ACL VARIABLE ANNUITY ACCOUNT 2
485APOS, 1998-08-26
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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM N-4

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

         Pre-Effective Amendment No.                                     [ ]

         Post-Effective Amendment No.    2        (File No. 333-00519)   [X]
                                     ---------

                                     and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940

         Amendment No.              6       (File No. 811-07511)         [X]
                               ---------

                        (Check appropriate box or boxes)

                         ACL VARIABLE ANNUITY ACCOUNT 2
- --------------------------------------------------------------------------------
                           (Exact Name of Registrant)

                    American Centurion Life Assurance Company
- --------------------------------------------------------------------------------
                               (Name of Depositor)

20 Madison Avenue Extension, P.O. Box 5555, Albany NY                 12205-0555
- --------------------------------------------------------------------------------
(Address of Depositor's Principal Executive Offices)                  (Zip Code)

Depositor's Telephone Number, including Area Code                 (612) 671-7981
- --------------------------------------------------------------------------------

          Mary Ellyn Minenko, IDS Tower 10, Minneapolis, MN 55440-0010
- --------------------------------------------------------------------------------
                     (Name and Address of Agent for Service)

It  is proposed that this filing will become effective (check appropriate box) 
[ ]  immediately upon filing pursuant to paragraph (b) of Rule 485 
[ ]  on (date) pursuant to paragraph (b) of Rule 485 
[ ]  60 days after filing pursuant to paragraph (a)(1) of Rule 485 
[X]  on October 26, 1998 pursuant to paragraph (a)(1) of Rule 485

If appropriate, check the following box:
[ ]  this post-effective amendment designates a new effective date for a
     previously filed post-effective amendment.

<PAGE>
                              CROSS REFERENCE SHEET

Cross  reference  sheet  showing  location in the  prospectus  and  Statement of
Additional  Information of the information called for by the items enumerated in
Part A and B of Form N-4.

Negative  answers  omitted  from the  prospectus  and  Statement  of  Additional
Information are so indicated.

                                     PART A

Item No.          Section in Prospectus
1                 Cover page
2                 Key terms
3  (a)            Expense summary
   (b)            The annuities in brief
4  (a)            NA
   (b)            Performance information
   (c)            Financial statements
5  (a)            Cover page; About American Centurion Life
   (b)            The variable account
   (c)            The funds
   (d)            Cover page; The funds
   (e)            Voting rights
   (f)            NA
   (g)            NA
6  (a)            Charges
   (b)            Expense summary; Charges
   (c)            Charges
   (d)            Distribution of the contracts
   (e)            The funds
   (f)            NA
7  (a)            Buying your annuity; Benefits in case of death; The annuity
                  payout period
   (b)            The variable account; Transferring money between subaccounts;
                  Transfer policies
   (c)            The funds; Charges
   (d)            Cover page
8  (a)            The annuity payout period
   (b)            Buying your annuity
   (c)            The annuity payout period
   (d)            The annuity payout period
   (e)            The annuity payout period
   (f)            The annuity payout period
9  (a)            Benefits in case of death
   (b)            Benefits in case of death
10 (a)            Buying your annuity; Valuing your investment
   (b)            Valuing your investment
   (c)            Valuing your investment
   (d)            About American Centurion Life
11 (a)            Withdrawals from your contract
   (b)            NA
   (c)            Withdrawals from your contract
   (d)            Buying your annuity
   (e)            The annuities in brief
12 (a)            Taxes
   (b)            Key terms
   (c)            NA
13                NA
14                Table of contents of the Statement of Additional Information


                                     PART B

Item No.          Section in Statement of Additional Information
15 (a)            Cover Page
   (b)            NA
16                Table of Contents
17 (a)            NA
   (b)            NA
   (c)            About American Centurion Life*
18 (a)            NA
   (b)            NA
   (c)            Independent Auditors
   (d)            NA
   (e)            NA
   (f)            NA
19 (a)            Distribution of the contracts*
   (b)            NA
20 (a)            Principal Underwriter
   (b)            Principal Underwriter
   (c)            NA
   (d)            NA
21 (a)            Performance Information
   (b)            Performance Information
22                Calculating Annuity Payouts
23 (a)            NA
   (b)            Financial Statements

*Designates  page  number in the  prospectus,  which is hereby  incorporated  by
reference in this Statement of Additional Information.
<PAGE>
   
ACL Personal Portfolio Plus2 / ACL Personal PortfolioSM
Oct. __, 1998
Variable Annuity Prospectus


The flexible premium variable annuity contracts  described in the prospectus are
offered by American Centurion Life Assurance Company (American  Centurion Life),
a subsidiary of IDS Life Insurance Company (IDS Life),  which is a subsidiary of
American  Express  Financial  Corporation  (AEFC).   Purchase  payments  may  be
allocated among different accounts,  providing variable and/or fixed returns and
payouts. The annuities are available for individual retirement annuities (IRAs),
simplified employee pension plans (SEPs), Roth IRAs and nonqualified  retirement
plans.  The  information in the prospectus  relates to both annuities  unless we
state otherwise.
    

ACL Variable Annuity Account 2

Sold by: American Centurion Life Assurance Company
Home Office: 20 Madison Avenue Extension, P.O. Box 5555, Albany, NY 12205-0555
Telephone: 800-504-0469

   
This prospectus contains  information about the variable account that you should
know before investing. Refer to "The variable account" in this prospectus. As in
the case of other annuities, it may not be advantageous to purchase one of these
annuities as a replacement for, or in addition to an existing annuity.

The prospectus is accompanied or preceded by the following prospectuses: For ACL
Personal Portfolio Plus2: AIM Variable  Insurance Funds, Inc.;  American Century
Variable Portfolios, Inc.; IDS Life Retirement Annuity Mutual Funds; Janus Aspen
Series; OCC Accumulation Trust;  Oppenheimer  Variable Account Funds; and Putnam
Variable  Trust - Class IB  Shares.  For ACL  Personal  PortfolioSM:  GT  Global
Variable  Investment  Funds;  IDS Life  Retirement  Annuity  Mutual  Funds;  OCC
Accumulation  Trust;  and Putnam  Variable Trust - Class IA Shares.  Please read
these documents carefully and keep them for future reference.
    

These  securities  have not been approved or  disapproved  by the Securities and
Exchange Commission, or any state securities commission,  nor has the Securities
and  Exchange  Commission  or any state  securities  commission  passed upon the
accuracy or adequacy of this prospectus. Any representation to the contrary is a
criminal offense.

American  Centurion  Life  is not a  bank  or  financial  institution,  and  the
securities it offers are not deposits or obligations of, backed or guaranteed or
endorsed  by any  bank or  financial  institution  nor are they  insured  by the
Federal Deposit  Insurance  Corporation,  the Federal Reserve Board or any other
agency.  Investments  in this annuity  involve  investment  risk  including  the
possible loss of principal.

<PAGE>

   
A Statement of Additional  Information  (SAI), dated Oct. __, 1998 (incorporated
by reference  into this  prospectus)  and filed with the Securities and Exchange
Commission (SEC), is available without charge by contacting  American  Centurion
Life at the telephone  number above or by completing  and sending the order form
on the last page of this prospectus.  The table of contents of the SAI is on the
last page of this prospectus.
    


<PAGE>



                                            Table of contents

   
Key terms.................................................................
The annuities in brief....................................................
Expense summary...........................................................
Financial statements......................................................
Performance information...................................................
The variable account......................................................
The funds.................................................................
     AIM V.I. Growth and Income Fund......................................
     AIM V.I. International Equity Fund...................................
     AIM V.I. Value Fund..................................................
     American Century VP Income and Growth................................
     American Century VP Value............................................
     GT Global Variable Latin America Fund................................
     GT Global Variable New Pacific Fund..................................
     IDS Life Aggressive Growth Fund......................................
     IDS Life Capital Resource Fund.......................................
     IDS Life Growth Dimensions Fund......................................
     IDS Life International Equity Fund...................................
     IDS Life Managed Fund................................................
     IDS Life Moneyshare Fund.............................................
     IDS Life Special Income Fund.........................................
     Janus Aspen Series Balanced Portfolio................................
     Janus Aspen Series Worldwide Growth Portfolio........................
     OCC Accumulation Trust Equity Portfolio..............................
     OCC Accumulation Trust Managed Portfolio.............................
     OCC Accumulation Trust Small Cap Portfolio...........................
     OCC Accumulation Trust U.S. Government Income Portfolio..............
     Oppenheimer Variable Account Growth Fund.............................
     Oppenheimer Variable Account High Income Fund........................
     Putnam VT Diversified Income Fund - Class IA and IB Shares...........
     Putnam VT Growth and Income Fund - Class IA and IB Shares............
     Putnam VT High Yield Fund - Class IA and IB Shares...................
     Putnam VT New Opportunities Fund - Class IA Shares...................
     Putnam VT Voyager Fund - Class IB Shares.............................
The fixed account.........................................................
Buying your annuity.......................................................
     The retirement date..................................................
     Beneficiary..........................................................
     How to make payments.................................................
Charges...................................................................
     Contract administrative charge.......................................
     Variable account administrative charge...............................
     Mortality and expense risk fee.......................................
     Withdrawal charge....................................................
     Waiver of withdrawal charge..........................................
Valuing your investment...................................................
     Number of units......................................................
     Accumulation unit value..............................................
     Net investment factor................................................
     Factors that affect variable subaccount accumulation units...........
    


<PAGE>



Making the most of your annuity...........................................
     Automated dollar-cost averaging......................................
     Transferring money between subaccounts...............................
     Transfer policies....................................................
     Two ways to request a transfer or a withdrawal.......................
Withdrawals from your contract............................................
     Withdrawal policies..................................................
     Receiving payment when you request a withdrawal......................
Changing ownership........................................................
Benefits in case of death.................................................
The annuity payout period.................................................
     Annuity payout plans.................................................
     Death after annuity payouts begin....................................
Taxes.....................................................................
Voting rights.............................................................
Substitution of investments...............................................
Distribution of the contracts.............................................
About American Centurion Life.............................................
Year 2000.................................................................
Regular and special reports...............................................
     Services.............................................................
     Table of contents of the Statement of Additional Information.........

<PAGE>

Key terms

These terms can help you understand details about your annuity.

Accumulation  unit - A measure of the value of each variable  subaccount  before
annuity payouts begin.

Annuitant - The person on whose life or life  expectancy the annuity payouts are
based.

Annuity  -  A  contract   purchased  from  an  insurance   company  that  offers
tax-deferred growth of the investment until earnings are withdrawn, and that can
be tailored to meet the specific needs of the individual during retirement.

Annuity payouts - An amount paid at regular intervals under one of several plans
available  to the owner  and/or any other  payee.  This  amount may be paid on a
variable or fixed basis.

Annuity  unit - A  measure  of the  value of each  variable  subaccount  used to
calculate the annuity payouts you receive.

Beneficiary - The person  designated to receive annuity  benefits in case of the
owner's or annuitant's death.

Close of business - When the New York Stock Exchange  (NYSE) closes,  normally 4
p.m. Eastern time.

Code - Internal Revenue Code of 1986, as amended.

Contract  value  - The  total  value  of  your  annuity  before  any  applicable
withdrawal charge and any contract administrative charge have been deducted.

Contract year - A period of 12 months,  starting on the  effective  date of your
contract and on each anniversary of the effective date.

Fixed account - An account to which you may allocate purchase payments.  Amounts
allocated to this account earn interest at rates that are declared  periodically
by American Centurion Life.

Mutual  funds  (funds)  - Mutual  funds or  portfolios,  each  with a  different
investment  objective.  You may allocate  your  purchase  payments into variable
subaccounts investing in shares of any or all of these funds (See "The funds" ).

Owner (you,  your) - The person who controls the annuity  (decides on investment
allocations,  transfers,  payout options,  etc.).  Usually,  but not always, the
owner is also the annuitant.  The owner is responsible for taxes,  regardless of
whether he or she receives the annuity's benefits.

Purchase payments - Payments made to American Centurion Life for an annuity.

<PAGE>

Qualified  annuity - An annuity  purchased for one of the  following  retirement
plans  that is  subject  to  applicable  federal  law and any  rules of the plan
itself:

o        Individual Retirement Annuities (IRAs), including Roth IRAs
o        Simplified Employee Pension Plans (SEPs)

All other annuities are considered nonqualified annuities.

Retirement  date - The date when annuity  payouts are  scheduled to begin.  This
date is first established when you start your contract. You can change it in the
future.

Valuation date - Any normal business day,  Monday through Friday,  that the NYSE
is open.  The value of each  variable  subaccount  is calculated at the close of
business on each valuation date.

Variable  account - Consists of separate  subaccounts  to which you may allocate
purchase  payments;  each  subaccount  invests in shares of one mutual fund (See
"The  variable  account").  The  value  of  your  investment  in  each  variable
subaccount changes with the performance of the underlying mutual fund.

Withdrawal  charge - A deferred  sales  charge that may be applied if you make a
withdrawal from your annuity before the retirement date.

Withdrawal  value - The amount you are entitled to receive if you fully withdraw
your annuity.  It is the contract value minus any applicable  withdrawal  charge
and contract administrative charge.

   
The annuities in brief

Purpose:  Each  annuity  is  designed  to  allow  you to  accumulate  money  for
retirement.  You do this by making one or more investments  (purchase  payments)
that may earn  returns that  increase  the value of the annuity.  Beginning at a
specified future date (the retirement  date),  the annuity provides  lifetime or
other forms of payouts to you or to anyone you designate.
    

Ten-day  free look:  You may return your  annuity to your agent or to our Albany
home  office  within 10 days  after it is  delivered  to you and  receive a full
refund of all your purchase payments.

Accounts: You may allocate your purchase payments among any or all of:

o    the subaccounts of the variable account,  each of which invests in a mutual
     fund with a particular  investment  objective.  The value of each  variable
     subaccount  varies with the  performance of the particular fund in which it
     invests.  We cannot  guarantee that the value at the  retirement  date will
     equal or exceed the total of purchase  payments  allocated  to the variable
     subaccounts. (p. )

o    one  fixed  account,  which  earns  interest  at a rate  that  is  adjusted
     periodically by American Centurion Life. (p. )

<PAGE>

Buying the annuity: Your agent will help you complete and submit an application.
Applications are subject to acceptance at our Albany home office.  You may buy a
nonqualified annuity or a qualified annuity.  Payment must be made in a lump sum
with the option of additional payments in the future. (p. )

o    Minimum initial payment - $2,000 (without prior approval)

o    Minimum additional payment - $50

o    Maximum total payment(s) - $1,000,000 (without prior approval)

Transfers: Subject to certain restrictions you may redistribute your money among
accounts  without charge at any time until annuity  payouts begin,  and once per
contract  year among the  variable  subaccounts  thereafter.  You may  establish
automated transfers among the fixed account and variable subaccount(s). (p. )

Withdrawals:  You may  withdraw all or part of your  contract  value at any time
before  the  retirement   date.  You  also  may  establish   automated   partial
withdrawals.  Withdrawals may be subject to charges and tax penalties (including
a 10% IRS penalty if withdrawals are made prior to your reaching age 59 1/2) and
may have other tax consequences; also, certain restrictions apply. (p. )

Changing  ownership:  You may  change  ownership  of a  nonqualified  annuity by
written instruction.  However,  such changes of nonqualified  annuities may have
federal income tax consequences. Certain restrictions apply concerning change of
ownership of a qualified annuity. (p. )

Payment in case of death:  If you or the  annuitant die before  annuity  payouts
begin,  we will pay the  beneficiary  an amount at least  equal to the  contract
value. (p. )

Annuity  payouts:  The contract  value of your  investment  can be applied to an
annuity  payout plan that begins on the  retirement  date. You may choose from a
variety of plans to make sure that payouts  continue as long as they are needed.
If you purchased a qualified annuity, the payout schedule must meet requirements
of the  qualified  plan.  Payouts may be made on a fixed or variable  basis,  or
both.  Total monthly payouts may include  amounts from each variable  subaccount
and the fixed account. (p. )

Taxes: Generally, your annuity grows tax-deferred until you fully withdraw it or
begin to receive payouts.  (Under certain  circumstances,  IRS penalty taxes may
apply.)  Even if you direct  payouts to someone  else,  you will be taxed on the
income if you are the owner. Roth IRAs,  however,  may grow tax free if you meet
certain distribution requirements. (p. )

   
Charges: Your annuity is subject to a $30 annual contract administrative charge,
a 0.15% variable  account  administrative  charge, a 1.25% mortality and expense
risk fee and a withdrawal charge. (p. )
    

Expense summary

   
The  purpose  of this  table is to help you  understand  the  various  costs and
expenses associated with your annuity.
    

<PAGE>

   
You pay no sales charge when you purchase your annuity.  All costs that you bear
directly or indirectly for the variable  subaccounts and underlying mutual funds
are shown below. Some expenses may vary as explained under "Charges."

Contract  owner  expenses  for ACL  Personal  Portfolio  Plus2 and ACL  Personal
PortfolioSM:
    

Withdrawal charge (contingent deferred sales charge as a percentage
of purchase payment)

         Contract years from                     Withdrawal charge
           payment receipt                          percentage
                  1                                     7%
                  2                                     6%
                  3                                     5%
                  4                                     4%
                  5                                     3%
                  6                                     2%
                  7                                     1%
             Thereafter                                 0%

Annual contract administrative charge:                        $30

Variable account annual expenses

     Variable account administrative charge
     (as a percentage of average daily net assets
     of the underlying fund)...............................................0.15%

     Mortality and expense risk fee
     (as a percentage of average daily net assets
     of the underlying fund)...............................................1.25%

     Total variable account annual expenses................................1.40%

   
Annual  operating  expenses of mutual funds  underlying  ACL Personal  Portfolio
Plus2  (management  fees and other expenses  deducted as a percentage of average
net assets as follows:)
<TABLE>
<CAPTION>


                                                                 American
                   AIM V.I.       AIM V.I.                       Century VP      American       IDS Life
                   Growth and     International   AIM V.I.       Income and      Century VP     Aggressive
                   Income+        Equity+         Value+         Growth          Value          Growth

<S>                   <C>            <C>             <C>            <C>             <C>            <C>  
Management fees       0.63%          0.75%           0.62%          0.70%           1.00%          0.60%

12b-1 fees            -              -               -              -               -              -

Other expenses        0.06           0.18            0.08           0.00            0.00           0.07

Total                 0.69%+         0.93%+          0.70%+         0.70%           1.00%          0.67%**



<PAGE>




                   IDS Life       IDS Life        IDS Life
                   Capital        Growth          International  IDS Life        IDS Life       IDS Life
                   Resource       Dimensions      Equity         Managed         Moneyshare     Special
                                                                                                Income

Management fees       0.60%          0.63%           0.83%          0.59%           0.51%          0.60%

12b-1 fees            -              -               -              -               -              -

Other expenses        0.07           0.08            0.11           0.05            0.06           0.07

Total                 0.67%**        0.71%**         0.94%**        0.64%**         0.57%**        0.67%**

                                                                                                OCC
                                                                                                Accumulation
                                  Janus Aspen                                                   Trust U.S.
                   Janus Aspen    Series                         OCC             OCC            Government
                   Series         Worldwide       OCC            Accumulation    Accumulation   Income
                   Balanced       Growth          Accumulation   Trust Managed   Trust Small    (after
                   (after fee     (after  fee     Trust Equity                   Cap            expense
                   reductions)    reductions)                                                   limitations)

Management fees     0.76%          0.66%           0.80%          0.80%           0.80%          0.47%

12b-1 fees          -              -               -              -               -              -

Other expenses      0.07           0.08            0.19           0.07            0.17           0.46

Total               0.83%++        0.74%++         0.99%***       0.87%***        0.97%***       0.93%***

                   Oppenheimer    Oppenheimer     Putnam VT      Putnam VT      Putnam VT
                   Variable       Variable        Diversified    Growth and     High Yield      Putnam VT
                   Account        Account High    Income Fund    Income Fund    Fund - Class    Voyager Fund
                   Growth         Income          - Class IB     - Class IB     IB              - Class IB

Management fees     0.73%          0.75%           0.69%          0.47%          0.66%           0.58%

12b-1 fees          -              -               0.15           0.15           0.15            0.15

Other expenses      0.02           0.07            0.11           0.04           0.06            0.05

Total               0.75%+         0.82%+          0.95%+         0.66%+         0.87%+          0.78%+
</TABLE>

+    Operating  expenses  of the  underlying  funds  at  Dec.  31,  1997.  A I M
     Advisers,  Inc. ("AIM") may from time to time  voluntarily  waive or reduce
     its respective  fees.  Effective May 1, 1998, the Funds reimburse AIM in an
     amount  up to 0.25% of the  average  net  asset  value  of each  Fund,  for
     expenses incurred in providing,  or assuring that  participating  insurance
     companies provide, certain administrative services. Currently, the fee only
     applies to the  average  net asset  value of each Fund in excess of the net
     asset value of each Fund as calculated on April 30, 1998.
*    Premium taxes imposed by some state and local governments are not reflected
     in this table.
**   Annualized operating expenses of underlying funds at Dec. 31, 1997.
***  Total  Portfolio  Expenses of the OCC  Accumulation  Trust  Portfolios  are
     limited by OpCap  Advisors so that their  respective  annualized  operating
     expenses (net of any expense  offsets) do not exceed 1.00% of average daily
     net assets for the Equity,  Managed,  Small Cap and U.S.  Government Income
     Portfolios.  Without  such  limitation  and  without  giving  effect to any
     expense  offsets,  the Management  Fees, Other Expenses and Total Portfolio
     Expenses would have been: .80%, .19% and .99%, respectively, for the Equity
     Portfolio,  .80%, .07% and .87%,  respectively,  for the Managed Portfolio,
     .80%,  .17% and .97%,  respectively,  for the Small Cap Portfolio and .60%,
     .46% and 1.06%, respectively,  for the U.S. Government Income Portfolio for
     the fiscal year ended December 31, 1997.
+    Operating expenses of the underlying funds at Dec. 31, 1997.
++   The figures given above are based on gross  expenses  before expense offset
     arrangements,  if any, during 1997, for these funds. As of the date of this
     prospectus,  certain fees are being  reduced by the  respective  investment
     managers or service  providers for certain of the underlying funds, in each
     case on a voluntary basis. Without such reductions,  the "Management fees",
     "Other  expenses"  and "Total"  that would have been  incurred for the last
     completed  fiscal year would be:  .77%,  .06% and .83%,  respectively,  for
     Janus  Aspen  Series   Balanced   Portfolio,   and  .72%,  .09%  and  .81%,
     respectively,  for Janus Aspen Series Worldwide Growth  Portfolio.  See the
     Portfolios' prospectuses for a discussion of fee reductions.

<PAGE>
<TABLE>
<CAPTION>

Example:*


                                                                 American
                   AIM V.I.       AIM V.I.                       Century VP      American       IDS Life
                   Growth and     International   AIM V.I.       Income and      Century VP     Aggressive
                   Income+        Equity+         Value+         Growth          Value          Growth

You would pay the following expenses on a $1,000 investment,  assuming 5% annual
return and full withdrawal at the end of each time period:


<S>                 <C>            <C>             <C>            <C>            <C>             <C>    
1 year              $ 92.72        $ 95.18         $ 92.83        $ 92.83        $ 95.90         $ 92.52

3 years              120.05         127.44          120.36         120.36         129.59          119.43

5 years              149.99         162.33          150.51         150.51         165.90          148.96

10 years             257.26         281.91          258.30         258.30         288.99          255.18

You  would  pay the  following  expenses  on the  same  investment  assuming  no
withdrawal  or  selection  of an  annuity  payout  plan at the end of each  time
period:


1 year              $ 22.72        $ 25.18         $ 22.83        $ 22.83        $ 25.90         $ 22.52

3 years               70.05          77.44           70.36          70.36          79.59           69.43

5 years              119.99         132.33          120.51         120.51         135.90          118.96

10 years             257.26         281.91          258.30         258.30         288.99          255.18

<PAGE>

                   IDS Life       IDS Life        IDS Life
                   Capital        Growth          International  IDS Life       IDS Life        IDS Life
                   Resource       Dimensions      Equity         Managed        Moneyshare      Special Income

You would pay the following expenses on a $1,000 investment,  assuming 5% annual
return and full withdrawal at the end of each time period:


1 year              $ 92.52        $ 92.93         $ 95.29        $ 92.21        $ 91.49         $ 92.52

3 years              119.43         120.67          127.75         118.50         116.34          119.43

5 years              148.96         151.02          162.84         147.40         143.78          148.96

10 years             255.18         259.34          282.92         252.05         244.72          255.18

You  would  pay the  following  expenses  on the  same  investment  assuming  no
withdrawal  or  selection  of an  annuity  payout  plan at the end of each  time
period:


1 year              $ 22.52        $ 22.93         $ 25.29        $ 22.21        $ 21.49         $ 22.52

3 years               69.43          70.67           77.75          68.50          66.34           69.43

5 years              118.96         121.02          132.84         117.40         113.78          118.96

10 years             255.18         259.34          282.92         252.05         244.72          255.18

<PAGE>
                                                                                                OCC
                                  Janus Aspen                    OCC            OCC             Accumulation
                   Janus Aspen    Series          OCC            Accumulation   Accumulation    Trust U.S.
                   Series         Worldwide       Accumulation   Trust          Trust Small     Government
                   Balanced       Growth          Trust Equity   Managed        Cap             Income

You would pay the following expenses on a $1,000 investment,  assuming 5% annual
return and full withdrawal at the end of each time period:


1 year              $ 94.16        $ 93.24         $ 95.80        $ 94.57        $ 95.59         $ 95.18

3 years              124.37         121.59          129.29         125.60         128.67          127.44

5 years              157.20         152.57          165.39         159.26         164.37          162.33

10 years             271.71         262.45          287.98         275.80         285.96          281.91

You  would  pay the  following  expenses  on the  same  investment  assuming  no
withdrawal  or  selection  of an  annuity  payout  plan at the end of each  time
period:


1 year              $ 24.16        $ 23.24         $ 25.80        $ 24.57        $ 25.59         $ 25.18

3 years               74.37          71.59           79.29          75.60          78.67           77.44

5 years              127.20         122.57          135.39         129.26         134.37          132.33

10 years             271.71         262.45          287.98         275.80         285.96          281.91

                   Oppenheimer    Oppenheimer     Putnam VT      Putnam VT      Putnam VT
                   Variable       Variable        Diversified    Growth and     High Yield      Putnam VT
                   Account        Account High    Income Fund    Income Fund    Fund - Class    Voyager Fund -
                   Growth         Income          - Class IB     - Class IB     IB              Class IB

You would pay the following expenses on a $1,000 investment,  assuming 5% annual
return and full withdrawal at the end of each time period:


1 year              $ 93.34        $ 94.06         $ 95.39        $ 92.42        $ 94.57         $ 93.65

3 years              121.90         124.06          128.06         119.12         125.60          122.83

5 years              153.09         156.69          163.35         148.44         159.26          154.63

10 years             263.48         270.69          283.94         254.14         275.80          266.57

You  would  pay the  following  expenses  on the  same  investment  assuming  no
withdrawal  or  selection  of an  annuity  payout  plan at the end of each  time
period:


1 year              $ 23.34        $ 24.06         $ 25.39        $ 22.42        $ 24.57         $ 23.65

3 years               71.90          74.06           78.06          69.12          75.60           72.83

5 years              123.09         126.69          133.35         118.44         129.26          124.63

10 years             263.48         270.69          182.94         254.14         275.80          266.57

*    In  this  example,  the  $30  annual  contract   administrative  charge  is
     approximated as a .127% charge based on the average contract size. American
     Centurion  Life has entered  into  certain  arrangements  under which it is
     compensated   by  the  funds'   advisers   and/or   distributors   for  the
     administrative services it provides to the funds.
</TABLE>

<PAGE>

This  example  should  not be  considered  a  representation  of past or  future
expenses. Actual expenses may be more or less than those shown.

Annual operating  expenses of mutual funds  underlying ACL Personal  PortfolioSM
(management  fees and other  expenses  deducted as a  percentage  of average net
assets as follows):
    

<TABLE>
<CAPTION>
                    GT Global      GT Global
                    Variable       Variable New
                    Latin America  Pacific        IDS Life       IDS Life       IDS Life
                    (after         (after         Aggressive     Capital        International  IDS Life       IDS Life
                    expense        expense        Growth         Resource       Equity         Managed        Moneyshare
                    reimbursement) reimbursement)

<S>                      <C>            <C>          <C>           <C>              <C>           <C>             <C>  
Management fees          1.00%          1.00%        0.60%         0.60%            0.83%         0.59%           0.51%

Other expenses           0.25           0.09         0.07          0.07             0.11          0.05            0.06

Total                    1.25%++        1.09%++      0.67%*        0.67%*           0.94%*        0.64%*          0.57%*

   
                                                  OCC
                                                  Accumulation
                                                  Trust U.S.                                                  Putnam VT
                                   OCC            Government     Putnam VT      Putnam VT      Putnam VT      New
                    IDS Life       Accumulation   Income         Diversified    Growth and     High Yield     Opportunities
                    Special        Trust          (after         Income Fund    Income Fund    Fund -         Fund -
                    Income         Managed        expense        - Class IA     - Class IA     Class IA       Class IA
                                                  limitations)
    

Management fees         0.60%          0.80%          0.47%          0.69%          0.47%         0.66%           0.58%

Other expenses          0.07           0.07           0.46           0.11           0.04          0.06            0.05

Total                   0.67%*         0.87%**        0.93%**        0.80%+         0.51%+        0.72%+          0.63%+
</TABLE>

*    Annualized operating expenses of underlying mutual funds at Dec. 31, 1997.
**   Total  portfolio  expenses of the OCC  Accumulation  Trust  Portfolios  are
     limited by OpCap  Advisors so that their  respective  annualized  operating
     expenses (net of any expense  offsets) do not exceed 1.00% of average daily
     net assets for the Managed and U.S.  Government Income Portfolios.  Without
     such  limitation  and without  giving  effect to any expense  offsets,  the
     Management  Fees,  Other Expenses and Total  Portfolio  Expenses would have
     been:  .80%,  .07% and .87%,  respectively,  for the Managed  Portfolio and
     .60%,  .46%  and  1.06%,  respectively,  for  the  U.S.  Government  Income
     Portfolio for the fiscal year ended December 31, 1997.
+    Operating expenses of the underlying mutual funds at Dec. 31, 1997.
++   Figures in the "Other  Expenses" and "Total"  columns are restated from the
     amounts you would have incurred in 1997 to reflect fee and reimbursement or
     waiver  arrangements.  If there had been no  reimbursement  of  expenses by
     Chancellor  LGT Asset  Management  and no  expense  reductions,  the actual
     expenses  of each fund,  expressed  as a  percentage  of net  assets,  with
     "Management fees" stated first, then "Other expenses," followed by "Total,"
     would have been as follows:  GT Global Variable Latin America Fund,  1.00%,
     .40%, 1.40%; and GT Global Variable New Pacific Fund, 1.00%, .43%, 1.43%.

<PAGE>
<TABLE>
<CAPTION>

Example:*

                     GT Global
                     Variable       GT Global      IDS Life       IDS Life       IDS Life
                     Latin America  Variable New   Aggressive     Capital        International  IDS Life      IDS Life
                                    Pacific        Growth         Resource       Equity         Managed       Moneyshare

You would pay the following expenses on a $1,000 investment,  assuming 5% annual
return and full withdrawal at the end of each time period:


<S>                   <C>            <C>           <C>             <C>            <C>            <C>           <C>    
1 year                $ 98.46        $ 96.82       $ 92.52         $ 92.52        $ 95.29        $ 92.21       $ 91.49

3 years                137.24         132.35        119.43          119.43         127.75         118.50        116.34

5 years                178.58         170.48        148.96          148.96         162.84         147.40        143.78

10 years               313.87         298.02        255.18          255.18         282.92         252.05        244.72

You  would  pay the  following  expenses  on the  same  investment  assuming  no
withdrawal  or  selection  of an  annuity  payout  plan at the end of each  time
period:


1 year                $ 28.46        $ 26.82       $ 22.52         $ 22.52        $ 25.29        $ 22.21       $ 21.49

3 years                 87.24          82.35         69.43           69.43          77.75          68.50         66.34

5 years                148.58         140.48        118.96          118.96         132.84         117.40        113.78

10 years               313.87         298.02        255.18          255.18         282.92         252.05        244.72

   
                                                   OCC                           Putnam VT                    Putnam VT New
                                    OCC            Accumulation   Putnam VT      Growth and     Putnam VT     Opportunities
                     IDS Life       Accumulation   Trust U.S.     Diversified    Income         High Yield    Fund -
                     Special        Trust Managed  Government     Income Fund    Fund -         Fund -        Class IA
                     Income                        Income         - Class IA     Class IA       Class IA
    

You would pay the following expenses on a $1,000 investment,  assuming 5% annual
return and full withdrawal at the end of each time period:


1 year                $ 92.52         $ 94.57       $ 95.18         $ 93.85       $ 90.88        $ 93.03        $ 92.11

3 years                119.43          125.60        127.44          123.44        114.48         120.98         118.19

5 years                148.96          159.26        162.33          155.66        140.66         151.54         146.89

10 years               255.18          275.80        281.91          268.63        238.39         260.38         251.01

You  would  pay the  following  expenses  on the  same  investment  assuming  no
withdrawal  or  selection  of an  annuity  payout  plan at the end of each  time
period:


1 year                $ 22.52         $ 24.57       $ 25.18         $ 23.85       $ 20.88        $ 23.03        $ 22.11

3 years                 69.43           75.60         77.44           73.44         64.48          70.98          68.19

5 years                118.96          129.26        132.33          125.66        110.66         121.54         116.89

10 years               255.18          275.80        281.91          268.63        238.39         260.38         251.01

</TABLE>
<PAGE>

* In this example, the $30 annual contract administrative charge is approximated
as a .127% charge based on the average  contract size.  American  Centurion Life
has entered  into  certain  arrangements  under which it is  compensated  by the
funds' advisers and/or distributors for the administrative  services it provides
to the funds.

This  example  should  not be  considered  a  representation  of past or  future
expenses. Actual expenses may be more or less than those shown.

Financial statements

   
The SAI dated Oct.  __,  1998  contains  the  audited  financial  statements  of
American Centurion Life including:
    

     -   balance sheets as of Dec. 31, 1997 and Dec. 31, 1996; and
     -   related statements of income, stockholder's equity and cash flows for
         the years ended Dec. 31, 1997, 1996, and 1995.

     The SAI does not  include  financial  statements  of the  variable  account
     because this new account had no activity in 1997.

Performance information

Performance  information  for the variable  subaccounts  may appear from time to
time in  advertisements  or sales  literature.  In all cases,  such  information
reflects the performance of a hypothetical investment in a particular subaccount
during a particular time period.  We show actual  performance  from the date the
subaccounts  began  investing  in  funds.  We also  show  performance  from  the
commencement date of the funds as if the annuity had existed at that time.

Calculations are performed as follows:

Simple yield - IDS Life  Moneyshare  Subaccount:  Income over a given  seven-day
period (not  counting  any change in the  capital  value of the  investment)  is
annualized  (multiplied  by 52) by assuming that the same income is received for
52 weeks.  This annual income is then stated as an annual  percentage  return on
the investment.

Compound yield - IDS Life Moneyshare  Subaccount:  Calculated like simple yield,
except  that,  when  annualized,   the  income  is  assumed  to  be  reinvested.
Compounding  of reinvested  returns  increases the yield as compared to a simple
yield.

Yield - For subaccounts investing in income funds: Net investment income (income
less expenses) per accumulation  unit during a given 30-day period is divided by
the value of the unit on the last day of the period.  The result is converted to
an annual percentage.

Average annual total return:  Expressed as an average annual  compounded rate of
return of a hypothetical  investment over a period of one, five and 10 years (or
up to the life of the  subaccount if it is less than 10 years old).  This figure
reflects   deduction  of  all   applicable   charges,   including  the  contract
administrative charge,  variable account  administrative  charge,  mortality and
expense risk fee, and withdrawal  charge,  assuming a full withdrawal at the end
of the illustrated  period.  Optional average annual total return quotations may
be  made  that  do not  reflect  a  withdrawal  charge  deduction  (assuming  no
withdrawal).

<PAGE>

Aggregate  total return:  Represents  the  cumulative  change in the value of an
investment over a specified period of time (reflecting  change in a subaccount's
accumulation  unit value).  The calculation  assumes  reinvestment of investment
earnings and reflects the  deduction of all  applicable  charges,  including the
contract administrative charge, mortality and expense risk fee, variable account
administrative charge and withdrawal charge, assuming a withdrawal at the end of
the illustrated  period.  Optional aggregate total return quotations may be made
that do not reflect a withdrawal  charge  deduction  (assuming  no  withdrawal).
Aggregate total return may be shown by means of schedules, charts or graphs.

Performance  information  should  be  considered  in  light  of  the  investment
objectives  and policies,  characteristics  and quality of the fund in which the
subaccount invests and the market conditions during the given time period.  Such
information is not intended to indicate future  performance.  Because advertised
yields and total return figures include all annuity charges that have the effect
of  decreasing  advertised  performance,  subaccount  performance  should not be
compared to that of mutual funds that sell their shares  directly to the public.
(See the SAI for a further  description  of methods used to determine  yield and
total return for the subaccounts.)

If you would like  additional  information  about  actual  performance,  contact
American Centurion Life at the address or telephone number on the cover.

   
The variable account

Under your ACL  Personal  Portfolio  Plus2  contract,  purchase  payments can be
allocated to any or all of the  subaccounts of the variable  account that invest
in shares of the following funds:

                                                               Subaccount

AIM V.I. Growth and Income Fund                                   IGN
AIM V.I. International Equity Fund                                IIN
AIM V.I. Value Fund                                               IVA
American Century VP Income and Growth                             IIG
American Century VP Value                                         IVL
IDS Life Aggressive Growth Fund                                   IAG
IDS Life Capital Resource Fund                                    ICR
IDS Life Growth Dimensions Fund                                   IGD
IDS Life International Equity Fund                                IIE
IDS Life Managed Fund                                             IMG
IDS Life Moneyshare Fund                                          IMS
IDS Life Special Income Fund                                      ISI
Janus Aspen Series Balanced Portfolio                             ISB
Janus Aspen Series Worldwide Growth Portfolio                     IWG
OCC Accumulation Trust Equity Portfolio                           IEQ
OCC Accumulation Trust Managed Portfolio                          IMD
OCC Accumulation Trust Small Cap Portfolio                        ISC
OCC Accumulation Trust U.S. Government Income Portfolio           IUS
Oppenheimer Variable Account Growth Fund                          IGR
Oppenheimer Variable Account High Income Fund                     IHI
Putnam VT Diversified Income Fund - Class IB Shares               IPD


<PAGE>



Putnam VT Growth and Income Fund - Class IB Shares                IPG
Putnam VT High Yield Fund - Class IB Shares                       IPH
Putnam VT Voyager - Class IB Shares                               IPV

Under your ACL Personal PortfolioSM contract, purchase payments can be allocated
to any or all of the  subaccounts of the variable  account that invest in shares
of the following funds:
    

                                                             Subaccount

   
GT Global Variable Latin America Fund                           ILA
GT Global Variable New Pacific Fund                             IPA
IDS Life Aggressive Growth Fund                                 IAG
IDS Life Capital Resource Fund                                  ICR
IDS Life International Equity Fund                              IIE
IDS Life Managed Fund                                           IMG
IDS Life Moneyshare Fund                                        IMS
IDS Life Special Income Fund                                    ISI
OCC Accumulation Trust Managed Portfolio                        IMD
OCC Accumulation Trust U.S. Government Income Portfolio         IUS
Putnam VT Diversified Income Fund - Class IA Shares             IDI
Putnam VT Growth and Income Fund - Class IA Shares              IGI
Putnam VT High Yield Fund - Class IA Shares                     IHY
Putnam VT New Opportunities Fund - Class IA Shares              INO
    

Each  variable  subaccount  meets the  definition  of a separate  account  under
federal  securities  laws.  Income,  capital  gains and  capital  losses of each
subaccount  are  credited  or  charged to that  subaccount  alone.  No  variable
subaccount will be charged with liabilities of any other variable  subaccount or
of our general business.

The variable account was established under New York law on October 12, 1995, and
the subaccounts are registered  together as a single unit investment trust under
the Investment  Company Act of 1940 (the 1940 Act). This  registration  does not
involve any  supervision of our management or investment  practices and policies
by the SEC. All obligations  arising under the contracts are general obligations
of American Centurion Life.

   
The funds

AIM V.I. Growth and Income Fund
Objective:  growth of capital, with current income as a secondary objective. The
fund seeks to achieve its  objective by generally  investing at least 65% of its
net assets in stocks of companies  believed by  management to have the potential
for above average growth in revenues and earnings.

AIM V.I. International Equity Fund
Objective:   long-term  growth  of  capital.  Invests  in  international  equity
securities,  the issuers of which are considered by AIM to have strong  earnings
momentum.

<PAGE>

AIM V.I. Value Fund
Objective:  long-term growth of capital.  Invests primarily in equity securities
judged by AIM to be undervalued relative to the current or projected earnings of
the  companies  issuing  the  securities  or  relative  to  the  equity  markets
generally. Income is a secondary objective.

American Century VP Income and Growth
Objective:  dividend growth,  current income and capital  appreciation.  Invests
primarily in common stocks.

American Century VP Value
Objective:  long-term  capital  growth  with  income as a  secondary  objective.
Invests  primarily in securities that  management  believes to be undervalued at
the time of purchase.
    

GT Global Variable Latin America Fund
Objective:  capital  appreciation.  Normally  invests  at least 65% of its total
assets in the  securities of a broad range of Latin American  issuers.  The Fund
may invest in common stock,  preferred  stock,  rights,  warrants and securities
convertible into common stock, and other  substantially  similar forms of equity
securities  with  comparable  risk  characteristics,  as well as  bonds,  notes,
debentures or other forms of indebtedness that may be developed in the future.

GT Global Variable New Pacific Fund
Objective:  long-term  growth of capital.  Normally  invests at least 65% of its
total assets in equity securities of issuers domiciled in Australia,  Hong Kong,
India, Indonesia,  Malaysia, New Zealand, Pakistan, the Philippines,  Singapore,
South Korea, Taiwan and Thailand. Equity securities in which the Fund may invest
include common stock, preferred stock,  convertible debt securities and warrants
to acquire such securities.

IDS Life Aggressive Growth Fund
Objective: capital appreciation. Invests primarily in common stock of small- and
medium-size companies.

IDS Life Capital Resource Fund
Objective:  capital  appreciation.  Invests  primarily in U.S. common stocks and
other securities convertible into common stock,  diversified over many different
companies in a variety of industries.

   
IDS Life Growth Dimensions Fund
Objective:  long-term growth of capital.  Invests  primarily in common stocks of
U.S. and foreign companies showing potential for significant growth.
    

IDS Life International Equity Fund
Objective:  capital  appreciation.  Invests primarily in common stock of foreign
issuers and foreign securities convertible into common stock.

IDS Life Managed Fund
Objective:  maximum total investment  return.  Invests  primarily in U.S. common
stocks,  securities  convertible  into  common  stock,  warrants,  fixed  income
securities   (primarily   high-quality   corporate   bonds)  and  money   market
instruments.

<PAGE>

IDS Life Moneyshare Fund
Objective:  maximum current income consistent with liquidity and conservation of
capital.   Invests  in  high-quality  money  market  securities  with  remaining
maturities of 13 months or less.  The fund also will maintain a  dollar-weighted
average portfolio  maturity not exceeding 90 days. The fund attempts to maintain
a constant net asset value of $1 per share.

IDS Life Special Income Fund
Objective:  high  level of  current  income  while  conserving  the value of the
investment  for the longest time  period.  Invests  primarily  in  high-quality,
lower-risk  corporate  bonds issued by many different  companies in a variety of
industries, and in government bonds.

   
Janus Aspen Series Balanced Portfolio
Objective:  long-term  growth  of  capital,  balanced  by  current  income.  The
Portfolio normally invests 40-60% of its assets in securities selected primarily
for their  growth  potential  and  40-60% of its assets in  securities  selected
primarily for their income potential.

Janus Aspen Series Worldwide Growth Portfolio
Objective:  long-term  growth  of  capital  in  a  manner  consistent  with  the
preservation  of  capital.  Invests  primarily  in common  stocks of foreign and
domestic issuers.

OCC Accumulation Trust Equity Portfolio
Objective: long term capital appreciation. Invests in a diversified portfolio of
equity  securities  selected  on  the  basis  of a  value-oriented  approach  to
investing.
    

OCC Accumulation Trust Managed Portfolio
Objective:  growth of capital over time.  Invests  primarily  in common  stocks,
bonds and money market and cash equivalent securities,  the percentages of which
will vary based on management's assessment of relative investment values.

   
OCC Accumulation Trust Small Cap Portfolio
Objective:  capital  appreciation.  Invests in a diversified portfolio of equity
securities of companies with market capitalizations of under $1 billion.
    

OCC Accumulation Trust U.S. Government Income Portfolio
Objective:  high level of current  income  together with  protection of capital.
Invests exclusively in debt obligations,  including mortgage-backed  securities,
issued  or  guaranteed  by  the  United  States  government,   its  agencies  or
instrumentalities.

   
Oppenheimer Variable Account Growth Fund
Objective: capital appreciation. Invests in securities of well-known established
companies.

Oppenheimer Variable Account High Income Fund
Objective:  high level of current  income.  Invests in high-yield,  fixed-income
securities,  including unrated  securities or high-risk  securities in the lower
rating categories,  commonly known as "junk bonds". These securities are subject
to a  greater  risk  of  loss of  principal  and  nonpayment  of  interest  than
higher-rated securities.
    

<PAGE>

   
Putnam VT Diversified Income Fund - Class IA and IB Shares
Objective: high current income consistent with capital preservation by investing
in the following three sectors of the fixed income  securities  markets:  a U.S.
Government  Sector,  a High Yield Sector (which invests  primarily in securities
commonly known as "junk bonds"), and an International Sector. Consult the Putnam
Variable Trust  prospectus for further  information on the risks associated with
this fund's investments in high yield higher-risk fixed income securities.

Putnam VT Growth and Income Fund - Class IA and IB Shares
Objective:  capital growth and current  income by investing  primarily in common
stocks that offer potential for capital growth, current income or both.

Putnam VT High Yield Fund - Class IA and IB Shares
Objective:  high current  income and, when  consistent  with this  objective,  a
secondary  objective of capital growth, by investing primarily in high-yielding,
lower-rated  fixed  income  securities  constituting  a portfolio  which  Putnam
Investment  Management,  Inc.  ("Putnam  Management")  believes does not involve
undue  risk  to  income  or  principal.   See  the  special  considerations  for
investments  in high yield  securities  described in the Putnam  Variable  Trust
prospectus.

Putnam VT New Opportunities Fund - Class IA Shares
Objective:  long-term  capital  appreciation by investing  principally in common
stocks of companies in sectors of the economy which Putnam  Management  believes
possess above average long-term growth potential.

Putnam VT Voyager Fund - Class IB Shares
Objective:  capital  appreciation  by investing  primarily  in common  stocks of
companies   that  Putnam   Management   believes  have   potential  for  capital
appreciation that is significantly greater than that of market averages.
    

More comprehensive  information  regarding each fund is contained in that fund's
prospectus. You should read the fund prospectus and consider carefully, and on a
continuing  basis,  which fund or  combination  of funds is best  suited to your
long-term investment needs. There is no assurance that the investment objectives
of the funds will be attained nor is there any guarantee that the contract value
will equal or exceed the total purchase  payments  made.  Some funds may involve
more risk than others. Please monitor your investment accordingly.

All funds are  available  to serve as the  underlying  investment  for  variable
annuities,  and some  funds  also  are  available  to  serve  as the  underlying
investment  for variable life  insurance  contracts and qualified  plans.  It is
conceivable  that in the future it may be  disadvantageous  for variable annuity
separate accounts and variable life insurance separate accounts and/or qualified
plans to invest in the available funds simultaneously.

Although American Centurion Life and the funds do not currently foresee any such
disadvantages, the boards of directors or trustees of the appropriate funds will
monitor events in order to identify any material conflicts between such contract
owners,  policy owners and qualified plans and to determine what action, if any,
should be taken in  response to a  conflict.  If a board were to  conclude  that
separate funds should be  established  for the variable  annuity,  variable life
insurance and qualified plan separate

<PAGE>

accounts,  the variable  annuity  contract  holders  would not bear any expenses
associated  with  establishing   separate  funds.   Please  refer  to  the  fund
prospectuses for risk disclosure regarding mixed and shared funding.

The Internal Revenue Service (IRS) has issued final regulations  relating to the
diversification  requirements under Section 817(h) of the Code. Each mutual fund
intends to comply with these requirements.

   
The U.S.  Treasury and the IRS have indicated  that they may provide  additional
guidance  concerning how many variable  subaccounts  may be offered and how many
exchanges  among  variable  subaccounts  may be  allowed  before  the  owner  is
considered to have  investment  control,  and thus is currently  taxed on income
earned within variable  subaccount  assets. We do not know at this time what the
additional  guidance will be or when action will be taken.  We reserve the right
to modify the  contracts,  as  necessary,  to ensure  that the owner will not be
subject to current taxation as the owner of the variable subaccount assets.

We intend to  comply  with all  federal  tax laws to ensure  that each  contract
continues to qualify as an annuity for federal  income tax purposes.  We reserve
the right to modify each contract as necessary to comply with any new tax laws.
    

The investment managers for the funds are as follows:

   
o    AIM Variable Insurance Funds - A I M Advisors, Inc.

o    American Century Variable  Portfolios,  Inc. - American Century  Investment
     Management, Inc.
    

o    GT Global Variable Investment Funds - Chancellor LGT Asset Management, Inc.

o    IDS Life  Retirement  Annuity  Mutual  Funds - IDS Life.  American  Express
     Financial Corporation is the investment advisor for the IDS Life Retirement
     Annuity Mutual Funds. American Express Asset Management International Inc.,
     a wholly-owned  subsidiary of AEFC, is the  sub-investment  advisor for IDS
     Life International Equity Fund.

   
o    Janus Aspen Series Portfolios - Janus Capital Corporation.
    

o    OCC Accumulation Trust Portfolios - OpCap Advisors.

   
o    Oppenheimer Variable Account Funds - OppenheimerFunds, Inc.
    

o    Putnam Variable Trust - Putnam Investment Management, Inc.

   
The investment  managers and advisors cannot  guarantee that the funds will meet
their investment  objectives.  Please read the funds'  prospectuses for complete
information on investment risks, deductions, expenses and other facts you should
know before investing.  These prospectuses are available by contacting  American
Centurion Life at the administrative  offices address or telephone number on the
front of this prospectus.
    

<PAGE>

The fixed account

   
Purchase  payments also may be allocated to the fixed account.  The value of the
fixed  account  increases  as  interest is  credited  to the  account.  Purchase
payments and transfers to the fixed account  become part of the general  account
of American  Centurion  Life,  the  company's  main  portfolio  of  investments.
Interest  is  credited  and  compounded  daily to  produce an  effective  annual
interest  rate.  We will  change  the  interest  rate  from  time to time at our
discretion.
    

Because of exemptive and exclusionary provisions, interests in the fixed account
have not been registered under the Securities Act of 1933 (1933 Act), nor is the
fixed  account   registered  as  an  investment  company  under  the  1940  Act.
Accordingly,  neither the fixed  account nor any  interests in it are  generally
subject to the  provisions  of the 1933 or 1940 Acts,  and we have been  advised
that the staff of the SEC has not reviewed the  disclosures  in this  prospectus
that  relate to the fixed  account.  Disclosures  regarding  the fixed  account,
however,  may be subject  to  certain  generally  applicable  provisions  of the
federal  securities laws relating to the accuracy and completeness of statements
made in prospectuses.

Buying your annuity

Your agent will help you prepare and submit your application,  and send it along
with your initial purchase payment to our Albany home office.  As the owner, you
have all rights and may receive all benefits under the contract.  You cannot buy
a nonqualified  annuity or become an annuitant if you are 81 or older (age 76 or
older for qualified annuities).

         When you apply, you may select:

o    the fixed account and/or subaccount(s) in which you want to invest;

o    how you want to make purchase payments;

o    the date you want to start receiving annuity payouts (the retirement date);
     and 

o    a beneficiary.

If your  application  is complete,  we will  process it and apply your  purchase
payment to the fixed account and  subaccount(s) you selected within two business
days after we  receive it at our Albany  home  office.  If your  application  is
accepted,  we will send you a contract.  If we cannot  accept  your  application
within five business  days, we will decline it and return your payment.  We will
credit  additional  purchase  payments to your  account(s)  at the next close of
business  after we receive your  payments at our Albany home office.  Additional
purchase payments may be made to nonqualified and qualified  annuities until the
retirement date.

The retirement date
Annuity payouts will be scheduled to begin on the retirement date. This date can
be aligned  with your  actual  retirement  from a job,  or it can be a different
future date, depending on your needs and goals and on certain restrictions.  You
can also change the date, provided you send us written  instructions at least 30
days before annuity payouts begin.

<PAGE>

For nonqualified annuities and Roth IRAs, the retirement date must be:

o    no earlier than the 60th day after the contract's effective date; and

o    no later than the annuitant's 90th birthday.

For qualified  annuities  (except Roth IRAs),  to avoid IRS penalty  taxes,  the
retirement date generally must be:

     o   on or after the annuitant reaches age 59 1/2; and
     o   by April 1 of the year following the calendar year when the annuitant
         reaches age 701/2.

If you are taking the  minimum  IRA  distribution  as  required by the Code from
another  tax-qualified  investment,  or in the form of partial  withdrawals from
this  annuity,  annuity  payouts  can  start  as  late as the  annuitant's  90th
birthday.

Beneficiary
If death  benefits  become  payable  before  the  retirement  date,  your  named
beneficiary will receive all or part of the contract value. If there is no named
beneficiary,  then you or your estate will be the beneficiary.  (See "Payment in
case of death" for more about beneficiaries.)

Minimum payment amounts

Initial payment:  $2,000 (We reserve the right to decrease the minimum payment.)

Minimum additional purchase payment(s):     $50

Maximum  payment(s):........$1,000,000  of  cumulative  payments (We reserve the
right to increase the maximum payment.)

How to make payments
By letter

Send your check along with your name and contract number to:

              Regular mail:
              American Centurion Life Assurance Company
              P.O. Box 5555
              Albany, NY 12205-0555

              Express mail:
              American Centurion Life Assurance Company
              20 Madison Avenue Extension
              Albany, NY 12203

Charges

Contract administrative charge
This fee is for establishing  and maintaining  your records.  We deduct $30 from
the contract  value on your  contract  anniversary  at the end of each  contract
year.  We will waive this charge when the  contract  value is $50,000 or more on
the current contract

<PAGE>

anniversary.  If you take a full withdrawal  from your contract,  the $30 annual
charge will be deducted at the time of withdrawal  regardless of contract value.
The annual charge  cannot be increased and does not apply after annuity  payouts
begin.

Variable account administrative charge
This charge is applied  daily to the variable  subaccounts  and reflected in the
unit values of the subaccounts. Annually, it totals 0.15% of their average daily
net assets.  It covers  certain  administrative  and  operating  expenses of the
subaccounts  such as  accounting,  legal and data  processing  fees and expenses
involved in the preparation and  distribution of reports and  prospectuses.  The
variable account administrative charge cannot be increased.

Mortality and expense risk fee
This fee is to cover the mortality risk and expense risk and is applied daily to
the variable  subaccounts  and reflected in the unit values of the  subaccounts.
The  subaccounts  pay this fee at the time  dividends are  distributed  from the
funds in which they invest.  Annually,  the fee totals 1.25% of the subaccounts'
average  daily net assets.  Approximately  two-thirds  of this amount is for our
assumption of mortality  risk,  and  one-third is for our  assumption of expense
risk. This fee does not apply to the fixed account.

Mortality  risk arises  because of our  guarantee to pay a death benefit and our
guarantee to make annuity  payouts  according to the terms of the  contract,  no
matter  how long a  specific  annuitant  lives and no matter how long the entire
group of American  Centurion  Life  annuitants  live.  If, as a group,  American
Centurion  Life  annuitants  outlive the life  expectancy we have assumed in our
actuarial  tables,  then we must take money from our general  assets to meet our
obligations.  If, as a group,  American Centurion Life annuitants do not live as
long as expected,  we could  profit from the  mortality  risk fee.  Expense risk
arises  because  the  contract   administrative   charge  and  variable  account
administrative  charge cannot be increased  and may not cover our expenses.  Any
deficit would have to be made up from our general assets.

We may use any profits  realized from the mortality and expense risk fee for any
proper  corporate  purpose,  including,  among others,  payment of  distribution
(selling)  expenses.  We do not expect that the withdrawal charge,  discussed in
the following paragraphs, will cover sales and distribution expenses.

Withdrawal charge
If you withdraw part or all of your contract, you may be subject to a withdrawal
charge.  The  withdrawal  amount you request is  determined by drawing from your
total contract value in the following order:

1. First, we withdraw up to 10% of your prior anniversary contract value not yet
withdrawn  this  contract  year.  There is no withdrawal  charge on  withdrawals
totaling up to 10% of your prior anniversary contract value each contract year.

2. Next, we withdraw any contract  earnings  (contract  value minus all purchase
payments received and not previously withdrawn) in excess of the annual 10% free
withdrawal amount. There is no withdrawal charge on contract earnings.

3. Next, we withdraw  purchase  payments  received  eight or more contract years
before the  withdrawal  and not  previously  withdrawn.  There is no  withdrawal
charge  on  purchase  payments  received  eight or more  contract  years  before
withdrawal.

<PAGE>

4. Finally,  if necessary,  we withdraw  purchase payments received in the seven
contract  years before the  withdrawal.  There is a  withdrawal  charge on these
payments.  We determine your  withdrawal  charges by  multiplying  each of these
payments by the applicable  withdrawal charge percentage,  and then totaling the
withdrawal charges.
       

The withdrawal charge  percentage  depends on the number of contract years since
you made the payment(s).

      Contract years from              Withdrawal charge
        payment receipt                   percentage
               1                              7%
               2                              6%
               3                              5%
               4                              4%
               5                              3%
               6                              2%
               7                              1%
           Thereafter                         0%

Withdrawal charge calculation example

The  following is an example of the  calculation  we would make to determine the
withdrawal charge on a contract with this history:

o    The  contract  date is July 1, 1998 with a contract  year of July 1 through
     June 30 and with an anniversary date of July 1 each year; and

o    We received these payments - $10,000 July 1, 1998, $8,000 Dec. 31, 2004 and
     $6,000 Feb. 20, 2006; and

o    The owner withdraws the contract for its total  withdrawal value of $38,101
     on Aug. 5, 2008 and had not made any other withdrawals during that contract
     year; and

o    The prior anniversary July 1, 2008 contract value was $38,488.

Withdrawal charge                             Explanation
            $0               $3,848.80 is 10% of the prior anniversary contract
                             value withdrawn without withdrawal charge; and

             0               $10,252.20 is contract earnings in excess of the
                             10% free withdrawal amount withdrawn without
                             withdrawal charge; and

             0               $10,000 July 1, 1998 payment was received  eight or
                             more  contract  years  before   withdrawal  and  is
                             withdrawn without withdrawal charge; and

            240              $8,000 Dec. 31, 2004 payment is in its fifth
                             contract year from receipt, withdrawn with a 3% 
                             withdrawal charge; and

<PAGE>

            240              $6,000 Feb. 20, 2006 payment is in its fourth 
                             contract year from receipt, withdrawn with a 4% 
                             withdrawal charge.

- ----------------------------
           $480

The  withdrawal  charge  is  calculated  so that  the  total  amount  minus  any
withdrawal  charge equals the amount you request.  If you take a full withdrawal
from your contract, the $30 contract charge also will be deducted.

Waiver of withdrawal charge 

There are no withdrawal charges for:

o    withdrawals  during  the year  totaling  up to 10% of your  prior  contract
     anniversary contract value;
o    contract  earnings - if any - in excess of the  annual 10% free  withdrawal
     amount;
o    required minimum distributions from a qualified annuity after you reach age
     70 1/2 (for those  amounts  required to be  distributed  from this  annuity
     only);
o    contracts settled using an annuity payout plan; and 
o    death benefits.

Possible  group  reductions:  In some  cases,  lower  sales  and  administrative
expenses may be incurred due to the size of the group, the average  contribution
and the use of group  enrollment  procedures.  In such cases,  we may be able to
reduce or eliminate the contract administrative and withdrawal charges.
However, we expect this to occur infrequently.

Valuing your investment

Here is how your fixed account and variable subaccounts are valued:

Fixed account: The amounts allocated to the fixed account are valued directly in
dollars and equal the sum of your  purchase  payments and transfer  amounts plus
interest  earned,  less any amounts  withdrawn or  transferred  and any contract
administrative charge.

Variable  subaccounts:   Amounts  allocated  to  the  variable  subaccounts  are
converted  into  accumulation  units.  Each time you make a purchase  payment or
transfer  amounts  into one of the  variable  subaccounts,  a certain  number of
accumulation   units  are  credited  to  your  contract  for  that   subaccount.
Conversely,  each time you take a partial withdrawal,  transfer amounts out of a
variable subaccount or are assessed a contract  administrative charge, a certain
number of accumulation units are subtracted from your contract.  Please remember
that investment  performance,  expenses and deductions of certain charges affect
accumulation unit value.

The  accumulation  units  are the  true  measure  of  investment  value  in each
subaccount during the accumulation period. They are related to, but not the same
as, the net asset value of the underlying fund.

The dollar value of each  accumulation  unit can rise or fall daily depending on
the performance of the underlying mutual fund and on certain fund expenses. Here
is how unit values are calculated:

<PAGE>

Number of units
To calculate the number of accumulation  units for a particular  subaccount,  we
divide your  investment,  after  deduction of any premium taxes,  by the current
accumulation unit value.

Accumulation unit value
The current accumulation unit value for each variable subaccount equals the last
value times the subaccount's current net investment factor.

Net investment factor
Determined by:

     o   adding the  underlying  mutual fund's current net asset value per share
         plus  per-share   amount  of  any  current  dividend  or  capital  gain
         distribution; then
     o   dividing that sum by the previous net asset value per share; and
     o   subtracting  the  percentage  factor  representing  the  mortality  and
         expense risk fee and the variable  account  administrative  charge from
         the result.

Because the net asset value of the  underlying  mutual fund may  fluctuate,  the
accumulation unit value may increase or decrease.  You bear this investment risk
in a variable subaccount.

Factors that affect variable subaccount accumulation units
Accumulation  units may change in two ways; in number and in value. Here are the
factors that influence those changes:

The number of accumulation units you own may fluctuate due to:

o    additional purchase payments allocated to the variable subaccount(s);
o    transfers into or out of the variable subaccount(s);
o    partial withdrawals;
o    withdrawal charges; and/or
o    contract administrative charges.

Accumulation unit values will fluctuate due to:

o    changes in net asset value of underlying mutual fund(s);
o    dividends distributed to the variable subaccount(s);
o    capital gains or losses of underlying mutual fund(s);
o    mutual fund operating expenses;
o    mortality and expense risk fees; and/or
o    variable account administrative charges.

Making the most of your annuity

Automated dollar-cost averaging*
You can use  automated  transfers  to take  advantage of  dollar-cost  averaging
(investing a fixed amount at regular intervals).  For example,  you might have a
set  amount  transferred  monthly  from  a  relatively   conservative   variable
subaccount to a more  aggressive  one, or to several  others,  or from the fixed
account to one or more variable subaccounts.  There is no charge for dollar-cost
averaging.

This systematic  approach can help you benefit from fluctuations in accumulation
unit values  caused by  fluctuations  in the market  value(s) of the  underlying
mutual fund(s).  Since you invest the same amount each period, you automatically
acquire more units when the market value falls,  fewer units when it rises.  The
potential  effect is to lower your average cost per unit. For specific  features
contact your agent.
<TABLE>
<CAPTION>

                                    How dollar-cost averaging works

                                               Amount      Accumulation   Number of units
                               Month          invested      unit value       purchased
                               ------------ ------------- --------------- -----------------

<S>                               <C>           <C>             <C>               <C> 
By investing an                   Jan           $100            $20               5.00
equal number of
dollars each month...             Feb            100             18               5.56

                                  Mar            100             17               5.88

you automatically                 Apr            100             15               6.67
buy more units
when the per unit                 May            100             16               6.25
market price is low...
                                  Jun            100             18               5.56

                                  Jul            100             17               5.88

                                  Aug            100             19               5.26

and fewer units                  Sept            100             21               4.76
when the per unit
market price is                   Oct            100             20               5.00
high

</TABLE>

You have paid an average price of only $17.91 per unit over the 10 months, while
the average market price actually was $18.10.

Dollar-cost  averaging does not guarantee that any variable subaccount will gain
in value,  nor will it protect against a decline in value if market prices fall.
Because  this  strategy  involves  continuous   investing,   your  success  with
dollar-cost  averaging  will depend upon your  willingness to continue to invest
regularly through periods of low price levels.  Dollar-cost  averaging can be an
effective way to help meet your long-term goals.

* Some restrictions may apply.

Transferring money between subaccounts
You may transfer money from any one subaccount, or the fixed account, to another
before annuity payouts begin. (Certain restrictions apply to transfers involving
the fixed  account.) We will process your transfer  request at the next close of
business after we receive it. There is no charge for transfers.  Before making a
transfer, you should consider the risks involved in switching investments.

We may suspend or modify transfer privileges at any time as follows:

o    Limit the number of transfers to 12 per contract year; and/or

o    Require up to 10 valuation dates between each transfer; and/or

o    Limit the maximum  transfer  amount on any  valuation  date to  $2,000,000;
     and/or

<PAGE>

o    Upon 30 days written notice, only accept transfer instructions from you and
     not from your  representative,  agent or any person acting under a power of
     attorney from you.

We may make these transfer  privilege  modifications  on a uniform basis for all
contractholders  in a class, if we determine,  in our sole discretion,  that the
exercise of transfer  rights by one or more contract  owners is, or would be, to
the disadvantage of other contract owners.

(For  information  on transfers  after  annuity  payouts  begin,  see  "Transfer
policies.")

Transfer policies

     o    You may transfer  contract values between the variable  subaccounts or
          from the subaccount(s) to the fixed account at any time.  However,  if
          you have made a transfer from the fixed account to the  subaccount(s),
          you may not make a  transfer  from any  subaccount  back to the  fixed
          account for six months following that transfer.

     o    You may  transfer  contract  values  from  the  fixed  account  to the
          variable  subaccount(s)  on or  within  30 days  before  or after  the
          contract anniversary (except for automated transfers, which can be set
          up for certain transfer periods subject to certain minimums).

     o    If we receive  your  request on or within 30 days  before or after the
          contract  anniversary date, the transfer from the fixed account to the
          variable subaccount(s) will be effective on the day we receive it.

     o    We will not accept  requests for  transfers  from the fixed account at
          any other time.

     o    Once annuity  payouts  begin no  transfers  may be made to or from the
          fixed account,  but transfers may be made once per contract year among
          the variable subaccounts.

Two ways to request a transfer or a withdrawal
1        By letter

Send  your  name,   contract   number,   Social   Security  number  or  taxpayer
identification number and signed request for a transfer or withdrawal to:

Regular mail:
American Centurion Life Assurance Company
P.O. Box 5555
Albany, NY 12205-0555

Express mail:
American Centurion Life Assurance Company
20 Madison Avenue Extension
Albany, NY 12203

Minimum amount
Transfers or withdrawals:  $500 or entire variable subaccount or fixed account
balance

<PAGE>

Maximum amount
Transfers or withdrawals:  Contract value

2        By automated transfers and automated partial withdrawals

Your agent can help you set up automated  transfers among your  subaccount(s) or
fixed account or partial withdrawals from the accounts.

You can start or stop this service by written request or other method acceptable
to American  Centurion Life. You must allow 30 days for American  Centurion Life
to change any instructions that are currently in place.

     o   Automated transfers may not exceed an amount that, if continued,  would
         deplete  the  fixed  account  or  subaccount(s)   from  which  you  are
         transferring within 12 months.

     o   Automated  transfers and automated  partial  withdrawals are subject to
         all of  the  contract  provisions  and  terms,  including  transfer  of
         contract  values  between  accounts.   Automated   withdrawals  may  be
         restricted by applicable law under some contracts.

     o   Automated partial  withdrawals may result in IRS taxes and penalties on
         all or part of the amount withdrawn.

Minimum amount
Automated transfers or withdrawals:    $100 monthly/$250 quarterly, semiannually
                                       or annually

Maximum amount
Automated transfers or withdrawals:    Contract value (except for automated
                                       transfers from the fixed account)

Withdrawals from your contract

As owner,  you may  withdraw  all or part of your  contract  at any time  before
annuity payouts begin by sending a written  request to American  Centurion Life.
For total  withdrawals  we will  compute the value of your  contract at the next
close of business  after we receive your  request.  We may ask you to return the
contract.  You may have to pay withdrawal charges (see "Withdrawal  charge") and
IRS taxes and penalties (see "Taxes").  No withdrawals may be made after annuity
payouts begin.

Withdrawal policies
If you have a balance in more than one account and request a partial withdrawal,
we will withdraw money from all your subaccounts and/or the fixed account in the
same  proportion as your value in each  correlates to your total contract value,
unless you request otherwise.

Receiving payment when you request a withdrawal By regular or express mail:

     o   Payable to owner.

<PAGE>

     o   Normally  mailed to address of record within seven days after receiving
         your request. However, we may postpone the payment if:

          -    the withdrawal  amount includes a purchase payment check that has
               not cleared;
          -    the  NYSE is  closed,  except  for  normal  holiday  and  weekend
               closings;
          -    trading on the NYSE is restricted, according to SEC rules;
          -    an emergency,  as defined by SEC rules,  makes it  impractical to
               sell securities or value the net assets of the accounts; or
          -    the  SEC  permits  us to  delay  payment  for the  protection  of
               security holders.

     NOTE: You will be charged a fee if you request express mail delivery.

Changing ownership

You may change  ownership of your  nonqualified  annuity at any time by filing a
change of ownership on a form approved by us and sent to our Albany home office.
The change  will become  binding  upon us when we receive and record it. We will
honor any change of  ownership  request  believed to be  authentic  and will use
reasonable procedures to confirm authenticity. If these procedures are followed,
we take no responsibility for the validity of the change.

If you  have a  nonqualified  annuity,  you may  lose  your  tax  advantages  by
transferring, assigning or pledging any part of it. (See "Taxes.")

If you have a qualified annuity, you may not sell, assign, transfer, discount or
pledge  your  contract  as  collateral  for a  loan,  or  as  security  for  the
performance  of an  obligation  or for any other  purpose to any  person  except
American Centurion Life.  However,  if the owner is a trust or custodian,  or an
employer  acting  in  a  similar  capacity,  ownership  of  a  contract  may  be
transferred to the annuitant.

Benefits in case of death

   
Your ACL Personal  Portfolio Plus2 contract includes the death benefit described
below.

If you or the  annuitant  die before  annuitization  while this  contract  is in
force,  and  both you and the  annuitant  are age 80 or  younger  on the date of
death, we will pay the beneficiary the greater of:

1.       the contract value; or

2.       the total purchase payments less any "death benefit adjustment"; or

3.       the highest contract value on any prior contract anniversary,  plus any
         purchase  payments paid and less any "death benefit  adjustment"  since
         the contract anniversary.

If either you or the annuitant are age 81 or older on the date of death, we will
pay the beneficiary the contract value.

We calculate the "death benefit  adjustment" for any and each partial withdrawal
by multiplying (a) times (b) where:
    

<PAGE>

   
(a)  is the ratio of the amount of the partial  withdrawal to the contract value
     on the date of (but prior to) the partial withdrawal; and

(b)  is the death benefit on the date of (but prior to) the partial withdrawal.

The result is subtracted from the death benefit  otherwise payable had there not
been a partial withdrawal.

Example:

o    The owner purchases an annuity contract for $20,000 on January 1, 1999.

o    On January 1, 2000 (the first contract  anniversary) the contract value has
     grown to $24,000.

o    On March 1, 2000 the contract  value has fallen to $22,000,  at which point
     the owner takes a $1,500  partial  withdrawal,  leaving a contract value of
     $20,500.
<TABLE>
<CAPTION>
    

<S>                                                                                           <C>                              
   
The death benefit on March 1, 2000 is calculated as follows:

The highest contract value on any prior contract anniversary:                                 $24,000.00

plus any purchase payments paid since that anniversary:                                            +0.00

less any "death benefit adjustment" taken since that anniversary, calculated as:

      $1,500      x $24,000 =                                                                  -1,636.36
      ------                                                                                   ---------
      $22,000

resulting in a benefit of:                                                                    $22,363.64
</TABLE>
    

Your ACL Personal  PortfolioSM  contract  includes the death  benefit  described
below.

   
If you or the  annuitant  die before  annuitization  while this  contract  is in
force,  and both you and the  annuitant  were age 75 or  younger on the date the
annuity was issued and if all  withdrawals you have made from this contract have
been without withdrawal charges, we will pay the beneficiary the greatest of:
    

1.       the contract value; or
2.       the total purchase payments paid less any amounts withdrawn; or
3.       on or after the fifth contract anniversary, the death benefit as of the
         most recent fifth contract  anniversary adjusted by adding any purchase
         payments made since that most recent fifth contract  anniversary and by
         subtracting any amounts withdrawn since that most recent fifth contract
         anniversary.

For annuities  where both you and the  annuitant  were 75 or younger on the date
the  annuity  was issued  and you have made  withdrawals  subject to  withdrawal
charges, we will pay the beneficiary the contract value.

For annuities where either you or the annuitant were 76 or older on the date the
annuity was issued, we will pay the beneficiary the contract value.

   
Example:

o    The owner purchases an annuity contract for $20,000 on January 1, 1999.
    

<PAGE>

   
o    On June 1,  2004 the owner  takes a $1,500  partial  withdrawal,  leaving a
     contract value of $31,500.

o    On July 15, 2004 the owner makes an additional payment of $1,000.

o    On March 1, 2005 the contract value has fallen to $31,000.

The death benefit on March 1, 2005 is calculated as follows:
<TABLE>
<CAPTION>

<S>                                                                              <C>       
     The closest fifth anniversary contract value:                               $33,000.00

     plus any purchase payments paid since that anniversary                      + 1,000.00

     less any partial withdrawals taken since that anniversary:                  - 1,500.00
                                                                                 ----------

for a death benefit of:                                                          $32,500.00
</TABLE>
    

If your  spouse is sole  beneficiary  under a  nonqualified  annuity and you die
before the  retirement  date,  your spouse may keep the annuity as owner.  To do
this your spouse must,  within 60 days after we receive proof of death,  give us
written instructions to keep the contract in force.

Under a qualified  annuity,  if the annuitant dies before annuity payouts begin,
and the spouse is the only beneficiary, the spouse may keep the annuity as owner
until  the  date on  which  the  spouse  reaches  age 70 1/2 or any  other  date
permitted by the Code. To do this, the spouse must give us written  instructions
within 60 days after we receive proof of death.

Payments:  We will pay the  beneficiary in a single sum unless you have given us
other written  instructions,  or the  beneficiary  may receive payouts under any
annuity payout plan available under this contract if:

o    the beneficiary asks us in writing within 60 days after we receive proof of
     death; and
o    payouts  begin  no  later  than  one year  after  death,  or other  date as
     permitted by the Code; and
o    the payout  period does not extend  beyond the  beneficiary's  life or life
     expectancy.

When paying the beneficiary,  we will determine the contract's value at the next
close of business after our death claim requirements are fulfilled. Interest, if
any, will be paid from the date of death at a rate no less than required by law.
We will mail payment to the beneficiary  within seven days after our death claim
requirements are fulfilled. (See "Taxes.")

The annuity payout period

As owner of the  contract,  you have the right to decide how and to whom annuity
payouts will be made starting at the retirement  date. You may select one of the
annuity payout plans outlined  below,  or we will mutually agree on other payout
arrangements.  The amount available for payouts under the plan you select is the
contract value on your retirement date. No withdrawal charges are deducted under
the payout plans listed below.

<PAGE>

You also decide  whether  annuity  payouts are to be made on a fixed or variable
basis,  or a combination  of fixed and  variable.  Amounts of fixed and variable
payouts depend on:

o    the annuity payout plan you select;
o    the annuitant's age and, in most cases, sex;
o    the annuity table in the contract; and
o    the amounts you allocated to the account(s) at settlement.

In  addition,  for  variable  payouts  only,  amounts  depend on the  investment
performance of the subaccount(s) you select.  These payouts will vary from month
to month because the performance of the underlying  mutual funds will fluctuate.
(In the case of fixed annuities, payouts remain the same from month to month.)

For information with respect to transfers between accounts after annuity payouts
begin, see "Transfer policies."

Annuity payout plans
You may  choose  any one of these  annuity  payout  plans by giving  us  written
instructions  at least 30 days before contract values are to be used to purchase
the payout plan:

o Plan A - Life  annuity  - no  refund:  Monthly  payouts  are  made  until  the
annuitant's  death.  Payouts  end with the last  payout  before the  annuitant's
death;  no further  payouts will be made.  This means that if the annuitant dies
after only one monthly payout has been made, no more payouts will be made.

o Plan B - Life annuity with five, 10 or 15 years certain:  Monthly  payouts are
made for a guaranteed payout period of five, 10 or 15 years that you elect. This
election will  determine the length of the payout period to the  beneficiary  if
the annuitant  should die before the elected period has expired.  The guaranteed
payout period is calculated from the retirement date. If the annuitant  outlives
the  elected   guaranteed  payout  period,   payouts  will  continue  until  the
annuitant's death.

o Plan C - Life annuity - installment refund: Monthly payouts are made until the
annuitant's death, with our guarantee that payouts will continue for some period
of time.  Payouts will be made for at least the number of months  determined  by
dividing  the amount  applied  under this  option by the first  monthly  payout,
whether or not the annuitant is living.

o Plan D - Joint and last survivor life annuity - no refund: Monthly payouts are
made  while both the  annuitant  and a joint  annuitant  are  living.  If either
annuitant dies,  monthly payouts  continue at the full amount until the death of
the surviving annuitant. Payouts end with the death of the second annuitant.

o Plan E - Payouts for a specified  period  (available  as a fixed payout only):
Monthly payouts are made for a specific payout period of 10 to 30 years that you
elect.  Payouts will be made only for the number of years specified  whether the
annuitant  is  living  or not.  Depending  on the time  period  selected,  it is
foreseeable  that an  annuitant  can  outlive  the payout  period  selected.  In
addition,  a 10% IRS  penalty  tax could  apply  under this  payout  plan.  (See
"Taxes.")

<PAGE>

Restrictions for some qualified plans: If you purchased a qualified annuity, you
must select a payout plan that provides for payouts:

o    over the life of the annuitant;
o    over the joint lives of the annuitant and a designated beneficiary;
o    for a period not exceeding the life expectancy of the annuitant; or
o    for a period not exceeding the joint life expectancies of the annuitant and
     a designated beneficiary.

If we do not receive instructions: You must give us written instructions for the
annuity payouts at least 30 days before the annuitant's  retirement date. If you
do not, we will make payouts under Plan B, with 120 monthly payouts guaranteed.

If  monthly  payouts  would be less than $20:  We will  calculate  the amount of
monthly  payouts  at the time the  contract  value is used to  purchase a payout
plan. If the  calculations  show that monthly payouts would be less than $20, we
have the right to pay the contract value to the owner in a lump sum or to change
the frequency of the payouts.

Death after annuity payouts begin
If you or the annuitant die after annuity  payouts begin,  any amount payable to
the beneficiary will be provided in the annuity payout plan in effect.

Taxes

Generally,  under current law, any increase in your contract value is taxable to
you only  when you  receive  a payout  or  withdrawal.  (However,  see  detailed
discussion  below.) Any portion of the annuity  payouts and any  withdrawals you
request that represent ordinary income are normally taxable.  You will receive a
1099 tax information form for any year in which a taxable  distribution was made
according  to our  records.  Roth  IRAs may  grow  tax free if you meet  certain
distribution requirements.

Annuity payouts under nonqualified  annuities:  A portion of each payout will be
ordinary  income  and  subject  to tax,  and a portion  of each  payout  will be
considered  a return  of part of your  investment  and will  not be  taxed.  All
amounts received after your investment in the annuity is fully recovered will be
subject to tax.

Tax law requires that all nonqualified  deferred annuity contracts issued by the
same  company  to the same  owner  during a  calendar  year are to be taxed as a
single,  unified  contract  when  distributions  are taken  from any one of such
contracts.

Annuity payouts under qualified  annuities (except Roth IRAs): Under a qualified
annuity,  the entire payout  generally will be includable as ordinary income and
subject to tax except to the extent that  contributions were made with after-tax
dollars.  If you or your employer invested in your contract with pre-tax dollars
as part of a qualified  retirement  plan,  such amounts are not considered to be
part of your investment in the contract and will be taxed when paid to you.

Withdrawals:  If you withdraw part or all of your  contract  before your annuity
payouts  begin,  your  withdrawal  payment  will be taxed to the extent that the
value  of  your  contract   immediately   before  the  withdrawal  exceeds  your
investment.  You also may have to pay a 10% IRS  penalty  for  withdrawals  made
prior to age 59 1/2. For qualified  annuities,  other penalties may apply if you
make  withdrawals  from your  annuity  before your plan  specifies  that you can
receive payouts.

<PAGE>

Death benefits to  beneficiaries:  The death benefit under an annuity  (except a
Roth  IRA) is not tax  exempt.  Any  amount  received  by the  beneficiary  that
represents  previously  deferred  earnings  within  the  contract  is taxable as
ordinary  income  to the  beneficiary  in the  year(s)  he or she  receives  the
payments.  The  death  benefit  under a Roth IRA  generally  is not  taxable  as
ordinary income to the beneficiary.

   
Annuities  owned by  corporations,  partnerships  or  trusts:  For  nonqualified
annuities  any annual  increase in the value of annuities  held by such entities
generally will be treated as ordinary  income  received  during that year.  This
provision is effective for purchase payments made after Feb. 28, 1986.  However,
if the trust was set up for the  benefit of a natural  person  only,  the income
will remain tax deferred.
    

Penalties: If you receive amounts from your contract before reaching age 59 1/2,
you may have to pay a 10% IRS penalty on the amount  includable in your ordinary
income.  However,  this penalty will not apply to any amount  received by you or
your beneficiary:

     o   because of your death;
     o   because you become disabled (as defined in the Code);
     o   if the distribution is part of a series of substantially equal periodic
         payments, made at least annually, over your life or life expectancy (or
         joint lives or life expectancies of you and your beneficiary); or
     o   if it is allocable to an investment before Aug. 14, 1982 (except for 
         qualified annuities).

For a qualified  annuity,  other  penalties or exceptions  may apply if you make
withdrawals  from your annuity  before your plan  specifies  that payouts can be
made.

Withholding, generally: If you receive all or part of the contract value from an
annuity,  withholding  may be imposed  against the taxable income portion of the
payment.  Any  withholding  that is done represents a prepayment of your tax due
for the year. You take credit for such amounts on your annual tax return.

If the  payment is part of an annuity  payout  plan,  the amount of  withholding
generally is computed using payroll tables.  You may provide us with a statement
of how many exemptions to use in calculating the withholding.  As long as you've
provided  us with a valid  Social  Security  number or  taxpayer  identification
number, you may elect not to have any withholding occur.

If the  distribution  is any other  type of  payment  (such as a partial or full
withdrawal) withholding is computed using 10% of the taxable portion. Similar to
above,  as long as you have provided us with a valid Social  Security  number or
taxpayer  identification  number,  you may elect  not to have  this  withholding
occur.

Some  states  also may impose  withholding  requirements  similar to the federal
withholding  described above. If this should be the case, any payment from which
federal  withholding is deducted also may have state withholding  deducted.  The
withholding requirements may differ if payment is being made to a non-U.S.
citizen or if the payment is being delivered outside the United States.

<PAGE>

Transfer of ownership  of a  nonqualified  annuity:  If you make such a transfer
without receiving adequate consideration, the transfer is considered a gift, and
also may be considered a withdrawal for federal income tax purposes. If the gift
is a currently  taxable  event for income tax  purposes,  the amount of deferred
earnings at the time of the transfer  will be taxed to the original  owner,  who
also may be subject to a 10% IRS penalty as discussed earlier. In this case, the
new owner's  investment  in the annuity  will be the value of the annuity at the
time of the transfer.

Collateral  assignment of a nonqualified  annuity: If you collaterally assign or
pledge your contract, earnings on purchase payments you made after Aug. 13, 1982
will be taxed to you like a withdrawal.

Important: Our discussion of federal tax laws is based upon our understanding of
these  laws as they are  currently  interpreted.  Federal  tax  laws or  current
interpretations of them may change. For this reason and because tax consequences
are complex and highly  individual and cannot always be anticipated,  you should
consult a tax advisor if you have any questions about taxation of your contract.

Tax qualification

   
Each  contract  is  intended  to qualify as an annuity  for  federal  income tax
purposes.  To that end, the provisions of the contracts are to be interpreted to
ensure or maintain such tax qualification,  notwithstanding any other provisions
of the  contract.  We reserve  the right to amend the  contracts  to reflect any
clarifications   that  may  be  needed  or  are  appropriate  to  maintain  such
qualification  or to conform the contracts to any applicable  changes in the tax
qualification requirements. We will send you a copy of any such amendments.
    

Voting rights

As a contract owner with investments in the variable subaccount(s), you may vote
on important mutual fund policies until annuity payouts begin.  Once they begin,
the person receiving them has voting rights.  We will vote fund shares according
to the instructions of the person with voting rights.

Before  annuity  payouts  begin,  the number of votes you have is  determined by
applying  your  percentage  interest in each  variable  subaccount  to the total
number of votes allowed to the subaccount.

After annuity payouts begin, the number of votes you have is equal to:

     o   the reserve held in each subaccount for your contract
     o   divided by the net asset value of one share of the applicable
         underlying mutual fund.

As we make annuity payouts,  the reserve for the contract decreases;  therefore,
the number of votes also will decrease.

We calculate votes separately for each account. Notice of these meetings,  proxy
materials  and a statement of the number of votes to which the voter is entitled
will be sent. We will vote shares for which we have not received instructions in
the same proportion as the

<PAGE>

votes for which we have received instructions.  We also will vote the shares for
which we have  voting  rights in the same  proportion  as the votes for which we
have received instructions.

Substitution of investments

If shares of any  mutual  fund  should  not be  available  for  purchase  by the
appropriate  variable  subaccount  or if, in the judgment of American  Centurion
Life's Management,  further investment in such shares is no longer  appropriate,
another registered open-end management investment company may be substituted for
mutual  fund shares  held in the  subaccount(s)  when  American  Centurion  Life
believes it would be in the best interest of persons  having voting rights under
the  contract.  American  Centurion  Life also  reserves the right to change the
mutual funds in which the subaccounts  invest and to create new subaccounts that
invest in additional funds.

In the  event of any such  substitution  or  change,  American  Centurion  Life,
without the consent or approval of the owners,  may amend the  contract and take
whatever action is necessary and appropriate.  However,  no such substitution or
change  will  be made  without  the  necessary  approval  of the  SEC and  state
insurance  department.  American  Centurion  Life  will  notify  owners  of  any
substitution or change.

Distribution of the contracts

The contracts  will be distributed  by banks and financial  institutions  either
directly  or  through a  network  of  third-party  marketers.  American  Express
Financial  Advisors Inc., the principal  underwriter  for the variable  account,
will pay commissions for the distribution of the contracts to the broker-dealers
of the banks or financial  institutions or the broker-dealers of the third-party
marketers who have entered into  distribution  agreements with American  Express
Financial Advisors Inc. These commissions will not be more than 7.5% of purchase
payments received on the contracts.

From time to time,  American Centurion Life will pay or permit other promotional
incentives, in cash or credit or other compensation.

About American Centurion Life

   
The annuities are issued by American Centurion Life.  American Centurion Life is
a wholly-owned  subsidiary of IDS Life,  which is a  wholly-owned  subsidiary of
AEFC. AEFC is a wholly-owned  subsidiary of American Express  Company.  American
Express  Company is a financial  services  company  principally  engaged through
subsidiaries  (in  addition  to AEFC) in  travel  related  services,  investment
services and international banking services.
    

American  Centurion  Life is a stock life  insurance  company  organized in 1969
under the laws of the  state of New  York.  Its home  office  is  located  at 20
Madison  Avenue  Extension,  P.O.  Box 5555,  Albany,  NY  12205-0555.  American
Centurion Life is licensed in the states of Alabama,  Delaware, and New York and
conducts a conventional life insurance business in New York.

American Express  Financial  Advisors Inc. is the principal  underwriter for the
variable account.  Its home office is IDS Tower 10, Minneapolis,  MN 55440-0010.
American  Express  Financial  Advisors  is  registered  with the SEC  under  the
Securities Exchange

<PAGE>

Act of 1934 as a  broker-dealer  and is a member of the National  Association of
Securities  Dealers,  Inc. American Express Financial Advisors is a wholly-owned
subsidiary of AEFC.

The AEFC family of companies  offers not only insurance and annuities,  but also
mutual funds,  investment certificates and a broad range of financial management
services.

Other  subsidiaries  provide  investment  management  and related  services  for
pension, profit-sharing,  employee savings and endowment funds of businesses and
institutions.

Year 2000

The Year 2000 issue is the result of computer programs having been written using
two  digits  rather  than  four  to  define  a  year.  Any  programs  that  have
time-sensitive  software may recognize a date using "00" as the year 1900 rather
than 2000. This could result in the failure of major systems or miscalculations,
which could have a material  impact on the  operations of the variable  account.
The variable  account has no computer  systems of its own but is dependent  upon
the systems maintained by AEFC and certain other third parties.

A  comprehensive  review of AEFC's computer  systems and business  processes has
been  conducted to identify the major systems that could be affected by the Year
2000 issue.  Steps are being taken to resolve any potential  problems  including
modification  to  existing  software  and the  purchase of new  software.  These
measures are scheduled to be completed and tested on a timely basis. AEFC's goal
is to  complete  internal  remediation  and testing of each system by the end of
1998 and to continue compliance efforts through 1999. The Year 2000 readiness of
unaffiliated  investment  managers and other third parties whose system failures
could have an impact on the  variable  account's  operations  currently is being
evaluated.  The  potential  materiality  of any such impact is not known at this
time.

Regular and special reports

Services
To help you  track  and  evaluate  the  performance  of your  annuity,  American
Centurion Life provides:

Quarterly statements showing the value of your investment.

Annual reports containing required information on the annuity and its underlying
investments.

<PAGE>

Table of contents of the Statement of Additional Information

Performance Information.......................................
Calculating Annuity Payouts...................................
Rating Agencies...............................................
Principal Underwriter.........................................
Independent Auditors..........................................
Saving for Retirement.........................................
Prospectus....................................................
Financial Statements -
 .........American Centurion Life Assurance Company

- --------------------------------------------------------------------------------
Please  check  the  appropriate  box to  receive  a copy  of  the  Statement  of
Additional Information for:

   
_______ ACL Personal Portfolio Plus2 / ACL Personal PortfolioSM

_______ AIM Variable Insurance Funds, Inc.

_______ American Century Variable Portfolios, Inc.
    

_______ GT Global Variable Investment Funds

_______ IDS Life Retirement Annuity Mutual Funds

   
_______ Janus Aspen Series Portfolios
    

_______ OCC Accumulation Trust Portfolios

   
_______ Oppenheimer Variable Account Funds

_______ Putnam Variable Trust - Class IA Shares

_______ Putnam Variable Trust - Class IB Shares
    

Mail your request to:

American Centurion Life Assurance Company
20 Madison Avenue Extension
P.O. Box 5555
Albany, NY 12205-0555
800-504-0469

American Centurion Life will mail your request to:

Your name________________________________________________________

Address__________________________________________________________

City__________________State_____________________Zip _____________

<PAGE>
                       STATEMENT OF ADDITIONAL INFORMATION

                                       for

   
                          ACL PERSONAL PORTFOLIO PLUS2
    

                                       and

                            ACL PERSONAL PORTFOLIOSM

                         ACL VARIABLE ANNUITY ACCOUNT 2

   
                                  Oct. __, 1998
    


ACL Variable Annuity Account 2 is a separate account  established and maintained
by American Centurion Life Assurance Company (American Centurion Life).

   
This Statement of Additional  Information  (SAI),  dated Oct. __, 1998, is not a
prospectus.  It should be read together with the prospectus dated Oct. __, 1998,
which may be  obtained  from your  agent,  or by  writing  or  calling  American
Centurion Life at the address or telephone number below.
    



American Centurion Life Assurance Company
20 Madison Avenue Extension
P.O. Box 5555
Albany, NY  12205-0555
800-504-0469


<PAGE>
                                TABLE OF CONTENTS

Performance Information....................................................3

Calculating Annuity Payouts................................................6

Rating Agencies............................................................7

Principal Underwriter......................................................8

Independent Auditors.......................................................8

Saving for Retirement......................................................8

Prospectus.................................................................8

Financial Statements
 .........- American Centurion Life Assurance Company


<PAGE>



PERFORMANCE INFORMATION

The  following  performance  figures are  calculated  on the basis of historical
performance of each fund. We show performance from the commencement  date of the
funds as if the annuity had existed at that time. No information is provided for
the subaccounts because they had no activity in 1997.

Calculation of Yield for the Subaccount investing in IDS Life Moneyshare Fund

Simple yield for the subaccount  investing in the IDS Life  Moneyshare Fund will
be based on the: (a) change in the value of a hypothetical investment (exclusive
of capital changes) at the beginning of a seven-day period for which yield is to
be quoted; (b) subtracting a pro rata share of subaccount  expenses accrued over
the seven-day period; (c) dividing the difference by the value of the subaccount
at the  beginning  of the  period  to obtain  the base  period  return;  and (d)
annualizing the results (i.e., multiplying the base period return by 365/7).

The value of the  hypothetical  subaccount  includes  the amount of any declared
dividends,  the value of any shares  purchased with any dividend paid during the
period and any  dividends  declared for such shares.  The variable  subaccount's
yield does not include any realized or unrealized  gains or losses,  nor does it
include the effect of any applicable surrender charge.

Calculation  of compound  yield begins with the same base period  return used in
the  calculation  of yield,  which is then  annualized  to  reflect  compounding
according to the following formula:

Compound Yield =[(Base Period Return + 1) x (365/7)] - 1

Calculation of Yield for the subaccounts investing in income funds

For the subaccounts  investing in income funds quotations of yield will be based
on all investment income earned during a particular 30-day period, less expenses
accrued  during the period  (net  investment  income)  and will be  computed  by
dividing  net  investment  income  per  accumulation  unit  by the  value  of an
accumulation  unit on the last day of the  period,  according  to the  following
formula:

                            YIELD = 2[(a-b + 1)6 - 1]
                                       cd

where:            a = dividends and investment income earned during the period
                  b = expenses accrued for the period (net of reimbursements)
                  c = the  average   daily  number  of   accumulation   units
                      outstanding  during  the  period  that  were  entitled  to
                      receive dividends
                  d = the maximum  offering price per  accumulation  unit on the
                      last day of the period

Yield on the  subaccount  is earned from the  increase in the net asset value of
shares of the fund in which the subaccount  invests and from dividends  declared
and paid by the fund, which are automatically invested in shares of the fund.

<PAGE>

Calculation of Average Annual Total Return

Quotations of average annual total return for a subaccount  will be expressed in
terms  of the  average  annual  compounded  rate  of  return  of a  hypothetical
investment  in the annuity over a period of one, five and 10 years (or, if less,
up to the life of the account), calculated according to the following formula:

                                  P(1+T)n = ERV

where:                P =  a hypothetical initial payment of $1,000
                      T =  average annual total return
                      n =  number of years
                    ERV =  Ending  Redeemable  Value of a hypothetical  $1,000
                           payment made at the beginning of the one-,  five-, or
                           10-year  (or  other)  period  at the end of the  one,
                           five-,  or 10-year (or other)  period (or  fractional
                           portion thereof)

<PAGE>
<TABLE>
<CAPTION>

           Average Annual Total Return For Period Ended Dec. 31, 1997

   
Average Annual Total Return with Withdrawal

                                                            Performance Since
                                                       Commencement of the Fund**
                                                                            Since
                                                                            Commencement
Subaccount investing in:                   1 Year      5 Year     10 Year   (Fund)
- -----------------------
<S>                                         <C>        <C>        <C>        <C>
AIM V.I.
  Growth and Income Fund (5/94)*             16.82%      --         --        19.68%
  International Equity Fund (5/93)           -1.37%      --         --        10.47%
  Value Fund (5/93)                          14.87%      --         --        17.45%

AMERICAN CENTURY
  VP Income and Growth (10/97)               --          --         --         0.72%
  VP Value (5/96)                            17.22%      --         --        15.29%

GT GLOBAL
  Variable Latin America Fund (2/93)          5.76%      --         --         9.13%
  Variable New Pacific Fund (2/93)          -45.46%      --         --        -5.39%

IDS LIFE
  Aggressive Growth Fund (1/92)               3.90%      10.66%     --        10.42%
  Capital Resource Fund (10/81)              15.24%      10.17%     12.92%    --
  Growth Dimensions Fund (4/96)              15.46%      --         --        17.20%
  International Equity Fund (1/92)           -5.27%       8.19%     --         6.49%
  Managed Fund (4/86)                        10.67%      10.95%     11.91%    --
  Moneyshare Fund (10/81)                    -3.02%       2.20%      3.65%    --
  Special Income Fund (10/81)                 0.34%       7.40%      7.96%    --

JANUS ASPEN SERIES
  Balanced Portfolio (9/93)                  13.28%      --         --        13.07%
  Worldwide Growth Portfolio (9/93)          13.33%      --         --        20.05%

OCC ACCUMULATION TRUST
  Equity Portfolio (8/88)                    17.74%      17.27%     --        16.22%
  Managed Portfolio (8/88)                   13.42%      17.60%     --        18.61%
  Small Cap Portfolio (8/88)                 13.42%      12.40%     --        14.05%
  U.S. Government Income Portfolio (1/95)    -1.29%      --         --         4.16%

OPPENHEIMER VARIABLE ACCOUNT
  Growth Fund (4/85)                         17.80%      16.47%     14.53%    --
  High Income Fund (4/86)                     3.56%      11.62%     12.36%    --

PUTNAM VT - Class IA Shares
  Diversified Income Fund (9/93)             -0.99%      --         --         5.32%
  Growth and Income Fund (2/88)              15.25%      16.73%     --        14.30%
  High Yield Fund (2/88)                      5.58%      10.45%     --         9.82%
  New Opportunities Fund (5/94)              14.40%      --         --        21.14%

PUTNAM VT - Class IB Shares
  Diversified Income Fund (9/93)             -1.08%      --         --         5.05%
  Growth and Income Fund (2/88)              15.12%      16.50%     --        14.63%
  High Yield Fund (2/88)                      5.47%      10.23%     --         9.55%
  Voyager Fund (2/88)                        17.45%      16.89%     --        16.03%

* (Commencement date of the fund)
** Current  applicable  charges deducted from fund  performance  include a 1.25%
mortality  and  expense  risk fee and a 0.15%  variable  account  administrative
charge.

<PAGE>

Average Annual Total Return without Withdrawal

                                                            Performance Since
                                                       Commencement of the Fund**
                                                                            Since
                                                                            Commencement
Subaccount investing in:                   1 Year      5 Year     10 Year   (Fund)
- -----------------------

AIM V.I.
  Growth and Income Fund (5/94)*             23.82%      --         --        20.37%
  International Equity Fund (5/93)            5.30%      --         --        10.92%
  Value Fund (5/93)                          21.87%      --         --        17.81%

AMERICAN CENTURY
  VP Income and Growth (10/97)               --          --         --         7.54%
  VP Value (5/96)                            24.22%      --         --        21.29%

GT GLOBAL
  Variable Latin America Fund (2/93)         12.76%      --         --         9.57%
  Variable New Pacific Fund (2/93)          -42.11%      --         --        -4.90%

IDS LIFE
  Aggressive Growth Fund (1/92)              10.90%      11.06%     --        10.63%
  Capital Resource Fund (10/81)              22.24%      10.58%     12.92%    --
  Growth Dimensions Fund (4/96)              22.46%      --         --        20.62%
  International Equity Fund (1/92)            1.11%       8.63%     --         6.74%
  Managed Fund (4/86)                        17.67%      11.34%     11.91%    --
  Moneyshare Fund (10/81)                     3.52%       2.75%      3.65%    --
  Special Income Fund (10/81)                 7.14%       7.85%      7.96%    --

JANUS ASPEN SERIES
  Balanced Portfolio (9/93)                  20.28%      --         --        13.54%
  Worldwide Growth Portfolio (9/93)          20.33%      --         --        20.43%

OCC ACCUMULATION TRUST
  Equity Portfolio (8/88)                    24.74%      17.59%     --        16.22%
  Managed Portfolio (8/88)                   20.42%      17.91%     --        18.61%
  Small Cap Portfolio (8/88)                 20.42%      12.77%     --        14.05%
  U.S. Government Income Portfolio (1/95)     5.39%      --         --         5.72%

OPPENHEIMER VARIABLE ACCOUNT
  Growth Fund (4/85)                         24.80%      16.79%     14.53%    --
  High Income Fund (4/86)                    10.56%      12.01%     12.36%    --

PUTNAM VT - Class IA Shares
  Diversified Income Fund (9/93)              5.71%      --         --         5.91%
  Growth and Income Fund (2/88)              22.25%      17.05%     --        14.30%
  High Yield Fund (2/88)                     12.58%      10.85%     --         9.82%
  New Opportunities Fund (5/94)              21.40%      --         --        21.81%

PUTNAM VT - Class IB Shares
  Diversified Income Fund (9/93)              5.61%      --         --         5.64%
  Growth and Income Fund (2/88)              22.12%      16.83%     --        14.63
  High Yield Fund (2/88)                     12.47%      10.64%     --         9.55%
  Voyager Fund (2/88)                        24.45%      17.21%     --        16.03%

*(Commencement date of the fund)
**Current  applicable  charges  deducted from fund  performance  include a 1.25%
mortality  and  expense  risk fee and a 0.15%  variable  account  administrative
charge.
    

</TABLE>

<PAGE>

Aggregate Total Return

Aggregate  total  return  represents  the  cumulative  change  in  value  of  an
investment for a given period (reflecting change in a subaccount's  accumulation
unit value) and is computed by the following formula:

                                     ERV - P
                                        P

where:                P =  a hypothetical initial payment of $1,000
                    ERV =  Ending  Redeemable  Value of a hypothetical  $1,000
                           payment made at the beginning of the one-,  five-, or
                           10-year  (or  other)  period  at the end of the one-,
                           five-,  or 10-year (or other)  period (or  fractional
                           portion thereof)

The Securities and Exchange Commission (SEC) requires that an assumption be made
that the contract  owner  withdraws the entire  contract at the end of the one-,
five- and 10- year periods (or, if less, up to the life of the  subaccount)  for
which performance is required to be calculated. In addition, performance figures
may be shown without the deduction of a withdrawal charge.

Total return figures reflect the deduction of all applicable  charges  including
the contract  administrative charge, the variable account administrative charge,
and mortality and expense risk fee.

Performance of the subaccount may be quoted or compared to rankings,  yields, or
returns or used in variable annuity accumulation or settlement  illustrations as
published  or  prepared  by  independent  rating  or  statistical   services  or
publishers  or  publications  such as The  Bank  Rate  Monitor  National  Index,
Barron's, Business Week, CDA Technologies,  Donoghue's Money Market Fund Report,
Financial  Services Week,  Financial Times,  Financial World,  Forbes,  Fortune,
Global Investor,  Institutional Investor, Investor's Daily, Kiplinger's Personal
Finance, Lipper Analytical Services, Money, Morningstar, Mutual Fund Forecaster,
Newsweek, The New York Times, Personal Investor, Stanger Report, Sylvia Porter's
Personal Finance,  USA Today, U.S. News & World Report,  The Wall Street Journal
and Wiesenberger Investment Companies Service.

CALCULATING ANNUITY PAYOUTS

The Variable Account

The following  calculations  are done  separately for each of the subaccounts of
the variable account. The separate monthly payouts, added together, make up your
total variable annuity payout.

Initial Payout: To compute your first monthly payment, we:

o        determine  the dollar  value of your annuity as of the  valuation  date
         seven days before the retirement date; then
o        apply the result to the  annuity  table  contained  in the  contract or
         another table at least as favorable. The annuity table shows the amount
         of the first monthly  payment for each $1,000 of value which depends on
         factors built into the table, as described below.

<PAGE>

Annuity Units:  The value of your subaccount is then converted to annuity units.
To compute the number  credited to you, we divide the first  monthly  payment by
the  annuity  unit  value  (see  below)  on the  valuation  date on (or next day
preceding) the seventh  calendar day before the  retirement  date. The number of
units in your  subaccount is fixed.  The value of the units  fluctuates with the
performance of the underlying mutual fund.

Subsequent Payouts: To compute later payouts, we multiply:

o        the annuity unit value on the valuation date on or immediately
         preceding the seventh calendar day before the payout is due; by
o        the fixed number of annuity units credited to you.

Annuity Table:  The table shows the amount of the first monthly payment for each
$1,000 of contract value according to the age and, when  applicable,  the sex of
the annuitant.  (Where required by law, we will use a unisex table of settlement
rates.) The table  assumes that the contract  value is invested at the beginning
of the annuity payout period and earns a 5% rate of return,  which is reinvested
and helps to support future payouts.

Annuity Unit Values: This value was originally set at $1 for each subaccount. To
calculate later value we multiply the last annuity value by the product of:

o        the net investment factor; and
o        the neutralizing  factor. The purpose of the neutralizing  factor is to
         offset the effect of the assumed investment rate built into the annuity
         table. With an assumed  investment rate of 5%, the neutralizing  factor
         is 0.999866 for a one day valuation period.

Net Investment Factor:
This value is determined by:

o        adding the  underlying  mutual fund's current net asset value per share
         plus  per-share   amount  of  any  current  dividend  or  capital  gain
         distribution; then
o        dividing that sum by the previous net asset value per share; and
o        subtracting  the  percentage  factor  representing  the  mortality  and
         expense risk fee and the variable  account  administrative  charge from
         the result.

Because the net asset value of the underlying mutual fund may fluctuate, the net
investment  factor may be greater or less than one,  and the  accumulation  unit
value may  increase or  decrease.  You bear this  investment  risk in a variable
subaccount.

The Fixed Account

Your fixed annuity payout amounts are guaranteed.  Once calculated,  your payout
will remain the same and never change. To calculate your annuity payouts we:

o        take the value of your fixed account at the retirement date or the date
         you have selected to begin receiving your annuity payouts; then
o        using an annuity table, we apply the value according to the annuity
         payout plan you select; and

<PAGE>

o        the annuity  payout  table we use will be the one in effect at the time
         you choose to begin your annuity payouts.  The values in the table will
         be equal to or greater than the table in your contract.

RATING AGENCIES

   
The following  chart  reflects the ratings given to American  Centurion  Life by
independent rating agencies. These agencies evaluate the financial soundness and
claims-paying  ability of  insurance  companies  based on a number of  different
factors.  This  information  does not relate to the management or performance of
the variable subaccounts of the annuities.  This information relates only to the
fixed account and reflects  American  Centurion  Life's  ability to make annuity
payouts and to pay death benefits and other distributions from the annuity.

            Rating agency                       Rating

              A.M. Best                           A+
                                   (Superior)

            Duff & Phelps                         AAA
    

PRINCIPAL UNDERWRITER

The  principal  underwriter  for  the  variable  accounts  is  American  Express
Financial  Advisors  Inc.  which offers the  variable  contracts on a continuous
basis.

INDEPENDENT AUDITORS

The  financial  statements  of  American  Centurion  Life  Assurance  Company (a
wholly-owned  subsidiary of IDS Life Insurance  Company) as of December 31, 1997
and 1996,  and for each of the three years in the period ended December 31, 1997
appearing in this Statement of Additional Information have been audited by Ernst
& Young LLP, independent auditors, as stated in their report appearing herein.

SAVING FOR RETIREMENT

You may have to save more for  retirement  because the average  person  lives 17
years in retirement.  Social  security and pensions will not cover your expenses
in  retirement.  Sixty  cents of every  retirement  dollar  must  come from your
personal savings.

Sources:          Social Security Administration, U.S. Department of Health and
                  Human Services, 1994, p. 88.

PROSPECTUS

   
The prospectus, dated Oct. __, 1998, is hereby incorporated in this SAI by
reference.
    

<PAGE>

PART C.

Item 24.          Financial Statements and Exhibits

(a)       Financial   Statements   included  in  Part  B  of  this  Registration
          Statement:

          The audited financials will be filed by amendment.

(b)       Exhibits:

1.        Certificate  establishing  the ACL  Variable  Annuity  Account 2 dated
          December 1, 1995, filed  electronically  as Exhibit 1 to Pre-Effective
          Amendment No. 1 to Registration  Statement No. 333-00519,  filed on or
          about February 5, 1997, is incorporated herein by reference.

2.        Not applicable.

3.        Form of Variable Annuity  Distribution  Agreement filed electronically
          as  Exhibit  3  to  Pre-Effective  Amendment  No.  2  to  Registration
          Statement  No.  333-00519,  filed  on or  about  April  30,  1997,  is
          incorporated herein by reference.

4.        Form of Flexible Payment Deferred Annuity Contract (form 45054), filed
          electronically  as Exhibit  4.1 to  Pre-Effective  Amendment  No. 2 to
          Registration  Statement  No.  333-00519,  filed on or about  April 30,
          1997, is incorporated herein by reference.

5.        Application for American Centurion Life Variable Annuity (form 45055),
          filed  electronically as Exhibit 5.1 to Pre-Effective  Amendment No. 2
          to Registration  Statement No. 333-00519,  filed on or about April 30,
          1997, is incorporated herein by reference.

6.1       Amended and  Restated  By-Laws of American  Centurion  Life  Assurance
          Company,   filed   electronically  as  Exhibit  6.1  to  Pre-Effective
          Amendment No. 1 to Registration  Statement No. 333-00519,  filed on or
          about February 5, 1997, is incorporated herein by reference.

6.2       Amended and Restated  Articles of Incorporation of American  Centurion
          Life  Assurance  Company,  filed  electronically  as  Exhibit  6.2  to
          Pre-Effective Amendment No. 1 to Registration Statement No. 333-00519,
          filed  on or  about  February  5,  1997,  is  incorporated  herein  by
          reference.

6.3       Emergency By-Laws of American Centurion Life Assurance Company,  filed
          electronically  as Exhibit  6.3 to  Pre-Effective  Amendment  No. 1 to
          Registration  Statement No.  333-00519,  filed on or about February 5,
          1997, is incorporated herein by reference.

7.        Not applicable.

8.1       Copy of  Participation  Agreement among Putnam Variable Trust,  Putnam
          Mutual Funds Corp.  and American  Centurion  Life  Assurance  Company,
          dated  April  30,  1997,  filed   electronically  as  Exhibit  8.1  to
          Pre-Effective Amendment No. 3 to Registration Statement No. 333-00519,
          is incorporated herein by reference.

<PAGE>

8.2       Copy of Participation  Agreement by and among OCC  Accumulation  Trust
          and American  Centurion Life Assurance  Company and OCC  Distributors,
          dated  September  17,  1997,  filed  electronically  as Exhibit 8.2 to
          Pre-Effective Amendment No. 3 to Registration Statement No. 333-00519,
          is incorporated herein by reference.

8.3       Copy  of  Participation   Agreement  among  American   Centurion  Life
          Assurance  Company  and GT  Global  Variable  Investment  Trust and GT
          Global Variable  Investment Series and GT Global,  Inc., dated May 30,
          1997, filed  electronically as Exhibit 8.3 to Pre-Effective  Amendment
          No. 3 to Registration Statement No. 333-00519,  is incorporated herein
          by reference.

9.        Opinion of counsel  and  consent to its use as to the  legality of the
          securities being registered will be filed by amendment.

10.       Consent of Independent Auditors will be filed by amendment.

11.       Financial Statement Schedules and Report of Independent  Auditors will
          be filed by amendment.

          Financial Statement Schedules:

          Schedule I  -  Consolidated Summary Of Investments Other Than 
                         Investments In Related Parties

          Schedule IV -  Reinsurance Report of Independent Auditors dated
                         February 5, 1998.

          All other schedules to the Financial  Statements required by Article 7
          of Regulation S-X are not required under the related  instructions  or
          are inapplicable and, therefore, have been omitted.

12.       Not applicable.

13.       Copy  of  schedule  for  computation  of  each  performance  quotation
          provided in the  Registration  Statement in response to Item 21, filed
          electronically  as  Exhibit  13 to  Pre-Effective  Amendment  No. 1 to
          Registration  Statement No.  333-00519,  filed on or about February 5,
          1997, is incorporated herein by reference.

14.       Financial Data Schedule will be filed by amendment.

15.1      Power of Attorney to sign Amendments to this  Registration  Statement,
          dated  March  25,  1997,  filed  electronically  as  Exhibit  14.2  to
          Pre-Effective Amendment No. 2 to Registration Statement No. 333-00519,
          filed on or about April 30, 1997, is incorporated herein by reference.

15.2      Power of Attorney to sign Amendments to this  Registration  Statement,
          dated  April  8,  1998,  filed   electronically  as  Exhibit  15.2  to
          Post-Effective Amendment No. 1 to Registration Statement No 333-00519,
          filed on or about April 30, 1998, is incorporated herein by reference.

<PAGE>
<TABLE>
<CAPTION>

Item 25.          Directors and Officers of the Depositor (American Centurion Life Assurance Company)

<S>                                  <C>                                      <C>
Name                                 Principal Business Address               Positions and Offices with
                                                                              Depositor
- ------------------------------------ ---------------------------------------- -----------------------------------

Doris A. Anfinson                    IDS Tower 10                             Vice President
                                     Minneapolis, MN  55440

Robert C. Auriema                    Technical Consultants Ltd.               Director
                                     Bayview Tower
                                     Apt. 8G
                                     80 Bay Street Landing
                                     Staten Island, NY  10301

Maureen A. Buckley                   IDS Tower 10                             Chief Administrative Officer and
                                     Minneapolis, MN  55440                      Consumer Affairs Officer

Douglas L. Forsberg                  IDS Tower 10                             Director
                                     Minneapolis, MN  55440

Clarence E. Galston                  IDS Tower 10                             Director
                                     Minneapolis, MN  55440

Jay C. Hatlestad                     IDS Tower 10                             Vice President and Controller
                                     Minneapolis, MN  55440

Robert A. Hatton                     IDS Tower 10                             Director
                                     Minneapolis, MN  55440

Jeffrey S. Horton                    IDS Tower 10                             Vice President and Treasurer
                                     Minneapolis, MN  55440

Richard W. Kling                     IDS Tower 10                             Director
                                     Minneapolis, MN  55440

Bruce A. Kohn                        IDS Tower 10                             Counsel and Assistant Secretary
                                     Minneapolis, MN  55440

David M. Kuplic                      IDS Tower 10                             Vice President-Investments
                                     Minneapolis, MN  55440

Eric L. Marhoun                      IDS Tower 10                             General Counsel and Secretary
                                     Minneapolis, MN  55440

Sarah A. Mealey                      IDS Tower 10                             Vice President-Variable Product
                                     Minneapolis, MN  55440                      Development

Edward J. Muhl                       IDS Tower 10                             Director
                                     Minneapolis, MN  55440

Kenneth W. Nelson                    Tech Products, Inc.                      Director
                                     15 Beach Street
                                     Suite 304
                                     Staten Island, NY  10304

Stuart A. Sedlacek                   IDS Tower 10                             Director, Chairman and President
                                     Minneapolis, MN  55440

<PAGE>

Item 25.          Directors and Officers of the Depositor (American Centurion Life Assurance Company)
                  (continued)


Anne L. Segal                        IDS Tower 10                             Director
                                     Minneapolis, MN  55440

Daniel J. Segner                     IDS Tower 10                             Vice President-Investments
                                     Minneapolis, MN  55440

Guerdon D. Smith                     Guerdon D. Smith & Company               Director
                                     P.O. Box 91739
                                     Santa Barbara, CA  93190-1739
</TABLE>

Item 26.  Persons Controlled by or Under Common Control with the Depositor or 
          Registrant

          American Centurion Life Assurance Company is a wholly-owned subsidiary
          of IDS Life Insurance  Company which is a  wholly-owned  subsidiary of
          American Express  Financial  Corporation.  American Express  Financial
          Corporation is a wholly-owned  subsidiary of American  Express Company
          (American Express).

          The  following  list  includes  the  names  of major  subsidiaries  of
          American Express.
<TABLE>
<CAPTION>
<S>                                                                                     <C>
                                                                                        Jurisdiction of
Name of Subsidiary                                                                      Incorporation

I. Travel Related Services

     American Express Travel Related Services Company, Inc.                             New York

II. International Banking Services

     American Express Bank Ltd.                                                         Connecticut

<PAGE>


Item 26.  Persons Controlled by or Under Common Control with the Depositor or
          Registrant (Con't)

III. Companies engaged in Financial Services

     Advisory Capital Strategies Group Inc.                                             Minnesota
     American Centurion Life Assurance Company                                          New York
     American Enterprise Investment Services Inc.                                       Minnesota
     American Enterprise Life Insurance Company                                         Indiana
     American Express Asset Management Group Inc.                                       Minnesota
     American Express Asset Management International Inc.                               Delaware
     American Express Asset Management International (Japan) Ltd.                       Japan
     American Express Asset Management Ltd.                                             England
     American Express Client Service Corporation                                        Minnesota
     American Express Corporation                                                       Delaware
     American Express Financial Advisors Inc.                                           Delaware
     American Express Financial Corporation                                             Minnesota
                                                                                        Delaware
     American Express Insurance Agency of Arizona Inc.                                  Arizona
     American Express Insurance Agency of Idaho Inc.                                    Idaho
     American Express Insurance Agency of Nevada Inc.                                   Nevada
     American Express Insurance Agency of Oregon Inc.                                   Oregon
     American Express Minnesota Foundation                                              Minnesota
     American Express Property Casualty Insurance Agency of Kentucky Inc.               Kentucky
     American Express Property Casualty Insurance Agency of Maryland Inc.               Maryland
     American Express Property Casualty Insurance Agency of Pennsylvania Inc.           Pennsylvania
     American Express Trust Company                                                     Minnesota
     American Partners Life Insurance Company                                           Arizona
     IDS Cable Corporation                                                              Minnesota
     IDS Cable II Corporation                                                           Minnesota
     IDS Capital Holdings Inc.                                                          Minnesota
     IDS Certificate Company                                                            Delaware
     IDS Futures Corporation                                                            Minnesota
     IDS Insurance Agency of Alabama Inc.                                               Alabama
     IDS Insurance Agency of Arkansas Inc.                                              Arkansas
     IDS Insurance Agency of Massachusetts Inc.                                         Massachusetts
     IDS Insurance Agency of New Mexico Inc.                                            New Mexico
     IDS Insurance Agency of North Carolina Inc.                                        North Carolina
     IDS Insurance Agency of Utah Inc.                                                  Utah
     IDS Insurance Agency of Wyoming Inc.                                               Wyoming
     IDS Life Insurance Company                                                         Minnesota
     IDS Life Insurance Company of New York                                             New York
     IDS Management Corporation                                                         Minnesota
     IDS Partnership Services Corporation                                               Minnesota
     IDS Plan Services of California, Inc.                                              Minnesota
     IDS Property Casualty Insurance Company                                            Wisconsin
     IDS Real Estate Services, Inc.                                                     Delaware
     IDS Realty Corporation                                                             Minnesota
     IDS Sales Support Inc.                                                             Minnesota
     IDS Securities Corporation                                                         Delaware
     Investors Syndicate Development Corp.                                              Nevada
     North Dakota Public Employee Payment Company                                       Minnesota

</TABLE>
<PAGE>

Item 27.  Number of Contract owners

          As of June 30,  1998,  there  were 55  contract  owners  of  qualified
          contracts and there were 149 owners of non-qualified contracts.

Item 28.  Indemnification

          The  By-Laws  of the  depositor  provide  that it  shall  indemnify  a
          director,  officer, agent or employee of the depositor pursuant to the
          provisions of applicable statutes or pursuant to contract.

          Insofar as indemnification  for liability arising under the Securities
          Act of 1933 may be permitted to  directors,  officers and  controlling
          persons of the  registrant  pursuant to the foregoing  provisions,  or
          otherwise,  the registrant has been advised that in the opinion of the
          Securities and Exchange  Commission  such  indemnification  is against
          public   policy   as   expressed   in  the  Act  and  is,   therefore,
          unenforceable.  In the event that a claim for indemnification  against
          such liabilities (other than the payment by the registrant of expenses
          incurred or paid by a director,  officer or controlling  person of the
          registrant  in  the  successful   defense  of  any  action,   suit  or
          proceeding)  is  asserted  by such  director,  officer or  controlling
          person  in  connection  with  the  securities  being  registered,  the
          registrant  will,  unless in the opinion of its counsel the matter has
          been  settled  by  controlling   precedent,   submit  to  a  court  of
          appropriate  jurisdiction the question whether such indemnification by
          it is  against  public  policy  as  expressed  in the Act and  will be
          governed by the final adjudication of such issue.


<PAGE>
Item 29.   Principal Underwriters.

(a)      American Express Financial  Advisors acts as principal  underwriter for
         the following investment companies:

         IDS Bond Fund,  Inc.; IDS California  Tax-Exempt  Trust;  IDS Discovery
         Fund,  Inc.; IDS Equity Select Fund, Inc.; IDS Extra Income Fund, Inc.;
         IDS Federal  Income Fund,  Inc.;  IDS Global  Series,  Inc.; IDS Growth
         Fund, Inc.; IDS High Yield  Tax-Exempt  Fund,  Inc.; IDS  International
         Fund, Inc.; IDS Investment  Series,  Inc.; IDS Managed Retirement Fund,
         Inc.; IDS Market Advantage Series, Inc.; IDS Money Market Series, Inc.;
         IDS New  Dimensions  Fund,  Inc.; IDS Precious  Metals Fund,  Inc.; IDS
         Progressive   Fund,   Inc.;  IDS  Selective  Fund,  Inc.;  IDS  Special
         Tax-Exempt Series Trust; IDS Stock Fund, Inc.; IDS Strategy Fund, Inc.;
         IDS Tax-Exempt  Bond Fund,  Inc.;  IDS Tax-Free  Money Fund,  Inc.; IDS
         Utilities  Income Fund,  Inc.,  Growth Trust;  Growth and Income Trust;
         Income Trust,  Tax-Free  Income Trust,  World Trust and IDS Certificate
         Company.

(b) As to each director, officer or partner of the principal underwriter:

<TABLE>
<CAPTION>

Name and Principal Business Address       Position and Offices with            Positions with Offices with
                                          Underwriter                          Registrant
- ----------------------------------------- ------------------------------------ -----------------------------
<S>                                       <C>                                  <C>
Ronald. G. Abrahamson                     Vice President - Service Quality     None
IDS Tower 10                              and Reengineering
Minneapolis, MN  55440

Douglas A. Alger                          Senior Vice President - Human        None
IDS Tower 10                              Resources
Minneapolis, MN  55440

Peter J. Anderson                         Senior Vice President - Investment   Vice President
IDS Tower 10                              Operations
Minneapolis, MN  55440

Ward D. Armstrong                         Vice President - American Express    None
IDS Tower 10                              Retirement Services
Minneapolis, MN  55440

John M. Baker                             Vice President - Plan Sponsor        None
IDS Tower 10                              Services
Minneapolis, MN  55440

Joseph M. Barksy, III                     Vice President - Senior Portfolio    None
IDS Tower 10                              Manager
Minneapolis, MN  55440

Timothy V. Bechtold                       Vice President - Risk Management     None
IDS Tower 10                              Products
Minneapolis, MN  55440

John D. Begley                            Group Vice President - Ohio/Indiana  None
Suite 100
7760 Olentangy River Rd.
Columbus, OH  43235

Brent L. Bisson                           Group Vice President - Los Angeles   None
Suite 900                                 Metro
E. Westside Twr
11835 West Olympic Blvd.
Los Angeles, CA  90064

John C. Boeder                            Vice President - Mature Market       None
IDS Tower 10                              Group
Minneapolis, MN  55440

Walter K. Booker                          Group Vice President - New Jersey    None
IDS Tower 10
Minneapolis, MN  55440

Bruce J. Bordelon                         Group Vice President - Gulf States   None
Galleria One Suite 1900
Galleria Blvd.
Metairie, LA  70001

Charles R. Branch                         Group Vice President - Northwest     None
Suite 200
West 111 North River Dr.
Spokane, WA  99201

Douglas W. Brewers                        Vice President - Sales Support       None
IDS Tower 10
Minneapolis, MN  55440

Karl J. Breyer                            Senior Vice President - Law and      None
IDS Tower 10                              Corporate Affairs
Minneapolis, MN  55440

Daniel J. Candura                         Vice President - Marketing Support   None
IDS Tower 10
Minneapolis, MN  55440

Cynthia M. Carlson                        Vice President - American Express    None
IDS Tower 10                              Securities Services
Minneapolis, MN  55440

Mark W. Carter                            Senior Vice President and Chief      None
IDS Tower 10                              Marketing Officer
Minneapolis, MN  55440

James E. Choat                            Senior Vice President -              None
IDS Tower 10                              Institutional Products Group
Minneapolis, MN  55440

Kenneth J. Ciak                           Vice President and General Manager   None
IDS Property Casualty                     - DS Property Casualty
1400 Lombardi Avenue
Green Bay, WI  54304

Paul A. Connolly                          Vice President - Advisor Staffing,   None
IDS Tower 10                              Training and Support
Minneapolis, MN  55440

Roger C. Corea                            Group Vice President - Upstate New   None
290 Woodcliff Drive                       York
Fairport, NY  14450

Henry J. Cormier                          Group Vice President - Connecticut   None
Commerce Center One
333 East River Drive
East Hartford, CT  06108

John M. Crawford                          Group Vice President -               None
Suite 200                                 Arkansas/Springfield/Memphis
10800 Financial Ctr Pkwy
Little Rock, AR  72211

Kevin F. Crowe                            Group Vice President -               None
Suite 312                                 Carolinas/Eastern Georgia
7300 Carmel Executive Pk
Charlotte, NC  28226

Colleen Curran                            Vice President and General Counsel   None
IDS Tower 10
Minneapolis, MN  55440

Regenia David                             Vice President - Systems Services    None
IDS Tower 10
Minneapolis, MN  55440

Luz Maria Davis                           Vice President - Communications      None
IDS Tower 10
Minneapolis, MN  55440

Scott M. DiGiammarino                     Group Vice President -               None
Suite 500                                 Washington/Baltimore
8045 Leesburg Pike
Vienna, VA  22182

Bradford L. Drew                          Group Vice President - Eastern       None
Two Datran Center                         Florida
Penthouse One B
9130 S. Dadeland Blvd.
Miami, FL  33156

James P. Egge                             Group Vice President - Western       None
4305 South Louise, Suite 202              Iowa, Nebraska, Dakotas
Sioux Falls, SD  57103

Gordon L. Eid                             Senior Vice President, General       None
IDS Tower 10                              Counsel and Chief Compliance
Minneapolis, MN  55440                    Officer

Robert M. Elconin                         Vice President - Government          None
IDS Tower 10                              Relations
Minneapolis, MN  55440

Joseph Evanovich Jr.                      Group Vice President -               None
One Old Mill                              Nebraska/Iowa/Dakotas
101 South 108th Avenue
Omaha, NE  68154

Phillip W. Evans,                         Group Vice President - Rocky         None
Suite 600                                 Mountain
6985 Union Park Center
Midvale, UT  84047-4177

Louise P. Evenson                         Group Vice President - San           None
Suite 200                                 Francisco Bay Area
1333 N. California Blvd.
Walnut Creek, CA  94596

Gordon M. Fines                           Vice President - Mutual Fund         None
IDS Tower 10                              Equity Investments
Minneapolis, MN  55440

Douglas L. Forsberg                       Vice President - Institutional       None
IDS Tower 10                              Products Group
Minneapolis, MN  55440

Jeffrey P. Fox                            Vice President and Corporate         None
IDS Tower 10                              Controller
Minneapolis, MN  55440

William P. Fritz                          Group Vice President - Northern      None
Suite 160                                 Missouri
12855 Flushing Meadows Dr.
St. Louis, MO  63131

Carl W. Gans                              Group Vice President - Twin City     None
8500 Tower Suite 1770                     Metro
8500 Normandale Lake Blvd.
Bloomington, MN  55437

David A. Hammer                           Vice President and Marketing         None
IDS Tower 10                              Controller
Minneapolis, MN  55440

Teresa A. Hanratty                        Group Vice President - Northern      None
Suites 6&7                                New England
169 South River Road
Bedford, NH  03110

Robert L. Harden                          Group Vice President - Boston Metro  None
Two Constitution Plaza
Boston, MA  02129

Lorraine R. Hart                          Vice President - Insurance           None
IDS Tower 10                              Investments
Minneapolis, MN  55440

Scott A. Hawkinson                        Vice President - Assured Assets      None
IDS Tower 10                              Product Development and Management
Minneapolis, MN  55440

Brian M. Heath                            Group Vice President - North Texas   None
Suite 150
801 E. Campbell Road
Richardson, TX  75081

Janis K. Heaney                           Vice President - Incentive           None
IDS Tower 10                              Management
Minneapolis, MN  55440

James G. Hirsh                            Vice President and Assistant         None
IDS Tower 10                              General Counsel
Minneapolis, MN  55440

Jon E. Hjelm                              Group Vice President - Rhode         None
310 Southbridge Street                    Island/Central - Western
Auburn, MA  01501                         Massachusetts

David J. Hockenberry                      Group Vice President - Eastern       None
30 Burton Hills Blvd.                     Tennessee
Suite 175
Nashville, TN  37215

Jeffrey S. Horton                         Vice President and Treasurer         None
IDS Tower 10
Minneapolis, MN  55440

David R. Hubers                           Chairman, President and Chief        Board member
IDS Tower 10                              Executive Officer
Minneapolis, MN  55440

Martin G. Hurwitz                         Vice President - Senior Portfolio    None
IDS Tower 10                              Manager
Minneapolis, MN  55440

James M. Jensen                           Vice President - Insurance Product   None
IDS Tower 10                              Development and Management
Minneapolis, MN  55440

Marietta L. Johns                         Senior Vice President - Field        None
IDS Tower 10                              Management
Minneapolis, MN  55440

Nancy E. Jones                            Vice President - Business            None
IDS Tower 10                              Development
Minneapolis, MN  55440

James E. Kaarre                           Vice President - Marketing           None
IDS Tower 10                              Promotions
Minneapolis, MN  55440

Matthew N. Karstetter                     Vice President - Investment          None
IDS Tower 10                              Accounting
Minneapolis, MN  55440

Linda B. Keene                            Vice President - Market Development  None
IDS Tower 10
Minneapolis, MN  55440

G. Michael Kennedy                        Vice President - Investment          None
IDS Tower 10                              Services and Investment Research
Minneapolis, MN  55440

Susan D. Kinder                           Senior Vice President -              None
IDS Tower 10                              Distribution Services
Minneapolis, MN  55440

Brian Kleinberg                           Executive Vice President -           None
IDS Tower 10                              Financial Direct
Minneapolis, MN  55440

Richard W. Kling                          Senior Vice President - Risk         Director
IDS Tower 10                              Management Products
Minneapolis, MN  55440

Paul F. Kolkman                           Vice President - Actuarial Finance   None
IDS Tower 10
Minneapolis, MN  55440

Claire Kolmodin                           Vice President - Service Quality     None
IDS Tower 10
Minneapolis, MN  55440

David S. Kreager                          Group Vice President - Greater       None
Suite 108                                 Michigan
Trestle Bridge V
5126 Lovers Lane
Kalamazoo, MI  49002

Steven C. Kumagai                         Director and Senior Vice President   None
IDS Tower 10                              - Field Management and Business
Minneapolis, MN  55440                    Systems

Mitre Kutanovski                          Group Vice President - Chicago       None
Suite 680                                 Metro
8585 Broadway
Merrillville, IN  48410

Edward Labenski Jr.                       Vice President - Senior Portfolio    None
IDS Tower 10                              Manager
Minneapolis, MN  55440

Kurt A. Larson                            Vice President - Senior Portfolio    None
IDS Tower 10                              Manager
Minneapolis, MN  55440

Lori J. Larson                            Vice President - Brokerage and       None
IDS Tower 10                              Direct Services
Minneapolis, MN  55440

Daniel E. Laufenberg                      Vice President and Chief U.S.        None
IDS Tower 10                              Economist
Minneapolis, MN  55440

Peter A. Lefferts                         Senior Vice President - Corporate    None
IDS Tower 10                              Strategy and Development
Minneapolis, MN  55440

Douglas A. Lennick                        Director and Executive Vice          None
IDS Tower 10                              President - Private Client Group
Minneapolis, MN  55440

Mary J. Malevich                          Vice President - Senior Portfolio    None
IDS Tower 10                              Manager
Minneapolis, MN  55440

Fred A. Mandell                           Vice President - Field Marketing     None
IDS Tower 10                              Readiness
Minneapolis, MN  55440

Daniel E. Martin                          Group Vice President - Pittsburgh    None
Suite 650                                 Metro
5700 Corporate Drive
Pittsburgh, PA  15237

Thomas W. Medcalf                         Vice President - Senior Portfolio    None
IDS Tower 10                              Manager
Minneapolis, MN  55440

Paula R. Meyer                            Vice President - Assured Assets      None
IDS Tower 10
Minneapolis, MN  55440

William P. Miller                         Vice President and Senior            None
IDS Tower 10                              Portfolio Manager
Minneapolis, MN  55440

James A. Mitchell                         Executive Vice President -           None
IDS Tower 10                              Marketing and Products
Minneapolis, MN  55440

Pamela J. Moret                           Vice President - Variable Assets     None
IDS Tower 10
Minneapolis, MN  55440

Alan D. Morgenstern                       Group Vice President - Central       None
Suite 200                                 California/Western Nevada
3500 Market Street
Camp Hill, NJ  17011

Barry J. Murphy                           Senior Vice President - Client       None
IDS Tower 10                              Service
Minneapolis, MN  55440

Mary Owens Neal                           Vice President - Mature Market       None
IDS Tower 10                              Segment
Minneapolis, MN  55440

Thomas V. Nicolosi                        Group Vice President - New York      None
Suite 220                                 Metro Area
500 Mamaroneck Avenue
Harrison, NY  10528

Michael J. O'Keefe                        Vice President - Advisory Business   None
IDS Tower 10                              Systems
Minneapolis, MN  55440

James R. Palmer                           Vice President - Taxes               None
IDS Tower 10
Minneapolis, MN  55440

Carla P. Pavone                           Vice President - Compensation and    None
IDS Tower 10                              Field Administration
Minneapolis, MN  55440

Thomas P. Perrine                         Senior Vice President - Group        None
IDS Tower 10                              Relationship Leader / AXP
Minneapolis, MN  55440                    Technologies Financial Services

Susan B. Plimpton                         Vice President - Marketing Services  None
IDS Tower 10
Minneapolis, MN  55440

Larry M. Post                             Group Vice President -               None
One Tower Bridge                          Philadelphia Metro
100 Front Street, 8th Fl
West Conshohocken, PA  19428

Ronald W. Powell                          Vice President and Assistant         None
IDS Tower 10                              General Counsel
Minneapolis, MN  55440

James M. Punch                            Vice President - Special Projects    None
IDS Tower 10
Minneapolis, MN  55440

Frederick C. Quirsfeld                    Senior Vice President - Fixed        None
IDS Tower 10                              Income
Minneapolis, MN  55440

R. Daniel Richardson                      Group Vice President - Southern      None
Suite 800                                 Texas
Arboretum Plaza One
9442 Capital of Texas Hwy. N
Austin, TX  78759

ReBecca K. Roloff                         Senior Vice President - Field        None
IDS Tower 10                              Management and Financial Advisor
Minneapolis, MN  55440                    Service

Stephen W. Roszell                        Senior Vice President -              None
IDS Tower 10                              Institutional
Minneapolis, MN  55440

Max G. Roth                               Group Vice President -               None
Suite 201 S. IDS Ctr                      Wisconsin/Upper Michigan
1400 Lombardi Avenue
Green Bay, WI  54304

John P. Ryan                              Vice President and General Auditor   None
IDS Tower 10
Minneapolis, MN  55440

Erven A. Samsel                           Senior Vice President - Field        None
45 Braintree Hill Park                    Management
Suite 402
Braintree, MA  02184

Russell L. Scalfano                       Group Vice President -               None
Suite 201                                 Illinois/Indiana/Kentucky
101 Plaza East Blvd.
Evansville, IN  47715

William G. Scholz                         Group Vice President - Arizona/Las   None
Suite 205                                 Vegas
7333 E. Doubletree Ranch Rd
Scottsdale, AZ  85258

Stuart A. Sedlacek                        Senior Vice President and Chief      Director, Chairman and
IDS Tower 10                              Financial Officer                    President
Minneapolis, MN  55440

Donald K. Shanks                          Vice President - Property Casualty   None
IDS Tower 10
Minneapolis, MN  55440

F. Dale Simmons                           Vice President - Senior Portfolio    None
IDS Tower 10                              Manager, Insurance Investments
Minneapolis, MN  55440

Judy P. Skoglund                          Vice President - Quality and         None
IDS Tower 10                              Service Support
Minneapolis, MN  55440

William A. Smith                          Vice President and Controller -      None
IDS Tower 10                              Private Client Group
Minneapolis, MN  55440

James B. Solberg                          Group Vice President - Eastern       None
466 Westdale Mall                         Iowa Area
Cedar Rapids, IA  52404

Bridget Sperl                             Vice President - Geographic          None
IDS Tower 10                              Service Teams
Minneapolis, MN  55440

Paul J. Stanislaw                         Group Vice President - Southern      None
Suite 1100                                California
Two Park Plaza
Irvine, CA  92714

Lisa A. Steffes                           Vice President - Card Member         None
IDS Tower 10                              Initiatives
Minneapolis, MN  55440

Lois A. Stilwell                          Group Vice President - Outstate      None
Suite 433                                 Minnesota Area/North
9900 East Bren Road                       Dakota/Western Wisconsin
Minnetonka, MN  55343

William A. Stoltzmann                     Vice President and Assistant         None
IDS Tower 10                              General Counsel
Minneapolis, MN  55440

James J. Strauss                          Vice President and General Auditor   None
IDS Tower 10
Minneapolis, MN  55440

Jeffrey J. Stremcha                       Vice President - Information         None
IDS Tower 10                              Resource Management/ISD
Minneapolis, MN  55440

Barbara Stroup Stewart                    Vice President - Channel             None
IDS Tower 10                              Development
Minneapolis, MN  55440

Craig P. Taucher                          Group Vice President -               None
Suite 150                                 Orlando/Jacksonville
4190 Belfort Road
Jacksonville, FL  32216

Neil G. Taylor                            Group Vice President -               None
Suite 425                                 Seattle/Tacoma
101 Elliott Avenue West
Seattle, WA  98119

Peter S. Velardi                          Group Vice President -               None
Suite 180                                 Atlanta/Birmingham
1200 Ashwood Parkway
Atlanta, GA  30338

Charles F. Wachendorfer                   Group Vice President - Denver/Salt   None
Suite 100                                 Lake City/Albuquerque
Stanford Plaza II
7979 East Tufts Ave. Pkwy
Denver, CO  80237

Wesley W. Wadman                          Vice President - Senior Portfolio    None
IDS Tower 10                              Manager
Minneapolis, MN  55440

Donald F. Weaver                          Group Vice President - Greater       None
3500 Market Street, Suite 200             Pennsylvania
Camp Hill, PA  17011

Norman Weaver Jr.                         Senior Vice President - Field        None
1010 Main St., Suite 2B                   Management
Huntington Beach, CA  92648

Michael L. Weiner                         Vice President - Tax Research and    None
IDS Tower 10                              Audit
Minneapolis, MN  55440

Lawrence J. Welte                         Vice President - Investment          None
IDS Tower 10                              Administration
Minneapolis, MN  55440

Jeffrey M. Welter                         Vice President - Equity and Fixed    None
IDS Tower 10                              Income Trading
Minneapolis, MN  55440

Thomas L. White                           Group Vice President - Cleveland     None
Suite 200                                 Metro
28601 Chagrin Blvd.
Woodmere, OH  44122

Eric S. Williams                          Group Vice President - Virginia      None
Suite 250
3951 Westerre Parkway
Richmond, VA  23233

William J. Williams                       Group Vice President - Western       None
Two North Tamiami Trail                   Florida
Suite 702
Sarasota, FL  34236

Edwin M. Wistrand                         Vice President and Assistant         None
IDS Tower 10                              General Counsel
Minneapolis, MN  55440

Michael D. Wolf                           Vice President - Senior Portfolio    None
IDS Tower 10                              Manager
Minneapolis, MN  55440

Michael R. Woodward                       Senior Vice President - Field        None
32 Ellicott St.                           Management
Suite 100
Batavia, NY  14020
</TABLE>

<TABLE>
<CAPTION>

Item 29(c).

                       Net Underwriting
Name of Principal      Discounts and        Compensation  on      Brokerage
Underwriter            Commissions          Redemption            Commissions           Compensation
<S>                    <C>                  <C>                   <C>                   <C>
American Express       None                 None                  None                  None
Financial Advisors
Inc.
</TABLE>

Item 30.  Location of Accounts and Records

          American Centurion Life Assurance Company
          20 Madison Avenue Extension
          Albany, NY  12205-0555

Item 31.  Management Services

          Not applicable.

Item 32.  Undertakings

          (a)       Registrant  undertakes  that it will  file a  post-effective
                    amendment to this registration statement as frequently as is
                    necessary to ensure that the audited financial statements in
                    the registration statement are never more than 16 months old
                    for so long as payments under the variable annuity contracts
                    may be accepted.

          (b)       Registrant  undertakes  that it will  include  either (1) as
                    part of any  application  to purchase a contract  offered by
                    the  prospectus,  a space  that an  applicant  can  check to
                    request a Statement of Additional Information, or (2) a post
                    card or similar written communication affixed to or included
                    in the prospectus  that the applicant can remove to send for
                    a Statement of Additional Information.

          (c)       Registrant undertakes to deliver any Statement of Additional
                    Information and any financial statements required to be made
                    available  under  this Form  promptly  upon  written or oral
                    request to American Centurion Life Contract Owner Service at
                    the address or phone number listed in the prospectus.

          (d)       The sponsoring  insurance  company  represents that the fees
                    and charges  deducted under the contract,  in the aggregate,
                    are  reasonable  in relation to the services  rendered,  the
                    expenses  expected to be incurred,  and the risks assumed by
                    the insurance company.

<PAGE>


                                   SIGNATURES

As  required by the  Securities  Act of 1933 and the  Investment  Company Act of
1940,  American Centurion Life Assurance  Company,  on behalf of the Registrant,
has duly caused this Amendment to its Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized in the City of Minneapolis,
and State of Minnesota, on the 25th day of August, 1998.


                                 ACL VARIABLE ANNUITY ACCOUNT 2
                                  (Registrant)

                                 By American Centurion Life Assurance Company
                                  (Depositor)

                                 By /s/  Stuart A. Sedlacek*
                                         Stuart A. Sedlacek
                                         Chairman and President


As required by the  Securities Act of 1933,  this Amendment to the  Registration
Statement has been signed by the following  persons in the capacities  indicated
on the 25th day of August, 1998.

Signature                                    Title

/s/  Robert C. Auriema*                      Director
     Robert C. Auriema

/s/  Douglas L. Forsberg*                    Director
     Douglas L. Forsberg

/s/  Clarence E. Galston*                    Director
     Clarence E. Galston

/s/  Jay C. Hatlestad*                       Vice President and Controller
     Jay C. Hatlestad

/s/  Robert A. Hatton*                       Director
     Robert A. Hatton

/s/  Jeffrey S. Horton**                     Vice President
     Jeffrey S. Horton                       and Treasurer

/s/  Richard W. Kling*                       Director
     Richard W. Kling



<PAGE>


Signature                                    Title

                                             Director
     Edward J. Muhl

/s/  Kenneth W. Nelson*                      Director
     Kenneth W. Nelson

/s/  Stuart A. Sedlacek*                     Chairman and
     Stuart A. Sedlacek                      President

/s/  Anne L. Segal*                          Director
     Anne L. Segal

/s/  Guerdon D. Smith*                       Director
     Guerdon D. Smith


*Signed   pursuant  to  Power  of  Attorney,   dated  March  25,   1997,   filed
electronically as Exhibit 14.2 to Pre-Effective  Amendment No. 2 to Registration
Statement No. 333-00519, incorporated herein by reference.

**Signed   pursuant  to  Power  of   Attorney,   dated  April  9,  1998,   filed
electronically as Exhibit 15.2 to Post-Effective Amendment No. 1 to Registration
Statement No. 333-00519, incorporated herein by reference..



By:________________________________
         Mary Ellyn Minenko


<PAGE>


                   CONTENTS OF POST-EFFECTIVE AMENDMENT NO. 2
                     TO REGISTRATION STATEMENT NO. 333-00519

This  Amendment to the  Registration  Statement  is  comprised of the  following
papers and documents:

The Cover Page.

Cross-reference sheet.

Part A.

         The prospectus.

Part B.

         Statement of Additional Information.

Part C.

         Other Information.

         The signatures.


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