AAL VARIABLE LIFE ACCOUNT I, 485BPOS, 1998-08-28

AAL VARIABLE LIFE ACCOUNT I
485BPOS, 1998-08-28

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As Filed with the Securities and Exchange Commission on August 28, 1998

Registration No. 333-31011 811-08289

SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM S-6

POST-EFFECTIVE AMENDMENT NO. 2 TO REGISTRATION UNDER THE SECURITIES ACT OF 1933
OF SECURITIES OF UNIT INVESTMENT TRUSTS REGISTERED ON FORM N-8B-2

AAL VARIABLE LIFE ACCOUNT I
(Exact name of trust)

AID ASSOCIATION FOR LUTHERANS
(Name of depositor)

4321 North Ballard Road
Appleton, Wisconsin 54919-0001

Name and complete address of agent for service of process:

WOODROW E. ENO, ESQ.
SECRETARY AND GENERAL COUNSEL
AID ASSOCIATION FOR LUTHERANS
4321 North Ballard Road
Appleton, WI 54919-0001

It is proposed that this filing will become effective:

___ on (date) pursuant to paragraph (a) Rule 485
___ 60 days after filing pursuant to paragraph (a) of Rule 485
_X_ on September 1, 1998 pursuant to paragraph (b) of Rule 485 immediately
___ upon filing pursuant to paragraph (b) of Rule 485
___ this post-effective amendment designates a new effective date for a
previously filed post-effective amendment

Title and amount of securites being registered: Interests under variable life
insurance policies. Approximate Date of Proposed Public Offering: As soon as
practical after the effective date. Pursuant to Rule 24f-2 under the Investment
Company Act of 1940, the Registrant has registered an indefinite amount of
securities. Registrant will file its Form 24f-2 on or before February 28, 1999
for its most recent fiscal year ending December 31, 1998.

AAL Variable Life Account I

Aid Association for Lutherans

Cross Reference to Items Required by form N-8B-2

N-8B-2 ITEM CAPTION IN PROSPECTUS
1
(a) Cover Page, Investment Options
(b) Investment Objectives
2 Cover Page
3 NA
4 Distribution
5 Investment Options
6 NA
7 NA
8 Financial Statements
9 Litigation
10
(a) NA
(b) NA
(c) Access to Certificate Value
(d) Access to Certificate Value, Investment Options
(e) Certificate Summary
(f) Investment Options, General Information
(g) General Information
(h) General Information
(i) Federal Tax Matters, General Information, Premiums,
Benefits, Charges, Cash Value, Access to
Certificate Values
11 Investment Options
12 NA
13
(a) Charges, Investment Options
(b) Charges
(c) Charges
(d) NA
(e) NA
(f) NA
(g) NA
14 Certificate Summary, General Information,
15 Premiums, How to Receive Service
16 Premiums, Investment Options, Cash Value
17 Access to Certificate Value, General Information
18
(a) Investment Options, Charges
(b) NA
(c) Investment Options
(d) NA
19 General Information
20 General Information
21 Access to Certificate Values, How to Receive Service
22 General Information, Benefits
23 NA
24 NA
25 Investment Options
26 NA
27 Cover Page
28 General information
29 Cover Page

30 through 37 NA
38 Certificate Summary
39 Distribution
40 NA
41 Distribution
42 NA
43 NA
44 Investment Options, Cash Value,
45 NA
46 Investment Options, Cash Value
47 NA
48 Cover page
49 NA
50 NA
51 I
(a) Cover Page
(b) NA
(c) Investment Options
(d) NA
(e) NA
(f) Cash Value, General Information Certificate
Termination
(g) Premiums
(h) NA
(i) NA
(j) NA
52
(a) General Information, Investment Options
(b) NA
53 Federal Tax Matters
54 through 58 NA
59 Financial Statements

AAL Variable Life Account I

Prospectus
September 1, 1998

for the Flexible Premium Variable Life Insurance Certificates

AAL Variable Universal Life

Aid Association for Lutherans (AAL) is offering the flexible premium variable
life insurance Certificate (the Certificate) described in this Prospectus to
persons who are eligible for membership in AAL. Membership is open to Lutherans
and their families. AAL offers life, disability income insurance and annuities
to its members and to employees of AAL, its subsidiaries and affiliated
companies who reside in Wisconsin. Mutual funds are offered through a
subsidiary, AAL Capital Management Corporation. All members are part of one of
over 9,700 local AAL branches throughout the United States.

The Certificate provides life insurance benefits. You may choose from two Death
Benefit Options. Under the Level Death Benefit Option the Death Benefit is
usually the Specified Amount. Under the Variable Death Benefit Option the Death
Benefit is usually equal to the Specified Amount plus the Certificate's Cash
Value, which can vary. You can also choose the timing and amounts of your
premium payments and allocate your Cash Value among the underlying Subaccounts.
You may use your Cash Value to keep your Certificate in force, or borrow a
portion of it.

You can also surrender your Certificate and receive the Cash Value less any
surrender charges and loans. Your Certificate's Cash Value will vary with the
investment experience of the underlying funding options you choose. Although
Certificate values will vary, the Certificate can be guaranteed to stay in force
through the Death Benefit Guarantee Provision. It may not be to your advantage
to replace existing life insurance or supplement existing variable life
insurance with this Certificate.

This Prospectus contains information about the Variable Account and the
Certificate that you should know before you invest. A Prospectus for the AAL
Variable Product Series Fund, Inc. Accompanies this Prospectus. Please read both
Prospectuses carefully and keep them for future reference. You should rely on
the information contained in this document. AAL has not authorized anyone to
provide you with information that is different.

You can contact AAL by writing to 4321 North Ballard Road, Appleton, Wisconsin,
54919-0001, by calling 800-225-5225 or 734-5721 locally, or by sending an e-mail
to [email protected]. The Telecommunications Device for the Deaf (TDD) number is
800-735-9644.

NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES
COMMISSION HAVE APPROVED OR DISAPPROVED THESE SECURITIES OR PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.

The purpose of this variable life insurance Certificate is to provide life
insurance protection for the Beneficiary named therein.

No claim is made that this variable life insurance Certificate is in any way
similar to or comparable to a systematic investment plan of a mutual fund.

TABLE OF CONTENTS

DEFINITIONS.....

CERTIFICATE SUMMARY
INTRODUCTION
WHAT IS AAL?
WHAT IS THE PURPOSE OF THE CERTIFICATE?
WHAT LIFE INSURANCE PROTECTION IS PROVIDED?
WHAT PREMIUMS MAY I PAY?
WHAT INVESTMENT OPTIONS DO I HAVE?
WHAT IS THE CASH VALUE OF THE CERTIFICATE?
WHAT CHARGES DO I PAY?
HOW CAN I TAKE CASH OUT OF MY CERTIFICATE?
HOW CAN MY CERTIFICATE TERMINATE?

BENEFITS
DEATH BENEFIT
INCREASING YOUR SPECIFIED AMOUNT
DECREASING YOUR SPECIFIED AMOUNT
CHANGING YOUR DEATH BENEFIT OPTION
DEATH BENEFIT GUARANTEE
MATURITY BENEFIT
ADDITIONAL BENEFITS

PREMIUMS
DEATH BENEFIT GUARANTEE PREMIUM
FLEXIBILITY
LIMITS
NET PREMIUM & PREMIUM ALLOCATION

INVESTMENT OPTIONS
FIXED ACCOUNT
VARIABLE ACCOUNT
INVESTMENT OBJECTIVES OF THE FUND PORTFOLIOS
TRANSFERS
REVIEW OF INVESTMENT STRATEGY
VOTING PRIVILEGES

CASH VALUE
FIXED ACCOUNT CASH VALUE
VARIABLE ACCOUNT CASH VALUE
WHAT AFFECTS CASH VALUE
SURRENDER VALUE

CHARGES
PERCENT OF PREMIUM CHARGE
CASH VALUE CHARGES
SURRENDER CHARGE
TRANSFER CHARGE

ACCESS TO CASH VALUE
PARTIAL WITHDRAWALS
LOANS
SURRENDER

CERTIFICATE TERMINATION
EARLY TERMINATION AND REINSTATEMENT
DEATH, MATURITY, AND SURRENDER

PAYOUT OPTIONS
SELECTION
OPTION 1: INTEREST
OPTION 2: A SELECTED AMOUNT OF INCOME
OPTION 3: A SET PERIOD
OPTION 4: LIFE PAYMENT
OPTION 5: JOINT & SURVIVOR

HOW TO MAKE PAYMENTS AND RECEIVE SERVICE
APPLYING FOR A CERTIFICATE
TIMELY PROCESSING
WRITTEN REQUESTS
TELEPHONE TRANSACTIONS
DEATH CLAIMS

GENERAL INFORMATION
FREE LOOK
ENTIRE CONTRACT
STATEMENTS IN THE APPLICATION
CHANGE OF CERTIFICATE
INCONTESTABILITY
MISSTATEMENT OF AGE OR SEX
MAINTENANCE OF SOLVENCY
BASIS OF COMPUTATIONS
REPORTS TO OWNERS
MEMBERSHIP
OWNERSHIP
BENEFICIARY
COLLATERAL ASSIGNMENT
RIGHTS RESERVED BY AAL
DIRECTORS AND OFFICERS

FEDERAL TAX MATTERS
VARIABLE ACCOUNT TAX STATUS
LIFE INSURANCE QUALIFICATION
PRE-DEATH DISTRIBUTIONS
DIVERSIFICATION REQUIREMENTS

OTHER CONSIDERATIONS
LITIGATION
DISTRIBUTION
ILLUSTRATIONS
LEGAL AND ACTUARIAL MATTERS
EXPERTS

FINANCIAL STATEMENTS
REPORT OF INDEPENDENT AUDITORS
CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

DEFINITIONS

AAL: Aid Association for Lutherans, a fraternal benefit society organized under
the laws of the State of Wisconsin, owned by and operated for its members. It is
the issuer of the Certificates.

AALCMC: AAL Capital Management Corporation, an indirect subsidiary of Aid
Association for Lutherans and a registered broker-dealer. It serves as principal
underwriter of the Certificates.

AAL Representative: An AAL District Representative who is appropriately licensed
by state insurance department officials to sell the Certificates, and is also a
licensed Registered Representative of AALCMC.

Accumulation Unit: A unit of measure used to calculate the Cash Value in each
Subaccount of the Variable Account. A further description is contained in the
Section "Cash Value", specifically the subsection "Variable Account", of this
Prospectus.

Accumulation Unit Value: On any Valuation Date, the value of the Accumulation
Unit of each Subaccount of the Variable Account. A further description is
contained in the Section "Cash Value", specifically the subsection "Variable
Account", of this Prospectus.

Age: The Issue Age of the Insured plus the number of Certificate Years elapsed.

Beneficiary: The person(s) named by the Certificate Owner to receive the death
proceeds under the Certificate. A Beneficiary need not be a natural person.

Cash Value: The total value of the Certificate. Cash Value equals the sum of the
Subaccount cash values plus Fixed Account cash value.

Certificate: The flexible premium variable life insurance Certificate offered by
AAL and described in this prospectus.

Certificate Anniversary: The same date in each succeeding year as the
Certificate Issue Date.

Certificate Year: The 12-month period following the Issue Date or a Certificate
Anniversary. The Certificate Year is always based upon the time elapsed since
the Issue Date.

Death Benefit: The amount paid upon the death of the Insured.

Death Benefit Option: Either of the two methods used to determine the Death
Benefit.

Death Benefit Guarantee: A Certificate provision that guarantees insurance
coverage if you meet certain conditions.

Death Benefit Guarantee Premium: The minimum monthly premium required to keep
your particular Certificate's Death Benefit Guarantee in effect. Different
combinations of age, sex, risk class, specified amount and additional benefits
will result in different Death Benefit Guarantee Premiums. Your Death Benefit
Guarantee Premium is listed on page 3A of your Certificate and it is further
described in the Section "Premiums" of this Prospectus.

Fixed Account: A Cash Value accumulation option that credits an interest rate.
The Fixed Account is part of AAL's general account, which includes all of AAL's
assets other than those in any AAL separate account.

Fund: AAL Variable Product Series Fund, Inc., which is described in the Fund
Prospectus accompanying this Prospectus.

Home Office: AAL's office at 4321 North Ballard Road, Appleton, Wisconsin
54919-0001, or such other place as AAL shall specify in a notice to the
Certificate Owner.

Insured: The person on whose life the Certificate is issued.

Internal Revenue Code: The Internal Revenue Code of 1986, as amended.

Issue Age: The age of the Insured as of his or her last birthday on or before
the issue date.

Issue Date: The date insurance coverage begins under this Certificate.

Monthly Deduction Date: The date each month on which monthly charges are taken
from Cash Value. It occurs each month on the nearest Valuation Date, on or
preceding the day of the month which corresponds to the day of the month on
which the Certificate was issued. A further description is contained in the
"Charges" Section of this Prospectus.

Net Asset Value: The unit of valuation for a Fund portfolio as computed and
described in such Fund's prospectus.

Owner: The person or entity who owns the Certificate. The person may be the
Insured or an employer, a trust or any other individual or entity specified in
the application.

Specified Amount: Initially, the amount of life insurance for which the
Certificate was issued. The Specified Amount of your Certificate may change, as
described in your Certificate. This is further described in the "Benefits"
Section of this Prospectus.

Subaccount: A subdivision of the Variable Account. Each Subaccount invests
exclusively in the shares of a corresponding portfolio of the Fund. This is
further described in the "Investment Options" Section, specifically in the
"Variable Account" subsection.

Surrender Value: Cash Value less any applicable surrender charges and
outstanding loan balances.

Valuation Date: Any day upon which both the New York Stock Exchange is open for
regular trading and AAL is open for business. The Exchange is regularly closed
on Saturdays and Sundays and on New Year's Day, Martin Luther King, Jr. Day,
President's Day, Good Friday, Memorial Day, Independence Day, Labor Day,
Thanksgiving and Christmas. If one of these holidays falls on a Saturday or
Sunday, the Exchange will be closed on the preceding Friday or the following
Monday. AAL will also be closed on the Friday after Thanksgiving and the day
before Christmas. When the markets are trading on days when the portfolios are
not priced, a Subaccount's value may change on a day when Certificate Owners may
not be able to access their Certificate's Cash Value.

Valuation Period: The period of time from the end of one Valuation Date to the
end of the next Valuation Date.

Variable Account: The AAL Variable Life Account I. It is a separate account of
AAL.

Written Request: A written request or notice signed by the Certificate Owner,
received in good order by AAL at its Home Office.

You, Your: The Owner of the Certificate.

CERTIFICATE SUMMARY

INTRODUCTION

As you read this prospectus, keep in mind that you are considering the purchase
of a life insurance contract. Because a substantial part of your premium pays
for life insurance, you should not buy this Certificate unless a primary reason
for your purchase is to provide life insurance protection. Since it is cash
value life insurance with investment aspects, the Certificate can also serve a
second purpose. In addition to providing life insurance coverage, cash may also
be available for use during your lifetime. Because it is variable universal life
insurance, it has significant investment aspects that require you to make
investment decisions and take investment risk. No claim is made that the
Certificate is in any way similar or comparable to a systematic investment plan
of a mutual fund. This section provides only an overview of the more significant
provisions of the Certificate. It omits details that are provided in the rest of
this Prospectus. The Table of Contents will help you locate more details or
other specific topics.

WHAT IS AAL?

AAL (Aid Association for Lutherans) was organized on November 24, 1902. It is a
fraternal benefit society under Internal Revenue Code section 501(c)(8) and
incorporated under the laws of the state of Wisconsin. As of December 31, 1997,
AAL had approximately 1.7 million members and is the world's largest fraternal
benefit society in terms of assets (over $18 billion) and life insurance in
force ($82 billion), ranking it in the top two percent of all life insurers in
the United States in terms of ordinary life insurance in force.

WHAT IS THE PURPOSE OF THE CERTIFICATE?

This Certificate provides life insurance protection on the Insured as long as
the Certificate is in effect. It also may provide cash available for use during
your lifetime.

Like traditional life insurance, the Certificate has a Death Benefit,
accumulates a Cash Value and offers loan and surrender privileges. Unlike
traditional life insurance, the Certificate offers flexible premiums and a
choice of investment alternatives, including the opportunity to participate in
the risks and returns of equities.

Your choice of premiums, investment options, and your use of withdrawal and loan
privileges will be key factors in the Certificate's performance. The choices you
make directly impact how long the Certificate remains in effect and the amount
of cash available for use.

WHAT LIFE INSURANCE PROTECTION IS PROVIDED?

You choose one of two Death Benefit Options. Under the Level Death Benefit
option the Death Benefit is usually the Specified Amount. Under the Variable
Death Benefit option the Death Benefit is usually equal to the Specified Amount
plus the Certificate's Cash Value which can vary according to gains or losses as
a result of the investment options selected.

If your Cash Value builds to a large total compared to your Specified Amount,
your Death Benefit will be increased as necessary to comply with federal tax
law. This is required to maintain your Certificate's tax status as life
insurance.

Your Certificate is guaranteed to stay in effect as long as the Death Benefit
Guarantee is in effect. This guarantee is available until age 65 or your 10th
Certificate anniversary, if later, provided you pay certain minimum premium
amounts.

You may change Death Benefit Options, and increase or decrease your Death
Benefit by changing your Specified Amount, as provided for in your Certificate.

Additional benefits are also available. They include Accidental Death Benefit,
Disability Waiver, Guaranteed Purchase Option, and Applicant Waiver. See your
Certificate for details.

WHAT PREMIUMS MAY I PAY?

You choose when and how much premium to pay, within certain restrictions. To
keep your Certificate in effect during the first four (4) years, you should pay
at least the Death Benefit Guarantee Premiums. Your Certificate will likely
lapse if you fail to pay at least these premiums.

If you want to make regular payments, AAL will send you billing statements in an
amount you select. You can choose monthly, quarterly, semi-annual or annual
payments.

To keep your Death Benefit Guarantee, your total premiums paid less partial
withdrawals must equal or exceed the total Death Benefit Guarantee Premiums plus
any outstanding loan balance. AAL recommends you pay at least the Death Benefit
Guarantee Premiums to adequately fund your Certificate. Paying these premiums
guarantees that your Certificate will not lapse until age 65, or for 10 years
from issuance if longer.

The amount of premiums paid may effect the tax status of your Certificate. The
Internal Revenue Code's definition of life insurance limits the amount of
premium you may pay.

WHAT INVESTMENT OPTIONS DO I HAVE?

You choose where to allocate your premiums among the Variable Accounts (called
Subaccounts) and the Fixed Account.

Premiums you allocate to the Fixed Account are credited to your Fixed Account's
Cash Value. Cash Value in the Fixed Account accumulates at a fixed rate of
interest as declared by AAL. This rate is guaranteed never to be lower than 4%.
The Fixed Account is a part of AAL's general account. The general account
includes all of AAL's assets other than those in our separate accounts
(including the Variable Account).

Each Subaccount invests in a portfolio of a mutual fund. The current portfolios
are Money Market, Bond, Large Company Stock, Small Company Stock, Balanced, High
Yield Bond and International Stock. Each portfolio has a different investment
strategy. Premiums allocated to a Subaccount will increase that Subaccount's
Cash Value. Each Subaccount's Cash Value will accumulate based on the investment
experience of that Subaccount's portfolio.

You may transfer the Cash Value among the Subaccounts and Fixed Account, as
specified in the Certificate. This allows you to adjust your investment strategy
at any time.

WHAT IS THE CASH VALUE OF THE CERTIFICATE?

The total Cash Value at any time is equal to the sum of the Cash Values in the
Subaccounts and the Fixed Account.

Premiums increase Cash Value. Charges and cash you withdraw from the Certificate
decrease Cash Value. The investment experience of the Subaccount(s) you select
also affects your Certificate's Cash Value as does the interest credited to the
Fixed Account. Investment gains, if any, increase Cash Value, while any
investment losses decrease Cash Value.

Your decisions on the premiums to pay, the accounts to invest in, and the
amounts you withdraw from the Certificate have a great impact on your
Certificate's Cash Value.

Important Note: The primary purpose for paying enough premiums to build your
Cash Value is to cover increasing Cost of Insurance rates as you (the Insured)
get older. Unless you build your Cash Value over time, you will need to cover
increasing costs with higher premiums. Your Cash Value also depends upon the
investment experience of the Subaccount(s) in which your Cash Value is invested
and, if this experience is low or negative, you may also need to pay higher
premiums.

WHAT CHARGES DO I PAY?

Charges are necessary to pay for the insurance coverage provided, cover the
expenses of issuing and administering the Certificate, and to fund AAL's
fraternal activities. Charges are:

Cost of Insurance Charge - A monthly charge for life insurance coverage. This
charge varies by risk class, sex, amount at risk, and age.

Mortality and Expense Risk Charge - Monthly charges are deducted from the
Subaccounts of the Variable Account to pay for the mortality and expense risks
borne by AAL. Currently, during the first 15 years the monthly charge is .0625%
(approximately .75% annually) of the total Subaccount cash value. This charge
drops to .02083% (approximately .25% annually) of the total Subaccount Cash
Value in Certificate Year 16.

Administrative Charge - A monthly charge of $4 is deducted to cover
administrative costs.

Change Fee - A $25 charge will be assessed if you choose to make changes to your
Certificate. Such Certificate changes include a reduction of insurance charges
that are in excess of standard due to insurance underwriting requirements, a
change from smoker to non-smoker risk class, a change in death benefit options,
and changes to the additional benefits under the Certificate.

Issue Expense Charge - A monthly charge to cover issue costs is deducted for the
first 36 months. This charge will vary by age, risk class, sex and Specified
Amount.

Percent of Premium Charge - A charge of 3 % of each premium is taken to cover
sales and other expenses and provide support for AAL's fraternal activities.

Additional Benefits Charge - A charge will be taken each month for any
additional benefits you have.

Partial Withdrawal Charge - A $25 charge per withdrawal is made after the first
withdrawal during any Certificate Year. This charge is assessed by the
redemption of Accumulation Units and/or reduction in the Fixed Account balance.

Surrender Charge - If you choose to surrender your Certificate or reduce your
Specified Amount, AAL will reduce your Cash Value by the Surrender Charge. The
charge decreases over the first 10 Certificate years to zero in the 11th
Certificate Year. A new Surrender Charge schedule begins for the increase in
Specified Amount each time you increase your Specified Amount. Your initial
Surrender Charge is based on an amount per thousand of Specified Amount for
which the Certificate is issued. The amount per thousand varies by sex, risk
class and Issue Age. Your actual Surrender Charges are listed on page 3A.1 of
your Certificate. If you decrease the Specified Amount while the Surrender
Charge applies, a portion of the Surrender Charge will be assessed. For further
details regarding Surrender Charges, see page 13.

Portfolio Expenses - The expenses for each of the portfolios are limited to the
respective advisory fees, currently having maximum fees of 0.35% of the average
annual daily net assets of the AAL Variable Product Money Market, Bond,
Balanced, Large Company Stock and Small Company Stock Portfolios; 0.80% of the
average daily net assets of the International Stock Portfolio; and 0.40% of the
average annual daily net assets of the High Yield Bond Portfolio. Without this
limitation through reimbursement by the adviser, which can be changed or stopped
with 30-days' notice, the expenses for the year ended 1997 would have been:
Money Market Portfolio - 0 .46%, Bond Portfolio - 0.52%, Balanced Portfolio
0.43%, Large Company Stock Portfolio - 0.43%, and Small Company Stock Portfolio
0.45%.

Transfer Charge - AAL will charge $25 for each transfer between Subaccounts
and/or the Fixed Account in excess of 12 in each Certificate Year.

HOW CAN I TAKE CASH OUT OF MY CERTIFICATE?

You can choose to take cash out of the Certificate through a loan, partial
withdrawal, or full surrender.

You may take one partial withdrawal per Certificate year at no charge. You will
be charged $25 for each additional withdrawal. A partial withdrawal will reduce
your Cash Value and may reduce your Specified Amount. It will also reduce the
amount of premiums considered "paid" to meet the Death Benefit Guarantee premium
requirement.

You make take up to 92% of your Cash Value out as a loan. You will be charged 8%
per annum on the loan balance until you reach your 15th Certificate anniversary.
Thereafter the rate will drop to 7 1/4% per annum.

Cash Value securing a loan may earn a lower interest rate than other Cash Value
in the Fixed Account. AAL will determine the rates earned.

If you surrender your Certificate, you will receive the Cash Value less any
surrender charge and outstanding loans.

Both partial withdrawals and loans will reduce the Cash Value available to pay
your insurance costs. You should carefully consider the impact on the insurance
your Certificate will be able to provide, now and in the future, before
exercising these privileges.

These privileges can be a major advantage of this Certificate. When you pay
enough premiums, the power of tax-deferred earnings, with favorable investment
experience, can build significant Cash Value. Under these circumstances, some
Cash Value will be available for your use, in addition to paying your insurance
costs.

HOW CAN MY CERTIFICATE TERMINATE?

Without the Death Benefit Guarantee, this Certificate will terminate (lapse)
when there is not enough Cash Value to pay the monthly charges. If this happens,
you have a short period to pay enough premiums to keep the Certificate in
effect. Your Certificate will not terminate while the Death Benefit Guarantee is
in effect.

Your Certificate will terminate when the Insured dies and the Death Benefit is
paid.

Your Certificate will terminate if you surrender your Certificate for its
surrender value (Cash Value less loans and surrender charges).

Your Certificate will terminate if you reach age 100. At that time the Cash
Value less any loans, will be paid to you.

There may be tax consequences when money is received from a Certificate. Please
consult with your tax advisor.

BENEFITS

DEATH BENEFIT

The Death Benefit is the amount payable upon the death of the Insured. At the
time of purchase, you must choose between two available Death Benefit Options.
The amount payable under either option will be determined as of the date of the
Insured's death. Loans plus unpaid interest always reduce the Death Benefit
paid.

Suicide Exclusion

If the Insured commits suicide within one year of the issue date AAL will not
pay a Death Benefit but will return all premiums paid. The one year period in
the Suicide Exclusion provision will apply at issue and to each increase in the
Specified Amount beginning on the effective date of each increase. The only
amount payable attributable to the increase will be a refund of the monthly
deductions for the increase.

Level Death Benefit - Option 1

The Death Benefit under this option is the greater of the Specified Amount, or
the death benefit factor multiplied by Cash Value. The death benefit factor is
2.5 through age 40 and decreases yearly to 1 at age 95. The death benefit factor
helps to qualify your Certificate as life insurance under federal tax law. A
table of death benefit factors is contained in your Certificate.

Option 1 generally provides a level Death Benefit. Choose Death Benefit Option 1
if: 1) you do not expect your insurance needs to generally increase; and 2) you
wish to minimize your insurance costs. All other things being equal, Option 1
will provide greater growth in Cash Value than Option 2.

Variable Death Benefit - Option 2

The Death Benefit will be the greater of the Specified Amount plus Cash Value or
the death benefit factor (described above) multiplied by Cash Value.

Option 2 provides a Death Benefit that varies over time. It increases and
decreases along with your Cash Value. Choose Death Benefit Option 2 if:

- you expect your insurance needs to increase; or

- you wish to have an increasing Death Benefit. Option 2 will
provide a greater Death Benefit than Option 1.

INCREASING YOUR SPECIFIED AMOUNT

You have the right to increase the Specified Amount at any time on or before the
Certificate Anniversary following the Insured's 80th birthday if the Insured is
insurable for the increase under AAL's underwriting guidelines and policies.

An increase must be at least $10,000. Proof of insurability may be required and,
if you are not the Insured, proof of insurable interest may also be required.

When an increase is approved, it becomes effective as of the date shown on the
new page 3A that is sent to you.

The cost of insurance rates charged for each increase will vary based on factors
such as sex, risk class, age and the time elapsed since increase.

Each increase will be subject to AAL's expense charges in effect at the time of
increase. The expense charges for each increase will be based on the Insured's
age on the last certificate anniversary and sex at the time of increase and will
apply for the number of months shown on the new page 3A.1. A new set of
surrender charges will apply to each increase in the Specified Amount. These
charges will all be shown on the new page 3A.1.

DECREASING YOUR SPECIFIED AMOUNT

You have the right to decrease the Specified Amount after it has been in effect
for one year. The Specified Amount remaining in effect cannot be less than
$10,000.

The decrease will be effective as of the date the request is received at the
Home Office. The decrease will be subtracted first from any previous increases
in the Specified Amount, starting with the most recent, then from the original
Specified Amount.

A surrender charge will be subtracted from the Cash Value if a surrender charge
is in effect for that part of the Specified Amount decreased. The surrender
charges are shown on the Table of Surrender Charges in the Certificate on page
3A.1.

CHANGING YOUR DEATH BENEFIT OPTION

You may change your Death Benefit Option at any time. A $25 charge will be
applied to your Cash Value for each Death Benefit Option change.

If you apply to change from the Level Death Benefit option to the Variable Death
Benefit option, AAL may require proof of insurability from you. Also, your
Specified Amount of insurance decreases so your Death Benefit immediately after
the change will be the same as immediately before the change. The change is not
allowed if it reduces your Specified Amount below $10,000.

If you change from the Variable Death Benefit option to the Level Death Benefit
option your Specified Amount increases. The increase is determined so your Death
Benefit immediately after the change will be the same as immediately before the
change.

DEATH BENEFIT GUARANTEE

The Death Benefit Guarantee, as long as it is in effect, assures that your
coverage will continue even if the Cash Value is insufficient to pay the current
monthly deductions. If the Death Benefit Guarantee terminates, to keep your
coverage in effect you will need to maintain sufficient cash value in your
Certificate by paying adequate premiums. The amount of premium required will
depend on the investment performance of the Fixed Account and/or Subaccount(s)
you have selected.

The Death Benefit Guarantee will terminate automatically at age 65 (or 10 years
after the issue date, whichever is later) or by failure to meet the test
described below. Basically, the test requires you to pay a minimum amount of
premiums, and the Insured to be under age 65 (or the Certificate has been in
effect not more than 10 years).

AAL will test the Death Benefit Guarantee on each Monthly Deduction Date as
follows:

1) the sum of all premiums paid (less any partial withdrawals) must be greater
than or equal to the Death Benefit Guarantee Premium (see next page) times the
number of months since the Certificate Issue Date, plus any outstanding loan,
and

2) the Insured's age is less than 65 or the Certificate has been in effect no
more than 10 years.

If part 1) of the test is not met, AAL will notify the Certificate Owner and
allow two months to pay enough premium or loan repayment to meet the
requirements of the test. If you do not pay the required premium or loan
repayment, the Death Benefit Guarantee will end, and can not be reinstated.

Changes in the Specified Amount and optional benefits on the Certificate will
change the Death Benefit Guarantee Premium. The new Death Benefit Guarantee
Premium is required from the first monthly deduction date following the change.

MATURITY BENEFIT

Upon the Insured attaining age 100, the Certificate will provide a maturity
benefit equal to the Cash Value less any loans.

ADDITIONAL BENEFITS

Several additional benefits are available on most Certificates. They include
Accidental Death Benefit, Disability Waiver, Guaranteed Purchase Option, and
Applicant Waiver. See your Certificate for details.

PREMIUMS

DEATH BENEFIT GUARANTEE PREMIUM

The Death Benefit Guarantee Premium is the minimum premium, on a monthly basis,
that is required to keep your Death Benefit Guarantee in effect. Your Death
Benefit Guarantee Premium is equal to:

1) a factor, based on age, sex, and risk class, multiplied by your
Specified Amount divided by 1,000; plus

2) the monthly administrative charge of $4; plus

3) a required premium for each additional benefit you choose.

Your particular Death Benefit Guarantee Premium is listed on page 3A of your
Certificate.

You may choose to pay on a different basis than monthly or to pay lump sums. In
these cases, premiums paid in excess of the current month's Death Benefit
Guarantee Premium will be counted toward future Death Benefit Guarantee Premium
requirements.

FLEXIBILITY

You choose when and how much premium to pay, within certain restrictions. You
need to pay at least the Death Benefit Guarantee Premium for four years, without
taking any loans or partial withdrawals, to keep your Certificate in effect.
Failure to pay this Premium will likely result in the lapse of your Certificate.
After paying the Death Benefit Guarantee Premium for at least 4 years you may be
able to pay less and keep your Certificate in effect. However, if you do pay
less, you will lose the Death Benefit Guarantee and you run a greater risk that
your Cash Value will not grow enough to keep your Certificate in effect.

Planned periodic premiums are those you choose to pay on a regular basis. AAL
will send you billing statements of an amount you select. You can choose
quarterly, semi-annual or annual statements. Pre-authorized automatic monthly
check payments may also be arranged.

You may make payments in addition to planned periodic premiums. You also may
choose a new planned periodic premium. AAL recommends you pay at least the Death
Benefit Guarantee premiums to adequately fund your Certificate.

LIMITS

AAL reserves the right to:

-Limit any increase in planned periodic premiums.

-Limit the number and amount of payments in addition to planned
periodic payments.

-Refuse any premium if the payment would increase the difference
between the Death Benefit and the Cash Value.

The Internal Revenue Code excludes life insurance death benefits from gross
income. To qualify for this exclusion, federal tax law limits the premiums you
may pay. AAL will return the portion of any premium payment that causes this
limit to be exceeded.

In the event of a reduction in the Specified Amount, if either the total premium
payments already made or the Cash Value exceeds the applicable limit stated in
the Internal Revenue Code regarding the definition of life insurance, AAL will
refund any excess premiums or Cash Value necessary to comply with the limit
stated in the Internal Revenue Code.

NET PREMIUM & PREMIUM ALLOCATION

Net premiums equal the premiums you pay less the 3% premium charge. You decide
how to allocate your net premiums among the available accounts. At purchase, you
select a percentage for each account that will be used to allocate each net
premium. The percentages must be whole numbers and total 100%. You may change
your allocation percentages at any time.

Your initial premium will be allocated to the accounts you choose (or to the
Money Market Account as discussed below) at the time the Certificate is issued.
AAL will issue your Certificate according to AAL's standard administrative
procedures and once all underwriting and other requirements are met. AAL's
standard administrative procedure is to issue new Certificates which meet
underwriting and other requirements on the 29th through the 31st of any month on
the first Valuation Date in the following month. Certificates are issued only on
a Valuation Date from the 1st through the 28th of any month. Premiums paid after
issue are allocated according to the premium allocation percentages you have
chosen. This allocation occurs at the end of the day if AAL receives your
premium payment before the close of the New York Stock Exchange (NYSE), which is
usually 3:00 P.M. Central Time, and that day is a Valuation Date. If your
payment is received on a non-Valuation Date or after the NYSE closes, the
allocation occurs as of the end of the next Valuation Date. See definition of
"Valuation Date" on page --.

AAL has a plan that permits you to pay premiums on a regularly scheduled basis
by an automatic deduction from savings or checking accounts. Premium payments
under this plan will be allocated to the Subaccount(s) or Fixed Account on the
date you selected. However, when the date selected falls on a date that is not a
Valuation Date, such as a holiday or weekend, the premium will be allocated as
of the closest preceding Valuation Date.

In certain states, a refund of premium or the greater of premium or accumulated
values is required if you exercise your free look privilege. See "Free Look" in
the "General Information Section". In these cases, AAL reserves the right to
allocate premiums to the Money Market Subaccount until the expiration of the
free look period plus an additional 5-day period. After that time AAL will
allocate your accumulated premiums to the accounts based on your net premium
allocation percentages.

INVESTMENT OPTIONS

You choose where to allocate your net premiums among the Fixed Account and
Subaccounts of the Variable Account.

FIXED ACCOUNT

The Fixed Account is a Cash Value accumulation option that credits an interest
rate. The Fixed Account is part of AAL's general account, which includes all of
AAL's assets other than those in any AAL separate account.

Cash Values allocated to the Fixed Account are combined with all the general
assets of AAL and are invested in those assets chosen by AAL and allowed by
applicable law. Any premiums allocated to the Fixed Account will be subject to
all fees and expenses associated with the Variable Account, except for the
annual expenses of the Fund and the mortality and expense risk charge.

AAL will quarterly declare an effective annual interest rate for the Fixed
Account.

Interest is credited on each premium allocated or accumulated value transferred
to the Fixed Account from the date of the allocation or transfer. Interest is
credited daily.

Under the Fixed Account option, the guaranteed minimum interest credited to the
Fixed Account will be at the effective rate of 4% per year, compounded daily.
AAL may credit interest at a rate in excess of 4% per year; however, AAL is not
obligated to do so. There is no specific formula for the determination of excess
interest. Such excess interest, if any, will be determined by AAL based on
numerous factors. Some of the factors that AAL may consider in determining
whether to credit interest above 4% to amounts allocated to the Fixed Account,
and the amount thereof, include, but are not limited to, general economic
trends, rates of return currently available and anticipated on AAL's
investments, regulatory and tax requirements and competitive factors.

ANY INTEREST CREDITED TO AMOUNTS ALLOCATED TO THE FIXED ACCOUNT IN EXCESS OF 4%
PER YEAR WILL BE DETERMINED AT THE SOLE DISCRETION OF AAL. THE OWNER ASSUMES THE
RISK THAT INTEREST CREDITED TO FIXED ACCOUNT ALLOCATIONS MAY NOT EXCEED THE
MINIMUM GUARANTEE OF 4% FOR ANY GIVEN YEAR.

Because of exemptive and exclusionary provisions, interests in the Fixed Account
have not been registered under the Securities Act of 1933 ("1933 Act"), and the
Fixed Account has not been registered as an investment company under the
Investment Company Act of 1940 ("1940 Act"). Accordingly, neither the Fixed
Account nor any interests therein are generally subject to the provisions of the
1933 or 1940 Acts. Disclosures regarding the Fixed Account option and the Fixed
Account, however, may be subject to certain generally applicable provisions of
the federal securities laws relating to the accuracy and completeness of
statements in Prospectuses.

A lower rate of interest may be credited to the portion of the Fixed Account
securing a loan.

VARIABLE ACCOUNT

The Variable Account is AAL Variable Life Account I. It is a separate account of
AAL established by the Board of Directors of AAL on May 8, 1997 pursuant to the
laws of the State of Wisconsin. The Variable Account is registered with the
Securities and Exchange Commission (the SEC) as a unit investment trust under
the Investment Company Act of 1940. Such registration, however, does not involve
supervision by the SEC of the management or investment policies or practices of
the Variable Account.

AAL owns the assets of the Variable Account and keeps them legally segregated
from the assets of the general account. The assets of the Variable Account
shall, at the time during the year that adjustments in the reserves are made,
have a value at least equal to the reserves and other contract liabilities with
respect to the Variable Account and, at all other times, shall have a value
approximately equal to or in excess of such reserves and liabilities. The assets
of the Variable Account shall not be chargeable with liabilities arising out of
any other business AAL may conduct, except to the extent that the assets of the
Variable Account exceed the reserves and other contract liabilities of the
Variable Account arising under the Certificates supported by the Variable
Account.

Income, and gains and losses, whether or not realized, from the assets in each
Subaccount are credited to or charged against that Subaccount without regard to
any of AAL's other income, gains or losses. The value of the assets in the
Variable Account is determined at the end of each Valuation Date.

The Variable Account currently consists of seven Subaccounts, which are: Money
Market, Bond, Large Company Stock, Small Company Stock, Balanced, High Yield
Bond, and International Stock. Each Subaccount invests in a corresponding
portfolio of the AAL Variable Product Series Fund, Inc. (a mutual fund -
referred to below as the "Fund"). Additional portfolios may be added or
substituted for the current portfolios.

Net premiums allocated to a Subaccount, and the resulting Cash Value, will
accumulate based on the investment experience of that Subaccount's corresponding
Fund portfolio.

Each of these portfolios has a different investment objective. No assurance may
be given that any portfolio will achieve its investment objective.

The AAL Variable Product Series Fund, Inc. is a Maryland corporation registered
with the SEC under the 1940 Act as a diversified, open-end investment company
(commonly known as a "Mutual Fund").
This registration does not involve supervision by the SEC of the management or
investment practices or policies of the Fund.

Shares of the Fund are currently offered to the AAL Variable Annuity Account I
and to the AAL Variable Life Account I to fund benefits payable under the
Certificates. The Fund may, at a later date, also offer its shares to other
separate accounts of AAL or to a subsidiary or affiliated company of AAL. Shares
of the Fund may also be offered directly to AAL.

The Fund currently consists of seven separate portfolios, each with its own
investment objectives, investment program, policies and restrictions. The
investment objectives of each portfolio are described below. No assurance can be
given that each portfolio of the Fund will achieve its investment objective.

INVESTMENT OBJECTIVES OF THE FUND PORTFOLIOS

The Money Market Portfolio: seeks to provide maximum current income to the
extent consistent with liquidity and a stable net asset value of $1.00 per share
by investing in a diversified portfolio of high quality, short-term money market
instruments.

The Bond Portfolio: seeks to achieve investment results that approximate the
total return of the Lehman Brothers Aggregate Bond Index by investing primarily
in bonds and other debt securities included in the index. This objective is
consistent with a goal of maximizing total return, consistent with reasonable
risk. Investments are in bonds and other debt securities included in the Index.

The Large Company Stock Portfolio: seeks to achieve investment results that
approximate the performance of the Standard & Poor's 500 Composite Stock Price
Index* by investing primarily in common stocks included in the index.

The Balanced Portfolio: seeks to achieve investment results that reflect
investment in common stocks, bonds and money market instruments, each of which
will be selected consistent with the investment policies of the AAL Variable
Product Large Company Stock, Bond and Money Market Portfolios, respectively.

The Small Company Stock Portfolio: seeks to achieve investment results that
approximate the performance of the Standard & Poor's SmallCap 600 Index* by
investing primarily incommon stocks included in the Index.

The International Stock Portfolio: seeks to achieve long-term capital growth by
investing primarily in a diversified portfolio of foreign stocks.

The High Yield Bond Portfolio: seeks to achieve high current income and
secondarily capital growth by investing primarily in a diversified portfolio of
high risk, high yield bonds commonly referred to as "junk bonds". The portfolio
actively seeks to achieve a secondary objective of capital growth to the extent
it is consistent with the primary objective of high current income.

* "Standard & Poor's(R)", "S&P (R)", "S&P 500 (R)", "Standard & Poor's 500",
"500", "Standard & Poor's SmallCap 600" and "S&P SmallCap 600" are trademarks of
The McGraw-Hill Companies, Inc. and have been licensed for use by AAL. The Fund
and the Certificates are not sponsored, endorsed, sold or promoted by Standard &
Poor's and Standard & Poor's makes no representation regarding the advisability
of investing in the fund.

Fund Expenses

AAL acts as investment adviser to the Fund. For this service, AAL may deduct a
maximum advisory fee of 0.35% of the average annual daily net assets of the AAL
Variable Product Money Market, Bond, Balanced, Large Company Stock and Small
Company Stock Portfolios; 0.80% of the average annual daily net assets of the
International Stock Portfolio; and 0.40% of the average annual daily net assets
of the High Yield Bond Portfolio. Portfolio expenses exceeding the advisory fees
are currently reimbursed by AAL but this reimbursement may be modified or
canceled at any time. More information concerning these additional expenses is
contained in the Fund Prospectus.

TRANSFERS

You may transfer the Cash Value among the Subaccounts and Fixed Account by
submitting a written request to AAL's Home Office. You may also transfer by
telephone if you have completed the Telephone Transaction Authorization Form.

Any transfer among the Subaccounts or to the Fixed Account will result in the
crediting and cancellation of Accumulation Units based on the Accumulation Unit
values determined as of the end of the Valuation Period during which the
transfer request is received, in good order, by AAL. You should carefully
consider current market conditions and each portfolio's investment policies and
related risks before allocating money to the portfolios.

The total amount of any transfer must be at least $500, or it may be less as
long as you transfer the entire cash value from an account. Of the total
transfer being made, the amount transferred to any account must be at least $50.
Twelve transfers per Certificate Year may be made from Subaccounts without
charge. AAL will charge $25 for each transfer in excess of twelve.

Only one transfer may be made from the Fixed Account in each Certificate Year.
The transfer may not exceed the greater of $500 or 25% of the Cash Value in the
Fixed Account at the time of transfer. This transfer is not subject to charge.

REVIEW OF INVESTMENT STRATEGY

You should periodically review the allocation of your Cash Value among the
Subaccounts and Fixed Account. Consider the current market conditions,
investment risks and objectives of the portfolios and your own objectives. A
full description of the portfolio, its investment objectives, policies and
restrictions, its expenses, risks and other aspects of its operation is
contained in the accompanying Prospectus for the Fund. Read the accompanying
Fund Prospectus carefully.

VOTING PRIVILEGES

To the extent required by law, AAL will vote the Portfolio shares held in a
Subaccount at shareholder meetings of the Fund, if any, in accordance with
instructions received from persons having voting interests in the corresponding
Subaccount of the Variable Account. If, however, the 1940 Act or any regulation
thereunder should be amended or if the present interpretation thereof should
change, and as a result AAL determines that it is permitted to vote the Fund
shares in its own right, it may elect to do so.

The Owner will have the voting interest with respect to Fund shares attributable
to the Certificate

The number of votes which an Owner has the right to instruct will be calculated
separately for each Subaccount. The number of votes that each Owner may instruct
will be determined by dividing a Certificate's Accumulated Value in a Subaccount
by the Net Asset Value per share of the corresponding portfolio in which the
Subaccount invests. Fractional shares will be counted. The number of votes of
the portfolio which the Owner has the right to instruct will be determined as of
the record date established by the portfolio for determining shareholders
eligible to vote at the meeting of the Fund. Voting instructions will be
solicited by written communications prior to such meeting in accordance with
procedures established by the Fund.

Any portfolio shares held in the Variable Account for which AAL does not receive
timely voting instructions, or which are not attributable to Owners will be
represented at the meeting and voted by AAL in proportion to the instructions
received from all Owners. Any portfolio shares held by AAL or its affiliates
will be voted in proportion to the aggregate votes of all shareholders in the
portfolio. Each person having a voting interest in a Subaccount will receive
proxy materials, reports and other materials relating to the appropriate
portfolio.

CASH VALUE

FIXED ACCOUNT CASH VALUE

The Fixed Account Cash Value reflects net premiums allocated to it, transfers to
or from the Subaccounts, credited interest, and any deductions. Each day the
Cash Value in the Fixed Account will change based upon these factors. See the
Certificate for further detail.

VARIABLE ACCOUNT CASH VALUE

Number of Accumulation Units

The number of Accumulation Units for this Certificate in any Subaccount may
increase or decrease at the end of each Valuation Period depending on the
transactions that occur in the Subaccount during the Valuation Period. When
transactions occur, the actual dollar amounts of the transactions are converted
to Accumulation Units. The number of Accumulation Units for a transaction in a
Subaccount is determined by dividing the dollar amount of the transaction by the
Accumulation Unit Value of the Subaccount at the end of the Valuation Period
during which the transaction occurs.

The number of Accumulation Units in a Subaccount increases when the following
transactions occur during the Valuation Period:

- net premiums are allocated to the Subaccount; or

- Cash Value is transferred to the Subaccount from another Subaccount or
from the Fixed Account.

The number of Accumulation Units in a Subaccount decreases when the following
transactions occur during the Valuation Period:

- Cash Value is transferred from the Subaccount to another Subaccount or to
the Fixed Account, including loan transfers; or

- partial withdrawals and partial withdrawal charges are taken from the
Subaccount; or

- monthly deductions or transfer charges are taken from the Subaccount;or

- a charge for a Death Benefit Option change is allocated to the
Subaccount;or

- a charge for a Certificate change is allocated to the Subaccount;or

- Surrender Charges are allocated to the Subaccount.

Accumulation Unit Value

For each Subaccount, the initial Accumulation Unit Value was set when the
Subaccount was established. The Accumulation Unit Value may increase or decrease
from one Valuation Period to the next.

The Accumulation Unit Value for a Subaccount for any Valuation Period is equal
to:

- the net asset value of the corresponding Fund portfolio at the end of the
Valuation Period;

- plus the amount of any dividend, capital gain or other distribution made by
the Fund portfolio if the "ex-dividend" date occurs during the Valuation
Period;

- plus or minus any cumulative credit or charge for taxes reserved which is
determined by AAL to have resulted from the operation of the portfolio;

- divided by the total number of Accumulation Units held in the Subaccount at
the end of the Valuation Period before any of the transactions, referred to
in the "Number of Accumulation Units" subsection above, have occurred.

WHAT AFFECTS CASH VALUE

The Cash Value of your Certificate, at any one time, is determined by:

(a) multiplying the total number of Accumulation Units for each Subaccount
by its appropriate current Accumulation Unit Value;

(b) if you have elected a combination of Subaccounts, totaling the
resulting values; and

While loans are not deducted from Cash Value, loans do reduce the amount you
would receive upon surrender of your Certificate and the amount available to pay
insurance charges. Loans also accrue interest charges and may result in less
interest credited to your Certificate.

Over the life of your Certificate, many factors determine its Cash Value. They
include:

- premiums paid

- the investment experience of the Subaccounts

- interest credited to the Fixed Account

- loans taken and loan repayments

- partial withdrawals taken

- charges and deductions taken

Because a Certificate's Cash Value is based on the variables listed above, it
cannot be predetermined. Cash Value in the Variable Account will largely be
determined by market conditions and investment experience of the Fund's
portfolios corresponding to the Subaccounts chosen by the Owner. The Owner will
bear all such risk.

The value of the Fixed Account is guaranteed as to principal and interest at 4%,
subject to the charges described in the "Charges" Section. There is no
guaranteed minimum Cash Value for the Variable Account.

SURRENDER VALUE

The Surrender Value is the total amount you may withdraw from the Certificate .
It is equal to the Cash Value less any Surrender Charges and any outstanding
loan principal and accrued interest.

You will be advised at least annually as to the number of Accumulation Units
which are credited to the Certificate, the current Accumulation Unit Values, the
Variable Account Cash Value, the Fixed Account Cash Value, the Total Cash Value
and the Surrender Value.

CHARGES

Charges are necessary to pay for the insurance provided, cover the expenses
generated by issuing and administering the Certificate, and to fund AAL's
fraternal activities. In addition to the charges described below, a $25 change
fee will be charged for all Certificate changes. This is a $25 charge that will
be assessed if you choose to make changes to your Certificate. Such Certificate
changes include a reduction of insurance charges that are in excess of standard
due to insurance underwriting requirements, a change from smoker to nonsmoker
risk class, a change in Death Benefit Options, and changes to the additional
benefits under the Certificate.

PERCENT OF PREMIUM CHARGE

A charge of 3% of each premium payment is taken to cover sales and other
expenses and provide support for AAL's fraternal activities.

CASH VALUE CHARGES

On each Monthly Deduction Date charges are deducted from your Cash Value. These
include cost of insurance, administrative and issue expense charges, mortality
and risk expense charges and charges for additional benefits you may have
selected. (No mortality and risk expense charges are deducted from the Fixed
Account.)

The cost of insurance charge and additional benefit charges vary by risk class,
amount at risk, Specified Amount and, in most states, sex. The cost of insurance
rates, used to calculate these charges, are determined by AAL based on
expectations as to future mortality and expense experience. Any change in these
rates will be applied on a uniform basis to all Insureds of the same risk class.
However, AAL cannot use cost of insurance rates higher than the annual
guaranteed cost of insurance rates shown in the Certificate. The guaranteed
rates are no greater than certain of the 1980 Commissioners Standard Ordinary
Mortality Tables (and, where unisex cost of insurance rates apply, the 1980
Commissioners Standard Ordinary Mortality Table B). These rates are based on the
age and risk class of the Insured. They are also based on the sex of the
Insured, except that unisex rates are used where appropriate under applicable
laws. AAL charges rates that are currently lower than the guaranteed rates, and
may also charge current rates in the future.

A monthly administrative charge of $4 is deducted to cover administrative costs.
This charge is for expenses such as premium billing and collection, Certificate
value calculation, transaction confirmations and periodic reports.

The monthly issue expense charge covers issue costs. It is deducted for the
first 36 months. This charge will vary by age, risk class, Specified Amount and,
in most states, sex.

Monthly mortality and expense risk charges are deducted from the Variable
Account to pay for the mortality and expense risks borne by AAL. The mortality
risk assumed is that Insureds, as a group, may live for a shorter period of time
than estimated and, therefore, the cost of insurance charges specified in the
Certificate will be insufficient to meet actual claims. The expense risk assumed
is that other expenses incurred in issuing and administering the Certificates
and operating the Separate Account will be greater than the charges assessed for
such expenses. AAL will realize a gain from this charge to the extent it is not
needed to provide mortality benefits and expenses under the Certificates, and
will realize a loss to the extent the charge is not sufficient. The monthly
mortality and expense risk charge is guaranteed never to exceed 0.075%
(approximately 0.9% annually). The charge is applied to the total Cash Value in
the Subaccounts on each Monthly Deduction Date. In addition, the monthly
mortality and expense risk charge on Certificates from their 15th Certificate
Anniversary and beyond is guaranteed at any time to be at least 0.04166% percent
(approximately 0.5% annually) less than the rate in effect at that time for
Certificates which have not reached their 15th Certificate Anniversary. The
current charges in effect are as follows: During the first 15 years the monthly
charge is 0.0625% (approximately 0.75% annually) of the total Subaccount Cash
Value. This charge drops to 0.02083% (approximately 0.25% annually) of the total
Subaccount Cash Value in Certificate Year 16.The Monthly Deduction is deducted
from each account on a basis proportional to the Cash Value in that account. For
Subaccounts, this is accomplished by selling Accumulation Units and withdrawing
their value from that account. For the Fixed Account the Cash Value is reduced
by the Fixed Account's proportion of the Monthly Deduction.

The Monthly Deduction is made as of the same date each month, beginning with the
Issue Date, if that day of the month is a Valuation Date. If that day of the
month does not fall on a Valuation Date, the deduction date is the nearest
previous Valuation Date.

SURRENDER CHARGE

If you choose to surrender your Certificate or reduce your Specified Amount, AAL
will reduce the Cash Value by the surrender charge assessed proportionately
against the amounts you have invested in each of your selected Subaccounts and
the Fixed Account. This charge is imposed as a deferred sales and administrative
charge. It covers expenses associated with underwriting, issuing and
distributing the Certificate.

The initial surrender charge is based on an amount per thousand of Specified
Amount for which the Certificate is issued. The amount per thousand varies by
sex, risk class, and Issue Age. Your actual surrender charges are listed on page
3A.1 of your Certificate. The initial surrender charge is level for the first 3
years and, thereafter, it declines by 1/8th of the initial amount annually so
that, beginning in the 11th year after the Issue Date (assuming no increases in
Specified Amount) the surrender charge will be zero.

If you increase your Certificate's Specified Amount, a new surrender charge is
applicable, in addition to the existing surrender charge. It is based on an
amount per thousand of the Specified Amount increase. The amount per thousand
varies by sex, risk class, and age at time of increase. The actual surrender
charges for the increased Specified Amount will be listed on a new page 3A.1 of
your Certificate, which will be mailed to you at the time of the increase. The
new surrender charge is level for the first three years after the increase and,
thereafter, it declines by 1/8th of the initial amount annually so that,
beginning in the 11th year after the increase date (assuming no additional
increases in Specified Amount) the surrender charge will be zero.

If you decrease the Specified Amount while the surrender charge applies, a
portion of the surrender charge will be assessed. The decrease will be
subtracted first from any previous increase in the Specified Amount, starting
with the most recent, then from the original Specified Amount. The portion of
the charge assessed will be proportional to the amount of the decrease, based on
the surrender charges for the Specified Amount from which the decrease is
subtracted.

TRANSFER CHARGE

Twelve transfers per Certificate Year may be made between Subaccounts and/or the
Fixed Account without charge. AAL will charge $25 for each transfer in excess of
twelve.

ACCESS TO CASH VALUE

PARTIAL WITHDRAWALS

You may take one partial withdrawal of your Cash Value per year at no charge.
$25 is charged for each additional withdrawal during a Certificate Year. The
amount of a partial withdrawal may not exceed the Surrender Value on the date of
the request. It is implemented by either the redemption of Accumulation Units
and/or reduction in the Fixed Account balance. The partial withdrawal will be
taken from the Subaccounts and Fixed Account according to the ratio that the
Cash Value in the Subaccount or Fixed Account of the Certificate bears to the
total Cash Value of the Certificate at the time of the partial withdrawal; or
according to any other administrative option which you choose and is available
at the time of the partial withdrawal.

For a Certificate with the Level Death Benefit Option:

A partial withdrawal will reduce your Cash Value, Specified Amount, Death
Benefit, and the amount of premiums considered paid to meet the Death Benefit
Guarantee Premium requirement. If the Death Benefit is equal to the Specified
Amount at the time of the partial withdrawal, the amount of the reduction in the
Death Benefit will be equal to the amount of the partial withdrawal. If the
Death Benefit is greater than the Specified Amount, (a) the Specified Amount
will be reduced by the amount (if any) by which the withdrawal amount exceeds
the difference between the Death Benefit and the Specified Amount, (b) the new
Death Benefit will be based on the death benefit factor, Cash Value, and
Specified Amount after the reduction.

The Specified Amount remaining in effect after a partial withdrawal may not be
less than $10,000. Any request for a partial withdrawal that would reduce the
Specified Amount below this amount will not be granted.

For a Certificate with the Variable Death Benefit Option:

A partial withdrawal will reduce the Cash Value and Death Benefit by the amount
of the withdrawal, but will not reduce the Specified Amount.

LOANS

You may borrow up to 92% of your Cash Value using your Certificate as security
for a loan. Interest will accrue on an annual basis at 8% on the loan balance
until you reach your 15th Certificate anniversary. Thereafter the rate will drop
to 7 1/4% per annum. The loan will be taken from the Subaccounts and Fixed
Account according to the ratio that the Cash Value in the Subaccount or Fixed
Account of the Certificate bears to the total Cash Value of the Certificate at
the time of the loan; or according to any other administrative option which you
choose and is available at the time of the loan.

A lower interest rate may be credited to the portion of the Fixed Account Cash
Value that equals the amount of the total outstanding loan. AAL will determine
the rate credited. In no case will the rate credited be less than 4% annually.

The amount of loan allocated to each Subaccount will be transferred from that
account to the Fixed Account as security for the loan. Each month, if the total
loan (principal plus accrued interest) exceeds the total Fixed Account Cash
Value, the difference will be transferred from the Variable Account to the Fixed
Account as security for the loan.

You may repay all or part of your loan at any time while your Certificate is in
force. Unless you indicate otherwise to AAL, all payments will be assumed to be
premium payments. Upon your request, AAL will set up a loan repayment schedule
for you.

If you surrender your Certificate, you will receive the Cash Value less any
surrender charge and outstanding loan balance. Partial withdrawals also reduce
your premiums credited toward the Death Benefit Guarantee requirements. Loans
are added to the required premiums when testing whether Death Benefit Guarantee
requirements have been met.

SURRENDER

You may surrender this Certificate for its Surrender Value by sending a written
request to AAL.

CERTIFICATE TERMINATION

EARLY TERMINATION AND REINSTATEMENT

Termination

Your Certificate will terminate if your Monthly Deduction is greater than your
Surrender Value, your Death Benefit Guarantee is not in effect, and payment
sufficient to cover the next two monthly deductions is not received within 61
days of notification of the Cash Value deficiency (in most states). If this Cash
Value deficiency occurs, you have the right to reinstate your Certificate,
within certain limitations. The requirements for reinstatement and associated
limitations are described in your Certificate.

Reinstatement

You may reinstate the Certificate any time within three years after it has
terminated so long as you did not surrender it for its Surrender Value. To
reinstate your Certificate you must submit evidence of insurability satisfactory
to AAL and pay a premium at least equal to:

- the reinstated loan amount; plus

- any Surrender Charge at the time of reinstatement; plus

- the first two Monthly Deduction amounts after reinstatement; less

- the Cash Value at termination; less

- any Surrender Charge credited back at reinstatement; plus

- the new Surrender Charge taken for any reduction in the Specified
Amount you request at reinstatement plus 3% on the sum of the above to
cover the percent of premium charge.

The premium paid upon reinstatement will be used first to pay any unpaid monthly
deductions that occurred during the grace period. Your Certificate will then be
reinstated as of the date AAL approves your application for reinstatement.

If you reinstate this Certificate, AAL will not contest the validity of the
reinstated Certificate after it has been in effect during the lifetime of the
Insured for two years from the date of reinstatement. After this Certificate has
been in force two years from the Issue Date, any contest of the validity of the
reinstated Certificate will be limited to statements made in the application for
reinstatement.

DEATH, MATURITY AND SURRENDER

Your Certificate will terminate if the Insured dies, or if the Owner surrenders
the Certificate. If the Certificate is in effect at age 100, it will mature
(end) and the Cash Value less any outstanding loan will be paid to the Owner.

PAYOUT OPTIONS

SELECTION

All or part of the life insurance proceeds from death, maturity or surrender may
be applied to one of several Payout Options in place of a lump-sum payment. You
may choose or change a payout option while the Insured is alive. The Beneficiary
may choose an option at the Insured's death, unless you have chosen an option
which does not allow the beneficiary to change it.

OPTION 1 : INTEREST

The proceeds are left with AAL to earn interest. The rate of interest is
determined annually by the AAL Board of Directors. It will never be less than 3%
annually.

OPTION 2: A SELECTED AMOUNT OF INCOME

The proceeds with interest are used to make payments of a selected amount at
regular intervals until the proceeds with interest have been paid. The payment
period may not exceed 30 years. The rate of interest used will not be less than
3% annually.

OPTION 3 : A SET PERIOD

The proceeds with interest are used to make payments at regular intervals. You
may choose a specified number of years, not to exceed 30. Guaranteed payments
are shown in the Certificate. The rate of interest used will not be less than 3%
annually. The amount of payment may be greater than that guaranteed, as declared
annually by AAL's Board of Directors.

OPTION 4 : LIFE PAYMENT

The proceeds are left with AAL to earn interest. These funds are used to make
payments at regular intervals while the person named to receive payments is
alive. AAL will guarantee the amount of these payments for a specified number of
years. A period of 10 or 20 years may be selected.

The amount of the payments depends on the age and sex of the persons named to
receive payments at the time AAL issues the payment contract. Representative
guaranteed payments are shown in the Certificate. They are based on a guaranteed
effective annual interest rate of 3.5% using the "1983 Table a " annuitant
mortality table.

OPTION 5 : JOINT & SURVIVOR

The proceeds with interest are used to make payments at regular intervals while
both persons named to receive payments are alive. AAL will guarantee the amount
of these payments for a specified number of years. A period of 10 or 20 years
may be selected.

Upon the death of one of the persons named to receive payments, AAL will
continue making payments to the survivor with the payments reduced by 1/3 after
the end of the guaranteed period. If the survivor also dies during the
guaranteed period, the unpaid proceeds will be paid in one sum at the survivor's
death.

HOW TO MAKE PAYMENTS AND RECEIVE SERVICE

APPLYING FOR A CERTIFICATE

AAL Variable Universal Life Certificates are sold by District Representatives of
AAL who are also Registered Representatives of AALCMC. To apply for an AAL
Variable Universal Life Certificate please contact your AAL Representative. You
can locate your Representative by calling 1-800-225-5225 or visiting our Webpage
www.aal.org.

TIMELY PROCESSING

AAL will process all requests in a timely fashion. Requests received by 3:00
p.m. Central Time on a Valuation Date will use the Certificate's Cash Value as
of the close of that Valuation Date. AAL will process requests received after
that time using the Certificate's Cash Value as of the close of business of the
following Valuation Date.

After your Certificate is issued, AAL will process payment of any amount due
from the Variable Account within seven calendar days after AAL receives your
written request. Payment may be postponed when the New York Stock Exchange has
been closed and for such other periods as the SEC may permit . Payment from the
Fixed Account Cash Value may be deferred up to six months.

WRITTEN REQUESTS

You may exercise any of the following privileges:

- Premium Payment

- Change in Death Benefit Option

- Increase/Decrease in Specified Amount

- Partial Withdrawal

- Surrender

- Reinstatement

- Transfers

- Dropping/Adding an Additional Benefit

- Loan

- Filing a Death Claim

- Selecting/Changing a Settlement Option

- Change in Allocation Instructions

- Loan Repayment

- Beneficiary Change(s) by sending written notice (and payment and/or
evidence of insurability, if applicable) to AAL at its Home Office:

AID ASSOCIATION FOR LUTHERANS
4321 North Ballard Road
Appleton, Wisconsin 54919-0001

TELEPHONE TRANSACTIONS

If AAL has received a properly completed Telephone Transaction Authorization
Form, you may perform various transactions over the phone. Phone services
include: partial withdrawals, transfers, premium payment allocation changes,
loans and certain other transactions.

AAL has adopted reasonable security procedures to ensure the authenticity of
telephone instructions, including: requiring identifying information, recording
conversations, and providing written confirmations of transactions.
Nevertheless, AAL will honor telephone instructions from any person who provides
the correct identifying information, so there is a risk of possible loss to the
Owner if an unauthorized person uses this service in the Owner's name.

If several persons seek to effect telephone instructions at or about the same
time, or if AAL's recording equipment malfunctions, it may be impossible for you
to make a telephone transaction at that time. If this occurs, you should submit
a Written Request. Also, if due to malfunction or other circumstances, the
recording of the Owner's telephone request is incomplete or not fully
comprehensible, AAL will not process the transaction.

The phone number for telephone transactions is 800-225-5225

AAL reserves the right to restrict telephone transactions at any time.

DEATH CLAIMS

Written notice of death must be given to AAL. Notice should include the
Insured's name and Certificate number. Help may be obtained through your AAL
Representative.

A claim form will be sent, when AAL receives your notice. Complete the claim
form and send it to the Home Office along with a certified copy of the death
certificate. Processing of the claim will begin as soon as these items are
received.

GENERAL INFORMATION

FREE LOOK

How to Cancel Your Certificate

Your Certificate provides for an initial "free look" period. That is, you as the
Certificate Owner, have the right to return your Certificate within 10 days
after you receive it. To return your Certificate you may either:

1) deliver or mail your Certificate along with a written request to cancel to
your AAL Representative, or

2) deliver or mail your Certificate along with a written request to cancel to
the Home Office:

Aid Association for Lutherans
4321 North Ballard Road
Appleton, WI 54919-0001

Generally within 7 days after AAL receives your request for cancellation, it
will cancel the Certificate and send you a refund. Some states may require a
"free look" period longer than 10 days.

The Amount Refunded After Canceling a Certificate During the "Free Look" Period

AAL will refund to you an amount equal to the Certificate's Accumulation Unit
Value as of the date the returned Certificate or notification of cancellation is
received by AAL. This may be more or less than the premium you paid depending
upon the investment experience of the Subaccount(s) you selected.

If your state requires a full refund of all premiums, your premium will be
allocated to the Money Market Subaccount until your "free look" plus five day
period has expired.

ENTIRE CONTRACT

The entire contract between you and AAL is made up of:

- the Certificate including any attached riders, endorsements or
amendments;

- the application attached to the Certificate, including any
applications for increase in the Specified Amount; and

- the AAL Articles of Incorporation and Bylaws which are in effect on
the Issue Date of the Certificate.

STATEMENTS IN THE APPLICATION

Statements made in the application will be treated as representations and not
warranties. No statement will be used by AAL to void the contract or to deny a
claim unless it appears in the application.

CHANGE OF CERTIFICATE

No representative of AAL except the president or the secretary may change any
part of the Certificate on behalf of AAL.

INCONTESTABILITY

AAL will not contest the validity of the Certificate after it has been in effect
during the lifetime of the Insured for two years from the Issue Date. AAL will
not contest the validity of an increase in the Specified Amount after it has
been in effect during the lifetime of the Insured for two years from the date of
increase. Any contest of the validity of the increase will be limited to
statements made in the application for the increase. See the Certificate for
more details.

MISSTATEMENT OF AGE OR SEX

The values of the Certificate are based on the Insured's age and sex. If the
date of birth or sex shown on the application is wrong, the proceeds payable
will be adjusted to the amount that would be provided by the most recent cost of
insurance charge at the correct attained age or sex.

MAINTENANCE OF SOLVENCY

This provision applies only to values in the Fixed Account.

If AAL's reserves for any class of Certificates become impaired, you may be
required to make an extra payment. AAL's Board of Directors will determine the
amount of any extra payment based on each member's fair share of the deficiency.
If the payment is not made, it will be charged as a loan against the Certificate
with interest at a rate of 5% per year. You may choose an equivalent reduction
in benefits instead of or in combination with the loan. Any indebtedness and
interest charged against the Certificate, or any agreement for a reduction in
benefits, shall have priority over the interest of any Owner, Beneficiary, or
collateral assignee under the Certificate.

BASIS OF COMPUTATIONS

Minimum guaranteed Cash Values for the Fixed Account are based on the
Commissioner's 1980 Standard Ordinary Mortality Table, age at last birthday,
with interest at the rate of 4%. These values equal or exceed the minimum values
required by law. A detailed statement of how AAL calculates Cash Values for the
Certificate has been filed with the insurance department of the state or
district where this Certificate was delivered.

REPORTS TO OWNERS

At least once each Certificate year, AAL will send you a report concerning the
current status of your Certificate. There is no charge for this report.

Upon your request, AAL will send you an illustration of hypothetical values for
the Certificate. AAL may charge a reasonable fee for each illustration
requested.

We will also send periodic reports with financial information on the portfolios,
including information on the investments held in each portfolio as required by
the SEC.

Confirmation notices will be sent during the year for certain Certificate
transactions.

MEMBERSHIP

For Insureds Issue Age 15 and under, the Insured will become a benefit member of
AAL. For Insureds Issue Age 16 and over, the person who applied for membership
is a benefit member of AAL. The rights and benefits of membership are set forth
in the Articles of Incorporation and Bylaws of AAL. Membership cannot be
transferred.

OWNERSHIP

For Insureds Issue Age 15 and under, the Insured is the Owner of the
Certificate, unless ownership has been transferred. Because of age, the Insured
cannot exercise the rights of ownership. Therefore, the person who applied for
this Certificate will have control over ownership rights, except for transfer of
ownership, until the Insured gains control of the Certificate. For Insureds
Issue Age 16 and over, the person who is named as the Owner on the application
for insurance is the Owner, unless ownership has been transferred.

If you are the Owner of the Certificate but you are not the Insured, you should
name a successor Owner who will become the Owner if you die before the Insured.
If you die before the Insured and there is no successor Owner named, ownership
of the Certificate will pass to your estate.

During the Insured's lifetime, you may transfer ownership of the Certificate by
sending a signed written request to AAL. The transfer must be approved by AAL
before it is valid.

BENEFICIARY

The Beneficiary is the person, entity or organization named to receive the Death
Benefit after the Insured dies. The Bylaws of AAL list those eligible to be
beneficiaries. Beneficiaries are designated as first, second and third class.
You may name more than one person or organization in the same class.

If no Beneficiary has been named or survives the Insured, AAL will pay the
proceeds as follows:

- to your estate if you are the Insured; or

- to you if you are not the Insured.

During the Insured's lifetime, you may change the Beneficiary by sending a
signed written request to AAL. The change must be approved by AAL before it is
valid.

COLLATERAL ASSIGNMENT

You may assign the Certificate as collateral security for a loan or other
obligation. This may limit your rights to the Cash Value and the beneficiary's
rights to the proceeds.

The assignments must be in writing and filed at our home office. AAL assumes no
responsibility as to the validity of any assignment. AAL is not liable for any
payment made or any other action taken on the Certificate before the assignment
was recorded at our home office.

Any Certificate loan obtained before an assignment is recorded at our home
office has priority over the assignment.

RIGHTS RESERVED BY AAL

Subject to applicable law, AAL reserves the right to make certain changes if, in
its judgment, they would best serve the interests of the Owners or would be
appropriate in carrying out the purposes of the Certificate. AAL will obtain,
when required, the necessary Owner approval or regulatory approval. Examples of
the changes AAL may make include, but are not limited to:

- To operate the Variable Account in any form permitted under the 1940
Act or in any other form permitted by law.

- To add, delete, combine, or modify Subaccounts in the Variable
Account.

- To add, delete, or substitute, for the portfolio shares held in any
Subaccount, the shares of another portfolio of the Fund or the shares
of another investment company or series thereof, or any other
investment permitted by law.

- To make any amendments to the Certificates necessary for the
Certificates to comply with the provisions of the Internal Revenue
Code or any other applicable federal or state law.

DIRECTORS AND OFFICERS

Our Board of Directors decides matters of general policy and reviews the
activities of AAL and the Officers who conduct and supervise the daily business
operations.

AAL's Directors and Officers, and their principal occupations during the past
five years are:

Herbert J. Arkebauer Professor, Southwest Missouri Director since 6/72
State University

Raymond G. Avischious President and CEO, Shurfine Central Director since 5/77
Corp.

Richard E. Beumer President and CEO, Sverdrup Director since 2/87
Corporation

Kenneth Daly Partner, KPMG Peat Marwick LLP Director since 2/94

Elizabeth A. Duda None Director since 5/79

Edward A. Engel President, E. A. Engel & Director since 11/78
Associates

Gary J. Greenfield President, Wisconsin Lutheran Director since 1/93
College

Robert H. Hoffman Executive, Taylor Corp. Director since 2/87

Robert E. Long Senior Vice President, Park Bank Director since 2/82

Robert B. Peregrine Attorney, Peregrine Law offices, Director since 2/78
S.C.

Paul D. Schrage Senior Executive Vice President and Director since 1/98
Chief Marketing Officer, McDonald's
Corporation

James H. Scott Principal, Miller Anderson Director since 6/98
& Shernerd;
Vice President, Corporate Secretary and
Assistant Treasurer, Texas Utilities
Company

Kathi P. Seifert Group President, Kimberly Clark Director since 12/94
Corp.

Roger G. Wheeler President, Wheel-Air, Inc., Director since 8/91
Wheel-Air Charter, Inc.

E. Marlene Wilson President, Volunteer Management Director since 6/81
Associates

Rev. Thomas R. Zehnder President, Florida-Georgia Director since 1/97
District, Lutheran Church
Missouri Synod

Richard L. Gunderson Chairman of the Board since 1/95,
Director since 9/85, Chief Executive Officer from
1/87 to 1/97 and President from 9/85 to 12/95

John O. Gilbert Chief Executive Officer since 1/97, Director since 1/96,
President since 12/95, Chief Operating Officer from 12/95
to 12/96, Executive Vice President from 1/95 to 12/95 and
Senior Vice President from 1/92 to 1/95

Roger J. Johnson Executive Vice President since 3/97 and
Senior Vice President from 12/86 to 3/97

Ronald G. Anderson Senior Vice President and Chief
Investment Officer since 4/96;
President since 1/97, AAL Capital Management Corporation;
Vice President from 3/95 to 4/96, General Re Corp.;
Chairman from 1/91 to 3/95, General Re Financial Products
Corp.

Woodrow E. Eno Senior Vice President, Secretary and
General Counsel since 1/96;
Vice President from 5/93 to 1/96, AEGON

Steven A. Weber Senior Vice President since 11/95 and
Vice President from 2/89 to
11/95

Jerome Laubenstein Senior Vice President since 11/95 and
Vice President from 1/78 to 11/95

Fred Ohlde Senior Vice President since 11/95,
Vice President from 5/93 to 11/95 and
Second Vice President from 3/88 to 5/93

Walter S. Rugland Executive Vice President and Chief Operating Officer
since 7/98; Equity Principal from 11/75 to 6/98,
Milliman & Robertson, Inc.

</TABLE>

FEDERAL TAX MATTERS

VARIABLE ACCOUNT TAX STATUS

Both investment income and realized capital gains of the Variable Account (i.e.,
income and capital gains distributed to the Variable Account by the Fund) are
reinvested without tax since the Internal Revenue Code (the Code) presently
imposes no applicable tax. However, AAL reserves the right to make a deduction
for taxes, should they be imposed with respect to such items in the future.

LIFE INSURANCE QUALIFICATION

Section 7702 of the Code includes a definition of life insurance for tax
purposes. The Secretary of the Treasury has been granted authority to prescribe
regulations to carry out the purposes of the section, and proposed regulations
governing mortality charges were issued in 1991. AAL believes that the
Certificate meets the statutory definition of life insurance. As such, and
assuming the diversification standards of Section 817(h), discussed below, are
satisfied, (a) Death Benefits paid under the Certificate should generally be
excluded from the gross income of the Beneficiary for federal income tax
purposes under Section 101(a)(1) of the Code and (b) You should not generally be
taxed on the Cash Value under a Certificate, including increments thereof, prior
to actual receipt.

AAL intends to comply with any future final regulations issued under Sections
7702 and 817(h) and any amendments to these sections, and reserves the right to
make such changes as deemed necessary to assure such compliance. Any changes
will apply uniformly to affected Certificate holders and will be made only after
advance written notice.

PRE-DEATH DISTRIBUTIONS

The taxation of pre-death distributions depends on whether the Certificate is
considered a modified endowment contract (a MEC). A Certificate's qualification
as a MEC is discussed below.

General Rules: Assuming a Certificate is not a MEC, upon surrender you will be
taxed on the excess of Surrender Value plus unpaid Certificate loans and
interest less gross premiums paid reduced by untaxed withdrawals.

Partial withdrawals are only taxable to the extent the withdrawal exceeds total
premiums paid less prior untaxed partial withdrawals. However, partial
withdrawals made within the first 15 years may be taxable in certain limited
instances where the Surrender Value plus unpaid loans exceeds the total premiums
paid less the untaxed portion of prior partial withdrawals.

Loans received under the Certificate, assuming the Certificate is not a MEC,
will not be treated as subject to tax when taken. Generally, amounts of loan
interest paid by individuals will be considered nondeductible "personal
interest".

Modified Endowment Contracts:

A class of contracts known as "MECs" has been created under Section 7702A of the
Code. Pre-death distribution rules for Certificates considered to be MECs will
differ from the general rules above. A contract will be a MEC if it fails the
"7-Pay Premium test". A Certificate fails this test if the amount paid into the
Certificate in the first seven years or in the first seven years after a
material change, exceeds the amount that would have been paid had the
Certificate provided for the payment of seven level annual premiums. AAL will
notify you if the Certificate becomes a MEC.

A MEC Certificate may be aggregated with other MECs purchased by you from AAL
during any one calendar year for purposes of determining the taxable portion of
withdrawals from the Certificate. The Certificate is subject to a 7-Pay Premium
test during the first seven Certificate Years and any time a material change to
the contract takes effect. A material change, for these purposes, includes the
exchange of a life insurance Certificate for another, and conversion of a term
life Certificate to a whole life or universal life Certificate. In addition, an
increase in the future benefits provided constitutes a material change unless
the increase is attributable to (1) the payment of premiums necessary to fund
the lowest death benefit payable in the first 7 Certificate Years, or (2) the
crediting of interest or other earnings with respect to such premiums. A
reduction in death benefits during the first 7 Certificate Years, or during any
pay test period, may also cause a Certificate to be considered a MEC.

All distributions, including Certificate loans and collateral assignments, from
a MEC Certificate will be currently taxable to the extent that the Cash Value of
the Certificate immediately before payment exceeds gross premiums paid
(increased by the amount of loans previously taxed and reduced by untaxed amount
previously received). These rules may also apply to distributions made during
the two year period prior to the time that a Certificate becomes a MEC. A
penalty tax equal to 10% of the amount includible in income will also apply to
certain surrenders or loans taken by you if you have not reached the age of
591/2, unless you are disabled, or the surrenders are part of a series of equal
periodic payments made not less frequently than annually for your life or life
expectancy. The penalty tax will also apply to income received on a surrender or
loan if the Owner of a MEC is a corporation.

DIVERSIFICATION REQUIREMENTS

For the Certificate to be treated as a life insurance contract for federal
income tax purposes, the Variable Account and the Fund must satisfy investment
diversification requirements set forth in Section 817(h) of the Code and
Treasury Department regulations thereunder. These requirements must be satisfied
at the end of each calendar quarter, or within 30 days thereafter.

The AAL Variable Product Series Fund, Inc. has met the diversification
requirements at all relevant items. AAL intends to take any action necessary to
maintain the compliance of the Variable Account and the Fund with the
diversification requirements. In addition, the Treasury Department may provide
future guidance concerning the extent to which you may direct investments in
variable funding options under the Certificate. If such guidance is issued, the
Certificate may need to be modified to comply with it.

OTHER CONSIDERATIONS

Because of the complexity of the law and its application to a specific
individual, tax advice may be needed by a person contemplating purchase of a
Certificate or the exercise of options under a Certificate. The above comments
concerning federal income tax consequences are not exhaustive, and special rules
exist with respect to situations not discussed in the Prospectus.

The preceding description is based upon AAL's understanding of current federal
income tax law. AAL cannot assess the probability that changes in tax laws,
particularly affecting life insurance, will be made.

The preceding comments do not take into account estate and gift, state income or
other state tax considerations which may be involved in the purchase of a
Certificate or the exercise of elections under the Certificate. For complete
information on such federal and state tax considerations, a qualified tax
adviser should be consulted.

LITIGATION

There are no pending proceedings commenced by, or known to be contemplated by a
governmental authority, and no pending legal proceedings, material with respect
to prospective purchasers of the Certificates, to which the Variable Account,
AAL or the principal underwriter is a party to or to which the assets of the
Variable Account are subject. As a fraternal benefit society offering
certificates of insurance, AAL is ordinarily involved in litigation. AAL does
not believe that any current litigation or administrative proceeding is material
to its ability to meet its obligations under the Certificate or to the Variable
Account, nor does AAL expect to incur significant losses from such actions.

DISTRIBUTION

AAL Capital Management Corporation, 222 West College Avenue, Appleton Wisconsin,
54919-0007 (AALCMC) is an indirect subsidiary of AAL and a registered
broker-dealer. AALCMC is a corporation organized under Delaware law in 1986 and
it serves as the principal underwriter of the Certificates. Certificates are
distributed by Registered Representatives of AALCMC. AALCMC also serves as the
principal underwriter of the AAL Variable Annuity and the AAL Mutual Funds.
AALCMC's fiscal year operates on a calendar year basis.

ILLUSTRATIONS

The following tables illustrate how the Death Benefits, Cash Values, and
Surrender Values of a hypothetical Certificate could vary over an extended
period of time, assuming hypothetical rates of return equivalent to constant
gross annual rates of 0%, 8%, and 12%.

The Certificates illustrated include the following:

1. Male, Nonsmoker, Age 40, Level Death Benefit, Specified Amount $250,000,
Current Rates

2. Male, Nonsmoker, Age 40, Level Death Benefit, Specified Amount $250,000,
Guaranteed Rates

3. Male, Nonsmoker, Age 40, Variable Death Benefit, Specified Amount $250,000,
Current Rates

4. Male, Nonsmoker, Age 40, Variable Death Benefit, Specified Amount $250,000,
Guaranteed Rates

The values would be different from those shown if the gross annual investment
rates of return averaged 0%, 8%, or 12% over a period of years, but also
fluctuated above or below those averages for individual Certificate years. The
illustrations assume no Certificate loans or withdrawals have been taken. The
amounts would differ if unisex rates were used.

The second column of each table, labeled "Premiums Accumulated at 5%", shows the
amount which would accumulate if an amount equal to the annual premium, (after
taxes) were invested to earn interest at 5% compounded annually. All premium
payments are illustrated as if they were made at the beginning of the year.

The amounts shown for Death Benefits, Cash Values, and Surrender Values reflect
the fact that the net investment return on the Certificate is lower than the
gross investment return on the Variable Account. This results from the charges
levied against the Variable Account (e.g. the mortality and expense risk charge)
as well as the premium charge, administrative charges and Surrender Charges. The
difference between the Cash Value and the Surrender Value is the Surrender
Charge.

The tables illustrate the cost of insurance and other charges at both current
rates and the maximum rates guaranteed in the Certificate. The amounts shown at
the end of each Certificate year reflect a daily investment advisory fee
equivalent to an annual rate of .42% of the aggregate average daily net assets
of the Subaccounts. This hypothetical rate is representative of the average
maximum advisory fee applicable to the portfolios in which the Subaccount
invests. Actual fees may vary by Subaccount and are subject to agreements by the
sponsor to waive or otherwise reimburse each Fund for operating expenses which
exceed certain limits. This reimbursement is further described elsewhere in
these Prospectuses. There can be no assurance that the expense reimbursement
arrangements will continue in the future, and any unreimbursed expenses would be
reflected in the values included on the tables.

The effect of these investment management expenses on a 0% gross rate of return
would result in a net rate of return of (0.42)%, on 8% it would be 7.58%, and on
12% it would be 11.58%.

The tables assume the deduction of charges including administrative and sales
charges. The tables reflect the fact that we do not currently make any charge
against the Variable Account for state or federal taxes. If such a charge is
made in the future, it will take a higher gross rate of return than the rates
shown to produce the Death Benefits, Cash Values, and Surrender Values shown.

AAL will furnish, upon request, a comparable illustration based on the proposed
Insured's Issue Age, Risk Class, Sex, Specified Amount, Death Benefit Option and
premium amount requested.

FLEXIBLE PREMIUM VARIABLE UNIVERSAL LIFE

Illustration of Death Benefits, Cash Values and
Surrender Values
Based on Current Charges
<TABLE>

Issue Age - 40
Risk Class - Standard Nonsmoker
Death Benefit Option - Level
Specified Amount - $250,000
Sex - Male
Annual Premium - $2,375
<CAPTION>

End of Annual Premium End of Year DEATH
BENEFIT Assuming
Certificate Premiums Accumulated Hypothetical Gross Annual Investment
Return of

Year Paid at 5% 0% 8% 12%
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
1 $2,375 $2,494 $250,000 $250,000 $250,000
2 $2,375 $5,112 $250,000 $250,000 $250,000
3 $2,375 $7,862 $250,000 $250,000 $250,000
4 $2,375 $10,748 $250,000 $250,000 $250,000
5 $2,375 $13,780 $250,000 $250,000 $250,000
6 $2,375 $16,962 $250,000 $250,000 $250,000
7 $2,375 $20,304 $250,000 $250,000 $250,000
8 $2,375 $23,813 $250,000 $250,000 $250,000
9 $2,375 $27,497 $250,000 $250,000 $250,000
10 $2,375 $31,366 $250,000 $250,000 $250,000
15 $2,375 $53,812 $250,000 $250,000 $250,000
20 $2,375 $82,458 $250,000 $250,000 $250,000
25 $2,375 $119,019 $250,000 $250,000 $250,000
30 $2,375 $165,682 $250,000 $250,000 $389,705

End of Annual
End of Year CASH VALUE Assuming End of Year SURRENDER VALUE Assuming
Certificate Premiums Hypothetical Gross Hypothetical Gross Annual
Annual Investment Return of Investment Return of

Year Paid 0% 8% 12% 0% 8% 12%

1 $2,375 $1,454 $1,602 $1,676 $0 $0 $0
2 $2,375 $2,851 $3,271 $3,490 $1 $421 $640
3 $2,375 $4,189 $5,009 $5,455 $1,339 $2,159 $2,605
4 $2,375 $5,678 $7,041 $7,812 $3,186 $4,549 $5,320
5 $2,375 $7,126 $9,187 $10,399 $4,991 $7,052 $8,264
6 $2,375 $8,558 $11,483 $13,270 $6,781 $9,706 $11,493
7 $2,375 $9,974 $13,937 $16,454 $8,554 $12,517 $15,034
8 $2,375 $11,308 $16,495 $19,920 $10,245 $15,432 $18,858
9 $2,375 $12,605 $19,208 $23,745 $11,900 $18,503 $23,040
10 $2,375 $13,863 $22,087 $27,966 $13,516 $21,740 $27,619
15 $2,375 $19,293 $39,139 $56,528 $19,293 $39,139 $56,528
20 $2,375 $23,175 $62,777 $105,716 $23,175 $62,777 $105,716
25 $2,375 $23,514 $94,292 $190,210 $23,514 $94,292 $190,210
30 $2,375 $16,411 $135,878 $335,953 $16,411 $135,878 $335,953
</TABLE>

The values would be different from those shown above if the actual gross annual
rates of return averaged 0%, 8%, and 12% over a period of years but varied above
or below that average during the period. The above values assume no loans or
withdrawals are taken.

THE HYPOTHETICAL GROSS RATES OF RETURN SHOWN ARE ILLUSTRATIVE ONLY AND SHOULD
NOT BE DEEMED AS A REPRESENTATION OF PAST OR FUTURE INVESTMENT RESULTS. ACTUAL
INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A
NUMBER OF FACTORS, INCLUDING THE INVESTMENT EXPERIENCE OF THE VARIABLE ACCOUNT,
AND THE ALLOCATIONS MADE TO THE VARIABLE ACCOUNT. NO REPRESENTATION CAN BE MADE
THAT THESE HYPOTHETICAL RATES OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR
SUSTAINED OVER ANY PERIOD OF TIME.

THIS IS AN ILLUSTRATION. AN ILLUSTRATION IS NOT INTENDED TO PREDICT ACTUAL
PERFORMANCE. RATES OF RETURN AND VALUES SET FORTH IN THE ILLUSTRATION ARE NOT
GUARANTEED.

FLEXIBLE PREMIUM VARIABLE UNIVERSAL LIFE

Illustration of Death Benefits, Cash Values and
Surrender Values
Based on Maximum Charges

<TABLE>

Issue Age - 40
Risk Class - Standard Nonsmoker
Death Benefit Option - Level
Specified Amount - $250,000
Sex - Male
Annual Premium - $2,375
<CAPTION>

End of Annual Premium End of Year DEATH
BENEFIT Assuming
Certificate Premiums Accumulated Hypothetical Gross Annual Investment
Return of

Year Paid at 5% 0% 8% 12%

<S> <C> <C> <C> <C> <C> <C> <C> <C>
1 $2,375 $2,494 $250,000 $250,000 $250,000
2 $2,375 $5,112 $250,000 $250,000 $250,000
3 $2,375 $7,862 $250,000 $250,000 $250,000
4 $2,375 $10,748 $250,000 $250,000 $250,000
5 $2,375 $13,780 $250,000 $250,000 $250,000
6 $2,375 $16,962 $250,000 $250,000 $250,000
7 $2,375 $20,304 $250,000 $250,000 $250,000
8 $2,375 $23,813 $250,000 $250,000 $250,000
9 $2,375 $27,497 $250,000 $250,000 $250,000
10 $2,375 $31,366 $250,000 $250,000 $250,000
15 $2,375 $53,812 $250,000 $250,000 $250,000
20 $2,375 $82,458 $250,000 $250,000 $250,000
25 $2,375 $119,019 $250,000 $250,000 $250,000
30 $2,375 $165,682 $0 $250,000 $315,729

End of Annual
End of Year CASH VALUE Assuming End of Year SURRENDER VALUE Assuming
Certificate Premiums Hypothetical Gross Hypothetical Gross Annual
Annual Investment Return of Investment Return of

Year Paid 0% 8% 12% 0% 8% 12%

1 $2,375 $1,452 $1,599 $1,673 $0 $0 $0
2 $2,375 $2,843 $3,262 $3,481 $0 $412 $631
3 $2,375 $4,174 $4,992 $5,436 $1,324 $2,142 $2,586
4 $2,375 $5,631 $6,986 $7,753 $3,138 $4,494 $5,260
5 $2,375 $7,019 $8,064 $10,267 $4,884 $6,929 $8,132
6 $2,375 $8,332 $11,223 $12,990 $6,554 $9,445 $11,212
7 $2,375 $9,564 $13,463 $15,942 $8,144 $12,043 $14,522
8 $2,375 $10,714 $15,787 $19,145 $9,652 $14,725 $18,082
9 $2,375 $11,775 $18,196 $22,621 $11,070 $17,491 $21,916
10 $2,375 $12,743 $20,689 $26,397 $12,395 $20,342 $26,050
15 $2,375 $15,740 $34,230 $50,689 $15,740 $34,230 $50,689
20 $2,375 $14,659 $50,067 $89,889 $14,659 $50,067 $89,889
25 $2,375 $5,894 $66,203 $154,245 $5,894 $66,203 $154,245
30 $2,375 $0 $79,108 $267,285 $0 $79,108 $267,285
</TABLE>

THIS IS AN ILLUSTRATION. AN ILLUSTRATION IS NOT INTENDED TO PREDICT ACTUAL
PERFORMANCE. RATES OF RETURN AND VALUES SET FORTH IN THE ILLUSTRATION ARE NOT
GUARANTEED.

FLEXIBLE PREMIUM VARIABLE UNIVERSAL LIFE

Illustration of Death Benefits, Cash Values and
Surrender Values
Based on Current Charges

<TABLE>

Issue Age - 40
Risk Class - Standard Nonsmoker
Death Benefit Option - Variable
Specified Amount - $250,000
Sex - Male
Annual Premium - $2,375
<CAPTION>

End of Annual Premium End of Year DEATH
BENEFIT Assuming
Certificate Premiums Accumulated Hypothetical Gross Annual Investment
Return of

Year Paid at 5% 0% 8% 12%

<S> <C> <C> <C> <C> <C> <C> <C> <C>
1 $2,375 $2,494 $251,450 $251,597 $251,671
2 $2,375 $5,112 $252,838 $253,257 $253,475
3 $2,375 $7,862 $254,164 $254,979 $255,422
4 $2,375 $10,748 $255,363 $256,988 $257,752
5 $2,375 $13,780 $257,062 $259,102 $260,301
6 $2,375 $16,962 $258,469 $261,357 $263,120
7 $2,375 $20,304 $259,854 $263,759 $266,238
8 $2,375 $23,813 $261,151 $266,249 $269,614
9 $2,375 $27,497 $262,406 $268,880 $273,324
10 $2,375 $31,366 $263,617 $271,657 $277,400
15 $2,375 $53,812 $268,696 $287,779 $304,468
20 $2,375 $82,458 $271,950 $309,059 $349,184
25 $2,375 $119,019 $271,228 $334,790 $420,627
30 $2,375 $165,682 $262,573 $361,798 $532,125

End of Annual
End of Year CASH VALUE Assuming End of Year SURRENDER VALUE Assuming
Certificate Premiums Hypothetical Gross Hypothetical Gross Annual
Annual Investment Return of Investment Return of

Year Paid 0% 8% 12% 0% 8% 12%

1 $2,375 $1,450 $1,597 $1,671 $0 $0 $0
2 $2,375 $2,838 $3,257 $3,475 $0 $407 $625
3 $2,375 $4,164 $4,979 $5,422 $1,314 $2,129 $2,572
4 $2,375 $5,636 $6,988 $7,752 $3,144 $4,495 $5,260
5 $2,375 $7,062 $9,102 $10,301 $4,927 $6,967 $8,166
6 $2,375 $8,469 $11,357 $13,120 $6,691 $9,579 $11,343
7 $2,375 $9,854 $13,759 $16,238 $8,434 $12,339 $14,818
8 $2,375 $11,151 $16,249 $19,614 $10,089 $15,187 $18,551
9 $2,375 $12,406 $18,880 $23,324 $11,701 $18,175 $22,619
10 $2,375 $13,617 $21,657 $27,400 $13,269 $21,310 $27,053
15 $2,375 $18,696 $37,779 $54,468 $18,696 $37,779 $54,468
20 $2,375 $21,950 $59,059 $99,184 $21,950 $59,059 $99,184
25 $2,375 $21,228 $84,790 $170,627 $21,228 $84,790 $170,627
30 $2,375 $12,573 $111,798 $282,125 $12,573 $111,798 $282,125
</TABLE>

THIS IS AN ILLUSTRATION. AN ILLUSTRATION IS NOT INTENDED TO PREDICT ACTUAL
PERFORMANCE. RATES OF RETURN AND VALUES SET FORTH IN THE ILLUSTRATION ARE NOT
GUARANTEED.

FLEXIBLE PREMIUM VARIABLE UNIVERSAL LIFE

Illustration of Death Benefits, Cash Values and
Surrender Values
Based on Maximum Charges

<TABLE>

Issue Age - 40
Risk Class - Standard Nonsmoker
Death Benefit Option - Variable
Specified Amount - $250,000
Sex - Male
Annual Premium - $2,375
<CAPTION>

End of Premium End of Year DEATH
BENEFIT Assuming
Certificate Accumulated Hypothetical Gross Annual Investment
Return of

Year Premiums at 5% 0% 8% 12%

<S> <C> <C> <C> <C> <C> <C> <C> <C>
1 $2,375 $2,494 $251,447 $251,595 $251,668
2 $2,375 $5,112 $252,831 $253,248 $253,466
3 $2,375 $7,862 $254,149 $254,961 $255,403
4 $2,375 $10,748 $255,588 $256,933 $257,692
5 $2,375 $13,780 $256,954 $258,977 $260,166
6 $2,375 $16,962 $258,237 $261,090 $262,832
7 $2,375 $20,304 $259,434 $263,269 $265,707
8 $2,375 $23,813 $260,541 $265,516 $268,807
9 $2,375 $27,497 $261,551 $267,825 $272,147
10 $2,375 $31,366 $262,459 $270,195 $275,746
15 $2,375 $53,812 $265,003 $282,518 $298,084
20 $2,375 $82,458 $263,133 $295,097 $330,973
25 $2,375 $119,019 $253,487 $303,437 $376,416
30 $2,375 $165,682 $250,000 $299,139 $435,850

End of
End of Year CASH VALUE Assuming End of Year SURRENDER VALUE Assuming
Certificate Hypothetical Gross Hypothetical Gross Annual
Annual Investment Return of Investment Return of

Year Premiums 0% 8% 12% 0% 8% 12%

1 $2,375 $1,447 $1,594 $1,668 $0 $0 $0
2 $2,375 $2,831 $3,248 $3,466 $0 $398 $616
3 $2,375 $4,149 $4,961 $5,403 $1,299 $2,111 $2,553
4 $2,375 $5,588 $6,933 $7,692 $3,096 $4,440 $5,200
5 $2,375 $6,954 $8,977 $10,166 $4,819 $6,842 $8,031
6 $2,375 $8,237 $11,090 $12,832 $6,460 $9,312 $11,055
7 $2,375 $9,434 $13,269 $15,707 $8,014 $11,849 $14,287
8 $2,375 $10,541 $15,516 $18,807 $9,478 $14,453 $17,744
9 $2,375 $11,551 $17,825 $22,147 $10,846 $17,120 $21,442
10 $2,375 $12,459 $20,195 $25,746 $12,111 $19,847 $25,399
15 $2,375 $15,003 $32,518 $48,084 $15,003 $32,518 $48,084
20 $2,375 $13,133 $45,097 $80,973 $13,133 $45,097 $80,973
25 $2,375 $3,487 $53,437 $126,416 $3,487 $53,437 $126,416
30 $2,375 $0 $49,139 $185,850 $0 $49,139 $185,850
</TABLE>

THIS IS AN ILLUSTRATION. AN ILLUSTRATION IS NOT INTENDED TO PREDICT ACTUAL
PERFORMANCE. RATES OF RETURN AND VALUES SET FORTH IN THE ILLUSTRATION ARE NOT
GUARANTEED.

LEGAL AND ACTUARIAL MATTTERS

The legal validity of the Certificates described in this Prospectus has been
passed upon by Mark J. Mahoney, Esq. of the law department of AAL

Actuarial matters in this prospectus have been examined by David C. Vanden
Heuvel FSA, MAAA Director and Associate Actuary , for AAL. His opinion on
actuarial matters is filed as an exhibit to the registration statement filed
with the Securities and Exchange Commission for the AAL Variable Life Account I.

EXPERTS

The consolidated financial statements of Aid Association for Lutherans at
December 31, 1997 and 1996, appearing in this Prospectus and registration
Statement have been audited by Ernst & Young LLP, independent auditors, as set
forth in their report thereon appearing elsewhere herein, and are included in
reliance upon such report given upon the authority of such firm as experts in
accounting and auditing.

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS
The financial statements of AAL should be considered only as bearing upon the
ability of AAL to meet its obligations under the Certificates. The financial
statements of AAL should not be considered as bearing on the investment
experience of the assets held in any Variable Account.

The most current financial statements of AAL are those as of the end of the most
recent fiscal year ended December 31, 1997. AAL does not prepare financial
statements more often than annually in the form required to be included in a
Prospectus and believes that any incremental benefit to prospective Certificate
Owners that may result from preparing and delivering more current financial
statements, though unaudited, does not justify the additional cost that would be
incurred. In addition, AAL represents that there have been no adverse changes in
the financial condition or operations of AAL between the end of the fiscal year
ended December 31, 1997 and the date of this Prospectus.

The financial statements of AAL, and the accompanying Report of Independent
Auditors were previously filed and are incorporated by reference from the
registration statement filed on Form S-6 on March 31, 1998 by registrant (file
nos. 333-31011, 811-08289).

Part II

UNDERTAKING TO FILE REPORTS

Subject to the terms and conditions of Section 15(d) of the Securities Exchange
Act of 1934, the undersigned Registrant hereby undertakes to file with the
Securities and Exchange Commission such supplementary and periodic information,
documents and reports as may be prescribed by any rule or regulation of the
Commission heretofore or hereafter duly adopted pursuant to authority conferred
in that section.

RULE 484 UNDERTAKING

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

The Bylaws of Aid Association for Lutherans do provide for the indemnification
of officers, directors, employees or agents of the Company.

REPRESENTATION PURSUANT TO SECTION 26(e)(2)(A)

AAL represents that the fees and charges deducted under the Certificate, in the
aggregate, are reasonable in relation to the services rendered, the expenses
expected to be incurred and the risks assumed by AAL.

CONTENTS OF REGISTRATION STATEMENT

This Registration Statement comprises the following papers and documents:

The facing sheet.
Cross Reference Sheet
The prospectus consisting of ___ pages. Undertaking to file reports.
Rule 484 undertaking.
Representation pursuant to Section 26(e)(2)(A).
The signatures.
Written consents of the following persons:
Mark J. Mahoney, Esq.
Quarles & Brady
Ernst & Young LLP
David C. Vanden Heuvel, Actuary

The following exhibits, corresponding to those required by paragraph A of
the instructions as to exhibits in Form N-8B-2:

1.A.
(1) Resolution of the Board of Directors of Aid Association for
Lutherans establishing AAL Variable Life Account I*

(2) Not Applicable

(3) (a) Underwriting Agreement****
(b) Distribution Agreement (Registered Representative
Contract)****
(c) Schedule of Sales Commissions****

(4) Not applicable

(5) (a) Specimen Flexible Premium Variable Universal Life
Insurance Certificates*
(b) Certificate Riders and Endorsements*
(c) Application Forms (Adult and Juvenile)****

(6) (a) Articles of Incorporation of Aid Association for
Lutherans*
(b) By-laws of Aid Association for Lutherans***

(7) Not applicable

(8) Participation agreement**

(9) Not applicable

(10) Not applicable
B. Not applicable
C. Not applicable

2. Opinion and consent of Mark J. Mahoney, Esq., as to the legality of the
securities being registered **

3. Not applicable

4. Not applicable

5. Not applicable

6. Opinion and consent of David C. Vanden Heuvel, FSA, MAAA Director and
Associate Actuary, as to actuarial matters pertaining to the securities
being registered

7.
(a) Consent of Ernst & Young LLP, Independent Accountants
(b) Consent of Quarles and Brady

Powers of Attorney*
Power of Attorney for James H. Scott

* Incorporated by reference from the registration statement filed on Form S-6
on July 10, 1997 by registrant (file numbers 333-31011, 811-08289)

** Incorporated by reference from the registration statement filed on Form S-6
on November 20, 1997 by registrant (file numbers 333-31011, 811-08289)

*** Incorporated by reference from the registration statement filed on Form N-4
on February 27, 1998 by AAL Variable Account I (file numbers 33-82054,
811-8660)

**** Incorporated by reference from the registration statement filed on Form S-6
on March 31, 1998 by registrant (file nos. 333-31011, 811-08289)

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it meets all of the requirements for effectiveness of this
amendment to the Registration Statement pursuant to Rule 485(b) under the
Securities Act of 1933 and has duly caused this amendment to the Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Appleton and State of Wisconsin on the 27th day of
August, 1998.

Aid Association for Lutherans
Variable Life Account I
(Registrant)

By: Aid Association for Lutherans
(Depositor)

Attest: Woodrow E. Eno John O. Gilbert

/s/ Woodrow E. Eno /s/ John O. Gilbert
- ------------------------- -------------------------
Senior Vice President, President and Chief
Secretary and General Counsel Executive Officer
Aid Association for Lutherans

Pursuant to the requirements of the Securities Act of 1933, Aid Association for
Lutherans has duly caused this registration statement to be signed on its behalf
by the undersigned thereunto duly authorized, and its seal to be hereunto
affixed and attested, all in the City of Appleton and the State of Wisconsin, on
the 27th day of August, 1998.

Aid Association for Lutherans

Attest: Woodrow E. Eno By: Robert Lyle

/s/ Woodrow E. Eno /s/ Robert Lyle
- ------------------------- ---------------------------
Senior Vice President, Vice President and Actuary
Secretary and General Counsel Aid Association for Lutherans

Pursuant to the requirements of the Securities Act of 1933, this registration
statement has been signed below by the following persons in the capacities
indicated on the date(s) set forth below.

/s/ John O. Gilbert President and Chief Executive Officer
- --------------------------------- (Principal Executive Officer)
John O. Gilbert
August 27, 1998

/s/ Ronald G. Anderson Chief Financial Officer
- ---------------------------------
Ronald G. Anderson
August 27, 1998

/s/ Carl Rudolph (Principal Financial Officer,
- ----------------------------------- Principal Accounting Officer)
Carl Rudolph
August 27, 1998

All of the Board of Directors:

- -----------------------------------
Herbert J. Arkebauer

- -----------------------------------
Raymond G. Avischious

- -----------------------------------
Richard E. Beumer

- -----------------------------------
Kenneth Daly

- -----------------------------------
Elizabeth A. Duda

- -----------------------------------
Edward A. Engel

- -----------------------------------
Gary J. Greenfield

- -----------------------------------
Richard L. Gunderson

/s/ John O. Gilbert
- -----------------------------------
John O. Gilbert

- -----------------------------------
Robert H. Hoffman

- -----------------------------------
Rev. Thomas R. Zehnder

- -----------------------------------
Robert E. Long

- -----------------------------------
Robert B. Peregrine

- -----------------------------------
Paul D. Schrage

- -----------------------------------
Kathi P. Seifert

- -----------------------------------
Roger G. Wheeler

- -----------------------------------
E. Marlene Wilson

- -----------------------------------
James H. Scott

John O. Gilbert, by signing his name hereto, does hereby sign this document on
behalf of each of the above-named Directors of Aid Association for Lutherans
pursuant to powers of attorney duly executed by such persons.

/s/ John O. Gilbert August 27, 1998
- ----------------------------------
John O. Gilbert

Pursuant to the requirements of the Investment Company Act of 1940, the
Depositor of the Registrant has caused this Registration Statement to be duly
signed on behalf of the Registrant in the City of Appleton, and the State of
Wisconsin on the 27th day of August, 1998.

AAL Variable Life Account I
(Name of Registrant )

By: Aid Association for Lutherans
(Name of Depositor)

By: /s/ John O. Gilbert
-------------------------------
Typed Name: John O. Gilbert

Attest: Woodrow E. Eno

/s/ Woodrow E. Eno
- ---------------------------

<PAGE>

Exhibit Index

1.A.
(1) Resolution of the Board of Directors of Aid Association for
Lutherans establishing AAL Variable Life Account I*

(2) Not Applicable

(3) (a) Underwriting Agreement****
(b) Distribution Agreement (Registered Representative
Contract)****
(c) Schedule of Sales Commissions****

(4) Not applicable

(5) (a) Specimen Flexible Premium Variable Universal Life
Insurance Certificates*
(b) Certificate Riders and Endorsements*
(c) Application Forms (Adult and Juvenile)****

(6) (a) Articles of Incorporation of Aid Association for
Lutherans*
(b) By-laws of Aid Association for Lutherans***

(7) Not applicable

(8) Participation agreement**

(9) Not applicable

(10) Not applicable
B. Not applicable
C. Not applicable

2. Opinion and consent of Mark J. Mahoney, Esq., as to the legality of the
securities being registered **

3. Not applicable

4. Not applicable

5. Not applicable

6. Opinion and consent of David C. Vanden Heuvel, FSA, MAAA Director and
Associate Actuary, as to actuarial matters pertaining to the securities
being registered

7.
(a) Consent of Ernst & Young LLP, Independent Accountants
(b) Consent of Quarles and Brady

Powers of Attorney*
Power of Attorney for James H. Scott

* Incorporated by reference from the registration statement filed on Form S-6
on July 10, 1997 by registrant (file numbers 333-31011, 811-08289)

** Incorporated by reference from the registration statement filed on Form S-6
on November 20, 1997 by registrant (file numbers 333-31011, 811-08289)

*** Incorporated by reference from the registration statement filed on Form N-4
on February 27, 1998 by AAL Varable Account I (file numbers 33-82054,
811-8660)

**** Incorporated by reference from the registration statement filed on Form S-6
on March 31, 1998 by registrant (file nos. 333-31011, 811-08289)

August 18, 1998

Aid Association For Lutherans
4321 North Ballard Road
Appleton, WI 54919-0001

In my capacity as a Director and Associate Actuary for Aid Association for
Lutherans (AAL), I have provided actuarial advice concerning:

A. The preparation of the registration statement of Form S-6 to be filed by
Aid Association for Lutherans and AAL Variable Life Insurance Account I
with the Securities and Exchange Commission (SEC) under the Securities Act
of 1933 with respect to the AAL Variable Universal Life insurance
certificate (the "Registration Statement"); and

B. The preparation of the certificate forms for the variable universal life
insurance certificate described in the registration statement (the
"Certificate").

It is my professional opinion that:

1. Pursuant to Section 26(e)(2)(A) of the Investment Company Act of 1940, the
fees and charges deducted on AAL Variable Universal Life Certificate (Form
S-6) in the aggregate, are reasonable in relation to the services rendered,
the expenses expected to be incurred, and the risks assumed by Aid
Association for Lutherans.

2. The illustrations of death benefits, cash, value, surrender value and total
premiums paid plus interest at 5% shown in the prospectus, based on the
assumptions stated in the illustration, are consistent with the provisions
of the Certificate. The rate structure of the Certificate has not been
designed so as to make the relationship between premiums and benefits, as
shown in the illustrations included, appear to be correspondingly more
favorable to prospective buyers than other illustrations which could have
been provided at other combinations of ages, sex of the insured, death
benefit option and amount, and premium amounts.

3. All other numerical examples shown in the prospectus are consistent with
the Certificate and our practices, and have not been designed to appear
more favorable to prospective buyers than other examples which could have
been provided.

I hereby consent to the filing of this opinion as an Exhibit to the Registration
Statement and the use of my name under the heading of "Experts" in the
Prospectus.

/s/ David C. Vanden Heuvel

David C. Vanden Heuvel, FSA, MAAA
Director and Associate Actuary
Aid Association for Lutherans

CONSENT OF INDEPENDENT AUDITORS

We consent to the reference to our firm under the caption "Experts" and to the
use of our report dated January 28, 1998, with respect to Aid Association for
Lutherans in the Registration Statement (Form S-6) and related Prospectus of AAL
Variable Life Account I filed with the Securities and Exchange Commission in
this Post-Effective Amendment No. 2 to the Registration Statement under the
Securities Act of 1933 (File No. 333-31011 811-08289).

/s/ Ernst & Young LLP

Milwaukee, Wisconsin
August 25, 1998

August 28, 1998

VIA EDGAR

Securities and Exchange Commission
Division of Investment Management
Judiciary Plaza
450 Fifth Street, N.W.
Washington, DC 20549

Re: AAL Variable Life Account I
1933 Act Reg. No. 333-31011
1940 Act File No. 811-08289
Post-Effective Amendment No. 2 to Form S-6

Ladies & Gentlemen:

Enclosed for electronic filing via EDGAR, pursuant to Rule 485(b) under the
Securities Act of 1933, as amended (the "Securities Act"), is Post-Effective
Amendment No. 2 (the "Amendment") to the Registration Statement on Form S-6 (the
"Registration Statement") of AAL Variable Life Account I (the "Registrant"). As
legal counsel to the Registrant, we assisted with the preparation of the
Amendment and we certify that the Amendment does not contain any disclosure that
would render it ineligible to become effective automatically on September 1,
1998 pursuant to Rule 485(b) under the 1933 Act.

Please direct any questions or comments regarding this filing to the
undersigned at (414) 277-5677.

Sincerely yours,

QUARLES & BRADY

/s/ Cheryl A. Johnson

Cheryl A. Johnson

CAJ:s2w

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS that the undersigned director of AID
ASSOCIATION FOR LUTHERANS, a fraternal benefit society organized under the laws
of the state of Wisconsin (the "Society"), the Depositor of AAL Variable Annuity
Account I and the AAL Variable Life Account I does hereby make, constitute and
appoint John O. Gilbert, Ronald G. Anderson, Woodrow E. Eno and Robert G. Same
and each or any of them, the undersigned's true and lawful attorneys-in-fact,
with power of substitution, for the undersigned and in the undersigned's name,
place and stead, to sign and affix the undersigned's name as such director of
such Society to any Registration Statement or Registration Statements, or other
applicable forms relating to a variable annuity and a variable universal life
product, and all amendments including post-effective amendments, thereto, to be
filed by such Society with the Securities and Exchange Commission including any
state insurance commission, if applicable, of shares of such Society, and to
file the same, with all exhibits thereto and other supporting or related
documents, with such commission, granting unto such attorneys-in-fact, and each
of them, full power and authority to do and perform any and all acts necessary
or incidental to the performance and execution of the powers herein expressly
granted.

/s/ James H. Scott

James Scott
Director
AID ASSOCIATION FOR LUTHERANS