investment losses, net of
net of reclassification
and taxes - - - (7,681) (7,681)

-------- --------- --------- --------- ---------
Balance, December 31, 1999 $ 2,000 $ 125,000 $ 230,057 $ (6,088) $ 350,969

Contribution - 3,689 - - 3,689
Net income - - 23,584 - 23,584
Change in net unrealized
investment losses, net of
reclassification and taxes - - - 5,325 5,325
-------- --------- --------- --------- ---------
Balance, December 31, 2000 $ 2,000 $ 128,689 $ 253,641 $ (763) $ 383,567

Net income - - 4,283 - 4,283
Change in net unrealized
investment gains, net of
reclassification and taxes - - - 3,884 3,884
-------- --------- --------- --------- ---------
Balance, March 31, 2001 $ 2,000 $ 128,689 $ 257,924 $ 3,121 $ 391,734
======== ========= ========= ========= =========






See Notes to Financial Statements


5

Pruco Life Insurance Company of New Jersey

Statements of Cash Flows (Unaudited)
Three Months Ended March 31, 2001 and 2000 (In Thousands)
- --------------------------------------------------------------------------------



Three months ended,
March 31,

2001 2000

-----------------------------
CASH FLOWS FROM OPERATING ACTIVITIES:

Net income $ 4,283 $ 3,650
Adjustments to reconcile net income to net cash (used in)
provided by
Operating activities:
Policy charges and fee income (2,506) (2,564)
Interest credited to policyholders' account balances 5,145 4,410
Realized investment (gains)losses, net (980) 1,312
Amortization and other non-cash items (9,738) (1,927)
Change in:
Future policy benefits and other policyholders'
liabilities 697 208
Accrued investment income (326) (66)
Policy loans (2,571) (984)
Receivable from affiliates 2,153 742
Deferred policy acquisition costs 5,268 2,048
Income taxes payable 4,219 (4,672)
Other, net 3,124 5,525
-----------------------------
Cash Flows From Operating Activities 8,768 7,682
-----------------------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from the sale/maturity of:
Fixed maturities available for sale 229,229 142,393
Payments for the purchase of:
Fixed maturities available for sale (248,654) (143,546)
Cash collateral for loaned securities, net 17,284 3,392
Securities sold under agreements to repurchase, net (9,754) 4,656
Other long-term investments 37 1,021
Short term investments, net 23,191 (4,849)
-----------------------------
Cash Flows From Investing Activities 11,333 3,067
-----------------------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Policyholders' account balances:
Deposits 27,034 49,420
Withdrawals (21,171) (48,836)
-----------------------------
Cash Flows From Financing Activities 5,863 584
-----------------------------
Net increase in Cash and cash equivalents 25,964 11,333
Cash and cash equivalents, beginning of year 65,237 27,590
-----------------------------
CASH AND CASH EQUIVALENTS, END OF PERIOD $ 91,201 $ 38,923
=============================







See Notes to Financial Statements

6


Pruco Life Insurance Company of New Jersey

Notes to Financial Statements (Unaudited)
- --------------------------------------------------------------------------------

1. BASIS OF PRESENTATION

The accompanying interim financial statements have been prepared pursuant to the
rules and regulations for reporting on Form 10-Q on the basis of accounting
principles generally accepted in the United States. These interim financial
statements are unaudited but reflect all adjustments which, in the opinion of
management, are necessary to provide a fair presentation of the results of
operations and financial condition of the Pruco Life Insurance Company of New
Jersey ("the Company"), for the interim periods presented. The Company is a
wholly-owned subsidiary of the Pruco Life Insurance Company ("Pruco Life") which
in turn is a wholly-owned subsidiary of The Prudential Insurance Company of
America ("Prudential"). All such adjustments are of a normal recurring nature.
The results of operations for any interim period are not necessarily indicative
of results for a full year. Certain amounts in the Company's prior year
financial statements have been reclassified to conform to the 2001 presentation.
These financial statements should be read in conjunction with the financial
statements and notes thereto contained in the Company's Annual Report on Form
10-K for the year ended December 31, 2000.

2. CONTINGENCIES AND LITIGATION

Prudential and the Company are subject to legal and regulatory actions in the
ordinary course of our businesses, including class actions. Pending legal and
regulatory actions include proceedings relating to aspects of our businesses and
operations that are specific to the Company and Prudential and that are typical
of the businesses in which the Company and Prudential operate. Some of these
proceedings have been brought on behalf of various alleged classes of
complainants. In certain of these matters, the plaintiffs are seeking large
and/or indeterminate amounts, including punitive or exemplary damages.

Beginning in 1995, regulatory authorities and customers brought significant
regulatory actions and civil litigation against the Company and Prudential
involving individual life insurance sales practices. In 1996, Prudential, on
behalf of itself and many of its life insurance subsidiaries including the
Company entered into settlement agreements with relevant insurance regulatory
authorities and plaintiffs in the principal life insurance sales practices class
action lawsuit covering policyholders of individual permanent life insurance
policies issued in the United States from 1982 to 1995. Pursuant to the
settlements, the companies agreed to various changes to their sales and business
practices controls, to a series of fines, and to provide specific forms of
relief to eligible class members. Virtually all claims by class members filed in
connection with the settlements have been resolved and virtually all aspects of
the remediation program have been satisfied. While the approval of the class
action settlement is now final, Prudential and the Company remain subject to
oversight and review by insurance regulators and other regulatory authorities
with respect to its sales practices and the conduct of the remediation program.
The U.S. District Court has also retained jurisdiction as to all matters
relating to the administration, consummation, enforcement and interpretation of
the settlements.

As of March 31, 2001, Prudential and/or the Company remained a party to
approximately 61 individual sales practices actions filed by policyholders who
"opted out" of the class action settlement relating to permanent life insurance
policies issued in the United States between 1982 and 1995. In addition, there
were 48 sales practices actions pending that were filed by policyholders who
were members of the class and who failed to "opt out" of the class action
settlement. Prudential and the Company believe that those actions are governed
by the class settlement release and expect them to be enjoined and/or dismissed.
Additional suits may be filed by class members who "opted out" of the class
settlements or who failed to "opt out" but nevertheless seek to proceed against
Prudential and/or the Company. A number of the plaintiffs in these cases seek
large and/or indeterminate amounts, including punitive or exemplary damages.
Some of these actions are brought on behalf of multiple plaintiffs. It is
possible that substantial punitive damages might be awarded in any of these
actions and particularly in an action involving multiple plaintiffs.

Prudential has indemnified the Company for any liabilities incurred in
connection with sales practices litigation covering policyholders of individual
permanent life insurance policies issued in the United States from 1982 to 1995.

The balance of the Company's litigation is subject to many uncertainties, and
given the complexity and scope, the outcomes cannot be predicted. It is possible
that the results of operations or the cash flow of the Company in a particular
quarterly or annual period could be materially effected by an ultimate
unfavorable resolution of pending litigation and regulatory matters. Management
believes, however, that the ultimate outcome of all pending litigation and
regulatory matters should not have a material adverse effect on the Company's
financial position.


7


Pruco Life Insurance Company of New Jersey

Notes to Financial Statements (Unaudited)
- --------------------------------------------------------------------------------

3. RELATED PARTY TRANSACTIONS

The Company has extensive transactions and relationships with Prudential and
other affiliates. It is possible that the terms of these transactions are not
the same as those that would result from transactions among wholly unrelated
parties.

Expense Charges and Allocations
All of the Company's expenses are allocations or charges from Prudential or
other affiliates. These expenses can be grouped into the following categories:
general and administrative expenses, retail distribution expenses and asset
management fees.

The Company's general and administrative expenses are charged to the Company
using allocation methodologies based on business processes. Management believes
that the methodology is reasonable and reflects costs incurred by Prudential to
process transactions on behalf of the Company. Prudential and the Company
operate under service and lease agreements whereby services of officers and
employees, supplies, use of equipment and office space are provided by
Prudential.

The Company is allocated estimated distribution expenses from Prudential's
retail agency network for both its domestic life and annuity products. The
Company has capitalized the majority of these distribution expenses as deferred
policy acquisition costs. Beginning April 1, 2000, Prudential and the Company
agreed to revise the estimate of allocated distribution expenses to reflect a
market based pricing arrangement.

In accordance with a profit sharing agreement with Prudential that was in effect
through December 31, 2000, the Company received fee income from policyholder
account balances invested in the Prudential Series Funds ("PSF"). These revenues
were recorded as "Asset management fees" in the Statements of Operations and
Comprehensive Income. The Company was charged an asset management fee by
Prudential Global Asset Management ("PGAM") and Jennison Associates LLC
("Jennison") for managing the PSF portfolio. These expenses are a component of
general, administrative and other expenses.

On September 29, 2000, the Board of Directors for the Prudential Series Fund,
Inc. ("PSFI") adopted resolutions to terminate the existing management agreement
between PSFI and Prudential, and has appointed another subsidiary of Prudential
as the fund manager for PSF. The change was approved by the shareholders of the
PSFI during early 2001 and effective January 1, 2001, the Company will no longer
receives fees associated with the PSF. In addition, the Company will no longer
incur the asset management expense from PGAM and Jennison associated with the
PSF.

Corporate Owned Life Insurance
The Company has sold a Corporate Owned Life Insurance ("COLI") policy to
Prudential. The cash surrender value included in Separate Accounts was $165.2
million and $182.4 million at March 31, 2001 and December 31, 2000,
respectively.

Reinsurance
The Company currently has a reinsurance agreement in place with Prudential ("the
reinsurer"). The reinsurance agreement is a yearly renewable term agreement in
which the Company may offer and the reinsurer may accept reinsurance on any life
in excess of the Company's maximum limit of retention. The Company is not
relieved of its primary obligation to the policyholder as a result of these
reinsurance transactions. These agreements had no material effect on net income
for the periods ended March 31, 2001 and 2000.

Debt Agreements
In July 1998, the Company established a revolving line of credit facility with
Prudential Funding LLC, a wholly-owned subsidiary of Prudential. There is no
outstanding debt relating to this credit facility as of March 31, 2001 or
December 31, 2000.

4. RECENT ACCOUNTING PRONOUNCEMENTS

In September 2000, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standard ("SFAS") No. 140, "Accounting for
Transfers and Servicing of Financial Assets and Extinguishments of Liabilities -
a replacement of FASB Statement No. 125". The Company is currently evaluating
the effect of adopting the provisions of SFAS No. 140 relating to transfers and
extinguishments of liabilities which are effective for periods occurring after
March 31, 2001. The Company has adopted in these financial statements
disclosures about collateral and for recognition and reclassification of
collateral required under the statement for fiscal years ending after December
15, 2000.


8

Pruco Life Insurance Company of New Jersey

Notes to Financial Statements (Unaudited)
- --------------------------------------------------------------------------------

5. DERIVATIVE INSTRUMENTS

Adoption of Statement of Financial Accounting Standards (SFAS) No. 133
The Company adopted SFAS No. 133, "Accounting for Derivative Instruments and
Hedging Activities", on January 1, 2001. The Company was not required to record
a net-of-tax cumulative adjustment to earnings as all derivatives were already
at fair value. As part of the implementation, the Company reclassified
held-to-maturity securities, amounting to approximately $7.5 million at January
1, 2001, to the available-for-sale category. This reclassification resulted in
the recognition of a net unrealized loss of approximately $.2 million, net of
tax, which was recorded as a component of "Accumulated other comprehensive
income/(loss)" on the implementation date.

Accounting for Derivatives and Hedging Activities
A derivative is a financial instrument whose price, performance or cash flow is
based upon the actual or expected price, level, performance, value or cash flow
of some external benchmark, such as interest rates, foreign exchange rates,
securities, commodities, or various financial indices. Derivative financial
instruments can be exchange-traded or contracted in the over-the-counter market
and include swaps, futures, forwards and options contracts.

All derivatives are recognized on the balance sheet at fair value. On the date
the derivative contract is entered into the Company designates the derivative as
(1) a hedge of the exposure to changes in the fair value of a recognized asset
or liability or an unrecognized firm commitment (fair value hedge), (2) a hedge
of the exposure to variable cash flows of a forecasted transaction (cash flow
hedge), or (3) a hedge of the foreign currency exposure of a net investment in a
foreign operation, an unrecognized firm commitment, or a
foreign-currency-denominated asset, liability or forecasted transaction (foreign
currency hedge). The accounting for changes in fair value of a derivative
depends on its intended use and designation. For a fair value hedge, the gain or
loss is recognized in earnings in the period of change together with the
offsetting loss or gain on the hedged item. For a cash flow hedge, the effective
portion of the derivative's gain or loss is initially reported as a component of
other comprehensive income and subsequently reclassified into earnings when the
forecasted transaction affects earnings. For a foreign currency hedge, the gain
or loss is reported in other comprehensive income as part of the foreign
currency translation adjustment. The accounting for a fair value hedge described
above applies to a derivative designated as a hedge of the foreign currency
exposure of an unrecognized firm commitment or an available-for-sale security.
Similarly, the accounting for a cash flow hedge described above applies to a
derivative designated as a hedge of the foreign currency exposure of a
foreign-currency-denominated forecasted transaction. For all other derivatives
not designated as hedging instruments, the gain or loss is recognized in
earnings in the period of change.

Futures
The Company uses exchange-traded Treasury futures and options to reduce market
risk from changes in interest rates, and to manage the duration of assets and
the duration of liabilities supported by those assets. In exchange-traded
futures transactions, the Company agrees to purchase or sell a specified number
of contracts, the value of which are determined by the value of designated
classes of Treasury securities, and to post variation margin on a daily basis in
an amount equal to the difference in the daily market values of those contracts
The Company enters into exchange-traded futures and options with regulated
futures commissions merchants who are members of a trading exchange. The fair
value of futures and options is based on market quotes.

Treasury futures move substantially in value as interest rates change and can be
used to either modify or hedge existing interest rate risk. This strategy
protects against the risk that cash flow requirements may necessitate
liquidation of investments at unfavorable prices resulting from increases in
interest rates. This strategy can be a more cost effective way of temporarily
reducing the Company's exposure to a market decline than selling fixed income
securities and purchasing a similar portfolio when such a decline is believed to
be over.

If futures meet hedge accounting criteria, changes in their fair value are
reported in current earnings or other comprehensive income depending on the
hedge type as described above for qualifying fair value or cash flow hedges.
Futures that do not qualify as hedges are carried at fair value with changes in
value reported in current period earnings. The notional and fair value of
futures contracts was $62.2 million and $ (.1) million at March 31, 2001,
respectively. The notional and fair value of futures contracts was $3.6 million
and $.1 million at December 31, 2000, respectively.

9



Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.

Pruco Life Insurance Company of New Jersey meets the conditions set forth in
General Instruction H(1)(a) and (b) on Form 10-Q and is filing this form with
reduced disclosure.

1. Analysis of Financial Condition

Total assets for the Company decreased $133.7 million during the first three
months of 2001, the majority of which relates to a $165.8 million decrease in
Separate Accounts primarily from stock market declines. Excluding the Separate
Accounts, total assets increased by $32.1 million primarily due to fixed
maturity appreciation resulting from declining interest rates and from positive
cash inflows. The Company reclassified held-to-maturity fixed maturities,
amounting to $7.5 million at January 1, 2001 to the available-for-sale category.

Total liabilities for the Company decreased $141.9 million during the first
three months of 2001 from $2,445.0 million to $2,303.1 million. Corresponding
with the asset change, Separate Account liabilities decreased by $165.8 million
due to net investment losses of $149.5 million, expense disbursements of $12.3
million, and negative net contributions (contributions less surrenders and
withdrawals) of $4.0 million. Net Separate Account contributions in first
quarter 2000 were a positive $56.0 million. The current year decline in net
contributions reflects activity related to the Discovery Select exchange
program, which was terminated in May 2000.

Policyholder Account balances increased $7.2 million mainly from interest
credited as net sales were relatively flat. Taxes payable increased $4.2 million
due to first quarter current and deferred tax expense. Other liabilities
increased $4.3 million due to an increase in payables for securities purchased
and securities lending liabilities increased $7.5 million.

2. Results of Operations

Net Income
Net income for the three months ended March 31, 2001 was $4.3 million, an
increase of $.6 million from the first quarter of 2000. The main driver in the
rise in net income was an increase from the prior year in realized gains of $2.3
million from the sale of fixed maturities in 2001 in a declining interest rate
environment. Somewhat offsetting this increase, was a decline in net asset
management fee income of $1.4 million ($1.9 million in revenues less $.5 million
of expenses) as the Company ceased receiving fee income or paying asset
management fee expenses related to the Pru Series Fund (PSF) as of January 1,
2001, as described in the Notes to Financial Statements.

Revenues
Revenues decreased by $1.0 million from the prior year comparable period. Policy
charges and fee income decreased by $3.3 million primarily driven by a decrease
in charges for assuming mortality & expense risks due to the decline in Separate
Account liabilities as a result of declining markets during the first quarter of
2001. Premiums increased $1.4 due to higher term insurance and extended term
premiums. The discontinuance of PSF asset management fees reduced revenues by
$1.9 million which was offset by capital gain increases of $2.3 million, as
discussed above.

Benefits and Expenses
Total benefits and expenses decreased by $1.7 million. General, administrative
and other expenses decreased by $2.5 million from the prior year. This variance
relates to the decrease in distribution expenses resulting from decreases in
sales and assets that drive the calculation of the transfer pricing fee and a
change to market based pricing as of April 1, 2000. Fees paid to PGAM to manage
the PSF decreased by $.5 million. Interest credited increased by $.7 million due
to higher general account liabilities and higher new money crediting rates.

10



3. Liquidity and Capital Resources

Principal cash flow sources are investment and fee income, investment maturities
and sales, and premiums and fund deposits. These cash inflows may be
complemented by financing activities through other Prudential affiliates.

Cash outflows consist principally of benefits, claims and amounts paid to
policyholders in connection with policy surrenders, withdrawals and net policy
loan activity. Uses of cash also include commissions, general and administrative
expenses, and purchases of investments. Liquidity requirements associated with
policyholder obligations are monitored regularly so that the Company can manage
cash inflows to match anticipated cash outflow requirements.

The Company believes that cash flow from operations together with proceeds from
scheduled maturities and sales of fixed maturity investments, are adequate to
satisfy liquidity requirements based on the Company's current liability
structure.

The Company had $2.7 billion of assets at March 31, 2001 compared to $2.8
billion at December 31, 2000, of which $1.6 billion and $1.8 billion were held
in Separate Accounts at March 31, 2001 and December 31, 2000, respectively,
under variable life insurance policies and variable annuity contracts. The
remaining assets consisted primarily of investments and deferred policy
acquisition costs.

4. Information Concerning Forward-Looking Statements

Some of the statements contained in Management's Discussion and Analysis,
including those words such as "believes", "expects", "intends", "estimates",
"assumes", "anticipates" and "seeks", are forward-looking statements. These
forward-looking statements involve risk and uncertainties. Actual results may
differ materially from those suggested by the forward-looking statements for
various reasons. In particular, statements contained in Management's Discussion
and Analysis regarding the Company's business strategies involve risks and
uncertainties, and we can provide no assurance that we will be able to execute
our strategies effectively or achieve our financial and other objectives.



11



PART II

Item 6. Exhibits and Reports on Form 8-K

(a) Exhibits

3(i)(a) The Articles of Incorporation (as amended through March 11,
1983) of Pruco Life Insurance Company of New Jersey are
incorporated by reference to Post-effective Amendment No. 26
to the Registration Statement on Form S-6 of Pruco Life of New
Jersey Variable Appreciable Account as filed April 28, 1997,
Registration No. 2-89780.

3(i)(b) Amendment to the Articles of Incorporation dated February 12,
1998 is incorporated by reference to Post-Effective Amendment
No. 12 to the Registration Statement on Form S-1, of Pruco
Life of New Jersey Variable Contract Real Property Account as
filed on April 16, 1999, Registration No. 33-20018.

3(ii) By-Laws of Pruco Life Insurance Company of New Jersey (as
amended through May 5, 1997) are incorporated by reference to
Form 10-Q as filed by the Company on August 15, 1997.

4 Market-Value Adjustment Annuity Contract is incorporated by
reference to the Company's registration statement on Form S-1,
Registration No. 333-18053, as filed November 17, 1995.







SIGNATURES



Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf of the
undersigned, thereunto duly authorized.

PRUCO LIFE INSURANCE COMPANY OF NEW JERSEY
(Registrant)




Signature Title Date
- --------- ----- ----



President and Director May 14, 2001
- --------------------------
Esther H. Milnes




Principal Financial Officer and May 14, 2001
- -------------------------- Chief Accounting Officer
William J. Eckert, IV