AMERICAN MATURITY LIFE INSURANCE CO SEPARATE ACCOUNT AMLVA
485BPOS, 1998-04-14
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<PAGE>

   
   As filed with the Securities and Exchange Commission on April 14, 1998.
                                                             File No. 333-10105
    
                         SECURITIES AND EXCHANGE COMMISSION
                              Washington, D. C. 20549

                                     FORM N-4

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
   
          Pre-Effective Amendment No.                                [ ]
          Post-Effective Amendment No.   4                           [X]
    
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940

          Amendment No.   5                                          [X]

                      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)
   
                                   (860) 843-7563
                (Depositor's Telephone Number, Including Area Code)

                              MARIANNE O'DOHERTY, ESQ.
                                 HARTFORD LIFE, INC.
                                   P.O. BOX 2999
                              HARTFORD, CT  06104-2999
                      (Name and Address of Agent for Service)
    

 It is proposed that this filing will become effective:
   
         ___ immediately upon filing pursuant to paragraph (b) of Rule 485
         _X_ on May 1,  1998 pursuant to paragraph (b) of Rule 485
         ___ 60 days after filing pursuant to paragraph (a)(1) of Rule 485
         ___ on May 1,  1998 pursuant to paragraph (a)(1) of Rule 485
         ___ this post-effective amendment designates a new effective date for
             a previously filed post-effective amendment.
    
PURSUANT TO RULE 24F-2(a)(1) UNDER THE INVESTMENT COMPANY ACT OF 1940, THE
REGISTRANT HAS REGISTERED AN INDEFINITE AMOUNT OF SECURITIES.  

<PAGE>


                                CROSS REFERENCE SHEET
                               PURSUANT TO RULE 495(a)

                                       (Part A)

     N-4 ITEM NO.                            PROSPECTUS HEADING      
     ------------                            ------------------

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,      American Maturity, the Separate
     Depositor, and Portfolio Companies      Account, the Funds, and the General
                                             Account; Your Investment Options;
                                             Miscellaneous

6.   Deductions                              Charges Under the Certificate

7.   General Description of Variable         The Certificate; American Maturity,
     Annuity Contracts                       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      Table of Contents to the Statement 
     of Additional Information               of Additional Information.


<PAGE>


                                   (Part B)

     N-4 ITEM NO.                            HEADING      
     ------------                            -------

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           Directors and Officers of the
     Depositor                               Depositor

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

<PAGE>
   
                           THE AARP VARIABLE ANNUITY
    
 
   
                    AMERICAN MATURITY LIFE INSURANCE COMPANY
                                 P.O. BOX 7005
                            PASADENA, CA 91109-7005
                           TELEPHONE: 1-800-923-3334
    
 
   
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  or Contract ("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
     CAPITAL GROWTH PORTFOLIO of the Scudder Variable Life Investment Fund
     GROWTH & INCOME PORTFOLIO of the Scudder Variable Life Investment Fund
        PARTNERS PORTFOLIO OF Neuberger&Berman Advisers Management Trust
     CAPITAL APPRECIATION PORTFOLIO of the Dreyfus Variable Investment Fund
          SMALL CAP PORTFOLIO of the Dreyfus Variable Investment 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  at the address or  telephone number listed above.  The Table of Contents for
the Statement  of  Additional Information  is  reproduced  on page  30  of  this
Prospectus. The Statement of Additional Information is incorporated by reference
to this Prospectus.
    
 
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.
 
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.
 
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.
- --------------------------------------------------------------------------------
 
   
PROSPECTUS DATED: MAY 1, 1998
STATEMENT OF ADDITIONAL INFORMATION DATED: MAY 1, 1998
    
<PAGE>
2                                       AMERICAN MATURITY LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------
 
   
                               TABLE OF CONTENTS
    
 
   
<TABLE>
<CAPTION>
                                                                        PAGE
                                                                        ----
<S>                                                                     <C>
DEFINITIONS...........................................................    3
SUMMARY...............................................................    5
FEE TABLE.............................................................    6
AMERICAN MATURITY, THE SEPARATE ACCOUNT, THE FUNDS AND THE GENERAL
 ACCOUNT..............................................................   10
  American Maturity Life Insurance Company............................   10
  Separate Account AMLVA..............................................   10
  The Funds...........................................................   11
  Investment Advisers to the Funds....................................   12
  The General Account.................................................   12
  Performance Related Information.....................................   12
THE CERTIFICATE.......................................................   13
  What is the Certificate?............................................   13
  How to Apply for Your Certificate...................................   13
  Making Your Premium Payments........................................   13
  How Your Payments are Invested......................................   13
  Certificate Value...................................................   14
  Transfers Between the Sub-Accounts/Fixed Account....................   14
  Charges Under the Certificates......................................   15
  Death Benefits......................................................   17
  Surrenders..........................................................   18
  Annuity Benefits....................................................   18
  Annuity Options.....................................................   19
FEDERAL TAX CONSIDERATIONS............................................   20
INFORMATION REGARDING TAX QUALIFIED PLANS.............................   20
MISCELLANEOUS.........................................................   24
  Voting Rights.......................................................   24
  How the Certificates are Sold.......................................   25
  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.....................   26
  Legal Matters and Experts...........................................   26
  Additional Information..............................................   26
APPENDIX I -- INFORMATION REGARDING TAX-QUALIFIED PLANS...............   27
TABLE OF CONTENTS TO STATEMENT OF ADDITIONAL INFORMATION..............   30
</TABLE>
    
<PAGE>
AMERICAN MATURITY LIFE INSURANCE COMPANY                                       3
- --------------------------------------------------------------------------------
 
                                  DEFINITIONS
 
   
In  this  Prospectus, "We,"  "Our," "Us,"  or "the  Company" refers  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 page entitled "Certificate Specifications."
    
 
   
ADMINISTRATIVE  OFFICE  OF  THE  COMPANY  --  See  "Miscellaneous  -- Additional
Information," 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  page  entitled  "Certificate
Specifications."
    
 
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.
    
<PAGE>
4                                       AMERICAN MATURITY LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------
 
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
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. Premium taxes imposed by  some
states currently range up to 3.5%.
 
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>
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 13.)
    
 
   
    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  pre-authorized 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 pre-authorized checking plan).
    
 
   
    For  a limited time, usually  ten days after you  receive it, you may cancel
your Certificate without  withdrawal charges.  (See "The  Certificate --  Making
Your Premium Payments," page 13.)
    
 
   
    WHAT  ARE MY INVESTMENT OPTIONS? You select your own investment options. The
underlying investments for  the Certificate  are certain shares  of the  Dreyfus
Variable  Investment  Fund, the  Janus  Aspen Series,  Neuberger&Berman Advisers
Management Trust, and the Scudder Variable  Life Investment Fund, all which  are
series investment companies with multiple portfolios ("the Funds") and the Fixed
Account. The available Funds are listed on page 11.
    
 
   
    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 five 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 "The
Certificate -- Charges Under the Certificates," page 15.)
    
 
   
    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 "The  Certificate --
Surrenders," page 18.)
    
 
   
    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 "The Certificate -- Death Benefits," page 17.)
    
 
    WHAT ARE THE AVAILABLE ANNUITY OPTIONS UNDER THE CERTIFICATE? There are five
Annuity Options described on page 19. 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  to provide  a
Payment for a Designated Period for 5 years 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 "Miscellaneous --  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 (1).................................................         4%
   Third Year (1)..................................................         3%
   Fourth Year (1).................................................         2%
   Fifth Year (1)..................................................         1%
   Sixth Year (1)..................................................         0%
   Transfer Fee (2)................................................       None
   Withdrawal Fee (3)..............................................       None
   Annual Maintenance 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
    $15.00 per  transfer in  excess of  12  in any  Certificate Year.  See  "The
    Contract -- Transfers Between the Sub-Accounts/Fixed Account," page 14.
 
   
(3)  We reserve  the right to  impose a  withdrawal fee in  the future  of up to
    $15.00 per withdrawal  on withdrawals  in excess  of 12  in any  Certificate
    Year. See "The Certificate -- Surrenders," page 18.
    
 
(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>
 
<PAGE>
AMERICAN MATURITY LIFE INSURANCE COMPANY                                       7
- --------------------------------------------------------------------------------
 
   
                         ANNUAL FUND OPERATING EXPENSES
                     (as a percentage of average net assets
               after any Fee Waiver and/or Expense Reimbursement)
    
 
   
<TABLE>
<CAPTION>
                                                                        TOTAL FUND
                                                  MANAGEMENT   OTHER    OPERATING
                                                     FEE      EXPENSES   EXPENSES
                                                  ----------  --------  ----------
 <S>                                              <C>         <C>       <C>
 Money Market Portfolio (Scudder)................   0.370%     0.090%     0.460%
 Bond Portfolio (Scudder)........................   0.480%     0.140%     0.620%
 Balanced Portfolio (Janus) (1)..................   0.760%     0.070%     0.830%
 Capital Growth Portfolio (Scudder)..............   0.470%     0.040%     0.510%
 Growth & Income Portfolio (Scudder).............   0.480%     0.100%     0.580%
 AMT Partners Portfolio (Neuberger&Berman
   Management) (2)...............................   0.800%     0.060%     0.860%
 Capital Appreciation Portfolio (Dreyfus)........   0.750%     0.050%     0.800%
 Small Cap Portfolio (Dreyfus)...................   0.750%     0.030%     0.780%
 Worldwide Growth Portfolio (Janus) (1)..........   0.660%     0.080%     0.740%
</TABLE>
    
 
    Other  expenses are based on amounts  incurred during the most recent fiscal
year or based on estimated amounts for the current fiscal year.
 
    The purpose of the  foregoing table (Annual Fund  Operating Expenses) is  to
assist  Certificate Owners in understanding the  expenses of the Funds that they
bear directly  or indirectly.  The  expenses relating  to  the Funds  have  been
provided  to American  Maturity by  the Funds,  and have  not been independently
verified by American Maturity. See the  sections on charges in the  accompanying
Fund prospectuses.
 
- ---------
 
   
(1)  Janus Aspen Series. The management fees in the table are based on a reduced
    fee schedule effective July 1, 1997, as applied to net assets as of December
    31, 1997. Other  expenses in  the table above  are based  on gross  expenses
    before  expense offset arrangements  for the fiscal  year ended December 31,
    1997. The information for  the Worldwide Growth  and Balanced Portfolios  is
    net  of fee reductions from Janus  Capital. Fee reductions for the Worldwide
    Growth and Balanced Portfolios reduce the management fee to the level of the
    corresponding Janus  retail fund.  Without such  reductions, the  Management
    Fee,   Other  Expenses  and  Total   Operating  Expenses  would  have  been,
    respectively, 0.72%, 0.09% and 0.81% for the Worldwide Growth Portfolio  and
    0.77%,  0.06% and 0.83% for the Balanced Portfolio. Janus Capital may modify
    or terminate the reductions at any time upon at least 90 days notice to  the
    Trustees of Janus Aspen Series.
    
 
   
(2)  Neuberger&Berman Advisers Management Trust. The fees and expenses are based
    on fees  and expenses  for the  fiscal  year ended  December 31,  1997.  The
    figures  reported  under  "Management  Fees" include  the  aggregate  of the
    administration fees paid by the  Partners Portfolio and the management  fees
    paid  by  the  Series  of  Advisers Managers  Trust  in  which  the Partners
    Portfolio invests. Similarly "Other Expenses" includes all other expenses of
    the Partners  Portfolio  and  the  related  Series  in  which  the  Partners
    Portfolio  invests. (See "Expenses"  in Neuberger&Berman Advisers Management
    Trust's prospectus).
    
<PAGE>
8                                       AMERICAN MATURITY LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------
 
                                    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......................................  $  64   $   74
 Bond Portfolio..............................................     66       79
 Balanced Portfolio..........................................     68       86
 Capital Growth Portfolio....................................     65       76
 Growth & Income Portfolio...................................     65       78
 AMT Partners Portfolio......................................     68       86
 Capital Appreciation Portfolio..............................     68       85
 Small Cap Portfolio.........................................     67       84
 Worldwide Growth Portfolio..................................     67       83
</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......................................  $  13   $   43
 Bond Portfolio..............................................     15       48
 Balanced Portfolio..........................................     17       55
 Capital Growth Portfolio....................................     14       45
 Growth & Income Portfolio...................................     15       47
 AMT Partners Portfolio......................................     18       56
 Capital Appreciation Portfolio..............................     17       54
 Small Cap Portfolio.........................................     17       53
 Worldwide Growth Portfolio..................................     16       52
</TABLE>
    
 
   
    IF YOU  DO NOT  SURRENDER  YOUR CERTIFICATE,  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......................................  $  14   $   44
 Bond Portfolio..............................................     16       49
 Balanced Portfolio..........................................     18       56
 Capital Growth Portfolio....................................     15       46
 Growth & Income Portfolio...................................     15       48
 AMT Partners Portfolio......................................     18       56
 Capital Appreciation Portfolio..............................     18       55
 Small Cap Portfolio.........................................     17       54
 Worldwide Growth Portfolio..................................     17       53
</TABLE>
    
 
   
    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 "The Certificate --
Charges under the Certificates," page 15, 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 OR
LESS THAN THOSE  SHOWN. The Annual  Expenses of  the Funds and  the Example  are
based  on  data provided  by  the respective  Funds.  We have  not independently
verified such data.
    
 
    The Annual Fee  is reflected in  the Example, 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>
AMERICAN MATURITY LIFE INSURANCE COMPANY                                       9
- --------------------------------------------------------------------------------
 
   
                            ACCUMULATION UNIT VALUES
          (FOR AN ACCUMULATION UNIT OUTSTANDING THROUGHOUT THE PERIOD)
    
 
   
    The following  information  has  been derived  from  the  audited  financial
statements  of the Separate Account, which have been audited by Arthur Andersen,
LLP, independent accountants, as indicated  in their report thereto, and  should
be read in conjunction with those statements which are included in the Statement
of   Additional  Information,  which  is   incorporated  by  reference  in  this
Prospectus.
    
 
   
<TABLE>
<CAPTION>
                                                               YEAR ENDED
                                                              DECEMBER 31,
SUB-ACCOUNTS                                                      1997
- ------------------------------------------------------------  ------------
<S>                                                           <C>
SCUDDER MONEY MARKET FUND (INCEPTION DATE MARCH 17, 1997)
Accumulation unit value at beginning of period..............     $ 1.000
Accumulation unit value at end of period....................     $10.348
Number accumulation units outstanding at end of period (in
 thousands).................................................          33
 
SCUDDER BOND FUND (INCEPTION DATE MARCH 17, 1997)
Accumulation unit value at beginning of period..............     $ 1.000
Accumulation unit value at end of period....................     $10.820
Number accumulation units outstanding at end of period (in
 thousands).................................................          52
 
JANUS BALANCED FUND (INCEPTION DATE MARCH 17, 1997)
Accumulation unit value at beginning of period..............     $ 1.000
Accumulation unit value at end of period....................     $11.535
Number accumulation units outstanding at end of period (in
 thousands).................................................          26
 
SCUDDER CAPITAL GROWTH FUND (INCEPTION DATE MARCH 17, 1997)
Accumulation unit value at beginning of period..............     $ 1.000
Accumulation unit value at end of period....................     $12.483
Number accumulation units outstanding at end of period (in
 thousands).................................................          45
 
SCUDDER GROWTH AND INCOME FUND (INCEPTION DATE MARCH 17,
 1997)
Accumulation unit value at beginning of period..............     $ 1.000
Accumulation unit value at end of period....................     $12.121
Number accumulation units outstanding at end of period (in
 thousands).................................................         170
 
NEUBERGER&BERMAN PARTNERS FUND (INCEPTION DATE MARCH 17,
 1997)
Accumulation unit value at beginning of period..............     $ 1.000
Accumulation unit value at end of period....................     $12.334
Number accumulation units outstanding at end of period (in
 thousands).................................................          71
 
DREYFUS CAPITAL APPRECIATION FUND (INCEPTION DATE MARCH 17,
 1997)
Accumulation unit value at beginning of period..............     $ 1.000
Accumulation unit value at end of period....................     $11.787
Number accumulation units outstanding at end of period (in
 thousands).................................................         110
 
DREYFUS SMALL CAPITAL FUND (INCEPTION DATE MARCH 17, 1997)
Accumulation unit value at beginning of period..............     $ 1.000
Accumulation unit value at end of period....................     $11.833
Number accumulation units outstanding at end of period (in
 thousands).................................................          35
 
JANUS WORLD WIDE GROWTH FUND (INCEPTION DATE MARCH 17, 1997)
Accumulation unit value at beginning of period..............     $ 1.000
Accumulation unit value at end of period....................     $11.406
Number accumulation units outstanding at end of period (in
 thousands).................................................         116
</TABLE>
    
<PAGE>
10                                      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 right to  use the AARP  name, logo and  symbol,
American  Maturity pays  AARP a  royalty fee. The  royalty fee  paid by American
Maturity to AARP  is calculated  monthly and  depends on  the average  aggregate
value  of  the Sub-Accounts  and the  Fixed  Account. The  fee decreases  as the
average aggregate value  in the  Sub-Accounts and Fixed  Account increases.  The
monthly  fee for each level of average aggregate value is one twelfth of 0.07 of
1% for the first $6 billion of average aggregate value, 0.06 of 1% for the  next
$10  billion and  0.05 of  1% thereafter.  The royalty  fee is  paid by American
Maturity and  is not  charged against  the separate  account or  otherwise  paid
directly by the Certificate Owner. 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
    
 
   
    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  SEC  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.
<PAGE>
AMERICAN MATURITY LIFE INSURANCE COMPANY                                      11
- --------------------------------------------------------------------------------
 
    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 each underlying Fund has different  investment
objectives,  each  is subject  to different  risks. These  risks are  more fully
described in the accompanying prospectus 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 SEC.
 
    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   Certifi-
cate  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 Dreyfus  Variable Investment Fund,  Janus Aspen Series,  Neuberger&Berman
Advisers  Management  Trust,  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:
 
   
THESE FUNDS MAY NOT BE AVAILABLE IN ALL STATES.
    
 
   
<TABLE>
<CAPTION>
                 FUND:                      INVESTMENT STRATEGY:                                ADVISER:
                 -------------------------  --------------------------------------------------  -----------
<S>              <C>                        <C>                                                 <C>
Current Income   MONEY MARKET PORTFOLIO     Seeks stability and current income from a           Scudder
                                            portfolio of money market instruments. The Money
                                            Market Portfolio will maintain a dollar-weighted
                                            average portfolio maturity of 90 days or less in
                                            an effort to maintain a constant net asset value
                                            of $1.00 per share.
                 BOND PORTFOLIO             Seeks high income from a high quality portfolio of  Scudder
                                            bonds.
Balanced         BALANCED PORTFOLIO         Seeks long-term capital growth, consistent with     Janus
                                            preservation of capital balanced by current
                                            income.
Stock Growth     CAPITAL GROWTH             Seeks to maximize long-term capital Portfolio       Scudder
                                            growth from a portfolio consisting primarily of
                                            equity securities.
                 GROWTH & INCOME            Seeks long-term growth of capital, Portfolio        Scudder
                                            current income and growth of income from a
                                            portfolio consisting primarily of common stocks
                                            and securities convertible into common stocks.
                 PARTNERS PORTFOLIO         Seeks capital growth, through an approach that is   Neuberger&
                                            designed to increase capital with reasonable risk.  Berman
                                            Its investment program seeks securities believed    Mgmt. Inc.
                                            to be under-valued based on strong fundamentals
                                            such as low price-to-earnings ratios, consistent
                                            cash flow, and the company's track record through
                                            all parts of the market cycle.
                 CAPITAL APPRECIATION       Seeks to provide long-term capital Portfolio        Dreyfus
                                            growth consistent with the preservation of capital
                                            through investments in common stocks of domestic
                                            and foreign issuers; current income is a secondary
                                            investment objective.
</TABLE>
    
<PAGE>
 
12                                      AMERICAN MATURITY LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------
   
<TABLE>
<CAPTION>
                 FUND:                      INVESTMENT STRATEGY:                                ADVISER:
                 -------------------------  --------------------------------------------------  -----------
<S>              <C>                        <C>                                                 <C>
                 SMALL CAP PORTFOLIO        Seeks maximum capital appreciation through          Dreyfus
                                            investments in common stocks of domestic and
                                            foreign issuers that the investment adviser
                                            considers to be emerging smaller-sized companies.
Global           WORLDWIDE GROWTH           Seeks long-term growth of capital in a manner       Janus
                 PORTFOLIO                  consistent with preservation of capital. Pursues
                                            this objective by investing primarily in common
                                            stocks of foreign and domestic issuers.
 
<CAPTION>
 
                 GENERAL ACCOUNT:
                 -------------------------
<S>              <C>                        <C>                                                 <C>
Fixed Rate       FIXED ACCOUNT              Seeks guaranteed current interest income.           n/a
</TABLE>
    
 
                        INVESTMENT ADVISERS TO THE FUNDS
 
    THE DREYFUS CORPORATION
    200 Park Avenue
    New York, New York 10166
    Investment adviser for the Capital Appreciation
    Portfolio and the Small Cap Portfolio.
 
    JANUS CAPITAL
    100 Filmore Street
    Denver, Colorado 80206-4923
    Investment adviser for the Balanced Portfolio and
    the Worldwide Growth Portfolio.
 
    NEUBERGER&BERMAN MANAGEMENT INCORPORATED
    605 Third Avenue, 2nd Floor
    New York, New York 10158-0180
    Investment adviser for the AMT Partners 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 the prospectuses for the Dreyfus Variable Investment Fund,  Janus
Aspen  Series, Neuberger&Berman  Advisers Management Trust  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-
<PAGE>
AMERICAN MATURITY LIFE INSURANCE COMPANY                                      13
- --------------------------------------------------------------------------------
 
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.
    
   
                                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  pre-authorized  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
<PAGE>
14                                      AMERICAN MATURITY LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------
 
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  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 will be 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 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 for 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.
    
 
    If  the  Fixed Account  contains amounts  credited  with different  rates of
interest, any transfer from the Fixed Account will reduce each of those  amounts
pro rata according to the amount transferred.
 
    We  reserve the right to  limit transfers. Currently, you  may make up to 12
transfers in a Certificate  Year, but transfers are  not allowed on  consecutive
Business Days. We also reserve the right to limit the size of a transfer. We may
restrict,  suspend or reject  any transfer request.  If We decide  to allow more
than 12 transfers in a Certificate Year, We may charge a fee for the  additional
transfers  equal to the  lesser of $15  or 2.0% of  the amount transferred. This
transfer fee  would  be  deducted  from  Certificate  Values  remaining  in  the
Sub-Account  from which the  transfer is made. Transfers  from the Fixed Account
may be deferred for up to 6 months from the date We receive the request. If  any
transfer  from the Fixed Account would leave a  balance of $500 or less, We will
distribute the entire balance of the Fixed Account to the Sub-Accounts according
to your 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.
<PAGE>
AMERICAN MATURITY LIFE INSURANCE COMPANY                                      15
- --------------------------------------------------------------------------------
 
   
    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
advise Us of any inaccuracies within 30 days 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.
 
    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 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
<PAGE>
16                                      AMERICAN MATURITY LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------
 
    - 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 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. In Massachusetts, your  nursing
home  confinement  must  also  be  terminal. This  Nursing  Home  Waiver  is not
available in New York.
    
 
   
    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. This Disability Waiver is not available in
Massachusetts or New York.
    
 
   
    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.  This Terminal  Illness waiver  is not
available in New York.
    
 
   
    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 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.  Premium taxes imposed by  some states currently range  up to 3.5%. 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 MAINTENANCE 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 a certain  number
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 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
<PAGE>
AMERICAN MATURITY LIFE INSURANCE COMPANY                                      17
- --------------------------------------------------------------------------------
 
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.
 
   
    ADMINISTRATION  CHARGE -- 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  against all  Certificate  Values  held  in the
Sub-Accounts during the  life of  the Certificate.  This fee  is assessed  daily
during  both the accumulation  and the annuity periods.  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.
    
 
   
    SALES  COMMISSIONS   --  American   Maturity  compensates   its   registered
representatives primarily with a base salary and offers variable performance pay
and  awards in  recognition of  achieving quality  customer service  and overall
sales goals.  American Maturity  incurs sales  expenses in  the form  of  direct
marketing and advertising costs.
    
                                 DEATH BENEFITS
 
   
    WHEN  A DEATH BENEFIT IS CALCULATED -- 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  end  of  the  Business  Day  in  which  the  Company  receives  written
notification of Due Proof of Death.
    
 
   
    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 Business  Day
in which the Company receives Due Proof of Death. During the time period between
Our receipt of written notification of Due Proof of Death and Our receipt of the
completed  settlement  instructions, the  calculated  Death Benefit  will remain
invested in the Sub-Account(s) previously elected by the Contract Owner and will
be subject to market fluctuations.
    
 
   
    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 Beneficiary(s) may request a transfer
of the calculated death benefit amount to any Sub-Account(s) available under the
Certificate. The  transfer request  must be  in  writing and  must be  from  all
Beneficiaries, if more than one.
    
 
   
    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  Code
upon  the death  of the  Certificate Owner  (See "Federal  Tax Considerations --
Required Distributions," page 23). When payment of the death benefit is taken in
a lump sum, payment will be made within seven days after settlement instructions
are 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
    
<PAGE>
18                                      AMERICAN MATURITY LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------
 
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 pre-authorize  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 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  20, for more
information.
    
 
   
    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 SEC; (b) the  SEC
permits  postponement and so orders; or (c) the SEC 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. 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. 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
<PAGE>
AMERICAN MATURITY LIFE INSURANCE COMPANY                                      19
- --------------------------------------------------------------------------------
 
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  "Annuity Options --  Description of Tables,"  page 19), 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  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.
<PAGE>
20                                      AMERICAN MATURITY LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------
 
   
    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.
                           FEDERAL TAX CONSIDERATIONS
 
   
    What are some of the federal tax consequences which affect these Contracts?
    
 
    A. GENERAL
 
   
    SINCE  THE TAX LAW IS COMPLEX AND SINCE TAX CONSEQUENCES WILL VARY ACCORDING
TO THE ACTUAL STATUS OF THE CONTRACT  OWNER INVOLVED AND THE TYPE OF PLAN  UNDER
WHICH THE CONTRACT IS PURCHASED, LEGAL AND TAX ADVICE MAY BE NEEDED BY A PERSON,
TRUSTEE  OR  OTHER ENTITY  CONTEMPLATING THE  PURCHASE  OF A  CONTRACT DESCRIBED
HEREIN.
    
 
   
    It should be understood that any detailed description of the federal  income
tax  consequences regarding  the purchase of  these Contracts 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 and  in Appendix  I,  commencing on  page 27,  is  based on  the  Company's
understanding  of  existing  federal  income  tax  laws  as  they  are currently
interpreted.
    
 
   
    B. TAXATION OF COMPANY AND THE SEPARATE ACCOUNT
    
 
   
    The Separate Account is  taxed as part  of the Company which  is taxed as  a
life  insurance company in accordance with the Internal Revenue Code of 1986, as
amended (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 14). As a result, such investment income and realized capital gains  are
automatically applied to increase reserves under the Contract.
    
 
    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
Contracts.
 
    C. TAXATION OF ANNUITIES -- GENERAL PROVISIONS AFFECTING PURCHASERS OTHER
       THAN QUALIFIED RETIREMENT PLANS
 
    Section 72 of the Code governs the taxation of annuities in general.
 
   
    1.   NON-NATURAL PERSONS, CORPORATIONS,  ETC. Section 72 contains provisions
        for Contract Owners which  are non-natural persons. Non-natural  persons
        include   corporations,   trusts,   limited   liability   companies  and
        partnerships. The annual net  increase in the value  of the Contract  is
        currently includable in the gross income of a non-natural person, unless
        the  non-natural person  holds the  Contract as  an agent  for a natural
        person. There are additional exceptions  from current inclusion for  (i)
        certain  annuities held by structured settlement companies, (ii) certain
        annuities held by  an employer  with respect to  a terminated  qualified
        retirement  plan and  (iii) 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.
    
<PAGE>
AMERICAN MATURITY LIFE INSURANCE COMPANY                                      21
- --------------------------------------------------------------------------------
 
   
        If the Contract Owner is not an individual, the primary Annuitant  shall
        be  treated as the  Contract Owner for  purposes of making distributions
        which are required to be made upon  the death of the Contract Owner.  If
        there is a change in the primary Annuitant, such change shall be treated
        as the death of the Contract Owner.
    
 
   
    2.   OTHER CONTRACT OWNERS (NATURAL PERSONS).  A Contract Owner is not taxed
        on increases in the value of the Contract until an amount is received or
        deemed received,  e.g., in  the form  of  a lump  sum payment  (full  or
        partial value of a Contract) 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 Contracts obtained in  a tax-free exchange for other
        annuity contracts 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  Contract (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 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 Contract
                 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 Contract or the
                 assignment or  pledge  of  any  portion of  the  value  of  the
                 Contract 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 Contract,  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.
 
                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,
<PAGE>
22                                      AMERICAN MATURITY LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------
 
                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 CONTRACTS. Contracts issued after
            October 21, 1988 by the same insurer (or affiliated insurer) to  the
            same  Contract  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 Contract 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 Contract for this purpose. The Company  believes
            that  for any annuity subject to  such aggregation, the values under
            the Contracts  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  Contracts  is
            withdrawn.  As  of  the  date  of  this  Prospectus,  there  are  no
            regulations interpreting this provision.
    
 
        d.  10%  PENALTY TAX --  APPLICABLE TO CERTAIN  WITHDRAWALS AND  ANNUITY
            PAYMENTS.
 
   
             i. If  any amount  is received or  deemed received  on the Contract
                (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.).
 
   
        e.   SPECIAL PROVISIONS AFFECTING  CONTRACTS OBTAINED THROUGH A TAX-FREE
            EXCHANGE OF  OTHER ANNUITY  OR  LIFE INSURANCE  CONTRACTS  PURCHASED
            PRIOR TO AUGUST 14, 1982. If the Contract 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
    
<PAGE>
AMERICAN MATURITY LIFE INSURANCE COMPANY                                      23
- --------------------------------------------------------------------------------
 
   
                such  post-exchange Contracts are generally subject to the rules
                described in this subparagraph 3.
    
 
        f.  REQUIRED DISTRIBUTIONS
 
   
             i. Death of Contract Owner or Primary Annuitant
    
 
   
                Subject  to  the  alternative  election  or  spouse  beneficiary
                provisions in ii or iii below:
    
 
   
                1.    If  any  Contract  Owner  dies  on  or  after  the Annuity
                    Commencement Date  and before  the  entire interest  in  the
                    Contract 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 Contract  Owner dies before the Annuity  Commencement
                    Date,   the  entire   interest  in  the   Contract  will  be
                    distributed within 5 years after such death; and
    
 
   
                3.   If  the Contract  Owner  is  not an  individual,  then  for
                    purposes  of 1. or 2. above, the primary annuitant under the
                    Contract shall be  treated as  the Contract  Owner, and  any
                    change  in  the primary  annuitant shall  be treated  as the
                    death of the  Contract 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 Contract.
    
 
             ii. Alternative Election to Satisfy Distribution Requirements
 
   
                If  any portion of the interest of a Contract 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 Contract 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  Contract 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 Department. If a Contract is not
        treated as an annuity  contract, the Contract Owner  will be subject  to
        income tax on the annual increases in cash value.
    
 
        The  Treasury  Department 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.
    
 
   
        The  Company monitors the diversification of investments in the separate
        accounts and  tests for  diversification as  required by  the Code.  The
        Company   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 ("IRS") has issued
    
<PAGE>
24                                      AMERICAN MATURITY LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------
 
   
        several  rulings which discuss investor control.  The IRS has ruled that
        certain 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, the Company 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 Contract Owner could be
        considered  the  owner  of  the assets  for  tax  purposes.  The Company
        reserves the right  to modify  the contracts, as  necessary, to  prevent
        Contract  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
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 the Company, the  Company
        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  Contract may be used for a number of qualified retirement plans. If the
Contract is being purchased  with respect to some  form of qualified  retirement
plan,  please refer to Appendix I commencing on page 27 for information relative
to the types of plans  for which it may be  used and the general explanation  of
the tax features of such plans.
    
 
   
    F. ANNUITY PURCHASES BY NONRESIDENT ALIENS AND FOREIGN CORPORATIONS
    
 
   
    The  discussion above  provides general  information regarding  U.S. federal
income tax  consequences  to  annuity  purchasers  that  are  U.S.  citizens  or
residents.  Purchasers that are not U.S. citizens or residents will generally be
subject to U.S. federal income tax and withholding on annuity distributions at a
30% rate, unless  a lower treaty  rate applies. In  addition, purchasers may  be
subject to state premium tax, other state and/or municipal taxes, and taxes that
may  be  imposed  by  the  purchaser's  country  of  citizenship  or  residence.
Prospective purchasers  are advised  to  consult with  a qualified  tax  adviser
regarding U.S., state, and foreign taxation with respect to an annuity purchase.
    
 
   
                                 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.
<PAGE>
AMERICAN MATURITY LIFE INSURANCE COMPANY                                      25
- --------------------------------------------------------------------------------
 
    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.
    The  securities will be sold by  salespersons of HSD, who represent American
Maturity as  insurance  and  variable  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 Code or other  federal
or  state  laws  relating  to  retirement  annuities  or  annuity  Certificates;
<PAGE>
26                                      AMERICAN MATURITY LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------
 
(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 SEC.
 
    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 SEC.
 
                           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,
Senior Vice  President,  General  Counsel,  and  Corporate  Secretary,  American
Maturity  Life  Insurance Company,  200  Hopmeadow Street,  Simsbury Connecticut
06089.
    
 
   
    The audited financial statements included  in this prospectus and  elsewhere
in  the  registration  statement  have  been  audited  by  Arthur  Andersen LLP,
independent public  accountants,  as indicated  in  their reports  with  respect
thereto,  and are included herein in reliance upon the authority of said firm as
experts in  giving  said  reports.  Reference  is made  to  the  report  on  the
statutory-basis financial statements of American Maturity Life Insurance Company
which   states  the  statutory-basis  financial   statements  are  presented  in
accordance with statutory  accounting practices prescribed  or permitted by  the
National  Association of  Insurance Commissioners  and the  State of Connecticut
Insurance Department,  and  are  not  presented  in  accordance  with  generally
accepted  accounting  principles.  The  principal  business  address  of  Arthur
Andersen LLP is One Financial Plaza, Hartford, Connecticut 06103.
    
 
                             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  out  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
- --------------------------------------------------------------------------------
 
                                   APPENDIX I
                   INFORMATION REGARDING TAX-QUALIFIED PLANS
 
   
    The  tax  rules  applicable  to  tax-qualified  contract  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 applicable  limits, distributions prior to  age 59 1/2 (subject  to
certain   exceptions),  distributions   which  do  not   conform  to  applicable
commencement and minimum distribution rules, and certain other transactions with
respect to  tax-qualified plans.  Therefore, this  summary does  not attempt  to
provide more than general information about the tax rules associated with use of
a   Contract  by  a   tax-qualified  retirement  plan.   Contract  owners,  plan
participants and beneficiaries are cautioned that the rights and benefits of any
person to  benefits  may  be controlled  by  the  terms and  conditions  of  the
tax-qualified  retirement plan itself, regardless of the terms and conditions of
a Contract, but that Hartford is not  bound by the terms and conditions of  such
plans  to  the  extent such  terms  conflict  with a  Contract,  unless Hartford
specifically consents to be  bound. Additionally, some tax-qualified  retirement
plans  are  subject  to  distribution  and  other  requirements  which  are  not
incorporated  into  Hartford's   administrative  procedures.  Contract   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. TAX-QUALIFIED PENSION OR PROFIT-SHARING PLANS
    
 
   
    Provisions of the Code permit eligible employers to establish  tax-qualified
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 to  participate and the time  when distributions must commence.
Employers intending  to use  these contracts  in connection  with  tax-qualified
pension  or  profit-sharing  plans should  seek  competent tax  and  other legal
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, as
specified in Section 501(c)(3) of the Code, to purchase annuity contracts,  and,
subject to certain limitations, to exclude such contributions from gross income.
Generally,  such contributions may not exceed the lesser of $10,000 (indexed) or
20% of an employee's "includable  compensation" for such employee's most  recent
full  year of employment, subject to other adjustments. Special provisions under
the Code 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   CONTRACT   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 (and  in the  case  of hardship,  any income
        attributable to such contributions may not be distributed).
    
 
   
    Generally, the above restrictions do not apply to distributions attributable
to cash values  or other  amounts held  under a  Section 403(b)  contract as  of
December 31, 1988.
    
 
   
    C. DEFERRED COMPENSATION PLANS UNDER SECTION 457
    
 
   
    Employees  and  independent  contractors  performing  services  for eligible
employers may have contributions made to an Eligible Deferred Compensation  Plan
of  their employer in accordance with the employer's plan and Section 457 of the
Code. Section  457  places limitations  on  contributions to  Eligible  Deferred
Compensation  Plans maintained by a State  or other tax-exempt organization. For
these purposes, the term  "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.  Generally,  the  limitation  is 33  1/3%  of  includable  compensation
(typically  25% of gross compensation) or, for 1998, $8,000 (indexed), whichever
is less. Such a 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 an  Eligible Deferred Compensation
Plan should understand that his or her rights and benefits are governed strictly
by the  terms of  the plan  and that  the employer  is the  legal owner  of  any
contract  issued  with  respect to  the  plan.  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 or her plan for any charges in regard to  participating
therein  other than those disclosed in this Prospectus. Participants should also
be aware that effective
    
<PAGE>
28                                      AMERICAN MATURITY LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------
 
   
August 20, 1996, the Small Business Job Protection Act of 1996 requires that all
assets and income  of an Eligible  Deferred Compensation Plan  established by  a
governmental  employer which is a State, a  political subdivision of a State, or
any agency or instrumentality  of a State or  political subdivision of a  State,
must be held in trust (or under certain specified annuity contracts or custodial
accounts)  for the  exclusive benefit  of participants  and their beneficiaries.
Special  transition  rules   apply  to  such   Eligible  governmental   Deferred
Compensation  Plans already  in existence on  August 20, 1996,  and provide that
such plans need  not establish  a trust before  January 1,  1999. However,  this
requirement  of a  trust does  not apply to  amounts under  an Eligible Deferred
Compensation Plan  of a  tax-exempt  (non-governmental) organization,  and  such
amounts  will be  subject to  the claims  of such  tax-exempt employer's general
creditors.
    
 
   
    In general, distributions  from an Eligible  Deferred Compensation Plan  are
prohibited  under Section  457 of the  Code unless made  after the participating
employee attains  age  70 1/2,  separates  from  service, dies,  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.
    
 
   
    The  Contracts may be offered as SIMPLE IRAs in connection with a SIMPLE IRA
plan of an employer. Special rollover rules apply to SIMPLE IRAs. Amounts can be
rolled over from one SIMPLE IRA to  another SIMPLE IRA. However, amounts can  be
rolled over from a SIMPLE IRA to a regular IRA only after two years have expired
since  the participant first  commenced participation in  your employer's SIMPLE
IRA plan. Amounts cannot be rolled over to a SIMPLE IRA from a qualified plan or
a regular IRA. Hartford is a non-designated financial institution.
    
 
   
    Beginning in 1998, the Contracts may  be offered as ROTH IRAs under  Section
408A  of the Code.  Contributions to a  ROTH IRA are  not deductible. Subject to
special limitations,  a regular  IRA  may be  converted into  a  ROTH IRA  or  a
distribution  from a regular  IRA may be rolled  over to a  ROTH IRA. However, a
conversion or a rollover from a regular IRA to a ROTH IRA is not excludable from
gross income. If certain conditions are met, qualified distributions from a ROTH
IRA are tax-free.
    
 
   
    E. FEDERAL TAX PENALTIES AND WITHHOLDING
    
 
    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 tax-qualified plan  before the Participant attains
        age 59 1/2 are generally subject  to an additional penalty 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, for eligible medical expenses and distributions in the  form
        of  a  life  annuity  and,  except  in  the  case  of  an  IRA,  certain
        distributions after  separation from  service after  age 55.  For  these
        purposes, a life annuity means 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).
    
 
   
        In addition, effective for distributions made from an IRA after December
        31, 1997, there  is no  such penalty tax  on distributions  that do  not
        exceed  the amount of  certain qualifying higher  education expenses, as
        defined by  Section  72(t)(7)  of  the  Code,  or  which  are  qualified
        first-time  homebuyer distributions meeting  the requirements of Section
        72(t)(8) of the Code.
    
 
   
        If you are a participant in a SIMPLE IRA plan, you should be aware  that
        the  10% penalty tax discussed above is increased to 25% with respect to
        non-exempt premature distributions made from your SIMPLE IRA during  the
        first  two years following the date you first commenced participation in
        any SIMPLE IRA plan of your employer.
    
 
   
    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 tax-qualified  retirement plan  generally
        must  be distributed, or begin to be distributed, not later than April 1
        of the calendar  year following the  later of (i)  the calendar year  in
        which  the individual attains  age 70 1/2  or (ii) the  calendar year in
        which the individual retires from  service with the employer  sponsoring
        the plan ("required beginning date").
    
<PAGE>
AMERICAN MATURITY LIFE INSURANCE COMPANY                                      29
- --------------------------------------------------------------------------------
 
   
        However, the required beginning date for an individual who is a five (5)
        percent  owner (as defined in the Code), or  who is the owner of an IRA,
        is April 1 of the calendar year following the calendar year in which the
        individual attains age 70  1/2. The entire  interest of the  Participant
        must  be distributed beginning no later than the 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 individual's 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.
    
 
        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.  WITHHOLDING
 
   
        In general, distributions from IRAs  and plans described in Section  457
        of  the Code  are subject  to regular  wage withholding  rules. Periodic
        distributions from other  tax-qualified retirement plans  that are  made
        for  a specified  period of  10 or more  years or  for the  life or life
        expectancy of the participant (or  the joint lives or life  expectancies
        of  the participant  and beneficiary)  are generally  subject to federal
        income tax withholding as if  the recipient were married claiming  three
        exemptions.  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.
    
 
   
        Other  distributions from such other  tax-qualified retirement 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; or
    
 
   
            c)  direct transfer distributions.
    
 
   
        Direct  transfer  distributions  are direct  payments  to an  IRA  or to
        another eligible retirement plan under Code section 401(a)(31).
    
<PAGE>
30                                      AMERICAN MATURITY LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------
 
   
                               TABLE OF CONTENTS
                                       TO
                      STATEMENT OF ADDITIONAL INFORMATION
    
 
   
<TABLE>
<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 STATEMENT...................................................
</TABLE>
    
<PAGE>

                                        -1-

                                       PART B
<PAGE>

                                        -2-

                         STATEMENT OF ADDITIONAL INFORMATION
   
                       AMERICAN MATURITY LIFE INSURANCE COMPANY
                                SEPARATE ACCOUNT AMLVA
                              THE AARP VARIABLE ANNUITY
    
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:  May 1, 1998

Date of Statement of Additional Information:  May 1, 1998
    

<PAGE>

                                        -3-

                                  TABLE OF CONTENTS

SECTION                                                                    PAGE

INTRODUCTION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3

DESCRIPTION OF AMERICAN MATURITY LIFE INSURANCE CO.. . . . . . . . . . . . . 3

SAFEKEEPING OF ASSETS. . . . . . . . . . . . . . . . . . . . . . . . . . . . 4

INDEPENDENT PUBLIC ACCOUNTANTS . . . . . . . . . . . . . . . . . . . . . . . 4

DISTRIBUTION OF THE CERTIFICATES . . . . . . . . . . . . . . . . . . . . . . 4

ANNUITY PERIOD . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5

     A.   Annuity Payments . . . . . . . . . . . . . . . . . . . . . . . . . 5

     B.   Electing the Annuity Commencement Date and Form of Annuity . . . . 5

     C.   Optional Annuity Forms . . . . . . . . . . . . . . . . . . . . . . 6

          OPTION 1:  Life Annuity. . . . . . . . . . . . . . . . . . . . . . 6
          OPTION 2:  Life Annuity With 120, 180 or 
                     240 Monthly Payments Certain. . . . . . . . . . . . . . 6
          OPTION 3: Cash Refund Life Annuity . . . . . . . . . . . . . . . . 7
          OPTION 4:  Joint and Last Survivor Annuity . . . . . . . . . . . . 7
          OPTION 5:  Payments for a Designated Period. . . . . . . . . . . . 7

     D.   The Annuity Unit and Valuation . . . . . . . . . . . . . . . . . . 8

     E.   Determination of Amount of First Monthly Annuity
              Payment-Fixed and Variable . . . . . . . . . . . . . . . . . . 8

     F.   Amount of Second and Subsequent Monthly Annuity Payments . . . . . 9

     G.   Date and Time of Annuity Payments. . . . . . . . . . . . . . . . . 9

CALCULATION OF YIELD AND RETURN. . . . . . . . . . . . . . . . . . . . . . . 9

PERFORMANCE COMPARISONS. . . . . . . . . . . . . . . . . . . . . . . . . . .11

FINANCIAL STATEMENTS . . . . . . . . . . . . . . . . . . . . . . . . . . . .13

<PAGE>

                                        -4-

                                    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 (AAmerican 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 a subsidiary of Hartford Fire Insurance Company.  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.

<PAGE>

                                        -5-

                               SAFEKEEPING OF ASSETS

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

                            INDEPENDENT PUBLIC ACCOUNTANTS
   
The audited financial statements included in this prospectus and elsewhere in 
the registration statement have been audited by Arthur Andersen LLP, 
independent public accountants, as indicated in their  reports with respect 
thereto, and are included herein in reliance upon the authority of said firm 
as experts in giving said  reports.  Reference is made to  the report on the 
statutory-basis financial statements of American Maturity Life Insurance 
Company which states the statutory-basis financial statements are presented 
in accordance with statutory accounting practices prescribed or permitted by 
the National Association of Insurance Commissioners and the State of 
Connecticut Insurance Department, and are not presented in accordance with 
generally accepted accounting principles.  The principal business address of 
Arthur Andersen LLP is One Financial Plaza, Hartford, Connecticut 06103.
    
                            DISTRIBUTION OF CERTIFICATES
   
     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 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.

<PAGE>

                                        -6-

                                    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 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 15 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.

<PAGE>

                                        -7-

     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.

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.
<PAGE>

                                        -8-

                           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 DIVIDED BY 1,000). . . . . . . . . . . 67.80
4.   Annuity Unit value. . . . . . . . . . . . . . . . . . . . . . . .0.995995
5.   Number of monthly Annuity Units (3 DIVIDED BY 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.

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.

<PAGE>

                                        -9-

     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 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.

<PAGE>

                                        -10-

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.
                                          
                          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

<PAGE>

                                        -11-

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:
    
   
SUB-ACCOUNTS                       YIELD          EFFECTIVE YIELD
- ------------                       -----          ---------------

Money Market Portfolio*            4.15%               4.24%

* Yield and effectIve yield for the seven day period ending December 31, 1997.
    
     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:

   
SUB-ACCOUNTS                                                YIELD
- ------------                                                -----

Bond Portfolio**                                            5.36%

**  Yield quotation based on a 30 day period ended December 31, 1997.
    


<PAGE>

                                        -12-


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:
   
     STANDARDIZED AVERAGE ANNUAL TOTAL RETURN FOR YEAR ENDED DECEMBER 31, 1997
    

<TABLE>
<CAPTION>
   
                                                                              10 YEAR OR SINCE 
SUB-ACCOUNTS                      INCEPTION DATE     1 YEAR          5 YEAR      INCEPTION*
- ------------                      --------------     ------          ------      ----------
<S>                                   <C>            <C>             <C>            <C>
Money Market Portfolio (Scudder)      7/16/85        (3.14%)           .89%          2.41%

Bond Portfolio (Scudder)              7/16/85           .67%          3.83%          5.67%

Balanced Portfolio (Janus)            9/13/93         13.57%             na         12.53%

Capital Growth Portfolio (Scudder)    7/16/85         27.11%         14.75%         14.23%

Growth & Income Portfolio (Scudder)    5/2/94         21.98%             na         20.27%

AMT Partners Portfolio (Neuberger & 
Berman Management)                    3/22/94         22.64%             na         20.38%
    
</TABLE>
<PAGE>

                                        -13-

<TABLE>
   
<S>                                   <C>            <C>             <C>            <C>
Capital Appreciation Portfolio 
(Dreyfus)                              4/5/93         19.47%             na         16.35%

Small Cap Portfolio (Dreyfus)         8/31/90          7.19%         23.27%         41.84%

Worldwide Growth Portfolio (Janus)    9/13/93         13.62%             na         19.45%
    
</TABLE>
   

Figures represent performance since inception for Sub-Accounts in existence 
for less than 10 years, or performance for 10 years for Sub-Accounts in 
existence for more than 10 years.

    
   
      NON-STANDARDIZED ANNUALIZED TOTAL RETURN FOR YEAR ENDED DECEMBER 31, 1997
    
<TABLE>
<CAPTION>
   
                                                                              10 YEAR OR SINCE 
SUB-ACCOUNTS                      INCEPTION DATE     1 YEAR          5 YEAR      INCEPTION*
- ------------                      --------------     ------          ------      ----------
<S>                                   <C>            <C>             <C>            <C>
Money Market Portfolio (Scudder)      7/16/85          4.36%          3.56%          4.61%

Bond Portfolio (Scudder)              7/16/85          8.17%          6.33%          7.63%

Balanced Portfolio (Janus)            9/13/93         21.07%            n/a         15.30%

Capital Growth Portfolio (Scudder)    7/16/85         34.61%         17.03%         15.79%

Growth & Income Portfolio (Scudder)    5/2/94         29.48%             na         23.00%

AMT Partners Portfolio (Neuberger 
& Berman Management)                  3/22/94         30.14%             na         23.13%

Capital Appreciation Portfolio
(Dreyfus)                              4/5/93         26.97%             na         18.85%

Small Cap Portfolio (Dreyfus)         8/31/90         15.76%          25.08         42.75%

Worldwide Growth Portfolio (Janus)    9/13/93         21.12%             na         21.86%
    
</TABLE>
   
Figures represent performance since inception for Sub-Accounts in existence for
less than 10 years, or performance for 10 years for Sub-Accounts in existence
for more than 10 years.
    


<PAGE>

                                        -14-

                              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 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

<PAGE>

                                        -15-

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.

<PAGE>
- --------------------------------------------------------------------------------
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
- --------------------------------------------------------------------------------

TO AMERICAN MATURITY LIFE INSURANCE COMPANY
SEPARATE ACCOUNT AMLVA AND TO THE
OWNERS OF UNITS OF INTEREST THEREIN:
- --------------------------------------------------------------------------------

We have audited the accompanying statement of assets and liabilities of American
Maturity Life Insurance Company Separate Account AMLVA (the Account) as of
December 31, 1997, and the related statements of operations and changes in net
assets for the period from inception, March 17, 1997, to December 31, 1997.
These financial statements are the responsibility of the Account's management.
Our responsibility is to express an opinion on these financial statements based
on our audit.

We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of American Maturity Life
Insurance Company Separate Account AMLVA as of December 31, 1997 and the results
of its operations and the changes in its net assets for the period from
inception, March 17, 1997, to December 31, 1997, in conformity with generally
accepted accounting principles.


                                                             ARTHUR ANDERSEN LLP

Hartford, Connecticut
February 16, 1998


<PAGE>

- --------------------------------------------------------------------------------
SEPARATE ACCOUNT AMLVA
- --------------------------------------------------------------------------------

AMERICAN MATURITY LIFE INSURANCE COMPANY
STATEMENT OF ASSETS AND LIABILITIES
DECEMBER 31, 1997
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                             SCUDDER                    SCUDDER                    SCUDDER
                                                    VARIABLE LIFE INVESTMENT   VARIABLE LIFE INVESTMENT   VARIABLE LIFE INVESTMENT
                                                        FUND MONEY MARKET              FUND BOND                 FUND CAPITAL
                                                            PORTFOLIO                  PORTFOLIO               GROWTH PORTFOLIO
                                                           SUB-ACCOUNT                SUB-ACCOUNT                SUB-ACCOUNT
                                                    ------------------------   ------------------------   ------------------------
<S>                                                 <C>                        <C>                        <C>
ASSETS:
Investments:
   Scudder Variable Life Investment Fund Money
   Market Portfolio
      Shares                342,165
      Cost                 $342,165
      Market Value . . . . . . . . . . . . . . . .         $ 342,165                      --                          --
   Scudder Variable Life Investment Fund Bond
   Portfolio
      Shares                 81,246
      Cost                 $549,421
      Market Value . . . . . . . . . . . . . . . .            --                       $ 558,160                      --
   Scudder Variable Life Investment Fund Capital
   Growth Portfolio
      Shares                 27,321
      Cost                 $553,571
      Market Value . . . . . . . . . . . . . . . .            --                          --                       $ 563,641
   Scudder Variable Life Investment Fund Growth
   and Income Portfolio
      Shares                179,296
      Cost               $1,999,818
      Market Value . . . . . . . . . . . . . . . .            --                          --                          --
   Neuberger & Berman Partners Advisers Management
   Trust Portfolio
      Shares                 42,626
      Cost                 $846,914
      Market Value . . . . . . . . . . . . . . . .            --                          --                          --
   Dreyfus Variable Investment Fund Capital
   Appreciation Portfolio
      Shares                 46,411
      Cost               $1,271,683
      Market Value . . . . . . . . . . . . . . . .            --                          --                          --
   Dreyfus Variable Investment Fund Small Cap
   Portfolio
      Shares                  7,314
      Cost                 $437,966
      Market Value . . . . . . . . . . . . . . . .            --                          --                          --
   Janus Aspen Series Balanced Portfolio
      Shares                 17,100
      Cost                 $287,875
      Market Value . . . . . . . . . . . . . . . .            --                          --                          --
   Janus Aspen Series Worldwide Growth Portfolio
      Shares                 56,443
      Cost               $1,315,752
      Market Value . . . . . . . . . . . . . . . .            --                          --                          --
Due from American Maturity Life
Insurance Company  . . . . . . . . . . . . . . . .            --                          --                           4,430
Receivable from fund shares sold . . . . . . . . .                 8                          13                      --
                                                         -----------                 -----------                 -----------
Total Assets . . . . . . . . . . . . . . . . . . .           342,173                     558,173                     568,071
                                                         -----------                 -----------                 -----------
LIABILITIES:
Due to American Maturity Life Insurance Company  .                 8                          13                      --
Payable for fund shares purchased  . . . . . . . .            --                          --                           4,430
                                                         -----------                 -----------                 -----------
Total Liabilities  . . . . . . . . . . . . . . . .                 8                          13                       4,430
                                                         -----------                 -----------                 -----------
Net Assets (variable annuity contract
liabilities) . . . . . . . . . . . . . . . . . . .       $   342,165                 $   558,160                 $   563,641
                                                         -----------                 -----------                 -----------
                                                         -----------                 -----------                 -----------

DEFERRED ANNUITY CONTRACTS IN THE ACCUMULATION PERIOD:
INDIVIDUAL SUB-ACCOUNTS:
Units owned by participants  . . . . . . . . . . .            33,066                      51,585                      45,151
Unit values  . . . . . . . . . . . . . . . . . . .        $10.347924                  $10.820260                  $12.483490
</TABLE>


THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THIS FINANCIAL STATEMENT.


<PAGE>
<TABLE>
<CAPTION>
                                                            SCUDDER                    NEUBERGER                   DREYFUS
                                                    VARIABLE LIFE INVESTMENT           & BERMAN           VARIABLE INVESTMENT FUND
                                                          FUND GROWTH                  PARTNERS                    CAPITAL
                                                          AND INCOME              ADVISERS MANAGEMENT           APPRECIATION
                                                           PORTFOLIO                TRUST PORTFOLIO               PORTFOLIO
                                                          SUB-ACCOUNT                 SUB-ACCOUNT                SUB-ACCOUNT
                                                    ------------------------   ------------------------   ------------------------
<S>                                                 <C>                        <C>                        <C>
ASSETS:                                           
Investments:                                      
   Scudder Variable Life Investment Fund Money    
   Market Portfolio                               
      Shares                342,165               
      Cost                 $342,165               
      Market Value . . . . . . . . . . . . . . . .            --                          --                         --
   Scudder Variable Life Investment Fund Bond     
   Portfolio                                      
      Shares                 81,246               
      Cost                 $549,421               
      Market Value . . . . . . . . . . . . . . . .            --                          --                         --
   Scudder Variable Life Investment Fund Capital  
   Growth Portfolio                               
      Shares                 27,321               
      Cost                 $553,571               
      Market Value . . . . . . . . . . . . . . . .            --                          --                         --
   Scudder Variable Life Investment Fund Growth   
   and Income Portfolio                           
      Shares                179,296               
      Cost               $1,999,818               
      Market Value . . . . . . . . . . . . . . . .       $ 2,058,322                      --                         --
   Neuberger & Berman Partners Advisers Management
   Trust Portfolio                                
      Shares                 42,626               
      Cost                 $846,914               
      Market Value . . . . . . . . . . . . . . . .            --                       $ 878,092                     --
   Dreyfus Variable Investment Fund Capital       
   Appreciation Portfolio                         
      Shares                 46,411               
      Cost               $1,271,683               
      Market Value . . . . . . . . . . . . . . . .            --                          --                    $ 1,294,868
   Dreyfus Variable Investment Fund Small Cap     
   Portfolio                                      
      Shares                  7,314               
      Cost                 $437,966               
      Market Value . . . . . . . . . . . . . . . .            --                          --                         --
   Janus Aspen Series Balanced Portfolio          
      Shares                 17,100               
      Cost                 $287,875               
      Market Value . . . . . . . . . . . . . . . .
   Janus Aspen Series Worldwide Growth Portfolio              --                          --                         --
      Shares                 56,443               
      Cost               $1,315,752               
      Market Value . . . . . . . . . . . . . . . .            --                          --                         --
Due from American Maturity Life                            
Insurance Company  . . . . . . . . . . . . . . . .            --                           1,409                     10,020
Receivable from fund shares sold . . . . . . . . .                 8                      --                         --
                                                         -----------                 -----------                -----------
Total Assets . . . . . . . . . . . . . . . . . . .         2,058,330                     879,501                  1,304,888
                                                         -----------                 -----------                -----------
LIABILITIES:                                             
Due to American Maturity Life Insurance Company  .                 8                      --                         --
Payable for fund shares purchased  . . . . . . . .            --                           1,409                     10,020
                                                         -----------                 -----------                -----------
Total Liabilities  . . . . . . . . . . . . . . . .                 8                       1,409                     10,020
                                                         -----------                 -----------                -----------
Net Assets (variable annuity contract              
liabilities) . . . . . . . . . . . . . . . . . . .       $ 2,058,322                 $   878,092                $ 1,294,868
                                                         -----------                 -----------                -----------
                                                         -----------                 -----------                -----------

DEFERRED ANNUITY CONTRACTS IN THE ACCUMULATION PERIOD:
INDIVIDUAL SUB-ACCOUNTS:                          
Units owned by participants  . . . . . . . . . . .           169,811                      71,192                    109,859
Unit values  . . . . . . . . . . . . . . . . . . .        $12.121271                  $12.334172                 $11.786664

<CAPTION>
                                                             DREYFUS                                               JANUS
                                                    VARIABLE INVESTMENT FUND            JANUS                  ASPEN SERIES
                                                              SMALL                  ASPEN SERIES                WORLDWIDE
                                                             CAPITAL                   BALANCED                    GROWTH
                                                            PORTFOLIO                  PORTFOLIO                 PORTFOLIO
                                                           SUB-ACCOUNT                SUB-ACCOUNT               SUB-ACCOUNT
                                                    ------------------------   ------------------------   ------------------------
<S>                                                 <C>                        <C>                        <C>
ASSETS:                                                  
Investments:                                             
   Scudder Variable Life Investment Fund Money           
   Market Portfolio                                      
      Shares                342,165                      
      Cost                 $342,165                      
      Market Value . . . . . . . . . . . . . . . .            --                          --                         --
   Scudder Variable Life Investment Fund Bond            
   Portfolio                                             
      Shares                 81,246                      
      Cost                 $549,421                      
      Market Value . . . . . . . . . . . . . . . .            --                          --                         --
   Scudder Variable Life Investment Fund Capital         
   Growth Portfolio                                      
      Shares                 27,321                      
      Cost                 $553,571                      
      Market Value . . . . . . . . . . . . . . . .            --                          --                         --
   Scudder Variable Life Investment Fund Growth          
   and Income Portfolio                                  
      Shares                179,296                      
      Cost               $1,999,818                      
      Market Value . . . . . . . . . . . . . . . .            --                          --                         --
   Neuberger & Berman Partners Advisers Management       
   Trust Portfolio                                       
      Shares                 42,626                      
      Cost                 $846,914                      
      Market Value . . . . . . . . . . . . . . . .            --                          --                         --
   Dreyfus Variable Investment Fund Capital              
   Appreciation Portfolio                                
      Shares                 46,411                      
      Cost               $1,271,683                      
      Market Value . . . . . . . . . . . . . . . .            --                          --                         --
   Dreyfus Variable Investment Fund Small Cap            
   Portfolio                                             
      Shares                  7,314                      
      Cost                 $437,966                      
      Market Value . . . . . . . . . . . . . . . .         $ 417,930                      --                         --
   Janus Aspen Series Balanced Portfolio                 
      Shares                 17,100                      
      Cost                 $287,875                      
      Market Value . . . . . . . . . . . . . . . .       
   Janus Aspen Series Worldwide Growth Portfolio              --                       $ 298,735                     --
      Shares                 56,443                      
      Cost               $1,315,752                      
      Market Value . . . . . . . . . . . . . . . .            --                          --                    $ 1,320,210
Due from American Maturity Life                         
Insurance Company  . . . . . . . . . . . . . . . .            --                          12,832                     --
Receivable from fund shares sold . . . . . . . . .             2,972                      --                          5,658
                                                         -----------                 -----------                -----------
Total Assets . . . . . . . . . . . . . . . . . . .           420,902                     311,567                  1,325,868
                                                         -----------                 -----------                -----------
LIABILITIES:                                          
Due to American Maturity Life Insurance Company  .             2,972                      --                          5,658
Payable for fund shares purchased  . . . . . . . .            --                          12,832                     --
                                                         -----------                 -----------                -----------
Total Liabilities  . . . . . . . . . . . . . . . .             2,972                      12,832                      5,658
                                                         -----------                 -----------                -----------
                                                      
Net Assets (variable annuity contract                    
liabilities) . . . . . . . . . . . . . . . . . . .       $   417,930                 $   298,735                $ 1,320,210
                                                         -----------                 -----------                -----------
                                                         -----------                 -----------                -----------
                                                      
                                                      
DEFERRED ANNUITY CONTRACTS IN THE ACCUMULATION PERIOD:
INDIVIDUAL SUB-ACCOUNTS:                                  
Units owned by participants  . . . . . . . . . . .            35,318                      25,899                    115,748
Unit values  . . . . . . . . . . . . . . . . . . .        $11.833201                  $11.534865                 $11.405913
</TABLE>

<PAGE>

- -------------------------------------------------------------------------------
SEPARATE ACCOUNT AMLVA
- -------------------------------------------------------------------------------

AMERICAN MATURITY LIFE INSURANCE COMPANY
STATEMENT OF OPERATIONS
FOR THE PERIOD FROM INCEPTION, MARCH 17, 1997 TO DECEMBER 31, 1997
- -------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                             SCUDDER                    SCUDDER                    SCUDDER
                                                    VARIABLE LIFE INVESTMENT   VARIABLE LIFE INVESTMENT   VARIABLE LIFE INVESTMENT
                                                        FUND MONEY MARKET              FUND BOND                 FUND CAPITAL
                                                            PORTFOLIO                  PORTFOLIO               GROWTH PORTFOLIO
                                                           SUB-ACCOUNT                SUB-ACCOUNT                SUB-ACCOUNT
                                                    ------------------------   ------------------------   ------------------------
<S>                                                 <C>                        <C>                        <C>
INVESTMENT INCOME:
   Dividends . . . . . . . . . . . . . . . . . . .           $ 7,456                     $ 6,904                    $ 1,033       

EXPENSES:
   Mortality and expense undertakings. . . . . . .            (1,217)                     (1,263)                    (1,131)      
                                                             -------                     -------                    -------       
   Net investment income (loss). . . . . . . . . .             6,239                       5,641                       (98)       
                                                             -------                     -------                    -------       
CAPITAL GAINS INCOME . . . . . . . . . . . . . . .                --                          --                         --       
                                                             -------                     -------                    -------       

NET REALIZED AND UNREALIZED GAIN (LOSS) 
   ON INVESTMENTS:
   Net realized gain (loss) on security 
      transactions . . . . . . . . . . . . . . . .                --                           7                         16       
   Net unrealized appreciation (depreciation) of 
      investments during the period. . . . . . . .                --                       8,739                     10,070       
                                                             -------                     -------                    -------       

         Net realized and unrealized gain (loss) 
            on investments . . . . . . . . . . . .                --                       8,746                     10,086       
                                                             -------                     -------                    -------       

         Net increase in net assets resulting from 
            operations:. . . . . . . . . . . . . .           $ 6,239                     $14,387                    $ 9,988       
                                                             -------                     -------                    -------       
                                                             -------                     -------                    -------       
</TABLE>

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THIS FINANCIAL STATEMENT.


<PAGE>
<TABLE>
<CAPTION>
                                                            SCUDDER                    NEUBERGER                   DREYFUS
                                                    VARIABLE LIFE INVESTMENT           & BERMAN           VARIABLE INVESTMENT FUND
                                                          FUND GROWTH                  PARTNERS                    CAPITAL
                                                          AND INCOME              ADVISERS MANAGEMENT           APPRECIATION
                                                           PORTFOLIO                TRUST PORTFOLIO               PORTFOLIO
                                                          SUB-ACCOUNT                 SUB-ACCOUNT                SUB-ACCOUNT
                                                    ------------------------   ------------------------   ------------------------
<S>                                                 <C>                        <C>                        <C>
INVESTMENT INCOME:
   Dividends . . . . . . . . . . . . . . . . . . .            $8,946                     $  --                      $ 8,960    

EXPENSES:
   Mortality and expense undertakings. . . . . . .            (4,154)                     (1,934)                    (2,881)   
                                                             -------                     -------                    -------       
   Net investment income (loss). . . . . . . . . .             4,792                      (1,934)                     6,079    
                                                             -------                     -------                    -------       
CAPITAL GAINS INCOME . . . . . . . . . . . . . . .              --                          --                          752    
                                                             -------                     -------                    -------       

NET REALIZED AND UNREALIZED GAIN (LOSS) 
   ON INVESTMENTS:
   Net realized gain (loss) on security 
      transactions . . . . . . . . . . . . . . . .            (7,527)                         48                        397    
   Net unrealized appreciation (depreciation) of 
      investments during the period. . . . . . . .            58,504                      31,178                     23,185    
                                                             -------                     -------                    -------       

         Net realized and unrealized gain (loss) 
            on investments . . . . . . . . . . . .            50,977                      31,226                     23,582    
                                                             -------                     -------                    -------       

         Net increase in net assets resulting from 
            operations:. . . . . . . . . . . . . .           $55,769                     $29,292                    $30,413    
                                                             -------                     -------                    -------       
                                                             -------                     -------                    -------       

<CAPTION>
                                                             DREYFUS                                               JANUS
                                                    VARIABLE INVESTMENT FUND            JANUS                  ASPEN SERIES
                                                              SMALL                  ASPEN SERIES                WORLDWIDE
                                                             CAPITAL                   BALANCED                    GROWTH
                                                            PORTFOLIO                  PORTFOLIO                 PORTFOLIO
                                                           SUB-ACCOUNT                SUB-ACCOUNT               SUB-ACCOUNT
                                                    ------------------------   ------------------------   ------------------------
<S>                                                 <C>                        <C>                        <C>
INVESTMENT INCOME:
   Dividends . . . . . . . . . . . . . . . . . . .           $   453                     $ 3,615                    $ 5,047

EXPENSES:
   Mortality and expense undertakings. . . . . . .              (934)                       (724)                    (2,976)
                                                             -------                     -------                    -------
   Net investment income (loss). . . . . . . . . .              (481)                      2,891                      2,071
                                                             -------                     -------                    -------
CAPITAL GAINS INCOME . . . . . . . . . . . . . . .            23,882                        --                         --
                                                             -------                     -------                    -------

NET REALIZED AND UNREALIZED GAIN (LOSS) 
   ON INVESTMENTS:
   Net realized gain (loss) on security 
      transactions . . . . . . . . . . . . . . . .            (2,631)                         28                       (191)
   Net unrealized appreciation (depreciation) of 
      investments during the period. . . . . . . .           (20,036)                     10,860                      4,458
                                                             -------                     -------                    -------

         Net realized and unrealized gain (loss) 
            on investments . . . . . . . . . . . .           (22,667)                     10,888                      4,267
                                                             -------                     -------                    -------

         Net increase in net assets resulting from 
            operations:. . . . . . . . . . . . . .           $   734                     $13,779                    $ 6,338
                                                             -------                     -------                    -------
                                                             -------                     -------                    -------
</TABLE>

<PAGE>

- --------------------------------------------------------------------------------
SEPARATE ACCOUNT AMLVA
- --------------------------------------------------------------------------------

AMERICAN MATURITY LIFE INSURANCE COMPANY
STATEMENT OF CHANGES IN NET ASSETS
FOR THE PERIOD FROM INCEPTION, MARCH 17, 1997 TO DECEMBER 31, 1997
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                             SCUDDER                    SCUDDER                    SCUDDER
                                                    VARIABLE LIFE INVESTMENT   VARIABLE LIFE INVESTMENT   VARIABLE LIFE INVESTMENT
                                                        FUND MONEY MARKET              FUND BOND                 FUND CAPITAL
                                                            PORTFOLIO                  PORTFOLIO               GROWTH PORTFOLIO
                                                           SUB-ACCOUNT                SUB-ACCOUNT                SUB-ACCOUNT
                                                    ------------------------   ------------------------   ------------------------
<S>                                                 <C>                        <C>                        <C>
OPERATIONS:
   Net investment income (loss). . . . . . . . . .        $    6,239                  $    5,641                  $      (98)     
   Capital gains income. . . . . . . . . . . . . .              --                          --                          --        
   Net realized gain (loss) on security                                                                       
      transactions . . . . . . . . . . . . . . . .              --                             7                          16      
   Net unrealized appreciation (depreciation)                                                                 
      of investments during the period . . . . . .              --                         8,739                      10,070      
                                                          ----------                  ----------                  ----------      
   Net increase in net assets resulting                                                                       
      from operations. . . . . . . . . . . . . . .             6,239                      14,387                       9,988      
                                                          ----------                  ----------                  ----------      
                                                                                                              
UNIT TRANSACTIONS:                                                                                            
   Purchases . . . . . . . . . . . . . . . . . . .         1,398,582                     465,764                     478,755      
   Net transfers . . . . . . . . . . . . . . . . .        (1,031,362)                     79,564                      75,274      
   Surrenders. . . . . . . . . . . . . . . . . . .           (31,277)                     (1,544)                       (128)     
   Other activity. . . . . . . . . . . . . . . . .               (17)                        (11)                       (248)     
                                                          ----------                  ----------                  ----------      
   Net increase in net assets resulting from                                                                  
      unit transactions. . . . . . . . . . . . . .           335,926                     543,773                     553,653      
                                                          ----------                  ----------                  ----------      
   Total increase in net assets. . . . . . . . . .           342,165                     558,160                     563,641      
                                                                                                              
NET ASSETS:                                                                                                   
   Beginning of period . . . . . . . . . . . . . .              --                          --                          --        
                                                          ----------                  ----------                  ----------      
   End of period . . . . . . . . . . . . . . . . .        $  342,165                  $  558,160                  $  563,641      
                                                          ----------                  ----------                  ----------      
                                                          ----------                  ----------                  ----------      
</TABLE>

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THIS FINANCIAL STATEMENT.


<PAGE>
<TABLE>
<CAPTION>
                                                            SCUDDER                    NEUBERGER                   DREYFUS
                                                    VARIABLE LIFE INVESTMENT           & BERMAN           VARIABLE INVESTMENT FUND
                                                          FUND GROWTH                  PARTNERS                    CAPITAL
                                                          AND INCOME              ADVISERS MANAGEMENT           APPRECIATION
                                                           PORTFOLIO                TRUST PORTFOLIO               PORTFOLIO
                                                          SUB-ACCOUNT                 SUB-ACCOUNT                SUB-ACCOUNT
                                                    ------------------------   ------------------------   ------------------------
<S>                                                 <C>                        <C>                        <C>
OPERATIONS:
   Net investment income (loss). . . . . . . . . .        $    4,792                    $ (1,934)                 $    6,079    
   Capital gains income. . . . . . . . . . . . . .              --                          --                           752    
   Net realized gain (loss) on security                                                                                         
      transactions . . . . . . . . . . . . . . . .            (7,527)                         48                         397    
   Net unrealized appreciation (depreciation)                                                                                   
      of investments during the period . . . . . .            58,504                      31,178                      23,185    
                                                          ----------                    --------                  ----------    
   Net increase in net assets resulting                                                                                         
      from operations. . . . . . . . . . . . . . .            55,769                      29,292                      30,413    
                                                          ----------                    --------                  ----------    
                                                                                                                                
UNIT TRANSACTIONS:                                                                                                              
   Purchases . . . . . . . . . . . . . . . . . . .         1,774,328                     741,365                   1,080,754    
   Net transfers . . . . . . . . . . . . . . . . .           216,036                     108,605                     185,964    
   Surrenders. . . . . . . . . . . . . . . . . . .            (2,468)                     (1,032)                     (2,276)   
   Other activity. . . . . . . . . . . . . . . . .            14,657                        (138)                         13    
                                                          ----------                    --------                  ----------    
   Net increase in net assets resulting from                                                                                    
      unit transactions. . . . . . . . . . . . . .         2,002,553                     848,800                   1,264,455    
                                                          ----------                    --------                  ----------    
   Total increase in net assets. . . . . . . . . .         2,058,322                     878,092                   1,294,868    
                                                                                                                                
NET ASSETS:                                                                                                                     
   Beginning of period . . . . . . . . . . . . . .              --                            --                        --      
                                                          ----------                    --------                  ----------    
   End of period . . . . . . . . . . . . . . . . .        $2,058,322                    $878,092                  $1,294,868    
                                                          ----------                    --------                  ----------    
                                                          ----------                    --------                  ----------    

<CAPTION>
                                                             DREYFUS                                               JANUS
                                                    VARIABLE INVESTMENT FUND            JANUS                  ASPEN SERIES
                                                              SMALL                  ASPEN SERIES                WORLDWIDE
                                                             CAPITAL                   BALANCED                    GROWTH
                                                            PORTFOLIO                  PORTFOLIO                 PORTFOLIO
                                                           SUB-ACCOUNT                SUB-ACCOUNT               SUB-ACCOUNT
                                                    ------------------------   ------------------------   ------------------------
<S>                                                 <C>                        <C>                        <C>
OPERATIONS:
   Net investment income (loss). . . . . . . . . .          $   (481)                   $  2,891                  $    2,071
   Capital gains income. . . . . . . . . . . . . .            23,882                        --                            --
   Net realized gain (loss) on security                                                                           
      transactions . . . . . . . . . . . . . . . .            (2,631)                         28                        (191)
   Net unrealized appreciation (depreciation)                                                                     
      of investments during the period . . . . . .           (20,036)                     10,860                       4,458
                                                            --------                    --------                  ----------
   Net increase in net assets resulting                                                                           
      from operations. . . . . . . . . . . . . . .               734                      13,779                       6,338
                                                            --------                    --------                  ----------
                                                                                                                  
UNIT TRANSACTIONS:                                                                                                
   Purchases . . . . . . . . . . . . . . . . . . .           361,150                     252,727                   1,132,151
   Net transfers . . . . . . . . . . . . . . . . .            55,933                      32,780                     184,710
   Surrenders. . . . . . . . . . . . . . . . . . .               (25)                       (325)                     (2,078)
   Other activity. . . . . . . . . . . . . . . . .               138                        (226)                       (911)
                                                            --------                    --------                  ----------
   Net increase in net assets resulting from                                                                      
      unit transactions. . . . . . . . . . . . . .           417,196                     284,956                   1,313,872
                                                            --------                    --------                  ----------
   Total increase in net assets. . . . . . . . . .           417,930                     298,735                   1,320,210
                                                                                                                  
NET ASSETS:                                                                                                       
   Beginning of period . . . . . . . . . . . . . .              --                          --                            --
                                                            --------                    --------                  ----------
   End of period . . . . . . . . . . . . . . . . .          $417,930                    $298,735                  $1,320,210
                                                            --------                    --------                  ----------
                                                            --------                    --------                  ----------
</TABLE>

<PAGE>

- --------------------------------------------------------------------------------
SEPARATE ACCOUNT AMLVA
- --------------------------------------------------------------------------------

AMERICAN MATURITY LIFE INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1997
- --------------------------------------------------------------------------------

1.   ORGANIZATION:

     Separate Account AMLVA (the Account) is a separate investment account
     within American Maturity Life Insurance Company (the Company) and is
     registered with the Securities and Exchange Commission (SEC) as a unit
     investment trust under the Investment Company Act of 1940, as amended. Both
     the Company and the Account are subject to supervision and regulation by
     the Department of Insurance of the State of Connecticut and the SEC. The
     Account invests deposits by variable annuity contractholders of the Company
     in various mutual funds (the Funds) as directed by the contractholders.

2.   SIGNIFICANT ACCOUNTING POLICIES:

     The following is a summary of significant accounting policies of the
     Account, which are in accordance with generally accepted accounting
     principles in the investment company industry:

     a)   SECURITY TRANSACTIONS--Security transactions are recorded on the trade
          date (date the order to buy or sell is executed). Security gains and
          losses are determined on the basis of identified cost. Dividend and
          capital gains income are accrued as of the ex-dividend date. Capital
          gains income represents dividends from the Funds which are
          characterized as capital gains under federal income tax regulations.

     b)   SECURITY VALUATION--The investment in shares of the Scudder Variable
          Life Investment Fund Portfolios, Janus Aspen Series Portfolios,
          Neuberger & Berman Advisers Management Trust Partners Portfolio and
          Dreyfus Variable Investment Fund Portfolios are valued at the closing
          net asset value per share as determined by the appropriate Fund as of
          December 31, 1997.

     c)   FEDERAL INCOME TAXES--The operations of the Account form a part of,
          and are taxed with, the total operations of the Company, which is
          taxed as an insurance company under the Internal Revenue Code. Under
          current law, no federal income taxes are payable with respect to the
          operations of the Account.

     d)   USE OF ESTIMATES--The preparation of financial statements in
          conformity with generally accepted accounting principles requires
          management to make estimates and assumptions that affect the reported
          amounts of assets and liabilities as of the date of the financial
          statements and the reported amounts of income and expenses during the
          period. Operating results in the future could vary from the amounts
          derived from management's estimates.

3. ADMINISTRATION OF THE ACCOUNT AND RELATED CHARGES:

     a)   MORTALITY AND EXPENSE UNDERTAKINGS--The Company, as issuer of variable
          annuity contracts, provides the mortality and expense undertakings
          and, with respect to the Account, receives a maximum annual fee of up
          to .65% of the Account's average daily net assets. The Company also
          provides administrative services and receives an annual fee of 0.20%
          of the Account's average daily net assets.

     b)   DEDUCTION OF ANNUAL MAINTENANCE FEE--Annual maintenance fees are
          deducted through termination of units of interest from the applicable
          contractholders' accounts, in accordance with the terms of the
          contracts.


<PAGE>
                       REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS



To the Board of Directors of

          American Maturity Life Insurance Company:



We have audited the accompanying statutory-basis balance sheets of American
Maturity Life Insurance Company (a Connecticut corporation) (the Company) as of
December 31, 1997 and 1996, and the related statutory-basis statements of
operations, changes in capital and surplus and cash flows for each of the three
years in the period ended December 31, 1997.  These financial statements are the
responsibility of the Company's management.  Our responsibility is to express an
opinion on these statutory-basis financial statements based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

The Company presents its financial statements in conformity with statutory
accounting practices as described in Note 1 of notes to statutory-basis
financial statements.  When statutory-basis financial statements are presented
for purposes other than for filing with a regulatory agency, generally accepted
auditing standards require that an auditors' report on them state whether they
are presented in conformity with generally accepted accounting principles.  The
accounting practices used by the Company vary from generally accepted accounting
principles as explained and quantified in Note 1.

In our opinion, because the differences in accounting practices as described in
Note 1 are material, the statutory-basis financial statements referred to above
do not present fairly, in accordance with generally accepted accounting
principles, the financial position of the Company as of December 31, 1997 and
1996, and the results of its operations and its cash flows for each of the three
years in the period ended December 31, 1997.

However, in our opinion, the statutory-basis financial statements referred to
above present fairly, in all material respects, the financial position of the
Company as of December 31, 1997 and 1996, and the results of its operations and
its cash flows for each of the three years in the period ended December 31, 1997
in conformity with statutory accounting practices as described in Note 1.



/s/ Arthur Anderson LLP
Hartford, Connecticut
January 27, 1998


<PAGE>


                       AMERICAN MATURITY LIFE INSURANCE COMPANY

                            STATUTORY-BASIS BALANCE SHEETS

                           AS OF DECEMBER 31, 1997 AND 1996
                                    (in thousands)


<TABLE>
<CAPTION>
                                                           1997          1996
                                                           ----          ----
<S>                                                      <C>            <C>
ASSETS:
  Bonds                                                  $ 13,310      $10,009
  Cash and short-term investments                          40,654        7,415
                                                         --------      -------
     Total cash and invested assets                        53,964       17,424

  Investment income due and accrued                           223          166
  Other assets                                                387          419
  Separate account assets                                 122,694       54,241
                                                         --------      -------
     Total assets                                        $177,268      $72,250
                                                         --------      -------
                                                         --------      -------

LIABILITIES:
  Aggregate reserves for future benefits                 $  3,290      $ 1,655
  Liability for premium and other deposit
    funds                                                   4,707        2,034
  Asset valuation reserve                                     478          249
  Payable to affiliates                                     1,212          883
  Transfers to separate accounts due
    or accrued                                               (792)       1,291
  Other liabilities                                         1,816        1,423
  Separate account liabilities                            122,594       54,241
                                                         --------      -------
     Total liabilities                                    133,305       61,776
                                                         --------      -------



COMMITMENTS AND CONTINGENCIES (Note 7)

CAPITAL AND SURPLUS:
  Common stock                                              2,500        2,500
  Gross paid-in and contributed surplus                    57,500       17,500
  Unassigned funds                                        (16,037)      (9,526)
                                                         --------      -------
     Total capital and surplus                             43,963       10,474
                                                         --------      -------

     Total liabilities and capital
       and surplus                                       $177,268      $72,250
                                                         --------      -------
                                                         --------      -------
</TABLE>



                        The accompanying notes are an integral
                 part of these statutory-basis financial statements.

<PAGE>
                       AMERICAN MATURITY LIFE INSURANCE COMPANY

                       STATUTORY-BASIS STATEMENTS OF OPERATIONS

                 FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995
                                    (in thousands)



<TABLE>
<CAPTION>
                                                            1997           1996           1995
                                                            ----           ----           ----
<S>                                                       <C>            <C>            <C>
REVENUES:
  Premiums and annuity considerations                     $ 4,342        $ 3,290        $   746
  Annuity and other fund deposits                          64,872         39,041         18,043
  Net investment income                                     1,390            968          1,181
  Other revenues                                               10           -              -
                                                          -------        -------        -------
     Total revenues                                        70,614         43,299         19,970
                                                          -------        -------        -------

BENEFITS AND EXPENSES:
  Surrenders and other benefit payments                     4,904          3,540            789
  General insurance expenses                               10,592          6,110          6,376
  Increase in aggregate reserve for future
    benefits and liability for premium and
    other deposit funds                                     4,308          3,005            684
  Net transfers to separate accounts                       57,081         35,303         16,842
  Other expenses                                               19           -              -
                                                          -------        -------        -------
     Total benefits and expenses                           76,904         47,958         24,691
                                                          -------        -------        -------


LOSS FROM OPERATIONS BEFORE FEDERAL
  INCOME TAXES                                             (6,290)        (4,659)        (4,721)

FEDERAL INCOME TAXES                                         -              -              -
                                                          -------        -------        -------

LOSS FROM OPERATIONS                                       (6,290)        (4,659)        (4,721)

REALIZED CAPITAL GAINS, NET OF FEDERAL
  INCOME TAXES                                                  8           -              -
                                                          -------        -------        -------

NET LOSS                                                  $(6,282)       $(4,659)       $(4,721)
                                                          -------        -------        -------
                                                          -------        -------        -------

</TABLE>

                        The accompanying notes are an integral
                 part of these statutory-basis financial statements.

<PAGE>

                       AMERICAN MATURITY LIFE INSURANCE COMPANY

             STATUTORY-BASIS STATEMENTS OF CHANGES IN CAPITAL AND SURPLUS

                 FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995
                                    (in thousands)

<TABLE>
<CAPTION>
                                                            1997           1996           1995
                                                            ----           ----           ----
<S>                                                       <C>            <C>            <C>
CAPITAL AND SURPLUS - beginning of year                   $10,474        $15,280        $20,065
                                                          -------        -------        -------
     Net loss                                              (6,282)        (4,659)        (4,721)
     Change in asset valuation reserve                       (229)          (147)           (64)
     Paid-in capital                                       40,000           -              -
                                                          -------        -------        -------
               Changes in capital and surplus              33,489         (4,806)        (4,785)
                                                          -------        -------        -------
CAPITAL AND SURPLUS - end of year                         $43,963        $10,474        $15,280
                                                          -------        -------        -------
                                                          -------        -------        -------
</TABLE>


                       The accompanying notes are an integral
                 part of these statutory-basis financial statements.

<PAGE>


                       AMERICAN MATURITY LIFE INSURANCE COMPANY

                       STATUTORY-BASIS STATEMENTS OF CASH FLOWS

                 FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995
                                    (in thousands)


<TABLE>
<CAPTION>
                                                           1997           1996           1995
                                                           ----           ----           ----
<S>                                                       <C>            <C>            <C>
OPERATIONS:
  Premiums, annuity considerations and
    fund deposits                                         $69,215        $42,331        $18,789
  Investment income                                         1,423          1,189            983
                                                          -------        -------        -------
          Total revenues                                   70,638         43,520         19,772
                                                          -------        -------        -------

  Benefits paid                                             4,904          3,540            789
  Net transfers to separate accounts                       59,165         33,881         16,973
  Other expenses                                           10,415          5,557          5,633
                                                          -------        -------        -------
          Total benefits and expenses                      74,484         42,978         23,395
                                                          -------        -------        -------
          Net cash (used for) provided by
            operations                                     (3,846)           542         (3,623)
                                                          -------        -------        -------

PROCEEDS FROM INVESTMENTS:
  Bonds                                                     2,488          1,000          3,310
                                                          -------        -------        -------
          Net investment proceeds                           2,488          1,000          3,310

OTHER CASH PROVIDED:
  Capital and surplus paid-in                              40,000           -              -
  Other sources                                               528          2,533            353
                                                          -------        -------        -------
          Total proceeds                                   43,016          3,533          3,663
                                                          -------        -------        -------

COST OF INVESTMENTS ACQUIRED:
  Bonds                                                     5,886          6,018          3,255
                                                          -------        -------        -------
          Total investments acquired                        5,886          6,018          3,255
                                                          -------        -------        -------

TOTAL OTHER CASH APPLIED                                       45             85          1,989
                                                          -------        -------        -------
          Total applications                                5,931          6,103          5,244
                                                          -------        -------        -------

NET CHANGE IN CASH AND SHORT-TERM INVESTMENTS              33,239         (2,028)        (5,204)

CASH AND SHORT-TERM INVESTMENTS,
  beginning of year                                         7,415          9,443         14,647
                                                          -------        -------        -------
CASH AND SHORT-TERM INVESTMENTS,
  end of year                                             $40,654        $ 7,415        $ 9,443
                                                          -------        -------        -------
                                                          -------        -------        -------
</TABLE>




                       The accompanying notes are an integral
                part of these statutory-basis financial statements.


<PAGE>

                      AMERICAN MATURITY LIFE INSURANCE COMPANY

                   NOTES TO STATUTORY-BASIS FINANCIAL STATEMENTS

                          DECEMBER 31, 1997, 1996 AND 1995
               (Dollar amounts in thousands unless otherwise stated)



1.   SIGNIFICANT ACCOUNTING POLICIES:

     ORGANIZATION -

     American Maturity Life Insurance Company (AML or the Company), formerly
     First Equicor Life Insurance Company (FELIC), is a sixty percent owned
     subsidiary of Hartford Life and Accident Insurance Company (HLA), which is
     a direct subsidiary of Hartford Life, Inc. (HLI).  HLI is an indirect
     subsidiary of Hartford Financial Services Group, Inc. (The Hartford).

     Forty percent of the common stock of the Company is owned by Pacific Mutual
     Life Insurance Company (PMLIC).

     AML offers annuities exclusively to members of The American Association of
     Retired Persons (AARP).

     BASIS OF PRESENTATION -

     The financial statements are prepared in conformity with statutory
     accounting practices prescribed or permitted by the National Association of
     Insurance Commissioners (NAIC) and the State of Connecticut Department of
     Insurance.

     Statutory accounting practices and generally accepted accounting principles
     (GAAP) differ in certain significant respects.  These differences
     principally involve:

     1.   Treatment of policy acquisition costs (commissions, underwriting and
          selling expenses, premium taxes, etc.), which are charged to expense
          when incurred for statutory purposes rather than on a pro-rata basis
          over the expected life of the policies for GAAP purposes;

     2.   Recognition of premium revenues, which for statutory purposes are
          generally recorded as collected or when due during the premium paying
          period of the contract, and which for GAAP purposes are only recorded
          for policy charges for contract administration and surrender charges
          assessed to policy account balances;

     3.   Development of reserves for future benefits, which for statutory
          purposes predominantly use methods prescribed by the NAIC which vary
          considerably from interest and mortality assumptions used for GAAP
          financial reporting;

     4.   Providing for income taxes based on current taxable (tax return)
          income only for statutory purposes, rather than establishing
          additional assets or liabilities for deferred income taxes to
          recognize the tax effect related to reporting revenues and expenses in
          different periods for financial reporting and tax return purposes;

<PAGE>

                                        -2-



     5.   Excluding certain GAAP assets designated as non-admitted assets (e.g.,
          agents' balances and furniture and equipment) from the balance sheet
          for statutory purposes by directly charging surplus;

     6    Establishing accruals for post-retirement and post-employment health
          care benefits on an option basis, using a twenty year phase-in
          approach, whereas GAAP liabilities are required to be recorded;

     7.   Establishing a formula reserve for realized and unrealized losses due
          to default and equity risk associated with certain invested assets
          (Asset Valuation Reserve) and the deferral and amortization of
          realized gains and losses, motivated by changes in interest rates
          during the period the asset is held, into income over the remaining
          life to maturity of the asset sold (Interest Maintenance Reserve),
          whereas on a GAAP basis, no such formula reserve is required and
          realized gains and losses are recognized in the statement of
          operations in the period the asset is sold;

     8.   The reporting of bonds at amortized cost, whereas GAAP requires that
          fixed maturities be classified as "held-to-maturity," "available-for-
          sale" or "trading" based on the Company's intentions with respect to 
          the ultimate disposition of the security and its ability to effect 
          those intentions.  The Company's fixed maturities were classified on a
          GAAP basis as "available-for-sale" and accordingly, these investments
          were reflected at fair value on a GAAP basis with the corresponding 
          impact included as a component of Capital and Surplus; and

     9.   No re-evaluation of assets and liabilities upon the acquisition of
          FELIC by HLA, whereas on a GAAP basis the assets and liabilities were
          re-valued to their fair values on the purchase date, with the excess
          of the purchase price over the net fair value recorded as goodwill.

     The significant differences between statutory and GAAP basis net loss for
     the years ended December 31, 1997, 1996 and 1995 are summarized as follows:

<TABLE>
<CAPTION>
                                                            1997           1996           1995
                                                            ----           ----           ----
          <S>                                             <C>            <C>            <C>
          GAAP net loss:                                  $(6,977)       $(4,678)       $(4,365)

          Amortization and deferral
            of policy acquisition costs                    (1,294)          (485)          (220)
          Capitalized software                                 40             40           (160)
          Reserves and deposit liabilities                  2,139            414             52
          Deferred taxes, excluding deferred
            taxes on unrealized gains                        -              -               122
          Amortization of goodwill                             55             54             54
          Other, net                                         (245)            (4)          (204)
                                                          -------        -------        -------
          Statutory net loss                              $(6,282)       $(4,659)       $(4,721)
                                                          -------        -------        -------
                                                          -------        -------        -------
</TABLE>

<PAGE>

                                        -3-



     The significant differences between statutory and GAAP basis capital and
     surplus as of December 31, 1997 and 1996 are summarized as follows:

<TABLE>
<CAPTION>
                                                  1997           1996
                                                  ----           ----
          <S>                                   <C>            <C>
          GAAP capital and surplus:             $46,229        $13,046

          Amortization and deferral
            of policy acquisition costs          (1,999)          (705)
          Capitalized software                      (80)          (120)
          Reserves and deposit liabilities        2,605            466
          Asset valuation reserve                  (478)          (249)
          Deferred taxes, excluding deferred
            taxes on unrealized gains                91             91
          Net unrealized gain on securities        (256)           (96)
          Goodwill                               (2,025)        (2,080)
          Other, net                               (124)           121
                                                -------        -------
          Statutory capital and surplus         $43,963        $10,474
                                                -------        -------
                                                -------        -------
</TABLE>

     AGGREGATE RESERVES FOR FUTURE BENEFITS AND LIABILITIES FOR PREMIUM AND
     OTHER DEPOSIT FUNDS -

     Aggregate reserves for payment of annuity benefits were computed in
     accordance with actuarial standards.  On-benefit annuity reserves were
     based principally on Group Annuity Tables at an interest rate of 6.75% for
     both 1997 and 1996 and 7.25% for 1995 policy issues.  Premium and deposit
     funds were generally valued on the Commissioner's Annuity Reserve Valuation
     Method (CARVM).

     SEPARATE ACCOUNTS -

     The Company maintains separate account assets and liabilities which are
     reported at fair value.  Separate accounts reflect two categories of risk
     assumption:  non-guaranteed separate accounts, wherein the policyholder
     assumes the investment risk, and guaranteed separate accounts, wherein the
     Company contractually guarantees either a minimum return or account value
     to the policyholder.  Non-guaranteed separate account assets are segregated
     from other investments, and investment income and gains and losses accrue
     directly to the policyholders.

     INVESTMENTS -

     Investments include bonds carried at amortized cost.  Bonds which are
     deemed ineligible to be held at amortized cost by the NAIC Securities
     Valuation Office (SVO) are carried at the appropriate SVO published value.
     When a permanent reduction in the value of publicly traded securities
     occurs, the decrease is reported as a realized loss in the statutory-basis
     statements of operations and the carrying value is adjusted accordingly.

     The Company uses derivative financial instruments as part of an overall
     risk management strategy.  These instruments, consisting primarily of
     exchange traded financial futures, are used as a means of hedging exposure
     to price and/or interest rate risk on anticipated investment

<PAGE>

                                        -4-



     purchases or existing assets and liabilities.  The Company does not hold or
     issue derivative financial instruments for trading purposes.  Gains or
     losses on financial futures contracts entered into in anticipation of the
     investment of future receipt of product cash flows are deferred and, at the
     time of the ultimate investment purchase, reflected as an adjustment to the
     cost basis of the purchased asset.  Gains or losses on futures used in
     invested asset risk management are deferred and adjusted into the cost
     basis of the hedged asset when the contract futures are closed, except for
     futures used in duration hedging, which are deferred and basis adjusted on
     a quarterly basis.  The basis adjustments are amortized into net investment
     income over the remaining asset life.

     Realized capital gains and losses, net of taxes and amounts transferred to
     the Interest Maintenance Reserve (IMR), are reported in the statutory-basis
     statements of operations.  The Asset Valuation Reserve (AVR) is designed to
     provide a standardized reserve process for realized and unrealized losses
     due to the default and equity risks associated with invested assets.  The
     AVR was increased by $229, $147 and $64 in 1997, 1996 and 1995,
     respectively.  The IMR captures realized capital gains and losses, net of
     applicable income taxes, resulting from changes in interest rates and
     amortizes these gains or losses into income over the remaining life of the
     asset sold.  Realized capital gains and losses, net of taxes, not included
     in IMR are reported in the statutory-basis statements of operations.  In
     1997, 1996 and 1995, no capital gains or losses were reclassified to the
     IMR.  There was also no amortization.  Realized gains and losses are
     determined on a specific identification basis.

     USE OF ESTIMATES -

     The preparation of financial statements in conformity with statutory
     accounting practices requires management to make estimates and assumptions
     that affect the reported amounts of assets and liabilities and disclosures
     of contingent assets and liabilities at the date of the financial
     statements and the reported amounts of revenues and expenses during the
     reporting period.  Actual results could differ from those estimates.  The
     most significant estimates include those used in determining the liability
     for premium and other deposit funds and aggregate reserves for future
     benefits.  Although some variability is inherent in these estimates,
     management believes the amounts provided are adequate.


2.   INVESTMENTS:

     COMPONENTS OF NET INVESTMENT INCOME -

<TABLE>
<CAPTION>

                                                   1997         1996       1995
                                                   ----         ----       ----
     <S>                                         <C>           <C>       <C>
     Interest income from bonds and short-term
       investments                               $1,477        $968      $1,181
                                                 ------        ----      ------
     Gross investment income                      1,477         968       1,181

     Less:  investment expenses                      87          -         -
                                                 ------        ----      ------
     Net investment income                       $1,390        $968      $1,181
                                                 ------        ----      ------
                                                 ------        ----      ------
</TABLE>


<PAGE>

                                        -5-



     UNREALIZED CAPITAL GAINS (LOSSES) ON BONDS AND SHORT TERM INVESTMENTS -

<TABLE>
<CAPTION>
                                                        1997      1996      1995
                                                        ----      ----      ----
     <S>                                                <C>       <C>       <C>
     Gross unrealized capital gains at end of year      $256      $ 68      $132

     Gross unrealized capital losses
       at end of year                                    -         (27)       -
                                                        ----      ----      ----
     Net unrealized capital gains                        256        41       132

     Balance at beginning of year                         41       132      (133)
                                                        ----      ----      ----
     Net change in net unrealized gains                 $215      $(91)     $265
                                                        ----      ----      ----
                                                        ----      ----      ----
</TABLE>

     BONDS AND SHORT-TERM INVESTMENTS -

<TABLE>
<CAPTION>
                                               December 31, 1997
                                 -------------------------------------------
                                 Amortized   Unrealized  Unrealized    Fair
                                   Cost         Gains      Losses      Value
                                   ----         -----      ------      -----
     <S>                         <C>         <C>         <C>          <C>
     U.S. government and
       government agencies and
       authorities - guaranteed
       and sponsored             $ 6,558        $136        $ -       $ 6,694
     All other corporate           6,752         120          -         6,872
     Short-term investments       40,511         -            -        40,511
                                 -------        ----        -----     -------
           Total                 $53,821        $256        $ -       $54,077
                                 -------        ----        -----     -------
                                 -------        ----        -----     -------
<CAPTION>
                                               December 31, 1996
                                 -------------------------------------------
                                 Amortized   Unrealized  Unrealized    Fair
                                   Cost         Gains      Losses      Value
                                   ----         -----      ------      -----
     <S>                         <C>         <C>         <C>           <C>
     U.S. government and
       government agencies and
       authorities - guaranteed
       and sponsored             $ 8,074        $ 65        $ (10)    $ 8,129
     All other corporate           1,935           3          (17)      1,921
     Short-term investments        7,173         -            -         7,173
                                 -------        ----        -----     -------
      Total                      $17,182        $ 68        $ (27)    $17,223
                                 -------        ----        -----     -------
                                 -------        ----        -----     -------
</TABLE>


The amortized cost and estimated market value of bonds and short-term
investments at December 31, 1997 and 1996 by anticipated maturity are listed in
the table below.  Actual maturities will vary from contractual maturities due to
the right to call or prepay.

<PAGE>

                                        -6-


<TABLE>
<CAPTION>
                                             1997                     1996
                                     --------------------     -------------------
                                           Estimated                Estimated
                                     Amortized      Fair      Amortized     Fair
             Maturity                   Cost        Value        Cost       Value
             --------                   ----        -----        ----       -----
     <S>                             <C>          <C>         <C>          <C>
     Due in one year or less          $43,476     $43,485      $ 7,173     $ 7,173
     Due after one year through
       five years                       4,432       4,482        5,606       5,635
     Due after five years through
       ten years                        3,667       3,767        3,472       3,481
     Due after ten years                2,246       2,343          931         934
                                      -------     -------      -------     -------
     Total                            $53,821     $54,077      $17,182     $17,223
                                      -------     -------      -------     -------
                                      -------     -------      -------     -------
</TABLE>


     Proceeds from the sales and maturities of long-term fixed maturity
     investments were $2,488, $1,000 and $3,310 in 1997, 1996 and 1995,
     respectively.  For the year ended December 31, 1997 there were $8 of net
     realized gains.  There were no gross realized gains or losses in 1996 or
     1995.

     CONCENTRATION OF CREDIT RISK -

     Excluding U.S. government and government agencies and authorities
     investments, the Company is not exposed to any significant concentration of
     credit risk.

     SECURITIES ON DEPOSIT -

     The Company has approximately $6.5 million of U.S. Treasury securities on
     deposit with various state insurance departments, as required by state law.


3.   RELATED PARTY TRANSACTIONS:

     Transactions between the Company and its affiliates within The Hartford
     relate principally to rental and service fees.  Rental and service fees
     allocated by HLA to the Company were $2,409, $1,601 and $1,414 for the
     years ended December 31, 1997, 1996 and 1995, respectively.

     The Company has a capital maintenance agreement with HLA and PMLIC whereby
     if, during the term of the Company's contract with AARP, the total adjusted
     capital of the Company falls below 150% of the company action level
     risk-based capital (RBC), HLA and PMLIC are required to make capital
     contributions, in proportion to their respective ownership percentages, so
     that the Company's total adjusted capital meets 150% of the company action
     level RBC.  Also, after termination of the Company's contract with the
     AARP, HLA and PMLIC are required to make capital contributions, in
     proportion to their respective ownership percentages, so that the Company
     meets 100% of the company action level RBC.  As of December 31, 1997, the
     Company's total adjusted capital exceeded 150% of the company action level
     RBC.

<PAGE>

                                        -7-



4.   FEDERAL INCOME TAXES:

     The Company files its own Federal income tax return.  No Federal income
     taxes were paid or payable for the years ended December 31, 1997, 1996 and
     1995.  The primary difference between applying the statutory rate to the
     pre-tax loss and the Federal income tax expense relates to the Company's
     inability to carryback the 1997 tax return loss to receive a benefit
     currently.


5.   CAPITAL AND SURPLUS AND SHAREHOLDER DIVIDEND RESTRICTIONS:

     The maximum amount of dividends which can be paid without prior approval by
     State of Connecticut domiciled insurance companies to shareholders is
     restricted to the greater of 10% of surplus as of the preceding December 31
     or the net gain from operations of the previous year.  Dividends are paid
     as determined by the Company's Board of Directors and are not cumulative.
     There were no dividends declared or paid for the years ended December 31,
     1997, 1996 and 1995.


6.   PENSION PLANS AND OTHER POST-RETIREMENT AND POST-EMPLOYMENT BENEFITS:

     The Company's employees are included in The Hartford's non-contributory
     defined benefit pension plans.  These plans provide pension benefits that
     are based on years of service and the employee's compensation during the
     last ten years of employment.  The Hartford's funding policy is to
     contribute annually an amount between the minimum funding requirements set
     forth in the Employee Retirement Income Security Act of 1974, as amended,
     and the maximum amount that can be deducted for Federal income tax
     purposes.  The Company also participates in an Investment and Savings Plan
     sponsored by The Hartford which is available to substantially all
     employees.  This Plan includes a deferred contribution option under IRC
     Section 401(k).  The liabilities for these plans are included in the
     financial statements of The Hartford, and a portion of the expenses were
     allocated to the Company by HLA as part of rental and service fees (see
     Note 3).

     The Company's employees are included in The Hartford's contributory
     post-retirement defined health care and life insurance benefit plans.
     These plans provide health care and life insurance benefits for eligible
     retired employees.  Substantially all employees may become eligible for
     those benefits if they reach normal or early retirement age while still
     working for the Company.  The Hartford has prefunded a portion of the
     health care and life insurance obligations through trust funds where such
     prefunding can be accomplished on a tax effective basis.

     Post-retirement liabilities and expenses are allocated to the Company by
     The Hartford.  The assumed rate of future increases in the per capita cost
     of health care (the health care trend rate) was 8.5% and 9.3% for 1997 and
     1996, respectively, decreasing ratably to 6% in the year 2001.  Increasing
     the health care trend rates by one percent per year would have an
     immaterial impact on the accumulated post-retirement benefit obligation and
     the annual expense.  The post-retirement benefit expense allocated to the
     Company was not significant in 1997, 1996 and 1995.

<PAGE>

                                        -8-



     Post-employment benefits are primarily comprised of obligations to provide
     medical and life insurance to employees on long-term disability.  The
     post-employment benefit expense was not significant in 1997, 1996 and 1995.


7.   COMMITMENTS AND CONTINGENCIES:

     Under Insurance Guaranty Fund laws in most states, insurers doing business
     therein can be assessed up to prescribed limits for policyholder losses
     incurred by insolvent companies.  The amount of any future assessments on
     the Company under these laws cannot be reasonably estimated.  Most of these
     laws do provide, however, that an assessment may be excused or deferred if
     it would threaten an insurer's own financial strength.  Additionally,
     Guaranty Fund assessments are used to reduce state premium taxes paid by
     the Company in certain states.


8.   SEPARATE ACCOUNTS:

     The Company maintained separate account assets totaling $122.7 million and
     $54.2 million and liabilities totaling $122.6 million and $54.2 million as
     of December 31, 1997 and December 31, 1996, respectively, which are
     reported at fair value.  Separate accounts reflect two categories of risk
     assumption: non-guaranteed separate accounts totaling $7.7 million and $0
     million at December 31, 1997 and 1996, respectively, wherein the
     policyholder assumes the investment risk, and guaranteed separate accounts
     totaling $115 million and $54.2 million at December 31, 1997 and 1996,
     respectively, wherein the Company contractually guarantees either a minimum
     return or account value to the policyholder.  Net investment income
     (including net realized capital gains and losses) and interest credited to
     policyholders on separate account assets are not reflected in the
     statutory-basis statements of operations.

     Non-guaranteed separate account assets are segregated from other
     investments and net investment income and net realized capital gains and
     losses accrue directly to the policyholder.  The separate accounts also
     include guaranteed individual annuity contracts.  The average credited
     interest rate on these contracts was 6.3% at December 31, 1997.  The assets
     that support these liabilities were comprised of $53.8 million in bonds at
     December 31, 1997.  The portfolios are segregated from other investments
     and are managed so as to minimize liquidity and interest rate risk.  To
     minimize the risk of disintermediation associated with early withdrawals,
     guaranteed individual annuity contracts carry a graded surrender charge as
     well as a market value adjustment.  Additional investment risk is hedged
     using futures contracts which have a notional amount of $6,400 as of
     December 31, 1996.  As of December 31, 1997, there were no futures
     contracts outstanding.

<PAGE>

                                       PART C

<PAGE>

                                 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)  Resolution of the board of directors of American Maturity Life
               Insurance Company ("American Maturity") authorizing the
               establishment of the Separate Account.(1)
     
     (2)  Not applicable. 

     (3)  (a)  Principal Underwriter Agreement between American Maturity and
               Hartford Securities Distribution Company, Inc. (1)

          (b)  Not applicable.

     (4)  Copy of the Group Flexible Premium Variable Annuity Contract and the
          Flexible Premium Variable Annuity Certificate. (2)

     (5)  Copy of the Enrollment Form. (2)

     (6)  (a)  Certificate of Incorporation of American
               Maturity.(3)

          (b)  Bylaws of American Maturity. (1)

     (7)  Not applicable.

     (8)  Fund Participation agreements between Neuberger&Berman Advisors
          Management Trust and American Maturity; and Dreyfus Variable
          Investment Fund and American Maturity. (2)

          Fund Participation agreements between Janus Aspen Series and American
          Maturity; and Scudder Variable Life Investment Fund and American
          Maturity. (1)
___________________
(1)      Incorporated by reference to the Initial Submission, to the
         Registration Statement File No. 333-10105, filed on August 12,
         1996.

(2)      Incorporated by reference to the Post-Effective Amendment No. 1, to
         the Registration Statement File No. 333-10105, filed on December 11,
         1996.

(3)      Incorporated by reference to the Post-Effective Amendment No. 2 to 
         the Registration Statement File No. 333-10105, filed on April 15,
         1997.

<PAGE>

     (9)  Opinion and Consent of Lynda Godkin, General Counsel.

     (10) Consent of Arthur Andersen LLP, Independent Public Accountants.

     (11)  No financial statements are omitted.

     (12)  Not applicable.

     (13)  Not applicable.

     (14)  Not applicable.
   
     (15)  Copy of Power of Attorney.

     (16)  Organizational Chart.
    
Item 25.  Directors and Officers of the Depositor

   
 NAME, AGE                      POSITION WITH HARTFORD
 ---------                      ----------------------

 Joseph J. Noto                 Executive Vice President, Chief Operating
                                Officer, and Treasurer, Director*

 Thomas J. Lupinacci            Executive Vice President and Chief Marketing
                                Officer
 Lynda Godkin                   Senior Vice President, General Counsel, and
                                Corporate Secretary, Director*

 Michael  J. Loparco           Vice President

 Thomas M. Marra                Director*

 Robert C. Mayne                Vice President

 George W. Tang                 Vice President and Actuary

 Glenn S. Schafer (1)           Director*

 Lowndes A. Smith               Director*

 Thomas C. Sutton (1)           Director*

 David M. Znamierowski          Vice President, and Chief Financial Officer,
                                Director*
    
___________________
*Denotes election to Board of Directors.

(1)    The principal business address is: 700 Newport Center Drive, Newport 
       Beach, CA 92660-6307.

<PAGE>

Unless otherwise indicated, the principal business address of each the above
individuals is P.O. Box 2999, Hartford, CT  06104-2999.

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

          Filed herewith as Exhibit 16.
          
Item 27.  Number of Certificate Owners
   
          As of  March 9, 1998, there were  482 Certificate Owners.
    
Item 28.  Indemnification
   
     Under Section 33-772 of the Connecticut General Statutes, unless limited by
     its certificate of incorporation, the Registrant must indemnify a director
     who was wholly successful, on the merits or otherwise, in the defense of
     any proceeding to which he was a party because he is or was a director of
     the corporation against reasonable expenses incurred by him in connection
     with the proceeding.
    
   
     The Registrant may indemnify an individual made a party to a proceeding
     because he is or was a director against liability incurred in the
     proceeding if he acted in good faith and in a manner he reasonably believed
     to be in or not opposed to the best interests of the Registrant, and, with
     respect to any criminal proceeding, had no reason to believe his conduct
     was unlawful. Conn. Gen. Stat. Section 33-771(a). Additionally, pursuant to
     Conn. Gen. Stat. Section 33-776, the Registrant may indemnify officers and
     employees or agents for liability incurred and for any expenses to which
     they becomes subject by reason of being or having been an employees or
     officers of the Registrant.  Connecticut law does not prescribe standards
     for the indemnification of officers, employees and agents and expressly
     states that their indemnification may be broader than the right of
     indemnification granted to directors. 
    
   
     The foregoing statements are specifically made subject to the detailed
     provisions of Section 33-770 et seq.
    

<PAGE>
   
     Notwithstanding the fact that Connecticut law obligates the Registrant to
     indemnify a only a director that was successful on the merits in a suit,
     under Article VIII, Section 1 of the Registrant's bylaws, the Registrant
     must indemnify both  directors and officers of  the Registrant for (1)
     any claims and liabilities to which they become subject by reason of being
     or having been a directors or officers of the company and legal and (2)
     other expenses incurred in defending against such claims, in each case, to
     the extent such is consistent with statutory provisions.
    
   
     Additionally, the directors and officers of Hartford and Hartford
     Securities Distribution Company, Inc. ("HSD") are covered under a directors
     and officers liability insurance policy issued to  The Hartford Financial
     Services Group, Inc. 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.
    
   
      Insofar as indemnification for liabilities arising under the Securities
     Act of 1933  may be permitted to directors, officers and controlling
     persons of the Registrant pursuant to the foregoing provisions, or
     otherwise, the Registrant has been advised that in the opinion of the
     Securities and Exchange Commission such indemnification is against public
     policy as expressed in the Act and is, therefore, unenforceable.  In the
     event that a claim for indemnification against such liabilities (other than
     the payment by the Registrant of expenses incurred or paid by a director,
     officer or controlling person of the Registrant in the successful defense
     of any action, suit or proceeding) is asserted by such director, officer or
     controlling person in connection with the securities being registered, the
     Registrant will, unless in the opinion of its counsel the matter has been
     settled by controlling precedent, submit to a court of appropriate
     jurisdiction the question whether such indemnification by it is against
     public policy as expressed in the Act and will be governed by the final
     adjudication of such issue.
    
Item 29.  Principal Underwriters

          (a)  HSD acts as principal underwriter for the following companies:
   
               Hartford Life Insurance Company -  Separate Account One
               Hartford Life Insurance Company - Separate Account Two
               Hartford Life Insurance Company - Separate Account Two (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)
    

<PAGE>
   
               Hartford Life Insurance Company - Separate Account Two (QP
               Variable Account)        
               Hartford Life Insurance Company - Putnam Capital Manager Trust
               Separate Account 
               Hartford Life Insurance Company - Separate Account  Three
               Hartford Life Insurance Company - Separate Account Five
               Hartford Life and Annuity Insurance Company - Separate Account
               One
               Hartford Life and Annuity Insurance Company - Putnam Capital
               Manager Trust Separate Account Two
               Hartford Life and Annuity Insurance Company - Separate Account
               Three
               Hartford Life and Annuity Insurance Company - Separate Account
               Five
               Hartford Life and Annuity Insurance Company - Separate Account
               Six
               American Maturity Life Insurance Company - Separate Account AMLVA
    
     (b)  Directors and Officers of HSD

          NAME AND PRINCIPAL       POSITIONS AND OFFICES
          BUSINESS ADDRESS            WITH UNDERWRITER
          ------------------       ---------------------
   
          Lowndes A. Smith         President, Director
          John P. Ginnetti         Executive Vice President, Director
          Thomas M. Marra          Executive Vice President, Director
          Peter W. Cummins         Senior Vice President
          Lynda Godkin             Senior Vice President, General Counsel
                                   and Corporate Secretary
          Donald E. Waggaman, Jr.  Treasurer
          George R. Jay            Controller
    
Item 30.  Location of Accounts and Records

     All of the accounts, books, records or other documents required to be kept
     by Section 31(a) of the Investment Company Act of 1940 and rules
     thereunder, are maintained by American Maturity at 200 Hopmeadow Street,
     Simsbury, Connecticut 06089.

Item 31.  Management Services

     All management contracts are discussed in Part A and Part B of this
     Registration Statement.

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.

<PAGE>

     (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.

     (d)  American Maturity hereby represents that the aggregate fees and
     charges under the Contract are reasonable in relation to the services
     rendered, the expenses expected to be incurred, and the risks assumed by
     American Maturity.

     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 conditions
     one through four of the no-action letter.

<PAGE>

                                      SIGNATURES

As required by the Securities Act of 1933 and the Investment Company Act of
1940, the Registrant certifies that it meets the requirements of Securities Act
Rule 485(b) for effectiveness of this Registration Statement and has caused this
Registration Statement to be signed on its behalf, in the City of Hartford, and
State of Connecticut on this 10th day of  April, 1998.

AMERICAN MATURITY LIFE INSURANCE COMPANY
SEPARATE ACCOUNT AMLVA
               (Registrant)

*By: /s/ Joseph J. Noto                                   *By: /s/ Lynda Godkin
    -------------------------------------------               -----------------
         Joseph J. Noto                                       Lynda Godkin
         Executive Vice President, Chief                      Attorney-in-Fact
         Operating Officer and Treasurer

AMERICAN MATURITY LIFE INSURANCE COMPANY
               (Depositor)

*By: /s/ Joseph J. Noto
    -------------------------------------------
       Joseph J. Noto
       Executive Vice President, Chief
       Operating Officer and Treasurer

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, Executive Vice President, Chief
  Operating Officer and Treasurer, Director*
Lynda Godkin, Senior Vice President,                    *By: /s/ Lynda Godkin
  General Counsel and Corporate                              ----------------
  Secretary, Director*                                         Lynda Godkin
Thomas M. Marra, Director*                                     Attorney-in-Fact
Lowndes A. Smith, Director*
Thomas C. Sutton, Director*                              Dated: April 10, 1998
Glenn S. Schafer, Director*
David M. Znamierowski, Vice President, and Chief
  Financial Officer, Director*

   
    
<PAGE>

                                      EXHIBIT INDEX

(9)       Opinion and Consent of Lynda Godkin, Senior Vice President, General
          Counsel and Corporate Secretary

(10)      Consent of Arthur Andersen LLP, Independent Public Accountants.

(15)      Copy of Power of Attorney

(16)      Organizational Chart 


<PAGE>


                                                                      EXHIBIT 9


April 10, 1998                                   Lynda Godkin
                                                 Senior Vice President, General
                                                 Counsel & Corporate Secretary
                                                 Law Department

Board of Directors
American Maturity Insurance Company
200 Hopmeadow Street 
Simsbury, CT  06089

RE:            Separate Account AMLVA
               American Maturity Insurance Company
               File No. 333-10105

Dear Sir/Madam:

I have acted as General Counsel to American Maturity Insurance Company (the
"Company"), a Connecticut insurance company, and American Maturity Insurance
Company Separate Account AMLVA (the "Account") in connection with the
registration of an indefinite amount of securities in the form of variable
annuity contracts (the "Contracts") with the Securities and Exchange Commission
under the Securities Act of 1933, as amended.  I have examined such documents
(including the Form N-4 Registration Statement) and reviewed such questions of
law as I considered necessary and appropriate, and on the basis of such
examination and review, it is my opinion that:

1.  The Company is a corporation duly organized and validly existing as a stock
    life insurance company under the laws of the State of Connecticut and is
    duly authorized by the Insurance Department of the State of Connecticut to
    issue the Contracts.

2.  The Account is a duly authorized and validly existing separate account
    established pursuant to the provisions of Section 38a-433 of the
    Connecticut Statutes.

3.  To the extent so provided under the Contracts, that portion of the assets
    of the Account equal to the reserves and other contract liabilities with
    respect to the Account will not be chargeable with liabilities arising out
    of any other business that the Company may conduct.

<PAGE>

Board of Directors
American Maturity Insurance Company
April 10, 1998
Page 2


4.  The Contracts, when issued as contemplated by the Form N-4 Registration
    Statement, will constitute legal, validly issued and binding obligations of
    the Company.

I hereby consent to the filing of this opinion as an exhibit to the Form N-4
Registration Statement for the Contracts and the Account.

Sincerely,



Lynda Godkin


<PAGE>


                                                                     EXHIBIT 10

                                 ARTHUR ANDERSEN LLP

                      CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS

As independent public accountants, we hereby consent to the use of our 
reports (and to all references to our Firm) included in or made a part of 
this Registration Statement File No. 333-10105 for American Maturity Life 
Insurance Company Separate Account AMLVA on Form N-4.


                                                 /s/ Arthur Andersen LLP

Hartford, Connecticut
April 13, 1998


<PAGE>
                                                                    EXHIBIT 15



                     AMERICAN MATURITY LIFE INSURANCE COMPANY

                                 POWER OF ATTORNEY
                                 -----------------

                                   Lynda Godkin
                                  Thomas M. Marra
                                  Glenn S. Schafer
                                  Lowndes A. Smith
                                  Thomas C. Sutton
                                David M. Znamierowski

do hereby jointly and severally authorize Lynda Godkin, Marianne O'Doherty, 
and Leslie T. Soler to sign as their agent, any Registration Statement, 
pre-effective amendment, post-effective amendment and any application for 
exemptive relief of the Hartford Life and Annuity 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/ Lynda Godkin                                    Dated as of March 19, 1998
- --------------------------------------
       Lynda Godkin


/s/ Thomas M. Marra                                 Dated as of March 19, 1998
- --------------------------------------
       Thomas M. Marra


/s/ Joseph J. Noto                                  Dated as of March 19, 1998
- --------------------------------------
       Joseph J. Noto


/s/ Glenn S. Schafer                                Dated as of March 19, 1998
- --------------------------------------
       Glenn S. Schafer


/s/ Lowndes A. Smith                                Dated as of March 19, 1998
- --------------------------------------
       Lowndes A. Smith


/s/ Thomas C. Sutton                                Dated as of March 19, 1998
- --------------------------------------
       Thomas C. Sutton


/s/ David M. Znamierowski                           Dated as of March 19, 1998
- --------------------------------------
       David M. Znamierowski

<PAGE>
                                    





<TABLE>
<CAPTION>

<S>                                                                            <C>
                                                 THE HARTFORD 
                                  The Hartford Financial Services Group, Inc.
                                                  (Delaware)
                                                       |
- -------------------------------------------------------------------------------------------------------------
                                             Nutmeg Insurance Company             The Hartford Investment
                                                  (Connecticut)                       Management Company
                                                       |                                 (Delaware)
                                        Hartford Fire Insurance Company                      |
                                                  (Connecticut)                     Hartford Investment
                                                       |                              Services, Inc.
                                   Hartford Accident and Indemnity Company             (Connecticut)
                                                  (Connecticut)
                                                       |
                                              Hartford Life, Inc.
                                                  (Delaware)
                                                       |
                                 Hartford Life and Accident Insurance Company
                                                  (Connecticut)
                                                       |
                                                       |
                                                       |
- -------------------------------------------------------------------------------------------------------------
Alpine Life    Hartford Financial         Hartford Life        American Maturity      ITT Hartford Canada
Insurance      Services Life              Insurance Company    Life Insurance         Holdings, Inc.
Company        Insurance Co.              (Connecticut)        Company                (Canada)
(New Jersey)   (Connecticut)                        |          (Connecticut)               |
                                                    |               |                      |
                                                    |          AML Financial, Inc.         |
                                                    |          (Connecticut)          Hartford Life
                                                    |                                 Insurance Company
                                                    |                                 of Canada
                                                    |                                 (Canada)
                                                    |
                                                    |
- -------------------------------------------------------------------------------------------------------------
Hartford Life and Annuity         ITT Hartford International      Hartford Financial Services   Royal Life
Insurance Company                 Life Reassurance Corporation    Corporation                   Insurance
(Connecticut)                     (Connecticut)                   (Delaware)                    Company of
      |                                                               |                         America
      |                                                               |                         (Connecticut)
      |                                                               |
ITT Hartford Life, Ltd.                                               |
(Bermuda)                                                             |
                                                                      |
                                                                      |
- -------------------------------------------------------------------------------------------------------------
MS Fund         HL Funding       HL Investment    Hartford       Hartford Securities      Hartford-Comp. Emp.
America         Company, Inc.    Advisors, Inc.   Equity Sales   Distribution             Benefit Service
1993-K, Inc.    (Connecticut)    (Connecticut)    Company, Inc.  Company, Inc.            Company
(Delaware)                            |           (Connecticut)  (Connecticut)            (Connecticut)
                                      |
                                 Hartford Investment
                                 Financial Services 
                                 Company
                                 (Delaware)
</TABLE>




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