CORPORATE SPONSORED VUL SEPARATE ACCOUNT I, S-6, EX-99.1.5, 2000-10-20

CORPORATE SPONSORED VUL SEPARATE ACCOUNT I
S-6, EX-99.1.5, 2000-10-20

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<PAGE> 1
EXHIBIT (5)

---------------------------------------
INSURED --- JOHN DOE
POLICY NUMBER --- 66 000 000
POLICY DATE --- OCTOBER 1, 2000
---------------------------------------

NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION
(A Delaware Corporation)

THE CORPORATION will pay the benefits of this policy in accordance with its
provisions. The pages that follow are also a part of this policy.

RIGHT TO EXAMINE POLICY. Please examine your policy. Within 20 days after
delivery, you can return the policy to the Corporation or to the Registered
Representative through whom it was purchased. If this policy is returned, the
policy will be void from the start and a refund will be made. The amount we
refund will equal the greater of the policy's Cash Value as of the date the
policy is returned or the premiums paid less loans and withdrawals.

VARIABLE LIFE INSURANCE BENEFIT. THE LIFE INSURANCE BENEFIT OF THIS POLICY MAY
INCREASE OR DECREASE, DEPENDING ON THE INVESTMENT EXPERIENCE OF THE SEPARATE
ACCOUNT AND THE LIFE INSURANCE BENEFIT OPTION SELECTED. FURTHER INFORMATION
REGARDING THIS BENEFIT IS GIVEN IN THE LIFE INSURANCE BENEFITS SECTION ON PAGE 4
OF THE POLICY.

CASH VALUE. TO THE EXTENT THE POLICY'S CASH VALUE IS ALLOCATED TO THE SEPARATE
ACCOUNT, THE CASH VALUE OF THIS POLICY WILL VARY FROM DAY TO DAY REFLECTING THE
INVESTMENT EXPERIENCE OF THE SEPARATE ACCOUNT. THE METHOD OF DETERMINING THE
CASH VALUE IS DESCRIBED IN THE CASH SURRENDER VALUE AND PARTIAL WITHDRAWALS
SECTION. THERE IS NO GUARANTEED MINIMUM CASH VALUE.

PAYMENT OF PREMIUMS. While this policy is in force, premiums can be paid at any
time before the Policy Anniversary on which the Insured is age 100, and while
the Insured is living. They can be paid at any interval or by any method we make
available, subject to any limitations set forth in the Premiums Section. The
amount and interval of planned premiums, as stated in the application for this
policy, are shown on the Policy Data page.

ANNUAL REPORT TO OWNER. An annual report in connection with this policy will be
provided to you without charge. This report will tell you how much Cash Value
and Cash Surrender Value there is as of the most recent Policy Anniversary,
together with the amount of any policy debt. This report will also give you any
other facts required by state law or regulation.

EFFECTIVE DATE OF COVERAGE. Coverage under this policy will take effect on the
later of the Policy Date or the date we receive your initial premium payment.

/s/ FREDERICK J. SIEVERT
President

/s/ GEORGE J. TRAPP
Secretary

FLEXIBLE PREMIUM VARIABLE UNIVERSAL LIFE INSURANCE POLICY

Variable Life Insurance Benefit - Flexible Premium Payments
Proceeds Payable at Insured's Death.
AMOUNT OF VARIABLE LIFE INSURANCE OR CASH VALUE
PROCEEDS MAY VARY, REFLECTING INVESTMENT EXPERIENCE
OF SEPARATE ACCOUNT.

No Premiums Payable on or After Age 100.
Policy is Non-Participating.

300-40

<PAGE> 2

<S> <C> <C>
Insured - John Doe Insured's Age and Sex
At Issue - 35 Male

Owner - XYZ Corporation

Policy Number - 66 000 000 Insured's Class
of Risk - Non-Smoker

Policy Date - October 1, 2000 Life Insurance Benefit Option - 1
Issue Date - October 1, 2000

Initial Face Amount $75,000

First Premium Amount $8,000

{Initial Term Insurance Benefit Amount $100,000}

{Target Face Amount $175,000}

{LTR Face Amount $100,000}

Target Premium Amount $3,944.25

Required Monthly GMDB Premium Amount $137.07
</TABLE>

Beneficiary/Owner as designated in the application unless changed as provided in
the policy.

Planned Premiums payable* at annual intervals: $6,900

Additional Flat Extras: $0.00

* Premiums cannot be paid on or after the Policy Anniversary on which the
insured is age 100, which is October 1, 2064. Coverage will expire when
the Cash Surrender Value, less any policy debt, is insufficient to cover
the monthly deduction unless the Guaranteed Minimum Death Benefit is in
effect. Making the Planned Premium payments shown above will not
guarantee that the policy will remain in force. The period for which the
policy and coverage will continue in force will depend on: (1) the
amount, timing and frequency of premium payments; (2) changes in the Life
Insurance Benefit Option or the Face Amount; (3) changes in the interest
rate credited to the Fixed Account and in the investment performance of
the Investment Divisions of the Separate Account; (4) changes in the
Monthly Cost of Insurance deductions for the base policy and in the
Monthly Cost of Riders attached to this policy, and in any other fee
deductions; and (5) loan and partial withdrawal activity.

Monthly Deduction Day is the first day of each calendar month.

Policy Months are measured from the Monthly Deduction Day.

Policy Years and Policy Anniversaries are measured from the Policy Date.

The Separate Account is the Corporate Sponsored Variable Universal Life Separate
Account - I.

Service Office: New York Life Insurance and Annuity Corporation
NYLIFE Distributors Inc.
Attention: Executive Benefits
11400 Tomahawk Creek Parkway, Suite 200
Leawood, KS 66211
Telephone: (913) 906-4000

Page 2 Policy Data New York Life Insurance and Annuity Corporation
0040-2 NYLIFE Distributors Inc., Distributor, 51 Madison Avenue, New York, NY
10010

<PAGE> 3

Policy Number - 66 000 000 Insured - John Doe

ADDITIONAL
BENEFITS AMOUNT MONTHLY RIDER COSTS

The Fixed Account will be credited with interest using a rate that we set in
advance at least annually. This rate is guaranteed to be at least 3% per year.

Page 2(cont.) Policy Data New York Life Insurance and Annuity Corporation
0040-2 NYLIFE Distributors Inc., Distributor, 51 Madison Avenue, New
York, NY 10010

<PAGE> 4

Policy Number - 66 000 000 Insured - John Doe

TABLE OF MAXIMUM CHARGES

The following charges are not prorated for any portion of the Policy Month.

MONTHLY DEDUCTION CHARGES CONSIST OF:

- A Monthly Contract Charge not to exceed $9.00 per month.

- Monthly Cost of Insurance for the basic policy not to exceed amount on
page 2.2.

- Monthly cost of any riders not to exceed amount on page 2.2A.

OTHER CHARGES AGAINST THE POLICY:

- Each premium payment is subject to a Sales Expense Charge as follows: (1)
During the first 7 Policy Years, a maximum 10% charge will apply to all
premiums paid up to the Target Premium. Once the Target Premium for the
year has been reached, a maximum 3% charge will apply to any additional
premiums paid during that year. (2) After the first 7 years, a maximum 5%
charge will apply to all premiums paid up to the Target Premium. Once the
Target Premium for the year has been reached, a maximum 3% charge will
apply to any additional premiums paid during that year.

The Target Premium, as shown on Policy Data page 2, is determined from
the Face Amount of the policy. Any change to the policy, which results
in a change to the Face Amount, will change the Target Premium.

- State Tax Charge of 2% of each premium payment. This amount is subtracted
from each premium payment. We reserve the right to change this percentage
to conform to changes in the law.

- Federal Tax Charge of 1.25% of each premium payment. This amount is
subtracted from each premium payment. We reserve the right to change this
percentage to conform to changes in the law.

- Monthly Mortality and Expense Charges against the separate account not to
exceed .90% of the daily net asset value in each policy year.

- Partial Withdrawals are subject to a processing charge of $25.

- We reserve the right to apply a charge, not to exceed $30, for each
transfer after the first 12 in a Policy Year.

- We reserve the right to make a charge for separate account federal income
tax liabilities, if law should change to require taxation of separate
accounts.

Page 2.1 Policy Data New York Life Insurance and Annuity Corporation
0040-2.1 NYLIFE Distributors Inc., Distributor, 51 Madison Avenue, New York,
NY 10010

<PAGE> 5

TABLE OF GUARANTEED MAXIMUM MONTHLY COST OF INSURANCE RATES
FOR BASE POLICY
(PER $1,000)

MALE
<TABLE>
<CAPTION>
THE RATES SHOWN BELOW ARE BASED ON THE 1980 CSO NONSMOKER TABLE OF MORTALITY

ATTAINED ATTAINED
AGE AGE
<S> <C> <C> <C>
18 .13 59 .96
19 .14 60 1.06
20 .14 61 1.17
21 .14 62 1.30
22 .14 63 1.44
23 .13 64 1.60
24 .13 65 1.78
25 .13 66 1.98
26 .12 67 2.19
27 .12 68 2.41
28 .12 69 2.66
29 .12 70 2.94
30 .12 71 3.31
31 .12 72 3.63
32 .13 73 4.06
33 .13 74 4.54
34 .13 75 5.06
35 .14 76 5.62
36 .15 77 6.21
37 .16 78 6.83
38 .17 79 7.50
39 .18 80 8.23
40 .19 81 9.05
41 .21 82 10.00
42 .22 83 11.07
43 .24 84 12.27
44 .26 85 13.56
45 .28 86 14.92
46 .30 87 16.34
47 .32 88 17.81
48 .35 89 19.33
49 .38 90 20.94
50 .41 91 22.67
51 .45 92 24.58
52 .49 93 26.76
53 .54 94 29.64
54 .59 95 33.93
55 .65 96 41.28
56 .72 97 56.04
57 .79 98 90.90
58 .58 99 90.90
</TABLE>

Page 2.2 Policy Data New York Life Insurance and Annuity Corporation
0040-2.2 NYLIFE Distributors Inc., Distributor, 51 Madison avenue, New York,
NY 10010

<PAGE> 6

TABLE OF GUARANTEED MAXIMUM MONTHLY COST OF INSURANCE RATES
FOR TERM RIDER
(PER $1,000 OF FACE AMOUNT)

MALE
<TABLE>
<CAPTION>

THE RATES SHOWN BELOW ARE BASED ON THE 1980 CSO NONSMOKER TABLE OF MORTALITY

ATTAINED ATTAINED
AGE AGE
<S> <C> <C> <C>
18 .17 59 1.25
19 .18 60 1.38
20 .18 61 1.52
21 .18 62 1.69
22 .18 63 1.87
23 .17 64 2.08
24 .17 65 2.31
25 .17 66 2.57
26 .16 67 2.85
27 .16 68 3.13
28 .16 69 3.46
29 .16 70 3.82
30 .16 71 4.30
31 .16 72 4.72
32 .17 73 5.28
33 .17 74 5.90
34 .17 75 6.58
35 .18 76 7.31
36 .20 77 8.07
37 .21 78 8.88
38 .22 79 9.75
39 .23 80 10.70
40 .25 81 11.77
41 .27 82 13.00
42 .29 83 14.39
43 .31 84 15.95
44 .34 85 17.63
45 .36 86 19.40
46 .39 87 21.24
47 .42 88 23.15
48 .46 89 25.13
49 .49 90 27.22
50 .53 91 29.47
51 .59 92 31.95
52 .64 93 34.79
53 .70 94 38.53
54 .77 95 44.11
55 .85 96 53.66
56 .94 97 72.85
57 1.03 98 90.90
58 1.13 99 90.90

</TABLE>

Page 2.2A Policy Data New York Life Insurance and Annuity Corporation
0040-2.2A NYLIFE Distributors Inc., Distributor, 51 Madison avenue, New York,
NY 10010

<PAGE> 7

TABLE OF PERCENTAGES FOR LIFE INSURANCE BENEFIT
FOR COMPLIANCE WITH IRC SECTION 7702
GUIDELINE PREMIUM TEST

<TABLE>
<CAPTION>
INSURED'S AGE PERCENT OF INSURED'S AGE PERCENT OF
ON POLICY CASH SURRENDER ON POLICY CASH SURRENDER
ANNIVERSARY VALUE ANNIVERSARY VALUE
----------- ----- ----------- -----
<S> <C> <C> <C>
0-40 250 68 117
41 243 69 116
42 236 70 115
43 229 71 113
44 222 72 111
45 215 73 109
46 209 74 107
47 203 75 105
48 197 76 105
49 191 77 105
50 185 78 105
51 178 79 105
52 171 80 105
53 164 81 105
54 157 82 105
55 150 83 105
56 146 84 105
57 142 85 105
58 138 86 105
59 134 87 105
60 130 88 105
61 128 89 105
62 126 90 105
63 124 91 104
64 122 92 103
65 120 93 102
66 119 94 101
67 118 95 & 100
Over

Page 2.3 Policy Data New York Life Insurance and Annuity Corporation
0040-2.3-GPT NYLIFE Distributors Inc., Distributor, 51 Madison Avenue, New York,
NY 10010

</TABLE>
<PAGE> 8

TABLE OF PERCENTAGES FOR LIFE INSURANCE BENEFIT
FOR COMPLIANCE WITH IRC SECTION 7702
CASH VALUE ACCUMULATION TEST

MALE
<TABLE>
<CAPTION>
THE RATES SHOWN BELOW ARE BASED ON THE 1980 CSO NONSMOKER TABLE OF MORTALITY

PERCENT OF PERCENT OF
POLICY CASH SURRENDER POLICY CASH SURRENDER
YEAR VALUE YEAR VALUE
------------ --------- ------------ -----------------

Page 2.3 Policy Data New York Life Insurance and Annuity Corporation
0040-2.3-CVAT NYLIFE Distributors Inc., Distributor, 51 Madison Avenue,
New York, NY 10010

<PAGE> 9

WE & YOU
In this policy, the words "we", When you write to us,
"our" and "us" refer to New York please include the policy
Life Insurance and Annuity number, the Insured's full
Corporation, and the words name, and your current
"you" and "your" refer to the address.
Owner of this policy.

--------------------------------CONTENTS----------------------------------------

<TABLE>
<CAPTION>
SECTION PROVISIONS PAGE
------- ----------- -----
<S> <C> <C>
POLICY DATA PAGES

ONE LIFE INSURANCE BENEFITS 4

TWO OWNER AND BENEFICIARY 4-5

THREE POLICY CHANGES 5-6

FOUR PREMIUMS 6-8

FIVE GUARANTEED MINIMUM DEATH
BENEFIT 8

SIX SEPARATE ACCOUNT 8-11

SEVEN FIXED ACCOUNT 11

EIGHT CASH SURRENDER VALUE AND
PARTIAL WITHDRAWLS 11-13

NINE LOANS 14-15

TEN PAYMENT OF LIFE INSURANCE
POLICY PROCEEDS 16-17

ELEVEN GENERAL PROVISIONS 18-20

APPLICATION - Attached to the Policy

RIDERS OR ENDORSEMENTS
(IF ANY) - Attached to the Policy
</TABLE>

PAGE 3
0040-3
<PAGE> 10

SECTION ONE - LIFE INSURANCE BENEFITS

1.1 IS A LIFE INSURANCE BENEFIT PAYABLE UNDER THIS POLICY? We will pay the
life insurance proceeds to the Beneficiary promptly, when we have proof
that the Insured died while the life insurance under this policy was in
effect, subject to the General Provisions Section. A claim for the Life
Insurance Benefit must be made in writing to our Service Office.

1.2 WHAT IS THE AMOUNT OF LIFE INSURANCE PROCEEDS WHICH ARE PAYABLE UNDER
THIS POLICY? The amount of Life Insurance Benefit proceeds payable under
this policy will be based on the Life Insurance Benefit Option and the
Face Amount plus the death benefit of any rider in effect on the date of
death. We will deduct any policy debt from this amount. Payment of
proceeds will be made according to the Payment of Policy Proceeds
Section.

The Face Amount is the Initial Face Amount shown on Policy Data page 2
plus or minus any changes made as described in the Policy Changes
Section.

1.3 WHAT ARE THE LIFE INSURANCE BENEFIT OPTIONS AVAILABLE UNDER THIS POLICY?
The Life Insurance Benefit payable under this policy will be determined
in accordance with one of the following options:

OPTION 1 - This option provides a Life Insurance Benefit equal to the
greater of (a) the Face Amount of the policy or (b) a percentage of the
Cash Surrender Value equal to the minimum necessary for this policy to
qualify as life insurance under Section 7702 of the Internal Revenue
Code, as amended. (See Policy Data page 2.3 for a table of these
percentages.)

OPTION 2 - This option provides a Life Insurance Benefit equal to the
greater of (a) the Face Amount of the policy plus the Cash Value or (b) a
percentage of the Cash Surrender Value equal to the minimum necessary for
this policy to qualify as life insurance under Section 7702 of the
Internal Revenue Code, as amended. (See Policy Data page 2.3 for a table
of these percentages.)

OPTION 3 - This option provides a Life Insurance Benefit equal to the
greater of (a) the Face Amount of the policy plus the Cumulative Premium
Amount, or (b) a percentage of the Cash Surrender Value equal to the
minimum necessary for this policy to qualify as life insurance under
Section 7702 of the Internal Revenue Code, as amended. (See Policy Data
page 2.3 for a table of these percentages.)

Under these options, if the Insured dies on or after the Policy
Anniversary on which the Insured is age 100, the Life Insurance Benefit
will equal the Cash Value less policy debt.

SECTION TWO - OWNER AND BENEFICIARY

2.1 WHO IS THE OWNER OF THIS POLICY AND WHAT ARE THE OWNERS RIGHTS? The Owner
of this policy is shown on Policy Data page 2. As the Owner, you will
have all rights of Ownership in this policy while the Insured is living.
You do not need the consent of any Successor Owner or Beneficiary to
exercise these rights.

2.2 CAN A SUCCESSOR TO THE OWNER BE NAMED? A Successor Owner can be named in
the application, or in a notice you sign in a form acceptable to us,
which gives us the facts that we need. If you die before the Successor
Owner, the Successor Owner will become the new Owner. If no Successor
Owner survives you and you die before the Insured, your estate becomes
the new Owner.

PAGE 4
0040-4
<PAGE> 11

SECTION TWO - OWNER AND BENEFICIARY (CONTINUED)

2.3 HOW DO YOU CHANGE THE OWNER OF THIS POLICY? You can change the Owner of
this policy from yourself to a new Owner, in a notice you sign in a form
acceptable to us, which gives us the facts that we need. This change will
take effect as of the date you signed the notice, subject to any payment
we made or action we took before recording this change. When this change
takes effect, all rights of Ownership will pass to the new Owner. We may
require that these changes be endorsed in the policy. Changing the Owner,
or naming a new Successor Owner cancels any prior choice of Owner or
Successor Owner, respectively, but does not change the Beneficiary.

2.4 CAN MORE THAN ONE BENEFICIARY BE NAMED FOR THIS POLICY? One or more
Beneficiaries for any Life Insurance Benefit proceeds can be named in the
application, or in a notice you sign in a form acceptable to us, which
gives us the facts that we need. If more than one Beneficiary is named,
they can be classed as first, second and so on. If 2 or more are named in
a class, their shares in the proceeds are equal, unless you state
otherwise. The stated shares of the proceeds will be paid to any first
Beneficiaries who survive the Insured. If no first Beneficiaries survive,
payment will be made to any Beneficiary surviving in the second class,
and so on.

2.5 CAN YOU CHANGE A BENEFICIARY? While the Insured is living, you can change
a Beneficiary in a notice you sign which gives us the facts that we need.
This change will take effect as of the date you signed the notice,
subject to any payment we made or action we took before recording the
change.

2.6 WHAT HAPPENS IF NO BENEFICIARIES ARE LIVING WHEN THE PROCEEDS BECOME
PAYABLE? If no Beneficiary for the Life Insurance Benefit proceeds, or
for a stated share, survives the Insured, the right to these proceeds, or
this share, will pass to you. If you are the Insured, this right will
pass to your estate. Unless stated otherwise in the policy or in a notice
you sign, which is in effect at the Insured's death, if any Beneficiary
dies at the same time as the Insured, or within 15 days after the Insured
but before we receive proof of the Insured's death, we will pay the
proceeds as though that Beneficiary died first.

SECTION THREE - POLICY CHANGES

3.1 WHAT CHANGES CAN YOU MAKE TO THIS POLICY? On or after the first Policy
Anniversary, you can apply in writing to have the Face Amount decreased
subject to the minimum required Face Amount (without changing the Life
Insurance Benefit Option), or have the Life Insurance Benefit Option
changed. To apply for these changes we must receive your signed request
in a form acceptable to us at our Service Office. To increase the Face
Amount or to change the Life Insurance Benefit Option, we may require a
written application, signed by you and the Insured, and proof of
insurability. Any increase in Face Amount, or change in the Life
Insurance Benefit Option will be subject to our approval and the limits
we set. Changes can only be made while the Insured is living, and only if
this policy would continue to qualify as Life Insurance, as defined under
Section 7702 of the Internal Revenue Code, as amended.

3.2 WHAT HAPPENS WHEN YOU INCREASE THE POLICY FACE AMOUNT? An increase will
take effect on the Monthly Deduction Day on or after the day we approve
your request for the increase.

The minimum amount allowed for an increase in Face Amount is $1,000.

The Cost of Insurance for each increase will be based on the Policy Year,
and on the Insured's age, sex, and class of risk on the Policy Date.

For the amount of the increase, new Incontestability and Suicide
Exclusion periods will apply, and will start on the date when such
increase takes effect.

PAGE 5
0040-5

<PAGE> 12

SECTION THREE - POLICY CHANGES (CONTINUED)

3.3 WHAT HAPPENS WHEN YOU DECREASE THE FACE AMOUNT? A decrease will take
effect on the Monthly Deduction Day on or after the day we receive your
signed request in a form acceptable to us at our Service Office.

The decrease will first be applied to reduce the most recent increase in
the Face Amount. It will then be applied to reduce other increases in the
Face Amount and then to the Initial Face Amount in the reverse order in
which they took place.

You can decrease your Face Amount, provided at least $25,000 of Face
Amount remains in effect. The minimum amount allowed for a decrease in
Face Amount is $1,000.

3.4 WHAT HAPPENS WHEN YOU CHANGE THE LIFE INSURANCE BENEFIT OPTION? You can
change the Life Insurance Benefit Option. However, changes to Option 3
will not be allowed at any time. We reserve the right to limit the number
of changes in the Life Insurance Benefit Option. Any change of Option
will take effect on the Monthly Deduction Day on or following the date we
approved your signed request in a form acceptable to us to change the
Option. The Face Amount of the policy after a change in option will be an
amount that results in the death benefit after the change being equal to
the death benefit before the change. For example, if you change from
Option 1 to Option 2, the Face Amount of the policy will be decreased by
the Cash Value. We reserve the right to limit changes in the Life
Insurance Benefit Option that would cause the Face Amount to fall below
our minimum amount requirements.

SECTION FOUR - PREMIUMS

4.1 ARE THERE ANY LIMITATIONS TO THE AMOUNT OF PREMIUMS THAT CAN BE PAID?
Premiums may not be paid if such payments would cause the policy to no
longer qualify as Life Insurance, as defined under the guideline premium
test requirements of Section 7702 of the Internal Revenue Code of 1986,
as amended. If the premium paid during any policy year exceeds the
maximum permitted under the Internal Revenue Code, we will return any
such excess within 60 days after the end of the Policy Year with interest
at a rate of not less than 3% a year.

However, this provision does not apply if you elected the Cash Value
Accumulation Test for this policy. The test you chose for this policy is
shown on Policy Data page 2.3.

4.2 HOW DO YOU PAY PREMIUMS? At any time before the Policy Anniversary on
which the Insured is age 100, and while the Insured is living, premiums
can be paid at any interval or by any method we make available. Premiums
are payable at our Service Office or at any other location that we
indicate to you in writing.

4.3 WHAT ARE PLANNED AND UNPLANNED PREMIUMS? The amount of your first
premium, and interval of any Planned Premiums, as stated in the
application, are shown on the Policy Data page 2. The amount of any
Planned Premium may be increased or decreased subject to the limits we
set. The frequency of Planned Premiums may also be changed subject to our
minimum premium rules. You may elect not to make a Planned Premium
payment at any time.

You may also make other premium payments that are not planned. However,
no Planned or Unplanned premiums may be paid on or after the Policy
Anniversary on which the Insured is age 100.

If an Unplanned Premium payment would result in an increase in the
difference between the Life Insurance Benefit and the Cash Surrender
Value, we reserve the right to require proof of insurability for that
increase. We also reserve the right to limit the number and amount of any
Unplanned Premium payments.

PAGE 6
0040-6
<PAGE> 13

SECTION FOUR - PREMIUMS (CONTINUED)

4.4 WHAT IS THE CUMULATIVE PREMIUM AMOUNT? The Cumulative Premium Amount is
equal to the total Planned and Unplanned Premium payments less the total
partial withdrawals and partial withdrawal fees taken under the policy.
Reductions due to partial withdrawals will never cause this amount to be
less than zero.

4.5 HOW ARE YOUR PREMIUM PAYMENTS ALLOCATED? When we receive a premium
payment, we deduct a Sales Expense Charge not to exceed the amount shown
on the Policy Data page. We also deduct an amount equal to the State Tax
Charge and the Federal Tax Charge in effect at that time. The balance of
the premium (the Net Premium) will be applied to the Separate Account
Investment Divisions or to the Fixed Account in accordance with your
premium allocation election in effect at that time, and before any other
deductions and charges that may be due are made. See Policy Data page 2.1
for an explanation of deductions and charges.

4.6 CAN YOUR PREMIUM ALLOCATION ELECTION BE CHANGED? You can change your
premium allocation election stated in the application by submitting a
signed request in a form acceptable to us. Your allocation percentages
must total 100%. Each percentage must be either zero, or a whole number
that is at least 1%. This change will become effective on the date we
receive the signed request in a form acceptable to us at our Service
Office.

4.7 WHAT HAPPENS IF YOU STOP MAKING PREMIUM PAYMENTS? When premium payments
are not made as planned, this policy will continue in effect as long as
the Cash Surrender Value, less any policy debt is sufficient to pay
Monthly Deduction Charges.

4.8 WHAT IS THE LATE PERIOD? If, on a Monthly Deduction Day, the Cash
Surrender Value, less any policy debt, is less than the Monthly Deduction
Charge for the next Policy Month, the policy will continue for a late
period of 62 days after that Monthly Deduction Day unless the Guaranteed
Minimum Death Benefit, as described in Guaranteed Minimum Death Benefit
Section, is in effect. This may happen even if all Planned Premiums have
been paid. If we do not receive sufficient payment before the end of the
late period, the policy will end and there will be no more benefits under
the policy. To inform you of this event, we will mail a notice to you at
your last known address at least 31 days before the end of the late
period. We will also mail a copy of the notice to the last known address
of any assignee on our records.

4.9 WHAT IF THE INSURED DIES DURING THE LATE PERIOD? If the Insured dies
during the late period, we will pay the Life Insurance Benefit. However,
these proceeds will be reduced by the amount of any policy debt and
Monthly Deduction Charges for the full Policy Month or Months that run
from the beginning of the late period through the Policy Month in which
the Insured died.

4.10 CAN YOU REINSTATE THE POLICY IF IT ENDS? Within 5 years after this policy
has ended, you can apply to reinstate the policy (and any other benefits
provided by riders) if you did not surrender it for its full Cash
Surrender Value. When you apply for reinstatement, you must provide proof
of insurability that is acceptable to us, unless the required payment is
made within 31 days after the end of the late period.

PAGE 7
0040-7
<PAGE> 14

SECTION FOUR - PREMIUMS (CONTINUED)

4.11 WHAT PAYMENT IS REQUIRED TO REINSTATE THE POLICY? In order to reinstate
this policy, a payment must be made in an amount that is sufficient to
keep this policy in force for at least 3 months. This payment will be in
lieu of the payment of all premiums in arrears. If at the time the policy
ended, an outstanding policy loan was in effect, that loan will also be
reinstated. However, accrued simple loan interest at 6% from the end of
the late period to the date of reinstatement must also be paid as part of
the consideration paid for the reinstatement. If a policy loan interest
rate of less than 6% is in effect when the policy is reinstated, the
interest rate for any policy debt at the time of reinstatement will be
the same as the policy loan interest rate.

The Cash Value that will be reinstated is equal to the Cash Value at the
time of lapse. The effective date of the reinstatement will be the
Monthly Deduction Day on or following the date we approve your signed
request for reinstatement in a form acceptable to us at our Service
Office.

SECTION FIVE - GUARANTEED MINIMUM DEATH BENEFIT

5.1 WHAT IS THE GUARANTEED MINIMUM DEATH BENEFIT (GMDB) OF THIS POLICY?
During the first 5 Policy Years, a guaranteed minimum level of death
benefit protection is provided that is equal to the policy's base Face
Amount less the undeducted portion of any Monthly Deduction Charges. If
on any Monthly Deduction Day, the premium requirement is met and the
policy's Cash Surrender Value less policy debt is not enough to cover the
required Monthly Deduction Charges, we will deduct as much as is
available from the Cash Surrender Value and include the undeducted
portion with the required Monthly Deduction Charges due on the next
Monthly Deduction Day.

5.2 HOW LONG IS THE GMDB PROVIDED? This benefit will remain in effect during
the first 5 Policy Years if the premium requirement is met. If the
Supplementary Term Rider or the Level Term Rider is included in the
policy at issue, this benefit will not be in effect.

5.3 WHAT IS THE AMOUNT OF PREMIUM REQUIRED TO MAINTAIN THE GMDB? On each
Monthly Deduction Day, the Cumulative Premium Amount less policy debt
must equal or exceed the cumulative sum of all the required Monthly GMDB
Premiums from the Policy Date up to and including that Monthly Deduction
Day. Once the premium requirement is not met this benefit will end and
cannot be reinstated.

The required Monthly GMDB Premium may change as a result of a change to
the policy.

SECTION SIX - SEPARATE ACCOUNT

6.1 HOW IS THE SEPARATE ACCOUNT ESTABLISHED AND MAINTAINED? We have
established and maintained the Separate Account under the laws of the
State of Delaware. Any realized or unrealized income, net gains and
losses from the assets of the Separate Account are credited or charged to
it without regard to our other income, gains or losses, including income,
gains or losses from our other separate accounts. We put assets in the
Separate Account that you have allocated to the Investment Divisions for
this policy, and we may also do the same for any other variable life
insurance policies we may issue.

6.2 HOW ARE THE SEPARATE ACCOUNT ASSETS INVESTED? The Separate Account
invests its assets in shares of one or more mutual funds or mutual fund
portfolios. Fund shares are purchased, redeemed and valued on behalf of
the Separate Account. The Separate Account is divided into Investment
Divisions. We reserve the right to substitute, add, or remove any
Investment Division of the Separate Account, subject to any required
regulatory approvals. We will notify you prior to any such change in the
Investment Divisions.

PAGE 8
0040-8
<PAGE> 15

SECTION SIX - SEPARATE ACCOUNT (CONTINUED)

6.3 TO WHOM DO THE ASSETS IN THE SEPARATE ACCOUNT BELONG? The assets of the
Separate Account are our property. The Separate Account assets will be at
least equal to the reserves and other contract liabilities of the
Separate Account. Those assets will not be chargeable with liabilities
arising out of any other business we conduct. We reserve the right to
transfer assets of an Investment Division, in excess of the reserves and
other contract liabilities with respect to that Investment Division, to
another Investment Division or to our General Account.

6.4 HOW WILL THE ASSETS OF THE SEPARATE ACCOUNT BE VALUED? We will determine
the value of the assets of the Separate Account on each day during which
the New York Stock Exchange is open for trading. However, if the value of
the asset is needed on a day that the Separate Account has not been
valued, the value on the next valuation period will be used. The assets
of the Separate Account will be valued at fair market value, as
determined in accordance with a method of valuation that we established
in good faith.

6.5 CAN WE TRANSFER ASSETS OF THE SEPARATE ACCOUNT TO ANOTHER SEPARATE
ACCOUNT? We reserve the right to transfer assets of the Separate Account,
which we determine to be associated with the class of policies to which
this policy belongs, to another separate account. If this type of
transfer is made, the term "Separate Account," as used in this policy,
shall then mean the separate account to which the assets were
transferred.

6.6 WHAT OTHER RIGHTS DO WE HAVE? We also reserve the right, when permitted
by law, to:

(a) de-register the Separate Account under the Investment Company Act
of 1940;

(b) manage the Separate Account under the direction of a committee or
discharge such committee at any time;

(c) restrict or eliminate any voting rights of policyowners or other
persons who have voting rights as to the Separate Account;

(d) combine the Separate Account with one or more other separate
accounts; and

(e) make additions to, deletions from, or substitutions for, the
mutual funds or mutual fund portfolio shares held by any
Investment Division.

6.7 CAN A CHANGE IN THE INVESTMENT OBJECTIVE OR STRATEGY OF THE SEPARATE
ACCOUNT BE REQUIRED? When required by law or regulation, an investment
objective of the Separate Account can be changed. It will only be changed
if approved by the appropriate insurance official of the State of
Delaware or deemed approved in accordance with such law or regulation. If
so required, the request to obtain such approval will be filed with the
insurance official of the state or district in which this policy is
delivered.

6.8 WHAT IS THE INTEREST OF THIS POLICY IN THE SEPARATE ACCOUNT? The interest
of this policy in the Separate Account prior to the date on which the
Life Insurance Benefit becomes payable is represented by Accumulation
Units.

6.9 WHAT ARE ACCUMULATION UNITS? Accumulation Units are the accounting units
used to calculate the values under this policy. The number of
Accumulation Units purchased in an Investment Division will be determined
by dividing the part of any premium payment or the part of any transfer
applied to that Investment Division, by the value of an Accumulation Unit
for that Investment Division, on the transaction date. Payments
allocated, transferred, or otherwise added to the Investment Divisions
will be applied to provide Accumulation Units in those Investment
Divisions. Accumulation Units are redeemed when amounts are loaned,
transferred, surrendered, or otherwise deducted. These transactions are
called policy transactions.

Page 9
0040-9
<PAGE> 16

SECTION SIX - SEPARATE ACCOUNT (CONTINUED)

6.10 HOW IS THE NUMBER OF ACCUMULATION UNITS ALLOCATED TO YOUR POLICY
DETERMINED? Accumulation Units are bought and sold each time there is a
policy transaction. The number of Accumulation Units in an Investment
Division on any date is determined as follows:

Step 1: From the units as of the prior Monthly Deduction Day, subtract
the units sold to pay any partial withdrawals per Section 8.4.

Step 2: Add units bought with premiums received since the prior Monthly
Deduction Day per Section 4.5.

Step 3: Subtract units sold to transfer amounts into the Loan Account per
Section 9.2 and Section 9.3.

Step 4: Add units bought with transfers from the Loan Account per Section
9.3.

Step 5: Subtract units sold to transfer amounts into other Investment
Divisions and to the Fixed Account per Section 6.12.

Step 6: Add units bought from amounts transferred from other Investment
Divisions and from the Fixed Account per Section 6.12 and 7.2,
respectively.

The number of units on a Monthly Deduction Day is the result of steps 1
to 6, minus the number of units sold to pay the Monthly Deduction Charges
per Section 8.5.

6.11 HOW IS THE VALUE OF AN ACCUMULATION UNIT DETERMINED? The value of an
Accumulation Unit on any business day is determined by multiplying the
value of that unit on the immediately preceding business day by the net
investment factor for the valuation period. The valuation period is the
period, consisting of one or more days, from one valuation time to the
next succeeding valuation time. The net investment factor for this policy
used to calculate the value of an Accumulation Unit in any Investment
Division of the Separate Account for the valuation period is determined
by dividing (a) by (b) and subtracting (c) from the results, where:

(a) is the sum of:

(1) the net asset value of a fund share held in the Separate
Account for that Investment Division determined at the end
of the current valuation period, plus

(2) the per share amount of any dividends or capital gain
distributions made by the fund for shares held in the
Separate Account for that Investment Division if the
ex-dividend date occurs during the valuation period;

(b) is the net asset value of a fund share held in the Separate
Account for that Investment Division determined as of the end of
the immediately preceding valuation period; and

(c) is a factor representing the Mortality and Expense Risk Charge. It
will not exceed the amount shown on Policy Data page 2.1.

The net investment factor may be greater or less than one; therefore, the
value of an Accumulation Unit may increase or decrease.

6.12 CAN YOU TRANSFER FUNDS BETWEEN INVESTMENT DIVISIONS OR BETWEEN THE
INVESTMENT DIVISIONS AND THE FIXED ACCOUNT? Transfers may be made between
Investment Divisions of the Separate Account. Transfers can also be made
from an Investment Division to the Fixed Account. Transfers can also be
made from the Fixed Account to the Investment Divisions, subject to the
limits described in the Fixed Account Section. We reserve the right to
apply a charge, not to exceed $30, for each transfer after the first 12
transfers in a given Policy Year. This charge is applied on a pro-rata
basis to the Fixed Account and Investment Divisions to which the transfer
is being made.

Page 10
0040-10
<PAGE> 17

SECTION SIX - SEPARATE ACCOUNT (CONTINUED)

6.13 WHEN WILL THESE TRANSFERS TAKE EFFECT? Transfers between Investment
Divisions (and also to and from the Fixed Account) will generally take
effect as of the business day we receive your request in a form
acceptable to us, which gives us the facts that we need at our Service
Office. However, if we receive your signed request after the New York
Stock Exchange is closed for trading, or on a day on which the New York
Stock Exchange is not open for trading, the transfer will take effect on
the next business day in which New York Life Insurance and Annuity
Corporation is open for business and the New York Stock Exchange is open
for trading.

6.14 ARE THERE LIMITS ON THE AMOUNT YOU CAN TRANSFER BETWEEN INVESTMENT
DIVISIONS? The minimum amount that can be transferred is the lesser of
$500 or the value of all remaining Accumulation Units in the Investment
Division from which the transfer is being made, unless we agree
otherwise. The Investment Division from which the transfer is being made
must maintain a minimum balance of $500 after the transfer is completed.
If, after a transfer, the value of the remaining balance in an Investment
Division would be less than $500, we have the right to include that
amount as part of the transfer.

SECTION SEVEN - FIXED ACCOUNT

7.1 WHAT IS THE FIXED ACCOUNT? The Fixed Account is supported by assets of
our General Account. Our General Account represents all of our assets,
liabilities, capital and surplus, income, gains, or losses that are not
in any separate account. Any amounts in the Fixed Account are credited
with interest using a fixed interest rate, which we declare periodically.
We will set this rate in advance at least annually. This rate will never
be less than the rate shown on the Policy Data page. Interest accrues
daily and is credited on the Monthly Deduction Day. All payments applied
to, or amounts transferred to, the Fixed Account receive the rate in
effect at that time.

7.2 CAN TRANSFERS BE MADE FROM THE FIXED ACCOUNT TO THE SEPARATE ACCOUNT
INVESTMENT DIVISIONS? Each Policy Year you can make one transfer from the
Fixed Account to the Investment Divisions. The minimum amount that can be
transferred is $500, unless we agree otherwise. However, if the values
remaining in the Fixed Account after the transfer would be less than
$500, we have the right to include that amount as part of the transfer.
The amount transferred in any one Policy Year may not be greater than 10%
of the amount in the Fixed Account at the beginning of that Policy Year,
except during the Retirement Year. During the Retirement Year only, the
10% limit will not apply to a transfer from the Fixed Account to the
Investment Divisions. The Retirement Year is the Policy Year following
the Insured's 65th birthday or the date you indicate in the application,
or another date if we approve.

SECTION EIGHT - CASH SURRENDER VALUE AND PARTIAL WITHDRAWALS

8.1 WHAT IS THE CASH VALUE OF THIS POLICY? The Cash Value on any date is the
value of your policy's Accumulation Units in the Separate Account plus
the amount in the Fixed Account plus the amount in the Loan Account. The
Cash Value on the Policy Date is determined by subtracting the Monthly
Deduction Charges listed on Policy Data page 2.1 from the initial net
premium.

8.2 WHAT IS THE CASH SURRENDER VALUE OF THIS POLICY? At any time during the
first 4 Policy Years, the Cash Surrender Value equals the Cash Value plus
any premiums paid during the Policy Year less the corresponding Net
Premiums for that Policy Year. For Policy Years 5 and later, the Cash
Surrender Value will equal the Cash Value.

Page 11
0040-11
<PAGE> 18

SECTION EIGHT - CASH SURRENDER VALUE AND PARTIAL WITHDRAWALS
(CONTINUED)

8.3 CAN YOU SURRENDER THIS POLICY? You can apply to receive the full Cash
Surrender Value, less any policy debt while the Insured is alive and this
policy is in effect. The Cash Surrender Value will be calculated as of the
date on which we receive your signed request in a form acceptable to us at
our Service Office, unless a later effective date is selected. All insurance
will end on the date we receive your request for a full cash surrender at
our Service Office.

8.4 CAN YOU MAKE A PARTIAL WITHDRAWAL FROM THIS POLICY? You can apply for a
partial withdrawal of at least $500, provided that the Cash Value, less the
amount of any policy debt that would remain after the withdrawal is at least
$500. There will be a processing charge of $25 applied to any partial
withdrawal. In addition, if a partial withdrawal would cause the policy Face
Amount to drop below our minimum amount, we reserve the right to require a
full surrender.

When you take a partial withdrawal, the Cash Value, the Cash Surrender Value
and the Cumulative Premium Amount will be reduced by the surrender proceeds.
The amount withdrawn and processing charges are taken on a pro-rata basis
from the Fixed Account and each Investment Division, or from only the
Investment Divisions in an amount or ratio that you tell us. To withdraw
funds from the policy, we must receive your signed request in a form
acceptable to us at our Service Office.

For policies where Option 1 is in effect, a partial withdrawal may reduce
the Face Amount. The Face Amount will be reduced by the greater of (a) or
(b), where:

(a) is zero, and

(b) is the partial withdrawal less the greater of

(i) zero, or

(ii) the Cash Surrender Value immediately prior to the partial
withdrawal less the result of the Face Amount immediately
prior to the partial withdrawal divided by the applicable
percentage, as shown on Policy Data page 2.3, which
corresponds to the Policy Year and the Insured's age at
time of withdrawal.

For policies where Option 2 is in effect, a partial withdrawal will not
affect the Face Amount.

For policies where Option 3 is in effect, a partial withdrawal will first
reduce the Cumulative Premium Amount and may reduce the Face Amount. The
Face Amount will be reduced by the greater of (a) or (b), where:

(a) is zero, and

(b) is the excess, if any, of the partial withdrawal over the
Cumulative Premium Amount immediately prior to the partial
withdrawal less the greater of

(i) zero, or

Proceeds from a surrender benefit or partial withdrawal will be paid in one
sum. The amount of proceeds will be determined as of the date we receive
your signed request in a form acceptable to us at our Service Office.

Page 12
0040-12
<PAGE> 19

SECTION EIGHT - CASH SURRENDER VALUE AND PARTIAL WITHDRAWALS
(CONTINUED)

8.5 WHAT MONTHLY DEDUCTIONS ARE MADE AGAINST THE CASH VALUE? The first
Monthly Deduction Day is the Policy Date. On each Monthly Deduction Day,
the following deductions are made from the policy's Cash Surrender Value:

(a) A monthly Contract Charge not to exceed the amount shown on the
Policy Data page 2.1;

(b) The monthly Cost of Insurance for the amount of the Life Insurance
Benefit in effect at that time;

A deduction may also be made for any temporary flat extras that may
apply. The amount and duration of these flat extras, if any, are shown in
a footnote on the Policy Data page 2.1.

The Monthly Deduction Day for this policy, which is shown on the Policy
Data page, will be the same calendar day each month, as determined by the
Policy Date. The first Monthly Deduction Day will be the first occurrence
of this calendar day that falls on or after the Issue Date of the policy.
However, if, on the Issue Date, we have not yet received the Initial
Premium payment for the policy, the first Monthly Deduction Day will be
the first occurrence of this calendar day that falls on or after the date
we receive such payment. Deductions made on the first Monthly Deduction
Day will include the monthly deductions specified in (a) through (c)
above which would have been made on each Monthly Deduction Day for the
period from the Policy Date to the first Monthly Deduction Date as if the
policy had been issued on the Policy Date. All monthly deductions will be
made on a pro-rata basis from each of the Investment Divisions and the
Fixed Account. Beginning with the Policy Anniversary on which the Insured
is 100, no further Cost of Insurance deductions will be made.

8.6 HOW IS THE COST OF INSURANCE FOR THIS POLICY CALCULATED? The Cost of
Insurance is calculated on each Monthly Deduction Day. We will do this
regardless of whether a premium is paid in that month. The monthly Cost
of Insurance is equal to (1) multiplied by the result of (2) minus (3),
where:

(1) is the monthly Cost of Insurance rate per $1,000 of insurance;

(2) is the number of thousands of Life Insurance Benefit (as defined
in the applicable Option 1, Option 2 or Option 3 in the Life
Insurance Benefits Section) divided by 1.0032737; and

(3) is the number of thousands of Cash Surrender Value as of the
Monthly Deduction Day (before this Cost of Insurance, and after
any applicable Contract Charge, and the monthly cost of any riders
are deducted).

8.7 HOW ARE COST OF INSURANCE RATES ALLOCATED TO FACE AMOUNT INCREASES? The
same rate is used to obtain the Cost of Insurance for the Initial Face
Amount and for each increase in the Face Amount. The rate is based on the
Policy Year and on the Insured's age, sex, and class of risk on the
Policy Date. These same rates are used for benefit increases solely in
accordance with the Option 1, Option 2, or Option 3 calculations
described in the Life Insurance Benefits Section.

8.8 WHAT ARE THE COST OF INSURANCE RATES? The monthly rates that apply to the
Cost of Insurance for the Initial Face Amount at all ages will not be
greater than the maximum rates shown in the Table of Guaranteed Maximum
Monthly Cost of Insurance Rates attached to this policy. The actual rate
applicable will be set by us, in advance, at least once a year. Any
change in Cost of Insurance rate will be made on a uniform basis for
Insureds of the same classification such as issue age, sex, risk
classification and Policy Year.

8.9 WHAT IS THE MONTHLY COST OF RIDERS? For any rider made a part of this
policy, its guaranteed monthly cost is described in the rider or on
Policy Data page 2 (cont.).

Page 13
0040-13
<PAGE> 20

SECTION NINE - LOANS

9.1 WHAT IS THE LOAN VALUE OF THIS POLICY? Using this policy as sole
security, you may request to borrow any amount up to the loan value of
this policy. The loan value on any given date is equal to 90% of the Cash
Value, less any policy debt to that date.

9.2 WHAT HAPPENS WHEN YOU TAKE A LOAN? When a loan is requested, an amount is
transferred from the Investment Divisions and the Fixed Account to the
Loan Account equal to:

(a) the requested loan amount; plus

(b) the loan interest to the next Policy Anniversary; plus

(d) the amount in the Loan Account prior to these transfers.

This transfer will be made on a pro-rata basis from the various
Investment Divisions and the Fixed Account unless you request otherwise.

9.3 WHAT IS THE LOAN ACCOUNT? The Loan Account secures policy debt and is
part of the General Account. Policy debt is the sum of any unpaid loans
plus accrued interest. The amount in the Loan Account on any date will
not be less than:

(a) the amount in the Loan Account on the prior Policy
Anniversary; plus

(b) any loan taken since the prior Policy Anniversary; less

The amount in the Loan Account will be credited with interest at a rate
that will never be less than the greater of (1) the guaranteed interest
rate applicable to the Fixed Account as shown on the Policy Data page,
and (2) the effective annual loan interest rate less 2%. Interest accrues
daily and is credited on the Monthly Deduction Day.

On each Policy Anniversary, if the outstanding loans plus interest to the
next Policy Anniversary exceed the Loan Account, the excess will be
transferred from the Investment Divisions and the Fixed Account to the
Loan Account.

On each Policy Anniversary, if the amount in the Loan Account exceeds the
amount of any outstanding loans plus interest to the next Policy
Anniversary, the excess will be transferred from the Loan Account to the
Investment Divisions and to the Fixed Account. Amounts transferred will
first be transferred to the Fixed Account up to an amount equal to the
total amounts transferred from the Fixed Account to the Loan Account. Any
subsequent amounts transferred will be allocated according to your
premium allocation in effect at the time of transfer unless you tell us
otherwise.

Page 14
0040-14
<PAGE> 21

SECTION NINE - LOANS (CONTINUED)

9.4 WHAT IS THE LOAN INTEREST RATE FOR THE POLICY? Unless we set a lower rate
for any period, the effective annual loan interest rate is 6%, which is
payable in arrears. Loan interest accrues and is due each day. Loan
interest not paid on the Policy Anniversary becomes part of the loan.

On the date of death, the date the policy ends, the date of a loan
repayment, or on any other date we specify, we will make any adjustment
in the loan that is required to reflect any interest paid for any period
beyond that date. If we have set a rate lower than 6% per year, any
subsequent increase in the interest rate shall be subject to the
following conditions:

(1) The effective date of any increase in the interest rate for loans
shall not be earlier than one year after the effective date of the
establishment of the previous rate.

(2) The amount by which the interest rate can be increased will not
exceed one percent per year, but the rate of interest shall in no
event ever exceed 6%.

(3) We will give notice of the interest rate in effect when a loan is
made and when sending notice of loan interest due.

(4) If a loan is outstanding 40 days or more before the effective date
of an increase in the interest rate, we will notify you of that
increase at least 30 days prior to the effective date of the
increase.

(5) We will give notice of any increase in the interest rate when a
loan is made during the 40 days before the effective date of the
increase.

9.5 HOW ARE LOAN REPAYMENTS CREDITED TO THE POLICY? All or part of the policy
debt can be repaid before the Insured's death or before the policy is
surrendered.

9.6 WHAT HAPPENS IF A LOAN IS NOT REPAID? If the policy debt exceeds the Cash
Surrender Value, we will mail a notice to you at your last known address,
and a copy to the last known assignee on our records. All insurance will
end 31 days after the date on which we mail that notice to you if the
excess of the policy debt over the Cash Surrender Value is not paid
within that 31 days.

Page 15
0040-15
<PAGE> 22

SECTION TEN - PAYMENT OF LIFE INSURANCE BENEFIT PROCEEDS

10.1 HOW WILL LIFE INSURANCE BENEFIT PROCEEDS BE PAID? We will pay Life
Insurance Benefit proceeds in one sum, or if elected, all or part of
these proceeds can be placed under one or more of the options described
in this section. If we agree, the proceeds may be placed under some other
method of payment instead.

Any Life Insurance Benefit proceeds will be determined according to
Section 1.2 as of the date of the Insured's death. Any proceeds paid in
one sum will bear interest compounded as of the date the amount of
proceeds was determined to the date of payment. We set this interest rate
each year. This rate will be at least 3% per year, and will not be less
than required by law.

10.2 HOW DO YOU ELECT AN OPTIONAL METHOD OF PAYMENT? While the Insured is
living, you can elect or change an option. You can also elect or change
one or more beneficiaries who will be the payee or payees under that
option.

After the Insured dies, any person who is to receive proceeds in one sum
(other than an assignee) can elect an option and name payees. The person
who elects an option can also name one or more successor payees to
receive any amount remaining at the death of the payee. Naming these
payees cancels any prior choice of successor payees. A payee who did not
elect the option does not have the right to advance or assign payments,
take the payments in one sum, or make any other change. However, the
payees may be given the right to do one or more of these things if the
person who elects the option tells us in writing and we agree.

10.3 HOW CAN AN OPTION BE CHANGED? If we agree, a payee who elects Option 1A,
1B or 2 may later elect to have any amount we still have, or the present
value of any elected payments, placed under some other option described
in this section.

10.4 WHO CAN BE NAMED PAYEES? Only individuals who are to receive payments on
their own behalf may be named as payees or successor payees, unless we
agree otherwise. We may require proof of the age or the survival of a
payee.

10.5 WHAT HAPPENS IF THE PAYEE DIES BEFORE ALL PROCEEDS HAVE BEEN PAID? It may
happen that when the last surviving payee dies, we still have an unpaid
amount, or there are some payments that remain to be made. If so, we will
pay the unpaid amount with interest to the date of payment, or pay the
present value of the remaining payments, to that payee's estate in one
sum. The present value of the remaining payments is based on the interest
rate used to compute them, and is always less than their sum.

10.6 IS THERE A MINIMUM PAYMENT THE COMPANY WILL MAKE? When any payment under
an option would be less than $100, we may pay any unpaid amount or
present value in one sum.

10.7 WHAT ARE THE PROCEEDS AT INTEREST OPTIONS (1A AND 1B)? The policy
proceeds may be left with us at interest. We will set the interest rate
each year. This rate will be at least 3% per year.

For the Interest Accumulation Option (Option 1A), we credit interest each
year on the amount we still have. This amount can be withdrawn at any
time in sums of $100 or more. We pay interest to the date of withdrawal
on sums withdrawn.

For the Interest Payment Option (Option 1B), we pay interest once each
month, every 3 months, every 6 months, or once each year, as chosen,
based on the amount we still have.

Page 16
0040-16
<PAGE> 23

SECTION TEN - PAYMENT OF POLICY PROCEEDS (CONTINUED)

10.8 WHAT IS THE LIFE INCOME OPTION (2)? We make equal payments each month
during the lifetime of the payee or payees. We determine the amount of
the monthly payment by applying the policy proceeds to purchase a
corresponding single premium life annuity policy that is being issued
when the first payment is due. Payments are based on the appropriately
adjusted annuity premium rate in effect at that time, but will not be
less than the corresponding minimum shown in the Option 2 Table. These
minimum amounts are based on the 1983 Table "a" with Projection Scale G,
and with interest compounded each year at 3%.

When asked, we will state in writing what the minimum amount of each
monthly payment would be under this option. It is based on the sex and
adjusted age of the payee or payees.

To find the adjusted age in the year the first payment is due, we
increase or decrease the payee's age at that time, as follows:
<TABLE>
<CAPTION>

2000-2005 2006-2015 2016-25 2026-35 2036 & later
-----------------------------------------------------------------------------
<S> <C> <C> <C> <C>
+1 0 -1 -2 -3

</TABLE>

We make a payment each month during the lifetime of the payee. Payments
do not change, and are guaranteed for 10 years, even if that payee dies
sooner.

-------------------------------------------------------------------------------
OPTION 2 TABLE
-------------------------------------------------------------------------------

Minimum Monthly Payment per $1,000 of Proceeds Guaranteed for 10 Years
<TABLE>
<CAPTION>

Payee's
Adjusted
Age MALE FEMALE
--------------------------------------------------------------------
<S> <C> <C>
60 4.46 4.03
61 4.55 4.11
62 4.66 4.19
63 4.76 4.27
64 4.87 4.37
65 4.99 4.46
66 5.11 4.57
67 5.24 4.67
68 5.38 4.79
69 5.52 4.91
70 5.66 5.04
71 5.81 5.18
72 5.96 5.32
73 6.12 5.47
74 6.28 5.63
75 6.45 5.79
76 6.61 5.96
77 6.78 6.14
78 6.96 6.32
79 7.13 6.51
80 7.30 6.70
81 7.46 6.89
82 7.63 7.07
83 7.78 7.26
84 7.93 7.44
85 & over 8.07 7.62
</TABLE>

Page 17
0040-17
<PAGE> 24

SECTION ELEVEN - GENERAL PROVISIONS

11.1 WHAT CONSTITUTES THE ENTIRE CONTRACT? The entire contract consists of
this policy, any attached riders or endorsements, and the attached copy
of the application. Also, any application used to apply for increases in
the policy Face Amount will be attached to and made a part of this
policy. Only our Chairman, President, Secretary, or one of our Vice
Presidents is authorized to change the contract, and then, only in
writing. No change will be made to this contract without your consent. No
agent is authorized to change this contract.

11.2 HOW IMPORTANT IS THE INFORMATION YOU PROVIDE IN THE APPLICATION FOR THIS
POLICY? In issuing this policy, we have relied on the statements made in
the application. All such statements are deemed to be representations and
not warranties. We assume these statements are true and complete to the
best of the knowledge and belief of those who made them. No statement
made in connection with the application will be used by us to void this
policy, or deny a claim unless that statement is a material
misrepresentation and is part of the application.

11.3 WILL WE BE ABLE TO CONTEST THIS POLICY? We will not contest the payment
of the Life Insurance Benefit proceeds based on the Initial Face Amount,
after this policy has been in force during the lifetime of the Insured
for 2 years from the date of issue.

If the policy has been reinstated, the 2-year contestable period will
begin on the effective date of reinstatement.

If the Face Amount of this policy is increased as described in the Policy
Changes Section, the 2-year contestable period for each increase will
begin on the effective date of such increase. We may contest the payment
of that amount only on the basis of those statements made in the
application for such increase in Face Amount.

However, if the increase in Face Amount is the result of a corresponding
decrease in the amount of insurance under any attached term rider, the
2-year contestable period for the amount of increase in Face Amount will
be measured from the date this corresponding portion of term insurance
became effective. Please refer to the Incontestability of Rider provision
that may be in any rider or riders attached to this policy. This section
will not apply to an increase in Face Amount that is due solely to a
change in the Life Insurance Benefit Option.

11.4 DOES THIS POLICY COVER SUICIDE OF THE INSURED? Suicide of the Insured,
while sane or insane within 2 years of the date of issue, is not covered
by this policy. In that event, this policy will end and the only amount
payable will be the premiums paid to us, less any policy debt and any
partial surrender benefits paid.

If the policy has been reinstated, the 2-year suicide exclusion period
will begin on the date of reinstatement.

If the Face Amount is increased as described in the Policy Changes
Section, then the 2-year suicide exclusion period for each increase will
begin on the date on which this increase takes effect. If the suicide
exclusion applies to an increase in the Face Amount, the only amount
payable with respect to that increase will be the total Cost of Insurance
we deducted for that increase. However, if the increase in Face Amount is
the result of a corresponding decrease in the amount of insurance under
any attached term rider, the 2-year suicide exclusion period for the
increase in Face Amount will be measured from the date this corresponding
portion of term insurance became effective.

11.5 HOW IS A PERSON'S AGE CALCULATED FOR THE PURPOSES OF THIS POLICY? When we
refer to a person's age in this policy on a Policy Anniversary, we mean
the Insured's age on the birthday nearest that date. At any other time,
age means the age on the birthday that is nearest to the date of the most
recent Policy Anniversary.

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SECTION ELEVEN - GENERAL PROVISIONS (CONTINUED)

11.6 WHAT HAPPENS IF A PERSON'S AGE OR SEX HAS BEEN STATED INCORRECTLY? If we
would pay too little or too much because the age or sex of the Insured is
not correct as stated, we will adjust the proceeds, up or down, to
reflect the correct age or sex. The amount of the death benefit shall be
that which would be purchased by the most recent mortality charge at the
correct age and sex.

11.7 CAN PAYMENT OF A LOAN, SURRENDER OR LIFE INSURANCE BENEFIT PROCEEDS BE
DEFERRED? Generally, we will grant any loan, or pay any surrender or
partial withdrawal or Life Insurance Benefit proceeds within 7 days after
we receive all the requirements that we need. However, we may defer
making any of these payments for any period during which the New York
Stock Exchange is closed for trading (other than the usual weekend or
holiday closings), or if the Securities and Exchange Commission restricts
trading or has determined that a state of emergency exists. If so, it may
not be practical for us to determine the investment experience of the
Separate Account. In addition, we reserve the right to defer any of these
payments based on funds allocated to the Fixed Account for as long as 6
months.

11.8 CAN YOU ASSIGN OR TRANSFER THE POLICY? While the Insured is living, you
can assign this policy, or any interest in it. If you do this, your
interest, and anyone else's is subject to that of the assignee. As Owner,
you still have the rights of ownership, which have not been assigned.

11.9 CAN THE ASSIGNEE CHANGE THE OWNER OR BENEFICIARY? An assignee cannot
change the Owner or Beneficiary, and may not elect or change an optional
method of payment. Any amount payable to the assignee will be paid in one
sum.

11.10 HOW DO YOU ASSIGN THE POLICY? We must have a copy of the assignment. We
are not responsible for the validity of any assignment. Any assignment
will be subject to any payment we make or other action we take before we
record the assignment.

11.11 ARE THE PAYMENTS MADE UNDER THIS POLICY PROTECTED AGAINST CREDITORS?
Except as stated in the Assignment Provision, payments we make under this
policy are, to the extent the law permits, exempt from the claims,
attachments, or levies of any creditors.

11.12 TO WHOM SHOULD PAYMENTS FOR THIS POLICY BE MADE? Any payment made to us
by check or money order must be payable to New York Life Insurance and
Annuity Corporation. When asked, we will provide a countersigned receipt
for any premium paid to us.

11.13 WHAT HAPPENS IF PAYMENTS ARE RETURNED FOR INSUFFICIENT FUNDS? If your
premium payment is returned for insufficient funds, we reserve the right
to reverse the investment options chosen and charge for a $20 fee for
each returned payment. In addition, the mutual fund may also redeem
shares to cover any losses it incurs as a result of a returned payment.
If payment by check is returned for insufficient funds for two
consecutive periods, the privilege to pay by check or electronically will
be suspended until you notify us to reinstate it and we agree.

11.14 IS THIS POLICY SUBJECT TO ANY LAW? This policy is subject to all laws
that apply.

11.15 ARE ANY DIVIDENDS PAYABLE ON THIS POLICY? This is a non-participating
policy, on which no dividends are payable.

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SECTION ELEVEN - GENERAL PROVISIONS (CONTINUED)

11.16 WILL YOU BE UPDATED REGARDING THE STATUS OF YOUR POLICY? Each Policy Year
after the first, while this policy is in force and the Insured is living,
we will send a written report to you within 30 days after the Policy
Anniversary. It will show, as of that anniversary, the Cash Value, Cash
Surrender Value and the amount of any policy debt. This report will also
give you any other facts required by state law or regulation.

11.17 CAN YOU EXCHANGE YOUR POLICY? Within 24 months of the Issue Date of this
policy, you can exchange it for a new policy on the life of the Insured
without evidence of insurability. In order to exchange this policy, we
will require:

(a) that this policy be in effect on the date of exchange;

(b) repayment of any policy debt;

The date of exchange will be the later of: (a) the date you send us this
policy along with a signed request in a form acceptable to us for an
exchange; or (b) the date we receive at our Service Office, or at any
other location that we indicate to you in writing, the necessary payment
for the exchange.

The new policy will be on a permanent plan of life insurance that we were
offering for this purpose on the date of issue of this policy. The new
policy will have a Face Amount equal to the Initial Face Amount of this
policy. It will be based on the same issue age, sex and class of risk as
this policy, but will not offer variable investment options such as the
Investment Divisions. All riders attached to this policy will end on the
date of exchange, unless we agree otherwise.

11.18 WHAT IS THE BASIS USED FOR COMPUTATION OF POLICY VALUES? All Cash
Surrender Values and maximum Cost of Insurance rates referred to in this
policy are based on either the 1980 CSO Smoker or Nonsmoker Distinct or
Smoker/Nonsmoker Aggregate Tables of Mortality if the Insured is in a
standard class of risk. Separate scales of maximum Cost of Insurance
rates apply to other risk classes.

Continuous functions are used, with interest as stated in the Fixed
Account Section. The guaranteed minimum rate of return of the Fixed
Account will yield values that are at least as much as the law required.
We have filed a statement with the insurance official in the state or
district in which this policy is delivered. It describes, in detail, how
we compute policy benefits and Cash Surrender Values.

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<PAGE> 27

NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION FLEXIBLE PREMIUM VARIABLE UNIVERSAL LIFE
INSURANCE POLICY

<S> <C>
51 Madison Avenue Variable Life Insurance Benefit - Flexible
New York, NY 10010 Premium Payments. Proceeds Payable at Insured's
Death. AMOUNT OF VARIABLE LIFE INSURANCE OR CASH
VALUE PROCEEDS MAY VARY, REFLECTING
INVESTMENT EXPERIENCE OF SEPARATE ACCOUNT.
No Premiums Payable on or After Age 100.

A Stock Company Incorporated in Delaware Policy .is Non-Participating.

</TABLE>

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