AMERICAN MATURITY LIFE INSURANCE CO SEPARATE ACCOUNT AMLVA, N-4 EL, 1996-08-12

AMERICAN MATURITY LIFE INSURANCE CO SEPARATE ACCOUNT AMLVA
N-4 EL, 1996-08-12

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<PAGE>

File No.

Securities and Exchange Commission
Washington, D.C.

Form N-4

Registration Statement Under the Securities Act of 1933
and/or
Registration Statement Under the Investment Company Act of 1940

American Maturity Life Insurance Company
Separate Account AMLVA
(Exact Name of Registrant)

American Maturity Life Insurance Company
(Name of Depositor)
P.O. Box 2999
Hartford, CT 06104-2999
(Address of Depositor's Principal Offices)

Depositor's Telephone Number: (860) 843-7563

Scott K. Richardson
American Maturity Life Insurance Company
P.O. Box 2999
Hartford, CT 06104-2999
(Name and Address of Agent for Service)

Approximate Date of Proposed Public Offering:

As soon as practicable after the effective date of this Registration
Statement.

Calculation of Registration Fee Under Securities Act of 1933

- -------------------------------------------------------------------------------
Title of Amount Proposed Maximum Proposed Maximum Amount of
Securities Being Offering Aggregate Registration
Being Requested Registered Price Per Unit Offering Price Fee
- -------------------------------------------------------------------------------
$
American Maturity Life Pursuant to Regulation 270. 24f-2 under the
Insurance Company Investment Company Act of 1940, Registrant
Separate Account AMLVA hereby elects to register an indefinite
Units of Interest number of units of interest in this
Separate Account

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<PAGE>

CROSS REFERENCE SHEET
PURSUANT TO RULE 495(a)

(Part A)

<TABLE>
<CAPTION>
N-4 Item No. Prospectus Heading
------------ ------------------
<S> <C>
1. Cover Page Cover Page

2. Definitions Definitions

3. Synopsis Fee Table, Summary

4. Condensed Financial Information Accumulation Unit Values;
Performance Related Information

5. General Description of Registrant,
Depositor, and Portfolio Companies American Maturity, the Separate
Account, the Funds, and the General
Account; Your Investment Options;
Miscellaneous

6. Deductions Charges Under the Certificate

7. General Description of Variable
Annuity Contracts The Certificate; American Maturity,
the Separate Account, the Funds, and
the General Account; Miscellaneous

8. Annuity Period Annuity Benefits

9. Death Benefit Death Benefits

10. Purchases and Contract Value The Certificate

11. Redemptions Surrenders

12. Taxes Federal Tax Considerations

13. Legal Proceedings Miscellaneous - Legal Matters and
Experts

14. Table of Contents of the Statement
of Additional Information Table of Contents to the Statement
of Additional Information.
</TABLE>

<PAGE>

(Part B)

<TABLE>
<CAPTION>
N-4 Item No. Heading
------------ --------
<S> <C>
15. Cover Page Cover Page

16. Table of Contents Table of Contents

17. General Information and History Description of American Maturity
Life Insurance Company

18. Services Independent Public Accountants

19. Purchase of Securities Being Offered Distribution of the Certificates

20. Underwriters Distribution of the Certificates

21. Calculation of Performance Data Calculation of Yield and Return

22. Annuity Payments Annuity Period

23. Financial Statements Financial Statements

(Part C)

24. Financial Statements and Exhibits Financial Statements and Exhibits

25. Directors and Officers of the Depositor Directors and Officers of the
Depositor

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

27. Number of Contract Owners Number of Certificate Owners

28. Indemnification Indemnification

29. Principal Underwriters Principal Underwriters

30. Location of Accounts and Records Location of Accounts and Records

31. Management Services Management Services

32. Undertakings Undertakings
</TABLE>

<PAGE>

PART A

<PAGE>
AMERICAN MATURITY LIFE INSURANCE COMPANY
P.O. BOX 7005
PASADENA, CA 91109-7005
TELEPHONE: 1-800-923-3334
PROSPECTUS DATED:
STATEMENT OF ADDITIONAL INFORMATION DATED:

This Prospectus describes the AARP Variable Annuity, a group flexible premium
variable annuity contract. American Maturity Life Insurance Company ("American
Maturity" or "Company" or "We" or "Us") offers the AARP Variable Annuity by
issuing you a Certificate ("Certificate") if you are eligible. We offer the
Certificate to members of the American Association of Retired Persons ("AARP")
for retirement planning purposes. We allocate premium payments for each
Certificate to Sub-Accounts of American Maturity's Separate Account AMLVA
("Separate Account"), or American Maturity's General Account. The following
Sub-Accounts are currently available:

MONEY MARKET PORTFOLIO of the Scudder Variable Life Investment Fund
BOND PORTFOLIO of the Scudder Variable Life Investment Fund
BALANCED PORTFOLIO of the Janus Aspen Series
ASSET MANAGER GROWTH PORTFOLIO of the Fidelity Variable Insurance Products Fund
II
GROWTH & INCOME PORTFOLIO of the Scudder Variable Life Investment Fund
CONTRAFUND PORTFOLIO of the Fidelity Variable Insurance Products Fund II
CAPITAL GROWTH PORTFOLIO of the Scudder Variable Life Investment Fund
GROWTH PORTFOLIO of the Fidelity Variable Insurance Products Fund
WORLDWIDE GROWTH PORTFOLIO of the Janus Aspen Series
- --------------------------------------------------------------------------------

THIS PROSPECTUS PROVIDES INFORMATION YOU SHOULD KNOW BEFORE PURCHASING A
CERTIFICATE. YOU SHOULD READ THIS PROSPECTUS CAREFULLY AND KEEP IT FOR FUTURE
REFERENCE. WE SENT ADDITIONAL INFORMATION ABOUT THE SEPARATE ACCOUNT TO THE
SECURITIES AND EXCHANGE COMMISSION. IT IS CALLED THE STATEMENT OF ADDITIONAL
INFORMATION, AND WE WILL SEND A COPY TO YOU WITHOUT CHARGE IF YOU WRITE OR CALL
US. THE TABLE OF CONTENTS FOR THE STATEMENT OF ADDITIONAL INFORMATION IS
REPRODUCED ON PAGE 27 OF THIS PROSPECTUS. THE STATEMENT OF ADDITIONAL
INFORMATION IS INCORPORATED BY REFERENCE TO THIS PROSPECTUS.

THE CERTIFICATE IS NOT AVAILABLE IN ALL STATES AND THIS PROSPECTUS DOES NOT
CONSTITUTE AN OFFER IN ANY JURISDICTION IN WHICH SUCH AN OFFER MAY NOT BE MADE
LAWFULLY. NO PERSON IS AUTHORIZED TO GIVE ANY INFORMATION OR MAKE ANY
REPRESENTATIONS IN CONNECTION WITH THE OFFER MADE BY THIS PROSPECTUS OTHER THAN
THOSE CONTAINED IN THIS PROSPECTUS AND THE RELATED STATEMENT OF ADDITIONAL
INFORMATION (OR ANY SALES LITERATURE APPROVED BY AMERICAN MATURITY), AND ANY
SUCH UNAUTHORIZED INFORMATION OR REPRESENTATION, IF GIVEN OR MADE, SHOULD NOT BE
RELIED UPON.

THIS PROSPECTUS IS VALID ONLY WHEN ACCOMPANIED BY CURRENT PROSPECTUSES FOR THE
FUNDS.
- --------------------------------------------------------------------------------

THE CERTIFICATE IS NOT A DEPOSIT OR OBLIGATION OF, OR GUARANTEED OR ENDORSED BY,
ANY BANK. IT IS NOT FEDERALLY INSURED BY THE FEDERAL DEPOSIT INSURANCE
CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER GOVERNMENT AGENCY.
INVESTMENT IN A CERTIFICATE INVOLVES RISK, INCLUDING POSSIBLE LOSS OF THE
PRINCIPAL AMOUNT INVESTED.
- --------------------------------------------------------------------------------

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION NOR HAS THE COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY
OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL
OFFENSE.
- --------------------------------------------------------------------------------
<PAGE>
2 American Maturity Life Insurance Company
- --------------------------------------------------------------------------------

DEFINITIONS

In this Prospectus, "We," "Our," "Us," or "the Company" refer to American
Maturity Life Insurance Company ("American Maturity"). "You" and "your" refer to
the Certificate Owner.

ACCUMULATION UNIT -- A unit of measure used to calculate the value of a
Sub-Account of a Certificate before the Annuity Commencement Date.

ADMINISTRATION CHARGE -- A dollar amount We deduct to cover administrative
expenses. This charge is an annual percentage. It will be shown on your
Certificate on the Certificate Specifications page.

ADMINISTRATIVE OFFICE OF THE COMPANY -- See "Additional Information" on page 26,
for address information.

ANNUAL FEE -- An amount that is deducted from your Certificate at the end of
each Certificate Year before the Annuity Commencement Date, or on the date of
full surrender of the Certificate, if earlier.

ANNUITANT -- The person on whose life an annuity is purchased.

ANNUITY COMMENCEMENT DATE -- The date on which your selected Annuity Option, to
receive regular annuity payments, becomes effective.

ANNUITY UNIT -- A unit of measure used to calculate the value of annuity
payments under the variable annuity option.

BENEFICIARY -- The person entitled to receive benefits according to the terms of
the Contract in case of the death of a Certificate Owner or Annuitant, as
applicable.

BUSINESS DAY -- Every day the New York Stock Exchange is open for trading. The
end of the Business Day is the close of the New York Stock Exchange. The New
York Stock Exchange normally closes at 4:00 p.m. Eastern time.

CERTIFICATE -- Your annuity policy. The Certificate is issued by Us to you. It
is evidence that you, or someone on your behalf, made a premium payment under
the group contract issued by Us to the AARP Group Annuity Trust.

CERTIFICATE ANNIVERSARY -- An anniversary of the Certificate Date. Similarly,
Certificate Years are measured from the Certificate Date. The Certificate Date
will be shown on your Certificate on the Certificate Specifications page.

CERTIFICATE DATE -- The effective date of the Certificate (the date on which
your annuity takes effect).

CERTIFICATE OWNER -- The owner(s) of the Certificate, sometimes referred to as
"you."

CERTIFICATE VALUE -- The value of the Sub-Account(s) plus the value of the Fixed
Account on any Business Day.

CERTIFICATE YEAR -- Each 12-month period starting on the Certificate Date and
ending the day before each Certificate Anniversary.

CODE -- The Internal Revenue Code of 1986, as amended.

COMPANY -- American Maturity Life Insurance Company, sometimes referred to as
"We" or "Us."

CONTINGENT ANNUITANT -- The person designated by you who, upon the Annuitant's
death prior to the Annuity Commencement Date, becomes the Annuitant.

CONTINGENT DEFERRED SALES CHARGE -- A charge that may be deducted from Your
Certificate Value if you make withdrawals from your Certificate within a certain
number of years.

CONTRACT OWNER -- The AARP Group Annuity Trust.

DUE PROOF OF DEATH -- A certified copy of the death certificate, an order of a
court of competent jurisdiction, a statement from a physician who attended the
deceased, or any other proof acceptable to Us.

ENROLLMENT FORM -- A form you completed in order to purchase a Certificate.

FIXED ACCOUNT -- An investment option that earns a rate of interest of at least
3% per year. Amounts invested in the Fixed Account become part of Our General
Account.

FUND(S) -- The underlying investments contained in each Sub-Account of the
Separate Account.

GENERAL ACCOUNT -- All assets of the Company other than those allocated to the
Separate Accounts of the Company.

GROSS SURRENDER VALUE -- The Certificate Value (dollar amount) to be deducted
from your Certificate when you make a full or partial surrender.

MORTALITY AND EXPENSE RISK CHARGE -- A dollar amount we deduct from the
Sub-Accounts to cover risks of administrative expenses and mortality. This
charge is an annual percentage.

NET INVESTMENT FACTOR -- A factor used to determine the value of Accumulation
Units or Annuity Units each day.

NET SURRENDER VALUE -- The amount payable to you on a full or partial surrender
after the deduction for any unpaid Taxes, Annual Fee (for full surrenders only),
and any Contingent Deferred Sales Charge.

NON-QUALIFIED CERTIFICATE -- A Certificate other than a Qualified Certificate.

QUALIFIED CERTIFICATE -- A Certificate that qualifies under the Code as an
Individual Retirement Annuity ("IRA"), or a Certificate purchased by a Qualified
Plan, qualifying for special tax treatment under the Code.

QUALIFIED PLAN -- A retirement plan that receives favorable tax treatment under
Section 401, 403(a), 403(b), 408 or 547 of the Code.

SEC -- Securities and Exchange Commission, which is a federal regulatory body
authorized by Congress.

SEPARATE ACCOUNT -- An account established by Us to separate the assets funding
the variable benefits for the class of contracts to which this Certificate
belongs from the other assets of the Company. The assets in the Separate Account
<PAGE>
AMERICAN MATURITY LIFE INSURANCE COMPANY 3
- --------------------------------------------------------------------------------

are not chargeable with liabilities arising out of any other business We may
conduct.

SUB-ACCOUNT -- The subdivisions of the Separate Account. You purchase units of
the Sub-Accounts to participate in the investment experience of the underlying
Funds.

SURRENDER -- A full or partial withdrawal from your Certificate.

TAXES -- The amount of tax, if any, charged by a federal, state or municipal
entity on premium payments or Certificate Values.

VALUATION PERIOD -- The period between the close of business on successive
Business Days.

WE, OUR, US -- American Maturity Life Insurance Company.

YOU, YOUR -- The Certificate Owner(s).
<PAGE>
4 American Maturity Life Insurance Company
- --------------------------------------------------------------------------------

TABLE OF CONTENTS

<TABLE>
<CAPTION>
PAGE
----
<S> <C>
SUMMARY............................................................... 5
FEE TABLE............................................................. 6
AMERICAN MATURITY, THE SEPARATE ACCOUNT, THE FUNDS, AND THE GENERAL
ACCOUNT.............................................................. 8
American Maturity Life Insurance Company............................ 8
Separate Account AMLVA.............................................. 8
The Funds........................................................... 9
Investment Advisers to the Funds.................................... 10
The General Account................................................. 10
Performance Related Information..................................... 10
THE CERTIFICATE....................................................... 11
What is the Certificate?............................................ 11
How to Apply for Your Certificate................................... 11
Making Your Premium Payments........................................ 11
How Your Payments are Invested...................................... 11
Certificate Value................................................... 12
Transfers Between the Sub-Accounts/Fixed Account.................... 12
Charges Under the Certificates...................................... 13
Death Benefits...................................................... 15
Surrenders.......................................................... 15
Annuity Benefits.................................................... 16
Annuity Options..................................................... 17
FEDERAL TAX CONSIDERATIONS............................................ 18
INFORMATION REGARDING TAX QUALIFIED PLANS............................. 22
MISCELLANEOUS......................................................... 24
Voting Rights....................................................... 24
How the Certificates are Sold....................................... 24
Custodian of Separate Account Assets................................ 25
Assignment.......................................................... 25
Rights of Annuitant and Certificate Owner(s)........................ 25
Modification of Group Contract and Certificates Thereunder.......... 25
Change in the Operation of the Separate Account..................... 25
Legal Matters and Experts........................................... 25
Additional Information.............................................. 26
TABLE OF CONTENTS TO STATEMENT OF ADDITIONAL INFORMATION.............. 27
</TABLE>

<PAGE>
AMERICAN MATURITY LIFE INSURANCE COMPANY 5
- --------------------------------------------------------------------------------

SUMMARY

THIS BRIEF DESCRIPTION IS ONLY AN OVERVIEW OF THE MORE SIGNIFICANT FEATURES OF
THE CERTIFICATE. MORE DETAILED INFORMATION MAY BE FOUND IN SUBSEQUENT SECTIONS
OF THIS PROSPECTUS AND IN THE STATEMENT OF ADDITIONAL INFORMATION.

WHAT IS THE CERTIFICATE? The AARP Variable Annuity (the "Certificate") is a
long-term financial planning device offered to eligible members of the American
Association of Retired Persons. The Certificate permits you to invest on a
tax-deferred basis for retirement or other long-range goals, and to receive a
series of regular payments for life or a period of years. The Certificate is
also available for Individual Retirement Annuities (IRAs). (See "The
Certificate," page 11).

HOW DO I PURCHASE A CERTIFICATE? Generally, you may purchase a Certificate
by completing an Enrollment Form and submitting it with your initial premium
payment to Us for approval. Initially you must invest at least $5,000 (or $2,500
if you enroll in our preauthorized checking plan with scheduled contributions of
$100 per month). If you wish, you may make additional investments of at least
$250 (or $100 if enrolled in our preauthorized checking plan).

For a limited time, usually 10 days after you receive it, you may cancel
your Certificate without withdrawal charges. (See "Making Your Premium
Payments," page 11).

WHAT ARE MY INVESTMENT OPTIONS? You select your own investment options. The
underlying investments for the Certificate are certain shares of the Fidelity
Variable Insurance Products Fund, the Fidelity Variable Insurance Products Fund
II, the Janus Aspen Series, and the Scudder Variable Life Investment Fund, all
which are diversified series investment companies with multiple portfolios ("the
Funds") and the Fixed Account. The available Funds are listed on page 9.

WHAT CHARGES WILL I PAY? We charge an Administrative Fee of 0.20% per year,
and a Mortality and Expense Risk Charge of 0.65% per year against amounts held
in the Separate Account. Amounts held in the Separate Account are also subject
to the fees and expenses imposed on the corresponding Funds. Before the Annuity
Commencement Date, or at the time of a full withdrawal, if your Certificate
Value is less than $50,000, We charge an Annual Fee of $25. Withdrawals of
premium payments may be subject to a Contingent Deferred Sales Charge if you
withdraw money before your Certificate has been in effect for 5 years. This
Charge is determined by the amount of your withdrawal and declines over time
from your original purchase date of the Certificate. We may waive the Charge
under certain circumstances. You may also be subject to other fees. See "Charges
Under the Certificate," page 13.

CAN I WITHDRAW MY CERTIFICATE VALUE? Subject to any applicable charges, you
may withdraw all or part of your Certificate at any time on or prior to your
Annuity Commencement Date starting 30 days after your Certificate is issued.
Withdrawals may be subject to tax and, in certain circumstances, a tax penalty.
Each year you may withdraw up to 10% of remaining premium payments without the
assessment of a Contingent Deferred Sales Charge. (See "Surrenders," page 15).

DOES THE CERTIFICATE HAVE A DEATH BENEFIT? There is a Death Benefit if the
Annuitant or Certificate Owner or Joint Certificate Owner dies before the
Annuity Commencement Date. (See "Death Benefits," page 15).

WHAT ARE THE AVAILABLE ANNUITY OPTIONS UNDER THE CERTIFICATE? There are five
Annuity Options described on page 17. You may not defer the Annuity Commencement
Date beyond the Annuitant's 90th birthday (or earlier in some states). If you do
not tell Us otherwise, We will elect the Fifth Annuity Option on the Annuity
Commencement Date for you.

HOW DO I REACH AMERICAN MATURITY? You can reach our service representatives
at 1-800-923-3334. See "Additional Information," page 26, for address
information.
<PAGE>
6 AMERICAN MATURITY LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

FEE TABLE

CERTIFICATE OWNER TRANSACTION EXPENSES

<TABLE>
<S> <C>
Sales Charge Imposed on Purchases (as a percentage of premium payments).............................. None
Contingent Deferred Sales Charge (as a percentage of premium payments)
First Year (1)..................................................................................... 5%
Second Year........................................................................................ 4%
Third Year......................................................................................... 3%
Fourth Year........................................................................................ 2%
Fifth Year......................................................................................... 1%
Sixth Year......................................................................................... 0%
Transfer Fee (2)..................................................................................... None
Withdrawal Fee (3)................................................................................... None
Annual Fee (4)....................................................................................... $25
</TABLE>

- ------------------------

(1) Length of time from purchase date in years.

(2) We reserve the right to impose a transaction fee in the future of up to $15
per transfer on transfers in excess of 12 in any Certificate Year. See
"Transfers Between the Sub-Accounts" on page 12.

(3) We reserve the right to impose a withdrawal fee in the future of up to $15
per withdrawal on withdrawals in excess of 12 in any Certificate Year. See
"Surrenders" on page 15.

(4) This fee will be charged at the end of each Certificate Year prior to your
Annuity Commencement Date and at the time of a full withdrawal unless your
Certificate Value is at least $50,000 on that date.
SEPARATE ACCOUNT ANNUAL EXPENSES
(as a percentage of average account value)

<TABLE>
<S> <C>
Mortality and Expense Risk Charge........................... 0.65%
Administration Fee.......................................... 0.20%
------
Total Separate Account Expenses............................. 0.85%
------
------
</TABLE>
ANNUAL FUND OPERATING EXPENSES
(as percentage of average net assets)

<TABLE>
<CAPTION>
MANAGEMENT OTHER
FEE EXPENSES
------------- ------------
<S> <C> <C>
Money Market Portfolio (Scudder)................................................................. 0.370% 0.130%
Bond Portfolio (Scudder)......................................................................... 0.475% 0.085%
Balanced Portfolio (Janus)....................................................................... 0.820% 0.550%
Asset Manager Growth Portfolio (Fidelity)........................................................ 0.710% 0.290%
Growth & Income Portfolio (Scudder).............................................................. 0.469% 0.281%
Contrafund Portfolio (Fidelity).................................................................. 0.610% 0.110%
Capital Growth Portfolio (Scudder)............................................................... 0.610% 0.090%
Growth Portfolio (Fidelity)...................................................................... 0.475% 0.095%
Worldwide Growth Portfolio (Janus)............................................................... 0.680% 0.220%

<CAPTION>
TOTAL FUND
OPERATING
EXPENSES
-------------
<S> <C>
Money Market Portfolio (Scudder)................................................................. 0.500%
Bond Portfolio (Scudder)......................................................................... 0.560%
Balanced Portfolio (Janus)....................................................................... 1.370%
Asset Manager Growth Portfolio (Fidelity)........................................................ 1.000%
Growth & Income Portfolio (Scudder).............................................................. 0.750%
Contrafund Portfolio (Fidelity).................................................................. 0.720%
Capital Growth Portfolio (Scudder)............................................................... 0.700%
Growth Portfolio (Fidelity)...................................................................... 0.570%
Worldwide Growth Portfolio (Janus)............................................................... 0.900%
</TABLE>

<PAGE>
AMERICAN MATURITY LIFE INSURANCE COMPANY 7
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EXAMPLE

IF YOU SURRENDER YOUR CERTIFICATE AT THE END OF THE APPLICABLE TIME PERIOD:
YOU WOULD PAY THE FOLLOWING EXPENSES ON A $1,000 INVESTMENT, ASSUMING A 5%
ANNUAL RETURN ON ASSETS:

<TABLE>
<CAPTION>
1 YEAR 3 YEARS
-------- --------
<S> <C> <C>
Money Market Portfolio...................................... $ 65 $ 76
Bond Portfolio.............................................. 65 77
Balanced Portfolio.......................................... 74 103
Asset Manager Growth Portfolio.............................. 70 91
Growth & Income Portfolio................................... 67 83
Contrafund Portfolio........................................ 67 82
Capital Growth Portfolio.................................... 67 82
Growth Portfolio............................................ 65 78
Worldwide Growth Portfolio.................................. 69 88
</TABLE>

IF YOU ANNUITIZE YOUR CERTIFICATE AT THE END OF THE APPLICABLE TIME PERIOD:
YOU WOULD PAY THE FOLLOWING EXPENSES ON A $1,000 INVESTMENT, ASSUMING A 5%
ANNUAL RETURN ON ASSETS:

<TABLE>
<CAPTION>
1 YEAR 3 YEARS
-------- --------
<S> <C> <C>
Money Market Portfolio...................................... $ 15 $ 46
Bond Portfolio.............................................. 15 47
Balanced Portfolio.......................................... 24 73
Asset Manager Growth Portfolio.............................. 20 61
Growth & Income Portfolio................................... 17 53
Contrafund Portfolio........................................ 17 52
Capital Growth Portfolio.................................... 17 52
Growth Portfolio............................................ 15 48
Worldwide Growth Portfolio.................................. 19 58
</TABLE>

IF YOU DO NOT SURRENDER YOUR CERTIFICATE AT THE END OF THE APPLICABLE TIME
PERIOD: YOU WOULD PAY THE FOLLOWING EXPENSES ON A $1,000 INVESTMENT, ASSUMING A
5% ANNUAL RETURN ON ASSETS:

The purpose of this table is to assist you in understanding various costs
and expenses that you will bear directly or indirectly. The table reflects
expenses of the Separate Account and underlying Funds. For more complete
descriptions of the various costs and expenses involved, see "Charges under the
Certificates" in this Prospectus and see the Fund Prospectuses. Premium taxes
may also be applicable. THIS EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION
OF PAST OR FUTURE EXPENSES AND ACTUAL EXPENSES MAY BE GREATER THAN THOSE SHOWN.
The Annual Expenses of the Funds and Examples are based on data provided by the
respective Funds. We have not independently verified such data.

The Annual Fee is reflected in the examples, using an assumed Certificate
Value of $35,000. No Annual Fee is deducted from annuitized amounts, or if your
Certificate Value is at least $50,000, or on payment of a death benefit.
<PAGE>
8 American Maturity Life Insurance Company
- --------------------------------------------------------------------------------

AMERICAN MATURITY, THE SEPARATE ACCOUNT, THE FUNDS, AND THE GENERAL ACCOUNT

AMERICAN MATURITY LIFE INSURANCE COMPANY

We are American Maturity Life Insurance Company ("American Maturity" or "We"
or "Us"), domiciled in Connecticut. Our principal office is at 200 Hopmeadow
Street, Simsbury, Connecticut 06089. However our mailing address is 700 Newport
Center Drive, Newport Beach, California 92660.

American Maturity is a stock insurance company engaged in the business of
writing annuities. American Maturity was originally incorporated under the name
of First Equicor Life Insurance Company under the laws of California on October
24, 1972. On July 29, 1994 First Equicor Life Insurance Company redomesticated
to Connecticut and changed its name to American Maturity Life Insurance Company.
American Maturity is owned 60% by Hartford Life and Accident Insurance Company
(domiciled in Connecticut) and 40% by Pacific Mutual Life Insurance Company
(domiciled in California). Pacific Mutual serves as the administrator of the
Certificates.

The American Association of Retired Persons ("AARP") granted American
Maturity the exclusive right to offer annuity products to the membership of AARP
pursuant to an agreement established July 6, 1994. The agreement requires
American Maturity to maintain minimum capital surplus levels, minimum ratings
from nationally recognized rating services, and generally to obtain AARP's
consent in all matters relating to the offering of annuities to AARP members.
The agreement also includes a shareholder's agreement of American Maturity's
shareholders. In return for the exclusive right to offer annuity products to
AARP members, American Maturity pays AARP a royalty fee. The agreement is
effective until December 31, 2004, at which time AARP and American Maturity may
or may not renew the agreement.

Based on its financial soundness and operating performance, American
Maturity has earned an A+ (Superior) rating from A.M. Best Company, Inc., and an
(AA+) (Excellent) rating from Standard & Poor's. Based on claims paying ability,
American Maturity has earned an (AA+) (Very High) rating from Duff and Phelps.

These ratings do not apply to the performance of the Separate Account.
However, the contractual obligations under this variable annuity are the general
corporate obligations of American Maturity. These ratings do apply to American
Maturity's ability to meet its insurance obligations under the Certificate.
SEPARATE ACCOUNT AMLVA

The Separate Account AMLVA (the "Separate Account") was established on
February 28, 1996, in accordance with authorization by Our Board of Directors.
It is the Separate Account in which We set aside and invest the assets
attributable to the Certificates described in this Prospectus. Although the
Separate Account is an integral part of American Maturity, it is registered as a
unit investment trust under the Investment Company Act of 1940. This
registration does not, however, involve Securities and Exchange Commission
supervision of the management or the investment practices or policies of the
Separate Account or American Maturity. The Separate Account meets the definition
of "separate account" under federal securities law.

Under Connecticut law, the assets of the Separate Account attributable to
the Certificates offered under this Prospectus are held for the benefit of the
owners of, and the persons entitled to payments under, those Certificates.
Income, gains, and losses, whether or not realized, from assets allocated to the
Separate Account, are, in accordance with the Certificates, credited to or
charged against the Separate Account. Also, the assets in the Separate Account
are not chargeable with liabilities arising out of any other business American
Maturity may conduct. So, Certificate Values allocated to the Sub-Accounts will
not be affected by the rate of return of American Maturity's General Account,
nor by the investment performance of any of American Maturity's other separate
accounts. However, all obligations arising under the Certificates are general
corporate obligations of American Maturity.

Your investment in the Separate Account is allocated to one or more
Sub-Accounts as per your specifications. Each Sub-Account is invested
exclusively in the assets of a Fund. Premium payments and proceeds of transfers
between Sub-Accounts are applied to purchase shares in the appropriate Funds at
net asset values determined as of the end of the Business Day during which the
payments were received or the transfer made. All distributions from the Fund are
reinvested at net asset value. The value of your investment will therefore vary
in accordance with the net income and fluctuation in the individual investments
within the underlying Fund. During the variable annuity payout period, both your
annuity payments and reserve values will vary in accordance with these factors.

American Maturity does not guarantee the investment results of the
Sub-Accounts or any of the underlying investments. There is no assurance that
the value of a Certificate during the years prior to retirement or the aggregate
amount of the variable annuity payments will equal the total of premium payments
made under the Certificate. Since
<PAGE>
AMERICAN MATURITY LIFE INSURANCE COMPANY 9
- --------------------------------------------------------------------------------

each underlying Fund has different investment objectives, each is subject to
different risks. These risks are more fully described in the accompanying
Prospectuses for each of the Funds.
American Maturity reserves the right to substitute the shares of any other
registered investment company for the shares of any Fund already purchased or to
be purchased in the future by the Separate Account provided that the
substitution has been approved by the Securities and Exchange Commission.

The investment portfolios of the Funds are available to registered separate
accounts offering variable annuity and variable life products of other
participating insurance companies. Although we do not anticipate any
disadvantages to this, there is a possibility that a material conflict may arise
between the interest of the Separate Account and one or more of the other
separate accounts participating in the Funds. A conflict may occur due to a
change in law affecting the operations of variable life and variable annuity
separate accounts, differences in voting instructions of our Certificate Owners
and those of other companies, or some other reason. In the event of a conflict,
we will take any steps

necessary to protect Certificate Owners. See the accompanying Prospectuses for
the Funds for more information.
THE FUNDS

The underlying variable investments for the Certificates are certain shares
of the Fidelity Variable Insurance Products Fund, Fidelity Variable Insurance
Products Fund II, Janus Aspen Series, and Scudder Variable Life Investment Fund,
all diversified series investment companies with multiple portfolios. We reserve
the right, subject to compliance with the law, to offer additional funds with
differing investment objectives. The Funds may not be available in all states.

A full description of the Funds, their investment policies and restrictions,
risks, charges and expenses and all other aspects of their operation is
contained in separate prospectuses (reprinted at the end of this booklet). Each
prospectus should be read in conjunction with this Prospectus before investing.

The investment objectives of each of the Funds are summarized below. There
is, of course, no assurance that any Fund will meet its objective:
<TABLE>
<CAPTION>
FUND: INVESTMENT STRATEGY:
--------------------------- -------------------------------------------------------------------------
<S> <C> <C>
Current Income MONEY MARKET PORTFOLIO Seeks income through investments in short-term money market securities.
BOND PORTFOLIO Seeks high income from a high quality portfolio of bonds.

Balanced BALANCED PORTFOLIO Seeks long-term capital growth, consistent with perservation of capital
balanced by current income.
ASSET MANAGER GROWTH Seeks high total return with reduced risk over the long-term by
PORTFOLIO allocating its assets among domestic and foreign stocks, bonds and
short-term, fixed income instruments.

Stock Growth GROWTH & INCOME PORTFOLIO Seeks long-term growth of capital, current income and growth of income
from a portfolio consisting primarily of common stocks and securities
convertible into common stocks.
CONTRAFUND PORTFOLIO Seeks long-term capital appreciation by investing in equity securities of
companies considered undervalued or out-of-favor by the Fund's advisor.
CAPITAL GROWTH PORTFOLIO Seeks to maximize long-term capital growth from a portfolio consisting
primarily of equity securities.
GROWTH PORTFOLIO Seeks to achieve capital appreciation normally through the purchase of
common stocks.

Global WORLDWIDE GROWTH PORTFOLIO Seeks long-term growth of capital by investing primarily in common stocks
of foreign and domestic issuers.

GENERAL ACCOUNT:
---------------------------
<S> <C> <C>
Fixed Rate FIXED ACCOUNT Seeks guaranteed current interest income

<CAPTION>
ADVISER:
----------
<S> <C>
Current Income Scudder
Scudder
Balanced Janus

Fidelity

Stock Growth Scudder

Fidelity

Scudder

Fidelity

Global Janus

<S> <C>
Fixed Rate n/a
</TABLE>

<PAGE>
10 AMERICAN MATURITY LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

INVESTMENT ADVISERS OF THE FUNDS

FIDELITY MANAGEMENT & RESEARCH COMPANY ("FMR")
82 Devonshire Street
Boston, Massachusetts 02109
Investment adviser for the Asset Manager Portfolio, the Contrafund
Portfolio, and the Growth Portfolio.

JANUS CAPITAL
100 Filmore Street
Denver, Colorado 80206-4923
Investment adviser for the Balanced Portfolio and the Worldwide Growth
Portfolio.

SCUDDER, STEVENS & CLARK, INC.
Two International Place
Boston, Massachusetts 02110-4103
Investment adviser for the Money Market Portfolio, the Bond Portfolio, the
Growth & Income Portfolio, and Capital Growth Portfolio.

Please see each prospectus for the Fidelity Insurance Products Fund,
Fidelity Variable Insurance Products Fund II, Janus Aspen Series, and Scudder
Variable Life Investment Fund for more information on each investment adviser.
THE GENERAL ACCOUNT

THAT PORTION OF THE CERTIFICATE RELATING TO THE FIXED ACCOUNT IS NOT
REGISTERED UNDER THE SECURITIES ACT OF 1933 ("1933 ACT") AND THE FIXED ACCOUNT
IS NOT REGISTERED AS AN INVESTMENT COMPANY UNDER THE INVESTMENT COMPANY ACT OF
1940 ("1940 ACT"). ACCORDINGLY, NEITHER THE FIXED ACCOUNT NOR ANY INTERESTS
THEREIN ARE SUBJECT TO THE PROVISIONS OR RESTRICTIONS OF THE 1933 ACT OR THE
1940 ACT, AND THE DISCLOSURE REGARDING THE FIXED ACCOUNT HAS NOT BEEN REVIEWED
BY THE STAFF OF THE SECURITIES AND EXCHANGE COMMISSION. THE FOLLOWING DISCLOSURE
ABOUT THE FIXED ACCOUNT MAY BE SUBJECT TO CERTAIN GENERALLY APPLICABLE
PROVISIONS OF THE FEDERAL SECURITIES LAWS REGARDING THE ACCURACY AND
COMPLETENESS OF DISCLOSURE.

Premium payments and Certificate Values allocated to the Fixed Account
become a part of Our general assets. We invest the assets of the General Account
in accordance with applicable law governing the investments of insurance company
general accounts.

Currently, We guarantee interest at a rate of not less than 3.0% per year,
compounded annually, to amounts allocated to the Fixed Account. However, We
reserve the right to change the rate according to state insurance law. We may
credit interest at a rate in excess of 3.0% per year; however, We are not
obligated to credit any interest in excess of 3.0% per year. There is no
specific formula for the determination of excess interest credits. Some of the
factors that We may consider in determining whether to credit excess interest to
amounts allocated to the Fixed Account and the amount thereof, are general
economic trends, rates of return currently available and anticipated on Our
investments, regulatory and tax requirements and competitive factors. ANY
INTEREST CREDITED TO AMOUNTS ALLOCATED TO THE FIXED ACCOUNT IN EXCESS OF 3% PER
YEAR WILL BE DETERMINED IN THE SOLE DISCRETION OF AMERICAN MATURITY. THE OWNER
ACCEPTS THAT INTEREST CREDITED TO FIXED ACCOUNT ALLOCATIONS MAY NOT EXCEED THE
MINIMUM GUARANTEE OF 3% FOR ANY GIVEN YEAR.
PERFORMANCE RELATED INFORMATION

The Separate Account may advertise certain performance related information
concerning its Sub-Accounts. Performance information about a Sub-Account is
based on the Sub-Account's past performance only and is no indication of future
performance.

Historical performance information can help you understand how investment
performance can affect your investment in the Sub-Accounts. Although the Sub-
Accounts are newly-established and have no historical performance, each
Sub-Account will be investing in shares of a Fund that does have historical
performance data. Performance data include total returns for each Sub-Account,
current and effective yields for the Money Market Sub-Account, and yields for
the other fixed income Sub-Accounts. Calculations are in accordance with
standard formulas prescribed by the SEC. Yields do not reflect any charge for
premium taxes and/or other taxes; this exclusion may cause yields to show more
favorable performance. Total returns may or may not reflect withdrawal charges,
Annual Fees or any charge for premium and/or other taxes; data that do not
reflect these charges may have more favorable performance.

The Statement of Additional Information presents some hypothetical
performance data, showing what the performance of each Sub-Account would have
been if it had been investing in the corresponding Fund since that Fund's
inception. The Statement of Additional Information also presents some
performance benchmarks, based on unmanaged market indices, such as the S&P 500,
and on "peer groups," which use other managed funds with similar investment
objectives. These benchmarks may give you a broader perspective when you examine
hypothetical or actual Sub-Account performance.
<PAGE>
AMERICAN MATURITY LIFE INSURANCE COMPANY 11
- --------------------------------------------------------------------------------

THE CERTIFICATE
WHAT IS THE CERTIFICATE?

Your AARP Variable Annuity (your "Certificate") provides you with
flexibility in tax-deferred retirement planning or other long-term financial
planning. You may select among the Funds and the Fixed Account. You may add to
your Certificate Value at any time, and your additional investments may be in
any amount you choose (subject to certain limitations). When you annuitize, the
Annuitant will receive a series of variable and/or fixed payments for life or
for a specified period of years.

If you purchase a Certificate with after-tax dollars, your Certificate is
called a "Non-Qualified" Certificate. If your Certificate is purchased through a
Qualified Plan, it is called a "Qualified Certificate". Either way, your
earnings on your Certificate are not subject to tax until amounts are withdrawn
or distributed (including annuity payments).
HOW TO APPLY FOR YOUR CERTIFICATE

To purchase a Certificate, fill out an Enrollment Form and submit it along
with your initial Premium payment to American Maturity Life Insurance Company at
P.O. Box 100194, Pasadena, CA 91189-0194. If your Enrollment Form and payment
are complete when received, or once they have been complete, We will issue your
Certificate within the next two Business Days. If some information is missing
from your Enrollment Form, We may delay issuing your Certificate while we obtain
the missing information, however, we will not hold your initial Premium payment
for more than five Business Days without your permission.

If you already own a variable annuity contract, you may purchase a
Certificate by exchanging your existing contract(s). If you are interested in
this option, call Us for more information.

We reserve the right to reject any Enrollment Form or premium payment for
any reason, subject to any applicable state nondiscrimination laws and to our
own standards and guidelines. You must be age 90 or under (85 or under in
Pennsylvania) to purchase a Certificate.
MAKING YOUR PREMIUM PAYMENTS

PREMIUM PAYMENTS -- Your initial premium payment must be at least $5,000.
You may pay this entire amount when you submit your Enrollment Form, or you may
choose our preauthorized checking plan. If you choose the preauthorized checking
plan, you must make your first installment payment of at least $2,500 when you
submit your Enrollment Form, and you must schedule to contribute at least $100
per month. You must obtain our consent before making an initial or additional
premium payment that will bring your aggregate Premium payments over $1,000,000.
You may choose to invest additional amounts in your Certificate at any time.
Each additional premium payment must be at least $250 (or $100 if enrolled in
the preauthorized checking plan).

SHORT TERM CANCELLATION RIGHT ("RIGHT TO EXAMINE") -- If you are not
satisfied with your purchase you may cancel the Certificate by returning it
within ten days (or longer in some states) after you receive it. Your
cancellation request must be in writing. If you choose to cancel, We will pay
you an amount equal to the Certificate Value on the date we receive your
request, without any deduction for the Contingent Deferred Sales Charge. You
bear the investment risk of the Certificate before We receive your request for
cancellation. However, in those states where required by law, and for Individual
Retirement Annuities (IRAs), We will refund the premium you paid (rather than
the Certificate Value).
HOW YOUR PAYMENTS ARE INVESTED

Each initial premium payment is credited to your Certificate within two
business days of receipt of a properly completed Enrollment Form by American
Maturity at its Administrative Office. It will be credited to the Sub-Account(s)
and/or the Fixed Account in accordance with your election. If the Enrollment
Form is incomplete when received, once completed each initial premium payment
will be credited to the Sub-Account(s) or the Fixed Account within five business
days of receipt. If the initial premium payment is not credited within five
business days, the premium payment will be immediately returned unless you have
been informed of the delay and request that the premium payment not be returned.
Any additional premium payments are credited to your Certificate on the Business
Day We receive your completed request.

If your Certificate is an IRA or is issued in a state which requires the
return of premium upon the exercise of your "Right to Examine," your initial
premium payment to be allocated to any Sub-Account is allocated to the Money
Market Sub-Account during your "Right to Examine" period. In most cases your
initial premium payment will be allocated to your chosen Sub-Accounts at the end
of the 15th calendar day after your Certificate Date. We reserve the right to
extend this period to correspond with the number of days in which your state
allows you to return your Certificate under the "Right to Examine" provision.

The number of Accumulation Units in each Sub-Account to be credited to a
Certificate is determined by dividing the portion of the premium payment being
credited to each Sub-Account by the value of an Accumulation Unit in that
Sub-Account on that date. Subsequent
<PAGE>
12 AMERICAN MATURITY LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

premium payments are priced on the Business Day received by American Maturity.
CERTIFICATE VALUE

The value of your Sub-Account(s) under your Certificate at any time prior to
the Annuity Commencement Date is determined by multiplying the total number of
Accumulation Units credited to your Certificate in each Sub-Account by the then
current Accumulation Unit values for the applicable Sub-Account. The value of
the Fixed Account under your Certificate will be the amount allocated to the
Fixed Account plus interest credited less withdrawals. You will be advised at
least quarterly of the number of Accumulation Units credited to each
Sub-Account, the current Accumulation Unit values, the Fixed Account value, and
the total value of your Certificate.

The Accumulation Unit value for each Sub-Account will vary to reflect the
investment experience of the applicable Fund. It will be determined on each
Business Day by multiplying the Accumulation Unit value of the particular
Sub-Account on the preceding Business Day by a "Net Investment Factor" for that
Sub-Account for the Business Day then ended. The "Net Investment Factor" for
each of the Sub-Accounts is equal to the net asset value per share of the
corresponding Fund at the end of the Business Day (plus the per share amount of
any dividends or capital gains distributed by that Fund if the ex-dividend date
occurs in the Business Day then ended) divided by the net asset value per share
of the corresponding Fund at the beginning of the Business Day and subtracting
from that amount the Mortality and Expense Risk Charge and the Administration
Charge. You should refer to the Fund Prospectuses which accompany this
Prospectus for a description of how the assets of each Fund are valued since
each determination has a direct bearing on the Accumulation Unit value of the
Sub-Account and therefore the value of a Certificate. The Accumulation Unit
Value is affected by the performance of the underlying Fund(s), expenses and
deduction of the charges described in this Prospectus.

The shares of the Fund are valued at net asset value on each Business Day. A
complete description of the valuation method used in valuing Fund shares may be
found in the accompanying Prospectuses of the Funds.

American Maturity will determine the value of the Fixed Account by crediting
interest to amounts allocated to the Fixed Account. The minimum Fixed Account
interest rate is 3%, compounded annually. We may not credit a lower minimum
interest rate according to state law. We also may credit interest at rates
greater than the minimum Fixed Account interest rate.
TRANSFERS BETWEEN THE SUB-ACCOUNTS/
FIXED ACCOUNT

TRANSFERS BETWEEN THE SUB-ACCOUNTS AND FIXED ACCOUNT -- You may transfer the
values among your Sub-Accounts and the Fixed Account free of charge before the
Annuity Commencement Date. We will transfer values from the Fixed Account pro
rata according to any amounts credited with different rates of interest

However, We reserve the right to limit the number of transfers to twelve
(12) per Certificate Year, with no two (2) transfers occurring on consecutive
Business Days. We also reserve the right to limit the size, number, and
frequency of transfers, to restrict or suspend transfers, or to reject any
transfer request. We do not currently, but may impose a fee of up to $15 (or
2.0% of the amount transferred, if less) for each transfer in excess of 12
transfers in any Certificate Year. We reserve the right to defer transfers from
the Fixed Account for up to six months from the date of request. If the result
of any transfer would leave less than a $500 balance in the Fixed Account, the
entire balance of the Fixed Account will be transferred to the Sub-Account(s)
corresponding to the Certificate Owner's last allocation instructions.

After the Annuity Commencement Date, you may only transfer among the
Sub-Accounts once per calendar quarter. For any transfer, the minimum allocation
to any Sub-Account may not be less than $500. No transfers may be made between
the General Account and the Sub-Accounts after the Annuity Commencement Date.

We will send you a written confirmation of any transfer. It will be your
responsibility to verify the accuracy of all confirmations of transfers and to
promptly advise Us of any inaccuracies within one Business Day of receipt of the
confirmation.

TRANSFERS BY TELEPHONE -- American Maturity may permit you to authorize
transfers among the Sub-Accounts and the Fixed Account over the telephone. We
will not be responsible for losses resulting from acting upon telephone requests
reasonably believed to be genuine. We will employ reasonable procedures to
confirm that instructions communicated by telephone are genuine. All transfer
instructions by telephone are tape recorded.

Transaction instructions we receive by telephone before 4:00 p.m. Eastern
time (1:00 p.m. Pacific time), (or the close of the New York Stock Exchange, if
earlier), on any Business Day will normally be effective on that day, and we
will send you written confirmation of each telephone transfer. We cannot
guarantee that you will always be able to reach us to complete a telephone
transaction in the event of busy telephone lines, severe weather conditions, or
other emergencies.
<PAGE>
AMERICAN MATURITY LIFE INSURANCE COMPANY 13
- --------------------------------------------------------------------------------

The right to reallocate Certificate Values between the Sub-Accounts is
subject to modification if We determine, in our sole opinion, that the exercise
of that right by one or more Certificate Owners is, or would be, to the
disadvantage of other Certificate Owners. Any modification could be applied to
transfers to or from some or all of the Sub-Accounts and the Fixed Account and
could include, but not be limited to, the requirement of a minimum time period
between each transfer, not accepting transfer requests of an agent acting under
a power of attorney on behalf of more than one Certificate Owner, or limiting
the dollar amount that may be transferred between the Sub-Accounts and the Fixed
Account by a Certificate Owner at any one time. Such restrictions may be applied
in any manner reasonably designed to prevent any use of the transfer right which
is considered by American Maturity to be to the disadvantage of other
Certificate Owners.

DOLLAR COST AVERAGING -- Dollar cost averaging is a method in which
investors buy securities in a series of regular purchases instead of in a single
purchase. This allows the investor to have a lower average security price over
time. This allows the investor to purchase more units in a lower price
environment, and fewer units in a higher price environment. Prior to your
Annuity Commencement Date, you may use dollar cost averaging to transfer
amounts, over time, from any Sub-Account or the Fixed Account with a Certificate
Value of at least $500 to one or more other Sub-Accounts.

FUND REBALANCING -- You may instruct us to maintain a specific balance of
Sub-Accounts under your Certificate (e.g., 30% in one Sub-Account, 40% in
another Sub-Account, and 30% in the last Sub-Account) prior to your Annuity
Commencement Date. Periodically, We will "rebalance" your investment to the
percentage you have specified. Rebalancing may result in transferring amounts
from a Sub-Account earning a relatively higher return to one earning a
relatively lower return. The Fixed Account is not available for rebalancing.

EARNINGS SWEEP -- You may instruct us to make automatic periodic transfers
of your earnings from the Money Market Sub-Account or from the Fixed Account to
one or more Sub-Accounts (other than the Money Market Sub-Account).
CHARGES UNDER THE CERTIFICATES

CONTINGENT DEFERRED SALES CHARGE -- There is no deduction for sales expenses
from premium payments when made. However, a Contingent Deferred Sales Charge may
be assessed against Certificate Values if they are withdrawn before the fifth
(5th) Certificate Anniversary and prior to your Annuity Commencement Date. The
length of time from your Certificate Date to the time of surrender determines
the Contingent Deferred Sales Charge. The charge is a percentage of the Gross
Surrender Value (the amount you withdraw) attributable to premium payments. For
purposes of calculating the charge, premium payments are deemed to be
surrendered before earnings.

<TABLE>
<CAPTION>
CERTIFICATE
YEAR CHARGE
- -------------- ---------
<S> <C>
1 5%
2 4%
3 3%
4 2%
5 1%
6 or greater 0%
</TABLE>

The amount of any Contingent Deferred Sales Charge and any charge for
premium taxes and/or other taxes is added to the amount of your withdrawal
request. For example, if you request to withdraw a net amount of $10,000, pay a
5% sales charge, and owe a 1% premium tax, your Certificate Value is reduced by
$10,638.30. Premium payments will be deemed to be surrendered in the order in
which they were received.

If, at the time of a surrender, you own another AARP Variable Annuity
Certificate(s), the Contingent Deferred Sales Charge is calculated based on the
purchase date of your oldest Certificate.

Transfers between Sub-Accounts and/or the Fixed Account are not considered
withdrawals of an amount from your Certificate, so no Contingent Deferred Sales
Charge is imposed at the time of such transfers.

AMOUNTS NOT SUBJECT TO THE CONTINGENT DEFERRED SALES CHARGE -- No Contingent
Deferred Sales Charge is imposed on amounts withdrawn:

- at annuitization

- at death

- under the Annual Withdrawal Amount (see below)

- to meet IRS minimum distribution requirements on a qualified contract (see
below)

- while you are confined to a nursing home (see below)

- while your are under age 65 and totally disabled (see below)

- while you have a terminal illness (see below)

ANNUAL WITHDRAWAL AMOUNT -- No Contingent Deferred Sales Charge will be
assessed against any withdrawals made each Certificate Year, on a non-cumulative
basis, of up to 10% of premium payments remaining in the Certificate as of the
last Certificate Anniversary. Withdrawals in excess of this amount will be
subject to the Contingent Deferred Sales Charge.

NURSING HOME WAIVER -- No Contingent Deferred Sales Charge will be assessed
upon surrenders that occur
<PAGE>
14 AMERICAN MATURITY LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

during your confinement in a facility certified as a nursing home. Such
confinement (1) must have been continuous for at least 90 days before the
surrender request; (2) must be at the recommendation of a U.S. licensed
physician; (3) must be for medically necessary reasons and; (4) must be in
effect at the time of the surrender request.

DISABILITY WAIVER -- No Contingent Deferred Sales Charge will be assessed
upon surrenders that occur when you are under age 65 and Totally Disabled. You
must provide written proof, satisfactory to us, that you are Totally Disabled.
Totally Disabled means a disability that: (1) results from bodily injury or
disease; (2) begins while the Certificate is in force; (3) has existed
continuously for at least 12 months; and (4) prevents you from engaging in the
substantial and material duties of your regular occupation. During the first 12
months of Total Disability, regular occupation means your usual full time (at
least 30 hours per week) work when Total Disability begins. We reserve the right
to require reasonable proof of such work. After the first 12 months of Total
Disability, regular occupation means that for which you are reasonably qualified
by education, training or experience.

TERMINAL ILLNESS -- No Contingent Deferred Sales Charge will be assessed
upon surrenders that occur when you have been diagnosed with a medical condition
that results in a life expectancy of less than twelve months. You must provide
written proof, satisfactory to us, that you have been diagnosed by a U.S.
licensed physician with a medical determinable condition that results in a life
expectancy of less than twelve months.

IRS MINIMUM DISTRIBUTIONS -- No Contingent Deferred Sales Charge will be
assessed against surrenders necessary to meet the minimum distribution
requirements set forth in Section 401(a) of the Internal Revenue Code as such
requirements apply to amounts held under the Certificate if you so specify in
writing.

PREMIUM TAXES -- A deduction is made for premium taxes or other taxes
("Taxes"), if applicable, that are imposed by some states or other governmental
entities. We will determine when taxes have resulted from the receipt of premium
payments, the commencement of annuity payments, or the investment experience of
the Separate Account. We may, at our discretion, pay taxes when due and deduct
that amount from the Certificate Value at a later date. Payment at a earlier
date does not waive any right that We may have to deduct amounts at a later
date. We reserve the right to establish a provision for federal income taxes if
the Company determines, in its sole discretion, that it will incur a tax as a
result of the operation of the Separate Account.

ANNUAL FEE -- American Maturity will deduct an Annual Fee of $25 at the end
of each Certificate year prior to the Annuity Commencement Date, or at the time
you withdraw your entire Certificate Value, if your Certificate Value is less
than $50,000 on either date. The fee is not imposed on amounts you annuitize or
on payment of a death benefit. The fee reimburses certain of our costs in
administering the Certificates and the Separate Account; we do not intend to
realize a profit from this fee. Your Annual Fee will be charged proportionately
according to the value in each Sub-Account and the Fixed Account.

MORTALITY AND EXPENSE RISK CHARGE -- American Maturity assesses a charge
against the assets of the Separate Account to compensate for certain mortality
and expense risks that we assume under the Certificates (the "Risk Charge").
Mortality risk is the risk that an Annuitant will live longer (and therefore
receive more annuity payments) than we predict through our actuarial
calculations at the time the Certificate is issued. American Maturity also bears
mortality risk in connection with death benefits payable under the Certificates.
Expense risk is the risk that the expense charges and fees under the
Certificates and Separate Account are less than our actual administrative and
operating expenses.

For assuming these risks, We charge 0.65% per year (0.0017751% per day)
against all Certificate Values held in the Sub-Accounts during the life of the
Certificate.

Risk Charges will stop at annuitization if you select a fixed annuity; Risk
Charges will continue after annuitization if you choose any variable annuity,
even though we do not bear mortality risk if your Annuity Option is Period
Certain Only. American Maturity will realize a gain if the Risk Charge exceeds
our actual cost of expenses and benefits, and will suffer a loss if actual costs
exceed the Risk Charge. Any gain will become part of American Maturity's General
Account; we may use it for any reason, including covering sales expenses on the
Certificates.

ADMINISTRATIVE FEE -- American Maturity charges an Administrative Fee as
compensation for costs we incur in operating the Separate Account and issuing
and administering the Certificates, including processing Enrollment Forms and
payments, and issuing reports to Certificate Owners and to regulatory
authorities.

We charge 0.20% per year (0.0005474% per day) against all Certificate Values
held in the Sub-Accounts during the life of the Certificate. A relationship will
not necessarily exist between the actual administrative expenses attributable to
a particular Certificate and the Administrative Fee paid in respect of that
particular Certificate.

EXPENSES OF THE FUNDS -- Your Certificate Value will reflect advisory fees
and other expenses incurred by the Funds as the underlying investments of your
Sub-Account(s). These fees and expenses are not specified by your Certificate,
and you should refer to the Fund prospectuses for a description of the
deductions and expenses paid out of the assets of the Funds.
<PAGE>
AMERICAN MATURITY LIFE INSURANCE COMPANY 15
- --------------------------------------------------------------------------------

SALES COMMISSIONS -- American Maturity does not currently pay any
commissions to any registered representatives. However, it incurs sales expenses
in the form of direct marketing, advertising, and AARP royalty fees. The
contingent deferred sales charge is designed to reimburse us for these costs.
DEATH BENEFITS
WHEN A DEATH BENEFIT IS PAYABLE -- Before the Annuity Commencement Date, a
death benefit may be payable upon the death of the last surviving Annuitant or
upon the first death of any Certificate Owner. We calculate the death benefit as
of the Notice Date. The Notice Date is the date we receive proof (in good form)
of death at our Administrative Office and instructions regarding payment of the
proceeds.

BENEFICIARY -- The death benefit is payable to your Beneficiary as described
in the Control Provisions of your Certificate. Usually the Beneficiary will be
the person you name in your Enrollment Form if you name yourself as both the
Owner and Annuitant. However, the Beneficiary of a jointly owned Certificate
will be the surviving joint owner, regardless of the beneficiary designation in
your Enrollment Form. Also, upon the death of the last Annuitant who was not a
Certificate Owner, the Beneficiary will be the surviving Certificate Owner(s),
regardless of the beneficiary designation in your Enrollment Form. If you
designate your spouse as the Beneficiary in your Enrollment Form, at your death
your spouse may become the Certificate Owner and continue the Certificate in
lieu of receiving the death benefit.

THE AMOUNT OF THE DEATH BENEFIT -- The death benefit amount prior to the
Annuity Commencement Date shall be the greater of (a) total Purchase Payments
less any Gross Surrenders since the Certificate Date or (b) the Certificate
Value. The death benefit shall be calculated as of the end of the Notice Date.

PAYMENT OF THE DEATH BENEFIT -- The death benefit may be taken in a lump sum
or under any of the settlement options then being offered by the Company,
subject however to certain required distributions that are imposed by the
Internal Revenue Code upon the death of the Certificate Owner (See "Federal Tax
Considerations", Required Distributions, page 20). When payment of the death
benefit is taken in one lump sum, payment will be made within 7 days after the
date due proof of death is received, except when the Company is permitted to
defer such payment under the Investment Company Act of 1940. Payment to the
Beneficiary, other than in a lump sum, may only be elected during the sixty-day
period beginning with the date of receipt of due proof of death.

In the event of the death of the Annuitant after the Annuity Commencement
Date, a death benefit, equal to the present value of any remaining payments
according to the Annuity Option in effect, will be paid in one sum to the
Beneficiary unless other provisions shall have been made and approved by the
Company.

If death proceeds are received by a Beneficiary upon the death of the
Annuitant who was not a Certificate Owner, such payment may be subject to a 10%
tax penalty.
SURRENDERS

FULL SURRENDERS -- Beginning 30 days after your Certificate Date, at any
time prior to the Annuity Commencement Date, you have the right to terminate the
Certificate and take its Net Surrender Value in a lump sum. The Net Surrender
Value is equal to the Certificate Value less any applicable Premium Taxes, the
Annual Fee and any applicable Contingent Deferred Sales Charges. The Net
Surrender Value may be more or less than the amount of the premium payments made
to a Certificate.

PARTIAL SURRENDERS -- Beginning 30 days after your Certificate Date, you may
make a partial surrender of Certificate Values at any time prior to the Annuity
Commencement Date so long as the amount surrendered is at least $500.
Additionally, if the remaining Certificate Value following a surrender is less
than $5,000, We may terminate the Certificate and pay the Net Surrender Value.
We may permit you to preauthorize partial surrenders subject to certain
limitations then in effect.

In requesting a partial surrender you should specify the Sub-Account(s)
and/or the Fixed Account from which the partial surrender is to be taken.
Otherwise, such surrender and any applicable Contingent Deferred Sales Charges
will be effected on a pro rata basis according to the value in the Fixed Account
and each Sub-Account under your Certificate.

No surrenders are permitted after the Annuity Commencement Date.

WITHDRAWAL TRANSACTION FEES -- There is currently no transaction fee for
partial surrenders. However, we reserve the right to impose a withdrawal
transaction fee in the future of up to $15 for each partial withdrawal in excess
of 12 in any Certificate Year. Any such fee would be charged against your
Sub-Account(s) and the Fixed Account, proportionately based on your Certificate
Value in each, immediately after the withdrawal.

TAX CONSEQUENCES OF SURRENDERS -- Any surrender will generally have federal
income tax consequences, which could include tax penalties. Any surrender made
prior to the Certificate Owner's attained age 59 1/2 will generally be subject
to a 10% penalty tax. You should consult with a tax adviser before making any
withdrawal. See Federal Tax Considerations, beginning on page 18, for more
information.
<PAGE>
16 AMERICAN MATURITY LIFE INSURANCE COMPANY
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SPECIAL RESTRICTIONS -- American Maturity may defer payment of any amounts
from the Fixed Account for up to six months from the date of the request for the
withdrawal. If we defer payment for more than 30 days, we will pay interest of
at least 3.0% per annum on the amount deferred.

There may be postponement of payment of a withdrawal whenever (a) the New
York Stock Exchange is closed, except for holidays or weekends, or trading on
the New York Stock Exchange is restricted as determined by the Securities and
Exchange Commission; (b) the Securities and Exchange Commission permits
postponement and so orders; or (c) the Securities and Exchange Commission
determines that an emergency exists making valuation of the amounts or disposal
of securities not reasonably practicable.
ANNUITY BENEFITS

ANNUITY COMMENCEMENT DATE -- You may select an Annuity Commencement Date.
The Annuity Commencement Date selected must be at least one year after the
Certificate Date and on or before the Annuitant's attained age 90, except in
certain states where a different age is required. If you do not select an
Annuity Commencement Date, the scheduled Annuity Commencement Date will be the
date of the Annuitant's attained age 90, or an earlier age if required by state
law. You may change the Annuity Commencement Date provided you notify us, in
writing, 30 days before the scheduled Annuity Commencement Date.

ANNUITY BENEFIT -- On the Annuity Commencement Date, unless directed
otherwise, We will apply the Net Surrender Value to purchase monthly income
payments payable to the Annuitant according to the Annuity Option elected. The
Contingent Deferred Sales Charge will not be assessed. The Certificate may not
be surrendered after the Annuity Commencement Date.

ELECTION OF ANNUITY OPTION -- You may elect any one of the annuity options
described below or under any of the settlement options then being offered by Us.
In the absence of your election, the Net Surrender Value, without deduction for
any Contingent Deferred Sales Charge, will be applied on the Annuity
Commencement Date under the fifth option to provide a Payment for a Designated
Period for 5 years. The Net Surrender Value is determined on the basis of the
Accumulation Unit value of each Sub-Account no later than the fifth Business Day
preceding the date annuity payments are to commence, plus the value of the Fixed
Account on the Annuity Commencement Date.

DATE OF PAYMENT -- The first annuity payment under the Annuity Option shall
be made one month, (or the period selected for periodic payments: annual,
semi-annual, quarterly, or monthly), following the Annuity Commencement Date.
Subsequent payments shall be made on the same calendar day of the month as was
the first payment, or the preceding day if no such day exists (e.g. September
31), in accordance with the payment period selected.

If the Annuitant dies after the Annuity Commencement Date but before the
Company issues the payee's first check, the Beneficiary will be entitled to the
Net Surrender Value applied to the Annuity Option, without assessment of the
Contingent Deferred Sales Charge or Annual Fee.

ALLOCATION OF ANNUITY -- The person electing an annuity option may further
elect to have the value of the Certificate applied to provide a variable
annuity, a fixed dollar annuity or a combination of both. Once every 3 months,
following the commencement of annuity payments, the Certificate Owner may elect,
in writing, to transfer among any Sub-Account(s) on which variable annuity
payments are based. No transfers may be made between the Sub-Accounts and the
General Account after the Annuity Commencement Date.

If no election is made to the contrary, the value of each Sub-Account shall
be applied to provide a variable annuity based thereon, and the value of the
Fixed Account shall be applied to provide a fixed dollar annuity.

VARIABLE ANNUITY -- A variable annuity is an annuity with payments
increasing or decreasing in amount in accordance with the net investment results
of the Sub-Account(s) of the Separate Account. After the first monthly payment
for a variable Annuity has been determined in accordance with the provisions of
the Certificate (see Description of Tables below), a number of Annuity Units is
determined by dividing that first monthly payment by the appropriate Annuity
Unit value on the effective date of the annuity payments.

The value of an Annuity Unit for each Sub-Account of the Separate Account
will vary to reflect the investment experience of the applicable Funds and will
be determined by multiplying the value of the Annuity Unit for that Sub-Account
on the preceding business day by the product of (a) the net investment factor
for that Sub-Account for the day for which the Annuity Unit value is being
calculated, and (b) an interest factor to offset the effect of the assumed
interest rate of 5% per year, which is built into the Annuity Tables.

The number of Annuity Units remains fixed with respect to a particular
Sub-Account. If the Certificate Owner elects that continuing annuity payments be
based on different Sub-Account(s), the number will change effective with that
election but will remain constant following such election.

The dollar amount of the second and subsequent variable annuity payments is
not predetermined and may increase or decrease from month to month. The actual
amount of each variable annuity payment after the first is
<PAGE>
AMERICAN MATURITY LIFE INSURANCE COMPANY 17
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determined by multiplying the number of Annuity Units by the Annuity Unit value.
The Annuity Unit value will be determined no earlier than the fifth Business Day
preceding the date the annuity payment is due.

The Company guarantees that the dollar amount of variable annuity payments
will not be adversely affected by variations in the expense results of the
Company and/or in the actual mortality experience of Annuitants from the
mortality assumptions, including any age adjustment, used in determining the
first monthly payment.

You should consider the question of allocation among the Sub-Accounts and
the General Account to make certain that annuity payments are based on the
investment alternative best suited to your needs for retirement.

FIXED DOLLAR ANNUITY -- A fixed dollar annuity is an annuity with payments
which remain fixed as to dollar amount throughout the payment period.
ANNUITY OPTIONS

FIRST OPTION: LIFE ANNUITY

An annuity payable monthly during the lifetime of the Annuitant, ceasing
with the last payment due prior to the death of the Annuitant. This option
offers the largest payment amount of any of the life Annuity options since there
is no guarantee of a minimum number of payments nor a provision for a death
benefit payable to a Beneficiary.

It would be possible under this option for an Annuitant to receive only one
Annuity payment if he died prior to the due date of the second Annuity payment,
two if he died before the due date of the third Annuity payment, etc.

SECOND OPTION: LIFE ANNUITY WITH 120, 180 OR 240 MONTHLY PAYMENTS CERTAIN

An annuity providing monthly income for a fixed period of 120 months, 180
months, or 240 months (as selected), and for as long thereafter as the Annuitant
shall live.

If, at the death of the Annuitant, payments have been made for less than the
minimum elected number of months, then the present value as of the date of the
Annuitant's death, of any remaining guaranteed payments will be paid in one sum
to the Beneficiary unless other provisions have been made and approved by
American Maturity.

THIRD OPTION: CASH REFUND LIFE ANNUITY

An annuity payable monthly during the lifetime of the Annuitant ceasing with
the last payment due prior to the death of the Annuitant provided that, at the
death of the Annuitant, the Beneficiary will receive an additional payment equal
to the excess, if any, of (a) minus (b) where: (a) is the Net Surrender Value
applied on the Annuity Commencement Date under this option: and (b) is the
dollar amount of annuity payments already paid. This option is not available for
variable payouts.

FOURTH OPTION: JOINT AND LAST SURVIVOR LIFE ANNUITY

An annuity payable monthly during the joint lifetime of the Annuitant and a
secondary Annuitant, and thereafter during the remaining lifetime of the
survivor, ceasing with the last payment prior to the death of the survivor. It
would be possible under this option for an Annuitant and designated second
person to receive only one payment in the event of the common or simultaneous
death of the parties prior to the due date for the second payment and so on.

FIFTH OPTION: PAYMENT FOR A DESIGNATED PERIOD

An amount payable monthly for the number of years selected which may be from
5 to 30 years.

In the event of the Annuitant's death prior to the end of the designated
period, the present value as of the date of the Annuitant's death, of any
remaining guaranteed payments will be paid in one sum to the Beneficiary unless
other provisions have been made and approved by American Maturity.

Option 5 is an option that does not involve life contingencies and thus no
mortality guarantee. Charges made for the mortality undertaking under the
Certificates thus provide no real benefit to a Certificate Owner.

American Maturity may offer other annuity options from time to time.

DESCRIPTION OF TABLES: The Certificate contains tables that show the dollar
amount of the first monthly payment for the variable annuity and the minimum
dollar amount of the monthly payments for the fixed annuity for each $1,000
applied under the Annuity Options. The variable payment annuity tables are based
on the 1983a Individual Annuity Mortality Table with ages set back one year, and
an interest rate of 5% per annum. The fixed annuity payment tables are based on
the 1983a Individual Annuity Mortality Table with ages set back one year, and an
interest rate of 3% per annum. Once you have elected an annuity option, that
election may not be changed with respect to any Annuitant following the
commencement of annuity payments.

MINIMUM PAYMENT: No election of any options or combination of options may
be made under the Certificate unless the first payment for each affected
Sub-Account or Fixed Account would be at least equal to the minimum payment
amount according to Company rules then in effect. If at any time, payments to be
made to any Annuitant from each Account are or become less than the minimum
payment amount, the Company shall have the right to change the frequency of
payment to such intervals as will result in a payment at least equal to the
minimum. If any amount due would be less than the minimum payment amount per
annum, the Company may make such other settlement as may be equitable to the
Annuitant.
<PAGE>
18 AMERICAN MATURITY LIFE INSURANCE COMPANY
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FEDERAL TAX CONSIDERATIONS

A. GENERAL

SINCE THE TAX LAW IS COMPLEX AND SINCE TAX CONSEQUENCES WILL VARY ACCORDING
TO THE ACTUAL STATUS OF THE CERTIFICATE OWNER INVOLVED AND THE TYPE OF PLAN
UNDER WHICH THE CERTIFICATE IS PURCHASED, LEGAL AND TAX ADVICE MAY BE NEEDED BY
A PERSON, TRUSTEE OR OTHER ENTITY CONTEMPLATING THE PURCHASE OF A CERTIFICATE
DESCRIBED HEREIN.

It should be understood that any detailed description of the Federal income
tax consequences regarding the purchase of these Certificates cannot be made in
this Prospectus and that special tax rules may be applicable with respect to
certain purchase situations not discussed herein. In addition, no attempt is
made here to consider any applicable state or other tax laws. For detailed
information, a qualified tax adviser should always be consulted. The discussion
here is based on American Maturity's understanding of current Federal income tax
laws as they are currently interpreted.

B. TAXATION OF AMERICAN MATURITY AND THE SEPARATE ACCOUNT

The Separate Account is taxed as part of American Maturity which is taxed as
a life insurance company in accordance with the Internal Revenue Code (the
"Code"). Accordingly, the Separate Account will not be taxed as a "regulated
investment company" under subchapter M of Chapter 1 of the Code. Investment
income and any realized capital gains on the assets of the Separate Account are
reinvested and are taken into account in determining the value of the
Accumulation and Annuity Units (See "Value of Accumulation Units" commencing on
page ). As a result, such investment income and realized capital gains are
automatically applied to increase reserves under the Certificate.

No taxes are due on interest, dividends and short-term or long-term capital
gains earned by the Separate Account with respect to Qualified or Non-Qualified
Certificates.

C. TAXATION OF ANNUITIES -- GENERAL PROVISIONS AFFECTING PURCHASERS OTHER
THAN QUALIFIED RETIREMENT PLANS

Section 72 of the Internal Revenue Code governs the taxation of annuities in
general.

1. NON-NATURAL PERSONS, CORPORATIONS, ETC. Section 72 contains provisions
for Certificate Owners which are non-natural persons. Non-natural
persons include corporations, trusts, and partnerships. The annual net
increase in the value of the Certificate is currently includable in the
gross income of a non-natural person unless the non-natural person holds
the Certificate as an agent for a natural person. There is an exception
from current inclusion for certain annuities held by structured
settlement companies, certain annuities held by an employer with respect
to a terminated qualified retirement plan and certain immediate
annuities. A non-natural person which is a tax-exempt entity for Federal
tax purposes will not be subject to income tax as a result of this
provision.

If the Certificate Owner is not an individual, the primary Annuitant
shall be treated as the Certificate Owner for purposes of making
distributions which are required to be made upon the death of the
Certificate Owner. If there is a change in the primary Annuitant, such
change shall be treated as the death of the Certificate Owner.

2. OTHER CERTIFICATE OWNERS (NATURAL PERSONS). A Certificate Owner is not
taxed on increases in the value of the Certificate until an amount is
received or deemed received, e.g., in the form of a lump sum payment
(full or partial value of a Certificate) or as Annuity payments under
the settlement option elected.

The provisions of Section 72 of the Code concerning distributions are
summarized briefly below. Also summarized are special rules affecting
distributions from Certificates obtained in a tax-free exchange for
other annuity certificates or life insurance contracts which were
purchased prior to August 14, 1982.

a. DISTRIBUTIONS PRIOR TO THE ANNUITY COMMENCEMENT DATE.

i. Total premium payments less amounts received which were not
includable in gross income equal the "investment in the
contract" under Section 72 of the Code.

ii. To the extent that the value of the Certificate (ignoring any
surrender charges except on a full surrender) exceeds the
"investment in the contract," such excess constitutes the
"income on the contract."

iii. Any amount received or deemed received prior to the Annuity
Commencement Date (e.g., upon a partial surrender) is deemed to
come first from any such "income on the contract" and then from
"investment in the contract," and for these purposes such
"income on the contract" shall be computed by reference to any
aggregation rule in subparagraph 2.c. below. As a result, any
such amount received or
<PAGE>
AMERICAN MATURITY LIFE INSURANCE COMPANY 19
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deemed received (1) shall be includable in gross income to the
extent that such amount does not exceed any such "income on the
contract," and (2) shall not be includable in gross income to
the extent that such amount does exceed any such "income on the
contract." If at the time that any amount is received or deemed
received there is no "income on the contract" (e.g., because
the gross value of the Certificate does not exceed the
"investment in the contract" and no aggregation rule applies),
then such amount received or deemed received will not be
includable in gross income, and will simply reduce the
"investment in the contract."

iv. The receipt of any amount as a loan under the Certificate or
the assignment or pledge of any portion of the value of the
Certificate shall be treated as an amount received for purposes
of this subparagraph a. and the next subparagraph b.

v. In general, the transfer of the Certificate, without full and
adequate consideration, will be treated as an amount received
for purposes of this subparagraph a. and the next subparagraph
b. This transfer rule does not apply, however, to certain
transfers of property between spouses or incident to divorce.

b. DISTRIBUTIONS AFTER ANNUITY COMMENCEMENT DATE. Annuity payments made
periodically after the Annuity Commencement Date are includable in
gross income to the extent the payments exceed the amount determined
by the application of the ratio of the "investment in the contract"
to the total amount of the payments to be made after the Annuity
Commencement Date (the "exclusion ratio").

i. When the total of amounts excluded from income by application of
the exclusion ratio is equal to the investment in the contract
as of the Annuity Commencement Date, any additional payments
(including surrenders) will be entirely includable in gross
income.

ii. If the annuity payments cease by reason of the death of the
Annuitant and, as of the date of death, the amount of annuity
payments excluded from gross income by the exclusion ratio does
not exceed the investment in the contract as of the Annuity
Commencement Date, then the remaining portion of unrecovered
investment shall be allowed as a deduction for the last taxable
year of the Annuitant.

iii. Generally, nonperiodic amounts received or deemed received
after the Annuity Commencement Date are not entitled to any
exclusion ratio and shall be fully includable in gross income.
However, upon a full surrender after such date, only the excess
of the amount received (after any surrender charge) over the
remaining "investment in the contract" shall be includable in
gross income (except to the extent that the aggregation rule
referred to in the next subparagraph c. may apply).

c. AGGREGATION OF TWO OR MORE ANNUITY CERTIFICATES. Certificates issued
after October 21, 1988 by the same insurer (or affiliated insurer)
to the same Certificate Owner within the same calendar year (other
than certain contracts held in connection with a tax-qualified
retirement arrangement) will be treated as one annuity Certificate
for the purpose of determining the taxation of distributions prior
to the Annuity Commencement Date. An annuity contract received in a
tax-free exchange for another annuity contract or life insurance
contract may be treated as a new Certificate for this purpose.
American Maturity believes that for any annuity subject to such
aggregation, the values under the Certificates and the investment in
the contracts will be added together to determine the taxation under
subparagraph 2.a., above, of amounts received or deemed received
prior to the Annuity Commencement Date. Withdrawals will first be
treated as withdrawals of income until all of the income from all
such Certificates is withdrawn. As of the date of this Prospectus,
there are no regulations interpreting this provision.
<PAGE>
20 American Maturity Life Insurance Company
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d. 10% PENALTY TAX -- APPLICABLE TO CERTAIN WITHDRAWALS AND ANNUITY
PAYMENTS.

i. If any amount is received or deemed received on the Certificate
(before or after the Annuity Commencement Date), the Code
applies a penalty tax equal to ten percent of the portion of the
amount includable in gross income, unless an exception applies.

ii. The 10% penalty tax will not apply to the following
distributions (exceptions vary based upon the precise plan
involved):

1. Distributions made on or after the date the recipient has
attained the age of 59 1/2.

2. Distributions made on or after the death of the holder or
where the holder is not an individual, the death of the
primary annuitant.

3. Distributions attributable to a recipient's becoming
disabled.

4. A distribution that is part of a scheduled series of
substantially equal periodic payments for the life (or life
expectancy) of the recipient (or the joint lives or life
expectancies of the recipient and the recipient's
Beneficiary).

5. Distributions of amounts which are allocable to the
"investment in the contract" prior to August 14, 1982 (see
next subparagraph e.).

iii. Death proceeds received by a Beneficiary upon the death of the
Annuitant are generally subject to this penalty unless the
Annuitant was also the Certificate Owner.

e. SPECIAL PROVISIONS AFFECTING CERTIFICATES OBTAINED THROUGH A
TAX-FREE EXCHANGE OF OTHER ANNUITY OR LIFE INSURANCE CONTRACTS
PURCHASED PRIOR TO AUGUST 14, 1982. If the Certificate was obtained
by a tax-free exchange of a life insurance or annuity contract
purchased prior to August 14, 1982, then any amount received or
deemed received prior to the Annuity Commencement Date shall be
deemed to come (1) first from the amount of the "investment in the
contract" prior to August 14, 1982 ("pre-8/14/82 investment")
carried over from the prior contract, (2) then from the portion of
the "income on the contract" (carried over to, as well as
accumulating in, the successor contract) that is attributable to
such pre-8/14/82 investment, (3) then from the remaining "income on
the contract" and (4) last from the remaining "investment in the
contract." As a result, to the extent that such amount received or
deemed received does not exceed such pre-8/14/82 investment, such
amount is not includable in gross income., In addition, to the
extent that such amount received or deemed received does not exceed
the sum of (a) such pre-8/14/82 investment and (b) the "income on
the contract" attributable thereto, such amount is not subject to
the 10% penalty tax. In all other respects, amounts received or
deemed received from such post-exchange contracts are generally
subject to the rules described above.

f. REQUIRED DISTRIBUTIONS

i. Death of Certificate Owner or Primary Annuitant

Subject to the alternative election or spouse beneficiary
provisions in ii or iii below:

1. If any Certificate Owner dies on or after the Annuity
Commencement Date and before the entire interest in the
Certificate has been distributed, the remaining portion of
such interest shall be distributed at least as rapidly as
under the method of distribution being used as of the date
of such death;

2. If any Certificate Owner dies before the Annuity
Commencement Date, the entire interest in the Certificate
will be distributed within 5 years after such death; and

3. If the Certificate Owner is not an individual, then for
purposes of 1. or 2. above, the primary annuitant under the
Certificate shall be treated as the Certificate Owner, and
any change in the primary annuitant shall be treated as the
death of the Certificate Owner. The primary annuitant is the
individual, the events in the life of whom are of primary
importance in affecting the timing or amount of the payout
under the Certificate.
<PAGE>
AMERICAN MATURITY LIFE INSURANCE COMPANY 21
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ii. Alternative Election to Satisfy Distribution Requirements

If any portion of the interest of a Certificate Owner described
in i. above is payable to or for the benefit of a designated
beneficiary, such beneficiary may elect to have the portion
distributed over a period that does not extend beyond the life
or life expectancy of the beneficiary. The election and payments
must begin within a year of the death.

iii. Spouse Beneficiary

If any portion of the interest of a Certificate Owner is payable
to or for the benefit of his or her spouse, and the Annuitant or
Contingent Annuitant is living, such spouse shall be treated as
the Certificate Owner of such portion for purposes of section i.
above.

3. DIVERSIFICATION REQUIREMENTS. Section 817 of the Code provides that a
variable annuity contract will not be treated as an annuity contract for
any period during which the investments made by the separate account or
underlying fund are not adequately diversified in accordance with
regulations prescribed by the Treasury. If a contract is not treated as
an annuity contract, the Certificate Owner will be subject to income tax
on the annual increases in cash value.

The Treasury has issued diversification regulations which generally
require, among other things, that no more than 55% of the value of the
total assets of the segregated asset account underlying a variable
contract is represented by any one investment, no more than 70% is
represented by any two investments, no more than 80% is represented by
any three investments, and no more than 90% is represented by any four
investments. In determining whether the diversification standards are
met, all securities of the same issuer, all interests in the same real
property project, and all interests in the same commodity are each
treated as a single investment. In addition, in the case of government
securities, each government agency or instrumentality shall be treated
as a separate issuer.

A separate account must be in compliance with the diversification
standards on the last day of each calendar quarter or within 30 days
after the quarter ends. If an insurance company inadvertently fails to
meet the diversification requirements, the company may comply within a
reasonable period and avoid the taxation of contract income on an
ongoing basis. However, either the company or the contract owner must
agree to pay the tax due for the period during which the diversification
requirements were not met.

American Maturity monitors the diversification of investments in the
separate accounts and tests for diversification as required by the Code.
American Maturity intends to administer all contracts subject to the
diversification requirements in a manner that will maintain adequate
diversification.

4. OWNERSHIP OF THE ASSETS IN THE SEPARATE ACCOUNT. In order for a variable
annuity contract to qualify for tax deferral, assets in the segregated
asset accounts supporting the variable contract must be considered to be
owned by the insurance company and not by the variable contract owner.
The Internal Revenue Service has issued several rulings which discuss
investor control. The Service has ruled that incidents of ownership by
the contract owner, such as the ability to select and control
investments in a separate account, will cause the contract owner to be
treated as the owner of the assets for tax purposes.

Further, in the explanation to the temporary Section 817 diversification
regulations, the Treasury Department noted that the temporary
regulations "do not provide guidance concerning the circumstances in
which investor control of the investments of a segregated asset account
may cause the investor, rather than the insurance company, to be treated
as the owner of the assets in the account." The explanation further
indicates that "the temporary regulations provide that in appropriate
cases a segregated asset account may include multiple Sub-Accounts, but
do not specify the extent to which policyholders may direct their
investments to particular Sub-Accounts without being treated as the
owners of the underlying assets. Guidance on this and other issues will
be provided in regulations or revenue rulings under section 817(d),
relating to the definition of variable contract." The final regulations
issued under Section 817 did not provide guidance regarding investor
control, and as of the date of this prospectus, no other such guidance
has been issued. Further, American Maturity does not know if or in what
form such guidance will be issued. In addition, although regulations are
generally issued with prospective effect, it is possible that
regulations may be issued with retroactive effect. Due to the lack of
specific guidance regarding the issue of investor control, there is
necessarily some uncertainty regarding whether a Certificate Owner could
be considered the owner of the assets for tax purposes. American
Maturity reserves the right to modify the contracts, as necessary, to
prevent
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22 AMERICAN MATURITY LIFE INSURANCE COMPANY
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Certificate Owners from being considered the owners of the assets in the
separate accounts.

D. FEDERAL INCOME TAX WITHHOLDING

The portion of a distribution which is taxable income to the recipient will
be subject to Federal income tax withholding, pursuant to Section 3405 of the
Internal Revenue Code. The application of this provision is summarized below:

1. NON-PERIODIC DISTRIBUTIONS. The portion of a non-periodic distribution
which constitutes taxable income will be subject to Federal income tax
withholding unless the recipient elects not to have taxes withheld. If
an election not to have taxes withheld is not provided, 10% of the
taxable distribution will be withheld as Federal income tax. Election
forms will be provided at the time distributions are requested. If the
necessary election forms are not submitted to American Maturity,
American Maturity will automatically withhold 10% of the taxable
distribution.

2. PERIODIC DISTRIBUTIONS (DISTRIBUTIONS PAYABLE OVER A PERIOD GREATER THAN
ONE YEAR). The portion of a periodic distribution which constitutes
taxable income will be subject to Federal income tax withholding as if
the recipient were married claiming three exemptions. A recipient may
elect not to have income taxes withheld or have income taxes withheld at
a different rate by providing a completed election form. Election forms
will be provided at the time distributions are requested.

E. GENERAL PROVISIONS AFFECTING QUALIFIED RETIREMENT PLANS

The Certificate may be used for a number of qualified retirement plans. If
the Certificate is being purchased with respect to some form of qualified
retirement plan, please see below.
INFORMATION REGARDING TAX-QUALIFIED PLANS

The tax rules applicable to tax qualified certificate owners, including
restrictions on contributions and distributions, taxation of distributions and
tax penalties, vary according to the type of plan as well as the terms and
conditions of the plan itself. Various tax penalties may apply to contributions
in excess of specified limits, to distributions in excess of specified limits,
distributions which do not satisfy certain requirements and certain other
transactions with respect to qualified plans. Accordingly, this summary provides
only general information about the tax rules associated with use of the
Certificate by a qualified plan. Certificate owners, plan participants and
beneficiaries are cautioned that the rights and benefits of any person to
benefits are controlled by the terms and conditions of the plan regardless of
the terms and conditions of the Certificate. Some qualified plans are subject to
distribution and other requirements which are not incorporated into American
Maturity's administrative procedures. Owners, participants and beneficiaries are
responsible for determining that contributions, distributions and other
transactions comply with applicable law. Because of the complexity of these
rules, owners, participants and beneficiaries are encouraged to consult their
own tax advisors as to specific tax consequences.

A. QUALIFIED PENSION PLANS

Provisions of the IRC permit eligible employers to establish pension or
profit sharing plans (described in Section 401(a) and 401(k), if applicable, and
exempt from taxation under Section 501(a) of the Code), and Simplified Employee
Pension Plans (described in Section 408(k)). Such plans are subject to
limitations on the amount that may be contributed, the persons who may be
eligible and the time when distributions must commence. Corporate employers
intending to use these certificates in connection with such plans should seek
competent advice.

B. TAX SHELTERED ANNUITIES UNDER SECTION 403(B)

Section 403(b) of the Code permits public school employees and employees of
certain types of charitable, educational and scientific organizations specified
in Section 501(c)(3) of the Code to purchase annuity contracts, and, subject to
certain limitations, exclude such contributions from gross income. Generally,
such contributions may not exceed the lesser of $9,500 or 20% of the employees
"includable compensation" for his most recent full year of employment, subject
to other adjustments. Special provisions may allow some employees to elect a
different overall limitation.

Tax-sheltered annuity programs under Section 403(b) are subject to a
PROHIBITION AGAINST DISTRIBUTIONS FROM THE CERTIFICATE ATTRIBUTABLE TO
CONTRIBUTIONS MADE PURSUANT TO A SALARY REDUCTION AGREEMENT UNLESS SUCH
DISTRIBUTION IS MADE:

1) after the participating employee attains age 59 1/2;
2) upon separation from service;
3) upon death or disability, or
4) in the case of hardship.

The above restrictions apply to distributions of employee contributions made
after December 31, 1988, earnings on those contributions, and earnings on
amounts attributable to employee contributions held as of December 31, 1988.
They do not apply to distributions of any employer or other after-tax
contributions, employee contributions made on or before December 31, 1988, and
<PAGE>
AMERICAN MATURITY LIFE INSURANCE COMPANY 23
- --------------------------------------------------------------------------------

earnings credited to employee contributions before December 31, 1988.

C. DEFERRED COMPENSATION PLANS UNDER SECTION 457

Employees and independent contractors performing services for such employers
may contribute on a before tax basis to the Deferred Compensation Plan or their
employer in accordance with the employer's plan and Section 457 of the Code.
Section 457 places limitations on contributions to Deferred Compensation Plans
maintained by a State ("State" means a State, a political sub-division of a
State, and an agency or instrumentality of a State or political sub-division of
a State) or other tax-exempt organization. Generally, the limitation is 33 1/3%
of includable compensation (25% of gross compensation) or $7,500, whichever is
less. The plan may also provide for additional "catch-up" deferrals during the
three taxable years ending before a Participant attains normal retirement age.

An employee electing to participate in a plan should understand that his
rights and benefits are governed strictly by the terms of the plan, that the
employer is legal owner of any contract issued with respect to the plan and that
deferred amounts will be subject to the claims of the employer's creditors. The
employer as owner of the contract(s) retains all voting and redemption rights
which may accrue to the contract(s) issued with respect to the plan. The
participating employee should look to the terms of his plan for any charges in
regard to participating therein other than those disclosed in this Prospectus.

Distributions from a 457 deferred compensation plan are prohibited unless
made after the participating employee attains the age specified in the plan,
separates from service, dies, becomes permanently and totally disabled or
suffers an unforeseeable financial emergency. Present federal tax law does not
allow tax-free transfers or rollovers for amounts accumulated in a Section 457
plan except for transfers to other Section 457 plans in limited cases.

D. INDIVIDUAL RETIREMENT ANNUITIES UNDER SECTION 408

Section 408 of the Code permits eligible individuals to establish individual
retirement programs through the purchase of Individual Retirement Annuities
("IRAs"). IRAs are subject to limitations on the amount that may be contributed,
the contributions that may be deducted from taxable income, the persons who may
be eligible and the time when distributions may commence. Also, distributions
from certain qualified plans may be "rolled-over" on a tax-deferred basis into
an IRA.

E. TAX PENALTIES

Distributions from retirement plans are generally taxed under Section 72 of
the Code. Under these rules, a portion of each distribution may be excludable
from income. The excludable amount is the portion of the distribution which
bears the same ratio as the after-tax contributions bear to the expected return.

1. PREMATURE DISTRIBUTION
Distributions from a qualified plan before the Participant attains age
59 1/2 are generally subject to an additional tax equal to 10% of the
taxable portion of the distribution. The 10% penalty does not apply to
distributions made after the employee's death, on account of disability
and distributions in the form of a life annuity and, except in the case
of an IRA, certain distributions after separation from service at or
after age 55 and certain distributions for eligible medical expenses. A
life annuity is defined as a scheduled series of substantially equal
periodic payments for the life or life expectancy of the Participant (or
the joint lives or life expectancies of the Participant and
Beneficiary).

2. MINIMUM DISTRIBUTION TAX
If the amount distributed is less than the minimum required distribution
for the year, the Participant is subject to a 50% tax on the amount that
was not properly distributed.

An individual's interest in a retirement plan must generally be
distributed or begin to be distributed not later than April 1 of the
calendar year in which the individual attains age 70 1/2 ("required
beginning date"). The required beginning date with respect to certain
government plans may be further deferred. The entire interest of the
Participant must be distributed beginning no later than this required
beginning date over a period which may not extend beyond a maximum of
the life expectancy of the Participant and a designated Beneficiary.
Each annual distribution must equal or exceed a "minimum distribution
amount" which is determined by dividing the account balance by the
applicable life expectancy. This account balance is generally based upon
the account value as of the close of business on the last day of the
previous calendar year. In addition, minimum distribution incidental
benefit rules may require a larger annual distribution.

If an individual dies before reaching his or her required beginning
date, the individual's entire interest must generally be distributed
within five years of the individuals death. However, this rule will be
deemed satisfied, if distributions begin before the close of the
calendar year following the individual's death to a designated
Beneficiary (or over a period not extending beyond the life expectancy
of the beneficiary). If the Beneficiary is the individual's surviving
spouse, distributions may be delayed until the individual would have
attained age 70 1/2.
<PAGE>
24 AMERICAN MATURITY LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

If an individual dies after reaching his or her required beginning date
or after distributions have commenced, the individual's interest must
generally be distributed at least as rapidly as under the method of
distribution in effect at the time of the individual's death.

3. EXCESS DISTRIBUTION TAX

If the aggregate distributions from all IRAs and certain other qualified
plans in a calendar year exceed the greater of (i) $150,000, or (ii)
$112,500 as indexed for inflation ($155,000 as of January 1, 1996), a
penalty tax of 15% is generally imposed on the excess portion of the
distribution.

4. WITHHOLDING

Periodic distributions from a qualified plan lasting for a period of 10
or more years are generally subject to voluntary income tax withholding.
The recipient of periodic distributions may generally elect not to have
withholding apply or to have income taxes withheld at a different rate
by providing a completed election form. Otherwise, the amount withheld
on such distributions is determined at the rate applicable to wages as
if the recipient were married claiming three exemptions.

Nonperiodic distributions from an IRA are subject to income tax
withholding at a flat 10% rate. The recipient may elect not to have
withholding apply.

Nonperiodic distributions from other qualified plans are generally
subject to mandatory income tax withholding at the flat rate of 20%
unless such distributions are:

a) the non-taxable portion of the distribution;

b) required minimum distributions;

c) eligible rollover distributions.

Eligible rollover distributions are direct payments to an IRA or to
another qualified employer plan.

Any distribution from plans described in Section 457 of the Code is
subject to regular wage withholding rules.
MISCELLANEOUS
VOTING RIGHTS

American Maturity is the legal owner of all Fund shares held in the Separate
Account. As the owner, American Maturity has the right to vote at the Funds'
shareholder meetings. However, to the extent required by federal securities laws
or regulations, American Maturity will:

- Vote all Fund shares attributable to a Certificate according to
instructions received from the Certificate Owner, and

- Vote shares attributable to a Certificate for which no voting instructions
are received in the same portion as shares for which instructions are
received.

If any federal securities laws or regulations, or their present
interpretation change to permit American Maturity to vote Fund shares in its own
right, American Maturity may elect to do so.

American Maturity will notify you of any Fund shareholders' meeting if the
shares held for your account may be voted at such meetings. American Maturity
will also send proxy materials and a form of instruction by means of which you
can instruct American Maturity with respect to the voting of the Fund shares
held for your account.

In connection with the voting of Fund shares held by it, American Maturity
will arrange for the handling and tallying of proxies received from Certificate
Owners. American Maturity as such, shall have no right, except as hereinafter
provided, to vote any Fund shares held by it hereunder which may be registered
in its name or the names of its nominees. American Maturity will, however, vote
the Fund shares held by it in accordance with the instructions received from the
Certificate Owners for whose accounts the Fund shares are held. If a Certificate
Owner desires to attend any meeting at which shares held for the Certificate
Owner's benefit may be voted, the Certificate Owner may request American
Maturity to furnish a proxy or otherwise arrange for the exercise of voting
rights with respect to the Fund shares held for such Certificate Owner's
account. American Maturity will vote shares for which no instructions have been
given and shares which are not attributable to Certificate Owners (i.e. shares
owned by American Maturity) in the same proportion as it votes shares of that
Fund for which it has received instructions. During the Annuity period under a
Certificate the number of votes will decrease as the assets held to fund Annuity
benefits decrease.
HOW THE CERTIFICATES ARE SOLD

Hartford Securities Distribution Company, Inc. ("HSD") serves as Principal
Underwriter for the securities issued with respect to the Separate Account. HSD
is a wholly-owned subsidiary of Hartford Life Insurance Company. The principal
business address of HSD is 200 Hopmeadow Street, Simsbury, CT 06089. HSD is
registered with the SEC under the Securities Exchange Act of 1934 as a
Broker-Dealer and is a member of the National Association of Securities Dealers,
Inc. ("NASD").

The securities will be sold by salespersons of HSD, who represent American
Maturity as insurance and variable
<PAGE>
AMERICAN MATURITY LIFE INSURANCE COMPANY 25
- --------------------------------------------------------------------------------

annuity agents and who are registered representatives. These salespersons will
be supervised by American Maturity who will respond to telephone inquiries as a
result of national advertising.
CUSTODIAN OF SEPARATE ACCOUNT ASSETS

The assets of the Separate Account are held by American Maturity under a
safekeeping arrangement.
ASSIGNMENT

Ownership of a Certificate described herein is generally assignable.
However, if the Certificates are issued pursuant to some form of Qualified Plan,
it is possible that the ownership of the Certificates may not be transferred or
assigned depending on the type of qualified retirement plan involved. An
assignment of a Non-Qualified Certificate may subject the assignment proceeds to
income taxes and certain penalty taxes.
RIGHTS OF ANNUITANT AND CERTIFICATE OWNER(S)
The Certificate does not allow the Annuitant to be changed.

The designations of Certificate Owner and Contingent Annuitant will remain
in effect until changed by the Certificate Owner. Changes in the designation of
the Certificate Owner may be made during the lifetime of the Annuitant by
written notice to the Company. Changes in the designation of Contingent
Annuitant may be made at any time prior to the Annuity Commencement Date by
written notice to the Company. Notwithstanding the foregoing, if no Contingent
Annuitant has been named and the Certificate Owner/ Annuitant's spouse is the
Beneficiary, it will be assumed that the Certificate Owner/Annuitant's spouse is
the Contingent Annuitant.

The Certificate Owner has the sole power to exercise all the rights, options
and privileges granted by the Certificate or permitted by the Company and to
agree with the Company to any change in or amendment to the Certificate. The
rights of the Certificate Owner shall be subject to the rights of any assignee
of record with the Company and of any irrevocably designated Beneficiary. In the
case of joint Certificate Owners, each Certificate Owner alone may exercise all
rights, options and privileges, except with respect to the Surrender Provisions
and change of ownership or beneficiary.
MODIFICATION OF GROUP CONTRACT AND CERTIFICATES THEREUNDER

American Maturity reserves the right to modify the Group Contract and
Certificates, but only if such modification: (i) is necessary to make the
Contract or the Separate Account comply with any law or regulation issued by a
governmental agency to which American Maturity is subject; (ii) is necessary to
assure continued qualification of the Contract under the Internal Revenue Code
or other federal or state laws relating to retirement annuities or annuity
Certificates; (iii) is necessary to reflect a change in the operation of the
Separate Account or the Sub-Account(s); (iv) provides additional Sub-Account or
Fixed Account options; or (v) withdraws Sub-Account or Fixed Account options. In
the event of any such modification, American Maturity will provide notice to the
Contract Owner and Certificate Owner, or to the payee(s) during the annuity
period. American Maturity may also make appropriate endorsement in the Contract
and Certificates to reflect such modification.
CHANGE IN THE OPERATION OF THE SEPARATE ACCOUNT

The Company reserves the right to substitute the shares of any other
registered investment company for the shares of any Fund already purchased or to
be purchased in the future by the Separate Account provided that the
substitution has been approved by the Securities and Exchange Commission.

At the Company's election and subject to any necessary vote by persons
having the right to give instructions with respect to the voting of the Fund
shares held by the Sub-Accounts, the Separate Account may be operated as a
management company under the Investment Company Act of 1940 or it may be
deregistered under the Investment Company Act of 1940 in the event registration
is no longer required. Deregistration of the Separate Account requires an order
by the Securities and Exchange Commission.
LEGAL MATTERS AND EXPERTS

There are no material legal proceedings affecting the Separate Account.
Counsel with respect to Federal laws and regulations applicable to the issue and
sale of the Certificates and with respect to Connecticut law is Lynda Godkin,
Esquire, General Counsel and Corporate Secretary, American Maturity Life
Insurance Company, 200 Hopmeadow Street, Simsbury CT 06089.

The financial statements of American Maturity included in the Statement of
Additional Information have been audited by Arthur Andersen & Co., independent
public accountants, as indicated in their report with respect
<PAGE>
26 AMERICAN MATURITY LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

thereto, and are included herein in reliance on the authority of said firm as
experts in accounting and auditing.
ADDITIONAL INFORMATION

You may reach our service representatives at 1-800-923-3334 between the
hours of 6:00 a.m. and 5:00 p.m., Pacific time.

If you are submitting a payment by mail, please send it, along with your
Enrollment Form (if it is your first payment), to:

American Maturity Life Insurance Company
P.O. Box 100194
Pasadena, CA 91189-0194

Please send your other forms and written requests or questions to:

American Maturity Life Insurance Company
P.O. Box 7005
Pasadena, CA 91109-7005

If you are using an overnight delivery service to send payments, please send
them to:

American Maturity Life Insurance Company
c/o FCNPC
1111 South Arroyo Parkway, First Floor
Pasadena, CA 91109-7122

The effective day of your instructions to Us is determined by the date and
time on which American Maturity receives the instructions. We receive your
instructions only when it arrives, in good form, at the correct mailing address
set our above. Please call us at 1-800-923-3334 if you have any questions
regarding the address you should use.
<PAGE>
AMERICAN MATURITY LIFE INSURANCE COMPANY 27
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TABLE OF CONTENTS
TO
STATEMENT OF ADDITIONAL INFORMATION

<TABLE>
<CAPTION>
PAGE
----
<S> <C>
INTRODUCTION..............................................................
DESCRIPTION OF AMERICAN MATURITY LIFE INSURANCE COMPANY...................
SAFEKEEPING OF ASSETS.....................................................
INDEPENDENT PUBLIC ACCOUNTANTS............................................
DISTRIBUTION OF THE CERTIFICATES..........................................
ANNUITY PERIOD............................................................
A. Annuity Payments.....................................................
B. Electing the Annuity Commencement Date and Form of Annuity...........
C. Optional Annuity Forms...............................................
Option 1: Life Annuity................................................
Option 2: Life Annuity with 120, 180 or 240 Monthly Payments
Certain................................................................
Option 3: Cash Refund Life Annuity....................................
Option 4: Joint and Last Survivor Annuity.............................
Option 5: Payments for a Designated Period............................
D. The Annuity Unit and Valuation.......................................
E. Determination of Amount of First Monthly Annuity Payment -- Fixed and
Variable.............................................................
F. Amount of Second and Subsequent Monthly Annuity Payments.............
G. Date and Time of Annuity Payments....................................
CALCULATION OF YIELD AND RETURN...........................................
PERFORMANCE COMPARISONS...................................................
FINANCIAL STATEMENTS......................................................
</TABLE>

<PAGE>
To obtain a Statement of Additional Information, please complete the form below
and mail to:

American Maturity Life Insurance Company
700 Newport Center Drive
Newport Beach, CA 92660

Please send a Statement of Additional Information for Separate Account AMLVA
to me at the following address:

- ----------------------------------------------------
Name

- ------------------------------------------------------------------
Address

- ------------------------------------------------------------------
City/State Zip Code
<PAGE>

PART B

STATEMENT OF ADDITIONAL INFORMATION

AMERICAN MATURITY LIFE INSURANCE COMPANY

SEPARATE ACCOUNT AMLVA

This Statement of Additional Information is not a prospectus. The information
contained herein should be read in conjunction with the Prospectus.

To obtain a Prospectus, send a written request to American Maturity Life
Insurance Company, 700 Newport Center Drive, Newport Beach, CA 92660.

Date of Prospectus: __________

Date of Statement of Additional Information: ____________

<PAGE>

TABLE OF CONTENTS

SECTION
PAGE
-------

INTRODUCTION

DESCRIPTION OF AMERICAN MATURITY LIFE INSURANCE CO.

SAFEKEEPING OF ASSETS

INDEPENDENT PUBLIC ACCOUNTANTS

DISTRIBUTION OF THE CERTIFICATES

ANNUITY PERIOD

A. Annuity Payments

B. Electing the Annuity Commencement Date and Form of Annuity

C. Optional Annuity Forms

OPTION 1: Life Annuity
OPTION 2: Life Annuity With 120, 180 or 240 Monthly Payments Certain
OPTION 3: Cash Refund Life Annuity
OPTION 4: Joint and Last Survivor Annuity
OPTION 5: Payments for a Designated Period

D. The Annuity Unit and Valuation

E. Determination of Amount of First Monthly Annuity Payment --
Fixed and Variable

F. Amount of Second and Subsequent Monthly Annuity Payments

G. Date and Time of Annuity Payments

CALCULATION OF YIELD AND RETURN

PERFORMANCE COMPARISONS

FINANCIAL STATEMENTS

<PAGE>

INTRODUCTION

This Statement of Additional Information is to be read in conjunction with
the Prospectus of American Maturity Life Insurance Company's Separate Account
AMLVA (the AARP Variable Annuity). This Statement of Additional Information
contains information that may be of some interest to some investors.

DESCRIPTION OF AMERICAN MATURITY LIFE INSURANCE COMPANY

American Maturity Life Insurance Company ("American Maturity"), is
domiciled in Connecticut. Its principal office is at 200 Hopmeadow Street,
Simsbury, Connecticut 06089. However its mailing address is 700 Newport Center
Drive, Newport Beach, California 92660.

American Maturity is a stock insurance company engaged in the business of
writing annuities. American Maturity was originally incorporated under the
name of First Equicor Life Insurance Company under the laws of California on
October 24, 1972. On July 29, 1994 First Equicor Life Insurance Company
redomesticated to Connecticut and changed its name to American Maturity Life
Insurance Company. American Maturity is owned 60% by Hartford Life and Accident
Insurance Company (domiciled in Connecticut) and 40% by Pacific Mutual Life
Insurance Company (domiciled in California). Hartford Life and Accident
Insurance Company is ultimately 100% owned by Hartford Fire Insurance Company.
Pacific Mutual serves as the administrator of the Certificates.

Based on its financial soundness and operating performance, American
Maturity has earned an A+ (Superior) rating from A.M. Best Company, Inc., and an
(AA+) (Excellent) rating from Standard & Poor's. Based on claims paying
ability, American Maturity has earned an (AA+) (Very High) rating from Duff and
Phelps.

<PAGE>

SAFEKEEPING OF ASSETS

The assets of the Separate Account are held by American Maturity under a
safekeeping arrangement.

INDEPENDENT PUBLIC ACCOUNTANTS

Arthur Andersen LLP, One Financial Plaza Hartford, Connecticut, independent
public accountants, will perform an annual audit of the Separate Account. The
financial statements included in this Statement of Additional Information have
been audited by Arthur Andersen LLP to the extent and for the periods indicated
in their report and are included herein in reliance upon the report of said firm
as experts in accounting and auditing.

DISTRIBUTION OF CERTIFICATES

Hartford Securities Distribution, Inc. ("HSD") serves as Principal
Underwriter for the securities issued with respect to the Separate Account. HSD
is a wholly-owned subsidiary of Hartford Life Insurance Company. The principal
business address of HSD is 200 Hopmeadow Street, Simsbury, CT 06089. HSD is
registered with the SEC under the Securities Exchange Act of 1934 as a
Broker-Dealer and is a member of the National Association of Securities Dealers,
Inc. ("NASD").

The securities will be sold by salespersons of HSD, who represent American
Maturity as insurance and variable annuity agents and who are NASD registered
representatives. These salespersons will be supervised by American Maturity who
will respond to telephone inquires as a result of national advertising.

American Maturity is obligated to reimburse HSD for all operating expenses
associated with HSD's services provided.

American Maturity may pay a consultation service fee to the American
Association of Retired Persons for demographic, administrative, record keeping
and marketing consultation services provided. In no event will such service fee
exceed 0.07%of the premiums deposited in the Certificate.

The offering of Certificates is continuous.

ANNUITY PERIOD

A. Annuity Payments

Variable annuity payments are determined on the basis of (1) a mortality
table set forth in the Certificates and the type of annuity payment option
selected, and (2) the investment performance of the investment medium selected.
Fixed annuity payments are based on the Annuity tables contained in the
Certificates, and will remain level for the duration of the annuity.

The amount of the annuity payments will not be affected by adverse
mortality experience

<PAGE>

or by an increase in expenses in excess of the expense deduction for which
provision has been made (see "Charges Under the Certificates," on page ____of
the Prospectus).

For a variable annuity, the Annuitant will be paid according to the value
of a fixed number of Annuity Units. However, the value of the Annuity Units,
and the amounts of the variable annuity payments, will vary with the investment
experience of the Fund shares selected.

B. Electing the Annuity Commencement Date and Form of Annuity

The Certificate Owner selects an Annuity Commencement Date and an Annuity
Option which may be on a fixed or variable basis, or a combination thereof. The
Annuity Commencement Date will not be deferred beyond the Annuitant's 90th
birthday (85th in Pennsylvania).

The Annuity Commencement Date and/or the Annuity Option may be changed from
time to time, but any such change must be made in writing at least 30 days
before the scheduled Annuity Commencement Date.

The Certificate contains the five Annuity Options. Options 5 is available
with respect to Qualified Certificates only if the guaranteed payment period is
less than the life expectancy of the Annuitant at the time the option becomes
effective. Such life expectancy shall be computed on the basis of the mortality
table prescribed by the IRS, or if none is prescribed, the mortality table then
in use by American Maturity.

If you do not elect otherwise, payments will automatically begin at the
Annuitant's age 90 (85 in Pennsylvania) under Option 5, Designated Period for 5
years.

When an Annuity is effected under a Certificate, unless otherwise
specified, variable values will be applied to provide a variable annuity based
on Certificate Values as they are held in the various Sub-Accounts under the
Certificates. Fixed Account Certificate Values will be applied to provide a
fixed annuity. The Certificate Owner should consider the question of allocation
of Certificate Values among Sub-Accounts of the Separate Account and the General
Account of American Maturity to make certain that Annuity payments are based on
the investment alternative best suited to the Certificate Owner's needs for
retirement.

If at any time annuity payments are or become less than the minimum payment
amount according to Company rules then in effect, American Maturity has the
right to change the frequency of payment to such intervals as will result in a
payment at least equal to the minimum.

There may be other annuity options available offered by American Maturity
from time to time.

<PAGE>

C. Optional Annuity Forms

OPTION 1: Life Annuity

A life annuity is an annuity payable during the lifetime of the Annuitant and
terminating with the last payment preceding the death of the Annuitant. This
option offers the maximum level of monthly payments of any of the life annuity
options since there is no guarantee of a minimum number of payments nor a
provision for a death benefit payable to a Beneficiary.

It would be possible under this option for an Annuitant to receive only one
annuity payment if he died prior to the due date of the second annuity payment,
two if he died before the due date of the third annuity payment, etc.

OPTION 2: Life Annuity with 120, 180 or 240 Monthly Payments Certain

This annuity option is an annuity payable monthly during the lifetime of an
Annuitant with the provision that if, at the death of the Annuitant, payments
have been made for less than 120, 180 or 240 months, as elected, then the
present value as of the date of the Annuitant's death of the current dollar
amount at the date of death, of any remaining guaranteed monthly payments will
be paid in one sum to the Beneficiary or Beneficiaries designated.

ILLUSTRATION OF ANNUITY PAYMENTS
MALE INDIVIDUAL AGE 65, LIFE ANNUITY
WITH 120 PAYMENTS CERTAIN

1. Net amount applied 10,000.00
2. Initial monthly income per $1,000 of payment applied 6.78
3. Initial monthly payment (1x2/1,000) 67.80
4. Annuity Unit value 0.995995
5. Number of monthly Annuity Units (3/4) 68.073
6. Assume Annuity Unit value for second month equal to 1.00704
7. Second monthly payment (5x6) 68.55
8. Assume Annuity Unit value for third month equal to 0.964917
9. Third monthly payment (5x8) 65.68

For the purpose of this illustration, purchase is assumed to have been made on
the fifth business day preceding the first payment date. In determining the
second and subsequent payments, the Annuity Unit Value of the fifth business day
preceding the annuity due date is used.

OPTION 3: Cash Refund Life Annuity

An annuity payable monthly during the lifetime of the Annuitant ceasing with the
last payment due prior to the death of the Annuitant provided that, at the death
of the Annuitant, the Beneficiary will receive an additional payment equal to
the excess, if any, of (a) minus (b) where: (a) is the Net Surrender Value
applied on the Annuity Commencement Date under this option: and (b) is the
dollar amount of annuity payments already paid. This option is not available
for variable payouts.

<PAGE>

OPTION 4: Joint and Last Survivor Annuity

An annuity payable monthly during the joint lifetime of the Annuitant and a
designated second person, and thereafter during the remaining lifetime of the
survivor, ceasing with the last payment prior to the death of the survivor.

It would be possible under this option for an Annuitant and designated second
person in the event of the common or simultaneous death of the parties to
receive only one payment in the event of death prior to the due date for the
second payment and so on.

OPTION 5: Payments for a Designated Period

An amount payable monthly for the number of years selected which may be from 5
to 30 years. In the event of the Annuitant's death prior to the end of the
designated period, the present value as of the date of the Annuitant's death, of
the current dollar amount of any remaining guaranteed monthly payments will be
paid in one sum to the Beneficiary or Beneficiaries designated.

Under any of the annuity options above, no surrenders are permitted after
the Annuity Commencement Date.
Option 5 is an option that does not involve life contingencies and thus no
mortality guarantee, thus the Mortality and Expense Risk Charge provides no
real benefit to a Certificate Owner.

D. The Annuity Unit and Valuation

The value of an Annuity Unit Value for each Sub-Account will vary to
reflect the investment experience of the applicable Funds and will be determined
by multiplying the value of the Annuity Unit for that particular Subaccount on
the preceding Business Day by the product of (1) the net investment factor for
that Sub-Account for the day for which the Annuity Unit value is being
calculated, and (2) 0.999866 which is a factor that neutralizes an assumed
interest rate of 5.00%.

ILLUSTRATION OF CALCULATION OF ANNUITY UNIT VALUE

1. Net Investment Factor for period 1.011225
2. Adjustment for 5% Assumed Rate of Investment Return 0.999866
3. 2x1 1.01109
4. Annuity Unit value, beginning of period .995995
5. Annuity Unit value, end of period (3x4) 1.00704

E. Determination of Amount of First Monthly Annuity Payment -- Fixed and
Variable

When annuity payments are to commence, the value of the Certificate is
determined as the sum of the value of the Fixed Account plus the product of the
value of the Accumulation Unit of each Sub-Account and the number of
Accumulation Units credited to each Sub-Account as of the

<PAGE>

date the annuity option is to commence. The Annuity Unit will be determined no
earlier than the close of business on the fifth Business Day preceding the date
the first annuity payment is due.

The Certificate contains tables indicating the minimum dollar amount of the
first monthly payment under the optional forms of annuity for each $1,000 of
value of a Sub-Account under a Certificate. The first monthly payment varies
according to the form and type of annuity selected. The certificate contains
annuity tables derived from the 1983a Individual Annuity Mortality table with
ages set back one year with an assumed investment rate ("A.I.R.") of 5% per
annum. The total first monthly variable annuity payment is determined by
multiplying the value (expressed in thousands of dollars) of a Sub-Account (less
any applicable Premium Taxes) by the amount of the first monthly payment per
$1,000 of value obtained from the tables in the Certificates.

Fixed annuity payments are determined at annuitization by multiplying the values
allocated to the Fixed Account by a rate to be determined by American Maturity
which is no less than the rate specified in the annuity tables in the
Certificate. The annuity payment will remain level for the duration of the
annuity.

F. Amount of Second and Subsequent Monthly Variable Annuity Payments

The amount of the first monthly variable annuity payment, determined as
described above, is divided by the value of an Annuity Unit for the appropriate
Sub-Account no earlier than the close of business on the fifth Business Day
preceding the day on which the payment is due in order to determine the number
of Annuity Units represented by the first payment. This number of Annuity Units
remains fixed during the Annuity Period, and in each subsequent month the dollar
amount of the variable annuity payment is determined by multiplying this fixed
number of Annuity Units by the then current Annuity Unit Value.

Level variable annuity payments would be produced if the investment rate
remained constant and equal to the A.I.R. In fact, payments will vary up or
down as the investment rate varies up or down from the A.I.R.

G. Date and Time of Annuity Payments

The first annuity payment under any Option shall be made one month, (or the
period selected for periodic payments: annual, semi-annual, quarterly, or
monthly), following the Annuity Commencement Date. Subsequent payments shall be
made on the same calendar day of the month as was the first payment, or
preceding day if no such day exists (e.g. September 31), in accordance with the
payment period selected. The Annuity Unit Value used in calculating the amount
of the variable annuity payments will be based on an Annuity Unit Value
determined as of the close of business on a day no earlier than the fifth
Business Day preceding the date of the annuity payment.

<PAGE>

CALCULATION OF YIELD AND RETURN

From time to time, quotations of a Sub-Account's performance may be
included in advertisements, sales literature or reports to shareholders or
prospective investors. These performance figures may be calculated in the
following manner:

YIELD CALCULATION: MONEY MARKET PORTFOLIO SUB-ACCOUNT

A. YIELD is the net annualized yield based on a specified seven calendar
days calculated at simple interest rates. Yield is calculated by
determining the net change, exclusive of capital changes, in the value
of a hypothetical pre-existing account having a balance of one share
at the beginning of the period subtracting a hypothetical charge
reflecting deductions from shareholder accounts and dividing the
difference by the value of the account at the beginning of the base
period to obtain the base period return. The yield is annualized by
multiplying the base period return by 365/7. The yield figure is
stated to the nearest hundredth of one percent.

B. EFFECTIVE YIELD is the net annualized yield for a specified seven
calendar days assuming a reinvestment of the income compounding.
Effective yield is calculated by the same method as yield except the
yield figure is compounded by adding 1, raising the sum to a power
equal to 365 divided by 7, and subtracting one from the result,
according to the following formula:

EFFECTIVE YIELD = [(BASE PERIOD RETURN + 1)365/7] - 1

For purposes of the yield and effective yield computations, the
hypothetical charge reflects recurring charges on the the Separate
Account level, including the annual policy fee.

As described above, yield and effective yield are based on historical
earnings and show the performance of a hypothetical investment and are not
intended to indicate future performance. Yield and effective yield will vary
based on changes in market conditions and the level of expenses.

YIELD CALCULATION: BOND PORTFOLIO SUB-ACCOUNT

YIELD is the net annualized yield based on a specified 30-day (or one
month) period assuming a semiannual compounding of income. Yield is
calculated by dividing the net investment income per unit earned during the
period by the maximum offering price per unit on the last day of the
period, according to the following formula:

YIELD = 2[((A-B)/CD + 1)6 - 1]

Where:

<PAGE>

a = net investment income earned during the period by the
portfolio company attributable to shares owned by the
sub-account
b = expenses accrued for the period (net of reimbursements)
c = the average daily number of units outstanding during the
period
d = the maximum offering price per unit on the last day of the
period.

TOTAL RETURN CALCULATIONS

A. AVERAGE ANNUAL TOTAL RETURN is the average annual compound rate of
return for the periods of one, five, or ten years (or such shorter
periods as may be applicable dating from the commencement of the
Sub-Account's operations) all ended on the date of a recent calendar
quarter.

Average total return quotations reflect changes in the price of a
Portfolio's shares and assume that all dividends and capital gains
distributions during the respective periods were reinvested in
Portfolio shares. Average annual return is calculated by finding the
average annual compound rates of return over the relevant periods that
would equate the initial amount invested to the ending redeemable
value, according to the following formula:

P(1+T)N =ERV

Where:

P = a hypothetical initial investment of $1,000
T = Average Annual Total Return
n = number of years
ERV = ending redeemable value (ERV) at the end of the applicable
period of a hypothetical $1,000 investment made at the
beginning of the applicable period or at the end of the
particular period.

PERFORMANCE COMPARISONS

YIELD AND TOTAL RETURN. Each Sub-Account may from time to time include its
performance in advertising and other sales literature furnished to present or
prospective shareholders. Each Sub-Account may from time to time include in
advertisements its total return (and yield in the case of certain Sub-Accounts),
and the ranking of those performance figures relative to such figures for groups
of other annuities analyzed by Lipper Analytical Services and Morningstar, Inc.
as having the same investment objectives.

The total return and yield may also be used to compare the performance of the
Sub-Accounts against certain widely acknowledged outside standards or indices
for stock and bond market performance. The Standard & Poor's Composite Index of
500 Stocks (the "S&P 500") is a

<PAGE>

market value-weighted and unmanaged index showing the changes in the aggregate
market value of 500 stocks relative to the base period 1941-43. The S&P 500 is
composed almost entirely of common stocks of companies listed on the New York
Stock Exchange, although the common stocks of a few companies listed on the
American Stock Exchange or traded over-the-counter are included. The 500
companies represented include 400 industrial, 60 transportation and 40 financial
services concerns. The S&P 500 represents about 80% of the market value of all
issues traded on the New York Stock Exchange.

The NASDAQ-OTC Price Index (The "NASDAQ Index") is a market value-weighted and
unmanaged index showing the changes in the aggregate market value of
approximately 3,500 stocks relative to the base measure of 100.00 on February 5,
1971. The NASDAQ Index is composed entirely of common stocks of companies
traded over-the-counter and often through the National Association of Securities
Dealers Automated Quotations ("NASDAQ") system. Only those over-the-counter
stocks having only one market maker or traded on exchanges are excluded.

The Morgan Stanley Capital International EAFE Index (the "EAFE Index") is an
unmanaged index, which includes over 1,000 companies representing the stock
markets of Europe, Australia, New Zealand, and the Far East. The EAFE Index is
weighted by market capitalization, and therefore, it has a heavy representation
in countries with large stock markets, such as Japan.

The Lehman Government Bond Index (the "Lehman Government Index") is a measure of
the market value of all public obligations of the U.S. Treasury; all publicly
issued debt of all agencies of the U.S. Government and all quasi-federal
corporations; and all corporate debt guaranteed by the U.S. Government.
Mortgage backed securities, flower bonds and foreign targeted issues are not
included in the Lehman Government Index.

The Lehman Government/Corporate Bond Index (the "Lehman Government/Corporate
Index") is a measure of the market value of approximately 5,300 bonds with a
face value currently in excess of $1.3 trillion. To be included in the Lehman
Government/Corporate Index, an issue must have amounts outstanding in excess of
$1 million, have at least one year to maturity and be rated "Baa" or higher
("investment grade") by a nationally recognized rating agency.

The manner in which total return and yield will be calculated for public use is
described above.

There are no financial statements for the Separate Account since no Certificates
have been sold yet.

<PAGE>

Financial statements to be provided by amendment.

<PAGE>

PART C

<PAGE>

PART C

OTHER INFORMATION

Item 24. Financial Statements and Exhibits

(a) All financial statements are included in Part A and Part B of the
Registration Statement.

(b) (1) A copy of the resolution authorizing the Separate Account is
filed herein.

(2) Not applicable. American Maturity maintains custody of all
assets.

(3) (a) Principal Underwriter Agreement between American Maturity
Life Insurance Company and Hartford Securities Distribution
Company, Inc. is filed herein.

(b) Sales Agreement will be filed by amendment.

(4) A copy of the Group Flexible Premium Variable Annuity Contract and the
Flexible Premium Variable Annuity Certificate are filed herein.

(5) The Enrollment Form is incorporated herein.

(6) (a) Certificate of Incorporation of American Maturity Life Insurance
Company is filed herein.

(b) Bylaws of American Maturity Life Insurance Company are filed
herein.

(7) Not applicable.

(8) Fund Participation agreements are filed herein.

(9) Opinion and consent of Lynda Godkin, Esquire is filed herein.

(10) Consent of Arthur Andersen LLP will be filed by amendment.

(11) No financial statements are omitted.

(12) Not applicable.

(13) Not applicable.

(14) Not applicable.

<PAGE>

Item 25. Directors and Officers of the Depositor

Michael B. Cefole Vice President and Chief Financial
Officer

James Cubanski Assistant Secretary

Lynda Godkin* General Counsel and Secretary

David A. Hall* Senior Vice President and
Chief Investment Officer

Michael J. Loparco Vice President

William B. Malchodi Vice President and Director of Taxes

Thomas M. Marra* Chief Executive Officer

Robert C. Mayne Vice President

Joseph J. Noto* President and Chief Operating Officer

Glenn S. Schafer* Director

Lowndes A. Smith* Chairman

Thomas C. Sutton* Director

George W. Tang Vice President and Actuary

Joseph Tedesco Assistant Secretary

Donald E. Waggaman, Jr. Treasurer

* Indicates a Director

Unless otherwise indicated, the principal business address of each the above
individuals is P.O. Box 2999, Hartford, CT 01604-2999.

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

Exhibit 26 is filed herein with this Registration Statement.

<PAGE>

Item 27. Number of Certificate Owners

As of March 31, 1996 there were no Certificate Owners.

Item 28. Indemnification - The directors and officers of American Maturity and
HSD are covered under a directors and officers liability insurance
policy issued to ITT Hartford Insurance Group and its subsidiaries.
Such policy will reimburse the Registrant for any payments that it
shall make to directors and officers pursuant to law and will, subject
to certain exclusions contained in the policy, further pay any other
costs, charges and expenses and settlements and judgments arising from
any proceeding involving any director or officer of the Registrant in
his past or present capacity as such, and for which he may be liable,
except as to any liabilities arising from acts that are deemed to be
uninsurable. The Registrant hereby undertakes that insofar as
indemnification for liabilities arising under the Securities Act of
1933 (the "Act") 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.

Item 29. Principal Underwriters

(a) HSD acts as principal underwriter for the following companies:

Hartford Life Insurance Company - DC Variable Account I

Hartford Life Insurance Company - Separate Account Two
(DC Variable Account II)

Hartford Life Insurance Company - Separate Account Two
(Variable Account "A")

Hartford Life Insurance Company - Separate Account Two
(NQ Variable Account)

Hartford Life Insurance Company - Separate Account Two
(QP Variable Account)

Hartford Life Insurance Company - Separate Account Two
(Director)

Hartford Life Insurance Company - Putnam Capital Manager Trust
Separate Account

<PAGE>

Hartford Life and Accident Insurance Company - Putnam Capital Manager
Separate Account One

Hartford Life and Accident Insurance Company - Separate Account One

ITT Hartford Life and Annuity Insurance Company - Separate Account One

ITT Hartford Life and Annuity Insurance Company - Separate Account Two

Hartford Life Insurance Company - Separate Account Three

ITT Hartford Life and Annuity Insurance Company - Separate Account
Three

Hartford Life Insurance Company - Separate Account Five

ITT Hartford Life and Annuity Insurance Company - Separate Account
Five

ITT Hartford Life and Annuity Insurance Company - Separate Account Six

(b) Directors and Officers of HSD

Name and Principal Positions and Offices
Business Address With Underwriter
------------------ ----------------------
Bruce D. Gardner Secretary

George R. Jay Controller

Lowndes A. Smith President

Donald E. Waggaman, Jr. Treasurer

Item 30. Location of Accounts and Records

Accounts and records are maintained by:
American Maturity Life Insurance Company
P.O. Box 2999
Hartford, Connecticut 06104-2999

Item 31. Management Services

None

<PAGE>

Item 32. Undertakings

(a) The Registrant hereby undertakes to 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 so long as payments under the variable annuity
contracts may be accepted.

(b) The Registrant hereby undertakes to 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) The Registrant hereby 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.

The Registrant is relying on the no-action letter issued by the Division of
Investment Management to American Council of Life Insurance, Ref. No. IP-6-88,
November 28, 1988. The Registrant has complied with the four provisions of the
no-action letter.

<PAGE>

AMERICAN MATURITY LIFE INSURANCE COMPANY

POWER OF ATTORNEY

Joseph J. Noto, President and Chief Operating Officer
Donald E. Waggaman, Jr., Treasurer
George W. Tang, Vice President and Actuary
Michael B. Cefole, Vice President and Chief Financial Officer
Lowndes A. Smith, Chairman
Thomas M. Marra, Chief Executive Officer
Thomas C. Sutton
David A. Hall, Senior Vice President and Chief Investment Officer
Glenn S. Schafer

do hereby jointly and severally authorize Lynda Godkin and/or Scott Richardson
to sign as their agent, any Registration Statement, pre-effective amendment, and
any post-effective amendment of American Maturity Life Insurance Company under
the Securities Act of 1933 and/or the Investment Company Act of 1940.

IN WITNESS WHEREOF, the undersigned have executed this Power of Attorney for the
purpose herein set forth.

/s/ JOSEPH J. NOTO Dated March 25, 1996
------------------------------- ------------------------
Joseph J. Noto

/s/ DONALD E. WAGGAMAN, JR. Dated March 26, 1996
------------------------------- ------------------------
Donald E. Waggaman, Jr.

/s/ GEORGE W. TANG Dated March 25, 1996
------------------------------- ------------------------
George W. Tang

/s/ MICHAEL B. CEFOLE Dated March 25, 1996
------------------------------- ------------------------
Michael B. Cefole

/s/ LOWNDES A. SMITH Dated March 29, 1996
------------------------------- ------------------------
Lowndes A. Smith

/s/ THOMAS M. MARRA Dated April 2, 1996
------------------------------- ------------------------
Thomas M. Marra

/s/ THOMAS C. SUTTON Dated March 18, 1996
------------------------------- ------------------------
Thomas C. Sutton

/s/ DAVID A. HALL Dated March 26, 1996
------------------------------- ------------------------
David A. Hall

/s/ GLENN S. SCHAFER Dated March 20, 1996
------------------------------- ------------------------
Glenn S. Schafer

<PAGE>

SIGNATURES
----------

As required by the Securities Act of 1933 and the Investment Company Act of
1940, the Registrant has caused this Registration Statement to be signed on
its behalf, in the Town of Simsbury, and State of Connecticut on this 25 day
of June, 1996.

AMERICAN MATURITY LIFE INSURANCE INSURANCE COMPANY
SEPARATE ACCOUNT AMLVA
(Registrant)

*By: /s/ JOSEPH J. NOTO *By: /s/ LYNDA GODKIN
-------------------------------- --------------------------------
Joseph J. Noto Lynda Godkin
President and Chief Operating Attorney-in-Fact
Officer

AMERICAN MATURITY LIFE INSURANCE COMPANY
(Depositor)

*By: /s/ JOSEPH J. NOTO
--------------------------------
Joseph J. Noto
President and Chief Operating
Officer

Pursuant to the requirements of the Securities Act of 1933, this Registration
Statement has been signed by the following persons and in the capacities and on
the dates indicated.

Joseph J. Noto, President and Chief Operating Officer*
Donald E. Waggaman, Jr., Treasurer*
Lynda Godkin, General Counsel and Secretary
George W. Tang, Vice President and Actuary*
Michael B. Cefole, Vice President and Chief
Financial Officer* *By: /s/ LYNDA GODKIN
Lowndes A. Smith, Chairman* ------------------------
Thomas M. Marra, Chief Executive Officer Lynda Godkin
Thomas C. Sutton* Attorney-in-Fact
David A. Hall, Senior Vice President and Chief
Investment Officer* Dated: June 25, 1996
Glenn S. Schafer * ----------------------

<PAGE>

EXHIBIT 1

AMERICAN MATURITY LIFE INSURANCE COMPANY
CONSENT OF DIRECTORS

We, the undersigned, being all of the Directors of American Maturity Life
Insurance Company ("Company"), hereby consent to the following actions, such
actions to have the same force and effect as if taken at a meeting duly held
for such purpose.

ESTABLISHMENT OF SEPARATE ACCOUNT

RESOLVED, that the Company is hereby authorized to establish a new separate
account designated Separate Account AMLVA herein referred to as the "Account".

RESOLVED, that the Officers of the Company are hereby authorized and directed to
take all actions necessary to:

1. Designate or redesignate the Account as such Officers deem appropriate;

2. Comply with applicable state and federal laws and regulations applicable to
the establishment and operation of the Account;

3. Establish, from time to time, the terms and conditions pursuant to which
interests in the Account will be sold to contract owners; and

4. Establish all procedures, standards and arrangements necessary or
appropriate for the operation of the Account.

/s/ LOWNDES A. SMITH /s/ THOMAS M. MARRA
- ------------------------------- ---------------------------------------
Lowndes A. Smith Thomas M. Marra

/s/ LYNDA GODKIN /s/ JOSEPH J. NOTO
- ------------------------------- ---------------------------------------
Lynda Godkin Joseph J. Noto

/s/ THOMAS C. SUTTON /s/ DAVID A. HALL
- ------------------------------- --------------------------------------
Thomas C. Sutton David A. Hall

/s/ GLENN S. SCHAFER
---------------------------------------
Glenn S. Schafer

Dated: February 28, 1996

<PAGE>

EXHIBIT 3a

PRINCIPAL UNDERWRITER AGREEMENT

THIS AGREEMENT, dated as of March 1, 1996, made by and between AMERICAN MATURITY
LIFE INSURANCE COMPANY ("AML" or the "Sponsor"), a corporation organized and
existing under the laws of the State of Connecticut, and HARTFORD SECURITIES
DISTRIBUTION COMPANY, INC. ("HSD"), a corporation organized and existing under
the laws of the State of Connecticut,

WITNESSETH:

WHEREAS, the Board of Directors of AML has made provision for the establishment
of a separate account within AML in accordance with the laws of the State of
Connecticut, which separate account was organized and is established and
registered as a unit investment trust type investment company with the
Securities and Exchange Commission under the Investment Company Act of 1940
("1940 Act"), as amended, and which is designated Separate Account AMLVA of
AMERICAN MATURITY LIFE INSURANCE COMPANY(referred to as the "UIT"); and

WHEREAS, HSD offers to the public a certain Flexible Premium Variable Annuity
Insurance Contract (the "Contract") issued by AML with respect to the UIT units
of interest thereunder which are registered under the Securities Act of 1933
("1933 Act"), as amended; and

WHEREAS, HSD is agreeing to act as distributor in connection with offers
and sales of the Contract under the terms and conditions set forth in this
Principal Underwriter Agreement.

NOW THEREFORE, in consideration of the mutual agreements made herein, AML and
HSD agree as follows:

HSD'S DUTIES

1. HSD, will use its best efforts to effect offers and sales of the Contract
through registered representatives that are members of the National
Association of Securities Dealers, Inc. and who are duly licensed as
insurance agents of AML. HSD is responsible for compliance with all
applicable requirements of the 1933 Act, as amended, the Securities
Exchange Act of 1934 ("1934 Act"), as amended, and the 1940 Act, as
amended, and the rules and regulations relating to the sales and
distribution of the Contract, the need for which arises out of its duties
as principal underwriter of said Contract and relating to the creation of
the UIT.

2. HSD agrees that it will not use any prospectus, sales literature, or any
other printed matter

<PAGE>

or material or offer for sale or sell the Contract if any of the foregoing
in any way represent the duties, obligations, or liabilities of AML as
being greater than, or different from, such duties, obligations and
liabilities as are set forth in this Agreement, as it may be amended from
time to time.

3. HSD agrees that it will utilize the then currently effective prospectus
relating to the UIT's Contracts in connection with its selling efforts.

As to the other types of sales materials, HSD agrees that it will use only
sales materials which conform to the requirements of federal and state
insurance laws and regulations and which have been filed, where necessary,
with the appropriate regulatory authorities.

4. HSD agrees that it or its duly designated agent shall maintain records of
the name and address of, and the securities issued by the UIT and held by,
every holder of any security issued pursuant to this Agreement, as required
by the Section 26(a)(4) of the 1940 Act, as amended.

5. HSD's services pursuant to this Agreement shall not be deemed to be exclu
sive, and it may render similar services and act as an underwriter,
distributor, or dealer for other investment companies in the offering of
their shares.

6. In the absence of willful misfeasance, bad faith, gross negligence, or
reckless disregard of its obligations and duties hereunder on the part of
HSD, HSD shall not be subject to liability under a Contract for any act or
omission in the course, or connected with, rendering services hereunder.

II.

1. The UIT reserves the right at any time to suspend or limit the public
offering of the Contracts upon 30 days' written notice to HSD, except where
the notice period may be shortened because of legal action taken by any
regulatory agency.

2. The UIT agrees to advice HSD immediately:

(a) Of any request by the Securities and Exchange Commission for amendment
of its 1933 Act registration statement or for additional information;

(b) Of the issuance by the Securities and Exchange Commission of any stop
order suspending the effectiveness of the 1933 Act registration
statement relating to units of interest issued with respect to the UIT
or of the initiation of any proceedings for that purpose;

(c) Of the happening of any material event, if known, which makes untrue
any statement in said 1933 Act registration statement or which
requires a change therein in order to make any statement therein not
misleading.

<PAGE>

AML will furnish to HSD such information with respect to the UIT and
the Contracts in such form and signed by such of its officers and
directors and HSD may reasonably request and will warrant that the
statements therein contained when so signed will be true and correct.
AML will also furnish, from time to time, such additional information
regarding the UIT's financial condition as HSD may reasonably request.

III.

COMPENSATION

AML is obligated to reimburse HSD for all operating expenses associated with the
services provided on behalf of the UIT under this Principal Underwriter
Agreement.

IV.

RESIGNATION AND REMOVAL OF PRINCIPAL UNDERWRITER

HSD may resign as a Principal Underwriter hereunder, upon 120 days' prior
written notice to AML. However, such resignation shall not become effective
until either the UIT has been completely liquidated and the proceeds of the
liquidation distributed through AML to the Contract owners or a successor
Principal Underwriter has been designated and has accepted its duties.

MISCELLANEOUS

1. This Agreement may not be assigned by any of the parties hereto without the
written consent of the other party.

2. All notices and other communications provided for hereunder shall be in
writing and shall be delivered by hand or mailed first class, postage
prepaid, addressed as follows:

(a) If to AML - American Maturity Life Insurance Company, Inc. P.O. Box
2999, Hartford, Connecticut 06104.

(b) If to HSD - Hartford Securities Distribution Company, Inc., P.O. Box
2999, Hartford, Connecticut 06104.

or to such other address as HSD or AML shall designate by written notice to
the other.

3. This Agreement may be executed in any number of counterparts, each of which
shall be deemed an original and all of which shall be deemed one
instrument, and an executed copy of this Agreement and all amendments
hereto shall be kept on file by the Sponsor and shall be open to inspection
any time during the business hours of the Sponsor.

<PAGE>

4. This Agreement shall inure to the benefit of and be binding upon the
successor of the parties hereto.

5. This Agreement shall be construed and governed by and according to the laws
of the State of Connecticut.

6. This Agreement may be amended from time to time by the mutual agreement and
consent of the parties hereto.

7. (a) This Agreement shall become effective March 1, 1996 and shall continue
in effect for a period of two years from that date and, unless sooner
terminated in accordance with 7(b) below, shall continue in effect
from year to year thereafter provided that its continuance is
specifically approved at least annually by a majority of the members
of the Board of Directors of AML.

(b) This Agreement (1) may be terminated at any time, without the payment
of any penalty, either by a vote of a majority of the members of the
Board of Directors of AML on 60 days' prior written notice to HSD; (2)
shall immediately terminate in the event of its assignment and (3) may
be terminated by HSD on 60 days' prior written notice to AML, but such
termination will not be effective until AML shall have an agreement
with one or more persons to act as successor principal underwriter of
the Contracts. HSD hereby agrees that it will continue to act as
successor principal underwriter until its successor or successors
assume such undertaking.

<PAGE>

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly
executed and their respective corporate seals to be hereunto affixed and
attested, all as of the day and year first above written.

AMERICAN MATURITY LIFE INSURANCE COMPANY

BY: /s/ MICHAEL B. CEFOLE
------------------------------------
Michael B. Cefole
Vice President and
Chief Financial Officer

HARTFORD SECURITIES DISTRIBUTION
COMPANY, INC.

BY: /s/ GEORGE JAY
------------------------------------
George Jay
Controller

(SEAL)

Attest:

/s/ LYNDA GODKIN
- --------------------------------

<PAGE>

GROUP FLEXIBLE PREMIUM VARIABLE
ANNUITY CONTRACT

AMERICAN MATURITY LIFE INSURANCE COMPANY
200 Hopmeadow Street
Simsbury, Connecticut 06089
(a stock life insurance company, herein called the "Company")

Agrees with the Contract Owner to provide benefits as provided herein.

This is a Group Variable Annuity Contract.

The Contract Specifications on Page 3 and the conditions and provisions on this
and the following pages are part of the Contract.

Signed for the Company

Joseph J. Noto, President Lynda Godkin, Secretary

<PAGE>

TABLE OF CONTENTS

SECTION
Page

1. Contract Specifications 3

2. Definitions 6

3. Premium Payments 9

4. Valuation Provisions 10

5. Transfers 11

6. Annual Fees and Deductions 12

7. Control Provisions 13

8. General Provisions 14

9. Surrender Provisions 16

10. Annuity Benefits 21

11. Annuity Tables 24

2
<PAGE>

1. CONTRACT SPECIFICATIONS

Contract Owner: The AARP Group Annuity Trust

Contract Holder: The Executive Director of the American
Association of Retired Persons (AARP)
Trustee for the AARP Group Annuity Trust

Contract Effective Date: XX, 1996

Contract Number: 10

Eligibility Requirements: Members of the American Association
of Retired Persons,
herein referred to as
members.

This Contract affords members the right to participate in a flexible premium
variable annuity under the terms and conditions contained herein. To
participate, the member submits an Enrollment Form, a premium payment, and any
other required administrative forms. The Company may accept the member's
Enrollment Form according to the Certificate Issue Requirements below and
according to state and federal law applicable to variable annuities.

Upon accepting a member's Enrollment Form, the Company will send the member a
Certificate of Participation (herein "Certificate").

CERTIFICATE ISSUE REQUIREMENTS

MAXIMUM ISSUE AGE:
90

MINIMUM PURCHASE PAYMENT:
$5,000

MINIMUM SUBSEQUENT PAYMENT:
$250 - ($100 for systematic deposit program)

MAXIMUM AGGREGATE PURCHASE WITHOUT COMPANY CONSENT:
$1,000,000

3
<PAGE>

CERTIFICATE SPECIFICATIONS:

ANNUAL WITHDRAWAL AMOUNT:
A Contingent Deferred Sales Charge is not assessed against any withdrawals made
each Certificate Year, on a non-cumulative basis, of up to 10% of premium
payments remaining in the Certificate as of the last Certificate Anniversary.

ANNUAL FEE:
$25 on each Certificate Anniversary before the Annuity Commencement Date, or at
the time of full surrender, if the Certificate Value is less than $50,000 on
either date.

MORTALITY AND EXPENSE RISK CHARGE:
0.65% per annum of the average daily Sub-Account value

ADMINISTRATION CHARGE:
0.20% per annum of the average daily Sub-Account value

MINIMUM FIXED ACCOUNT INTEREST RATE:
3%

CONTINGENT DEFERRED SALES CHARGE SCHEDULE:
See "Contingent Deferred Sales Charge" provisions for a description of the
Contingent Deferred Sales Charge. The Contingent Deferred Sales Charge is a
percentage of the Gross Surrender Value (not to exceed the aggregate amount of
premium payments made) and equals:

CHARGE CERTIFICATE YEAR
5% 1
4% 2
3% 3
2% 4
1% 5
0% 6 and thereafter

SEPARATE ACCOUNT:
Separate Account AMLVA

AVAILABLE SUB-ACCOUNTS: BASED ON FUND:

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Money Market Portfolio Money Market Portfolio
of the Scudder Variable Life Investment
Fund

Bond Portfolio Bond Portfolio
of the Scudder Variable Life Investment
Fund

Balanced Portfolio Balanced Portfolio
of the Janus Aspen Series

Asset Manager Growth Portfolio Asset Manager Growth Portfolio
of Fidelity Variable Insurance Products
Fund II

Growth & Income Portfolio Growth & Income Portfolio
of the Scudder Variable Life Investment
Fund

Contrafund Portfolio Contrafund Portfolio
of Fidelity Variable Insurance Products
Funds II

Capital Growth Portfolio Capital Growth Portfolio
of the Scudder Variable Life Investment
Fund

Growth Portfolio Growth Portfolio
of the Fidelity Variable Insurance
Products Fund

Worldwide Growth Portfolio Worldwide Growth Portfolio
of the Janus Aspen Series

Or other Sub-Accounts as may be made available from time to time.

<PAGE>
2. DEFINITIONS

ACCUMULATION UNIT - A unit of measure used to calculate the value of a
Sub-Account of a Certificate before the Annuity Commencement Date.

ADMINISTRATION CHARGE - A dollar amount that the Company deducts to cover
administrative expenses. This charge is an annual percentage. It is shown on
the Contract Specifications Page.

ADMINISTRATIVE OFFICE OF THE COMPANY -- Currently located at 700 Newport Center
Drive, Newport Beach, California 92660. All correspondence should be sent to
our mailing address at P.O. Box 7005, Pasadena, CA 91109-7005. Any additional
premium payments should be sent to P.O. Box 100194, Pasadena, CA 91189-0194.

AMLVA - See "Separate Account."

ANNUAL FEE - An amount that is deducted from the Certificate at the end of each
Certificate Year before the Annuity Commencement Date, or on the date of full
surrender of the Certificate, if earlier. The fee reimburses certain costs in
administering the Certificates and the Separate Account; the Company does not
intend to realize a profit from this fee.

ANNUITANT - The person on whose life an annuity is purchased.

ANNUITY - An Annuity is a contract with an insurance company in which an
individual deposits a sum of money (premium) and the insurer guarantees to make
periodic income payments to that individual for a specified period, or for life.

ANNUITY COMMENCEMENT DATE - The date on which the Certificate Owner's selected
Annuity Option, to receive regular annuity payments, becomes effective.

ANNUITY PERIOD - The period during which the Certificate Owner receives
scheduled income payments according to the annuity option the Certificate Owner
selected.

ANNUITY UNIT - A unit of measure used to calculate the value of annuity payments
under the variable annuity option.

BENEFICIARY - The person entitled to receive benefits according to the terms of
the Contract in case of the death of a Certificate Owner or Annuitant, as
applicable.

BUSINESS DAY - Every day the New York Stock Exchange is open for trading. The
end of the Business Day is the close of the New York Stock Exchange. The New
York Stock Exchange normally closes at 4:00 p.m. Eastern time.

CERTIFICATE - The Certificate Owner's policy. The Certificate is issued by the
Company to the Certificate Owner. It is evidence that the Certificate Owner, or
someone on behalf of the Certificate Owner, made a premium payment under this
Contract.

CERTIFICATE ANNIVERSARY - An anniversary of the Certificate Date. Similarly,
Certificate Years are measured

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from the Certificate Date. The Certificate Date is shown on the Certificate in
the Certificate Specifications section.

CERTIFICATE DATE - The effective date of the Certificate (the date on which the
Certificate Owner's annuity takes effect).

CERTIFICATE OWNER - The owner(s) of the Certificate.

CERTIFICATE VALUE - The value of the Sub-Account(s) plus the value of the Fixed
Account on any Business Day.

CERTIFICATE YEAR - Each 12-month period starting on the Certificate Date and
ending the day before Certificate Anniversary.

COMPANY - American Maturity Life Insurance Company, sometimes referred to as
"the Company."

CONTINGENT ANNUITANT - The person designated by the Certificate Owner who, upon
the Annuitant's death prior to the Annuity Commencement Date, becomes the
Annuitant.

CONTINGENT DEFERRED SALES CHARGE ("CDSC") - A surrender charge that may be
deducted from the Certificate Owner's Certificate Value if a withdrawal is made
from the Certificate within a certain number of years. See "Contingent
Deferred Sales Charge" under the Surrender Provisions of the Certificate
(Section 6, Page 17).

CONTRACT OWNER - The AARP Group Annuity Trust.

DUE PROOF OF DEATH - A certified copy of the death certificate, an order of a
court of competent jurisdiction, a statement from a physician who attended the
deceased, or any other proof acceptable to the Company.

ENROLLMENT FORM - The form the Certificate Owner completes in order to purchase
the Certificate.

FIXED ACCOUNT - An investment option that earns a rate of interest of at least
3% per annum. Amounts invested in the Fixed Account become part of the
Company's General Account.

FUND(S) - Currently the Funds listed on the Contract Specifications page, or any
other Fund(s) that the Company may add from time to time.

GENERAL ACCOUNT - All assets of the Company other than those allocated to the
Separate Accounts of the Company.

GROSS SURRENDER VALUE - The Certificate Value (dollar amount) that is deducted
from the Certificate when the Certificate Owner makes a full or partial
surrender.

MORTALITY AND EXPENSE RISK CHARGE - A dollar amount that the Company deducts
from the Sub-Accounts to cover administrative expenses and mortality risks.
This charge is an annual percentage and is shown on the Contract Specifications
Page.

NET INVESTMENT FACTOR - A factor used to determine the value of Accumulation
Units or Annuity Units each day.

NET SURRENDER VALUE - The amount payable to the Certificate Owner on a
surrender after the deduction for any unpaid Taxes and any Contingent Deferred
Sales Charge. If the Certificate Owner fully surrenders the Certificate the
Annual Fee is also deducted.

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<PAGE>

SEPARATE ACCOUNT ("SEPARATE ACCOUNT AMLVA") - An account established by the
Company to separate the assets funding the variable benefits for the class of
contracts to which the Certificate belongs from the other assets of the Company.
The assets in the Separate Account are not chargeable with liabilities arising
out of any other business the Company may conduct. The Separate Account and
the Funds, which are the underlying securities of the Separate Account, are
listed on the Contract Specifications of this Contract.

SUB-ACCOUNT - The subdivisions of the Separate Account. The Certificate Owner
purchases units of the Sub-Accounts to participate in the investment experience
of the underlying Funds.

SURRENDER - A full or partial withdrawal from the Certificate.

TAXES - The amount of tax, if any, charged by a federal, state or municipal
entity on premium payments or Certificate Values.

TOTAL DISABILITY - Totally Disabled means a disability that: (1) results from
bodily injury or disease; (2) begins while the Certificate is in force; (3) has
existed continuously for at least 12 months; and (4) prevents the Certificate
Owner from engaging in the substantial and material duties of the Certificate
Owner's regular occupation.

3. PREMIUM PAYMENTS

PREMIUM PAYMENTS

Premium payments may be accepted at the Administrative Office of the Company.
Payments are made by check

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<PAGE>

payable to American Maturity Life Insurance Company or by any other method that
the Company may deem acceptable. The initial premium payment, and the minimum
subsequent payment that the Company may accept, are shown in the Contract
Specifications. The Company reserves the right to limit the amount of a premium
payment.

ALLOCATION OF PREMIUM PAYMENTS

The initial premium payment is allocated to those Sub-Accounts and/or Fixed
Account the Certificate Owner selected on his Enrollment Form. The same
allocations are made for subsequent premium payments unless otherwise directed
by the Certificate Owner. Any allocation to a Sub-Account or Fixed Account must
be at least equal to the Company's minimum amount rules then in effect.

Certain laws in some states require a full return of premium upon the exercise
of the Right to Examine (shown on the front page of the Certificate). For
Certificates sold in those states, the Company will allocate premium payments to
the Money Market Sub-Account for the period during which the Right to Examine
may be exercised according to state law.

PREMIUM TAXES AND OTHER TAXES

A deduction is made for premium taxes or other taxes ("Taxes") which are imposed
by some states or other governmental entities. The Company will determine when
taxes have resulted from the receipt of premium payments, the commencement of
annuity payments, or the investment experience of the Separate Account. The
Company may, at its discretion, pay taxes when due and deduct that amount from
the Certificate Value at a later date. Payment at a earlier date does not waive
any right that the Company may have to deduct amounts at a later date. The
Company reserves the right to establish a provision for federal income taxes if
it determines, in its sole discretion, that it will incur a tax as a result of
the operation of the Separate Account.

4. VALUATION PROVISIONS

THE FIXED ACCOUNT

If the Certificate Owner allocates any premium payments to the Fixed Account,
the Fixed Account will earn interest at no less than a 3% annual effective rate.
The Company, in its sole discretion, may credit interest rates greater than 3%.
The Company will determine the value of the Fixed Account daily by crediting
interest to the

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<PAGE>

Fixed Account.

THE SUB-ACCOUNTS

The available Sub-Accounts and their underlying investments are listed in the
Contract Specifications. The Certificate Owner may allocate premium payments to
one or more Sub-Accounts. Any premium payment allocated to a Sub-Account is
applied to provide for a number of Accumulation Units with respect to that
Sub-Account.

ACCUMULATION UNITS

The number of Accumulation Units credited to each Sub-Account is determined by
dividing the premium payment allocated to a Sub-Account by the dollar value of
one Accumulation Unit for such Sub-Account, next computed after the receipt of a
premium payment by the Company. The number of Accumulation Units so determined
will not be affected by any subsequent change in the value of such Accumulation
Units. The Accumulation Unit value in any Sub-Account may increase or decrease
from day to day as described below.

NET INVESTMENT FACTOR

The net investment factor for each of the Sub-Accounts is equal to the net asset
value per share of the corresponding Fund at the end of the valuation period
(plus the per share amount of any unpaid dividends or capital gains by the Fund)
divided by the net asset value per share of the corresponding Fund at the
beginning of the valuation period and subtracting from that amount the Mortality
and Expense Risk Charge and the Administration Charge shown in the Contract
Specifications.

ACCUMULATION UNIT VALUE

The Accumulation Unit Value for each Sub-Account will vary to reflect the
investment experience of the applicable Fund. The Accumulation Unit Value is
determined on each Business Day by multiplying the Accumulation Unit Value of
the particular Sub-Account on the preceding Business Day by the net investment
factor for that Sub-Account for the valuation period then ended. The value of
the Sub-Account on each Business Day is then calculated by multiplying the
number of Accumulation Units in that Sub-Account by the Accumulation Unit Value
on that Business Day.

5. TRANSFERS

TRANSFERS AMONG THE SUB-ACCOUNTS AND/OR FIXED ACCOUNT

At any time before the Annuity Commencement Date, the Certificate Owner may
transfer values among the Sub-Accounts and/or the Fixed Account.

After a transfer, if the remaining value of any Sub-Account or Fixed Account is
less than $500, the Company

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<PAGE>

reserves the right to transfer the entire remaining balance. The Company
reserves the right to defer transfers from the Fixed Account for up to six
months from the date of request.

After the Annuity Commencement Date, the Certificate Owner may elect in writing
to transfer values among the Sub-Accounts once every three (3) months.

ALL TRANSFERS

The Company reserves the right to limit the number of transfers to twelve (12)
per Certificate Year, with no two (2) transfers occuring on consecutive business
days. The Company reserves the right to limit the size, number, and frequency
of transfers. Further, the Company may restrict or suspend transfers. The
Company may reject any transfer request, or the Company may impose a fee of up
to $15 for any unscheduled transfer in excess of 12 transfers in any Certificate
Year. The Company reserves the right to accept transfer instructions solely
from the Certificate Owner and not from a representative, agent or person acting
under a power of attorney for the Certificate Owner.

6. ANNUAL FEES AND DEDUCTIONS

ANNUAL FEE

Before the Annuity Commencement Date, each year an Annual Fee is deducted from
the Certificate. The Annual Fee is deducted on each Certificate Anniversary, or
on the date of surrender of the Certificate, if earlier. The Annual Fee is
deducted from the Certificate Value by reducing each Sub-Account and Fixed
Account pro-rata according to the value in each on that day.

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<PAGE>

The Fixed Account will be reduced by the pro-rata dollar amount. The
Sub-Accounts will be reduced by a number of Accumulation Units. The number of
Accumulation Units deducted from the Sub-Account is determined by dividing the
pro-rata portion of the Annual Fee applicable to that Sub-Account, by the value
of an Accumulation Unit for the Sub-Account on the date the Annual Fee is
deducted.

SEPARATE ACCOUNT CHARGES

Each Business Day, a charge is deducted from each Sub-Account equal to the
Mortality and Expense Risk Charge and the Administration Charge shown in the
Contract Specifications.

7. CONTROL PROVISIONS

ANNUITANT, CONTINGENT ANNUITANT AND CERTIFICATE OWNER(S)

The Annuitant may not be changed.

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<PAGE>

foregoing, if no Contingent Annuitant has been named and the Certificate
Owner/Annuitant's spouse is the Beneficiary, it will be assumed that the
Certificate Owner/Annuitant's spouse is the Contingent Annuitant. A Certificate
Owner who is a non-natural person may not designate a Contingent Annuitant.

The Certificate Owner has the sole power to exercise all the rights, options and
privileges granted by the Certificate or permitted by the Company and to agree
with the Company to any change in or amendment to the Certificate. The rights
of the Certificate Owner shall be subject to the rights of any assignee of
record with the Company and of any irrevocably designated Beneficiary. In the
case of joint Certificate Owners, each Certificate Owner alone may exercise all
rights, options and privileges, except with respect to the Surrender Provisions
and change of ownership or Beneficiary. If the Certificate Owner dies on or
after the Annuity Commencement Date, then the Joint Certificate Owner, or if
none, the Annuitant, becomes the Certificate Owner.

BENEFICIARY

The Designated Beneficiary will remain in effect until changed by the
Certificate Owner. Changes in the Designated Beneficiary may be made during the
lifetime of the Annuitant by written notice to the Administrative Office of the
Company. If the Designated Beneficiary has been designated irrevocably,
however, such designation cannot be changed or revoked without such
Beneficiary's written consent. Upon receipt of such notice and written consent,
if required, at the Administrative Office of the Company, the new designation
will take effect as of the date the notice is signed, whether or not the
Annuitant or Certificate Owner is alive at the time of receipt of such notice.
The change will be subject to any payment made or other action taken by the
Company before the receipt of the notice.

In the event of the death of the Annuitant when there is no surviving Contingent
Annuitant, the Beneficiary shall be the surviving Certificate Owner, or joint
Certificate Owners, if applicable, notwithstanding that the Designated
Beneficiary may be different. Otherwise, the Beneficiary will be the Designated
Beneficiary then in effect. If the Annuitant is the sole Certificate Owner and
there is no Designated Beneficiary in effect, the Annuitant's estate will be the
Beneficiary.

In the event of the death of a Certificate Owner prior to the Annuity
Commencement Date, the Beneficiary will be as follows. Upon the death of the
joint Certificate Owner, the Beneficiary will be the surviving joint Certificate
Owner, notwithstanding that the designated Beneficiary may be different. If the
Certificate Owner was the sole Certificate Owner, the Beneficiary shall be the
Designated Beneficiary then in effect. If no Beneficiary designation is in
effect or if the Designated Beneficiary has died prior to the death of the
Certificate owner, the Certificate Owner's estate shall be the Beneficiary.

8. GENERAL PROVISIONS

THE CONTRACT

This Contract and the Application constitute the entire Contract.

MODIFICATION

The Contract or the Certificates cannot be modified except over the signature of
the President, a Vice President, a Secretary or an Assistant Secretary of the
Company.

The Company reserves the right to modify the Contract and Certificates, but only
if such modification: (i) is necessary to make the Contract and Certificates or
the Separate Account comply with any law or regulation issued

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<PAGE>

by a governmental agency to which the Company is subject; (ii) is necessary to
assure continued qualification of the Contract and Certificates under the
Internal Revenue Code or other federal or state laws relating to retirement
annuities or annuity contracts; (iii) is necessary to reflect a change in the
operation of the Separate Account or the Sub-Account(s); (iv) provides
additional Sub-Account or Fixed Account options; or (v) withdraws Sub-Account or
Fixed Account options. In the event of any such modification, the Company will
provide notice to the Contract Owner and Certificate Owner, or to the
Annuitant(s) during the annuity period. The Company may also make appropriate
endorsements to the Contract and Certificate to reflect such modification.

MINIMUM VALUE STATEMENT

Any Net Surrender Values, death benefits or settlement provisions available
under the Certificate equal or exceed those required by the state in which the
Certificate is delivered.

NON-PARTICIPATION

This Contract and the Certificates do not share in the surplus earnings of the
Company. That portion of the assets of the Separate Account equal to the
reserves and other contract liabilities of the Separate Account shall not be
chargeable with liabilities arising out of any other business the Company may
conduct.

MISSTATEMENT OF AGE AND SEX

All statements made by the Certificate Owner are deemed to be true and complete
to the best of his/her knowledge and belief.

If the age and/or sex of the Annuitant and/or Certificate Owner is incorrectly
stated, death benefits or annuity payments will be adjusted to the payment which
would have been provided at the correct age and sex. The payments will be
adjusted for any overpayments or underpayments that may have been made. The
adjusted annuity payment or death benefit will include interest of 3% per annum
in the event of an underpayment or will deduct interest of 3% per annum in the
event of an overpayment.

PROTECTION OF PROCEEDS
To the extent permitted by law, no values under the Certificate will be subject
to the debts, contracts, or engagements of any Beneficiary, and all such values
shall be free from legal process and the claims of any creditors.

REPORTS TO THE CERTIFICATE OWNER

The Certificate Owner shall receive copies of any shareholder reports of the
Funds and of any other notices, reports or documents required by law to be
delivered to Certificate Owners. The Company will also deliver to the
Certificate Owner, at least quarterly, a statement showing the Certificate
Value.

VOTING RIGHTS

The Company shall notify the Certificate Owner of any Fund shareholder's
meetings at which the shares held for the Certificate Owner Sub-Account may be
voted. The Company shall also send the Certificate Owner proxy

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<PAGE>

materials and a form of instruction so that the Certificate Owner can instruct
the Company how to vote the shares held for the Certificate Owner's Sub-Account.
The Company shall arrange for the handling and tallying of proxies received from
Certificate Owners. The Company will vote the Fund shares in accordance with
the instructions received from the Certificate Owners having the right to give
voting instructions. If the Certificate Owner desires to attend any meeting
which shares held for the Certificate Owner's benefit may be voted, the
Certificate Owner may request the Company to furnish a proxy or otherwise
arrange for the exercise of voting rights with respect to the Fund shares held
for such Certificate Owner's Sub-Account.

In the event that the Certificate Owner gives no instructions or leaves the
manner of voting discretionary, the Company will vote such shares of the
appropriate Fund in the same proportion as shares of that Fund for which
instructions have been received. Also, the Company will vote the Fund shares in
this proportionate manner which are held by the Company for its own Sub-Account.
During the annuity period under a Certificate the number of votes will decrease
as the assets held to fund annuity benefits decrease.

SUBSTITUTION

The Company reserves the right to substitute the shares of any other registered
Investment Company for the shares of any Fund already purchased or to be
purchased in the future by the Separate Account provided that the substitution
has been approved by the Securities and Exchange Commission. The Company also
may limit further purchases of such shares.

CHANGE IN THE OPERATION OF THE SEPARATE ACCOUNT

At the Company election and subject to any necessary vote by persons having the
right to give instructions with respect to the voting of the Fund shares held by
the Sub-Accounts, the Separate Account may be operated as a management company
under the Investment Company Act of 1940 or it may be deregistered under the
Investment Company Act of 1940 in the event registration is no longer required.
Deregistration of the Separate Account requires an order by the Securities and
Exchange Commission.

PROOF OF SURVIVAL
The payment of any annuity benefit will be subject to evidence that the
Annuitant is alive on the date such payment is otherwise due.

9. SURRENDER PROVISIONS

FULL SURRENDER

Beginning 30 days after the Certificate Date, at any time prior to the Annuity
Commencement Date, the Certificate Owner has the right to terminate the
Certificate by submitting a written request to the Administrative Office . In
such event, the Certificate Owner will be entitled to the Net Surrender Value of
the Certificate.

On any Business Day, the Gross Surrender Value of the Certificate for a full
surrender equals the Certificate Value. The Net Surrender Value of the
Certificate is equal to the Gross Surrender Value minus:

(a) any applicable Taxes not previously deducted;
(b) the Annual Fee as specified in the Contract Specifications (for full, not
partial, surrenders); and
(c) any applicable Contingent Deferred Sales Charge as specified in the
Contract Specifications.

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<PAGE>

PARTIAL SURRENDERS

Beginning 30 days after the Certificate date, and before the Annuity
Commencement Date, the Certificate Owner may partially surrender Certificate
Values and receive a Net Surrender Value.

Any partial surrender request must be in writing. If the Certificate Owner does
not specify which Sub-Account(s) or Fixed Account from which the partial
surrender is to be taken, the surrender will be effected on a pro rata basis
according to the value in each Sub-Account or Fixed Account.

For any partial surrender, the Certificate Values remaining after the surrender
must be at least equal to the Company's minimum amount rules then in effect. If
the remaining Certificate Value following such surrender is less than the
Company's minimum amount rules, the Certificate will be terminated and the
Company will pay the Net Surrender Value as if it were a full surrender.

The Company reserves the right to deduct a partial surrender fee of up to $15
per partial surrender in excess of 12 partial surrenders during any Certificate
Year. The fee would be deducted on a pro-rata basis from Certificate Values
held in the Sub-Accounts and Fixed Account immediately after the partial
surrender.

CONTINGENT DEFERRED SALES CHARGES "CDSC"

Unless specified otherwise, a Contingent Deferred Sales Charge ("charge") is
assessed against any premium payments surrendered before the end of the charge
period shown in the Contingent Deferred Sales Charge Schedule in the Contract
Specifications. In the Schedule, the length of time from the Certificate Date
to the time of surrender determines the charge. The charge is a percentage of
the Gross Surrender Value attributable to premium payments. For this purpose,
premium payments will be deemed to be surrendered before any other Certificate
Values. When the total Gross Surrender Value equals all premium payments, a
Contingent Deferred Sales Charge will not be assessed against the surrender of
the remaining Certificate Value.

The Company will not assess a Contingent Deferred Sales Charge against
withdrawals that qualify for the Annual Withdrawal Amount shown in the Contract
Specifications. Withdrawals of values in excess of the Annual Withdrawal
Amount will be subject to Contingent Deferred Sales Charges, according to the
Contingent Deferred Sales Charge Schedule, if applicable.

No Contingent Deferred Sales Charges will be assessed against Certificate
Values:

- - applied to an Annuity Option (see Section 10, Page 23);
- - equal to the Annual Withdrawal Amount described in the Certificate
Specifications;
- - surrendered to meet the minimum distribution rules under the Internal
Revenue Code as they apply to amounts held under the Certificate ( see
Section 9, Page18 );
- - surrendered while the Certificate Owner is confined to a nursing home( see
Section 9, Page 18)
- - surrendered while the Certificate Owner is under age 65 and is totally
disabled at the time of the surrender request( see Section 9, Page 18);
- - surrendered when there is medical evidence that the life expectancy of the
Certificate Owner is less than twelve months ( see Section 9, Page 18)
- - if the Certificate terminates due to the death of the Certificate Owner or
Annuitant, as applicable;

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<PAGE>

SURRENDERS NOT SUBJECT TO CONTINGENT DEFERRED SALES CHARGES

NURSING HOME CONFINEMENT: No Contingent Deferred Sales Charge is assessed upon
surrenders that occur during the Certificate Owner's confinement in a facility
certified as a nursing home. Such confinement must (1) have been continuous for
at least 90 days before the surrender request; (2) must be at the recommendation
of a U.S. licensed physician; (3) must be for medically necessary reasons and;
(4) must be confined at the time of the surrender request.

DISABILITY: No Contingent Deferred Sales Charge is assessed upon surrenders
that occur when the Certificate Owner is under age 65 and Totally Disabled. The
Certificate Owner must provide written proof, satisfactory to the Company, that
the Certificate Owner is Totally Disabled. Totally Disabled means a disability
that: (1) results from bodily injury or disease; (2) begins while the
Certificate is in force; (3) has existed continuously for at least 12 months;
and (4) prevents the Certificate Owner from engaging in the substantial and
material duties of the Certificate Owner's regular occupation. During the first
12 months of Total Disability, regular occupation means the Certificate Owner's
usual full time (at least 30 hours per week) work when Total Disability begins.
The Company reserves the right to require reasonable proof of such work. After
the first 12 months of Total Disability, regular occupation means that for which
the Certificate Owner is reasonably qualified by education, training or
experience.

TERMINAL ILLNESS: No Contingent Deferred Sales Charge is assessed upon
surrenders that occur when the Certificate Owner has been diagnosed by a U.S.
licensed physician with a medical condition that results in a life expectancy of
less than twelve months. The Certificate Owner must provide written proof,
satisfactory to the Company, that the Certificate Owner has been diagnosed with
a medical determinable condition that results in a life expectancy of less than
twelve months.

IRS MINIMUM DISTRIBUTIONS: No Contingent Deferred Sales Charge is assessed
against surrenders necessary to meet the minimum distribution requirements set
forth in Section 401(a) of the Internal Revenue Code as such requirements apply
to amounts held under the Certificate. The Certificate Owner must indicate on
his written request for surrender that the surrender is a required minimum
distribution.

TERMINATION AFTER THE ANNUITY COMMENCEMENT DATE

The Certificate Owner may not surrender the Certificate for its Net Surrender
Value after the Annuity Commencement Date.

PAYMENT ON SURRENDER - DEFERRAL OF PAYMENT

Payment on any request for surrender will be made as soon as possible and, with
respect to the Certificate Values in the Sub-Accounts, no later than seven days
after the written request is received by the Company. However, such payment may
be subject to postponement:

(a) for any period during which the New York Stock Exchange is closed or during
which trading on the New York Stock Exchange is restricted;

(b) for any period during which an emergency exists as a result of which (i)
disposal of the securities held in the Sub-Accounts is not reasonably
practicable, or (ii) it is not reasonably practicable for the value of the
net assets of the Separate Account to be fairly determined; and

17
<PAGE>

(c) for such other periods as the Securities and Exchange Commission may, by
order, permit for the protection of the Certificate Owners. The conditions
under which trading shall be deemed to be restricted or any emergency shall
be deemed to exist shall be determined by rules and regulations of the
Securities and Exchange Commission.

The Company may defer payment of any amounts from the Fixed Account for up to
six months from the date of the request to surrender. If the Company defer
payment for more than 30 days, the Company will pay interest of at least 3% per
year on the amount deferred, calculated as of the date of receipt of the
request.

DEATH BENEFIT

A Death Benefit will be paid if the Annuitant dies prior to the Annuity
Commencement Date and there is no designated Contingent Annuitant surviving, or
if any Certificate Owner dies prior to the Annuity Commencement Date. The Death
Benefit will be payable to the Beneficiary as determined under the Control
Provisions of this Contract.

The Death Benefit is equal to the greater of: (a) total Purchase Payments less
any prior Gross Surrenders and Withdrawals since the Certificate Date or (b) the
Certificate Value. The Death Benefit shall be calculated as of the end of the
valuation period during which the Company receives Due Proof of Death.

The Death Benefit may be taken in a lump sum or under any of the settlement
options then being offered by the Company, subject, however to the Required
Distribution provisions below. When payment of the Death Benefit is taken in
one lump sum, payment will be made within 7 days after the date Due Proof of
Death is received, except when the Company is permitted to defer such payment
under the Investment Company Act of 1940. Payment to the Beneficiary, other
than in a lump sum, may only be elected during the sixty-day period beginning
with the date of receipt of Due Proof of Death.

DEATH OF ANNUITANT AFTER ANNUITY COMMENCEMENT DATE

In the event of the death of the Annuitant after the Annuity Commencement Date,
a Death Benefit, equal to the present value of any remaining payments under the
annuity option chosen, will be paid in one sum to the Beneficiary unless other
provisions shall have been made and approved by the Company.

If the Annuitant dies after the Annuity Commencement Date but before the Company
issues the payee's first check, the Beneficiary will be entitled to the Net
Surrender Value applied to the Annuity Option, without assessment of the
Contingent Deferred Sales Charge or Annual Fee.

REQUIRED DISTRIBUTIONS

A. DEATH OF OWNER OR PRIMARY ANNUITANT

Subject to the alternative election or spouse beneficiary provisions in
subsection B or C below, and to the tax qualification provision in subsection D
below:

1. If any Certificate Owner dies on or after the Annuity Commencement Date and
before the entire interest in this Certificate has been distributed, the
remaining portion of such interest shall be distributed at least as

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rapidly as under the method of distribution being used as of the date of
such death.

2. If any Certificate Owner dies before the Annuity Commencement Date, the
entire interest in this Certificate will be distributed within 5 years
after such death.

3. If the Certificate Owner is not an individual, then for purposes of the
immediately preceding paragraph 1 or 2, the primary annuitant under this
Certificate shall be treated as the Certificate Owner for purposes of these
Required Distributions only, and any change in the primary annuitant shall
be treated as the death of the Certificate Owner. The primary annuitant is
the individual, the events in the life of whom are of primary importance in
affecting the timing or amount of the payout under the Certificate.

B. ALTERNATIVE ELECTION TO SATISFY DISTRIBUTION REQUIREMENTS

If any portion of the interest of a Certificate Owner described in subsection A
immediately above is payable to or for the benefit of a designated beneficiary,
and such beneficiary elects within a period of less than one year after such to
have such portion distributed over a period that: (1) does not extend beyond
such beneficiary's life (or life expectancy) and (2) starts within 1 year after
such death, for purposes of satisfying the requirements of paragraph A.1 or A.2
immediately above, such portion shall be treated as distributed entirely on the
date such periodic distributions begin. Such beneficiary may elect any
settlement option allowed by the Company, subject to any restrictions imposed by
any regulations under Section 72(s) of the Internal Revenue Code.

C. SPOUSE BENEFICIARY

In the event of the Certificate Owner's death where the sole Beneficiary is the
spouse of the Certificate Owner and the Annuitant or Contingent Annuitant is
living, such spouse may elect, in lieu of receiving the Death Benefit, to be
treated as the Certificate Owner for purposes of subsection A. Only one such
spousal election may be made with respect to any Certificate.

D. TAX QUALIFICATION

The Contract (and any Certificate thereunder) is intended to qualify as an
annuity contract for Federal income tax purposes. To that end, the provisions
of this Contact (and any such Certificate) are to be interpreted to ensure or
maintain such tax qualification, notwithstanding any other provisions to the
contrary. Payments and distributions under this Contract shall be made in a
timely manner necessary to maintain such qualification under the applicable
provisions in the Internal Revenue Code in existence at the time this Contract
is issued. Notwithstanding any other provisions to the contrary, the Company
reserves the right to amend this Contract and Certificate to reflect any
clarifications that may be needed or are appropriate to maintain such tax
qualification or to conform this Contract or Certificate to any applicable
changes in the tax qualification requirements. The Company will send the
Certificate Owner a copy of any such amendment.

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10. ANNUITY BENEFITS

ANNUITY COMMENCEMENT DATE

The Certificate Owner may select an Annuity Commencement Date. The Annuity
Commencement Date selected must be at least one year after the Certificate Date
and on or before the Annuitant's attained age 90, except in certain states where
an earlier age is required. If the Certificate Owner does not choose an Annuity
Commencement Date, the scheduled Annuity Commencement Date will be the date of
the Annuitant's attained age 90, or an earlier age if required by state law. The
Certificate Owner may change the Annuity Commencement Date if the Certificate
Owner notifies the Company in writing 30 days before the scheduled Annuity
Commencement Date.

ANNUITY BENEFIT

On the Annuity Commencement Date, unless directed otherwise, the Company will
apply the Net Surrender Value to purchase monthly income payments payable to the
Annuitant according to the Annuity Option the Certificate Owner elects. The
Contingent Deferred Sales Charge will not be assessed. The Certificate Owner
may not surrender the Certificate after the Annuity Commencement Date.

ELECTION OF ANNUITY OPTION

The Certificate Owner may elect any one of the annuity options described below
or under any of the settlement

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options offered by the Company at that time. In the absence of the Certificate
Owner's election, the Net Surrender Value, without deduction for any Contingent
Deferred Sales Charge, will be applied on the Annuity Commencement Date under
the Fifth Option to provide a Payment for a Designated Period for 5 years. The
Net Surrender Value is determined on the basis of the value of the Fixed Account
as of the Annuity Commencement Date, and of the Accumulation Unit Value of each
Sub-Account no later than the fifth Business Day preceding the date annuity
payments are to commence.

DATE OF PAYMENT

The first annuity payment under the Annuity Option shall be made one month, (or
the period selected for periodic payments: annual, semi-annual, quarterly, or
monthly), following the Annuity Commencement Date. Subsequent payments shall be
made on the same calendar day of the month as was the first payment, or the
preceding day if no such day exists (e.g. September 31), in accordance with the
payment period selected.

ALLOCATION OF ANNUITY

The Certificate Owner may further elect to have the Net Surrender Value applied
to a variable annuity, a fixed dollar annuity or a combination of both. Once
every 3 months, following the Annuity Commencement Date, the Certificate Owner
may elect, in writing, to transfer among any Sub-Account(s) on which variable
annuity payments are based. No transfers may be made between the Sub-Accounts
and the General Account after the Annuity Commencement Date.

If no election is made to the contrary, the value of each Sub-Account shall be
applied to provide a variable annuity based thereon, and the value of the Fixed
Account shall be applied to provide a fixed dollar annuity.
VARIABLE ANNUITY AND FIXED DOLLAR ANNUITY

VARIABLE ANNUITY - A variable annuity is an annuity with payments increasing or
decreasing in amount in accordance with the net investment results of the
Sub-Account(s) of the Separate Account (as described in the Valuation
Provisions). After the first monthly payment for a variable annuity has been
determined in accordance with the provisions of this Certificate (see
Description of Tables), a number of Annuity Units is determined by dividing that
first monthly payment by the appropriate Annuity Unit value on the Annuity
Commencement Date.

The value of an Annuity Unit for each Sub-Account of the Separate Account will
vary to reflect the investment experience of the applicable Fund. The Annuity
Unit Value is determined by multiplying the value of the Annuity Unit for that
Sub-Account on the preceding Business Day by the product of (a) the net
investment factor for that Sub-Account for the day for which the Annuity Unit
value is being calculated, and (b) an interest factor to offset the effect of
the asumed interest rate of 5% per year, which is built into the annuity tables.

Once variable annuity payments have begun, the number of Annuity Units remains
fixed with respect to a particular Sub-Account(s). If the Certificate Owner
elects that continuing annuity payments be based on a different Sub-Account(s),
the number will change effective with that election but will remain constant
following such election.

The dollar amount of the second and subsequent variable annuity payments is not
predetermined and may increase or decrease from month to month. The actual
amount of each variable annuity payment after the first is determined by
multiplying the number of Annuity Units by the Annuity Unit Value as described
above. The Annuity Unit Value will be determined no earlier than the fifth
Business Day preceding the date the annuity

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payment is due.

The Company guarantees that the dollar amount of variable annuity payments will
not be adversely affected by variations in the expense results and in the actual
mortality experience of payees from the mortality assumptions, including any age
adjustment, used in determining the first monthly payment.

FIXED DOLLAR ANNUITY - A fixed dollar annuity is an annuity with payments that
remain fixed as to dollar amount throughout the payment period.

ANNUITY OPTIONS

FIRST OPTION - LIFE ANNUITY - An annuity payable monthly during the lifetime of
the Annuitant, ceasing with the last payment due prior to the death of the
Annuitant.

SECOND OPTION - LIFE ANNUITY WITH 120, 180 OR 240 MONTHLY PAYMENTS CERTAIN - An
annuity providing monthly income for a fixed period of 120 months, 180 months,
or 240 months (as selected), and for as long thereafter as the Annuitant shall
live.

THIRD OPTION - CASH REFUND LIFE ANNUITY - An annuity payable monthly during the
lifetime of the Annuitant ceasing with the last payment due prior to the death
of the Annuitant provided that, at the death of the Annuitant, the Beneficiary
will receive an additional payment equal to the excess, if any, of (a) minus (b)
where: (a) is the Net Surrender Value applied on the Annuity Commencement Date
under this option: and (b) is the dollar amount of annuity payments already
paid. This option is not available for variable annuitization.

FOURTH OPTION - JOINT AND LAST SURVIVOR LIFE ANNUITY - An annuity payable
monthly during the joint lifetime of the Annuitant and a secondary Annuitant,
and thereafter during the remaining lifetime of the survivor, ceasing with the
last payment prior to the death of the survivor.

FIFTH OPTION - PAYMENT FOR A DESIGNATED PERIOD - An amount payable monthly for
the number of years selected which may be from 5 to 30 years.

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11. ANNUITY TABLES

The attached tables show the dollar amount of the first monthly payment for the
variable annuity and the minimum dollar amount of the monthly payments for the
fixed annuity for each $1,000 applied under the Annuity Options. Under the
First, Second and Third Options, the amount of each payment will depend upon the
age and sex of the Annuitant at the time of the Annuity Commencement Date.
Under the Fourth Option, the amount of each payment will depend upon the sex of
both Annuitants and their ages at the time the Annuity Commencement Date.

The variable payment annuity tables for the First, Second, and Fourth Options
are based on the 1983a Individual Annuity Mortality Table with ages set back one
year, and an interest rate of 5% per annum. The table for the Fifth Option is
based on an interest rate of 5% per annum.

The fixed annuity payment tables for the First, Second , Third and Fourth
Options are based on the 1983a Individual Annuity Mortality Table with ages set
back one year, and an interest rate of 3% per annum. The table for the Fifth
Option is based on an interest rate of 3% per annum.

Once the Certificate Owner elects an annuity option, the Certificate Owner may
not change it with respect to any Annuitant following the Annuity Commencement
Date.

MINIMUM PAYMENT

No election of any options or combination of options may be made under this
Certificate unless the first payment for each affected Sub-Account or Fixed
Account would be at least equal to the minimum payment amount according to
Company rules then in effect. If at any time, payments to be made to any
Annuitant from each Sub-Account or Fixed Account are or become less than the
minimum payment amount, the Company shall have the right to change the frequency
of payment to

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such intervals as will result in a payment at least equal to the minimum. If
any amount due would be less than the minimum payment amount per annum, the
Company may make such other settlement as may be equitable to the Annuitant.

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GROUP FLEXIBLE PREMIUM VARIABLE
ANNUITY CERTIFICATE

AMERICAN MATURITY LIFE INSURANCE COMPANY
200 Hopmeadow Street
Simsbury, Connecticut 06089
(a stock life insurance company, herein called the "Company", or "We" or "Us")

Certifies that a Group Flexible Premium Variable Annuity Contract has been
issued to the AARP Group Annuity Trust. This Certificate is a summary of Your
rights under that contract.

YOUR RIGHT TO EXAMINE THIS CERTIFICATE:

American Maturity Life Insurance Company wants You to be satisfied with the
Certificate You have purchased. We urge You to examine it carefully. If for any
reason You are not satisfied with it, You may cancel the Certificate by
returning it within ten days after You receive it. A written request for
cancellation must accompany the Certificate. In such event, We will pay You the
Certificate Value as of the date We receive Your request. However, You bear the
investment risk prior to Our receiving Your request.

Signed for the Company

Joseph J. Noto, President Lynda Godkin, Secretary

PREMIUM PAYMENTS ARE FLEXIBLE AS DESCRIBED ON PAGE 8.

NONPARTICIPATING. THIS ANNUITY DOES NOT EARN DIVIDENDS.

ALL PAYMENTS AND VALUES PROVIDED BY THIS CERTIFICATE, WHEN BASED ON INVESTMENT
EXPERIENCE OF A SUB-ACCOUNT, ARE VARIABLE AND ARE NOT GUARANTEED AS TO A FIXED
DOLLAR AMOUNT. DETAILS OF THE VARIABLE PROVISIONS ARE DESCRIBED UNDER THE
VALUATION PROVISIONS, SECTION 4, PAGE 9.

<PAGE>

TABLE OF CONTENTS

SECTION PAGE

1. Certificate Specifications 3

2. Definitions 5

3. Premium Payments 8

4. Valuation Provisions 9

5. Transfers 10

6. Annual Fees and Deductions 11

7. Control Provisions 12

8. General Provisions 13

9. Surrender Provisions 15

10. Annuity Benefits 20

11. Annuity Tables 23

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1. CERTIFICATE SPECIFICATIONS

CERTIFICATE NUMBER: [ ]
CERTIFICATE DATE: [ ]
CERTIFICATE OWNER: [ ]
JOINT CERTIFICATE OWNER: [ ]
ANNUITANT: [ ]
CONTINGENT ANNUITANT: [ ]
AGE OF ANNUITANT: [ ]
SEX OF ANNUITANT: [ ]
BENEFICIARY(IES): [ ]
[ ]
[ ]
ANNUITY COMMENCEMENT DATE: [ ]
INITIAL PREMIUM PAYMENT: [ ]

ANNUAL FEE:
$25 on each Certificate Anniversary before the Annuity Commencement Date, or at
the time of full surrender, if the Certificate Value is less than $50,000 on
either date.

MORTALITY AND EXPENSE RISK CHARGE:
0.65% per annum of the average daily Sub-Account value

ADMINISTRATION CHARGE:
0.20% per annum of the average daily Sub-Account value

MINIMUM SUBSEQUENT PAYMENT:
$ 250 (or $100 if part of an electronic funds transfer program)

CHARGE CERTIFICATE YEAR
5% 1
4% 2
3% 3
2% 4
1% 5
0% 6 and thereafter

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FIXED ACCOUNT:
Minimum Fixed Account Rate: [ 3% ]