KILICO VARIABLE SEPARATE ACCOUNT 2
485BPOS, 1998-04-27
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<PAGE>   1
 
   
     AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON APRIL 27, 1998
    
 
   
                                                REGISTRATION STATEMENT 333-35159
    
================================================================================
 
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                               ------------------
 
   
                         POST-EFFECTIVE AMENDMENT NO. 1
    
                                       TO
                                    FORM S-6
 
               FOR REGISTRATION UNDER THE SECURITIES ACT OF 1933
                    OF SECURITIES OF UNIT INVESTMENT TRUSTS
                           REGISTERED ON FORM N-8B-2
                               ------------------
 
   
     A. Exact name of Trust: KILICO VARIABLE SEPARATE ACCOUNT-2
    
 
     B.  Name of depositor: KEMPER INVESTORS LIFE INSURANCE COMPANY
 
     C.  Complete address of depositor's principal executive offices:
 
       1 Kemper Drive
       Long Grove, Illinois 60049
 
     D. Name and complete address of agent for service:
 
                             DEBRA P. REZABEK, ESQ.
                    Kemper Investors Life Insurance Company
                                 1 Kemper Drive
                           Long Grove, Illinois 60049
 
   
<TABLE>
<S>                                              <C>
                                           COPIES TO:
             KURT W. BERNLOHR, ESQ.                            JOAN E. BOROS, ESQ.
    Kemper Investors Life Insurance Company                     Jorden Burt Boros
                 1 Kemper Drive                            Cicchetti Berenson & Johnson
           Long Grove, Illinois 60049                   1025 Thomas Jefferson Street, N.W.
                                                                   Suite 400 E
                                                              Washington, D.C. 20007
</TABLE>
    
 
     It is proposed that this filing will become effective (check appropriate
box)
 
[ ] Immediately upon filing pursuant to paragraph (b), or
[ ] 60 days after filing pursuant to paragraph (a)(1), or
   
[X] on May 1, 1998 pursuant to paragraph (b), or
    
[ ] on (date) pursuant to paragraph (a)(1) of Rule 485.
 
     If appropriate, check the following box:
 
       [ ] this post effective amendment designates a new effective date for a
           previously filed post-effective amendment.
 
     E.  Title of securities being registered:
 
               Units of Interests in the Separate Account under
   
               Flexible Premium Variable Life Insurance Policies 
                (Individual Life and Survivorship).
    
 
   
     F. Approximate date of proposed public offering:
    
 
               Continuous.
 
     [ ] Check box if it is proposed that this filing will become effective on
         (date) at (time) pursuant to Rule 487.
- --------------------------------------------------------------------------------
   
- --------------------------------------------------------------------------------
    
   
    
<PAGE>   2
 
   
                            PROSPECTUS--MAY 1, 1998
    
- --------------------------------------------------------------------------------
 
                           FLEXIBLE PREMIUM VARIABLE
                             LIFE INSURANCE POLICY
                       (INDIVIDUAL LIFE AND SURVIVORSHIP)
- --------------------------------------------------------------------------------
 
                                   ISSUED BY
 
                    KEMPER INVESTORS LIFE INSURANCE COMPANY
                 THROUGH ITS KILICO VARIABLE SEPARATE ACCOUNT-2
 
  HOME OFFICE: 1 KEMPER DRIVE, LONG GROVE, ILLINOIS 60049       (847) 550-5500
 
     This Prospectus describes variable life insurance policies (the "Policy" or
"Policies") offered by Kemper Investors Life Insurance Company ("KILICO") which
provide insurance coverage on either the life of one Insured ("Individual
Policy") or two Insureds ("Survivorship Policy"). The Survivorship Policy
provides life insurance with the Death Benefit payable on the second death as
long as the Policy is in force. Premiums under the Policy are flexible, subject
to certain restrictions. The Death Benefit and Cash Value of the Policy may vary
to reflect the investment experience of the KILICO Variable Separate Account-2
(the "Separate Account").
 
   
     An Owner may allocate premiums under a Policy to one or more of the
Subaccounts of the Separate Account and the Fixed Account. Each Subaccount
invests in shares of one portfolio of an underlying mutual fund. The underlying
mutual funds and the portfolios of the underlying mutual funds (the
"Portfolios") currently available under the Policy are: (a) Investors Fund
Series (portfolios--Kemper Money Market, Kemper Total Return, Kemper High Yield,
Kemper Growth, Kemper Government Securities, Kemper International, Kemper Small
Cap Growth, Kemper Investment Grade Bond, Kemper Contrarian Value (formerly
Kemper Value), Kemper Small Cap Value, Kemper Value+Growth, Kemper Horizon 20+,
Kemper Horizon 10+, and Kemper Horizon 5 (each, a "Kemper Horizon Portfolio" and
collectively, the "Kemper Horizon Portfolios"), Kemper Blue Chip, and Kemper
Global Income); and (b) Evergreen Variable Annuity Trust (portfolios--Evergreen
VA, Evergreen VA Growth and Income, Evergreen VA Foundation, Evergreen VA Global
Leaders, Evergreen VA Strategic Income, and Evergreen VA Aggressive Growth). The
accompanying prospectuses for the Funds describe the investment objectives and
the attendant risks of the Portfolios. The Cash Value in the Fixed Account will
accrue interest at a rate that is guaranteed by KILICO.
    
 
     The Policy meets the definition of "life insurance" under Section 7702 of
the Internal Revenue Code. The Policy may be issued as or become a modified
endowment contract under Section 7702A of the Internal Revenue Code. For a
Policy treated as a modified endowment contract, certain distributions will be
includable in gross income for Federal income tax purposes. See "Federal Tax
Matters" for a discussion of laws that affect the tax treatment of the Policy.
 
     The Owner will make two elections to determine the Death Benefit under the
Policy. First, the Owner will choose one of two Death Benefit options offered
under the Policy. In general, under Death Benefit Option A, the Death Benefit is
the Specified Amount stated in the Policy Specifications. Under Option B, the
Death Benefit is the Specified Amount stated in the Policy Specifications plus
the Cash Value. Second, the Owner will choose the Death Benefit qualification
test, which is the method of qualifying the Policy as a life insurance contract
for purposes of Federal tax law. The Owner may not change the Death Benefit
qualification test once selected, but may, subject to certain restrictions,
change from one Death Benefit option to the other after the Policy has been
issued. KILICO guarantees that the Death Benefit payable for a Policy will never
be less than the Death Benefit stated in the Policy Specifications, less Debt,
as long as the Policy is in force. KILICO reserves the right to limit the Death
Benefit under certain circumstances. There is no guaranteed Cash Value. If the
Surrender Value is insufficient to cover the charges under the Policy, the
Policy will lapse.
 
     The Owner may examine the Policy and return it to KILICO for a refund
during the Free-Look Period.
 
     It may not be advantageous to purchase a Policy as a replacement for
another type of life insurance policy, or to obtain additional insurance
protection if a flexible premium variable life insurance policy is already
owned.
 
     This Prospectus generally describes only that portion of the Policy
allocated to the Separate Account. For a brief summary of the Fixed Account
option see "The Fixed Account Option."
 
   
     THIS PROSPECTUS IS VALID ONLY IF ACCOMPANIED OR PRECEDED BY A CURRENT
     PROSPECTUS FOR THE APPLICABLE UNDERLYING FUND. ALL PROSPECTUSES SHOULD
     BE READ AND RETAINED FOR FUTURE REFERENCE.
    
 
   
     THIS PROSPECTUS AND OTHER INFORMATION ABOUT THE SEPARATE ACCOUNT
     REQUIRED TO BE FILED WITH THE SECURITIES AND EXCHANGE COMMISSION (SEC)
     CAN BE FOUND IN THE SEC'S WEB SITE AT HTTP://WWW.SEC.GOV.
    
 
     THE POLICY IS NOT INSURED BY THE FDIC, IS NOT A DEPOSIT OR OTHER
     OBLIGATION OF, OR GUARANTEED BY, THE DEPOSITORY INSTITUTION; AND IS
     SUBJECT TO INVESTMENT RISKS, INCLUDING THE POSSIBLE LOSS OF PRINCIPAL
     AMOUNT INVESTED.
 
     THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE
     SECURITIES AND EXCHANGE COMMISSION, NOR HAS THE COMMISSION PASSED UPON
     THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE
     CONTRARY IS A CRIMINAL OFFENSE.
<PAGE>   3
 
TABLE OF CONTENTS
================================================================================
 
   
<TABLE>
<CAPTION>
                                                                Page
                                                                ----
<S>                                                             <C>
DEFINITIONS.................................................      1
SUMMARY.....................................................      3
KILICO AND THE SEPARATE ACCOUNT.............................      6
THE FUNDS...................................................      6
FIXED ACCOUNT OPTION........................................      8
THE POLICY..................................................      9
POLICY BENEFITS AND RIGHTS..................................     11
CHARGES AND DEDUCTIONS......................................     17
GENERAL PROVISIONS..........................................     20
DOLLAR COST AVERAGING.......................................     23
SYSTEMATIC WITHDRAWAL PLAN..................................     23
DISTRIBUTION OF POLICIES....................................     23
FEDERAL TAX MATTERS.........................................     24
LEGAL CONSIDERATIONS........................................     28
SAFEKEEPING OF THE SEPARATE ACCOUNT'S ASSETS................     28
VOTING INTERESTS............................................     28
STATE REGULATION OF KILICO..................................     29
DIRECTORS AND OFFICERS OF KILICO............................     29
LEGAL MATTERS...............................................     31
LEGAL PROCEEDINGS...........................................     31
YEAR 2000 COMPLIANCE........................................     31
EXPERTS.....................................................     32
REGISTRATION STATEMENT......................................     32
FINANCIAL STATEMENTS........................................     32
CHANGE OF ACCOUNTANTS.......................................     32
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS....................     33
APPENDIX A ILLUSTRATIONS OF CASH VALUES, SURRENDER VALUES
  AND DEATH BENEFITS........................................     54
APPENDIX B TABLE OF DEATH BENEFIT FACTORS...................     83
</TABLE>
    
<PAGE>   4
 
                                  DEFINITIONS
 
     ACCOUNT MAINTENANCE CHARGE--A charge deducted in the calculation of the
Accumulation Unit Value for maintaining the Separate Account and Owner records.
 
     ACCUMULATION UNIT--An accounting unit of measure used to calculate the
value of each Subaccount.
 
     AGE--An Insured's age on his or her nearest birthday.
 
     BENEFICIARY--The person to whom the proceeds due on the Insured's (or last
surviving Insured's) death are paid.
 
     CASH VALUE--The sum of the value of Policy assets in the Separate Account,
Fixed Account and Loan Account.
 
     DATE OF RECEIPT--Date of receipt means the Valuation Date during which a
request, form or payment is received at KILICO's Home Office. KILICO is deemed
to have received any request, form or payment on the date it is actually
received at the Home Office, provided that it is received before the close of
the New York Stock Exchange (which is normally 3:00 p.m. Long Grove time) on any
date when the New York Stock Exchange is open. Otherwise, it will be deemed to
be received on the next such day.
 
     DEBT--Debt means (1) the principal of any outstanding loan, plus (2) any
loan interest due or accrued to KILICO.
 
     FIXED ACCOUNT--The amount of assets held in the General Account
attributable to the fixed portion of the Policy.
 
     FIXED ACCOUNT VALUE--The portion of the Cash Value in the General Account,
excluding the Loan Account.
 
     FREE-LOOK PERIOD--The period of time in which an Owner may cancel the
Policy and receive a refund. The applicable period of time will depend on the
state in which the Policy is issued; however, it will be at least 10 days from
the date the Policy is received by the Owner.
 
     FUNDS--The underlying mutual funds in which the Subaccounts of the Separate
Account invest.
 
     GENERAL ACCOUNT--The assets of KILICO other than those allocated to the
Separate Account or any other separate account.
 
     INSURED(S)--The person(s) whose life is/are covered by the Policy and who
is/are named in the Policy Specifications.
 
     ISSUE DATE--The date shown in the Policy Specifications. Incontestability
and suicide periods for the initial Specified Amount are measured from the Issue
Date.
 
     LOAN ACCOUNT--The amount of assets transferred from the Separate Account
and the Fixed Account and held in the General Account as collateral for Policy
Loans.
 
     MATURITY DATE--The Policy Date anniversary nearest the Insured's (or last
surviving Insured's) 100th birthday.
 
   
     MONTHLY PROCESSING DATE--The same day in each month as the Policy Date. It
is the day from which policy months are determined.
    
 
     MORTALITY AND EXPENSE RISK CHARGE--A charge deducted in the calculation of
the Accumulation Unit Value for the assumption of mortality risks and expense
guarantees.
 
     OWNER--The person designated on the application who may exercise all rights
and privileges under the Policy.
 
     PLANNED PREMIUM--The scheduled premium specified by the Owner in the
application.
 
     POLICY DATE--The date shown in the Policy Specifications. The Policy Date
is the date used to determine Policy Years and Monthly Processing Dates. The
Policy Date is the date that insurance coverage takes effect subject to any
principles of conditional receipt under applicable law.
 
     POLICY YEAR--Each year commencing with the Policy Date and each Policy Date
anniversary thereafter.
 
   
     SEPARATE ACCOUNT--The KILICO Variable Separate Account-2, which was
established under Illinois law as a separate investment account of KILICO.
    
 
                                        1
<PAGE>   5
 
     SEPARATE ACCOUNT VALUE--The portion of the Cash Value in the Subaccount(s).
 
     SPECIFIED AMOUNT--The amount chosen by the Owner and used to calculate the
Death Benefit. The Specified Amount is shown in the Policy Specifications.
 
     SUBACCOUNT--A subdivision of the Separate Account.
 
     SURRENDER VALUE--The surrender value of a Policy is (1) the Cash Value
minus (2) any Debt.
 
     TRADE DATE--For Policies issued in those jurisdictions that require a
return of the initial premium during the Free-Look Period, including Policies
which replace an existing insurance policy issued in certain jurisdictions, the
Valuation Date which is generally 30 days following the date all requirements
for coverage have been completed by the Owner and coverage under the Policy is
recorded by KILICO as in force.
 
     VALUATION DATE--Each business day on which valuation of the assets of the
Separate Account is required by applicable law, which currently is each day that
the New York Stock Exchange is open for trading.
 
     VALUATION PERIOD--The period that starts at the close of a Valuation Date
and ends at the close of the next succeeding Valuation Date.
 
                                        2
<PAGE>   6
 
                                    SUMMARY
 
     THE FOLLOWING SUMMARY SHOULD BE READ IN CONJUNCTION WITH THE DETAILED
INFORMATION IN THIS PROSPECTUS. YOU SHOULD REFER TO THE HEADING "DEFINITIONS"
FOR THE MEANING OF CERTAIN TERMS. VARIATIONS FROM THE INFORMATION APPEARING IN
THIS PROSPECTUS DUE TO INDIVIDUAL STATE REQUIREMENTS ARE DESCRIBED IN
SUPPLEMENTS WHICH ARE ATTACHED TO THIS PROSPECTUS, OR IN ENDORSEMENTS TO THE
POLICY, AS APPROPRIATE. UNLESS OTHERWISE INDICATED, THE DESCRIPTION OF THE
POLICY CONTAINED IN THIS PROSPECTUS ASSUMES THAT THE POLICY IS IN FORCE, THAT
THERE IS NO INDEBTEDNESS, AND THAT CURRENT FEDERAL INCOME TAX LAWS APPLY.
 
   
     The Owner of a Policy pays a premium for life insurance coverage on the
person or persons insured. The Policy is a flexible premium policy, so subject
to certain limitations, an Owner may choose the amount and frequency of premium
payments. The Policy provides for a Surrender Value which is payable if the
Policy is terminated during an Insured's lifetime. The Death Benefit and Cash
Value of the Policy may increase or decrease to reflect investment experience.
There is no guaranteed Cash Value. If the Surrender Value is insufficient to pay
charges under the Policy, the Policy will lapse unless an additional premium
payment or loan repayment is made. (See "The Policy--Premiums and Allocation of
Premiums and Separate Account Value," "Charges and Deductions," and "Policy
Benefits and Rights.")
    
 
   
     Under certain circumstances, a Policy may be issued as or become a modified
endowment contract as a result of a material change or reduction in benefits as
defined by the Internal Revenue Code. Excess premiums paid may also cause the
Policy to become a modified endowment contract. For a Policy treated as a
modified endowment contract, certain distributions will be included in the
Owner's gross income for purposes of Federal income tax (See "Federal Tax
Matters.")
    
 
     The purpose of the Policy is to provide insurance protection for the named
beneficiary. No claim is made that the Policy is in any way similar or
comparable to a systematic investment plan of a mutual fund.
 
POLICY BENEFITS
 
   
     CASH VALUE. The Policy provides for a Cash Value. The Cash Value will
reflect the amount and frequency of premium payments, the investment experience
of the selected Subaccounts, any values in the Fixed Account and Loan Account,
and charges imposed in connection with the Policy. The Owner bears the entire
investment risk on that portion of the net premiums and Cash Value allocated to
the Separate Account. KILICO does not guarantee a minimum Separate Account
Value. (See "Policy Benefits and Rights--Cash Value.")
    
 
   
     An Owner may surrender a Policy at any time and receive the Surrender
Value, which equals the Cash Value less any outstanding Debt. Partial
withdrawals are also available subject to restrictions. (See "Policy Benefits
and Rights--Surrender Privilege.")
    
 
   
     POLICY LOANS. An Owner may borrow up to 90% of the Policy's Cash Value.
(See "Policy Loans.") The minimum amount of a loan is $500. Interest at a rate
not to exceed the greater of the interest rate set forth in the Policy and a
published monthly average, currently Moody's Corporate Bond Yield
Average-Monthly Average Corporates ("Adjustable Loan Interest Rate") will be
charged on outstanding loan amounts.
    
 
   
     When a loan is made, a portion of the Policy's Cash Value equal to the
amount of the loan will be transferred from the Separate Account and the Fixed
Account (proportionately, unless the Owner requests otherwise) to the Loan
Account. Cash Values within the Loan Account will earn interest at a rate equal
to Adjustable Loan Interest Rate reduced by not more than 1%. Such earnings will
be allocated to the Loan Account. (See "Policy Benefits and Rights--Policy
Loans.")
    
 
   
     If the Policy is treated as a modified endowment contract, a loan will be
treated as a distribution for Federal income tax purposes and may be subject to
tax, withholding and penalties. (See "Federal Tax Matters.")
    
 
     DEATH BENEFITS. As long as the Policy remains in force, the Policy provides
a Death Benefit payment upon the death of the Insured (or upon the death of the
last surviving Insured if the Policy is issued as a Survivorship Policy). The
Owner will make two elections to determine the Death Benefit under the Policy.
First, the Owner will choose one of two Death Benefit options. Under Option A,
the Death Benefit is the Specified Amount stated in the Policy Specifications.
Under Option B, the Death Benefit is the Specified Amount stated in the Policy
Specifications plus the Cash Value. In either case, the Death Benefit will not
be less than a specified multiple of the Cash Value. KILICO reserves the right
to limit the Death Benefit under certain circumstances. Second, the Owner will
choose the Death Benefit qualification test, which is the method for qualifying
the Policy as a life insurance contract for purposes of Federal tax law. The
Owner may not change the Death Benefit qualification test once selected, but
may, subject to certain restrictions, change from Death Benefit Option A to
Death Benefit Option B,
 
                                        3
<PAGE>   7
 
   
and vice versa, after the Policy has been issued. The Death Benefit payable will
be reduced by any Debt. (See "Policy Benefits and Rights--Death Benefits.")
    
 
PREMIUMS
 
     The Owner has flexibility concerning the amount and frequency of premium
payments. At the time of application, the Owner will determine a Planned
Premium. However, the Owner will not be required to adhere to the schedule and,
subject to certain restrictions, may make premium payments in any amount and at
any frequency. The amount, frequency, and period of time over which an Owner
pays premiums may affect whether the Policy will be classified as a modified
endowment contract. The minimum monthly premium payment is $50. Other minimums
apply for other payment modes.
 
   
     Payment of the Planned Premium will not guarantee that a Policy will remain
in force. Instead, the duration of the Policy depends on the Policy's Surrender
Value. (See "The Policy--Premiums.")
    
 
THE SEPARATE ACCOUNT
 
     ALLOCATION OF PREMIUMS. The portion of the premium available for allocation
equals the premium paid less applicable charges. An Owner indicates in the
application for the Policy the percentages of premium to be allocated among the
Subaccounts and the Fixed Account. The Separate Account currently consists of
twenty-two Subaccounts, each of which invests in shares of a designated
portfolio of the Investors Fund Series or Evergreen Variable Trust.
 
   
     For Policies issued in those jurisdictions that require a return of
premium, including Policies which replace an existing insurance policy issued in
certain jurisdictions, the initial premium less applicable charges will be
allocated to the Kemper Money Market Subaccount. On the Trade Date, which is
thirty days from the Issue Date, the Separate Account Value in the Kemper Money
Market Subaccount will be allocated among the Subaccounts and the Fixed Account
in accordance with the Owner's instructions in the application. For all other
jurisdictions, on the Issue Date the initial premium less applicable charges
will generally be allocated to the Subaccounts and the Fixed Account as elected
by the Owner in the application for a Policy. (See "The Policy--Policy Issue.")
    
 
   
     TRANSFERS. Separate Account Value may be transferred among the Subaccounts.
One transfer of all or part of the Separate Account Value may be made within a
fifteen (15) day period. Transfers are also permitted between the Fixed Account
and the Subaccounts, subject to restrictions. (See "Allocation of Premiums and
Separate Account Value.")
    
 
THE FUNDS
 
     The following portfolios of the Investors Fund Series are currently
available for investment by the Separate Account:
 
   
     KEMPER MONEY MARKET PORTFOLIO, KEMPER TOTAL RETURN PORTFOLIO, KEMPER HIGH
YIELD PORTFOLIO, KEMPER GROWTH PORTFOLIO, KEMPER GOVERNMENT SECURITIES
PORTFOLIO, KEMPER INTERNATIONAL PORTFOLIO, KEMPER SMALL CAP GROWTH PORTFOLIO,
KEMPER INVESTMENT GRADE BOND PORTFOLIO, KEMPER CONTRARIAN VALUE PORTFOLIO,
KEMPER SMALL CAP VALUE PORTFOLIO, KEMPER VALUE+GROWTH PORTFOLIO, KEMPER HORIZON
20+ PORTFOLIO, KEMPER HORIZON 10+ PORTFOLIO, KEMPER HORIZON 5 PORTFOLIO, KEMPER
BLUE CHIP PORTFOLIO, AND KEMPER GLOBAL INCOME PORTFOLIO.
    
 
   
     The following portfolios of Evergreen Variable Annuity Trust are currently
available for investment by the Separate Account:
    
 
     EVERGREEN VA FUND, EVERGREEN VA GROWTH AND INCOME FUND, EVERGREEN VA
FOUNDATION FUND, EVERGREEN VA GLOBAL LEADERS FUND, EVERGREEN VA STRATEGIC INCOME
FUND, AND EVERGREEN VA AGGRESSIVE GROWTH FUND.
 
     For a more detailed description of the Funds, see "The Funds", the Funds'
prospectuses, and statements of additional information available upon request.
 
CHARGES
 
   
     A state and local premium tax charge equal to the actual state tax rate may
be deducted from each premium payment under the Policy prior to allocation of
the net premium. State and local premium tax rates range from .75% to 5%. In
addition, a charge of 1% of each premium payment will be deducted to compensate
KILICO for higher corporate income tax liability resulting from changes in the
tax law made by the Omnibus Budget Reconciliation Act of 1990. (See "Charges and
Deductions--Deductions from Premiums.")
    
 
                                        4
<PAGE>   8
 
   
     No other charges are currently made from premium or the Separate Account
for Federal, state or other taxes. Should KILICO determine that such taxes may
be imposed, it may make deductions from the Separate Account to pay those taxes.
(See "Federal Tax Matters.")
    
 
     Deductions will be made from the Policy's Cash Value in each Subaccount and
the Fixed Account on the Policy Date and on each Monthly Processing Date for the
cost of providing life insurance coverage for the Insured(s). In addition,
KILICO deducts an asset charge from each Subaccount on a daily basis for the
assumption by KILICO of certain mortality and expense risks incurred in
connection with the Policy, at an effective annual rate guaranteed not to exceed
0.90%. (See "Charges and Deductions--Cost of Insurance Charge and Mortality and
Expense Risk Charge.")
 
   
     KILICO also deducts a Monthly Administrative Charge and an Account
Maintenance Charge to compensate it for expenses related to Policy
administration and maintenance of the Separate Account. The Monthly
Administrative Charge is deducted from the Policy's Cash Value on each Monthly
Processing Date in the amount of $20 per month during the first Policy Year and
the first 12 months following an increase in Specified Amount, and $5 per month
at all other times. The Account Maintenance Charge is taken as a daily asset
charge, at an effective annual rate of 0.45%, from each Subaccount. (See
"Charges and Deductions--Policy and Separate Account Administration Charges.")
    
 
     The Subaccounts purchase shares of the Funds. Each Portfolio of the Funds
incurs annual fund operating expenses which consist of management fees and other
expenses. See "Charges and Deductions--Other Charges" in this Prospectus and the
prospectuses for the Funds for the other expenses for each Portfolio and for
additional information about the fees and expenses of the Funds.
 
     The Policy is available for distribution through entities or persons that
provide separate trust or consultative services for which they charge a fee. The
fees are not part of the Policy and KILICO is not responsible for the payment of
the fees. Under special circumstances with KILICO's consent, the Policy may be
distributed through entities or persons that do not provide such additional
services. Although KILICO does not charge any explicit sales load, it will
compensate broker-dealers for the sale of the Policies. Expenses incurred in the
distribution of the Policies, including commissions and marketing allowances,
printing, and preparing sales literature may be covered from other sources,
including profits from other charges, including the Mortality and Expense Risk
Charge, administrative charges and cost of insurance charges.
 
TAX TREATMENT UNDER CURRENT FEDERAL TAX LAW
 
   
     The Cash Value, while it remains in the Policy, and the Death Benefit
should be subject to the same Federal income tax treatment as the cash value
under a conventional fixed benefit life insurance policy. Under existing tax
law, the Owner is generally not deemed to be in receipt of the Cash Value under
a Policy until a distribution occurs through a withdrawal or surrender.
Generally, distributions are not included in income until the amount of the
distributions exceed the premiums paid for the Policy. If the Policy is treated
as a modified endowment contract (MEC), a loan will also be treated as a
distribution. Generally, distributions from a MEC (including loans) are included
in income to the extent the Cash Value exceeds premiums paid for the Policy. A
change of Owners, an assignment, a loan or a surrender of the Policy may have
tax consequences.
    
 
   
     Death Benefits payable under the Policy should be completely excludable
from the gross income of the Beneficiary. As a result, the Beneficiary generally
will not be subject to income tax on the Death Benefit. (See "Federal Tax
Matters.")
    
 
FREE-LOOK PERIOD
 
   
     The Owner is granted a period of time to examine a Policy and return it for
a refund. The applicable period of time will depend on the state in which the
Policy is issued; however, it will be at least 10 days from the date the Policy
is received by the Owner. (See "Policy Benefits and Rights--Free-Look Period and
Exchange Rights.")
    
 
ILLUSTRATIONS OF CASH VALUES, SURRENDER VALUES, DEATH BENEFITS
 
     Tables in Appendix A illustrate the Cash Values, Surrender Values and Death
Benefits based upon certain hypothetical assumed rates of return for the
Separate Account and the charges deducted under the Policy.
 
                                        5
<PAGE>   9
 
                        KILICO AND THE SEPARATE ACCOUNT
 
KEMPER INVESTORS LIFE INSURANCE COMPANY
 
   
     Kemper Investors Life Insurance Company ("KILICO"), 1 Kemper Drive, Long
Grove, Illinois 60049, was organized in 1947 and is a stock life insurance
company organized under the laws of the State of Illinois. KILICO is a
wholly-owned subsidiary of Kemper Corporation, a nonoperating holding company.
Kemper Corporation is a wholly-owned subsidiary of Zurich Holding Company of
America ("ZHCA"), which is a wholly-owned subsidiary of Zurich Insurance Company
("Zurich"). KILICO offers life insurance and annuity products and is admitted to
do business in the District of Columbia and all states except New York.
    
 
SEPARATE ACCOUNT
 
     KILICO Variable Separate Account-2 (the "Separate Account") was established
by KILICO as a separate investment account on June 17, 1997. The Separate
Account will receive and invest net premiums under the Policy. In addition, the
Separate Account may receive and invest net premiums for other variable life
insurance policies offered by KILICO.
 
     The Separate Account is administered and accounted for as part of the
general business of KILICO, but the income, capital gains or capital losses of
the Separate Account are credited to or charged against the assets held in the
Separate Account, without regard to any other income, capital gains or capital
losses of any other separate account or arising out of any other business which
KILICO may conduct. The benefits provided under the Policy are obligations of
KILICO.
 
     The Separate Account has been registered with the Securities and Exchange
Commission ("Commission") as a unit investment trust under the Investment
Company Act of 1940 (the "1940 Act"). Such registration does not involve
supervision by the Commission of the management, investment practices or
policies of the Separate Account or KILICO.
 
   
     The Separate Account is currently divided into twenty-two Subaccounts. Each
Subaccount invests exclusively in shares of one of the corresponding portfolios
of the Funds. Income and both realized and unrealized gains or losses from the
assets of each Subaccount generally are credited to or charged against that
Subaccount without regard to income, gains or losses from any other Subaccount
or arising out of any business KILICO may conduct. Additional Subaccounts may be
added in the future. Not all Subaccounts may be available in all jurisdictions
or under all Policies.
    
 
                                   THE FUNDS
 
     The Separate Account invests in shares of the Investors Fund Series and
Evergreen Variable Trust, series type mutual funds registered with the
Commission as open-end management investment companies. A series mutual fund has
two or more separate series or portfolios with differing investment objectives.
Registration of the Funds does not involve supervision of their management,
investment practices or policies by the Commission. The Funds are designed to
provide investment vehicles for variable life insurance and variable annuity
contracts. Shares of the Funds currently are sold only to insurance company
separate accounts and, with respect to Evergreen Variable Trust, certain
qualified retirement plans. In addition to the Separate Account, shares of the
Funds may be sold to variable life insurance and variable annuity separate
accounts of insurance companies not affiliated with KILICO. It is conceivable
that in the future it may be disadvantageous for variable life insurance
separate accounts of companies unaffiliated with KILICO, or for variable life
insurance separate accounts, variable annuity separate accounts and qualified
retirement plans to invest simultaneously in the Funds. Currently neither KILICO
nor the Funds foresees any such disadvantages to variable life insurance owners,
variable annuity owners or qualified retirement plans. Management of the Funds
has an obligation to monitor events to identify material conflicts between such
owners and determine what action, if any, should be taken. In addition, if
KILICO believes that a Fund's response to any of those events or conflicts
insufficiently protects the Owners, it will take appropriate action on its own.
 
     The Separate Account invests in several series of the Funds ("Portfolios").
The assets of each Portfolio are held separate from the assets of the other
Portfolios, and each Portfolio has its own distinct investment objective and
policies. Each Portfolio operates as a separate investment fund, and the income,
gains or losses of one Portfolio generally have no effect on the investment
performance of any other Portfolio.
 
                                        6
<PAGE>   10
 
INVESTORS FUND SERIES
 
     The Portfolios of Investors Fund Series in which the Separate Account
invests are summarized below:
 
   
     KEMPER MONEY MARKET PORTFOLIO: Seeks maximum current income to the extent
consistent with stability of principal from a portfolio of high quality money
market instruments.
    
 
   
     KEMPER TOTAL RETURN PORTFOLIO: Seeks a high total return, a combination of
income and capital appreciation, by investing in a combination of debt
securities and common stocks.
    
 
   
     KEMPER HIGH YIELD PORTFOLIO: Seeks a high level of current income by
investing in fixed-income securities.
    
 
   
     KEMPER GROWTH PORTFOLIO: Seeks maximum appreciation of capital through
diversification of investment securities having potential for capital
appreciation.
    
 
   
     KEMPER GOVERNMENT SECURITIES PORTFOLIO: Seeks high current return
consistent with preservation of capital from a portfolio composed primarily of
U.S. Government securities.
    
 
   
     KEMPER INTERNATIONAL PORTFOLIO: Seeks total return, a combination of
capital growth and income, principally through an internationally diversified
portfolio of equity securities.
    
 
   
     KEMPER SMALL CAP GROWTH PORTFOLIO: Seeks maximum appreciation of investors'
capital from a portfolio primarily of growth stocks of smaller companies.
    
 
   
     KEMPER INVESTMENT GRADE BOND PORTFOLIO: Seeks high current income by
investing primarily in a diversified portfolio of investment grade debt
securities.
    
 
   
     KEMPER CONTRARIAN VALUE PORTFOLIO (FORMERLY KEMPER VALUE): Seeks to achieve
a high rate of total return from a portfolio primarily of value stocks of larger
companies.
    
 
   
     KEMPER SMALL CAP VALUE PORTFOLIO: Seeks long-term capital appreciation from
a portfolio primarily of value stocks of small companies.
    
 
   
     KEMPER VALUE+GROWTH PORTFOLIO: Seeks growth of capital through professional
management of a portfolio of growth and value stocks.
    
 
   
     KEMPER HORIZON 20+ PORTFOLIO: Designed for investors with approximately a
20+ year investment horizon, seeks growth of capital, with income as a secondary
objective.
    
 
   
     KEMPER HORIZON 10+ PORTFOLIO: Designed for investors with approximately a
10+ year investment horizon, seeks a balance between growth of capital and
income, consistent with moderate risk.
    
 
   
     KEMPER HORIZON 5 PORTFOLIO: Designed for investors with approximately a 5
year investment horizon, seeks income consistent with preservation of capital,
with growth of capital as a secondary objective.
    
 
   
     KEMPER BLUE CHIP PORTFOLIO: Seeks growth of capital and of income.
    
 
   
     KEMPER GLOBAL INCOME PORTFOLIO: Seeks to provide high current income
consistent with prudent total return asset management.
    
 
   
     Scudder Kemper Investments, Inc. ("SKI"), an affiliate of KILICO, serves as
the investment adviser to each portfolio of the Investors Fund Series specified
above. Zurich Investment Management Limited ("ZIML"), an affiliate of SKI,
serves as sub-adviser for the Kemper International and Kemper Global Income
Portfolios.
    
 
   
EVERGREEN VARIABLE ANNUITY TRUST
    
 
   
     The Portfolios of the Evergreen Variable Annuity Trust in which the
Separate Account invests are summarized below:
    
 
     EVERGREEN VA FUND: Seeks to achieve capital appreciation by investing in
the securities of little-known or relatively small companies, or companies
undergoing changes which the Fund's investment adviser believes will have
favorable consequences. Income will not be a factor in the selection of
portfolio investments.
 
     EVERGREEN VA GROWTH AND INCOME FUND: Seeks to achieve a return composed of
capital appreciation in the value of its shares and current income. The Fund
will attempt to meet its objective by investing in the securities of companies
which are undervalued in the marketplace relative to those companies' assets,
breakup value, earnings, or potential earnings growth.
 
                                        7
<PAGE>   11
 
     EVERGREEN VA FOUNDATION FUND: Seeks, in order of priority, reasonable
income, conservation of capital and capital appreciation. The Fund invests
principally in income-producing common and preferred stocks, securities
convertible into or exchangeable for common stocks and fixed income securities.
 
     EVERGREEN VA GLOBAL LEADERS FUND: Seeks to achieve capital appreciation by
investing primarily in a diversified portfolio of U.S. and non-U.S. equity
securities of companies located in the world's major industrialized countries.
The Fund's investment adviser will attempt to screen the largest companies in
the world's major industrialized countries and cause the Fund to invest, in the
opinion of the Fund's investment adviser, in the 100 best based on certain
qualitative and quantitative criteria.
 
     EVERGREEN VA STRATEGIC INCOME FUND: Seeks high current income from interest
on debt securities and, secondarily, considers potential for growth of capital
in selecting securities.
 
     EVERGREEN VA AGGRESSIVE GROWTH FUND: Seeks long-term capital appreciation
by investing primarily in common stocks of emerging growth companies and in
larger, more well established companies, all of which are viewed by the Fund's
investment adviser as having above average appreciation potential.
 
   
     Evergreen Asset Management Corp. ("Evergreen Asset") is the investment
adviser to Evergreen VA Fund, Evergreen VA Growth and Income Fund, Evergreen VA
Foundation Fund, and Evergreen VA Global Leaders Fund. Keystone Investment
Management Company is the investment adviser to Evergreen VA Strategic Income
Fund. The Capital Management Group of First Union National Bank ("CMG") is the
investment adviser to Evergreen VA Aggressive Growth Fund.
    
 
     There is no assurance that any of the Portfolios of the Investors Fund
Series or the Evergreen Variable Trust will achieve its stated objective. More
detailed information, including a description of risks involved in investing in
each of the Portfolios may be found in the prospectus for each Fund and each
Fund's statement of additional information. (Also see "Charges and
Deductions--Other Charges").
 
CHANGE OF INVESTMENTS
 
     KILICO reserves the right, subject to applicable law, to make additions to,
deletions from, or substitutions for the shares held by the Separate Account or
that the Separate Account may purchase. KILICO reserves the right to eliminate
the shares of any of the Portfolios and to substitute shares of another series
of the Funds or of another investment company, if the shares of a Portfolio are
no longer available for investment, or if in its judgment further investment in
any Portfolio becomes inappropriate in view of the purposes of the Policy or the
Separate Account. KILICO may also eliminate or combine one or more subaccounts,
transfer assets, or it may substitute one subaccount for another subaccount, if,
in its sole discretion, marketing, tax or investment conditions warrant. KILICO
will not substitute any shares attributable to an Owner's interest in a
Subaccount without notice to the Owner and prior approval of the Commission, to
the extent required by the 1940 Act or other applicable law. Nothing contained
in this Prospectus shall prevent the Separate Account from purchasing other
securities for other series or classes of policies, or from permitting a
conversion between series or classes of policies on the basis of requests made
by Owners.
 
     KILICO also reserves the right to establish additional subaccounts of the
Separate Account, each of which would invest in a new portfolio of the Funds, or
in shares of another investment company, with a specified investment objective.
New subaccounts may be established when, in the sole discretion of KILICO,
marketing needs or investment conditions warrant, and any new subaccounts may be
made available to existing Owners as determined by KILICO.
 
     If deemed by KILICO to be in the best interests of persons having interests
under the Policy, the Separate Account may be: (a) operated as a management
company under the 1940 Act; (b) deregistered under that Act in the event such
registration is no longer required; or (c) combined with other KILICO separate
accounts. To the extent permitted by law, KILICO may also transfer the assets of
the Separate Account associated with the Policy to another separate account, or
to the General Account.
 
                              FIXED ACCOUNT OPTION
 
     NET PREMIUMS ALLOCATED BY POLICY OWNERS TO THE FIXED ACCOUNT OF THE POLICY
AND TRANSFERS TO THE FIXED ACCOUNT BECOME PART OF THE GENERAL ACCOUNT OF KILICO,
WHICH SUPPORTS INSURANCE AND ANNUITY OBLIGATIONS. BECAUSE OF EXEMPTIVE AND
EXCLUSIONARY PROVISIONS, INTERESTS IN THE FIXED ACCOUNT HAVE NOT BEEN REGISTERED
UNDER THE SECURITIES ACT OF 1933 ("1933 ACT") NOR IS THE FIXED ACCOUNT
REGISTERED AS AN INVESTMENT COMPANY UNDER THE INVESTMENT COMPANY ACT OF 1940
("1940 ACT"). ACCORDINGLY, NEITHER THE FIXED ACCOUNT NOR ANY INTERESTS THEREIN
GENERALLY ARE SUBJECT TO THE PROVISIONS OF THE 1933 OR 1940 ACTS AND KILICO HAS
BEEN ADVISED THAT THE STAFF OF THE SECURITIES AND EXCHANGE COMMISSION HAS NOT
REVIEWED THE DISCLOSURES IN THIS PROSPECTUS WHICH RELATE TO THE FIXED PORTION.
DISCLOSURES REGARDING THE FIXED ACCOUNT, HOWEVER, MAY BE SUBJECT TO CERTAIN
GENERALLY APPLICABLE PROVISIONS OF THE FEDERAL SECURITIES LAWS RELATING TO THE
ACCURACY AND COMPLETENESS OF STATEMENTS MADE IN PROSPECTUSES.
 
                                        8
<PAGE>   12
 
     Under the Fixed Account Option offered under the Policies, KILICO allocates
payments to its General Account and pays a fixed interest rate for stated
periods. This Prospectus describes only the element of the Policy pertaining to
the Separate Account except where it makes specific reference to fixed
accumulation and settlement elements.
 
     The Policies guarantee that payments allocated to the Fixed Account will
earn a minimum fixed interest rate of 3%. KILICO, at its discretion, may credit
interest in excess of 3%. KILICO reserves the right to change the rate of excess
interest credited as provided under the terms of the Policy. KILICO also
reserves the right to declare separate rates of excess interest for net premiums
or amounts transferred at designated times, with the result that amounts at any
given designated time may be credited with a higher or lower rate of excess
interest than the rate or rates of excess interest previously credited to such
amounts and net premiums or amounts transferred at any other designated time.
Pursuant to state insurance law, KILICO may defer payment of any surrender
proceeds, withdrawal amounts, or loan amounts from the Fixed Account for a
period up to six (6) months.
 
                                   THE POLICY
 
POLICY ISSUE
 
     Before KILICO will issue a Policy, it must receive a completed application
and a full initial premium at its Home Office. A Policy ordinarily will be
issued only for Insureds Age up through 85 who supply satisfactory evidence of
insurability to KILICO. Acceptance of an application is subject to underwriting
by KILICO.
 
   
     After underwriting is complete and the Policy is delivered to the Owner,
insurance coverage under the Policy will be deemed to have begun as of the
Policy Date. (See "Premiums.") If the Policy is a Survivorship Policy, the Owner
of the Policy will be the Insureds jointly or the surviving Owner, unless a
different Owner is named in the application or subsequently changed. If the
Policy is jointly owned, rights under the Policy must be exercised by the Owners
jointly.
    
 
PREMIUMS
 
     Premiums are to be paid to KILICO at its Home Office. (See "Distribution of
Policies.") Checks ordinarily must be made payable to KILICO.
 
     PLANNED PREMIUMS. When applying for a Policy, an Owner will specify a
Planned Premium payment that provides for the payment of level premiums over a
specified period of time. However, the Policy Owner is not required to pay
Planned Premiums.
 
   
     The minimum monthly premium that will be accepted by KILICO is $50. For
modes other than monthly the minimums are: single premium $5,000; annual $600;
semi-annual $300; quarterly $150; and unscheduled $150. The maximum amount of
premium that may be paid at any time is that which is permitted under applicable
tax law to qualify the Policy as a life insurance contract. The amount,
frequency and period of time over which an Owner pays premiums may affect
whether the Policy will be classified as a modified endowment contract, which is
a type of life insurance contract subject to different tax treatment than
conventional life insurance contracts for certain pre-death distributions. (See
"Federal Tax Matters.") Accordingly, variations from the Planned Premiums on a
Policy that is not otherwise a modified endowment contract may result in the
Policy becoming a modified endowment contract for tax purposes.
    
 
     Payment of the Planned Premium will not guarantee that a Policy will remain
in force. Instead, the duration of the Policy depends upon the Policy's
Surrender Value. Even if Planned Premiums are paid, the Policy will lapse any
time Surrender Value is insufficient to pay the current monthly deductions and a
Grace Period expires without sufficient payment. (See "Policy Lapse and
Reinstatement.")
 
     KILICO may reject or limit any premium payment that is below the current
minimum premium amount requirements, or that would increase the Death Benefit by
more than the amount of the premium. All or a portion of a premium payment will
be rejected and returned to the Owner if it would disqualify the Policy as life
insurance under the Internal Revenue Code. In no event will KILICO reject a
premium payment which is required to keep a Policy in force. (See "Policy Lapse
and Reinstatement.")
 
     Certain charges will be deducted from each premium payment. (See "Charges
and Deductions.") The remainder of the premium, known as the net premium, will
be allocated as described below under "Allocation of Premiums and Separate
Account Value."
 
                                        9
<PAGE>   13
 
     POLICY DATE. The Policy Date is the date used to determine Policy Years and
Monthly Processing Dates. The Policy Date will be the date that coverage on the
Insured(s) takes effect. If such date is the 29th, 30th, or 31st of a month, the
Policy Date will be the first of the following month.
 
   
     In the event an application is declined by KILICO, the Cash Value in the
Kemper Money Market Subaccount plus the total amount of monthly deductions and
deductions against premiums will be refunded.
    
 
     The full initial premium is the only premium required to be paid under a
Policy. However, additional premiums may be necessary to keep the Policy in
force. (See "The Policy--Policy Lapse and Reinstatement.")
 
ALLOCATION OF PREMIUMS AND SEPARATE ACCOUNT VALUE
 
   
     ALLOCATION OF PREMIUMS. For Policies issued in those jurisdictions that
require a return of premium, including Policies which replace an existing
insurance policy issued in certain jurisdictions, the initial premium less
applicable charges will be allocated to the Kemper Money Market Subaccount. The
Separate Account Value will remain in the Kemper Money Market Subaccount until
the Trade Date. On the Trade Date, the Separate Account Value in the Kemper
Money Market Subaccount will be allocated among the Subaccounts and the Fixed
Account as elected by the Owner in the application for the Policy. The initial
premium less applicable charges in other jurisdictions will be allocated on the
Issue Date to the Subaccounts and the Fixed Account as elected by the Owner in
the application for a Policy. Additional premiums received will continue to be
allocated in accordance with the Owner's instructions in the application unless
contrary written instructions are received. Once a change in allocation is made,
all future premiums will be allocated in accordance with the new allocation,
unless contrary written instructions are received. The minimum amount of any
premium that may be allocated to a Subaccount is $50. Cash Value may be
allocated to a total of ten (10) accounts at any given time.
    
 
     The Separate Account Value will vary with the investment experience of the
chosen Subaccounts. The Owner bears the entire investment risk.
 
   
     TRANSFERS. After the Trade Date if the initial premium is allocated to the
Kemper Money Market Subaccount or the Issue Date if the initial net premium has
been allocated to the Subaccounts, Separate Account Value may be transferred
among the Subaccounts and into the Fixed Account. One transfer of all or a part
of the Separate Account Value may be made within a fifteen (15) day period. All
transfers made during a business day will be treated as one request.
    
 
     Fixed Account Value may be transferred to one or more Subaccounts. One
transfer of up to 30% of the Fixed Account Value may be made once each Policy
Year in the thirty day period following the end of a Policy Year.
 
   
     Transfer requests must be in writing in a form acceptable to KILICO, or by
telephone authorization under forms authorized by KILICO. (See "General
Provisions--Written Notices and Requests.") The minimum partial transfer amount
is $500. No partial transfer may be made if the value of the Owner's remaining
interest in a Subaccount or the Fixed Account, from which amounts are to be
transferred, would be less than $500 after such transfer unless such remaining
amount is zero. These minimums may be waived for reallocations under established
third party asset allocation programs. Transfers will be based on the
Accumulation Unit values next determined following receipt of valid, complete
transfer instructions by KILICO. The transfer provision may be suspended,
modified or terminated at any time by KILICO. KILICO disclaims all liability for
acting in good faith in following instructions which are given in accordance
with procedures established by KILICO, including requests for personal
identifying information, that are designed to limit unauthorized use of the
privilege. Therefore, an Owner would bear this risk of loss in the event of a
fraudulent telephone transfer.
    
 
     If an Owner authorizes a third party to transact transfers on the Policy
Owner's behalf, KILICO will reallocate the Cash Value pursuant to the asset
allocation program determined by such third party. However, KILICO does not
offer or participate in any asset allocation program and takes no responsibility
for any third party asset allocation program. KILICO may suspend or cancel
acceptance of a third party's instructions at any time and may restrict the
investment options that will be available for transfer under third party
authorizations.
 
     AUTOMATIC ASSET REALLOCATION. An Owner may elect to have transfers made
automatically among the Subaccounts of the Separate Account on an annual,
semi-annual, quarterly, or monthly basis so that Cash Value is reallocated to
match the percentage allocations in the Policy Owner's predefined premium
allocation elections. Transfers under this program will not be subject to the
$500 minimum transfer amounts. An election to participate in the automatic asset
reallocation program must be in writing in the form prescribed by KILICO and
returned to KILICO at its home office.
 
                                       10
<PAGE>   14
 
   
POLICY TERMINATION, LAPSE AND REINSTATEMENT
    
 
   
     TERMINATION AND LAPSE. All coverage under the Policy terminates when any
one of the following events occurs: (1) the Owner requests that the coverage
terminates; (2) the Insured dies; (3) the Policy matures; or (4) a lapse occurs.
Lapse will occur when the Surrender Value of a Policy is insufficient to cover
the monthly deductions, and a grace period expires without a sufficient payment
being made. (See "Charges and Deductions.")
    
 
     A grace period of 61 days will be given to the Owner. It begins when notice
is sent that the Surrender Value of the Policy is insufficient to cover the
monthly deductions. Failure to make a premium payment or loan repayment during
the grace period sufficient to keep the Policy in force for three months will
cause the Policy to lapse and terminate without value.
 
     If payment is received within the grace period, the premium or loan
repayment will be allocated to the Subaccounts and the Fixed Account in
accordance with the most current allocation instructions, unless otherwise
requested. Amounts over and above the amounts necessary to prevent lapse may be
paid as additional premiums, however, to the extent otherwise permitted. (See
"The Policy--Premiums.")
 
     KILICO will not accept any payment that would cause the total premium
payment to exceed the maximum payment permitted by the Internal Revenue Code for
life insurance. However, the Owner may voluntarily repay a portion of Debt to
avoid lapse. (See "Federal Tax Matters.")
 
     If premium payments have not exceeded the maximum payment permitted by the
Code, the Owner may choose to make a larger payment than the minimum required
payment to avoid the recurrence of the potential lapse of coverage. The Owner
may also combine premium payments with Debt repayments.
 
     The Death Benefit payable during the grace period will be the Death Benefit
in effect immediately prior to the grace period, less any Debt and any unpaid
monthly deductions.
 
     REINSTATEMENT. If a Policy lapses because of insufficient Surrender Value
to cover the monthly deductions, and it has not been surrendered for its
Surrender Value, it may be reinstated at any time within three years after the
date of lapse. Tax consequences may affect the decision to reinstate.
Reinstatement is subject to:
 
     (1) receipt of evidence of insurability satisfactory to KILICO (if the
         Policy is a Survivorship Policy, KILICO must receive satisfactory
         evidence of insurability for both Insureds or evidence for the last
         surviving Insured and due proof of the first death prior to the date of
         lapse);
 
     (2) payment of a minimum premium sufficient to cover monthly deductions for
         the grace period and to keep the Policy in force three months; and
 
     (3) payment or reinstatement of any Debt against the Policy which existed
         at the date of termination of coverage.
 
     The effective date of reinstatement of a Policy will be the Monthly
Processing Date that coincides with or next follows the date the application for
reinstatement is approved by KILICO. Suicide and incontestability provisions
will apply from the effective date of reinstatement.
 
                           POLICY BENEFITS AND RIGHTS
 
DEATH BENEFITS
 
     While the Policy is in force (see "Policy Lapse and Reinstatement--Lapse,"
above), the Death Benefit is based on the Death Benefit option, the Death
Benefit qualification test, the Specified Amount and the table of Death Benefit
percentages applicable at the time of death. The Death Benefit proceeds will be
equal to the Death Benefit minus any Debt and minus any monthly deductions due
during any grace period.
 
     An Owner will make in the application two elections to determine the Death
Benefit under the Policy. First, the Owner will choose one of two Death Benefit
options--Option A or Option B--offered under the Policy. Second, the Owner will
choose the Death Benefit qualification test: the cash value accumulation test or
guideline premium test. The Death Benefit qualification test is the method for
qualifying the Policy as a life insurance contract for purposes of Federal tax
law. If no Death Benefit option or qualification test is designated, KILICO will
assume that Option A under the guideline premium test as described below, has
been selected. Subject to certain restrictions, the Owner can change the Death
Benefit option selected. So long as the Policy remains in force, the Death
Benefit under either option will never be less than the Specified Amount.
 
     The Specified Amount is chosen by the Owner on the application and is
stated in the Policy Specifications. The minimum Specified Amount permitted
under an Individual Policy is $50,000 (or a lower amount which is based upon a
single premium payment and which satisfies the requirements of applicable tax
law to qualify the
                                       11
<PAGE>   15
 
Policy as a life insurance contract), and the minimum Specified Amount permitted
under a Survivorship Policy is $1,000,000.
 
   
     KILICO reserves the right in circumstances where it cannot obtain
reinsurance coverage to reduce the death benefits arising from application of
the required Death Benefit Factors. The reductions will be effected by requiring
Partial Withdrawals of Cash Value. Such right will be exercised consistent with
administrative procedures to insure that the right is exercised in a
non-discriminatory manner. Such Partial Withdrawals may be taxable in whole or
in part to the Owners. (See "Federal Tax Matters.")
    
 
   
     OPTION A. Under Option A, for Policies issued pursuant to the cash value
accumulation test, as described below, the Death Benefit will be equal to the
Specified Amount or, if greater, the Cash Value (determined as of the end of the
Valuation Period during which the Insured or last surviving Insured dies)
multiplied by a Death Benefit percentage. For Policies issued pursuant to the
guideline premium test, as described below, the Death Benefit will be equal to
the Specified Amount or, if greater, the Cash Value (determined as of the end of
the Valuation Period during which the Insured or last surviving Insured dies)
multiplied by the appropriate Death Benefit Factor. The Death Benefit
percentages under both tests vary according to the age(s) of the Insured(s) and
will be at least equal to those required in Section 7702 of the Internal Revenue
Code. For example, under the guideline premium test, the Death Benefit
percentage is 250% for an Insured at Age 40 or under, and it declines for older
Insureds. A table showing the Death Benefit percentages (Death Benefit Factors)
under the guideline premium test is in Appendix B to this Prospectus and in the
Policy.
    
 
   
     OPTION B. Under Option B, the Death Benefit will be equal to the Specified
Amount plus the Cash Value (determined as of the end of the Valuation Period
during which the Insured or last surviving Insured dies). For Policies issued
pursuant to the cash value accumulation test, the Death Benefit will not be less
that the Cash Value (determined as of the end of the Valuation Period during
which the Insured or last surviving Insured dies) multiplied by the appropriate
Death Benefit Factor. For Policies issued pursuant to the guideline premium
test, the Death Benefit will not be less than the Cash Value multiplied by the
appropriate Death Benefit Factor. The Death Benefit Factors are the same as
those used in connection with Option A and as stated in Appendix B. The Death
Benefit under Option B will always vary as Cash Value varies.
    
 
     The Owner will also choose from two Death Benefit qualification tests
available under the Policy. Once selected, the Death Benefit qualification test
cannot be changed for the duration of the Policy.
 
     CASH VALUE ACCUMULATION TEST. Generally, the cash value accumulation test
requires that under the terms of a Policy, the Death Benefit must be sufficient
so that the cash surrender value, as defined in Section 7702 of the Internal
Revenue Code, does not at any time exceed the net single premium required to
fund the future benefits under the Policy. If the Cash Value under a Policy is
at any time greater than the net single premium at the Insured's age and sex for
the proposed Death Benefit, the Death Benefit will be increased automatically by
multiplying the Cash Value by the corridor percentage computed in compliance
with the Internal Revenue Code. The corridor percentages under the Policy vary
according to the age, sex, and underwriting classification of the Insured(s),
and the resulting Death Benefit determined by using the corridor percentage will
be at least equal to the amount required for the Policy to be deemed life
insurance under Section 7702 of the Internal Revenue Code. The corridor
percentage is calculated using a four percent (4%) interest rate or, if greater,
the contractually guaranteed interest rate and using mortality charges specified
in the prevailing Commissioner's standard table as of the time the Policy is
issued.
 
     GUIDELINE PREMIUM TEST. The guideline premium test limits the amount of
premiums payable under a Policy to a certain amount for an Insured of a
particular age and sex. The test also applies a prescribed corridor percentage
to determine a minimum ratio of Death Benefit to Cash Value.
 
     There are two main differences between the guideline premium test and the
cash value accumulation test. First, the guideline premium test limits the
amount of premium that may be paid into a Policy. No such limits apply under the
cash value accumulation test. (However, any premium that would increase the net
amount at risk is subject to evidence of insurability satisfactory to KILICO.)
Second, the factors that determine the minimum Death Benefit relative to the
Policy's Cash Value are different. Required increases in the minimum Death
Benefit due to growth in Cash Value will generally be greater under the cash
value accumulation test than under the guideline premium test. Owners who desire
to pay premiums in excess of the guideline premium test limitations should
select the cash value accumulation test. Owners who do not desire to pay
premiums in excess of the guideline premium test limitations should consider the
guideline premium test. Applicants for a Policy should consult a qualified tax
adviser in making their Death Benefit selections.
 
     EXAMPLES OF OPTIONS A AND B. The following examples demonstrate the
determination of Death Benefits under Options A and B for the cash value
accumulation test and the guideline premium test. The examples show
 
                                       12
<PAGE>   16
 
an Individual Policy and a Survivorship Policy, with the same Specified Amounts
and Cash Values. The Individual Policy example assumes a male, non-smoker
Insured who is Age 50 and Age 70 at the time of death and that there is no
outstanding Debt. The Survivorship Policy example assumes one male Age 55 and
one female Insured Age 50, and one male Age 75 and one female Insured Age 70,
both non-smokers. The Policy is in its tenth (10th) Policy Year with both
Insureds having attained Age 55 at the time of death, and there is no
outstanding Debt.
 
                           INDIVIDUAL POLICY--AGE 50
 
<TABLE>
<CAPTION>
                                                                 CASH VALUE     GUIDELINE
                                                                ACCUMULATION     PREMIUM
                                                                    TEST          TEST
                                                                ------------    ---------
<S>                                                             <C>             <C>
Specified Amount............................................      $250,000      $250,000
Cash Value..................................................      $150,000      $150,000
Death Benefit (corridor) percentage.........................           262%          185%
Death Benefit Option A......................................      $393,000      $277,500
Death Benefit Option B......................................      $400,000      $400,000
</TABLE>
 
                       INDIVIDUAL POLICY--ATTAINED AGE 70
 
<TABLE>
<CAPTION>
                                                               CASH VALUE     GUIDELINE
                                                              ACCUMULATION     PREMIUM
                                                                  TEST           TEST
                                                              ------------    ---------
<S>                                                           <C>             <C>
Specified Amount..........................................     $1,000,000     $1,000,000
Cash Value................................................     $  700,000     $  700,000
Death Benefit (corridor) percentage.......................            152%           115%
Death Benefit Option A....................................     $1,064,000     $1,000,000
Death Benefit Option B....................................     $1,700,000     $1,700,000
</TABLE>
 
                SURVIVORSHIP POLICY--AGES MALE 55 AND FEMALE 50
 
<TABLE>
<CAPTION>
                                                               CASH VALUE     GUIDELINE
                                                              ACCUMULATION     PREMIUM
                                                                  TEST           TEST
                                                              ------------    ---------
<S>                                                           <C>             <C>
Specified Amount..........................................     $1,000,000     $1,000,000
Cash Value................................................     $  500,000     $  500,000
Death Benefit (corridor) percentage.......................            337%           185%
Death Benefit Option A....................................     $1,685,000     $1,000,000
Death Benefit Option B....................................     $1,685,000     $1,500,000
</TABLE>
 
                SURVIVORSHIP POLICY--AGES MALE 75 AND FEMALE 70
 
<TABLE>
<CAPTION>
                                                               CASH VALUE     GUIDELINE
                                                              ACCUMULATION     PREMIUM
                                                                  TEST           TEST
                                                              ------------    ---------
<S>                                                           <C>             <C>
Specified Amount..........................................     $2,000,000     $2,000,000
Cash Value................................................     $1,500,000     $1,500,000
Death Benefit (corridor) percentage.......................            170%           115%
Death Benefit Option A....................................     $2,550,000     $2,000,000
Death Benefit Option B....................................     $3,500,000     $3,500,000
</TABLE>
 
     THE CASH VALUES SHOWN IN THESE EXAMPLES ARE ILLUSTRATIVE ONLY AND NOT BASED
ON ANY SPECIFIC ASSUMED INVESTMENT RETURN.
 
     All calculations of Death Benefit will be made as of the end of the
Valuation Period during which the Insured or last surviving Insured dies. Death
Benefit proceeds may be paid to a Beneficiary in a lump sum or under a payment
plan offered under the Policy. The Policy should be consulted for details.
 
   
     Death Benefits under the Policy will ordinarily be paid within seven days
after KILICO receives all documentation required for such a payment. If the
Policy is a Survivorship Policy, documentation required for payment of the Death
Benefit includes due proof of the first death. Due proof of death is required
within 60 days
    
 
                                       13
<PAGE>   17
 
   
of death or as soon thereafter as is possible. Written proof of death must be in
the form of a certified copy of the death certificate, a physician's statement
or any other proof satisfactory to KILICO. Payments may be postponed in certain
circumstances. (See "General Provisions--Postponement of Payments").
    
 
CHANGES IN DEATH BENEFIT OPTION
 
     After the first Policy Year, an Owner may request that the Death Benefit
under the Policy be changed from Option A to Option B, or from Option B to
Option A. Changes in the Death Benefit Option may be made only once per Policy
Year and should be made in writing to KILICO's Home Office. The effective date
of any such change is the next Monthly Processing Date after the change is
accepted.
 
     A change in the Death Benefit from Option A to Option B will result in a
reduction in the Specified Amount of the Policy by the amount of the Policy's
Cash Value, with the result that the Death Benefit payable under Option B at the
time of the change will equal that which would have been payable under Option A
immediately prior to the change. The change in Option will affect the
determination of the Death Benefit since Cash Value will then be added to the
new Specified Amount, and the Death Benefit will then vary with Cash Value.
 
     A change in the Death Benefit from Option B to Option A will result in an
increase in the Specified Amount of the Policy by the amount of the Policy's
Cash Value, with the result that the Death Benefit payable under Option A at the
time of the change will equal that which would have been payable under Option B
immediately prior to the change. However, the change in Option will affect the
determination of the Death Benefit since the Cash Value will no longer be added
to the Specified Amount in determining the Death Benefit. From that point on,
the Death Benefit will equal the new Specified Amount (or, if higher, the Cash
Value times the applicable specified percentage).
 
     A change in Death Benefit Option may affect the future monthly cost of
insurance charge since this charge varies with the net amount at risk, which
generally is the amount by which the Death Benefit exceeds Cash Value. (See
"Charges and Deductions--Cost of Insurance Charge.") Assuming that the Policy's
Death Benefit would not be equal to Cash Value times a Death Benefit percentage
under either Option A or B, changing from Option B to Option A will generally
decrease the future net amount at risk, and therefore decrease the future cost
of insurance charges. Changing from Option A to Option B will generally result
in a net amount at risk that remains level. Such a change, however, will result
in an increase in the cost of insurance charges over time, since the cost of
insurance rates increase with an Insured's Age.
 
CHANGES IN SPECIFIED AMOUNT
 
   
     After the first Policy Year, an Owner may request an increase or decrease
in the Specified Amount under a Policy subject to approval from KILICO. A change
in Specified Amount may only be made once per Policy Year and must be in an
amount at least equal to $25,000 for an Individual Policy and $100,000 for a
Survivorship Policy. Increases are not allowed after an Insured attains age 85.
Increasing the Specified Amount could increase the Death Benefit under a Policy,
and decreasing the Specified Amount could decrease the Death Benefit. Decreases
in the Death Benefit may have tax consequences. (See "Federal Tax Matters.") The
amount of change in the Death Benefit will depend, among other things, upon the
Death Benefit Option chosen by the Owner and the degree to which the Death
Benefit under a Policy exceeds the Specified Amount prior to the change.
Changing the Specified Amount could affect the subsequent level of the Death
Benefit while the Policy is in force and the subsequent level of Policy values.
An increase in Specified Amount may increase the net amount at risk under a
Policy, which will increase an Owner's cost of insurance charge. Separate cost
of insurance rates apply to increases in Specified Amount. Conversely, a
decrease in Specified Amount may decrease the net amount at risk, which will
decrease an Owner's cost of insurance charge.
    
 
     INCREASES. Additional evidence of insurability satisfactory to KILICO will
be required for an increase in Specified Amount. Suicide and incontestability
provisions will apply from the effective date of any increase in Specified
Amount.
 
   
     DECREASES. Any decrease in Specified Amount will first be applied to the
most recent increases successively, then to the original Specified Amount. A
decrease will not be permitted if the Specified Amount would fall below the
lesser of the initial Specified Amount or $50,000 for an Individual Policy or
$1,000,000 for a Survivorship Policy. If a decrease in the Specified Amount
would result in total premiums paid exceeding the premium limitations prescribed
under tax law to qualify the Policy as a life insurance contract, KILICO will
refund the Policy Owner the amount of such excess above the premium limitations.
Some or all of the amount refunded may be subject to tax. (See "Federal Tax
Matters.")
    
 
                                       14
<PAGE>   18
 
     KILICO reserves the right to disallow a requested decrease, and will not
permit a requested decrease, among other reasons, (1) if compliance with the
guideline premium limitations under tax law resulting from the requested
decrease would result in immediate termination of the Policy, or (2) if, to
effect the requested decrease, payments to the Owner would have to be made from
Cash Value for compliance with the guideline premium limitations, and the amount
of such payments would exceed the Surrender Value under the Policy.
 
     Any request for an increase or decrease in Specified Amount must be made by
written application to KILICO's Home Office. It will become effective on the
Monthly Processing Date on or next following KILICO's acceptance of the request.
If the Owner is not the Insured, KILICO will also require the consent of the
Insured(s) before accepting a request.
 
BENEFITS AT MATURITY
 
     If the Insured is living on the Policy Date anniversary nearest the
Insured's 100th birthday (or, if the Policy is a Survivorship Policy, the last
surviving Insured is living on the Policy Date anniversary nearest the last
surviving Insured's 100th birthday), KILICO will pay the Owner the Surrender
Value of the Policy. On the Maturity Date, the Policy will terminate and KILICO
will have no further obligations under the Policy.
 
CASH VALUE
 
     The Policy's Cash Value will reflect the investment experience of the
selected Subaccounts, the frequency and amount of premiums paid, transfers
between Subaccounts, withdrawals, any Fixed Account or Loan Account values, and
any charges assessed in connection with the Policy. An Owner may make partial
withdrawals of Cash Value or surrender the Policy and receive the Policy's
Surrender Value, which equals the Cash Value less Debt. (See "Surrender
Privilege.") There is no minimum guaranteed Cash Value.
 
     CALCULATION OF CASH VALUE. The Cash Value of the Policy is the total of the
Policy's Separate Account Value, Fixed Account Value and Loan Account value. The
Cash Value is determined on each Valuation Date. It will first be calculated on
the Policy Date. On that date, the Cash Value equals the initial premium, less
the monthly deductions for the first Policy month. (See "Charges and
Deductions.")
 
     On any Valuation Date during the Policy Year, the Policy's Separate Account
Value in any Subaccount will equal:
 
          (1) The Policy's Separate Account Value in the Subaccount at the end
     of the preceding Valuation Period, multiplied by the Investment Experience
     Factor (defined below) for the current Valuation Period; plus
 
          (2) Any net premiums received during the current Valuation Period
     which are allocated to the Subaccount; plus
 
          (3) All amounts transferred to the Subaccount, either from another
     Subaccount or the Fixed Account or from the Loan Account in connection with
     the repayment of a Policy Loan (see "Policy Benefits and Rights--Policy
     Loans") during the current Valuation Period; minus
 
          (4) The pro rata portion of the monthly cost of insurance charge and
     any other charges assessed to the Subaccount (see "Charges and
     Deductions--Cost of Insurance Charge"); minus
 
          (5) All amounts transferred from the Subaccount during the current
     Valuation Period; minus
 
          (6) All amounts withdrawn from the Subaccount during the current
     Valuation Period; minus
 
          (7) All amounts loaned from the Subaccount during the current
     Valuation Period.
 
     There will also be Cash Value in the Loan Account if there is a Policy Loan
outstanding. The Loan Account is credited with amounts transferred from
Subaccounts in connection with Policy Loans. The Loan Account balance accrues
daily interest at a rate equal to the Adjustable Loan Interest Rate reduced by
not more than 1%. (See "Policy Benefits and Rights--Policy Loans.")
 
     The Cash Value in the Fixed Account is credited with interest at the annual
rate declared by KILICO. The annual rate will never be less than 3%.
 
     ACCUMULATION UNIT VALUE. Each Subaccount has a distinct Accumulation Unit
Value. When net premiums or other amounts are allocated to a Subaccount, a
number of units are purchased based on the Accumulation Unit Value of the
Subaccount at the end of the Valuation Period during which the allocation is
made. When amounts are transferred out of, or deducted from, a Subaccount, units
are redeemed in a similar manner.
 
                                       15
<PAGE>   19
 
     For each Subaccount, the Accumulation Unit Value was initially set at the
same unit value as the net asset value of a share of the underlying Fund. The
Accumulation Unit Value for each subsequent Valuation Period is the Investment
Experience Factor for that Valuation Period multiplied by the Accumulation Unit
Value for the immediately preceding period. Each Valuation Period has a single
Accumulation Unit Value which applies for each day in the period. The number of
Accumulation Units will not change as a result of investment experience. The
Investment Experience Factor may be greater or less than one; therefore, the
Accumulation Unit Value may increase or decrease.
 
     INVESTMENT EXPERIENCE FACTOR. The investment experience of the Separate
Account is calculated by applying the Investment Experience Factor to the
Separate Account Value in each Subaccount during a Valuation Period. Each
Subaccount has its own distinct Investment Experience Factor. The Investment
Experience Factor of a Subaccount for any Valuation Period is determined by
dividing (1) by (2) and subtracting (3) and (4) from the result, where:
 
     (1) is the net result of:
 
         a. The net asset value per share of the investment held in the
         Subaccount determined at the end of the current Valuation Period; plus
 
         b. the per share amount of any dividend or capital gain distributions
         made by the investment held in the Subaccount division, if the
         "ex-dividend" date occurs during the current Valuation Period; plus or
         minus
 
         c. a credit or charge for any taxes reserved for the current Valuation
         Period which KILICO determines to have resulted from the investment
         operations of the Subaccount;
 
     (2) is the net asset value per share of the investment held in the
         Subaccount, determined at the end of the last prior Valuation Period;
 
     (3) is the factor representing the Mortality and Expense Risk Charge. (See
         "Charges and Deductions--Mortality and Expense Risk Charge.")
 
     (4) is the factor representing the Account Maintenance Fee (See "Charges
         and Deductions--Policy and Separate Account Administration Charges.")
 
POLICY LOANS
 
   
     After the first Policy Year, an Owner may by written request to KILICO
borrow all or part of the maximum loan amount of the Policy. The maximum loan
amount is 90% of the Policy's Cash Value. The amount of any new loan may not
exceed the maximum loan amount less Debt on the date a loan is granted. The
minimum amount of a loan is $500. Any amount due an Owner under a Policy Loan
ordinarily will be paid within 7 days after KILICO receives a loan request at
its Home Office, although payments may be postponed under certain circumstances.
(See "Postponement of Payments," and "Federal Tax Matters.")
    
 
     On the date a Policy Loan is made, an amount equal to the loan amount will
be transferred from the Separate Account and Fixed Account to the Loan Account.
Unless the Owner directs otherwise, the loaned amount will be deducted from the
Subaccounts and the Fixed Account in proportion to the values that each bears to
the Separate Account Value of the Policy in all of the Subaccounts plus the
Fixed Account Value at the end of the Valuation Period during which the request
is received.
 
     The loan interest will be assessed at an adjustable rate determined by
KILICO at the beginning of each Policy Year. The Policy guarantees that the loan
interest rate will not exceed the greater of the interest rate set forth in the
Policy and a published monthly average, currently Moody's Corporate Bond Yield
Average-Monthly Average Corporates, as published by Moody's Investors Service,
Inc., or any successor to that service, for the calendar month that ends two
months before the loan interest rate is determined by KILICO (the "Adjustable
Loan Interest Rate"). Interest not paid when due will be added to the loan
amount due upon the earlier of the next Policy Date anniversary or when coverage
ceases upon lapse, surrender, death or maturity and bear interest at the same
rate. When interest is added to the loan amount, a transfer in this amount will
be made from the Separate Account and the Fixed Account to the Loan Account.
 
     Cash Value in the Loan Account will earn interest at a declared rate equal
to the Adjustable Loan Interest Rate reduced by not more than 1%. Such earnings
will be allocated to the Loan Account.
 
     LOAN REPAYMENT. While the Policy is in force, Policy Loans may be repaid at
any time, in whole or in part. At the time of repayment, Cash Value in the Loan
Account equal to the amount of the repayment which exceeds the difference
between interest due and interest earned will be allocated to the Subaccounts
and the Fixed
                                       16
<PAGE>   20
 
Account according to the Owner's current allocation instructions, unless
otherwise requested by the Owner. Transfers from the Loan Account to the
Separate Account or the Fixed Account as a result of the repayment of Debt will
be allocated at the end of the Valuation Period during which the repayment is
received. Such transfers will not be counted in determining the transfers made
within a 15 day period.
 
     EFFECTS OF POLICY LOAN. Policy Loans decrease Surrender Value and,
therefore, the amount available to pay the charges necessary to keep the Policy
in force. If Surrender Value on the day immediately preceding a Monthly
Processing Date is less than the monthly deductions for the next month, KILICO
will notify the Owner. (See "General Provisions--Written Notices and Requests.")
The Policy will lapse and terminate without value, unless a sufficient payment
is made to KILICO within 61 days of the date such notice is sent to the Owner.
(See "The Policy--Policy Lapse and Reinstatement.")
 
     EFFECT ON INVESTMENT EXPERIENCE. A Policy Loan will have an effect on the
Cash Value of a Policy. The collateral for the loan (the amount held in the Loan
Account) does not participate in the experience of the Subaccounts or the
current interest rate of the Fixed Accounts while the loan is outstanding. If
the interest credited to the Loan Account is more than the amount that would
have been earned in the Subaccounts or the Fixed Account, the Cash Value will,
and the Death Benefit may, be higher as a result of the loan. Conversely, if the
amount credited to the Loan Account is less than would have been earned in the
Subaccounts or the Fixed Account, the Cash Value, as well as the Death Benefit,
may be less.
 
   
     TAX TREATMENT. If the Policy is treated as a modified endowment contract, a
loan will be treated as a distribution and will be includible in income to the
extent the Cash Value exceeds the premiums paid for the Policy. Therefore, a
loan may be subject to Federal income tax and a 10% tax penalty may also apply.
(See "Federal Tax Matters.")
    
 
SURRENDER PRIVILEGE
 
     While the Insured is living (or, if the Policy is a Survivorship Policy, at
any time prior to the earlier of the death of the last surviving Insured and the
Maturity Date) and provided the Policy is in force, the Owner may surrender the
Policy for its Surrender Value. To surrender the Policy, the Owner must make
written request to KILICO at its Home Office and return the Policy to KILICO.
The Surrender Value is equal to the Cash Value less any Debt.
 
     PARTIAL WITHDRAWALS. After the first Policy Year, an Owner may make
withdrawals of amounts less than the Surrender Value. The minimum amount of each
withdrawal is $500. A withdrawal will decrease the Cash Value by the amount of
the withdrawal and, if Death Benefit Option A is in effect, will reduce the
Specified Amount by the amount of the withdrawal.
 
FREE-LOOK PERIOD AND EXCHANGE RIGHTS
 
     The Owner may, until the end of the period of time specified in the Policy,
examine the Policy and return it for a refund. The applicable period of time
will depend on the state in which the Policy is issued; however, it will be at
least 10 days from the date the Policy is received by the Owner, or, 45 days
after the Owner completes the application for insurance, whichever is later. The
amount of the refund will depend on the state in which the Policy is issued, but
will generally be the sum of the Cash Value in the Subaccounts and the Fixed
Account. An Owner seeking a refund should return the Policy to KILICO at its
Home Office or to the agent who sold the Policy.
 
     In certain states, at any time during the first two years after the Issue
Date, the Owner may exchange the Policy for a non-variable permanent fixed
benefit life insurance policy then currently being offered by KILICO or an
affiliate on the life of the Insured(s). No evidence of insurability will be
required. The amount of the new policy may be, at the election of the Owner,
either the initial Death Benefit or the same net amount at risk as the Policy on
the exchange date. All Debt under the Policy must be repaid and the surrender of
the Policy is required before the exchange is made. The Policy Date and issue
age will be the same as existed under the Policy.
 
                             CHARGES AND DEDUCTIONS
 
DEDUCTIONS FROM PREMIUMS
 
     A state and local premium tax charge equal to the actual state tax rate may
be deducted from each premium payment under the Policy prior to allocation of
the net premium. This charge is to reimburse KILICO for the payment of state
premium taxes. State and local premium tax rates range from .75% to 5%. KILICO
expects to pay an average state premium tax rate of approximately 2.5%, but the
actual premium tax attributable to a Policy may be more or less. This charge may
be increased or decreased to reflect any changes in state and local premium
 
                                       17
<PAGE>   21
 
tax rates. In addition, a charge for federal taxes equal to 1% of each premium
payment will be deducted to compensate KILICO for a higher corporate income tax
liability resulting from changes made to the Internal Revenue Code by the
Omnibus Budget Reconciliation Act of 1990.
 
COST OF INSURANCE CHARGE
 
     A monthly deduction is made from the Subaccounts and the Fixed Account for
the cost of insurance to cover KILICO's anticipated mortality costs. The cost of
insurance charge is deducted monthly in advance and, unless otherwise requested,
is allocated among the Subaccounts and the Fixed Account in proportion each
bears to the Cash Value of the Policy less Debt.
 
     The cost of insurance will be deducted on the Policy Date and on each
Monthly Processing Date thereafter by the cancellation of units. If the Monthly
Processing Date falls on a day other than a Valuation Date, the charge will be
determined on the next Valuation Date. The cost of insurance charge is
determined by multiplying the applicable cost of insurance rate (see below) by
the "net amount at risk" for each Policy month. The net amount at risk is equal
to the Death Benefit divided by 1.0024663 minus the Cash Value on the Monthly
Processing Date.
 
     COST OF INSURANCE RATE. The monthly cost of insurance rates are based on
the issue age (or attained age in the case of increases in Specified Amount),
sex, rate class of the Insured(s) and Policy Year. The monthly cost of insurance
rates will be determined by KILICO based on its expectations as to future
mortality experience. Any change in the schedule of rates will apply to all
individuals of the same class as the Insured(s). The cost of insurance rate may
never exceed those shown in the table of guaranteed maximum cost of insurance
rates in the Policy. The guaranteed maximum cost of insurance rates are based on
the 1980 Commissioner's Standard Ordinary Smoker and Non-Smoker Mortality
Tables, Age Nearest Birthday, published by the National Association of Insurance
Commissioners. Separate costs of insurance rates apply to any increases in
Specified Amount.
 
     RATE CLASS. The rate class of an Insured will affect the cost of insurance
rate. KILICO currently places Insureds in premier and preferred rate classes and
rate classes involving a higher mortality risk. The cost of insurance rates for
rate classes involving a higher mortality risk are multiples of the premier and
preferred rates. (See "Charges and Deductions--Cost of Insurance Rate," above.)
 
MORTALITY AND EXPENSE RISK CHARGE
 
     A daily charge is deducted from the Subaccounts of the Separate Account for
mortality and expense risks assumed by KILICO. The mortality and expense risk
assumed is that KILICO's estimates of longevity and of the expenses incurred
over the lengthy period the Policy may be in effect--which estimates are the
basis for the level of other charges KILICO makes under the Policy--will not be
correct.
 
     The amount of the mortality and expense risk charge will be determined
based upon the cumulative amount of premiums paid with respect to a Policy,
prior to any deduction for state and local premium tax and federal taxes, and
net of any partial withdrawals or Policy Loans. The following table reflects the
effective annual rates at which the mortality and expense risk charge is
currently deducted. These current rates are subject to change, but the mortality
and expense risk charge is guaranteed never to exceed an effective annual rate
of 0.90% of the average net assets of the Subaccounts of the Separate Account.
The mortality and expense risk charge will be assessed daily against the average
net assets of the Subaccounts of the Separate Account at a daily rate of the
effective annual rate divided by 365. The effects of simple compounding may
result in charges slightly in excess of the effective annual rate.
 
<TABLE>
<CAPTION>
                   CUMULATIVE                      MORTALITY AND EXPENSE
                  PREMIUMS PAID                         RISK CHARGE
                  -------------                    ---------------------
<S>                                                <C>
Up to $100,000...................................          0.65%
$100,001 - $250,000..............................          0.50%
$250,001 - $500,000..............................          0.40%
$500,001 and higher..............................          0.30%
</TABLE>
 
     For the purpose of determining the amount of cumulative premiums paid in
connection with any Policy, KILICO reserves the right to aggregate cumulative
premiums paid in connection with one or more Policies which have a common
grantor, Owner, sponsor (such as in split dollar arrangements), or which involve
some other group arrangement.
 
                                       18
<PAGE>   22
 
POLICY AND SEPARATE ACCOUNT ADMINISTRATION CHARGES
 
     KILICO performs or delegates all administrative functions relative to the
Policies and the Separate Account. Expenses of Policy administration include
those associated with preparing the Policies and confirmations, maintenance of
Owner records, and the cost of other services necessary for Owner servicing.
Separate Account administration expenses include those related to preparation of
annual reports and statements, maintenance of Subaccount records, and filing
fees. In addition, certain expenses, such as administrative personnel costs,
mailing costs, data processing costs, legal fees, accounting fees, and costs
associated with accounting, valuation, regulatory and reporting requirements,
are attributable to both the Policies and maintenance of the Separate Account.
 
     MONTHLY ADMINISTRATIVE CHARGE. The Monthly Administrative Charge is
deducted from the Policy's Cash Value on each Monthly Processing Date in the
amount of $20 per month during the first Policy Year and the first 12 months
following an increase in Specified Amount, and $5 per month at all other times.
 
   
     ACCOUNT MAINTENANCE CHARGE. To further defray the costs of the
administrative functions described above, KILICO deducts a daily charge from the
Subaccount of the Separate Account. This charge will be at an effective annual
rate of 0.45% of the average net assets of the Subaccount of the Separate
Account. The Account Maintenance Charge will be assessed daily against the
average net assets of the Subaccount of the Separate Account at a daily rate of
the effective annual rate divided by 365. The effects of simple compounding may
result in fees slightly in excess of the effective annual rate.
    
 
     Pursuant to its administrative services agreement with KILICO, Bancorp
Services L.L.C. ("BSC") provides certain services to KILICO in connection with
the Policy and management of the Separate Account. BSC receives a fee from
KILICO based on the services it renders. KILICO is solely responsible for
payment of the fee.
 
     In addition, KILICO and its affiliates have other business relationships
with unaffiliated service providers who may have business relationships with
prospective purchasers of the Policy. Thus, for example, KILICO and its
affiliates have certain significant financial arrangements with BSC relating to
the development and implementation of administrative and informational systems,
product design, and the development of marketing materials for the Policy and
other insurance and investment products. BSC may be called upon to perform other
services for KILICO and its affiliates in connection with the sale of the
Policy. KILICO and its affiliates also may enter into other business and
investment arrangements with BSC.
 
OTHER CHARGES
 
     TAXES. Currently, no charges are made against the Separate Account for
Federal, state or other taxes that may be attributable to the Separate Account.
KILICO may, however, in the future impose charges for Federal income taxes
attributable to the Separate Account. Charges for other taxes, if any,
attributable to the Policy may also be made. (See "Federal Tax Matters.")
 
     CHARGES AGAINST THE FUND. Under the investment advisory agreements between
each Fund, on behalf of the Portfolios, and the investment manager and/or
adviser, such entities provide investment advisory and/or management services
for the Portfolios. The Funds are responsible for the advisory fees and various
other expenses. The investment advisory fees differ with respect to each of the
Portfolios. (See "The Funds.")
 
   
     Scudder Kemper Investments, Inc. ("SKI"), an affiliate of KILICO, serves as
investment manager for each of the Kemper Portfolios, subject to the policies
established by the trustees of the Investors Fund Series. For its advisory
services to the Portfolios, SKI receives compensation monthly at annual rates
equal to .50 of 1%, .55 of 1%, .60 of 1%, .60 of 1%, .55 of 1%, .75 of 1%, .65
of 1%, .60 of 1%, .75 of 1%, .75 of 1%, .75 of 1%, .60 of 1%, .60 of 1%, .60 of
1%, .65 of 1%, and .75% of 1% of the average daily net asset values of the
Kemper Money Market Portfolio, the Kemper Total Return Portfolio, the Kemper
High Yield Portfolio, the Kemper Growth Portfolio, the Kemper Government
Securities Portfolio, the Kemper International Portfolio, the Kemper Small Cap
Growth Portfolio, the Kemper Investment Grade Bond Portfolio, the Kemper
Contrarian Value Portfolio, the Kemper Small Cap Value Portfolio, the Kemper
Value+Growth Portfolio, the Kemper Horizon 20+ Portfolio, the Kemper Horizon 10+
Portfolio, the Kemper Horizon 5 Portfolio, the Kemper Blue Chip Portfolio, and
the Kemper Global Income Portfolio, respectively. SKI uses the services of
Zurich Investment Management Limited ("ZIML"), an affiliate of SKI, as a
sub-adviser for the Kemper International Portfolio and Kemper Global Income
Portfolio. SKI pays ZIML for its services a sub-advisory fee, payable monthly at
the following annual rates applied to the portion of the average daily net
assets of the applicable Portfolio allocated by SKI to ZIML for management: .35
of 1% for the Kemper International Portfolio and .30 of 1% for the Kemper Global
Income Portfolio.
    
 
     Evergreen Asset Management Corp. has entered into a sub-advisory agreement
with Lieber & Company for the Evergreen VA Fund, Evergreen VA Growth and Income
Fund, Evergreen VA Foundation Fund, and
 
                                       19
<PAGE>   23
 
   
Evergreen VA Global Leaders Fund Portfolios of the Evergreen Variable Annuity
Trust, as described in the prospectus for the Evergreen Variable Annuity Trust.
Evergreen Asset is solely responsible for compensating Lieber & Company. For its
services as investment adviser, Evergreen Asset receives an annual fee equal to
the following percentages of average daily net asset values: Evergreen VA Fund
0.95 of 1%; Evergreen VA Growth and Income Fund 0.95 of 1%; Evergreen VA
Foundation Fund 0.825 of 1%; and Evergreen VA Global Leaders Fund 0.95 of 1%.
For its services as investment adviser to Evergreen VA Strategic Income Fund,
Keystone Investment Management Company receives a fee consisting of 2% of gross
investment income earned by the Portfolio during each fiscal period, plus a
maximum percentage of 0.45 of 1% of average daily net assets. The Capital
Management Group of First Union National Bank receives an annual fee equal to
0.60 of 1% of average daily net assets of the Evergreen VA Aggressive Growth
Fund Portfolio for its services as investment adviser.
    
 
   
     Other Expenses range between .04 of 1% and .20 of 1% of average daily net
asset values for the Kemper Money Market Portfolio, Kemper Total Return
Portfolio, Kemper High Yield Portfolio, Kemper Growth Portfolio, Kemper
Government Securities Portfolio, Kemper International Portfolio and Kemper Small
Cap Growth Portfolio of the Investors Fund Series. Other Expenses are estimated
to range between .20 of 1% and .30 of 1% of average daily net asset values for
the Kemper Investment Grade Bond Portfolio, Kemper Contrarian Value Portfolio,
Kemper Small Cap Value Portfolio, Kemper Value+Growth Portfolio, Kemper Horizon
20+ Portfolio, Kemper Horizon 10+ Portfolio, Kemper Horizon 5 Portfolio, and
Kemper Blue Chip Portfolio of the Investors Fund Series. Other Expenses, after
any expense waivers and reimbursements, range between .05 of 1% and .40 of 1% of
average daily net asset values for the Evergreen Variable Annuity Trust. Absent
the expense waivers and reimbursements, Other Expenses would be .36%, .26%, and
 .25%, and Total Expenses would be 1.31%, 1.23%, and 1.10%, for the Evergreen VA
Fund, Evergreen VA Growth and Income Fund, and Evergreen VA Foundation Fund,
respectively. Aggregate Operating Expenses (including investment advisory fees,
but excluding interest, brokerage commissions and extraordinary expenses) are
voluntarily limited to 1.00% of average daily net assets for the Evergreen VA
Global Leaders Fund, Evergreen VA Strategic Income Fund, and Evergreen VA
Aggressive Growth Fund.
    
 
     KILICO may receive compensation from the investment advisers of the Funds
for services related to the Funds. Such compensation will be consistent with the
services rendered or the cost savings resulting from the arrangement and
therefore may differ between Funds. For more information concerning the
investment advisory fees and other charges against the Portfolios, see the
prospectuses for the funds and the statements of additional information
available upon request.
 
   
                               GENERAL PROVISIONS
    
 
SETTLEMENT OPTIONS
 
     The Owner, or Beneficiary at the death of the Insured (or last surviving
Insured) if no election by the Owner is in effect, may elect to have all of the
Death Benefit or Surrender Value of this Policy paid in a lump sum or have the
amount applied to one of the Settlement Options. Payments under these options
will not be affected by the investment experience of the Separate Account after
proceeds are applied under a Settlement Option. Payment will be made as elected
by the payee on a monthly, quarterly, semi-annual or annual basis. The option
selected must result in a payment that is at least equal to KILICO's required
minimum, according to rules in effect at the time the option is chosen. If at
any time the payments are less than the minimum payment, KILICO may increase the
period between payments to quarterly, semi-annual or annual so that the payment
is at least equal to KILICO's minimum payment or to make the payment in one lump
sum.
 
     The Cash Value on the day immediately preceding the date on which the first
benefit payment is due will first be reduced by any Debt. The Surrender Value
will be used to determine the benefit payment. The payment will be based on the
Settlement Option elected in accordance with the appropriate settlement option
table.
 
     OPTION 1--INCOME FOR SPECIFIED PERIOD. KILICO will pay income for the
period and payment mode elected, but not less than 5 years nor more than 30
years.
 
     OPTION 2--LIFE INCOME. KILICO will pay a monthly income to the payee during
the payee's lifetime. If this Option is elected, annuity payments terminate
automatically and immediately on the death of the payee without regard to the
number or total amount of payments made. Thus, it is possible for an individual
to receive only one payment if death occurred prior to the date the second
payment was due.
 
     OPTION 3--LIFE INCOME WITH INSTALLMENTS GUARANTEED. KILICO will pay a
monthly income for the guaranteed period elected and thereafter for the
remaining lifetime of the payee. The period elected may only be 5, 10, 15 or 20
years.
 
                                       20
<PAGE>   24
 
     OPTION 4--JOINT AND SURVIVOR INCOME. KILICO will pay the full monthly
income while both payees are living. Upon the death of either payee, the income
will continue during the lifetime of the surviving payee. The surviving payee's
income shall be the percentage of such full amount chosen at the time of
election of this option. The percentages available are 50%, 66 2/3%, 75% and
100%. Payments terminate automatically and immediately upon the death of the
surviving payee without regard to the number or total amount of payments
received.
 
     KILICO's consent is necessary for any other payment methods.
 
     The guaranteed monthly payments are based on an interest rate of 2.50% per
year and, where mortality is involved, the "1983 Table a" individual mortality
table developed by the Society of Actuaries, with a 5-year setback.
 
POSTPONEMENT OF PAYMENTS
 
     GENERAL. Payment of any amount due upon: (a) Policy termination at the
Maturity Date, (b) surrender of the Policy, (c) payment of any Policy Loan, or
(d) death of the Insured (or last surviving Insured, may be postponed whenever:
 
          (1) The New York Stock Exchange is closed other than customary weekend
     and holiday closings, or trading on the New York Stock Exchange is
     restricted as determined by the Commission;
 
          (2) The Commission by order permits postponement for the protection of
              Owners; or
 
          (3) An emergency exists, as determined by the Commission, as a result
     of which disposal of securities of the Funds is not reasonably practicable
     or it is not reasonably practicable to determine the value of the net
     assets of the Separate Account.
 
     Transfers may also be postponed under these circumstances.
 
     Death Benefit payments are generally not subject to deferral. However,
KILICO may defer for up to six months payments of any surrender proceeds,
withdrawal amounts, or loan amounts from the Fixed Account, unless otherwise
required by law.
 
     PAYMENT NOT HONORED BY BANK. The portion of any payment due under the
Policy which is derived from any amount paid to KILICO by check or draft may be
postponed until such time as KILICO determines that such instrument has been
honored by the bank upon which it was drawn.
 
THE CONTRACT
 
   
     The Policy, any endorsements, the application, and any supplemental
application(s) constitute the entire contract between KILICO and the Owner. All
statements made by an Owner or Insured or contained in the application and any
supplemental application(s) will, in the absence of fraud or misrepresentation,
be deemed representations and not warranties.
    
 
     Only the President, the Secretary, or an Assistant Secretary of KILICO is
authorized to change or waive the terms of a Policy. Any change or waiver must
be in writing and signed by one of those persons.
 
MISSTATEMENT OF AGE OR SEX
 
     If the age or sex of an Insured is misstated, the Death Benefit will be
changed to what the cost of insurance on the previous Monthly Processing Date
would have purchased based on the correct sex and age.
 
INCONTESTABILITY
 
   
     KILICO may contest the validity of a Policy if any material
misrepresentations are made in the application or any supplemental
application(s). However, a Policy will be incontestable after it has been in
force during the lifetime of the Insured (or, if the Policy is a Survivorship
Policy, during the lifetimes of both Insureds) for two years from the Issue
Date. A new two-year contestability period will apply to each increase in
Specified Amount and to reinstatements beginning with the effective date of the
increase or reinstatement.
    
 
SUICIDE
 
     Suicide by an Insured, while sane or insane, within two years from the
Issue Date of the Policy is a risk not assumed under the Policy. KILICO's
liability for such suicide is limited to the premiums paid less any withdrawals
and Debt. When the laws of the state in which a Policy is delivered require less
than a two-year period, the period or amount paid will be as stated in such
laws. If the Policy is a Survivorship Policy and there is a surviving Insured,
                                       21
<PAGE>   25
 
KILICO will make a new policy available to the surviving Insured, without
evidence of insurability. The new policy will have the same amount of insurance
coverage, issue age, policy date, and rate class as the Policy when it was
issued. A new two-year period will apply to increases in Specified Amount and to
reinstatements beginning with the effective date of the increase or
reinstatement.
 
ASSIGNMENT
 
   
     No assignment of a Policy is binding on KILICO until it is received and
accepted by KILICO at its Home Office. KILICO assumes no responsibility for the
validity of the assignment. Any claim under an assignment is subject to proof of
the extent of the interest of the assignee. If a Policy is assigned, the rights
of the Owner and Beneficiary are subject to the rights of the assignee of
record. An assignment of coverage may have tax consequences. (See "Federal Tax
Matters.")
    
 
NONPARTICIPATING
 
     The Policy will not pay dividends. It will not participate in any of
KILICO's surplus or earnings.
 
OWNER AND BENEFICIARY
 
   
     Unless otherwise provided in the application or subsequently changed, the
Insured is the Owner. The Owner has exclusive right to cancel or amend the
Policy by agreement with KILICO and exercise every option or right conferred by
this Policy, including the right of assignment.
    
 
   
     Primary and secondary Beneficiaries may be designated by the Owner in the
application. If changed, the primary or secondary Beneficiary is as shown in the
latest change filed with KILICO. One or more primary or secondary Beneficiaries
may be named. In such case, the proceeds of the Policy will be paid in equal
shares to the survivors in the appropriate beneficiary class, unless otherwise
requested by the Owner. If no Beneficiary is designated or survives the Insured,
the Insured's estate will be the Beneficiary. If the Policy is a Survivorship
Policy and no Beneficiary is living upon the death of the last surviving
Insured, the estate of the last surviving Insured will be the Beneficiary. If a
Beneficiary dies within ten days of the Insured's death, proceeds of the Policy
will be paid as if the Insured had survived the Beneficiary. The interest of any
Beneficiary may be subject to that of an assignee.
    
 
   
     The Owner may, at any time during the life of the Insured(s) and while the
Policy is in force, designate in writing a new Owner or Beneficiary. Any change
of Owner or Beneficiary must be made in writing in a form acceptable to KILICO.
Any such change must not be prohibited by the terms of an existing assignment,
beneficiary designation or other restriction. KILICO reserves the right to
require the return of the Policy for endorsement for any change. The change will
take effect as of the date the request is signed; however, KILICO will not be
liable for any payment made or other action taken before the notice has been
received at KILICO's Home Office. A change of ownership may have tax
consequences. (See "Federal Tax Matters.")
    
 
RECORDS AND REPORTS
 
     KILICO or its designee will maintain all records relating to the Separate
Account. KILICO will send Owners, at their last known address of record, an
annual report stating the Death Benefit, the Accumulation Unit Value, the Cash
Value and Surrender Value under the Policy, and indicating any additional
premium payments, partial withdrawals, transfers, Policy Loans and repayments
and charges made during the Policy Year. In addition, Owners will be sent
confirmations and acknowledgments of various transactions. Owners will also be
sent annual and semi-annual reports for the Fund to the extent required by the
1940 Act.
 
WRITTEN NOTICES AND REQUESTS
 
     Any written notice or request to be sent to KILICO should be sent to its
Home Office, 1 Kemper Drive, Long Grove, Illinois 60049. The notice or request
should include the Policy number and the full name of the Insured(s). Any notice
sent by KILICO to an Owner will be sent to the address shown in the application
unless an address change has been filed with KILICO.
 
OPTIONAL INSURANCE BENEFITS
 
     Subject to certain requirements, an Owner may elect to add one or both of
the following optional insurance benefits to the Policy by a Rider at the time
of application for a Policy. These optional benefits are: continuation of the
Policy under an extended Maturity Date and acceleration of the payment of a
portion of the Death Benefit when an Insured is terminally ill. The cost of any
additional insurance benefits will be deducted as part of the
 
                                       22
<PAGE>   26
 
monthly deductions. Certain restrictions may apply. Restrictions and provisions
related to these benefits are more fully described in the applicable rider.
Samples of the provisions are available from KILICO upon written request.
 
                             DOLLAR COST AVERAGING
 
   
     An Owner may predesignate a portion of the Cash Value under a Policy
attributable to the Fixed Account, the Kemper Money Market Subaccount or the
Kemper Government Securities Subaccount (the designated account is referred to
as the "DCA Account") to be automatically transferred on a monthly basis to one
or more of the other Subaccounts and the Fixed Account. An Owner may enroll in
this program at the time the Policy is issued or anytime thereafter by properly
completing the Dollar Cost Averaging enrollment form and returning it to KILICO
at its Home Office at least five (5) business days prior to the 10th day of a
month, which is the date that all Dollar Cost Averaging transfers will be made
("Transfer Date").
    
 
   
     Transfers will commence on the first Transfer Date following the Trade Date
if the initial net premium has been allocated to the Kemper Money Market
Subaccount. In all other cases transfers will commence on the first Transfer
Date following the Issue, subject to the requirements stated above. Transfers
will be made in the amounts designated by the Policy Owner and must be at least
$500 per Subaccount or Fixed Account. The total Cash Value in the DCA Account at
the time Dollar Cost Averaging is elected must be at least equal to the greater
of $10,000 or the amount designated to be transferred on each Transfer Date
multiplied by the duration selected. Dollar Cost Averaging will cease
automatically if the Cash Value does not equal or exceed the amount designated
to be transferred on each Transfer Date, and the remaining amount will be
transferred.
    
 
     Dollar Cost Averaging will terminate when (i) the number of designated
monthly transfers has been completed, (ii) the Cash Value attributable to the
DCA Account is insufficient to complete the next transfer, (iii) the Policy
Owner requests termination in writing and such writing is received by KILICO at
its Home Office at least five (5) business days prior to the next Transfer Date
in order to cancel the transfer scheduled to take effect on such date, or (iv)
the Policy is surrendered. KILICO reserves the right to amend Dollar Cost
Averaging on thirty (30) days notice or terminate it at any time.
 
     An Owner may initiate, reinstate or change Dollar Cost Averaging or change
existing Dollar Cost Averaging terms by properly completing the new enrollment
form and returning it to KILICO at its Home Office at least five (5) business
days, (ten (10) business days for Fixed Account transfers), prior to the next
Transfer Date such transfer is to be made.
 
     When utilizing Dollar Cost Averaging, an Owner must be invested in the DCA
Account and may be invested in the Fixed Account and a maximum of eight (8)
other Subaccounts at any given time.
 
                           SYSTEMATIC WITHDRAWAL PLAN
 
   
     KILICO administers a Systematic Withdrawal Plan ("SWP") which allows
certain Policy Owners to preauthorize periodic withdrawals after the first
Policy Year. Policy Owners entering into a SWP agreement instruct KILICO to
withdraw selected amounts from the Fixed Account or from a maximum of two (2)
Subaccounts on a monthly, quarterly, semi-annual or annual basis. Currently the
SWP is available to Policy Owners who request a minimum $500 periodic payment.
The amounts distributed under the SWP are partial withdrawals. (See "Policy
Benefits and Rights--Surrender Privileges.") Withdrawals taken under the SWP may
be subject to income taxes, withholding and tax penalties. (See "Federal Tax
Matters.") Policy Owners interested in the SWP may obtain an application and
full information concerning this program and its restrictions from their
representative or KILICO's Home Office. The right is reserved to amend the SWP
on thirty (30) days' notice. The SWP may be terminated at any time by the Policy
Owner or KILICO.
    
 
                            DISTRIBUTION OF POLICIES
 
     The Policy is sold by licensed insurance representatives who represent
KILICO and who are registered representatives of broker-dealers which are
registered under the Securities Exchange Act of 1934 and are members of the
National Association of Securities Dealers, Inc. The Policy is distributed
through the principal underwriter, Investors Brokerage Services, Inc. ("IBS"),
an affiliate of KILICO. IBS is engaged in the sale and distribution of other
variable life policies and annuities. Pursuant to an Underwriting Agreement
between KILICO and IBS, IBS is authorized to enter into Selling Group Agreements
with broker-dealers that are registered under the 1934 Act and are members of
the NASD. IBS is engaged in the sale and distribution of other variable life
policies and annuities.
 
     The Policy is available for distribution through entities or persons that
provide separate trust or consultative estate and business planning services for
which they charge a fee. The fees are not a part of the Policy and KILICO
 
                                       23
<PAGE>   27
 
is not responsible for the payment of the fees. Under special circumstances with
KILICO's consent, the Policy may be distributed through entities or persons that
do not provide such additional services.
 
   
     Notwithstanding that no explicit sales load is imposed under the Policies,
KILICO, through IBS, pays compensation, not to exceed 4% of premiums paid, to
selected broker-dealers. Part of the compensation will be used to cover the
broker-dealer's costs including but not limited to those associated with the
provision of sales, training and other marketing support, record keeping,
compliance oversight, and general office related overhead. KILICO, through IBS
and pursuant to selling agreements, may pay compensation, including marketing
allowances to licensed broker-dealers, both affiliated and unaffiliated, in
recognition of the costs and expenses associated with any or all of the
following: product design, distribution channel development, advanced
underwriting, technology development, preparation of sales material and other
collateral marketing support required for the sale and distribution of the
Policies.
    
 
   
GROUP OR SPONSORED ARRANGEMENTS
    
 
   
     Policies may be purchased under group or sponsored arrangements, as well as
on an individual basis. A "group arrangement" includes a program under which a
trustee, employer or similar entity purchases individual Policies covering a
group of individuals on a group basis. Examples of such arrangements are
employer-sponsored benefit plans and deferred compensation plans. A "sponsored
arrangement" includes a program under which an employer permits group
solicitation of its employees or an association permits group solicitation of
its members for the purchase of Policies on an individual basis.
    
 
   
     KILICO may reduce the following types of charges for Policies issued in
connection with group or sponsored arrangements: the cost of insurance charge,
mortality and expense risk charges, and administration charges. KILICO may also
issue Policies in connection with group or sponsored arrangements on a
"non-medical" or guaranteed issue basis. Due to the underwriting criteria
established for Policies issued on a non-medical, guaranteed issue basis, actual
monthly cost of insurance charges may be higher than the current cost of
insurance charges under otherwise identical Policies that are medically
underwritten. In addition, KILICO may also specify different minimum initial
premiums at issue for Policies issued in connection with group or sponsored
arrangements.
    
 
   
     The amounts of any reduction, the charges to be reduced, the elimination or
modification of underwriting requirements, and the criteria for applying a
reduction or modification will generally reflect the reduced sales and
administrative effort, costs and differing mortality experience appropriate to
the circumstances giving rise to the reduction or modification. The charges will
be reduced in accordance with KILICO's practice in effect when the Policy is
issued. The elimination or modification of underwriting requirements will be
done in accordance with KILICO's administrative procedures with respect to
underwriting when the Policy is issued. Reductions and modifications will not be
made where prohibited by applicable law and will not be unfairly discriminatory
against any person including the purchasers to whom the reduction or
modification applies and all other Owners of the Policy.
    
 
                              FEDERAL TAX MATTERS
 
   
INTRODUCTION
    
 
   
     The following discussion of the federal income tax treatment of the Policy
is not exhaustive, does not purport to cover all situations, and is not intended
as tax advice. The federal income tax treatment of the Policy is unclear in
certain circumstances, and a qualified tax adviser should always be consulted
with regard to the application of law to individual circumstances. This
discussion is based on the Internal Revenue Code of 1986, as amended (the
"Code"), Treasury Department regulations, and interpretations existing on the
date of this Prospectus. These authorities, however, are subject to change by
Congress, the Treasury Department, and judicial decisions.
    
 
   
     This discussion does not address state or local tax consequences associated
with the purchase of the Policy. In addition, KILICO MAKES NO GUARANTEE
REGARDING ANY TAX TREATMENT -- FEDERAL, STATE OR LOCAL -- OF ANY POLICY OR OF
ANY TRANSACTION INVOLVING A POLICY.
    
 
   
KILICO'S TAX STATUS
    
 
   
     Under current interpretations of federal income tax law, KILICO is taxed as
a life insurance company and the operations of the Separate Account are treated
as part of the total operations of KILICO. The operations of the Separate
Account do not materially affect KILICO's Federal income tax liability because
KILICO is allowed a
    
 
                                       24
<PAGE>   28
 
   
deduction to the extent that net investment income of the Separate Account is
applied to increase Policy Cash Values. KILICO may incur state and local taxes
attributable to the Separate Account. At present, these taxes are not
significant. Accordingly, KILICO does not charge or credit the Separate Account
for Federal, state or local taxes. However, KILICO's federal income taxes are
increased in respect of the Policies because of the federal tax law's treatment
of deferred acquisition costs. Accordingly, a charge equal to 1% of each premium
payment in all Policy Years is made to compensate KILICO for its higher
corporate income tax liability.
    
 
   
     If there is a material change in applicable federal, state or local law,
charges or credits may be made to the Separate Account for federal, state or
local taxes, or reserves for such taxes, if any, attributable to the Separate
Account. Such charges or credits will be determined independent of the taxes
actually paid by KILICO.
    
 
   
TAXATION OF LIFE INSURANCE POLICIES
    
 
   
     TAX STATUS OF THE POLICY. Section 7702 of the Code establishes a statutory
definition of life insurance for federal tax purposes. KILICO believes that the
Policy will meet the current statutory definition of life insurance, which
places limitations on the amount of premiums that may be paid and the Cash
Values that can accumulate relative to the Death Benefit. As a result, the Death
Benefit payable under the Policy will generally be excludable from the
Beneficiary's gross income, and interest and other income credited under the
Policy will not be taxable unless certain withdrawals are made (or are deemed to
be made) from the Policy prior to the Insured's death, as discussed below. This
tax treatment will only apply, however, if (1) the investments of the Separate
Account are "adequately diversified" in accordance with Treasury Department
regulations, and (2) KILICO, rather than the Policy Owner, is considered the
owner of the assets of the Separate Account for federal income tax purposes.
    
 
   
     DIVERSIFICATION REQUIREMENTS. The Code and Treasury Department regulations
prescribe the manner in which the investments of a segregated asset account,
such as the Separate Account, are to be "adequately diversified." If the
Separate Account fails to comply with these diversification standards, the
Policy will not be treated as a life insurance contract for federal income tax
purposes and the Owner would generally be taxable currently on the income on the
contract (as defined in the tax law). KILICO expects that the Separate Account,
through the Funds, will comply with the diversification requirements prescribed
by the Code and Treasury Department regulations.
    
 
   
     OWNERSHIP TREATMENT. In certain circumstances, variable life insurance
contract owners may be considered the owners, for federal income tax purposes,
of the assets of a segregated asset account, such as the Separate Account, used
to support their contracts. In those circumstances, income and gains from the
segregated asset account would be includible in the contract owners' gross
income. The Internal Revenue Service (the "IRS") has stated in published rulings
that a variable contract owner will be considered the owner of the assets of a
segregated asset account if the owner possesses incidents of ownership in those
assets, such as the ability to exercise investment control over the assets. In
addition, the Treasury Department announced, in connection with the issuance of
regulations concerning investment diversification, that those regulations "do
not provide guidance concerning the circumstances in which investor control of
the investments of a segregated asset account may cause the investor, rather
than the insurance company, to be treated as the owner of the assets in the
account." This announcement also stated that guidance would be issued by way of
regulations or rulings on the "extent to which policyholders may direct their
investments to particular sub-accounts [of a segregated asset account] without
being treated as owners of the underlying assets." As of the date of this
Prospectus, no such guidance has been issued.
    
 
   
     The ownership rights under the Policy are similar to, but different in
certain respects from, those described by the IRS in rulings in which it was
determined that contract owners were not owners of the assets of a segregated
asset account. For example, the Owner of this Policy has the choice of more
investment options to which to allocate premium payments and Separate Account
values, and may be able to transfer among investment options more frequently,
than in such rulings. These differences could result in the Policy Owner being
treated as the owner of a portion of the assets of the Separate Account and thus
subject to current taxation on the income and gains from those assets. In
addition, KILICO does not know what standards will be set forth in the
regulations or rulings which the Treasury Department has stated it expects to
issue. KILICO therefore reserves the right to modify the Policy as necessary to
attempt to prevent Policy Owners from being considered the owners of the assets
of the Separate Account. However, there is no assurance that such efforts would
be successful.
    
 
   
     The remainder of this discussion assumes that the Policy will be treated as
a life insurance contract for federal tax purposes.
    
 
   
     TAX TREATMENT OF LIFE INSURANCE DEATH BENEFIT PROCEEDS. In general, the
amount of the Death Benefit payable under a Policy by reason of the death of the
Insured is excludable from gross income under Section 101 of the Code. Certain
transfers of the Policy for valuable consideration, however, may result in a
portion of the
    
 
                                       25
<PAGE>   29
 
   
Death Benefit being taxable. If the Death Benefit is not received in a lump sum
and is, instead, applied under a Settlement Option, generally payments will be
prorated between amounts attributable to the Death Benefit, which will be
excludable from the Beneficiary's income, and amounts attributable to interest
(accruing after the Insured's death), which will be includible in the
Beneficiary's income.
    
 
   
     TAX DEFERRAL DURING ACCUMULATION PERIOD. Under existing provisions of the
Code, except as described below, any increase in an Owner's Cash Value is
generally not taxable to the Owner unless amounts are received (or are deemed to
be received) from the Policy prior to the Insured's death. If there is a
surrender of the Policy, an amount equal to the excess of the Cash Value over
the "investment in the contract" will be includible in the Owner's income. The
"investment in the contract" generally is the aggregate premium payments less
the aggregate amount received under the Policy previously to the extent such
amounts received were excludable from gross income. Whether withdrawals (or
other amounts deemed to be distributed) from the Policy constitute income to the
Owner depends, in part, upon whether the Policy is considered a "modified
endowment contract" ("MEC") for federal income tax purposes.
    
 
   
POLICIES WHICH ARE NOT MECS
    
 
   
     TAX TREATMENT OF WITHDRAWALS GENERALLY. If the Policy is not a MEC
(described below), the amount of any withdrawal from the Policy generally will
be treated first as non-taxable recovery of premiums paid and then as income
from the Policy. Thus, a withdrawal from a Policy that is not a MEC generally
will not be includible in income except to the extent the withdrawal exceeds the
investment in the contract immediately before the withdrawal.
    
 
   
     CERTAIN DISTRIBUTIONS REQUIRED BY THE TAX LAW IN THE FIRST 15 POLICY
YEARS. As indicated above, section 7702 places limitations on the amount of
premiums that may be paid and the Cash Values that can accumulate relative to
the Death Benefit. Where cash distributions are required under section 7702 in
connection with a reduction in benefits during the first 15 years after the
Policy is issued (or if withdrawals are made in anticipation of a reduction in
benefits, within the meaning of the tax law, during this period), some or all of
such amounts may be includible in income notwithstanding the general rule
described in the preceding paragraph. A reduction in benefits may result upon a
decrease in the Specified Amount, a change from an Option B Death Benefit to an
Option A Death Benefit, if withdrawals are made, and in certain other instances.
    
 
   
     TAX TREATMENT OF LOANS. If a Policy is not classified as a MEC, a loan
under the Policy generally will be treated as indebtedness of the Owner. As a
result, no part of any loan under a Policy will constitute income to the Owner
so long as the Policy remains in force. However, in those situations where the
interest rate credited to the Loan Account equals the interest rate charged for
the loan, it is possible that some or all of the loan proceeds may be includible
in income. If a Policy lapses when a loan is outstanding, the amount of the loan
outstanding will be treated as the proceeds of a surrender for purposes of
determining whether any amounts are includible in the Owner's income.
    
 
   
     Generally, interest paid on any loans under this Policy will not be tax
deductible. The nondeductibility of interest includes interest paid or accrued
on indebtedness with respect to one or more life insurance policies owned by a
taxpayer covering any individual who is or has been an officer or employee of,
or financially interested in, any trade or business carried on by the taxpayer.
A limited exception to this rule exists for certain interest paid in connection
with certain "key person" insurance. In the case of interest paid in connection
with a loan with respect to a Policy covering the life of any key person,
interest is deductible only to the extent that the aggregate amount of loans
under one or more life insurance policies does not exceed $50,000. Further, even
as to such loans up to $50,000, interest would not be deductible if the Policy
were deemed for federal tax purposes to be a single premium life insurance
policy or, in certain circumstances, if the loans were treated as "systematic
borrowing" within the meaning of the tax law. A "key person" is an individual
who is either an officer or a twenty percent owner of the taxpayer. The maximum
number of individuals who can be treated as key persons may not exceed the
greater of (1) 5 individuals or (2) the lesser of 5 percent of the total number
of officers and employees of the taxpayer or 20 individuals. Owners should
consult a tax advisor regarding the deductibility of interest incurred in
connection with loans under this Policy.
    
 
   
     In addition, in the case of Policies issued to a non-natural taxpayer, or
held for the benefit of such an entity, a portion of the taxpayer's otherwise
deductible interest expenses may not be deductible as a result of ownership of a
policy even if no loans are taken under the policy. An exception to the latter
rule is provided for certain life Policies which cover the life of an individual
who is a 20-percent owner, or an officer, director, or employee of, a trade or
business. However, this exception is not applicable to Survivorship Policies,
other than where the Insureds are a 20-percent owner and his or her spouse.
Entities that are considering purchasing the Policy, or entities that will be
beneficiaries under a policy, should consult a tax advisor.
    
 
                                       26
<PAGE>   30
 
   
POLICIES WHICH ARE MECS
    
 
   
     CHARACTERIZATION OF A POLICY AS A MEC. In general, a Policy will be
considered a MEC for federal income tax purposes if (1) the Policy is received
in exchange for a life insurance contract that was a MEC, or (2) the Policy is
entered into after June 21, 1988 and premiums are paid into the Policy more
rapidly than the rate defined by a "7-Pay Test." This test generally provides
that a Policy will fail this test (and thus be considered a MEC) if the
accumulated amount paid under the Policy at any time during the 1st 7 Policy
Years exceeds the cumulative sum of the net level premiums which would have been
paid to that time if the Policy provided for paid-up future benefits after the
payment of 7 level annual premiums. A material change of the Policy (as defined
in the tax law) will generally result in a reapplication of the 7-Pay Test. In
addition, any reduction in benefits during the 7-Pay period will affect the
application of this test.
    
 
   
     KILICO will monitor the Policies and will attempt to notify Owners on a
timely basis if a Policy is in jeopardy of becoming a MEC. The Policy Owner may
then request that KILICO take whatever steps are available to avoid treating the
Policy as a MEC, if that is desired.
    
 
   
     TAX TREATMENT OF WITHDRAWALS, LOANS, ASSIGNMENTS AND PLEDGES UNDER MECS. If
the Policy is a MEC, withdrawals from the Policy will be treated first as
withdrawals of income and then as a recovery of premiums paid. Thus, withdrawals
will be includible in income to the extent the Cash Value exceeds the investment
in the contract. The amount of any Policy loan will be treated as a withdrawal
for tax purposes. In addition, the discussion of interest on loans and of lapses
while loans are outstanding under the caption "Policies Which Are Not MECs" also
applies to Policies which are MECs.
    
 
   
     If the Owner assigns or pledges any portion of the Cash Value (or agrees to
assign or pledge any portion), such portion will be treated as a withdrawal for
tax purposes. The Owner's investment in the contract is increased by the amount
includible in income with respect to any assignment, pledge, or loan, though it
is not affected by any other aspect of the assignment, pledge, or loan
(including its release or repayment). Before assigning, pledging, or requesting
a loan under a Policy treated as a MEC, an Owner should consult a qualified tax
advisor.
    
 
   
     PENALTY TAX. Generally, proceeds of a surrender or a withdrawal (or the
amount of any deemed withdrawal) from a MEC are subject to a penalty tax equal
to 10% of the portion of the proceeds that is includible in income, unless the
surrender or withdrawal is made (1) after the Owner attains age 59 1/2, (2)
because the Owner has become disabled (as defined in the tax law), or (3) as
substantially equal periodic payments over the life or life expectancy of the
Owner (or the joint lives or life expectancies of the Owner and his or her
beneficiary, as defined in the tax law).
    
 
   
     AGGREGATION OF POLICIES. All life insurance contracts which are treated as
MECs and which are purchased by the same person from KILICO or any of its
affiliates within the same calendar year will be aggregated and treated as one
contract for purpose of determining the tax on withdrawals (including deemed
withdrawals). The effects of such aggregation are not clear; however, it could
affect the amount of a withdrawal (or a deemed withdrawal) that is taxable and
the amount which might be subject to the 10% penalty tax described above.
    
 
   
     SURVIVORSHIP POLICIES. Although KILICO believes that the Policy, when
issued as a Survivorship Policy, complies with Section 7702 of the Code, the
manner in which Section 7702 should be applied to Survivorship Policies is not
directly addressed by Section 7702. In the absence of final regulations or other
guidance issued under Section 7702 regarding this form of Policy, there is
necessarily some uncertainty whether a Survivorship Policy will meet the Section
7702 definition of a life insurance policy. Prospective owners considering the
purchase of the Policy as a Survivorship Policy should consult a qualified tax
advisor.
    
 
   
     Where the Owner of the Policy is the last surviving Insured, the Death
Benefit will generally be includible in the Policy Owner's estate on his or her
death for purposes of the Federal estate tax. If the Policy Owner dies and was
not the last surviving Insured, the fair market value of the Policy would be
included in the Policy Owner's estate. In general, no part of the Policy's value
would be includible in the last surviving Insured's estate if he or she neither
retained incidents of ownership at death nor had given up ownership within three
years before death.
    
 
   
     TREATMENT OF MATURITY BENEFITS AND EXTENSION OF MATURITY DATE. At the
Maturity Date, the Surrender Value will be paid to the Owner. This payment will
be taxable in the same manner as a Surrender of the Policy. If the Owner elects
to add at the time of purchase a rider to extend the Maturity Date, it is
possible that the IRS could treat the Owner as being in constructive receipt of
the Cash Value when the Insured reaches age 100. If this were the case, an
amount equal to the excess of the Cash Value over the investment in the contract
could be includible in the Owner's income at that time.
    
 
   
     ACTIONS TO ENSURE COMPLIANCE WITH THE TAX LAW. KILICO reserves the right to
refund premiums which exceed those permitted by the federal tax definition of
life insurance. KILICO also reserves the right to increase
    
 
                                       27
<PAGE>   31
 
   
the Death Benefit (which may result in larger charges under a Policy) or to take
any other action deemed necessary to ensure the compliance of the Policy with
the federal tax definition of life insurance.
    
 
   
     OTHER CONSIDERATIONS. Changing the Owner, exchanging the Policy, changing
from one Death Benefit option to another, and other changes under the Policy may
have tax consequences (other than those discussed herein) depending on the
circumstances of such change or withdrawal. Federal estate and state and local
estate, inheritance and other tax consequences of ownership or receipt of Policy
proceeds depend on the circumstances of each Policy Owner or Beneficiary.
    
 
   
FEDERAL INCOME TAX WITHHOLDING
    
 
   
     KILICO will withhold and remit to the Federal government a part of the
taxable portion of withdrawals made under a Policy unless the Owner notifies
KILICO in writing at or before the time of the withdrawal that he or she elects
not to have any amounts withheld. Regardless of whether the Owner requests that
no taxes be withheld or whether KILICO withholds a sufficient amount of taxes,
the Owner will be responsible for the payment of any taxes and early
distribution penalties that may be due on the amounts received. The Owner may
also be required to pay penalties under the estimated tax rules, if the Owner's
withholding and estimated tax payments are insufficient to satisfy the Owner's
total tax liability.
    
 
                              LEGAL CONSIDERATIONS
 
   
     On July 6, 1983, the Supreme Court held in ARIZONA GOVERNING COMMITTEE V.
NORRIS that certain annuity benefits provided by employers' retirement and
fringe benefit programs may not vary between men and women on the basis of sex.
The Policy described in this Prospectus contains cost of insurance rates that
distinguish between men and women. Accordingly, employers and employee
organizations should consider, in consultation with legal counsel, the impact of
Federal, state and local laws, including Title VII of the Civil Rights Act, the
Equal Pay Act, and NORRIS and subsequent cases on any employment-related
insurance or fringe benefit program before purchasing this Policy.
    
 
                  SAFEKEEPING OF THE SEPARATE ACCOUNT'S ASSETS
 
     KILICO holds the assets of the Separate Account. The assets are kept
segregated and held separate and apart from the general funds of KILICO. KILICO
maintains records of all purchases and redemptions of the shares of each
Portfolio by each of the Subaccounts.
 
                                VOTING INTERESTS
 
     To the extent required by law, KILICO will vote a Fund's shares held in the
Separate Account at regular and special shareholder meetings of the Fund in
accordance with instructions received from persons having voting interests in
the corresponding Subaccounts of the Separate 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 KILICO determines that it is permitted to
vote a Fund's shares in its own right, it may elect to do so.
 
     Owners of all Policies participating in each Subaccount shall have voting
interests with respect to that Subaccount, based upon each Owner's proportionate
interest in that Subaccount as measured by units.
 
     Each person having a voting interest in a Subaccount will receive proxy
material, reports, and other materials relating to the appropriate portfolio of
the Funds.
 
     KILICO will vote shares of the Funds for which it has not received timely
instructions in proportion to the voting instructions that KILICO has received
with respect to all variable policies participating in a portfolio. KILICO will
also vote any Fund shares attributed to amounts it has accumulated in the
Subaccounts in the same proportions that Owners vote.
 
     KILICO may, when required by state insurance regulatory authorities,
disregard voting instructions if the instructions require that the shares be
voted so as to cause a change in the subclassification or investment objective
of the Fund or of one or more of its portfolios or to approve or disapprove an
investment advisory contract for a portfolio of the Fund. In addition, KILICO
itself may disregard voting instructions in favor of changes initiated by an
Owner in the investment policy or the investment adviser of a portfolio of a
Fund if KILICO reasonably disapproves of such changes. A proposed change would
be disapproved only if the change is contrary to state law or prohibited by
state regulatory authorities, or if KILICO determines that the change would
 
                                       28
<PAGE>   32
 
have an adverse effect on its General Account in that the proposed investment
policy for a portfolio may result in overly speculative or unsound investments.
In the event KILICO does disregard voting instructions, a summary of that action
and the reasons for such action will be included in the next annual report to
Owners.
 
                           STATE REGULATION OF KILICO
 
     KILICO, a stock life insurance company organized under the laws of
Illinois, is subject to regulation by the Illinois Department of Insurance. An
annual statement is filed with the Director of Insurance on or before March 1st
of each year covering the operations and reporting on the financial condition of
KILICO as of December 31st of the preceding year. Periodically, the Director of
Insurance examines the liabilities and reserves of KILICO and the Separate
Account and certifies to their adequacy, and a full examination of KILICO's
operations is conducted by the National Association of Insurance Commissioners
at least once every three years.
 
     In addition, KILICO is subject to the insurance laws and regulations of
other states within which it is licensed to operate. Generally, the insurance
department of any other state applies the laws of the state of domicile in
determining permissible investments.
 
   
                        DIRECTORS AND OFFICERS OF KILICO
    
 
   
     The directors and principal officers of KILICO are listed below together
with their current positions and their other business experience during the past
five years. The address of each officer and director is 1 Kemper Drive, Long
Grove, Illinois 60049.
    
 
   
<TABLE>
<CAPTION>
            NAME AND AGE
        POSITION WITH KILICO
          YEAR OF ELECTION                OTHER BUSINESS EXPERIENCE DURING PAST 5 YEARS OR MORE
        --------------------              -----------------------------------------------------
<S>                                    <C>
John B. Scott (53)                     Chief Executive Officer, President and Director of Federal
Chief Executive Officer since          Kemper Life Assurance Company (FKLA) and Fidelity Life
February 1992. President since         Association (FLA) since 1988. Chief Executive Officer,
November 1993. Director since 1992.    President and Director of Zurich Life Insurance Company of
                                       America (ZLICA) and Zurich Direct, Inc. (ZD) since March
                                       1996. Chairman of the Board and Director of Investors
                                       Brokerage Services, Inc. (IBS) and Investors Brokerage
                                       Services Insurance Agency, Inc. (IBSIA) since 1993. Chairman
                                       of the Board of FKLA and FLA from April 1988 to January
                                       1996. Chairman of the Board of KILICO from February 1992 to
                                       January 1996. Executive Vice President and Director of
                                       Kemper Corporation (Kemper) from January 1994 and March
                                       1996, respectively. Executive Vice President of Kemper
                                       Financial Companies, Inc. from January 1994 to January 1996
                                       and Director from 1992 to January 1996.
Eliane C. Frye (50)                    Executive Vice President of FKLA and FLA since 1995.
Executive Vice President since 1995.   Executive Vice President of ZLICA and ZD since March 1996.
                                       Director of FLA since December 1997. Director of ZD from
                                       March 1996 to March 1997. Director of IBS and IBSIA since
                                       1995. Senior Vice President of KILICO, FKLA and FLA from
                                       1993 to 1995. Vice President of FKLA and FLA from 1988 to
                                       1993.
Frederick L. Blackmon (46)             Senior Vice President and Chief Financial Officer of FKLA
Senior Vice President and Chief        since December 1995. Senior Vice President and Chief
Financial Officer since December       Financial Officer of FLA since January 1996. Senior Vice
1995.                                  President and Chief Financial Officer of ZLICA since March
                                       1996. Senior Vice President and Chief Financial Officer of
                                       ZD since March 1996. Director of ZD from March 1996 to March
                                       1997. Treasurer and Chief Financial Officer of Kemper since
                                       January 1996. Chief Financial Officer of Alexander Hamilton
                                       Life Insurance Company from April 1989 to November 1995.
James C. Harkensee (39)                Senior Vice President of FKLA and FLA since January 1996.
Senior Vice President since January    Senior Vice President of ZLICA since 1995. Senior Vice
1996.                                  President of ZD since 1995. Director of ZD from April 1993
                                       to March 1997. Vice President of ZLICA from 1992 to 1995.
                                       Chief Actuary of ZLICA from 1991 to 1994. Assistant Vice
                                       President of ZLICA from 1990 to 1992. Vice President of ZD
                                       from 1994 to 1995.
</TABLE>
    
 
                                       29
<PAGE>   33
 
   
<TABLE>
<CAPTION>
            NAME AND AGE
        POSITION WITH KILICO
          YEAR OF ELECTION                OTHER BUSINESS EXPERIENCE DURING PAST 5 YEARS OR MORE
        --------------------              -----------------------------------------------------
<S>                                    <C>
James E. Hohmann (42)                  Senior Vice President and Chief Actuary of FKLA since
Senior Vice President and Chief        December 1995. Senior Vice President and Chief Actuary of
Actuary since December 1995.           FLA since January 1996. Senior Vice President and Chief
                                       Actuary of ZLICA since March 1996. Senior Vice President and
                                       Chief Actuary of ZD since March 1996. Director of FLA since
                                       June 1997. Director of ZD from March 1996 to March 1997.
                                       Managing Principal (Partner) of Tillinghast-Towers Perrin
                                       from January 1991 to December 1995. Consultant/Principal
                                       (Partner) of Tillinghast-Towers Perrin from November 1986 to
                                       January 1991.
 
Edward K. Loughridge (43)              Senior Vice President and Corporate Development Officer of
Senior Vice President and Corporate    FKLA and FLA since January 1996. Senior Vice President and
Development Officer since January      Corporate Development Officer for ZLICA and ZD since March
1996.                                  1996. Senior Vice President of Human Resources of
                                       Zurich-American Insurance Group from February 1992 to March
                                       1996.
 
Phillip D. Meserve (47)                Senior Vice President of FKLA, FLA, ZLICA and ZD since March
Senior Vice President since March      1997. Director of IBSIA and IBS since March and May, 1997,
1997                                   respectively. Managing Director of Equitable Distributors
                                       from May 1996 to March 1997. Senior Vice President of
                                       Banker's Trust from April 1995 to April 1996. Senior Vice
                                       President of Fidelity Investments Insurance Services from
                                       February 1992 to March 1995.
 
Debra P. Rezabek (42)                  Senior Vice President of FKLA and FLA since March 1996.
Senior Vice President since 1996.      Corporate Secretary of FKLA and FLA since January 1996. Vice
General Counsel since 1992. Corporate  President of KILICO, FKLA and FLA since 1995. General
Secretary since January 1996.          Counsel and Director of Government Affairs of FKLA and FLA
                                       since 1992 and of KILICO since 1993. Senior Vice President,
                                       General Counsel and Corporate Secretary of ZLICA since March
                                       1996. Senior Vice President, General Counsel and Corporate
                                       Secretary of ZD since March 1996. Director of ZD from March
                                       1996 to March 1997. Secretary of IBS and IBSIA since 1993.
                                       Director of IBS and IBSIA from 1993 to 1996. Assistant
                                       General Counsel of FKLA and FLA from 1988 to 1992. General
                                       Counsel and Assistant Secretary of KILICO, FKLA and FLA from
                                       1992 to 1996. Assistant Secretary of Kemper since January
                                       1996.
 
Kenneth M. Sapp (52)                   Senior Vice President of FKLA, FLA and ZLICA since January
Senior Vice President since January    1998. Vice President--Aetna Life Brokerage of Aetna Life &
1998.                                  Annuity Company from February 1992 to January 1998.
 
George Vlaisavljevich (55)             Senior Vice President of FKLA, FLA and ZLICA since October
Senior Vice President since October    1996. Senior Vice President of ZD since March 1997. Director
1996.                                  of IBS and IBSIA since October 1996. Executive Vice
                                       President of The Copeland Companies from April 1983 to
                                       September 1996.
 
Loren J. Alter (59)                    Director of FKLA, FLA and Scudder Kemper Investments, Inc.
Director since January 1996.           (SKI) since January 1996. Director of ZLICA since May 1979.
                                       Executive Vice President of Zurich Insurance Company since
                                       1979. President, Chief Executive Officer and Director of
                                       Kemper since January 1996.
</TABLE>
    
 
                                       30
<PAGE>   34
 
   
<TABLE>
<CAPTION>
            NAME AND AGE
        POSITION WITH KILICO
          YEAR OF ELECTION                OTHER BUSINESS EXPERIENCE DURING PAST 5 YEARS OR MORE
        --------------------              -----------------------------------------------------
<S>                                    <C>
William H. Bolinder (54)               Chairman of the Board and Director of FKLA and FLA since
Chairman of the Board and Director     January 1996. Chairman of the Board of ZLICA and ZD since
since January 1996.                    March 1995. Chairman of the Board and Director of Kemper
                                       since January 1996. Vice Chairman and Director of SKI since
                                       January 1996. Member of the Corporate Executive Board of
                                       Zurich Insurance Group since October 1994. Chairman of the
                                       Board of American Guarantee and Liability Insurance Company,
                                       Zurich American Insurance Company of Illinois, American
                                       Zurich Insurance Company and Steadfast Insurance Company
                                       since 1995. Chief Executive Officer of American Guarantee
                                       and Liability Insurance Company, Zurich American Insurance
                                       Company of Illinois, American Zurich Insurance Company and
                                       Steadfast Insurance Company from 1986 to June 1995.
                                       President of Zurich Holding Company of America since 1986.
                                       Manager of Zurich Insurance Company, U.S. Branch since 1986.
                                       Underwriter for Zurich American Lloyds since 1986.
 
David A. Bowers (51)                   Director of FKLA and ZLICA since May 1997. Director of FLA
Director since May 1997.               since June 1997. Executive Vice President, Corporate
                                       Secretary and General Counsel of Zurich-American Insurance
                                       Group since August 1985. Vice President, General Council and
                                       Secretary of Kemper since January 1996.
 
Markus Rohrbasser (43)                 Director of FKLA, FLA and ZLICA since May 1997. Chief
Director since May 1997.               Financial Officer and Member of the Corporate Executive
                                       Board of Zurich Insurance Company since January 1997. Member
                                       of Enlarged Corporate Executive Board and Chief Executive
                                       Officer of Union Bank of Switzerland (North America) from
                                       1992 to 1997.
</TABLE>
    
 
                                 LEGAL MATTERS
 
   
     All matters of Illinois law pertaining to the Policy, including the
validity of the Policy and KILICO's right to issue the Policy under Illinois
Insurance Law, have been passed upon by Debra P. Rezabek, Senior Vice President,
General Counsel, and Corporate Secretary of KILICO. Jorden Burt Boros Cicchetti
Berenson & Johnson, Washington, D.C., has advised KILICO on certain legal
matters concerning Federal securities laws applicable to the issue and sale of
Policies.
    
 
                               LEGAL PROCEEDINGS
 
     There are no legal proceedings to which the Separate Account is a party or
to which the assets of the Separate Account are subject. KILICO is not a party
in any litigation that is of material importance in relation to its total assets
or that relates to the Separate Account.
 
   
                              YEAR 2000 COMPLIANCE
    
 
   
     Many existing computer programs were originally designed without
considering the impact of the year 2000 and currently use only two digits to
identify the year in the date field. This issue affects nearly all companies and
organizations and could cause computer applications and systems to fail or
create erroneous results to occur for any transaction with a date of January 1,
2000, or later.
    
 
   
     Many companies must undertake major projects to address the year 2000 issue
and each company's costs and uncertainties will depend on a number of factors,
including its software and hardware, and the nature of the industry. Companies
must also coordinate with other entities with which they electronically
interact, including suppliers, customers, creditors and other financial services
institutions.
    
 
   
     If a company does not successfully address its year 2000 issues it could
face material adverse consequences in the form of lawsuits against the company,
lost business, erroneous results and substantial operating problems after
January 1, 2000.
    
 
   
     KILICO has taken substantial steps over the last several years to ensure
that its systems will be compliant for the year 2000. Such steps have included
the replacement of older systems with new systems that are already compliant. In
1996, KILICO replaced its investment accounting system and in 1997 KILICO
replaced its general ledger and accounts payable system. KILICO has also ensured
that new systems developed to support new
    
                                       31
<PAGE>   35
 
   
product introductions in 1996 and 1997 are already year 2000 compliant. Data
processing expenses related solely to bringing KILICO's systems in compliance
with the year 2000 amounted to $88 thousand in 1997 and KILICO anticipates that
it will cost an additional $895 thousand to bring all remaining systems into
compliance. KILICO has also undertaken steps which require that all other
entities with which KILICO electronically interacts, including suppliers and
other financial services institutions, attest in writing to KILICO that their
systems are year 2000 compliant.
    
 
   
                                    EXPERTS
    
 
   
     The consolidated balance sheet of KILICO as of December 31, 1997 and the
related consolidated statements of operations, stockholder's equity, and cash
flows for the year ended December 31, 1997 have been included herein and in the
registration statement in reliance upon the report of Coopers & Lybrand L.L.P.,
independent certified public accountants, appearing elsewhere herein, and upon
the authority of said firm as experts in accounting and auditing. The
consolidated balance sheet of KILICO as of December 31, 1996 and the related
consolidated statements of operations, stockholder's equity, and cash flows for
the periods from January 4, 1996 to December 31, 1996 and for the year ended
December 31, 1995 have been included herein and in the registration statement in
reliance upon the report of KPMG Peat Marwick LLP, independent certified public
accountants, appearing elsewhere herein, and upon the authority of said firm as
experts in accounting and auditing. The report of KPMG Peat Marwick LLP covering
KILICO's financial statements referred to above contains an explanatory
paragraph that states as a result of the acquisition of its parent, Kemper
Corporation, the consolidated financial information for the period after the
acquisition is presented on a different cost basis than that for the period
before the acquisition and, therefore, is not comparable.
    
 
     Actuarial matters included in this Prospectus have been examined by Steven
D. Powell, FSA, as stated in the opinion filed as an exhibit to the registration
statement.
 
                             REGISTRATION STATEMENT
 
     A registration statement has been filed with the Securities and Exchange
Commission under the Securities Act of 1933, as amended, with respect to the
Policies. For further information concerning the Separate Account, KILICO and
the Policy, reference is made to the registration statement as amended with
exhibits. Copies of the registration statement are available from the Commission
upon payment of a fee.
 
                              FINANCIAL STATEMENTS
 
   
     No financial statements are included for the Separate Account. As of
December 31, 1997, the end of KILICO's most recent fiscal year, the Separate
Account had not yet commenced operations, had no assets or liabilities, and had
received no income or incurred any expense. The financial statements of KILICO
that are included should be considered only as bearing upon KILICO's ability to
meet its contractual obligations under the Policy. KILICO's financial statements
do not bear on the investment experience of the assets held in the Separate
Account. KILICO has not provided interim financial statements. There has been no
adverse material change in KILICO's financial position since the dates of the
audited financial statements.
    
 
   
                             CHANGE OF ACCOUNTANTS
    
 
   
     On September 12, 1997, Kemper Investors Life Insurance Company ("KILICO")
appointed the accounting firm of Coopers & Lybrand L.L.P. as independent
accountants for the year ended December 31, 1997 to replace KPMG Peat Marwick
LLP effective with such appointment. KILICO's Board of Directors approved the
selection of Coopers & Lybrand L.L.P. as the new independent accountants.
Management had not consulted with Coopers & Lybrand L.L.P. on any accounting,
auditing or reporting matter, prior to that time.
    
 
   
     During the two most recent fiscal years ended December 31, 1996, there have
been no disagreements with KPMG Peat Marwick LLP on any matter of accounting
principles or practices, financial statement disclosure or auditing scope or
procedure or any reportable events. KPMG Peat Marwick LLP's report on the
financial statements for the past two years contained no adverse opinion or
disclaimer of opinion and was not qualified or modified as to uncertainty, audit
scope or accounting principles.
    
 
   
     There were no disagreements with Coopers & Lybrand L.L.P. on accounting or
financial disclosures for the year ended December 31, 1997.
    
 
                                       32
<PAGE>   36
 
   
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
    
 
   
The Board of Directors and Stockholder's
    
   
Kemper Investors Life Insurance Company:
    
 
   
     We have audited the accompanying consolidated balance sheet of Kemper
Investors Life Insurance Company and subsidiaries as of December 31, 1997, and
the related consolidated statements of operations, stockholder's equity, and
cash flows for the year then ended. These consolidated financial statements are
the responsibility of the Company's management. Our responsibility is to express
an opinion on these consolidated financial statements based on our audit. The
financial statements of Kemper Investors Life Insurance Company and subsidiaries
for the period from January 4, 1996 to December 31, 1996 (post-acquisition
basis) and for the year ended December 31, 1995 (pre-acquisition basis), were
audited by other auditors, whose unqualified report, dated March 21, 1997,
included an explanatory paragraph that described the acquisition of Kemper
Investors Life Insurance Company as discussed in Note 1 to the financial
statements.
    
 
   
     We conducted our audit in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for our opinion.
    
 
   
     In our opinion, the consolidated financial statements referred to above
present fairly, in all material respects, the consolidated financial position of
Kemper Investors Life Insurance Company and subsidiaries as of December 31,
1997, and the results of their operations and their cash flows for the year then
ended in conformity with generally accepted accounting principles.
    
 
   
                            Coopers & Lybrand L.L.P.
    
 
   
Chicago, Illinois
    
   
March 18, 1998
    
 
                                       33
<PAGE>   37
 
   
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
    
 
   
The Board of Directors and Stockholder
    
   
Kemper Investors Life Insurance Company:
    
 
   
     We have audited the accompanying consolidated balance sheet of Kemper
Investors Life Insurance Company and subsidiaries as of December 31, 1996 and
the related consolidated statements of operations, stockholder's equity, and
cash flows for the period from January 4, 1996 to December 31, 1996
(post-acquisition), and for the year ended December 31, 1995 (pre-acquisition).
These consolidated financial statements are the responsibility of the Company's
management. Our responsibility is to express an opinion on these consolidated
financial statements based on our audits.
    
 
   
     We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
    
 
   
     In our opinion, the aforementioned post-acquisition consolidated financial
statements present fairly, in all material respects, the financial position of
Kemper Investors Life Insurance Company and subsidiaries as of December 31, 1996
and the results of their operations and their cash flows for the
post-acquisition period, in conformity with generally accepted accounting
principles. Also, in our opinion, the aforementioned pre-acquisition
consolidated financial statements present fairly, in all material respects, the
results of their operations and their cash flows for the pre-acquisition period,
in conformity with generally accepted accounting principles.
    
 
   
     As discussed in Note 1 to the consolidated financial statements, effective
January 4, 1996, an investor group as described in Note 1, acquired all of the
outstanding stock of Kemper Corporation, the parent of Kemper Investors Life
Insurance Company, in a business combination accounted for as a purchase. As a
result of the acquisition, the consolidated financial information for the
periods after the acquisition is presented on a different cost basis than that
for the periods before the acquisition and, therefore, is not comparable.
    
 
   
                                       KPMG PEAT MARWICK LLP
    
 
   
Chicago, Illinois
    
   
March 21, 1997
    
 
                                       34
<PAGE>   38
 
   
            KEMPER INVESTORS LIFE INSURANCE COMPANY AND SUBSIDIARIES
    
 
   
                          CONSOLIDATED BALANCE SHEETS
    
   
                       (in thousands, except share data)
    
 
   
<TABLE>
<CAPTION>
                                                              DECEMBER 31   DECEMBER 31
                                                                 1997          1996
                                                              -----------   -----------
<S>                                                           <C>           <C>
ASSETS
Fixed maturities, available for sale, at fair value
  (amortized cost: December 31, 1997, $3,644,075; December
  31, 1996, $3,929,650).....................................  $3,668,643    $3,866,431
Short-term investments......................................     236,057        71,696
Joint venture mortgage loans................................      72,663       110,971
Third-party mortgage loans..................................     102,974       106,585
Other real estate-related investments.......................      44,409        50,157
Policy loans................................................     282,439       288,302
Equity securities...........................................      24,839         9,910
Other invested assets.......................................      20,820        13,597
                                                              -----------   ----------
          Total investments.................................   4,452,844     4,517,649
Cash........................................................      23,868         2,776
Accrued investment income...................................     117,789       115,199
Goodwill....................................................     229,393       244,688
Value of business acquired..................................     138,482       189,639
Deferred insurance acquisition costs........................      59,459        26,811
Deferred income taxes.......................................      39,993            --
Reinsurance recoverable.....................................     382,609       427,165
Receivable on sales of securities...........................      20,076        32,569
Other assets and receivables................................       3,187        34,117
Assets held in separate accounts............................   5,121,950     2,127,247
                                                              -----------   ----------
          Total assets......................................  $10,589,650   $7,717,860
                                                              ===========   ==========
LIABILITIES
Future policy benefits......................................  $3,856,871    $4,256,521
Ceded future policy benefits................................     382,609       427,165
Benefits and funds payable..................................     150,524        36,142
Other accounts payable and liabilities......................     212,133        59,462
Deferred income taxes.......................................          --        60,362
Liabilities related to separate accounts....................   5,121,950     2,127,247
                                                              -----------   ----------
          Total liabilities.................................   9,724,087     6,966,899
                                                              -----------   ----------
Commitments and contingent liabilities
STOCKHOLDER'S EQUITY
Capital stock--$10 par value,
  authorized 300,000 shares; outstanding 250,000 shares.....       2,500         2,500
Additional paid-in capital..................................     806,538       761,538
Unrealized gain (loss) on investments.......................      12,637       (47,498)
Retained earnings...........................................      43,888        34,421
                                                              -----------   ----------
          Total stockholder's equity........................     865,563       750,961
                                                              -----------   ----------
          Total liabilities and stockholder's equity........  $10,589,650   $7,717,860
                                                              ===========   ==========
</TABLE>
    
 
   
See accompanying notes to consolidated financial statements.
    
 
                                       35
<PAGE>   39
 
   
            KEMPER INVESTORS LIFE INSURANCE COMPANY AND SUBSIDIARIES
    
 
   
                     CONSOLIDATED STATEMENTS OF OPERATIONS
    
   
                                 (in thousands)
    
 
   
<TABLE>
<CAPTION>
                                                                     YEAR ENDED DECEMBER 31
                                                             --------------------------------------
                                                                                     PREACQUISITION
                                                                                     --------------
                                                               1997         1996          1995
                                                               ----         ----          ----
<S>                                                          <C>          <C>        <C>
REVENUE
Net investment income......................................  $296,195     $299,688     $ 348,448
Realized investment gains (losses).........................    10,546       13,602      (318,700)
Premium income.............................................    22,239        7,822           236
Separate account fees and charges..........................    85,413       25,309        21,909
Other income...............................................    11,087        9,786        16,192
                                                             --------     --------     ---------
          Total revenue....................................   425,480      356,207        68,085
                                                             --------     --------     ---------
BENEFITS AND EXPENSES
Interest credited to policyholders.........................   199,782      223,094       237,984
Claims incurred and other policyholder benefits............    28,372       14,255         7,631
Taxes, licenses and fees...................................    52,608        2,173         6,912
Commissions................................................    32,602       25,962        24,881
Operating expenses.........................................    36,837       24,678        20,837
Deferral of insurance acquisition costs....................   (38,177)     (27,820)      (36,870)
Amortization of insurance acquisition costs................     3,204        2,316        14,423
Amortization of value of business acquired.................    24,948       21,530       --
Amortization of goodwill...................................    15,295       10,195       --
                                                             --------     --------     ---------
          Total benefits and expenses......................   355,471      296,383       275,798
                                                             --------     --------     ---------
Income (loss) before income tax expense (benefit)..........    70,009       59,824      (207,713)
Income tax expense (benefit)...............................    31,292       25,403       (74,664)
                                                             --------     --------     ---------
          Net income (loss)................................  $ 38,717     $ 34,421     $(133,049)
                                                             ========     ========     =========
</TABLE>
    
 
   
See accompanying notes to consolidated financial statements.
    
 
                                       36
<PAGE>   40
 
   
            KEMPER INVESTORS LIFE INSURANCE COMPANY AND SUBSIDIARIES
    
 
   
                CONSOLIDATED STATEMENTS OF STOCKHOLDER'S EQUITY
    
   
                                 (in thousands)
    
 
   
<TABLE>
<CAPTION>
                                                                                         PREACQUISITION
                                                                                         --------------
                                                DECEMBER 31   DECEMBER 31   JANUARY 4     DECEMBER 31
                                                   1997          1996         1996            1995
                                                -----------   -----------   ---------     -----------
<S>                                             <C>           <C>           <C>          <C>
CAPITAL STOCK, beginning and end of period....   $  2,500      $  2,500     $  2,500       $   2,500
                                                 --------      --------     --------       ---------
 
ADDITIONAL PAID-IN CAPITAL, beginning of
  period......................................    761,538       743,104      491,994         491,994
Capital contributions from parent.............     45,000        18,434        --            --
Adjustment to reflect purchase accounting
  method......................................     --            --          251,110         --
                                                 --------      --------     --------       ---------
          End of period.......................    806,538       761,538      743,104         491,994
                                                 --------      --------     --------       ---------
 
UNREALIZED GAIN (LOSS) ON INVESTMENTS,
  beginning of period.........................    (47,498)       --           68,502        (236,443)
Unrealized gain (loss) on revaluation of
  investments, net............................     60,135       (47,498)       --            304,945
Adjustment to reflect purchase accounting
  method......................................     --            --          (68,502)        --
                                                 --------      --------     --------       ---------
          End of period.......................     12,637       (47,498)       --             68,502
                                                 --------      --------     --------       ---------
 
RETAINED EARNINGS, beginning of period........     34,421        --           42,880         175,929
Net income (loss).............................     38,717        34,421        --           (133,049)
Dividends to parent...........................    (29,250)       --            --            --
Adjustment to reflect purchase accounting
  method......................................     --            --          (42,880)        --
                                                 --------      --------     --------       ---------
          End of period.......................     43,888        34,421        --             42,880
                                                 --------      --------     --------       ---------
 
          Total stockholder's equity..........   $865,563      $750,961     $745,604       $ 605,876
                                                 ========      ========     ========       =========
</TABLE>
    
 
   
See accompanying notes to consolidated financial statements.
    
 
                                       37
<PAGE>   41
 
   
            KEMPER INVESTORS LIFE INSURANCE COMPANY AND SUBSIDIARIES
    
   
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
    
   
                                 (in thousands)
    
 
   
<TABLE>
<CAPTION>
                                                                    YEAR ENDED DECEMBER 31
                                                         --------------------------------------------
                                                                                       PREACQUISITION
                                                                                       --------------
                                                           1997           1996              1995
                                                           ----           ----              ----
<S>                                                      <C>           <C>             <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net income (loss)....................................  $  38,717     $    34,421       $(133,049)
  Reconcilement of net income (loss) to net cash
     provided:
     Realized investment losses (gains)................    (10,546)        (13,602)        318,700
     Interest credited and other charges...............    198,206         230,298         237,984
     Deferred insurance acquisition costs..............    (34,973)        (25,504)        (22,447)
     Amortization of value of business acquired........     24,948          21,530         --
     Amortization of goodwill..........................     15,295          10,195         --
     Amortization of discount and premium on
       investments.....................................     17,866          25,743           4,586
     Deferred income taxes.............................    (99,370)           (897)         38,423
     Net change in current Federal income taxes........     97,386         108,806         (86,990)
     Benefits and premium taxes due related to separate
       account bank-owned life insurance...............    180,546         --              --
     Other, net........................................     17,168         (22,283)        (29,905)
                                                         ---------     -----------       ---------
          Net cash provided from operating
            activities.................................    445,243         368,707         327,302
                                                         ---------     -----------       ---------
CASH FLOWS FROM INVESTING ACTIVITIES
  Cash from investments sold or matured:
     Fixed maturities held to maturity.................    229,208         264,383         320,143
     Fixed maturities sold prior to maturity...........    633,872         891,995         297,637
     Mortgage loans, policy loans and other invested
       assets..........................................    131,866         168,727         450,573
  Cost of investments purchased or loans originated:
     Fixed maturities..................................   (606,028)     (1,369,091)       (549,867)
     Mortgage loans, policy loans and other invested
       assets..........................................    (76,350)       (119,044)       (131,966)
  Short-term investments, net..........................   (164,361)        300,819        (168,351)
  Net change in receivable and payable for securities
     transactions......................................     29,746         (31,667)         (1,397)
  Net reductions in other assets.......................        244             115           1,996
                                                         ---------     -----------       ---------
          Net cash provided by investing activities....    178,197         106,237         218,768
                                                         ---------     -----------       ---------
CASH FLOWS FROM FINANCING ACTIVITIES
  Policyholder account balances:
     Deposits..........................................    145,687         141,159         247,778
     Withdrawals.......................................   (745,510)       (700,084)       (755,917)
  Capital contributions from parent....................     45,000          18,434         --
  Dividends to parent..................................    (29,250)        --              --
  Other................................................    (18,275)         42,512         (35,309)
                                                         ---------     -----------       ---------
          Net cash used in financing activities........   (602,348)       (497,979)       (543,448)
                                                         ---------     -----------       ---------
               Net increase (decrease) in cash.........     21,092         (23,035)          2,622
CASH, beginning of period..............................      2,776          25,811          23,189
                                                         ---------     -----------       ---------
CASH, end of period....................................  $  23,868     $     2,776       $  25,811
                                                         =========     ===========       =========
</TABLE>
    
 
   
See accompanying notes to consolidated financial statements.
    
 
                                       38
<PAGE>   42
 
   
            KEMPER INVESTORS LIFE INSURANCE COMPANY AND SUBSIDIARIES
    
 
   
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
    
   
(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
    
 
   
BASIS OF PRESENTATION
    
 
   
     Kemper Investors Life Insurance Company and subsidiaries (the "Company")
issues fixed and variable annuity products, variable life, term life and
interest-sensitive life insurance products marketed primarily through a network
of financial institutions, securities brokerage firms, insurance agents and
financial planners. The Company is licensed in the District of Columbia and all
states except New York. The Company is a wholly-owned subsidiary of Kemper
Corporation ("Kemper"). On January 4, 1996, an investor group comprised of
Zurich Insurance Company ("Zurich"), Insurance Partners, L.P. ("IP") and
Insurance Partners Offshore (Bermuda), L.P. (together with IP, "Insurance
Partners") acquired all of the issued and outstanding common stock of Kemper. As
a result of that change in control, Zurich and Insurance Partners owned 80
percent and 20 percent, respectively, of Kemper and therefore the Company. On
February 27, 1998, Zurich acquired Insurance Partner's remaining 20 percent
interest for cash. As a result of this transaction, Kemper and the Company
became wholly-owned subsidiaries of Zurich.
    
 
   
     The financial statements include the accounts of the Company on a
consolidated basis. All significant intercompany balances and transactions have
been eliminated. Certain reclassifications have been made to the 1996 and 1995
consolidated financial statements in order for them to conform to the 1997
presentation.
    
 
   
PURCHASE ACCOUNTING METHOD
    
 
   
     The acquisition of the Company on January 4, 1996, was accounted for using
the purchase method of accounting. The consolidated financial statements of the
Company prior to January 4, 1996, were prepared on a historical cost basis in
accordance with generally accepted accounting principles. The accompanying
financial statements and notes thereto prepared prior to January 4, 1996 have
been labeled "preacquisition". The accompanying consolidated financial
statements of the Company as of January 4, 1996 (the acquisition date) and as of
and for the years ended December 31, 1996 and 1997, have been prepared in
conformity with the purchase method of accounting. The Company has presented
January 4, 1996 (the acquisition date), as the opening purchase accounting
balance sheet where appropriate for comparative purposes throughout the
accompanying financial statements and notes thereto.
    
 
   
     Under purchase accounting, the Company's assets and liabilities have been
marked to their relative fair values as of the acquisition date. The difference
between the cost of acquiring the Company and the net fair values of the
Company's assets and liabilities as of the acquisition date has been recorded as
goodwill. The allocated cost of acquiring the Company was $745.6 million and the
acquisition resulted in goodwill of $254.9 million as of January 4, 1996. The
Company began to amortize goodwill during 1996 on a straight-line basis over
twenty-five years. In December of 1997, the Company changed its amortization
period to twenty years in order to conform to Zurich's accounting practices and
policies. As a result of the change in amortization periods, the Company
recorded an increase in goodwill amortization expense of $5.1 million during
1997.
    
 
   
     The Company reviews goodwill to determine if events or changes in
circumstances may have affected the recoverability of the outstanding goodwill
as of each reporting period. In the event that the Company determines that
goodwill is not recoverable, it would amortize such amounts as additional
goodwill expense in the accompanying financial statements. As of December 31,
1997, the Company believes that no such adjustment is necessary.
    
 
   
     Purchase accounting adjustments primarily affected the recorded historical
values of fixed maturities, mortgage loans, other invested assets, deferred
insurance acquisition costs, future policy benefits and deferred income taxes.
    
 
   
     Deferred insurance acquisition costs, and the related amortization thereof,
for policies sold prior to January 4, 1996, have been replaced by the value of
business acquired.
    
 
   
     The value of business acquired reflects the estimated fair value of the
Company's life insurance business in force and represents the portion of the
cost to acquire the Company that is allocated to the value of the right to
receive future cash flows from insurance contracts existing at the date of
acquisition. Such value is the present value of the actuarially determined
projected cash flows for the acquired policies.
    
 
   
     A 15 percent discount rate was used to determine such value and represents
the rate of return required by Zurich and Insurance Partners to invest in the
business being acquired. In selecting the rate of return used to value
    
                                       39
<PAGE>   43
   
            KEMPER INVESTORS LIFE INSURANCE COMPANY AND SUBSIDIARIES
    
 
   
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
    
 
   
(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
    
   
the policies purchased, the Company considered the magnitude of the risks
associated with each of the actuarial assumptions used in determining expected
future cash flows, the cost of capital available to fund the acquisition, the
perceived likelihood of changes in insurance regulations and tax laws, the
complexity of the Company's business, and the prices paid (i.e., discount rates
used in determining other life insurance company valuations) on similar blocks
of business sold in recent periods.
    
 
   
     The value of the business acquired is amortized over the estimated contract
life of the business acquired in relation to the present value of estimated
gross profits using current assumptions based on an interest rate equal to the
liability or contract rate on the value of business acquired. The estimated
amortization and accretion of interest for the value of business acquired for
each of the years through December 31, 2002 are as follows:
    
 
   
<TABLE>
<CAPTION>
                                                                                                 PROJECTED
                   (IN THOUSANDS)                      BEGINNING                  ACCRETION OF    ENDING
               YEAR ENDED DECEMBER 31                   BALANCE    AMORTIZATION     INTEREST      BALANCE
               ----------------------                  ---------   ------------   ------------   ---------
<S>                                                    <C>         <C>            <C>            <C>
1996 (actual).......................................   $190,222      $(31,427)       $9,897      $168,692
1997 (actual).......................................    168,692       (34,906)        9,958       143,744
1998................................................    143,744       (25,633)        8,933       127,044
1999................................................    127,044       (23,701)        7,873       111,216
2000................................................    111,216       (21,668)        6,876        96,424
2001................................................     96,424       (19,122)        5,973        83,275
2002................................................     83,275       (17,835)        5,134        70,574
</TABLE>
    
 
   
     The projected ending balance of the value of business acquired will be
further adjusted to reflect the impact of unrealized gains or losses on fixed
maturities held as available for sale in the investment portfolio. Such
adjustments are not recorded in the Company's net income but rather are recorded
as a credit or charge to stockholder's equity, net of income tax. As of December
31, 1997 and 1996, this adjustment increased (decreased) the value of business
acquired by $(5.3) million and $20.9 million, respectively, and stockholder's
equity by approximately $(3.4) million and $13.6 million, respectively.
    
 
   
ESTIMATES
    
 
   
     The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that could affect the reported amounts of assets and liabilities as
well as the disclosure of contingent assets or liabilities at the date of the
financial statements. As a result, actual results reported as revenue and
expenses could differ from the estimates reported in the accompanying financial
statements. As further discussed in the accompanying notes to the consolidated
financial statements, significant estimates and assumptions affect deferred
insurance acquisition costs, the value of business acquired, provisions for real
estate-related losses and reserves, other-than-temporary declines in values for
fixed maturities, the valuation allowance for deferred income taxes and the
calculation of fair value disclosures for certain financial instruments.
    
 
   
LIFE INSURANCE REVENUE AND EXPENSES
    
 
   
     Revenue for annuities, variable life insurance and interest-sensitive life
insurance products consists of investment income, and policy charges such as
mortality, expense and surrender charges and expense loads for premium taxes on
certain contracts. Expenses consist of benefits and interest credited to
contracts, policy maintenance costs and amortization of deferred insurance
acquisition costs. Also reflected in fees and other income is a ceding
commission experience adjustment received in 1995 as a result of certain
reinsurance transactions entered into by the Company during 1992. (See note
captioned "Reinsurance".)
    
 
   
     Premiums for term life policies are reported as earned when due. Profits
for such policies are recognized over the duration of the insurance policies by
matching benefits and expenses to premium income.
    
 
                                       40
<PAGE>   44
   
            KEMPER INVESTORS LIFE INSURANCE COMPANY AND SUBSIDIARIES
    
 
   
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
    
 
   
(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
    
   
DEFERRED INSURANCE ACQUISITION COSTS
    
 
   
     The costs of acquiring new business, principally commission expense and
certain policy issuance and underwriting expenses, have been deferred to the
extent they are recoverable from estimated future gross profits on the related
contracts and policies. The deferred insurance acquisition costs for annuities,
separate account business and interest-sensitive life insurance products are
being amortized over the estimated contract life in relation to the present
value of estimated gross profits. Deferred insurance acquisition costs related
to such interest-sensitive products also reflect the estimated impact of
unrealized gains or losses on fixed maturities held as available for sale in the
investment portfolio, through a credit or charge to stockholder's equity, net of
income tax. The deferred insurance acquisition costs for term-life insurance
products are being amortized over the premium paying period of the policies.
    
 
   
FUTURE POLICY BENEFITS
    
 
   
     Liabilities for future policy benefits related to annuities and
interest-sensitive life contracts reflect net premiums received plus interest
credited during the contract accumulation period and the present value of future
payments for contracts that have annuitized. Current interest rates credited
during the contract accumulation period range from 3.0 percent to 7.3 percent.
Future minimum guaranteed interest rates vary from 3.0 percent to 4.0 percent.
For contracts that have annuitized, interest rates used in determining the
present value of future payments range principally from 3.0 percent to 12.0
percent.
    
 
   
     Liabilities for future term life policy benefits have been computed
principally by a net level premium method. Anticipated rates of mortality are
based on the 1975-1980 Select and Ultimate Table modified by Company experience,
including withdrawals. Estimated future investment yields are a level 7 percent
for reinsurance assumed and for direct business, 8 percent for three years; 7
percent for year four; and 6 percent thereafter.
    
 
   
INVESTED ASSETS AND RELATED INCOME
    
 
   
     Investments in fixed maturities and equity securities are carried at fair
value. Short-term investments are carried at cost, which approximates fair
value. (See note captioned "Fair Value of Financial Instruments".)
    
 
   
     The amortized cost of fixed maturities is adjusted for amortization of
premiums and accretion of discounts to maturity, or in the case of
mortgage-backed and asset-backed securities, over the estimated life of the
security. Such amortization is included in net investment income. Amortization
of the discount or premium from mortgage-backed and asset-backed securities is
recognized using a level effective yield method which considers the estimated
timing and amount of prepayments of the underlying loans and is adjusted to
reflect differences which arise between the prepayments originally anticipated
and the actual prepayments received and currently anticipated. To the extent
that the estimated lives of such securities change as a result of changes in
prepayment rates, the adjustment is also included in net investment income. The
Company does not accrue interest income on fixed maturities deemed to be
impaired on an other-than-temporary basis, or on mortgage loans and other real
estate loans where the likelihood of collection of interest is doubtful.
    
 
   
     Mortgage loans are carried at their unpaid balance, net of unamortized
discount and any applicable reserves or write-downs. Other real estate-related
investments net of any applicable reserve and write-downs include notes
receivable from real estate ventures; investments in real estate ventures,
adjusted for the equity in the operating income or loss of such ventures; and
real estate owned carried at fair value.
    
 
   
     Real estate reserves are established when declines in collateral values,
estimated in light of current economic conditions and calculated in conformity
with Statement of Financial Accounting Standards ("SFAS") 114, ACCOUNTING BY
CREDITORS FOR IMPAIRMENT OF A LOAN, indicate a likelihood of loss. At year-end
1995, reflecting the Company's change in strategy with respect to its real
estate portfolio, and the disposition thereof, and on January 4, 1996,
reflecting the acquisition of the Company, real estate-related investments were
valued using an estimate of the investments observable market price, net of
estimated costs to sell.
    
 
   
     Under purchase accounting, the market value of the Company's policy loans
and other invested assets consisting primarily of venture capital investments
and a leveraged lease, became the Company's new cost basis in such investments.
Investments in policy loans and other invested assets after January 4, 1996 are
carried at cost.
    
 
                                       41
<PAGE>   45
   
            KEMPER INVESTORS LIFE INSURANCE COMPANY AND SUBSIDIARIES
    
 
   
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
    
 
   
(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
    
   
     Realized gains or losses on sales of investments, determined on the basis
of identifiable cost on the disposition of the respective investment,
recognition of other-than-temporary declines in value and changes in real
estate-related reserves and write-downs are included in revenue. Net unrealized
gains or losses on revaluation of investments are credited or charged to
stockholder's equity. Such unrealized gains are recorded net of deferred income
tax expense, while unrealized losses are not tax benefitted.
    
 
   
SEPARATE ACCOUNT BUSINESS
    
 
   
     The assets and liabilities of the separate accounts represent segregated
funds administered and invested by the Company for purposes of funding variable
annuity and variable life insurance contracts for the exclusive benefit of
variable annuity and variable life insurance contract holders. The Company
receives administrative fees from the separate account and retains varying
amounts of withdrawal charges to cover expenses in the event of early
withdrawals by contract holders. The assets and liabilities of the separate
accounts are carried at fair value.
    
 
   
INCOME TAX
    
 
   
     The operations of the Company prior to January 4, 1996 have been included
in the consolidated Federal income tax return of Kemper. Income taxes receivable
or payable have been determined on a separate return basis, and payments have
been received from or remitted to Kemper pursuant to a tax allocation
arrangement between Kemper and its subsidiaries, including the Company. The
Company generally had received a tax benefit for losses to the extent such
losses can be utilized in Kemper's consolidated Federal tax return. Subsequent
to January 4, 1996, the Company and its subsidiaries file separate Federal
income tax returns.
    
 
   
     Deferred taxes are provided on the temporary differences between the tax
and financial statement basis of assets and liabilities.
    
 
   
(2) CASH FLOW INFORMATION
    
 
   
     The Company defines cash as cash in banks and money market accounts.
Federal income tax refunded by Kemper under the tax allocation arrangement for
the period from January 1, 1996 to January 4, 1996 and for the years ended
December 31, 1995 amounted to $108.8 million and $25.2 million, respectively.
The Company paid Federal income taxes of $29.0 million and $28.1 million
directly to the United States Treasury Department during 1997 and 1996,
respectively.
    
 
                                       42
<PAGE>   46
   
            KEMPER INVESTORS LIFE INSURANCE COMPANY AND SUBSIDIARIES
    
 
   
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
    
 
   
(3) INVESTED ASSETS AND RELATED INCOME
    
 
   
     The Company is carrying its fixed maturity investment portfolio at
estimated fair value as fixed maturities are considered available for sale. The
carrying value (estimated fair value) of fixed maturities compared with
amortized cost, adjusted for other-than-temporary declines in value, were as
follows:
    
 
   
<TABLE>
<CAPTION>
                                                                                  ESTIMATED UNREALIZED
                                                         CARRYING    AMORTIZED    --------------------
                                                          VALUE         COST       GAINS      LOSSES
                    (in thousands)                       --------    ---------     -----      ------
<S>                                                     <C>          <C>          <C>        <C>
DECEMBER 31, 1997
U.S. treasury securities and obligations of U.S.
  government agencies and authorities.................  $    6,258   $    6,298   $     4    $    (44)
Obligations of states and political subdivisions,
  special revenue and nonguaranteed...................      29,330       29,308       160        (138)
Debt securities issued by foreign governments.........      92,563       92,722       188        (347)
Corporate securities..................................   1,861,655    1,846,588    24,733      (9,666)
Mortgage and asset-backed securities..................   1,678,837    1,669,159    10,035        (357)
                                                        ----------   ----------   -------    --------
       Total fixed maturities.........................  $3,668,643   $3,644,075   $35,120    $(10,552)
                                                        ==========   ==========   =======    ========
 
DECEMBER 31, 1996
U.S. treasury securities and obligations of U.S.
  government agencies and authorities.................  $   92,238   $   93,202   $    --    $   (964)
Obligations of states and political subdivisions,
  special revenue and nonguaranteed...................      30,853       31,519        --        (666)
Debt securities issued by foreign governments.........     105,394      108,456       504      (3,566)
Corporate securities..................................   1,896,615    1,935,511     5,918     (44,814)
Mortgage and asset-backed securities..................   1,741,331    1,760,962     1,990     (21,621)
                                                        ----------   ----------   -------    --------
       Total fixed maturities.........................  $3,866,431   $3,929,650   $ 8,412    $(71,631)
                                                        ==========   ==========   =======    ========
</TABLE>
    
 
   
     Upon default or indication of potential default by an issuer of fixed
maturity securities, the Company-owned issue(s) of such issuer would be placed
on nonaccrual status and, since declines in fair value would no longer be
considered by the Company to be temporary, would be analyzed for possible
write-down. Any such issue would be written down to its net realizable value
during the fiscal quarter in which the impairment was determined to have become
other than temporary. Thereafter, each issue on nonaccrual status is regularly
reviewed, and additional write-downs may be taken in light of later
developments.
    
 
   
     The Company's computation of net realizable value involves judgments and
estimates, so such value should be used with care. Such value determination
considers such factors as the existence and value of any collateral security;
the capital structure of the issuer; the level of actual and expected market
interest rates; where the issue ranks in comparison with other debt of the
issuer; the economic and competitive environment of the issuer and its business;
the Company's view on the likelihood of success of any proposed issuer
restructuring plan; and the timing, type and amount of any restructured
securities that the Company anticipates it will receive.
    
 
   
     The Company's $220.0 million real estate portfolio at December 31, 1997
consists of joint venture and third-party mortgage loans and other real
estate-related investments. At December 31, 1997 and 1996, total impaired real
estate-related loans were as follows:
    
 
   
<TABLE>
<CAPTION>
                                                                DECEMBER 31     DECEMBER 31
                                                                    1997            1996
                       (in millions)                            -----------     -----------
<S>                                                             <C>             <C>
Impaired loans without reserves--gross......................       $39.3           $39.8
Impaired loans with reserves--gross.........................         2.2             7.6
                                                                   -----           -----
       Total gross impaired loans...........................        41.5            47.4
Reserves related to impaired loans..........................        (2.1)           (4.4)
                                                                   -----           -----
       Net impaired loans...................................       $39.4           $43.0
                                                                   =====           =====
</TABLE>
    
 
                                       43
<PAGE>   47
   
            KEMPER INVESTORS LIFE INSURANCE COMPANY AND SUBSIDIARIES
    
 
   
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
    
 
   
(3) INVESTED ASSETS AND RELATED INCOME (CONTINUED)
    
   
     Impaired loans without reserves include loans in which the deficit in
equity investments in real estate-related investments is considered in
determining reserves and write-downs. At December 31, 1997 and 1996, the
Company's deficit in equity investments considered in determining reserves and
write-downs amounted to $0 and $5.9 million, respectively. The Company had an
average balance of $45.2 million and $30.8 million in impaired loans for 1997
and 1996, respectively. Cash payments received on impaired loans are generally
applied to reduce the outstanding loan balance.
    
 
   
     At December 31, 1997 and December 31, 1996, loans on nonaccrual status,
before reserves and write-downs, amounted to $47.4 million and $43.5 million,
respectively. The Company's nonaccrual loans are generally included in impaired
loans.
    
 
   
     At December 31, 1997, securities carried at approximately $6.3 million were
on deposit with governmental agencies as required by law.
    
 
   
     Proceeds from sales of investments in fixed maturities prior to maturity
were $633.9 million, $892.0 million and $297.6 million during 1997, 1996 and
1995, respectively. Gross gains of $3.1 million, $9.9 million and $21.2 million
and gross losses of $13.7 million, $16.2 million and $11.9 million were realized
on sales and write-downs of fixed maturities in 1997, 1996 and 1995,
respectively.
    
 
   
     The carrying value and amortized cost of fixed maturity investments, by
contractual maturity at December 31, 1997, are shown below. Actual maturities
will differ from contractual maturities because borrowers may have the right to
call or prepay obligations with or without call or prepayment penalties and
because mortgage-backed and asset-backed securities provide for periodic
payments throughout their life.
    
 
   
<TABLE>
<CAPTION>
                                                                 CARRYING     AMORTIZED
                                                                  VALUE       COST VALUE
                       (in thousands)                            --------     ----------
<S>                                                             <C>           <C>
One year or less............................................    $   47,724    $   47,797
Over one year through five..................................       649,279       648,291
Over five years through ten.................................       988,849       984,495
Over ten years..............................................       303,954       294,333
Securities not due at a single maturity date, primarily
  mortgage and asset-backed securities(1)...................     1,678,837     1,669,159
                                                                ----------    ----------
       Total fixed maturities...............................    $3,668,643    $3,644,075
                                                                ==========    ==========
</TABLE>
    
 
- ---------------
   
(1) Weighted average maturity of 3.8 years.
    
 
   
     The sources of net investment income were as follows:
    
 
   
<TABLE>
<CAPTION>
                                                                                             PREACQUISITION
                                                                                             --------------
                                                                 1997           1996              1995
                      (in thousands)                           --------       --------       --------------
<S>                                                            <C>            <C>            <C>
Interest and dividends on fixed maturities.................    $250,170       $250,683          $269,934
Dividends on equity securities.............................       2,123            646               681
Income from short-term investments.........................       4,128          9,130            13,159
Income from mortgage loans.................................      16,283         20,257            40,494
Income from policy loans...................................      20,549         20,700            19,658
Income from other real estate-related investments..........       6,631          4,917            15,565
Income from other loans and investments....................       2,045          2,480             1,555
                                                               --------       --------          --------
       Total investment income.............................     301,929        308,813           361,046
Investment expense.........................................      (5,734)        (9,125)          (12,598)
                                                               --------       --------          --------
       Net investment income...............................    $296,195       $299,688          $348,448
                                                               ========       ========          ========
</TABLE>
    
 
                                       44
<PAGE>   48
   
            KEMPER INVESTORS LIFE INSURANCE COMPANY AND SUBSIDIARIES
    
 
   
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
    
 
   
(3) INVESTED ASSETS AND RELATED INCOME (CONTINUED)
    
   
     Realized gains (losses) for the years ended December 31, 1997, 1996 and
1995, were as follows:
    
 
   
<TABLE>
<CAPTION>
                                                                           REALIZED GAINS (LOSSES)
                                                               -----------------------------------------------
                                                                                                PREACQUISITION
                                                                                                --------------
                                                                 1997            1996                1995
                      (in thousands)                           --------         -------         --------------
<S>                                                            <C>              <C>             <C>
Real estate-related........................................    $ 19,758         $17,462           $(325,611)
Fixed maturities...........................................     (10,656)         (6,344)              9,336
Equity securities..........................................         914           --                   (346)
Other......................................................         530           2,484              (2,079)
                                                               --------         -------           ---------
  Realized investment gains (losses) before income tax
     expense (benefit).....................................      10,546          13,602            (318,700)
Income tax expense (benefit)...............................       3,691           4,761            (111,545)
                                                               --------         -------           ---------
  Net realized investment gains (losses)...................    $  6,855         $ 8,841           $(207,155)
                                                               ========         =======           =========
</TABLE>
    
 
   
     Unrealized gains (losses) are computed below as follows: fixed
maturities--the difference between fair value and amortized cost, adjusted for
other-than-temporary declines in value; equity securities and other--the
difference between fair value and cost. The change in unrealized investment
gains (losses) by class of investment for the years ended December 31, 1997,
1996 and 1995 were as follows:
    
 
   
<TABLE>
<CAPTION>
                                                                  CHANGE IN UNREALIZED GAINS (LOSSES)
                                                       ---------------------------------------------------------
                                                                                                  PREACQUISITION
                                                                                                  --------------
                                                       DECEMBER 31    DECEMBER 31    JANUARY 4     DECEMBER 31
                                                           1997           1996          1996           1995
                   (in thousands)                      ------------   ------------   ----------   --------------
<S>                                                    <C>            <C>            <C>          <C>
Fixed maturities.....................................    $ 87,787       $(63,219)        $           $351,964
Equity and other securities..........................        (103)         1,256         --               180
Adjustment to deferred insurance acquisition costs...      (2,325)         1,307         --           (14,277)
Adjustment to value of business acquired.............     (26,209)        20,947         --           --
                                                         --------       --------         --          --------
  Unrealized gain (loss) before income tax expense...      59,150        (39,709)        --           337,867
Income tax expense (benefit).........................        (985)         7,789         --            32,922
                                                         --------       --------         --          --------
       Net unrealized gain (loss) on investments.....    $ 60,135       $(47,498)        $--         $304,945
                                                         ========       ========         ==          ========
</TABLE>
    
 
   
(4) UNCONSOLIDATED INVESTEES
    
 
   
     At December 31, 1997 and 1996 the Company, along with other Kemper
subsidiaries, directly held partnership interests in a number of real estate
joint ventures. The Company's direct and indirect real estate joint venture
investments are accounted for utilizing the equity method, with the Company
recording its share of the operating results of the respective partnerships. The
Company, as an equity owner, has the ability to fund, and historically has
elected to fund, operating requirements of certain of the joint ventures.
Consolidation accounting methods are not utilized as the Company, in most
instances, does not own more than 50 percent in the aggregate, and in any event,
major decisions of the partnership must be made jointly by all partners.
    
 
   
     As of December 31, 1997 and December 31, 1996, the Company's net equity
investment in unconsolidated investees amounted to $19.3 million and $11.7
million, respectively. The Company's share of net income related to such
unconsolidated investees amounted to $835 thousand and $223 thousand in 1997 and
1996, respectively, and a net loss of $453 thousand in 1995.
    
 
   
(5) CONCENTRATION OF CREDIT RISK
    
 
   
     The Company generally strives to maintain a diversified invested asset
portfolio; however, certain concentrations of credit risk exist in mortgage and
asset-backed securities and real estate.
    
 
   
     Approximately 35.1 percent of the Company's investment-grade fixed
maturities at December 31, 1997 were mortgage-backed securities, down from 36.4
percent at December 31, 1996, due to sales and paydowns during
    
 
                                       45
<PAGE>   49
   
            KEMPER INVESTORS LIFE INSURANCE COMPANY AND SUBSIDIARIES
    
 
   
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
    
 
   
(5) CONCENTRATION OF CREDIT RISK (CONTINUED)
    
   
1997. These investments consist primarily of marketable mortgage pass-through
securities issued by the Government National Mortgage Association, the Federal
National Mortgage Association or the Federal Home Loan Mortgage Corporation and
other investment-grade securities collateralized by mortgage pass-through
securities issued by these entities. The Company has not made any investments in
interest-only or other similarly volatile tranches of mortgage-backed
securities. The Company's mortgage-backed investments are generally AAA credit
quality.
    
 
   
     Approximately 10.8 percent and 8.8 percent of the Company's
investment-grade fixed maturities at December 31, 1997 and 1996, respectively,
consisted of corporate asset-backed securities. The majority of the Company's
investments in asset-backed securities were backed by home equity loans (27.7%),
auto loans (22.3%), manufactured housing loans (17.2%), equipment loans (13.7%),
and commercial mortgage backed securities (10.7%).
    
 
   
     The Company's real estate portfolio is distributed by geographic location
and property type, as shown in the following two tables:
    
 
   
GEOGRAPHIC DISTRIBUTION AS OF DECEMBER 31, 1997
    
 
   
<TABLE>
<S>                                <C>
California.......................   38.2%
Hawaii...........................   14.2
Colorado.........................    9.8
Oregon...........................    9.2
Washington.......................    9.1
Florida..........................    6.4
Texas............................    5.1
Michigan.........................    3.7
Ohio.............................    3.3
Illinois.........................    1.0
                                   -----
          Total..................  100.0%
                                   =====
</TABLE>
    
 
   
DISTRIBUTION BY PROPERTY TYPE AS OF DECEMBER 31, 1997
    
 
   
<TABLE>
<S>                                <C>
Hotel............................   41.3%
Land.............................   28.2
Residential......................   13.1
Retail...........................    3.3
Office...........................    3.1
Industrial.......................     .9
Other............................   10.1
                                   -----
          Total..................  100.0%
                                   =====
</TABLE>
    
 
   
     Undeveloped land represented approximately 28.2 percent of the Company's
real estate portfolio at December 31, 1997. To maximize the value of certain
land and other projects, additional development has been proceeding or has been
planned. Such development of existing projects would continue to require
funding, either from the Company or third parties. In the present real estate
markets, third-party financing can require credit enhancing arrangements (e.g.,
standby financing arrangements and loan commitments) from the Company. The
values of development projects are dependent on a number of factors, including
Kemper's and the Company's plans with respect thereto, obtaining necessary
construction and zoning permits and market demand for the permitted use of the
property. The values of certain development projects have been written down as
of December 31, 1995, reflecting changes in plans in connection with the
Zurich-led acquisition of Kemper. There can be no assurance that such permits
will be obtained as planned or at all, nor that such expenditures will occur as
scheduled, nor that Kemper's and the Company's plans with respect to such
projects may not change substantially.
    
 
   
     Approximately half of the Company's real estate mortgage loans are on
properties or projects where the Company, Kemper, or their affiliates have taken
ownership positions in joint ventures with a small number of partners. (See note
captioned "Unconsolidated Investees".)
    
 
   
     At December 31, 1997, loans to and investments in joint ventures in which
Patrick M. Nesbitt or his affiliates ("Nesbitt"), a third-party real estate
developer, have ownership interests constituted approximately $88.2 million, or
40.1 percent, of the Company's real estate portfolio. The Nesbitt ventures
consist of nine hotel properties and two office buildings. At December 31, 1997,
the Company did not have any Nesbitt-related off-balance-sheet legal funding
commitments outstanding.
    
 
   
     At December 31, 1997, loans to a master limited partnership (the "MLP")
between subsidiaries of Kemper and subsidiaries of Lumbermens Mutual Casualty
Company ("Lumbermens"), a former affiliate, constituted approximately $60.5
million, or 27.5 percent, of the Company's real estate portfolio. Kemper's
interest is
    
 
                                       46
<PAGE>   50
   
            KEMPER INVESTORS LIFE INSURANCE COMPANY AND SUBSIDIARIES
    
 
   
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
    
 
   
75 percent at December 31, 1997. At December 31, 1997, MLP-related commitments
accounted for approximately $7.4 million of the Company's off-balance-sheet
legal commitments, which the Company expects to fund.
    
 
   
     At December 31, 1997, the Company no longer had any outstanding loans or
investments in projects with the Prime Group, Inc. or its affiliates, as all
such investments have been sold or written-down to zero. However, the Company
continues to have Prime Group-related commitments, which accounted for $25.7
million of the Company's off-balance-sheet legal commitments at December 31,
1997. The Company does not expect to fund any of these commitments.
    
 
   
(6) INCOME TAXES
    
 
   
     Income tax expense (benefit) was as follows for the years ended December
31, 1997, 1996 and 1995:
    
 
   
<TABLE>
<CAPTION>
                                                                                    PREACQUISITION
                                                                                    --------------
                                                           1997         1996             1995
                    (in thousands)                       --------      -------      --------------
<S>                                                      <C>           <C>          <C>
Current................................................  $130,662      $26,300        $(113,087)
Deferred...............................................   (99,370)        (897)          38,423
                                                         --------      -------        ---------
          Total........................................  $ 31,292      $25,403        $ (74,664)
                                                         ========      =======        =========
</TABLE>
    
 
   
     Included in the 1995 current tax benefit is the recognition of a net
operating loss carryover at December 31, 1995 which was utilized against taxable
income on Kemper's consolidated short-period Federal income tax return for the
January 1 through January 4, 1996 tax year. Beginning January 5, 1996, the
Company and its subsidiaries each filed a stand alone Federal income tax return.
Previously, the Company had filed a consolidated Federal income tax return with
Kemper. In 1996, the Company and Kemper settled all outstanding balances under
the tax allocation agreement.
    
 
   
     The actual income tax expense (benefit) for 1997, 1996 and 1995 differed
from the "expected" tax expense (benefit) for those years as displayed below.
"Expected" tax expense (benefit) was computed by applying the U.S. Federal
corporate tax rate of 35 percent in 1997, 1996, and 1995 to income (loss) before
income tax expense (benefit).
    
 
   
<TABLE>
<CAPTION>
                                                                                    PREACQUISITION
                                                                                    --------------
                                                           1997         1996             1995
                     (in thousands)                       -------      -------      --------------
<S>                                                       <C>          <C>          <C>
Computed expected tax expense (benefit).................  $24,503      $20,938         $(72,700)
Difference between "expected" and actual tax expense
  (benefit):
  State taxes...........................................    1,801          913           (1,370)
  Amortization of goodwill..............................    5,353        3,568          --
  Foreign tax credit....................................     (278)       --                (183)
  Other, net............................................      (87)         (16)            (411)
                                                          -------      -------         --------
          Total actual tax expense (benefit)............  $31,292      $25,403         $(74,664)
                                                          =======      =======         ========
</TABLE>
    
 
   
     Deferred tax assets and liabilities are generally determined based on the
difference between the financial statement and tax basis of assets and
liabilities using enacted tax rates in effect for the year in which the
differences are expected to reverse. The Company only records deferred tax
assets if future realization of the tax benefit is more likely than not, with a
valuation allowance recorded for the portion that is not likely to be realized.
The valuation allowance is subject to future adjustments based upon, among other
items, the Company's estimates of future operating earnings and capital gains.
    
 
   
     The Company has established a valuation allowance to reduce the deferred
Federal tax asset related to real estate and other investments to the amount
that, based upon available evidence, is, in management's judgment, more likely
than not to be realized. Any reversals of the valuation allowance are contingent
upon the recognition of future capital gains in the Company's Federal income tax
return or a change in circumstances which causes the recognition of the benefits
to become more likely than not. The change in the valuation allowance is related
solely to the change in the net deferred Federal tax asset or liability from
unrealized gains or losses on investments.
    
 
                                       47
<PAGE>   51
   
            KEMPER INVESTORS LIFE INSURANCE COMPANY AND SUBSIDIARIES
    
 
   
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
    
 
   
(6) INCOME TAXES (CONTINUED)
    
   
     The tax effects of temporary differences that give rise to significant
portions of the Company's net deferred Federal tax asset or liability were as
follows:
    
 
   
<TABLE>
<CAPTION>
                                                              DECEMBER 31    DECEMBER 31     JANUARY 4
                                                                 1997            1996          1996
                       (in thousands)                         -----------    -----------     ---------
<S>                                                           <C>            <C>             <C>
Deferred Federal tax assets:
  Deferred insurance acquisition costs......................   $ 75,522        $  4,520      $  --
  Unrealized losses on investments..........................     --              16,624         --
  Life policy reserves......................................     43,337          46,452        46,654
  Unearned revenue..........................................     37,243          --             --
  Real estate-related.......................................     13,400          20,642        27,736
  Other investment-related..................................      3,298           5,409         1,773
  Other.....................................................      4,371           3,639         9,750
                                                               --------        --------      --------
     Total deferred Federal tax assets......................    177,171          97,286        85,913
  Valuation allowance.......................................    (15,201)        (31,825)      (15,201)
                                                               --------        --------      --------
     Total deferred Federal tax assets after valuation
       allowance............................................    161,970          65,461        70,712
                                                               --------        --------      --------
Deferred Federal tax liabilities:
  Value of business acquired................................     48,469          66,373        66,578
  Deferred insurance acquisition costs......................     20,811           9,384         --
  Depreciation and amortization.............................     20,201          15,473        15,490
  Other investment-related..................................     18,774          28,855        37,919
  Unrealized gains on investments...........................      9,002          --             --
  Other.....................................................      4,720           5,738         4,197
                                                               --------        --------      --------
     Total deferred Federal tax liabilities.................    121,977         125,823       124,184
                                                               --------        --------      --------
Net deferred Federal tax assets (liabilities)...............   $ 39,993        $(60,362)     $(53,472)
                                                               ========        ========      ========
</TABLE>
    
 
   
     The net deferred tax assets relate primarily to unearned revenue and the
tax on deferred insurance acquisition costs ("DAC Tax") associated with $2.7
billion of new 1997 sales from a non-registered individual and group variable
bank-owned life insurance contract ("BOLI"). As a result of proposed tax law
changes, as more fully discussed below, the level of DAC Tax experienced in 1997
is not anticipated to occur in future periods and it is expected that the
Company will return to its normalized earnings patterns in 1998. Management
believes that it is more likely, than not, that the results of future operations
will generate sufficient taxable income over the ten year amortization period of
the unearned revenue and DAC Tax to realize such deferred tax assets.
    
 
   
     In early 1998, the Clinton Administration's Fiscal Year 1998 Budget
("Budget") was released and contained certain proposals to change the taxation
of non-qualified fixed and variable annuities and variable life insurance
contracts, including BOLI. It is currently unknown whether or not such proposals
will be accepted, amended or omitted in the final 1999 Budget approved by
Congress. If the current Budget proposals are accepted, certain of the Company's
non-qualified fixed and variable annuities and certain of its variable life
insurance products, including BOLI and the non-registered individual variable
universal life insurance contracts introduced during 1997, may no longer be tax
advantaged products and therefore no longer attractive to those customers who
purchase them because of their favorable tax attributes. Additionally, sales of
such products during 1998 may also be negatively impacted until the likelihood
of the current proposals being enacted into law has been determined.
    
 
   
     The tax returns through the year 1986 have been examined by the Internal
Revenue Service ("IRS"). Changes proposed are not material to the Company's
financial position. The tax returns for the years 1987 through 1993 are
currently under examination by the IRS.
    
 
   
(7) RELATED-PARTY TRANSACTIONS
    
 
   
     The Company received cash capital contributions of $45.0 million and $18.4
million during 1997 and 1996, respectively. The Company paid cash dividends of
$29.3 million to Kemper during 1997.
    
 
   
     The Company has loans to joint ventures, consisting primarily of mortgage
loans on real estate, in which the Company and/or one of its affiliates has an
ownership interest. At December 31, 1997 and December 31, 1996,
    
 
                                       48
<PAGE>   52
   
            KEMPER INVESTORS LIFE INSURANCE COMPANY AND SUBSIDIARIES
    
 
   
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
    
 
   
(7) RELATED-PARTY TRANSACTIONS (CONTINUED)
    
   
joint venture mortgage loans totaled $72.7 million and $111.0 million,
respectively, and during 1997, 1996 and 1995, the Company earned interest income
on these joint venture loans of $7.5 million, $9.5 million and $19.6 million,
respectively.
    
 
   
     All of the Company's personnel are employees of Federal Kemper Life
Assurance Company ("FKLA"), an affiliated company. The Company is allocated
expenses for the utilization of FKLA employees and facilities, the investment
management services of Scudder Kemper Investments, Inc. ("SKI"), formerly Zurich
Kemper Investments, Inc., an affiliated company, and the information systems of
Kemper Service Company ("KSvC"), an SKI subsidiary, based on the Company's share
of administrative, legal, marketing, investment management, information systems
and operation and support services. During 1997, 1996 and 1995, expenses
allocated to the Company from SKI and KSvC amounted to $114 thousand, $1.7
million and $4.4 million, respectively. The Company also paid to SKI investment
management fees of $3.5 million, $3.6 million and $3.4 million during 1997, 1996
and 1995, respectively. In addition, expenses allocated to the Company from FKLA
during 1997, 1996 and 1995 amounted to $30.0 million, $10.5 million and $14.3
million, respectively.
    
 
   
     During 1995, the Company sold certain mortgages and real estate-related
investments, net of reserves, amounting to approximately $3.5 million to an
affiliated non-life realty company, in exchange for cash. No gain or loss was
recognized on these sales. During 1996, the Company purchased approximately
$24.5 million of real estate-related investments from an affiliated non-life
realty subsidiary for cash. The Company also paid to Kemper real estate
subsidiaries $2.2 million, $1.8 million and $1.8 million in 1997, 1996 and 1995,
respectively, related to the management of the Company's real estate portfolio.
    
 
   
(8) REINSURANCE
    
 
   
     In the ordinary course of business, the Company enters into reinsurance
agreements to diversify risk and limit its overall financial exposure to certain
blocks of fixed-rate annuities and to individual death claims. The Company
generally cedes 100 percent of the related annuity liabilities under the terms
of the reinsurance agreements. Although these reinsurance agreements
contractually obligate the reinsurers to reimburse the Company, they do not
discharge the Company from its primary liabilities and obligations to
policyholders. As such, these amounts paid or deemed to have been paid are
recorded on the Company's consolidated balance sheet as reinsurance recoverables
and ceded future policy benefits.
    
 
   
     In 1992 and 1991, the Company entered into 100 percent indemnity
reinsurance agreements ceding $515.7 million and $416.3 million, respectively,
of its fixed-rate annuity liabilities to Fidelity Life Association, a Mutual
Legal Reserve Company ("FLA"). FLA is a mutual insurance company that shares
common management and common board members with the Company, FKLA and Kemper. As
of December 31, 1997 and 1996, the reinsurance recoverable related to the
fixed-rate annuity liabilities ceded to FLA amounted to $382.6 million and
$427.2 million, respectively. During 1995, the Company recorded income of $4.4
million related to a ceding commission experience adjustment from the 1992
reinsurance agreement.
    
 
   
     In December 1996, the Company assumed on a yearly renewable term basis
approximately $14.4 billion (face amount) of term life insurance from FKLA. As a
result of this transaction, the Company recorded premiums and reserves of
approximately $7.3 million. The difference between the cash transferred, which
represents the statutory reserves of the business assumed, and the reserves
recorded under generally accepted accounting principles, of approximately $18.4
million, was deemed to be a capital contribution from Kemper and was recorded as
additional paid-in-capital during 1996. Premiums assumed during 1997 under the
terms of the treaty amounted to $21.1 million and the face amount which remained
outstanding at December 31, 1997 amounted to $12.6 billion.
    
 
   
     The Company's retention limit on term life insurance prior to 1997 was $300
thousand (face amount) on the life of any one individual with the excess amounts
ceded to outside reinsurers. The term life insurance business assumed from FKLA
during 1996 did not have any individual contracts greater than $300 thousand in
face amount. Effective January 1, 1997, the Company ceded 90 percent of all new
term life insurance premiums to outside reinsurers. Term life reserves ceded to
outside reinsurers on the Company's direct business amounted to approximately
$139 thousand and $102 thousand as of December 31, 1997 and 1996, respectively.
    
 
   
     During December 1997, the Company entered into a funds held reinsurance
agreement with a Zurich affiliated company, EPICENTRE Reinsurance (Bermuda)
Limited ("EPICENTRE"). Under the terms of this
    
                                       49
<PAGE>   53
   
            KEMPER INVESTORS LIFE INSURANCE COMPANY AND SUBSIDIARIES
    
 
   
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
    
 
   
agreement, the Company ceded, on a yearly renewable term basis, ninety percent
of the net amount at risk (death benefit payable to the insured less the
insured's separate account cash surrender value) related to a new product
developed in 1997, a non-registered variable bank-owned life insurance contract
("BOLI"), which is held in the Company's separate accounts. During 1997, the
Company issued $59.3 billion (face amount) of new BOLI business and ceded $51.1
billion (face amount) to EPICENTRE under the terms of the treaty. During 1997,
the Company also ceded $24.3 million of separate account fees (cost of insurance
charges) to EPICENTRE. The Company has also withheld approximately $23.4 million
of such funds due to EPICENTRE under the terms of the reinsurance agreement as a
component of benefits and funds payable in the accompanying consolidated balance
sheet as of December 31, 1997.
    
 
   
(9) POSTRETIREMENT BENEFITS OTHER THAN PENSIONS
    
 
   
     FKLA sponsors a welfare plan that provides medical and life insurance
benefits to its retired and active employees and the Company is allocated a
portion of the costs of providing such benefits. The Company is self insured
with respect to medical benefits, and the plan is not funded except with respect
to certain disability-related medical claims. The medical plan provides for
medical insurance benefits at retirement, with eligibility based upon age and
the participant's number of years of participation attained at retirement. The
plan is contributory for pre-Medicare retirees, and will be contributory for all
retiree coverage for most current employees, with contributions generally
adjusted annually. Postretirement life insurance benefits are noncontributory
and are limited to $10,000 per participant.
    
 
   
     The allocated accumulated postretirement benefit obligation accrued by the
Company amounted to $1.9 million and $1.7 million at December 31, 1997 and 1996,
respectively.
    
 
   
     The discount rate used in determining the allocated postretirement benefit
obligation was 7.25 percent and 7.75 percent for 1997 and 1996, respectively.
The assumed health care trend rate used was based on projected experience for
1997 and 1998, 8 percent in 1999, gradually declining to 5.0 percent by the year
2002 and remaining at that level thereafter.
    
 
   
     A one percentage point increase in the assumed health care cost trend rate
for each year would increase the accumulated postretirement benefit obligation
as of December 31, 1997 and 1996 by $242 thousand and $191 thousand,
respectively.
    
 
   
     The Company also provides certain severance-related policies to provide
benefits, generally limited in time, to former or inactive employees after
employment but before retirement.
    
 
   
(10) COMMITMENTS AND CONTINGENT LIABILITIES
    
 
   
     The Company is involved in various legal actions for which it establishes
liabilities where appropriate. In the opinion of the Company's management, based
upon the advice of legal counsel, the resolution of such litigation is not
expected to have a material adverse effect on the consolidated financial
statements.
    
 
   
     Although neither the Company or its joint venture projects have been
identified as a "potentially responsible party" under Federal environmental
guidelines, inherent in the ownership of or lending to real estate projects is
the possibility that environmental pollution conditions may exist on or near or
relate to properties owned or previously owned on properties securing loans.
Where the Company has presently identified remediation costs, they have been
taken into account in determining the cash flows and resulting valuations of the
related real estate assets. Based on the Company's receipt and review of
environmental reports on most of the projects in which it is involved, the
Company believes its environmental exposure would be immaterial to its
consolidated results of operations. However, the Company may be required in the
future to take actions to remedy environmental exposures, and there can be no
assurance that material environmental exposures will not develop or be
identified in the future. The amount of future environmental costs is impossible
to estimate due to, among other factors, the unknown magnitude of possible
exposures, the unknown timing and extent of corrective actions that may be
required, the determination of the Company's liability in proportion to others
and the extent such costs may be covered by insurance or various environmental
indemnification agreements.
    
 
   
     See the note captioned "Financial Instruments--Off-Balance-Sheet Risk"
below for the discussion regarding the Company's loan commitments and standby
financing agreements.
    
 
                                       50
<PAGE>   54
   
            KEMPER INVESTORS LIFE INSURANCE COMPANY AND SUBSIDIARIES
    
 
   
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
    
 
   
(10) COMMITMENTS AND CONTINGENT LIABILITIES (CONTINUED)
    
   
     The Company is liable for guaranty fund assessments related to certain
unaffiliated insurance companies that have become insolvent during the years
1997 and prior. The Company's financial statements include provisions for all
known assessments that are expected to be levied against the Company as well as
an estimate of amounts (net of estimated future premium tax recoveries) that the
Company believes it will be assessed in the future for which the life insurance
industry has estimated the cost to cover losses to policyholders. The Company is
also contingently liable for any future guaranty fund assessments related to
insolvencies of unaffiliated insurance companies, for which the life insurance
industry has been unable to estimate the cost to cover losses to policyholders.
No specific amount can be reasonably estimated for such insolvencies as of
December 31, 1997.
    
 
   
(11) FINANCIAL INSTRUMENTS--OFF-BALANCE-SHEET RISK
    
 
   
     At December 31, 1997, the Company had future legal loan commitments and
stand-by financing agreements totaling $75.3 million to support the financing
needs of various real estate investments. To the extent these arrangements are
called upon, amounts loaned would be secured by assets of the joint ventures,
including first mortgage liens on the real estate. The Company's criteria in
making these arrangements are the same as for its mortgage loans and other real
estate investments. The Company presently expects to fund approximately $21.2
million of these arrangements. These commitments are included in the Company's
analysis of real estate-related reserves and write-downs. The fair values of
loan commitments and standby financing agreements are estimated in conjunction
with and using the same methodology as the fair value estimates of mortgage
loans and other real estate-related investments.
    
 
   
(12) FAIR VALUE OF FINANCIAL INSTRUMENTS
    
 
   
     Fair value estimates are made at specific points in time, based on relevant
market information and information about the financial instrument. These
estimates do not reflect any premium or discount that could result from offering
for sale at one time the Company's entire holdings of a particular financial
instrument. A significant portion of the Company's financial instruments are
carried at fair value. (See note captioned "Invested Assets and Related
Income".) Fair value estimates for financial instruments not carried at fair
value are generally determined using discounted cash flow models and assumptions
that are based on judgments regarding current and future economic conditions and
the risk characteristics of the investments. Although fair value estimates are
calculated using assumptions that management believes are appropriate, changes
in assumptions could significantly affect the estimates and such estimates
should be used with care.
    
 
   
     Fair value estimates are determined for existing on- and off-balance sheet
financial instruments without attempting to estimate the value of anticipated
future business and the value of assets and certain liabilities that are not
considered financial instruments. Accordingly, the aggregate fair value
estimates presented do not represent the underlying value of the Company. For
example, the Company's subsidiaries are not considered financial instruments,
and their value has not been incorporated into the fair value estimates. In
addition, tax ramifications related to the realization of unrealized gains and
losses can have a significant effect on fair value estimates and have not been
considered in any of the estimates.
    
 
   
     The following methods and assumptions were used by the Company in
estimating the fair value of its financial instruments:
    
 
   
     Fixed maturities and equity securities: Fair values were determined by
using market quotations, or independent pricing services that use prices
provided by market makers or estimates of fair values obtained from yield data
relating to instruments or securities with similar characteristics, or fair
value as determined in good faith by the Company's portfolio manager, SKI.
    
 
   
     Cash and short-term investments: The carrying amounts reported in the
consolidated balance sheet for these instruments approximate fair values.
    
 
   
     Mortgage loans and other real estate-related investments: Fair values were
estimated based upon the investments observable market price, net of estimated
costs to sell. The estimates of fair value should be used with care given the
inherent difficulty of estimating the fair value of real estate due to the lack
of a liquid quotable market.
    
 
                                       51
<PAGE>   55
   
            KEMPER INVESTORS LIFE INSURANCE COMPANY AND SUBSIDIARIES
    
 
   
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
    
 
   
(12) FAIR VALUE OF FINANCIAL INSTRUMENTS (CONTINUED)
    
   
     Other loans and investments: The carrying amounts reported in the
consolidated balance sheet for these instruments approximate fair values. The
fair values of policy loans were estimated by discounting the expected future
cash flows using an interest rate charged on policy loans for similar policies
currently being issued.
    
 
   
     Life policy benefits: Fair values of the life policy benefits regarding
investment contracts (primarily deferred annuities) and universal life contracts
were estimated by discounting gross benefit payments, net of contractual
premiums, using the average crediting rate currently being offered in the
marketplace for similar contracts with maturities consistent with those
remaining for the contracts being valued. The Company had projected its future
average crediting rate in 1997 and 1996 to be 5.25 percent and 4.75 percent,
respectively, while the assumed average market crediting rate was 6.0 percent
and 5.8 percent in 1997 and 1996, respectively.
    
 
   
     The carrying values and estimated fair values of the Company's financial
instruments at December 31, 1997 and 1996 were as follows:
    
 
   
<TABLE>
<CAPTION>
                                                       DECEMBER 31, 1997             DECEMBER 31, 1996
                                                    ------------------------      ------------------------
                                                     CARRYING        FAIR          CARRYING        FAIR
                                                      VALUE         VALUE           VALUE         VALUE
                 (in thousands)                      --------       -----          --------       -----
<S>                                                 <C>           <C>             <C>           <C>
Financial instruments recorded as assets:
  Fixed maturities..............................    $3,668,643    $3,668,643      $3,866,431    $3,866,431
  Cash and short-term investments...............       259,925       259,925          74,472        74,472
  Mortgage loans and other real estate-related
     assets.....................................       220,046       220,046         267,713       267,713
  Policy loans..................................       282,439       282,439         288,302       288,302
  Equity securities.............................        24,839        24,839           9,910         9,910
  Other invested assets.........................        20,820        24,404          13,597        13,597
Financial instruments recorded as liabilities:
  Life policy benefits, excluding term life
     reserves...................................     3,846,023     4,050,852       4,249,264     4,101,588
</TABLE>
    
 
   
(13) STOCKHOLDER'S EQUITY--RETAINED EARNINGS
    
 
   
     The maximum amount of dividends which can be paid by insurance companies
domiciled in the State of Illinois to shareholders without prior approval of
regulatory authorities is restricted. The maximum amount of dividends which can
be paid by the Company without prior approval in 1998 is $58.4 million. The
Company paid cash dividends of $29.3 million to Kemper during 1997. The Company
paid no cash dividends in 1996 or 1995.
    
 
   
     The Company's net income (loss) and capital and surplus as determined in
accordance with statutory accounting principles were as follows:
    
 
   
<TABLE>
<CAPTION>
                                                                  1997          1996          1995
                       (in thousands)                             ----          ----          ----
<S>                                                             <C>           <C>           <C>
Net income (loss)...........................................    $ 58,372      $ 37,287      $(64,707)
                                                                ========      ========      ========
Statutory capital and surplus...............................    $476,924      $411,837      $383,374
                                                                ========      ========      ========
</TABLE>
    
 
                                       52
<PAGE>   56
   
            KEMPER INVESTORS LIFE INSURANCE COMPANY AND SUBSIDIARIES
    
 
   
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
    
 
   
(14) UNAUDITED INTERIM FINANCIAL INFORMATION
    
 
   
     The following table sets forth the Company's unaudited quarterly financial
information:
    
 
   
     (in thousands)
    
 
   
<TABLE>
<CAPTION>
                    QUARTER ENDED                      MARCH 31   JUNE 30   SEPTEMBER 30   DECEMBER 31
                    -------------                      --------   -------   ------------   -----------
<S>                                                    <C>        <C>       <C>            <C>
1997 OPERATING SUMMARY
  Net investment income..............................  $74,249    $74,050     $72,950       $ 74,946
  Realized investment gains (losses).................      889      8,161      (3,032)         4,528
  Premium income.....................................    5,008      4,121       3,938          9,172
  Separate account fees and other income.............    8,909     12,961      12,215         62,415(1)
                                                       -------    -------     -------       --------
          Total revenue..............................   89,055     99,293      86,071        151,061
                                                       -------    -------     -------       --------
  Interest credited and benefits to policyholders....   57,859     56,643      57,965         55,687
  Commissions, taxes, licenses and fees..............    8,023      9,475       8,389         59,323(1)
  Operating expenses.................................    7,175      8,780      10,014         10,868
  Net deferral of insurance acquisition costs........   (7,216)    (6,877)     (7,471)       (13,409)
  Amortization of value of business acquired.........    4,821      6,991       6,743          6,393
  Amortization of goodwill...........................    2,547      2,552       2,549          7,647(2)
                                                       -------    -------     -------       --------
          Total benefits and expenses................   73,209     77,564      78,189        126,509
                                                       -------    -------     -------       --------
  Income before income tax expense...................   15,846     21,729       7,882         24,552
  Income tax expense.................................    5,678      8,723       3,778         13,113
                                                       -------    -------     -------       --------
          Net income.................................  $10,168    $13,006     $ 4,104       $ 11,439
                                                       =======    =======     =======       ========
1996 OPERATING SUMMARY
  Net investment income..............................  $72,302    $74,647     $76,070       $ 76,669
  Realized investment gains (losses).................   (1,248)    (2,439)     13,518          3,771
  Premium income.....................................      130        109         150          7,433(3)
  Separate account fees and other income.............    8,028      9,419       8,478          9,170
                                                       -------    -------     -------       --------
          Total revenue..............................   79,212     81,736      98,216         97,043
                                                       -------    -------     -------       --------
  Interest credited and benefits to policyholders....   58,296     57,335      57,512         64,206
  Commissions, taxes, licenses and fees..............    6,868      6,486       6,819          7,962
  Operating expenses.................................    5,440      4,920       6,974          7,344
  Net deferral of insurance acquisition costs........   (5,032)    (7,302)     (5,434)        (7,736)
  Amortization of value of business acquired.........    4,234      2,787      11,582          2,927
  Amortization of goodwill...........................    2,547      2,552       2,549          2,547
                                                       -------    -------     -------       --------
          Total benefits and expenses................   72,353     66,778      80,002         77,250
                                                       -------    -------     -------       --------
  Income before income tax expense...................    6,859     14,958      18,214         19,793
  Income tax expense.................................    3,513      6,402       7,391          8,097
                                                       -------    -------     -------       --------
          Net income.................................  $ 3,346    $ 8,556     $10,823       $ 11,696
                                                       =======    =======     =======       ========
</TABLE>
    
 
- ---------------
 
   
Notes:
    
 
   
(1) Reflects premium tax expense loads received and premium taxes incurred of
    $49.1 million related to new BOLI sales of $2.6 billion in the fourth
    quarter of 1997.
    
 
   
(2) Reflects the effect of the change in amortization of goodwill from 25 to 20
    years.
    
 
   
(3) Reflects the assumption of term life insurance business from FKLA.
    
 
                                       53
<PAGE>   57
 
                                   APPENDIX A
 
                         ILLUSTRATIONS OF CASH VALUES,
   
                              SURRENDER VALUES AND
    
                                 DEATH BENEFITS
 
     The tables in this Prospectus have been prepared to help show how values
under Individual and Survivorship Policies change with investment experience.
The tables illustrate how Cash Values, Surrender Values, and Death Benefits
under a Policy issued on an Insured or Insureds of given ages would vary over
time if the hypothetical gross investment rates of return were a uniform, after
tax, annual rate of 0%, 6%, and 12%. If the hypothetical gross investment rate
of return averages 0%, 6%, or 12%, but fluctuates over or under those averages
throughout the years, the Cash Values, Surrender Values and Death Benefits may
be different.
 
     The amounts shown for the Cash Value, Surrender Value and Death Benefit as
of each Policy anniversary reflect the fact that the net investment return on
the assets held in the Subaccounts is lower than the gross return. This is
because of a daily charge to the Subaccounts for assuming mortality and expense
risks, which currently varies from 0.30% to 0.65% depending upon the cumulative
amount of premiums paid, but is guaranteed not to exceed an effective annual
rate of 0.90%. In addition, the net investment returns also reflect the
deduction of the Fund investment advisory fees and other Fund expenses (.87%,
the average of the actual and estimated fees and expenses including any caps or
reimbursements). The tables also reflect applicable charges and deductions
including a 3.0% deduction against premiums (1% of which represents the charge
for federal taxes and 2.0% of which represents an estimated charge to
approximate certain taxes and charges imposed by states and other
jurisdictions), a monthly administrative charge of $20 per month for the first
Policy Year and $5 per month thereafter, a daily Account Maintenance Fee which
is equal to an effective annual charge of 0.45%, and monthly charges for
providing insurance protection. For each hypothetical gross investment rate of
return, tables are provided reflecting current and guaranteed cost of insurance
charges. Hypothetical gross average investment rates of return of 0%, 6% and 12%
correspond to the following approximate net annual investment rates of return of
- -1.52%, 4.48% and 10.48%, on a current basis. On a guaranteed basis, these rates
of return would be -1.77%, 4.23% and 10.23%, respectively. Cost of insurance
rates vary by issue age (or attained age in the case of increases in Specified
Amount), sex, rating class and Policy Year and, therefore, are not reflected in
the approximate net annual investment rate of return above.
 
     Values are shown for Policies which are issued to preferred nonsmoker
Insureds. Values for Policies issued on a basis involving a higher mortality
risk would result in lower Cash Values, Surrender Values and Death Benefits than
those illustrated. Females generally have a more favorable rate structure than
males.
 
     The tables also reflect the fact that no charges for Federal, state or
other income taxes are currently made against the Separate Account. If such a
charge is made in the future, it will take a higher gross rate of return than
illustrated to produce the net after-tax returns shown in the tables.
 
     Upon request, KILICO will furnish an illustration based on the proposed
Insured's or Insureds' age, sex and premium payment requested.
 
                                       54
<PAGE>   58
 
                                   INDIVIDUAL
                FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY
         MALE PREFERRED NON-SMOKER $3,500. ANNUAL PREMIUM ISSUE AGE 40
                        $250,000 INITIAL DEATH BENEFIT:
 
                                    OPTION A
 
                       VALUES--CURRENT COST OF INSURANCE
 
<TABLE>
<CAPTION>
                             0% HYPOTHETICAL                   6% HYPOTHETICAL                  12% HYPOTHETICAL
          PREMIUM        GROSS INVESTMENT RETURN           GROSS INVESTMENT RETURN           GROSS INVESTMENT RETURN
         PAID PLUS   --------------------------------   -----------------------------   ---------------------------------
POLICY   INTEREST       CASH      SURRENDER    DEATH     CASH     SURRENDER    DEATH      CASH      SURRENDER     DEATH
 YEAR      AT 5%       VALUE        VALUE     BENEFIT    VALUE      VALUE     BENEFIT     VALUE       VALUE      BENEFIT
- ------   ---------   ----------   ---------   -------   -------   ---------   -------   ---------   ---------   ---------
<S>      <C>         <C>          <C>         <C>       <C>       <C>         <C>       <C>         <C>         <C>
   1        3,675         3,004     3,004     250,000     3,197      3,197    250,000       3,391       3,391     250,000
   2        7,534         6,103     6,103     250,000     6,683      6,683    250,000       7,286       7,286     250,000
   3       11,585         9,096     9,096     250,000    10,263     10,263    250,000      11,525      11,525     250,000
   4       15,840        12,003    12,003     250,000    13,959     13,959    250,000      16,161      16,161     250,000
   5       20,307        14,827    14,827     250,000    17,779     17,779    250,000      21,237      21,237     250,000
   6       24,997        17,574    17,574     250,000    21,732     21,732    250,000      26,802      26,802     250,000
   7       29,922        20,240    20,240     250,000    25,820     25,820    250,000      32,903      32,903     250,000
   8       35,093        22,829    22,829     250,000    30,049     30,049    250,000      39,595      39,595     250,000
   9       40,523        25,336    25,336     250,000    34,420     34,420    250,000      46,935      46,935     250,000
  10       46,224        27,760    27,760     250,000    38,936      38,93    250,000      54,987      54,987     250,000
  11       52,210        30,098    30,098     250,000    43,602     43,602    250,000      63,822      63,822     250,000
  12       58,495        32,343    32,343     250,000    48,414     48,414    250,000      73,515      73,515     250,000
  13       65,095        34,485    34,485     250,000    53,371     53,371    250,000      84,149      84,149     250,000
  14       72,025        36,524    36,524     250,000    58,478     58,478    250,000      95,824      95,824     250,000
  15       79,301        38,466    38,466     250,000    63,749     63,749    250,000     108,658     108,658     251,728
  16       86,941        40,187    40,187     250,000    69,078     69,078    250,000     122,643     122,643     275,690
  17       94,963        41,803    41,803     250,000    74,575     74,575    250,000     137,931     137,931     300,979
  18      103,387        43,326    43,326     250,000    80,259     80,259    250,000     154,652     154,652     327,739
  19      112,231        44,751    44,751     250,000    86,138     86,138    250,000     172,938     172,938     356,044
  20      121,517        46,073    46,073     250,000    92,216     92,216    250,000     192,929     192,929     386,070
  25      175,397        50,780    50,780     250,000   125,833    125,833    250,000     324,226     324,226     566,746
  30      244,163        51,196    51,196     250,000   166,206    166,206    257,570     528,311     528,311     818,724
  35      331,927        45,042    45,042     250,000   214,245    214,245    299,086     845,531     845,531   1,180,362
  40      443,939        27,476    27,476     250,000   269,374    269,374    345,579   1,332,621   1,332,621   1,709,620
  45           --            --        --          --        --         --         --          --          --          --
</TABLE>
 
ASSUMPTIONS:
 
     (1) BASED ON DEATH BENEFIT OPTION A AND ASSUMES NO POLICY LOANS HAVE BEEN
         MADE.
 
     (2) VALUES REFLECT CURRENT COST OF INSURANCE CHARGES.
 
     (3) NET INVESTMENT RETURNS ARE CALCULATED AS THE HYPOTHETICAL GROSS
         INVESTMENT RETURN LESS ALL CHARGES AND DEDUCTIONS.
 
     (4) DEATH BENEFIT REFLECTS CURRENT INTERNAL REVENUE CODE REQUIREMENTS BASED
         ON CASH VALUE ACCUMULATION TEST.
 
     (5) THE MORTALITY AND EXPENSE RISK CHARGE IS 0.65% THROUGH POLICY YEAR 28,
         0.50% THEREAFTER.
 
     (6) ZERO VALUES INDICATE POLICY LAPSE IN ABSENCE OF AN ADDITIONAL PREMIUM
         PAYMENT.
 
THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR
LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS, INCLUDING THE
INVESTMENT ALLOCATIONS MADE BY AN OWNER AND ACTUAL EXPENSES. THE DEATH BENEFIT,
CASH VALUE AND SURRENDER VALUE FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN
IF THE ACTUAL RATES OF RETURN AVERAGED 0%, 6% AND 12% OVER A PERIOD OF YEARS BUT
ALSO FLUCTUATED ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL POLICY YEARS. NO
REPRESENTATIONS CAN BE MADE BY KEMPER INVESTORS LIFE INSURANCE COMPANY THAT
THESE HYPOTHETICAL RATES OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       55
<PAGE>   59
 
                                   INDIVIDUAL
                FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY
         MALE PREFERRED NON-SMOKER $3,500. ANNUAL PREMIUM ISSUE AGE 40
                        $250,000 INITIAL DEATH BENEFIT:
 
                                    OPTION A
 
                      VALUES--GUARANTEED COST OF INSURANCE
 
<TABLE>
<CAPTION>
                           0% HYPOTHETICAL                 6% HYPOTHETICAL                  12% HYPOTHETICAL
          PREMIUM      GROSS INVESTMENT RETURN         GROSS INVESTMENT RETURN           GROSS INVESTMENT RETURN
         PAID PLUS   ----------------------------   -----------------------------   ---------------------------------
POLICY   INTEREST     CASH    SURRENDER    DEATH     CASH     SURRENDER    DEATH      CASH      SURRENDER     DEATH
 YEAR      AT 5%     VALUE      VALUE     BENEFIT    VALUE      VALUE     BENEFIT     VALUE       VALUE      BENEFIT
- ------   ---------   ------   ---------   -------   -------   ---------   -------   ---------   ---------   ---------
<S>      <C>         <C>      <C>         <C>       <C>       <C>         <C>       <C>         <C>         <C>
   1        3,675     2,524     2,524     250,000     2,702      2,702    250,000       2,880       2,880     250,000
   2        7,534     5,133     5,133     250,000     5,652      5,652    250,000       6,193       6,193     250,000
   3       11,585     7,647     7,647     250,000     8,676      8,676    250,000       9,793       9,793     250,000
   4       15,840    10,062    10,062     250,000    11,772     11,772    250,000      13,704      13,704     250,000
   5       20,307    12,380    12,380     250,000    14,944     14,944    250,000      17,958      17,958     250,000
   6       24,997    14,596    14,596     250,000    18,187     18,187    250,000      22,582      22,582     250,000
   7       29,922    16,708    16,708     250,000    21,500     21,500    250,000      27,611      27,611     250,000
   8       35,093    18,714    18,714     250,000    24,884     24,884    250,000      33,086      33,086     250,000
   9       40,523    20,614    20,614     250,000    28,340     28,340    250,000      39,050      39,050     250,000
  10       46,224    22,400    22,400     250,000    31,863     31,863    250,000      45,548      45,548     250,000
  11       52,210    24,071    24,071     250,000    35,454     35,454    250,000      52,637      52,637     250,000
  12       58,495    25,616    25,616     250,000    39,104     39,104    250,000      60,368      60,368     250,000
  13       65,095    27,023    27,023     250,000    42,804     42,804    250,000      68,801      68,801     250,000
  14       72,025    28,281    28,281     250,000    46,548     46,548    250,000      78,008      78,008     250,000
  15       79,301    29,375    29,375     250,000    50,322     50,322    250,000      88,065      88,065     250,000
  16       86,941    30,294    30,294     250,000    54,120     54,120    250,000      99,065      99,065     250,000
  17       94,963    31,024    31,024     250,000    57,932     57,932    250,000     111,112     111,112     250,000
  18      103,387    31,557    31,557     250,000    61,755     61,755    250,000     124,296     124,296     263,409
  19      112,231    31,882    31,882     250,000    65,584     65,584    250,000     138,577     138,577     285,302
  20      121,517    31,976    31,976     250,000    69,403     69,403    250,000     154,011     154,011     308,192
  21      131,268    31,815    31,815     250,000    73,197     73,197    250,000     170,680     170,680     332,108
  22      141,507    31,372    31,372     250,000    76,952     76,952    250,000     188,666     188,666     357,125
  23      152,257    30,609    30,609     250,000    80,643     80,643    250,000     208,051     208,051     383,293
  24      163,545    29,480    29,480     250,000    84,241     84,241    250,000     228,917     228,917     410,678
  25      175,397    27,931    27,931     250,000    87,716     87,716    250,000     251,348     251,348     439,357
  26      187,842    25,914    25,914     250,000    91,041     91,041    250,000     275,438     275,438     469,429
  27      200,909    23,382    23,382     250,000    94,194     94,194    250,000     301,296     301,296     500,965
  28      214,629    20,277    20,277     250,000    97,149     97,149    250,000     329,035     329,035     534,090
  29      229,036    16,538    16,538     250,000    99,878     99,878    250,000     358,781     358,781     568,883
  30      244,163    12,081    12,081     250,000   102,342    102,342    250,000     390,660     390,660     605,406
  31      260,046     6,777     6,777     250,000   104,479    104,479    250,000     424,782     424,782     643,757
  32      276,723       315       315     250,000   106,118    106,118    250,000     461,111     461,111     683,827
  33      294,234         0         0           0   107,329    107,329    250,000     499,986     499,986     726,230
  34           --        --        --          --   107,894    107,894    250,000     541,354     541,354     770,564
  35           --        --        --          --   107,666    107,666    250,000     585,295     585,295     817,071
  36           --        --        --          --   106,496    106,496    250,000     631,937     631,937     866,006
  37           --        --        --          --   104,207    104,207    250,000     681,428     681,428     917,542
  38           --        --        --          --   100,582    100,582    250,000     733,951     733,951     971,751
  39           --        --        --          --    95,358     95,358    250,000     789,727     789,727   1,028,935
  40           --        --        --          --    88,166     88,166    250,000     848,968     848,968   1,089,141
  41           --        --        --          --    78,471     78,471    250,000     911,836     911,836   1,152,560
  42           --        --        --          --    65,524     65,524    250,000     978,476     978,476   1,219,181
  43           --        --        --          --    48,253     48,253    250,000   1,048,975   1,048,975   1,289,190
</TABLE>
 
                                       56
<PAGE>   60
 
<TABLE>
<CAPTION>
                           0% HYPOTHETICAL                 6% HYPOTHETICAL                  12% HYPOTHETICAL
          PREMIUM      GROSS INVESTMENT RETURN         GROSS INVESTMENT RETURN           GROSS INVESTMENT RETURN
         PAID PLUS   ----------------------------   -----------------------------   ---------------------------------
POLICY   INTEREST     CASH    SURRENDER    DEATH     CASH     SURRENDER    DEATH      CASH      SURRENDER     DEATH
 YEAR      AT 5%     VALUE      VALUE     BENEFIT    VALUE      VALUE     BENEFIT     VALUE       VALUE      BENEFIT
- ------   ---------   ------   ---------   -------   -------   ---------   -------   ---------   ---------   ---------
<S>      <C>         <C>      <C>         <C>       <C>       <C>         <C>       <C>         <C>         <C>
  44           --        --        --          --    25,142     25,142    250,000   1,123,398   1,123,398   1,362,682
  45           --        --        --          --         0          0          0   1,201,842   1,201,842   1,440,047
  46           --        --        --          --        --         --         --   1,284,489   1,284,489   1,521,477
  47           --        --        --          --        --         --         --   1,371,588   1,371,588   1,607,364
  48           --        --        --          --        --         --         --   1,463,465   1,463,465   1,697,912
  49           --        --        --          --        --         --         --   1,560,569   1,560,569   1,793,562
  50           --        --        --          --        --         --         --   1,663,387   1,663,387   1,894,598
  51           --        --        --          --        --         --         --   1,772,527   1,772,527   2,001,183
  52           --        --        --          --        --         --         --   1,888,731   1,888,731   2,113,679
  53           --        --        --          --        --         --         --   2,012,879   2,012,879   2,232,484
  54           --        --        --          --        --         --         --   2,146,116   2,146,116   2,357,938
  55           --        --        --          --        --         --         --   2,289,459   2,289,459   2,489,787
  56           --        --        --          --        --         --         --   2,443,373   2,443,373   2,627,847
  57           --        --        --          --        --         --         --   2,607,393   2,607,393   2,770,355
  58           --        --        --          --        --         --         --   2,777,861   2,777,861   2,913,976
  59           --        --        --          --        --         --         --   2,950,845   2,950,845   3,058,846
  60           --        --        --          --        --         --         --   3,166,198   3,166,198   3,250,102
</TABLE>
 
ASSUMPTIONS:
 
     (1) BASED ON DEATH BENEFIT OPTION A AND ASSUMES NO POLICY LOANS HAVE BEEN
         MADE.
 
     (2) VALUES REFLECT GUARANTEED COST OF INSURANCE CHARGES.
 
     (3) NET INVESTMENT RETURNS ARE CALCULATED AS THE HYPOTHETICAL GROSS
         INVESTMENT RETURN LESS ALL CHARGES AND DEDUCTIONS.
 
     (4) DEATH BENEFIT REFLECTS CURRENT INTERNAL REVENUE CODE REQUIREMENTS BASED
         ON CASH VALUE ACCUMULATION TEST.
 
     (5) THE MORTALITY AND EXPENSE RISK CHARGE IS 0.90% IN ALL POLICY YEARS.
 
     (6) ZERO VALUES INDICATE POLICY LAPSE IN ABSENCE OF AN ADDITIONAL PREMIUM
         PAYMENT.
 
THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR
LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS, INCLUDING THE
INVESTMENT ALLOCATIONS MADE BY AN OWNER AND ACTUAL EXPENSES. THE DEATH BENEFIT,
CASH VALUE AND SURRENDER VALUE FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN
IF THE ACTUAL RATES OF RETURN AVERAGED 0%, 6% AND 12% OVER A PERIOD OF YEARS BUT
ALSO FLUCTUATED ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL POLICY YEARS. NO
REPRESENTATIONS CAN BE MADE BY KEMPER INVESTORS LIFE INSURANCE COMPANY THAT
THESE HYPOTHETICAL RATES OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       57
<PAGE>   61
 
                                   INDIVIDUAL
                FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY
         MALE PREFERRED NON-SMOKER $3,500. ANNUAL PREMIUM ISSUE AGE 40
                        $250,000 INITIAL DEATH BENEFIT:
 
                                    OPTION A
 
                       VALUES--CURRENT COST OF INSURANCE
 
<TABLE>
<CAPTION>
                            0% HYPOTHETICAL                6% HYPOTHETICAL                  12% HYPOTHETICAL
          PREMIUM       GROSS INVESTMENT RETURN        GROSS INVESTMENT RETURN           GROSS INVESTMENT RETURN
         PAID PLUS   -----------------------------   ----------------------------   ---------------------------------
POLICY   INTEREST     CASH     SURRENDER    DEATH     CASH    SURRENDER    DEATH      CASH      SURRENDER     DEATH
 YEAR      AT 5%      VALUE      VALUE     BENEFIT   VALUE      VALUE     BENEFIT     VALUE       VALUE      BENEFIT
- ------   ---------   -------   ---------   -------   ------   ---------   -------   ---------   ---------   ---------
<S>      <C>         <C>       <C>         <C>       <C>      <C>         <C>       <C>         <C>         <C>
   1        3,675      3,004     3,004     250,000    3,197     3,197     250,000       3,391       3,391     250,000
   2        7,534      6,103     6,103     250,000    6,683     6,683     250,000       7,286       7,286     250,000
   3       11,585      9,096     9,096     250,000   10,263    10,263     250,000      11,525      11,525     250,000
   4       15,840     12,003    12,003     250,000   13,959    13,959     250,000      16,161      16,161     250,000
   5       20,307     14,827    14,827     250,000   17,779    17,779     250,000      21,237      21,237     250,000
   6       24,997     17,574    17,574     250,000   21,732    21,732     250,000      26,802      26,802     250,000
   7       29,922     20,240    20,240     250,000   25,820    25,820     250,000      32,903      32,903     250,000
   8       35,093     22,829    22,829     250,000   30,049    30,049     250,000      39,595      39,595     250,000
   9       40,523     25,336    25,336     250,000   34,420    34,420     250,000      46,935      46,935     250,000
  10       46,224     27,760    27,760     250,000   38,936    38,936     250,000      54,987      54,987     250,000
  11       52,210     30,098    30,098     250,000   43,602    43,602     250,000      63,822      63,822     250,000
  12       58,495     32,343    32,343     250,000   48,414    48,414     250,000      73,515      73,515     250,000
  13       65,095     34,485    34,485     250,000   53,371    53,371     250,000      84,149      84,149     250,000
  14       72,025     36,524    36,524     250,000   58,478    58,478     250,000      95,824      95,284     250,000
  15       79,301     38,466    38,466     250,000   63,749    63,749     250,000     108,658     108,658     250,000
  16       86,941     40,187    40,187     250,000   69,078    69,078     250,000     122,693     122,693     250,000
  17       94,963     41,803    41,803     250,000   74,575    74,575     250,000     138,148     138,148     250,000
  18      103,387     43,326    43,326     250,000   80,259    80,259     250,000     155,189     155,189     250,000
  19      112,231     44,751    44,751     250,000   86,138    86,138     250,000     173,992     173,992     250,000
  20      121,517     46,073    46,073     250,000   92,216    92,216     250,000     194,744     194,744     260,956
  25      175,397     50,780    50,780     250,000   125,833  125,833     250,000     333,598     333,598     406,989
  30      244,163     51,196    51,196     250,000   166,249  166,249     250,000     556,461     556,461     645,495
  35      331,927     45,042    45,042     250,000   217,236  217,236     250,000     917,418     917,418     981,638
  40      443,939     27,476    27,476     250,000   283,099  283,099     297,254   1,501,814   1,501,814   1,576,905
</TABLE>
 
ASSUMPTIONS:
 
     (1) BASED ON DEATH BENEFIT OPTION A AND ASSUMES NO POLICY LOANS HAVE BEEN
         MADE.
 
     (2) VALUES REFLECT CURRENT COST OF INSURANCE CHARGES.
 
     (3) NET INVESTMENT RETURNS ARE CALCULATED AS THE HYPOTHETICAL GROSS
         INVESTMENT RETURN LESS ALL CHARGES AND DEDUCTIONS.
 
     (4) DEATH BENEFIT REFLECTS CURRENT INTERNAL REVENUE CODE REQUIREMENTS BASED
         ON GUIDELINE PREMIUM TEST.
 
     (5) THE MORTALITY AND EXPENSE RISK CHARGE IS 0.65% THROUGH POLICY YEAR 28,
         0.50% THEREAFTER.
 
     (6) ZERO VALUES INDICATE POLICY LAPSE IN ABSENCE OF AN ADDITIONAL PREMIUM
         PAYMENT.
 
THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR
LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS, INCLUDING THE
INVESTMENT ALLOCATIONS MADE BY AN OWNER AND ACTUAL EXPENSES. THE DEATH BENEFIT,
CASH VALUE AND SURRENDER VALUE FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN
IF THE ACTUAL RATES OF RETURN AVERAGED 0%, 6% AND 12% OVER A PERIOD OF YEARS BUT
ALSO FLUCTUATED ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL POLICY YEARS. NO
REPRESENTATIONS CAN BE MADE BY KEMPER INVESTORS LIFE INSURANCE COMPANY THAT
THESE HYPOTHETICAL RATES OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       58
<PAGE>   62
 
                                   INDIVIDUAL
                FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY
         MALE PREFERRED NON-SMOKER $3,500. ANNUAL PREMIUM ISSUE AGE 40
                        $250,000 INITIAL DEATH BENEFIT:
 
                                    OPTION A
 
                      VALUES--GUARANTEED COST OF INSURANCE
 
<TABLE>
<CAPTION>
                           0% HYPOTHETICAL                 6% HYPOTHETICAL                  12% HYPOTHETICAL
          PREMIUM      GROSS INVESTMENT RETURN         GROSS INVESTMENT RETURN           GROSS INVESTMENT RETURN
         PAID PLUS   ----------------------------   -----------------------------   ---------------------------------
POLICY   INTEREST     CASH    SURRENDER    DEATH     CASH     SURRENDER    DEATH      CASH      SURRENDER     DEATH
 YEAR      AT 5%     VALUE      VALUE     BENEFIT    VALUE      VALUE     BENEFIT     VALUE       VALUE      BENEFIT
- ------   ---------   ------   ---------   -------   -------   ---------   -------   ---------   ---------   ---------
<S>      <C>         <C>      <C>         <C>       <C>       <C>         <C>       <C>         <C>         <C>
   1        3,675     2,524     2,524     250,000     2,702      2,702    250,000       2,880       2,880     250,000
   2        7,534     5,133     5,133     250,000     5,652      5,652    250,000       6,193       6,193     250,000
   3       11,585     7,647     7,647     250,000     8,676      8,676    250,000       9,793       9,793     250,000
   4       15,840    10,062    10,062     250,000    11,772     11,772    250,000      13,704      13,704     250,000
   5       20,307    12,380    12,380     250,000    14,944     14,944    250,000      17,958      17,958     250,000
   6       24,997    14,596    14,596     250,000    18,187     18,187    250,000      22,582      22,582     250,000
   7       29,922    16,708    16,708     250,000    21,500     21,500    250,000      27,611      27,611     250,000
   8       35,093    18,714    18,714     250,000    24,884     24,884    250,000      33,086      33,086     250,000
   9       40,523    20,614    20,614     250,000    28,340     28,340    250,000      39,050      39,050     250,000
  10       46,224    22,400    22,400     250,000    31,863     31,863    250,000      45,548      45,548     250,000
  11       52,210    24,071    24,071     250,000    35,454     35,454    250,000      52,637      52,637     250,000
  12       58,495    25,616    25,616     250,000    39,104     39,104    250,000      60,368      60,368     250,000
  13       65,095    27,023    27,023     250,000    42,804     42,804    250,000      68,801      68,801     250,000
  14       72,025    28,281    28,281     250,000    46,548     46,548    250,000      78,008      78,008     250,000
  15       79,301    29,375    29,375     250,000    50,322     50,322    250,000      88,065      88,065     250,000
  16       86,941    30,294    30,294     250,000    54,120     54,120    250,000      99,065      99,065     250,000
  17       94,963    31,024    31,024     250,000    57,932     57,932    250,000     111,112     111,112     250,000
  18      103,387    31,557    31,557     250,000    61,755     61,755    250,000     124,332     124,332     250,000
  19      112,231    31,882    31,882     250,000    65,584     65,584    250,000     138,869     138,869     250,000
  20      121,517    31,976    31,976     250,000    69,403     69,403    250,000     154,881     154,881     250,000
  21      131,268    31,815    31,815     250,000    73,197     73,197    250,000     172,556     172,556     250,000
  22      141,507    31,372    31,372     250,000    76,952     76,952    250,000     192,116     192,116     250,000
  23      152,257    30,609    30,609     250,000    80,643     80,643    250,000     213,705     213,705     269,269
  24      163,545    29,480    29,480     250,000    84,241     84,241    250,000     237,296     237,296     294,248
  25      175,397    27,931    27,931     250,000    87,716     87,716    250,000     263,068     263,068     320,943
  26      187,842    25,914    25,914     250,000    91,041     91,041    250,000     291,231     291,231     349,477
  27      200,909    23,382    23,382     250,000    94,194     94,194    250,000     321,946     321,946     383,115
  28      214,629    20,277    20,277     250,000    97,149     97,149    250,000     355,441     355,441     419,420
  29      229,036    16,538    16,538     250,000    99,878     99,878    250,000     391,965     391,965     458,599
  30      244,163    12,081    12,081     250,000   102,342    102,342    250,000     431,791     431,791     500,878
  31      260,046     6,777     6,777     250,000   104,479    104,479    250,000     475,208     475,208     546,490
  32      276,723       315       315     250,000   106,118    106,118    250,000     522,697     522,697     590,647
  33      294,234         0         0           0   107,329    107,329    250,000     574,787     574,787     638,014
  34           --        --        --          --   107,894    107,894    250,000     631,971     631,971     688,849
  35           --        --        --          --   107,666    107,666    250,000     694,886     694,886     743,528
  36           --        --        --          --   106,496    106,496    250,000     764,304     764,304     802,520
  37           --        --        --          --   104,207    104,207    250,000     840,025     840,025     882,027
  38           --        --        --          --   100,582    100,582    250,000     922,575     922,575     968,704
  39           --        --        --          --    95,358     95,358    250,000   1,012,522   1,012,522   1,063,148
  40           --        --        --          --    88,166     88,166    250,000   1,110,463   1,110,463   1,165,986
  41           --        --        --          --    78,471     78,471    250,000   1,217,017   1,217,017   1,277,867
  42           --        --        --          --    65,524     65,524    250,000   1,332,819   1,332,819   1,399,460
  43           --        --        --          --    48,253     48,253    250,000   1,458,510   1,458,510   1,531,436
  44           --        --        --          --    25,142     25,142    250,000   1,594,734   1,594,734   1,674,470
</TABLE>
 
                                       59
<PAGE>   63
 
<TABLE>
<CAPTION>
                           0% HYPOTHETICAL                 6% HYPOTHETICAL                  12% HYPOTHETICAL
          PREMIUM      GROSS INVESTMENT RETURN         GROSS INVESTMENT RETURN           GROSS INVESTMENT RETURN
         PAID PLUS   ----------------------------   -----------------------------   ---------------------------------
POLICY   INTEREST     CASH    SURRENDER    DEATH     CASH     SURRENDER    DEATH      CASH      SURRENDER     DEATH
 YEAR      AT 5%     VALUE      VALUE     BENEFIT    VALUE      VALUE     BENEFIT     VALUE       VALUE      BENEFIT
- ------   ---------   ------   ---------   -------   -------   ---------   -------   ---------   ---------   ---------
<S>      <C>         <C>      <C>         <C>       <C>       <C>         <C>       <C>         <C>         <C>
  45           --        --        --          --         0          0          0   1,742,156   1,742,156   1,829,264
  46           --        --        --          --        --         --         --   1,901,474   1,901,474   1,996,548
  47           --        --        --          --        --         --         --   2,073,421   2,073,421   2,177,092
  48           --        --        --          --        --         --         --   2,258,753   2,258,753   2,371,691
  49           --        --        --          --        --         --         --   2,458,276   2,458,276   2,581,190
  50           --        --        --          --        --         --         --   2,672,781   2,672,781   2,806,420
  51           --        --        --          --        --         --         --   2,903,027   2,903,027   3,048,178
  52           --        --        --          --        --         --         --   3,158,262   3,158,262   3,284,593
  53           --        --        --          --        --         --         --   3,442,794   3,442,794   3,546,078
  54           --        --        --          --        --         --         --   3,761,966   3,761,966   3,837,205
  55           --        --        --          --        --         --         --   4,122,515   4,122,515   4,163,740
  56           --        --        --          --        --         --         --   4,529,361   4,529,361   4,529,361
  57           --        --        --          --        --         --         --   4,975,996   4,975,996   4,975,996
  58           --        --        --          --        --         --         --   5,466,313   5,466,313   5,466,313
  59           --        --        --          --        --         --         --   6,004,582   6,004,582   6,004,582
  60           --        --        --          --        --         --         --   6,595,494   6,595,494   6,595,494
</TABLE>
 
ASSUMPTIONS:
 
     (1) BASED ON DEATH BENEFIT OPTION A AND ASSUMES NO POLICY LOANS HAVE BEEN
         MADE.
 
     (2) VALUES REFLECT GUARANTEED COST OF INSURANCE CHARGES.
 
     (3) NET INVESTMENT RETURNS ARE CALCULATED AS THE HYPOTHETICAL GROSS
         INVESTMENT RETURN LESS ALL CHARGES AND DEDUCTIONS.
 
     (4) DEATH BENEFIT REFLECTS CURRENT INTERNAL REVENUE CODE REQUIREMENTS BASED
         ON GUIDELINE PREMIUM TEST.
 
     (5) THE MORTALITY AND EXPENSE RISK CHARGE IS 0.09% IN ALL POLICY YEARS.
 
     (6) ZERO VALUES INDICATE POLICY LAPSE IN ABSENCE OF AN ADDITIONAL PREMIUM
         PAYMENT.
 
THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR
LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS, INCLUDING THE
INVESTMENT ALLOCATIONS MADE BY AN OWNER AND ACTUAL EXPENSES. THE DEATH BENEFIT,
CASH VALUE AND SURRENDER VALUE FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN
IF THE ACTUAL RATES OF RETURN AVERAGED 0%, 6% AND 12% OVER A PERIOD OF YEARS BUT
ALSO FLUCTUATED ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL POLICY YEARS. NO
REPRESENTATIONS CAN BE MADE BY KEMPER INVESTORS LIFE INSURANCE COMPANY THAT
THESE HYPOTHETICAL RATES OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       60
<PAGE>   64
 
                                   INDIVIDUAL
                FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY
         MALE PREFERRED NON-SMOKER $35,000. ANNUAL PREMIUM ISSUE AGE 60
                       $1,000,000 INITIAL DEATH BENEFIT:
 
                                    OPTION A
 
                       VALUES--CURRENT COST OF INSURANCE
 
<TABLE>
<CAPTION>
          PREMIUM            0% HYPOTHETICAL                    6% HYPOTHETICAL                      12% HYPOTHETICAL
           PAID          GROSS INVESTMENT RETURN            GROSS INVESTMENT RETURN              GROSS INVESTMENT RETURN
           PLUS      -------------------------------   ---------------------------------   ------------------------------------
POLICY   INTEREST     CASH     SURRENDER     DEATH       CASH      SURRENDER     DEATH        CASH      SURRENDER      DEATH
 YEAR      AT 5%      VALUE      VALUE      BENEFIT      VALUE       VALUE      BENEFIT      VALUE        VALUE       BENEFIT
- ------   --------     -----    ---------    -------      -----     ---------    -------      -----      ---------     -------
<S>      <C>         <C>       <C>         <C>         <C>         <C>         <C>         <C>          <C>          <C>
   1        36,750    31,282     31,282    1,000,000      33,255      33,255   1,000,000       35,230       35,230    1,000,000
   2        75,338    61,441     61,441    1,000,000      67,336      67,336   1,000,000       73,471       73,471    1,000,000
   3       115,854    90,209     90,209    1,000,000     101,994     101,994   1,000,000      114,758      114,758    1,000,000
   4       158,397   117,883    117,883    1,000,000     137,551     137,551   1,000,000      159,725      159,725    1,000,000
   5       203,067   144,337    144,337    1,000,000     173,920     173,920   1,000,000      208,655      208,655    1,000,000
   6       249,970   170,102    170,102    1,000,000     211,672     211,672   1,000,000      262,527      262,527    1,000,000
   7       299,219   194,900    194,900    1,000,000     250,607     250,607   1,000,000      321,641      321,641    1,000,000
   8       350,930   218,897    218,897    1,000,000     291,025     291,025   1,000,000      386,930      386,930    1,000,000
   9       405,226   241,914    241,914    1,000,000     332,811     332,811   1,000,000      458,896      458,896    1,000,000
  10       462,238   263,682    263,682    1,000,000     375,831     375,831   1,000,000      538,211      538,211    1,000,000
  11       522,099   283,903    283,903    1,000,000     419,967     419,967   1,000,000      625,737      625,737    1,000,000
  12       584,954   302,756    302,756    1,000,000     465,534     465,534   1,000,000      722,494      722,494    1,071,459
  13       650,952   320,199    320,199    1,000,000     512,699     512,699   1,000,000      828,137      828,137    1,202,869
  14       720,250   336,372    336,372    1,000,000     561,801     561,801   1,000,000      943,481      943,481    1,342,951
  15       793,012   350,915    350,915    1,000,000     613,248     613,248   1,000,000    1,069,894    1,069,894    1,493,571
  16       869,413   363,807    363,807    1,000,000     667,121     667,121   1,000,000    1,207,700    1,207,700    1,655,032
  17       949,633   375,366    375,366    1,000,000     724,020     724,020   1,000,000    1,358,163    1,358,163    1,828,766
  18     1,033,865   385,478    385,478    1,000,000     783,812     783,812   1,037,767    1,522,381    1,522,381    2,015,633
  19     1,122,308   394,030    394,030    1,000,000     845,439     845,439   1,101,523    1,701,554    1,701,554    2,216,955
  20     1,215,174   400,894    400,894    1,000,000     908,941     908,941   1,166,080    1,897,003    1,897,003    2,433,665
  25     1,753,971   404,323    404,323    1,000,000   1,256,604   1,256,604   1,505,662    3,174,708    3,174,708    3,803,935
  30     2,441,628   326,917    326,917    1,000,000   1,659,586   1,659,586   1,890,268    5,143,456    5,143,456    5,858,396
  35     3,319,271    33,564     33,564    1,000,000   2,123,895   2,123,895   2,309,736    8,163,406    8,163,406    8,877,704
  40            --        --         --           --   2,696,073   2,696,073   2,767,519   12,972,611   12,972,611   13,316,386
  45            --        --         --           --          --          --          --           --           --           --
</TABLE>
 
ASSUMPTIONS:
    (1) BASED ON DEATH BENEFIT OPTION A AND ASSUMES NO POLICY LOANS HAVE BEEN
        MADE.
    (2) VALUES REFLECT CURRENT COST OF INSURANCE CHARGES.
    (3) NET INVESTMENT RETURNS ARE CALCULATED AS THE HYPOTHETICAL GROSS
        INVESTMENT RETURN LESS ALL CHARGES AND DEDUCTIONS.
    (4) DEATH BENEFIT REFLECTS CURRENT INTERNAL REVENUE CODE REQUIREMENTS BASED
        ON CASH VALUE ACCUMULATION TEST.
    (5) THE MORTALITY AND EXPENSE RISK CHARGE IS 0.65% THROUGH POLICY YEAR 2,
        0.50% IN POLICY YEARS 3 THROUGH 7, 0.40% IN POLICY YEARS 8 THROUGH 14,
        AND 0.30% THEREAFTER.
    (6) ZERO VALUES INDICATE POLICY LAPSE IN ABSENCE OF AN ADDITIONAL PREMIUM
        PAYMENT.
 
THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR
LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS, INCLUDING THE
INVESTMENT ALLOCATIONS MADE BY AN OWNER AND ACTUAL EXPENSES. THE DEATH BENEFIT,
CASH VALUE AND SURRENDER VALUE FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN
IF THE ACTUAL RATES OF RETURN AVERAGED 0%, 6% AND 12% OVER A PERIOD OF YEARS BUT
ALSO FLUCTUATED ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL POLICY YEARS. NO
REPRESENTATIONS CAN BE MADE BY KEMPER INVESTORS LIFE INSURANCE COMPANY THAT
THESE HYPOTHETICAL RATES OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       61
<PAGE>   65
 
                                   INDIVIDUAL
                FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY
         MALE PREFERRED NON-SMOKER $35,000. ANNUAL PREMIUM ISSUE AGE 60
                       $1,000,000 INITIAL DEATH BENEFIT:
 
                                    OPTION A
 
                      VALUES--GUARANTEED COST OF INSURANCE
 
<TABLE>
<CAPTION>
                             0% HYPOTHETICAL                   6% HYPOTHETICAL                   12% HYPOTHETICAL
          PREMIUM        GROSS INVESTMENT RETURN           GROSS INVESTMENT RETURN            GROSS INVESTMENT RETURN
         PAID PLUS   -------------------------------   -------------------------------   ---------------------------------
POLICY   INTEREST     CASH     SURRENDER     DEATH      CASH     SURRENDER     DEATH       CASH      SURRENDER     DEATH
 YEAR      AT 5%      VALUE      VALUE      BENEFIT     VALUE      VALUE      BENEFIT      VALUE       VALUE      BENEFIT
- ------   ---------   -------   ---------   ---------   -------   ---------   ---------   ---------   ---------   ---------
<S>      <C>         <C>       <C>         <C>         <C>       <C>         <C>         <C>         <C>         <C>
   1        36,750    20,767     20,767    1,000,000    22,407     22,407    1,000,000      24,055      24,055   1,000,000
   2        75,338    40,267     40,267    1,000,000    44,862     44,862    1,000,000      49,674      49,674   1,000,000
   3       115,854    58,212     58,212    1,000,000    67,069     67,069    1,000,000      76,735      76,735   1,000,000
   4       158,397    74,470     74,470    1,000,000    88,881     88,881    1,000,000     105,288     105,288   1,000,000
   5       203,067    88,901     88,901    1,000,000   110,148    110,148    1,000,000     135,401     135,401   1,000,000
   6       249,970   101,385    101,385    1,000,000   130,738    130,738    1,000,000     167,202     167,202   1,000,000
   7       299,219   111,829    111,829    1,000,000   150,556    150,556    1,000,000     200,897     200,897   1,000,000
   8       350,930   120,106    120,106    1,000,000   169,479    169,479    1,000,000     236,725     236,725   1,000,000
   9       405,226   126,086    126,086    1,000,000   187,388    187,388    1,000,000     275,001     275,001   1,000,000
  10       462,238   129,567    129,567    1,000,000   204,106    204,106    1,000,000     316,078     316,078   1,000,000
  11       522,099   130,212    130,212    1,000,000   219,338    219,338    1,000,000     360,317     360,317   1,000,000
  12       584,954   127,060    127,060    1,000,000   232,228    232,228    1,000,000     407,778     407,778   1,000,000
  13       650,952   120,570    120,570    1,000,000   243,205    243,205    1,000,000     459,746     459,746   1,000,000
  14       720,250   109,477    109,477    1,000,000   251,195    251,195    1,000,000     516,613     516,613   1,000,000
  15       793,012    92,957     92,957    1,000,000   255,511    255,511    1,000,000     579,440     579,440   1,000,000
  16       869,413    70,219     70,219    1,000,000   255,507    255,507    1,000,000     649,778     649,778   1,000,000
  17       949,633    40,313     40,313    1,000,000   250,395    250,395    1,000,000     729,684     729,684   1,000,000
  18     1,033,865     2,117      2,117    1,000,000   239,237    239,237    1,000,000     818,424     818,424   1,083,593
  19     1,122,308         0          0            0   220,898    220,898    1,000,000     912,936     912,936   1,189,464
  20            --        --         --           --   193,757    193,757    1,000,000   1,013,571   1,013,571   1,300,310
  21            --        --         --           --   155,446    155,446    1,000,000   1,120,625   1,120,625   1,416,470
  22            --        --         --           --   102,634    102,634    1,000,000   1,234,376   1,234,376   1,538,032
  23            --        --         --           --    30,557     30,557    1,000,000   1,355,025   1,355,025   1,665,326
  24            --        --         --           --         0          0            0   1,482,742   1,482,742   1,798,566
  25            --        --         --           --        --         --           --   1,617,731   1,617,731   1,938,366
  26            --        --         --           --        --         --           --   1,760,313   1,760,313   2,085,091
  27            --        --         --           --        --         --           --   1,910,902   1,910,902   2,239,386
  28            --        --         --           --        --         --           --   2,070,032   2,070,032   2,401,651
  29            --        --         --           --        --         --           --   2,238,420   2,238,420   2,572,616
  30            --        --         --           --        --         --           --   2,416,855   2,416,855   2,752,798
  31            --        --         --           --        --         --           --   2,606,320   2,606,320   2,942,535
  32            --        --         --           --        --         --           --   2,808,014   2,808,014   3,142,448
  33            --        --         --           --        --         --           --   3,023,366   3,023,366   3,353,215
  34            --        --         --           --        --         --           --   3,254,229   3,254,229   3,575,422
  35            --        --         --           --        --         --           --   3,502,296   3,502,296   3,808,747
  36            --        --         --           --        --         --           --   3,768,422   3,768,422   4,052,938
  37            --        --         --           --        --         --           --   4,052,024   4,052,024   4,305,276
  38            --        --         --           --        --         --           --   4,347,485   4,347,485   4,560,512
  39            --        --         --           --        --         --           --   4,648,632   4,648,632   4,818,772
  40            --        --         --           --        --         --           --   5,018,579   5,018,579   5,151,571
</TABLE>
 
                                       62
<PAGE>   66
 
ASSUMPTIONS:
 
     (1) BASED ON DEATH BENEFIT OPTION A AND ASSUMES NO POLICY LOANS HAVE BEEN
         MADE.
 
     (2) VALUES REFLECT GUARANTEED COST OF INSURANCE CHARGES.
 
     (3) NET INVESTMENT RETURNS ARE CALCULATED AS THE HYPOTHETICAL GROSS
         INVESTMENT RETURN LESS ALL CHARGES AND DEDUCTIONS.
 
     (4) DEATH BENEFIT REFLECTS CURRENT INTERNAL REVENUE CODE REQUIREMENTS BASED
         ON CASH VALUE ACCUMULATION TEST.
 
     (5) THE MORTALITY AND EXPENSE RISK CHARGE IS 0.90% IN ALL POLICY YEARS.
 
     (6) ZERO VALUES INDICATE POLICY LAPSE IN ABSENCE OF AN ADDITIONAL PREMIUM
         PAYMENT.
 
THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR
LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS, INCLUDING THE
INVESTMENT ALLOCATIONS MADE BY AN OWNER AND ACTUAL EXPENSES. THE DEATH BENEFIT,
CASH VALUE AND SURRENDER VALUE FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN
IF THE ACTUAL RATES OF RETURN AVERAGED 0%, 6% AND 12% OVER A PERIOD OF YEARS BUT
ALSO FLUCTUATED ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL POLICY YEARS. NO
REPRESENTATIONS CAN BE MADE BY KEMPER INVESTORS LIFE INSURANCE COMPANY THAT
THESE HYPOTHETICAL RATES OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       63
<PAGE>   67
 
                                   INDIVIDUAL
                FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY
         MALE PREFERRED NON-SMOKER $35,000. ANNUAL PREMIUM ISSUE AGE 60
                       $1,000,000 INITIAL DEATH BENEFIT:
 
                                    OPTION A
 
                       VALUES--CURRENT COST OF INSURANCE
<TABLE>
<CAPTION>
          PREMIUM            0% HYPOTHETICAL                      6% HYPOTHETICAL
           PAID          GROSS INVESTMENT RETURN              GROSS INVESTMENT RETURN
           PLUS      --------------------------------   ------------------------------------
POLICY   INTEREST     CASH     SURRENDER     DEATH         CASH      SURRENDER      DEATH
 YEAR      AT 5%      VALUE      VALUE      BENEFIT       VALUE        VALUE       BENEFIT
- ------   --------     -----    ---------    -------       -----      ---------     -------
<S>      <C>         <C>       <C>         <C>          <C>          <C>          <C>
   1        36,750    31,282     31,282     1,000,000       33,255       33,255    1,000,000
   2        75,338    61,441     61,441     1,000,000       67,336       67,336    1,000,000
   3       115,854    90,209     90,209     1,000,000      101,994      101,994    1,000,000
   4       158,397   117,883    117,883     1,000,000      137,551      137,551    1,000,000
   5       203,067   144,337    144,337     1,000,000      173,920      173,920    1,000,000
   6       249,970   170,102    170,102     1,000,000      211,672      211,672    1,000,000
   7       299,219   194,900    194,900     1,000,000      250,607      250,607    1,000,000
   8       350,930   218,897    218,897     1,000,000      291,025      291,025    1,000,000
   9       405,226   241,914    241,914     1,000,000      332,811      332,811    1,000,000
  10       462,238   263,682    263,682     1,000,000      375,831      375,831    1,000,000
  11       522,099   283,903    283,903     1,000,000      419,967      419,967    1,000,000
  12       584,954   302,756    302,756     1,000,000      465,534      465,534    1,000,000
  13       650,952   320,199    320,199     1,000,000      512,699      512,699    1,000,000
  14       720,250   336,372    336,372     1,000,000      561,801      561,801    1,000,000
  15       793,012   350,915    350,915     1,000,000      613,248      613,248    1,000,000
  16       869,413   363,807    363,807     1,000,000      667,121      667,121    1,000,000
  17       949,633   375,366    375,366     1,000,000      724,020      724,020    1,000,000
  18     1,033,865   385,478    385,478     1,000,000      784,378      784,378    1,000,000
  19     1,122,308   394,030    394,030     1,000,000      848,733      848,733    1,000,000
  20     1,215,174   400,894    400,894     1,000,000      917,748      917,748    1,000,000
  25     1,753,971   404,323    404,323     1,000,000    1,316,496    1,316,496    1,382,321
  30     2,441,628   326,917    326,917     1,000,000    1,794,960    1,794,960    1,884,708
  35     3,319,271    33,564     33,564     1,000,000    2,383,558    2,383,558    2,407,393
  40            --        --         --            --    3,146,397    3,146,397    3,146,397
  45            --        --         --            --           --           --           --
 
<CAPTION>
                   12% HYPOTHETICAL
                GROSS INVESTMENT RETURN
        ---------------------------------------
POLICY     CASH        SURRENDER       DEATH
 YEAR      VALUE         VALUE        BENEFIT
- ------     -----       ---------      -------
<S>     <C>           <C>           <C>
   1         35,230        35,230     1,000,000
   2         73,471        73,471     1,000,000
   3        114,758       114,758     1,000,000
   4        159,725       159,725     1,000,000
   5        208,655       208,655     1,000,000
   6        262,527       262,527     1,000,000
   7        321,641       321,641     1,000,000
   8        386,930       386,930     1,000,000
   9        458,896       458,896     1,000,000
  10        538,211       538,211     1,000,000
  11        625,737       625,737     1,000,000
  12        722,839       722,839     1,000,000
  13        830,992       830,992     1,000,000
  14        951,901       951,901     1,037,572
  15      1,086,568     1,086,568     1,162,628
  16      1,235,362     1,235,362     1,297,130
  17      1,399,258     1,399,258     1,469,221
  18      1,579,748     1,579,748     1,658,735
  19      1,778,459     1,778,459     1,867,382
  20      1,997,172     1,997,172     2,097,030
  25      3,465,371     3,465,371     3,638,640
  30      5,810,938     5,810,938     6,101,485
  35      9,612,153     9,612,153     9,708,275
  40     15,979,843    15,979,843    15,979,843
  45             --            --            --
</TABLE>
 
ASSUMPTIONS:
    (1) BASED ON DEATH BENEFIT OPTION A AND ASSUMES NO POLICY LOANS HAVE BEEN
        MADE.
    (2) VALUES REFLECT CURRENT COST OF INSURANCE CHARGES.
    (3) NET INVESTMENT RETURNS ARE CALCULATED AS THE HYPOTHETICAL GROSS
        INVESTMENT RETURN LESS ALL CHARGES AND DEDUCTIONS.
    (4) DEATH BENEFIT REFLECTS CURRENT INTERNAL REVENUE CODE REQUIREMENTS BASED
        ON GUIDELINE PREMIUM TEST.
    (5) THE MORTALITY AND EXPENSE RISK CHARGE IS 0.65% THROUGH POLICY YEAR 2,
        0.50% IN POLICY YEARS 3 THROUGH 7, 0.40% IN POLICY YEARS 8 THROUGH 14,
        AND 0.30% THEREAFTER.
    (6) ZERO VALUES INDICATE POLICY LAPSE IN ABSENCE OF AN ADDITIONAL PREMIUM
        PAYMENT.
 
THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR
LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS, INCLUDING THE
INVESTMENT ALLOCATIONS MADE BY AN OWNER AND ACTUAL EXPENSES. THE DEATH BENEFIT,
CASH VALUE AND SURRENDER VALUE FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN
IF THE ACTUAL RATES OF RETURN AVERAGED 0%, 6% AND 12% OVER A PERIOD OF YEARS BUT
ALSO FLUCTUATED ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL POLICY YEARS. NO
REPRESENTATIONS CAN BE MADE BY KEMPER INVESTORS LIFE INSURANCE COMPANY THAT
THESE HYPOTHETICAL RATES OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
                                       64
<PAGE>   68
 
   
                                   INDIVIDUAL
    
                FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY
         MALE PREFERRED NON-SMOKER $35,000. ANNUAL PREMIUM ISSUE AGE 60
   
                       $1,000,000 INITIAL DEATH BENEFIT:
    
 
                                    OPTION A
 
                      VALUES--GUARANTEED COST OF INSURANCE
 
<TABLE>
<CAPTION>
                             0% HYPOTHETICAL                   6% HYPOTHETICAL                   12% HYPOTHETICAL
          PREMIUM        GROSS INVESTMENT RETURN           GROSS INVESTMENT RETURN            GROSS INVESTMENT RETURN
         PAID PLUS   -------------------------------   -------------------------------   ---------------------------------
POLICY   INTEREST     CASH     SURRENDER     DEATH      CASH     SURRENDER     DEATH       CASH      SURRENDER     DEATH
 YEAR      AT 5%      VALUE      VALUE      BENEFIT     VALUE      VALUE      BENEFIT      VALUE       VALUE      BENEFIT
- ------   ---------   -------   ---------   ---------   -------   ---------   ---------   ---------   ---------   ---------
<S>      <C>         <C>       <C>         <C>         <C>       <C>         <C>         <C>         <C>         <C>
   1        36,750    20,767     20,767    1,000,000    22,407     22,407    1,000,000      24,055      24,055   1,000,000
   2        75,338    40,267     40,267    1,000,000    44,862     44,862    1,000,000      49,674      49,674   1,000,000
   3       115,854    58,212     58,212    1,000,000    67,069     67,069    1,000,000      76,735      76,735   1,000,000
   4       158,397    74,470     74,470    1,000,000    88,881     88,881    1,000,000     105,288     105,288   1,000,000
   5       203,067    88,901     88,901    1,000,000   110,148    110,148    1,000,000     135,401     135,401   1,000,000
   6       249,970   101,385    101,385    1,000,000   130,738    130,738    1,000,000     167,202     167,202   1,000,000
   7       299,219   111,829    111,829    1,000,000   150,556    150,556    1,000,000     200,897     200,897   1,000,000
   8       350,930   120,106    120,106    1,000,000   169,479    169,479    1,000,000     236,725     236,725   1,000,000
   9       405,226   126,086    126,086    1,000,000   187,388    187,388    1,000,000     275,001     275,001   1,000,000
  10       462,238   129,567    129,567    1,000,000   204,106    204,106    1,000,000     316,078     316,078   1,000,000
  11       522,099   130,212    130,212    1,000,000   219,338    219,338    1,000,000     360,317     360,317   1,000,000
  12       584,954   127,060    127,060    1,000,000   232,228    232,228    1,000,000     407,778     407,778   1,000,000
  13       650,952   120,570    120,570    1,000,000   243,205    243,205    1,000,000     459,746     459,746   1,000,000
  14       720,250   109,477    109,477    1,000,000   251,195    251,195    1,000,000     516,613     516,613   1,000,000
  15       793,012    92,957     92,957    1,000,000   255,511    255,511    1,000,000     579,440     579,440   1,000,000
  16       869,413    70,219     70,219    1,000,000   255,507    255,507    1,000,000     649,778     649,778   1,000,000
  17       949,633    40,313     40,313    1,000,000   250,395    250,395    1,000,000     729,684     729,684   1,000,000
  18     1,033,865     2,117      2,117    1,000,000   239,237    239,237    1,000,000     821,899     821,899   1,000,000
  19     1,122,308         0          0            0   220,898    220,898    1,000,000     930,055     930,055   1,000,000
  20            --        --         --           --   193,757    193,757    1,000,000   1,053,716   1,053,716   1,106,402
  21            --        --         --           --   155,446    155,446    1,000,000   1,188,398   1,188,398   1,247,818
  22            --        --         --           --   102,634    102,634    1,000,000   1,334,933   1,334,933   1,401,680
  23            --        --         --           --    30,557     30,557    1,000,000   1,494,171   1,494,171   1,568,880
  24            --        --         --           --         0          0            0   1,666,969   1,666,969   1,750,318
  25            --        --         --           --        --         --           --   1,854,214   1,854,214   1,946,925
  26            --        --         --           --        --         --           --   2,056,832   2,056,832   2,159,673
  27            --        --         --           --        --         --           --   2,275,790   2,275,790   2,389,580
  28            --        --         --           --        --         --           --   2,512,089   2,512,089   2,637,694
  29            --        --         --           --        --         --           --   2,766,788   2,766,788   2,905,127
  30            --        --         --           --        --         --           --   3,040,935   3,040,935   3,192,982
  31            --        --         --           --        --         --           --   3,335,542   3,335,542   3,502,319
  32            --        --         --           --        --         --           --   3,661,468   3,661,468   3,807,927
  33            --        --         --           --        --         --           --   4,024,027   4,024,027   4,144,748
  34            --        --         --           --        --         --           --   4,429,824   4,429,824   4,518,420
  35            --        --         --           --        --         --           --   4,887,186   4,887,186   4,936,058
  36            --        --         --           --        --         --           --   5,402,360   5,402,360   5,402,360
  37            --        --         --           --        --         --           --   5,967,918   5,967,918   5,967,918
  38            --        --         --           --        --         --           --   6,588,788   6,588,788   6,588,788
  39            --        --         --           --        --         --           --   7,270,379   7,270,379   7,270,379
  40            --        --         --           --        --         --           --   8,018,629   8,018,629   8,018,629
</TABLE>
 
ASSUMPTIONS:
 
     (1) BASED ON DEATH BENEFIT OPTION A AND ASSUMES NO POLICY LOANS HAVE BEEN
         MADE.
 
                                       65
<PAGE>   69
 
     (2) VALUES REFLECT GUARANTEED COST OF INSURANCE CHARGES.
 
     (3) NET INVESTMENT RETURNS ARE CALCULATED AS THE HYPOTHETICAL GROSS
         INVESTMENT RETURN LESS ALL CHARGES AND DEDUCTIONS.
 
     (4) DEATH BENEFIT REFLECTS CURRENT INTERNAL REVENUE CODE REQUIREMENTS BASED
         ON GUIDELINE PREMIUM TEST.
 
     (5) THE MORTALITY AND EXPENSE RISK CHARGE IS 0.90% IN ALL POLICY YEARS.
 
     (6) ZERO VALUES INDICATE POLICY LAPSE IN ABSENCE OF AN ADDITIONAL PREMIUM
         PAYMENT.
 
THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR
LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS, INCLUDING THE
INVESTMENT ALLOCATIONS MADE BY AN OWNER AND ACTUAL EXPENSES. THE DEATH BENEFIT,
CASH VALUE AND SURRENDER VALUE FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN
IF THE ACTUAL RATES OF RETURN AVERAGED 0%, 6% AND 12% OVER A PERIOD OF YEARS BUT
ALSO FLUCTUATED ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL POLICY YEARS. NO
REPRESENTATIONS CAN BE MADE BY KEMPER INVESTORS LIFE INSURANCE COMPANY THAT
THESE HYPOTHETICAL RATES OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       66
<PAGE>   70
 
                                  SURVIVORSHIP
                FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY
                     MALE PREFERRED NON-SMOKER ISSUE AGE 45
                    FEMALE PREFERRED NON-SMOKER ISSUE AGE 40
                             ANNUAL PREMIUM $9,500
                       $1,000,000 INITIAL DEATH BENEFIT:
 
                                    OPTION A
 
                       VALUES--CURRENT COST OF INSURANCE
 
<TABLE>
<CAPTION>
                             0% HYPOTHETICAL                    6% HYPOTHETICAL                      12% HYPOTHETICAL
          PREMIUM        GROSS INVESTMENT RETURN            GROSS INVESTMENT RETURN              GROSS INVESTMENT RETURN
         PAID PLUS   -------------------------------   ---------------------------------   ------------------------------------
POLICY   INTEREST     CASH     SURRENDER     DEATH       CASH      SURRENDER     DEATH        CASH      SURRENDER      DEATH
 YEAR      AT 5%      VALUE      VALUE      BENEFIT      VALUE       VALUE      BENEFIT      VALUE        VALUE       BENEFIT
- ------   ---------   -------   ---------   ---------   ---------   ---------   ---------   ----------   ----------   ----------
<S>      <C>         <C>       <C>         <C>         <C>         <C>         <C>         <C>          <C>          <C>
   1         9,975     8,698      8,698    1,000,000       9,240       9,240   1,000,000        9,782        9,782    1,000,000
   2        20,449    17,404     17,404    1,000,000      19,038      19,038   1,000,000       20,737       20,737    1,000,000
   3        31,446    25,939     25,939    1,000,000      29,231      29,231   1,000,000       32,791       32,791    1,000,000
   4        42,993    34,307     34,307    1,000,000      39,836      39,836   1,000,000       46,055       46,055    1,000,000
   5        55,118    42,511     42,511    1,000,000      50,870      50,870   1,000,000       60,652       60,652    1,000,000
   6        67,849    50,554     50,554    1,000,000      62,349      62,349   1,000,000       76,714       76,714    1,000,000
   7        81,217    58,433     58,433    1,000,000      74,286      74,286   1,000,000       94,382       94,382    1,000,000
   8        95,252    66,135     66,135    1,000,000      86,682      86,682   1,000,000      113,801      113,801    1,000,000
   9       109,990    73,665     73,665    1,000,000      99,558      99,558   1,000,000      135,150      135,150    1,000,000
  10       125,464    81,028     81,028    1,000,000     112,936     112,936   1,000,000      158,624      158,624    1,000,000
  11       141,713    88,368     88,368    1,000,000     127,023     127,023   1,000,000      184,695      184,695    1,000,000
  12       158,773    95,576     95,576    1,000,000     141,702     141,702   1,000,000      213,425      213,425    1,000,000
  13       176,687   102,653    102,653    1,000,000     156,998     156,998   1,000,000      245,086      245,086    1,000,000
  14       195,496   109,603    109,603    1,000,000     172,936     172,936   1,000,000      279,976      279,976    1,000,000
  15       215,246   116,428    116,428    1,000,000     189,543     189,543   1,000,000      318,426      318,426    1,000,000
  16       235,983   123,130    123,130    1,000,000     206,848     206,848   1,000,000      360,799      360,799    1,005,799
  17       257,758   129,669    129,669    1,000,000     224,839     224,839   1,000,000      407,451      407,451    1,094,454
  18       280,621   136,035    136,035    1,000,000     243,539     243,539   1,000,000      458,797      458,797    1,187,825
  19       304,627   142,223    142,223    1,000,000     262,967     262,967   1,000,000      515,297      515,297    1,286,234
  20       329,833   148,223    148,223    1,000,000     283,147     283,147   1,000,000      577,459      577,459    1,390,175
  21       356,300   154,025    154,025    1,000,000     304,102     304,102   1,000,000      645,836      645,836    1,500,083
  22       384,090   159,617    159,617    1,000,000     325,855     325,855   1,000,000      721,033      721,033    1,616,411
  23       413,269   164,991    164,991    1,000,000     348,437     348,437   1,000,000      803,720      803,720    1,739,732
  24       443,907   170,135    170,135    1,000,000     371,873     371,873   1,000,000      894,628      894,628    1,870,756
  25       476,078   175,032    175,032    1,000,000     396,194     396,194   1,000,000      994,553      994,553    2,010,190
  26       509,857   179,666    179,666    1,000,000     421,428     421,428   1,000,000    1,104,369    1,104,369    2,158,820
  27       545,325   184,180    184,180    1,000,000     448,021     448,021   1,000,000    1,226,110    1,226,110    2,319,554
  28       582,566   188,337    188,337    1,000,000     475,605     475,605   1,000,000    1,359,894    1,359,894    2,491,597
  29       621,669   192,086    192,086    1,000,000     504,207     504,207   1,000,000    1,506,851    1,506,851    2,675,715
  30       662,728   195,371    195,371    1,000,000     533,857     533,857   1,000,000    1,668,205    1,668,205    2,873,150
  31       705,839   198,117    198,117    1,000,000     564,585     564,585   1,000,000    1,845,273    1,845,273    3,084,927
  32       751,106   200,287    200,287    1,000,000     596,457     596,457   1,000,000    2,039,556    2,039,556    3,312,443
  33       798,636   201,822    201,822    1,000,000     629,536     629,536   1,000,000    2,252,672    2,252,672    3,557,194
  34       848,543   202,628    202,628    1,000,000     663,859     663,859   1,020,219    2,486,344    2,486,344    3,821,013
  35       900,945   202,594    202,594    1,000,000     699,370     699,370   1,047,027    2,742,432    2,742,432    4,105,695
  36       955,967   201,588    201,588    1,000,000     736,049     736,049   1,074,632    3,022,944    3,022,944    4,413,498
  37     1,013,741   199,463    199,463    1,000,000     773,907     773,907   1,103,127    3,330,063    3,330,063    4,746,671
  38     1,074,403   196,091    196,091    1,000,000     812,972     812,972   1,132,632    3,666,228    3,666,228    5,107,788
  39     1,138,098   191,295    191,295    1,000,000     853,260     853,260   1,163,249    4,034,043    4,034,043    5,499,611
  40     1,204,978   184,867    184,867    1,000,000     894,787     894,787   1,194,988    4,436,332    4,436,332    5,924,722
  41     1,275,202   176,585    176,585    1,000,000     937,577     937,577   1,227,945    4,876,200    4,876,200    6,386,359
  42     1,348,937   166,206    166,206    1,000,000     981,663     981,663   1,262,124    5,357,063    5,357,063    6,887,576
</TABLE>
 
                                       67
<PAGE>   71
 
<TABLE>
<CAPTION>
                             0% HYPOTHETICAL                    6% HYPOTHETICAL                      12% HYPOTHETICAL
          PREMIUM        GROSS INVESTMENT RETURN            GROSS INVESTMENT RETURN              GROSS INVESTMENT RETURN
         PAID PLUS   -------------------------------   ---------------------------------   ------------------------------------
POLICY   INTEREST     CASH     SURRENDER     DEATH       CASH      SURRENDER     DEATH        CASH      SURRENDER      DEATH
 YEAR      AT 5%      VALUE      VALUE      BENEFIT      VALUE       VALUE      BENEFIT      VALUE        VALUE       BENEFIT
- ------   ---------   -------   ---------   ---------   ---------   ---------   ---------   ----------   ----------   ----------
<S>      <C>         <C>       <C>         <C>         <C>         <C>         <C>         <C>          <C>          <C>
  43     1,426,359   153,096    153,096    1,000,000   1,026,966   1,026,966   1,297,469    5,882,013    5,882,013    7,431,335
  44     1,507,651   136,969    136,969    1,000,000   1,073,544   1,073,544   1,334,200    6,455,149    6,455,149    8,022,460
  45     1,593,009   117,026    117,026    1,000,000   1,121,328   1,121,328   1,372,281    7,080,146    7,080,146    8,664,682
  46     1,682,635    92,723     92,723    1,000,000   1,170,363   1,170,363   1,411,692    7,761,677    7,761,677    9,362,135
  47     1,776,741    63,243     63,243    1,000,000   1,220,655   1,220,655   1,452,580    8,504,554    8,504,554   10,120,419
  48     1,875,553    27,577     27,577    1,000,000   1,272,218   1,272,218   1,494,856    9,314,030    9,314,030   10,943,986
  49     1,979,306         0          0            0   1,325,088   1,325,088   1,538,295   10,195,983   10,195,983   11,836,517
  50            --        --         --           --   1,379,319   1,379,319   1,582,906   11,156,913   11,156,913   12,803,673
  51            --        --         --           --   1,434,986   1,434,986   1,628,709   12,204,100   12,204,100   13,851,654
  52            --        --         --           --   1,491,878   1,491,878   1,675,230   13,342,915   13,342,915   14,982,759
  53            --        --         --           --   1,551,649   1,551,649   1,724,193   14,595,699   14,595,699   16,218,740
  54            --        --         --           --   1,613,174   1,613,174   1,774,330   15,962,570   15,962,570   17,557,231
  55            --        --         --           --   1,676,841   1,676,841   1,825,744   17,457,325   17,457,325   19,007,536
  56            --        --         --           --   1,743,214   1,743,214   1,877,791   19,097,329   19,097,329   20,571,643
  57            --        --         --           --   1,812,934   1,812,934   1,927,874   20,903,073   20,903,073   22,228,327
  58            --        --         --           --   1,887,124   1,887,124   1,980,348   22,903,613   22,903,613   24,035,051
  59            --        --         --           --   1,966,617   1,966,617   2,038,596   25,128,588   25,128,588   26,048,294
  60            --        --         --           --   2,051,666   2,051,666   2,106,036   27,603,810   27,603,810   28,335,311
</TABLE>
 
ASSUMPTIONS:
 
     (1) BASED ON DEATH BENEFIT OPTION A AND ASSUMES NO POLICY LOANS HAVE BEEN
         MADE.
 
     (2) VALUES REFLECT CURRENT COST OF INSURANCE CHARGES.
 
     (3) NET INVESTMENT RETURNS ARE CALCULATED AS THE HYPOTHETICAL GROSS
         INVESTMENT RETURN LESS ALL CHARGES AND DEDUCTIONS.
 
     (4) DEATH BENEFIT REFLECTS CURRENT INTERNAL REVENUE CODE REQUIREMENTS BASED
         ON CASH VALUE ACCUMULATION TEST.
 
     (5) THE MORTALITY AND EXPENSE RISK CHARGE IS 0.65% THROUGH POLICY YEAR 10,
         0.50% IN POLICY YEARS 11 THROUGH 26, 0.40% THEREAFTER.
 
     (6) ZERO VALUES INDICATE POLICY LAPSE IN ABSENCE OF AN ADDITIONAL PREMIUM
         PAYMENT.
 
THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR
LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS, INCLUDING THE
INVESTMENT ALLOCATIONS MADE BY AN OWNER AND ACTUAL EXPENSES. THE DEATH BENEFIT,
CASH VALUE AND SURRENDER VALUE FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN
IF THE ACTUAL RATES OF RETURN AVERAGED 0%, 6% AND 12% OVER A PERIOD OF YEARS BUT
ALSO FLUCTUATED ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL POLICY YEARS. NO
REPRESENTATIONS CAN BE MADE BY KEMPER INVESTORS LIFE INSURANCE COMPANY THAT
THESE HYPOTHETICAL RATES OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       68
<PAGE>   72
 
                                  SURVIVORSHIP
                FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY
                     MALE PREFERRED NON-SMOKER ISSUE AGE 45
                    FEMALE PREFERRED NON-SMOKER ISSUE AGE 40
                             ANNUAL PREMIUM $9,500
                       $1,000,000 INITIAL DEATH BENEFIT:
 
                                    OPTION A
 
                      VALUES--GUARANTEED COST OF INSURANCE
 
<TABLE>
<CAPTION>
                             0% HYPOTHETICAL                   6% HYPOTHETICAL                     12% HYPOTHETICAL
          PREMIUM        GROSS INVESTMENT RETURN           GROSS INVESTMENT RETURN             GROSS INVESTMENT RETURN
         PAID PLUS   -------------------------------   -------------------------------   ------------------------------------
POLICY   INTEREST     CASH     SURRENDER     DEATH      CASH     SURRENDER     DEATH        CASH      SURRENDER      DEATH
 YEAR      AT 5%      VALUE      VALUE      BENEFIT     VALUE      VALUE      BENEFIT      VALUE        VALUE       BENEFIT
- ------   ---------   -------   ---------   ---------   -------   ---------   ---------   ----------   ----------   ----------
<S>      <C>         <C>       <C>         <C>         <C>       <C>         <C>         <C>          <C>          <C>
   1         9,975     8,656      8,656    1,000,000     9,197      9,197    1,000,000        9,739        9,739    1,000,000
   2        20,449    17,299     17,299    1,000,000    18,927     18,927    1,000,000       20,621       20,621    1,000,000
   3        31,446    25,751     25,751    1,000,000    29,026     29,026    1,000,000       32,569       32,569    1,000,000
   4        42,993    34,016     34,016    1,000,000    39,508     39,508    1,000,000       45,687       45,687    1,000,000
   5        55,118    42,099     42,099    1,000,000    50,388     50,388    1,000,000       60,089       60,089    1,000,000
   6        67,849    49,994     49,994    1,000,000    61,670     61,670    1,000,000       75,892       75,892    1,000,000
   7        81,217    57,676     57,676    1,000,000    73,342     73,342    1,000,000       93,204       93,204    1,000,000
   8        95,252    65,143     65,143    1,000,000    85,410     85,410    1,000,000      112,165      112,165    1,000,000
   9       109,990    72,391     72,391    1,000,000    97,881     97,881    1,000,000      132,930      132,930    1,000,000
  10       125,464    79,414     79,414    1,000,000   110,762    110,762    1,000,000      155,667      155,667    1,000,000
  11       141,713    86,205     86,205    1,000,000   124,056    124,056    1,000,000      180,560      180,560    1,000,000
  12       158,773    92,754     92,754    1,000,000   137,765    137,765    1,000,000      207,811      207,811    1,000,000
  13       176,687    99,050     99,050    1,000,000   151,893    151,893    1,000,000      237,642      237,642    1,000,000
  14       195,496   105,077    105,077    1,000,000   166,435    166,435    1,000,000      270,295      270,295    1,000,000
  15       215,246   110,819    110,819    1,000,000   181,391    181,391    1,000,000      306,038      306,038    1,000,000
  16       235,983   116,256    116,256    1,000,000   196,753    196,753    1,000,000      345,167      345,167    1,000,000
  17       257,758   121,363    121,363    1,000,000   212,516    212,516    1,000,000      387,999      387,999    1,042,203
  18       280,621   126,115    126,115    1,000,000   228,669    228,669    1,000,000      434,790      434,790    1,125,671
  19       304,627   130,482    130,482    1,000,000   245,202    245,202    1,000,000      485,850      485,850    1,212,729
  20       329,833   134,423    134,423    1,000,000   262,097    262,097    1,000,000      541,529      541,529    1,303,676
  21       356,300   137,891    137,891    1,000,000   279,328    279,328    1,000,000      602,196      602,196    1,398,721
  22       384,090   140,828    140,828    1,000,000   296,869    296,869    1,000,000      668,243      668,243    1,498,068
  23       413,269   143,155    143,155    1,000,000   314,672    314,672    1,000,000      740,070      740,070    1,601,956
  24       443,907   144,774    144,774    1,000,000   332,683    332,683    1,000,000      818,087      818,087    1,710,702
  25       476,078   145,567    145,567    1,000,000   350,834    350,834    1,000,000      902,714      902,714    1,824,565
  26       509,857   145,406    145,406    1,000,000   369,057    369,057    1,000,000      994,391      994,391    1,943,835
  27       545,325   144,085    144,085    1,000,000   387,230    387,230    1,000,000    1,093,503    1,093,503    2,068,689
  28       582,566   141,556    141,556    1,000,000   405,358    405,358    1,000,000    1,200,653    1,200,653    2,199,836
  29       621,669   137,583    137,583    1,000,000   423,324    423,324    1,000,000    1,316,285    1,316,285    2,337,327
  30       662,728   131,944    131,944    1,000,000   441,031    441,031    1,000,000    1,440,907    1,440,907    2,481,675
  31       705,839   124,371    124,371    1,000,000   458,371    458,371    1,000,000    1,575,038    1,575,038    2,633,148
  32       751,106   114,524    114,524    1,000,000   475,206    475,206    1,000,000    1,719,175    1,719,175    2,792,112
  33       798,636   101,949    101,949    1,000,000   491,358    491,358    1,000,000    1,873,771    1,873,771    2,958,872
  34       848,543    86,090     86,090    1,000,000   506,615    506,615    1,000,000    2,039,247    2,039,247    3,133,915
  35       900,945    66,262     66,262    1,000,000   520,734    520,734    1,000,000    2,216,001    2,216,001    3,317,575
  36       955,967    41,639     41,639    1,000,000   533,439    533,439    1,000,000    2,404,417    2,404,417    3,510,449
  37     1,013,741    11,247     11,247    1,000,000   544,431    544,431    1,000,000    2,604,917    2,604,917    3,713,048
  38     1,074,403         0          0            0   553,373    553,373    1,000,000    2,817,973    2,817,973    3,925,999
  39            --        --         --           --   559,875    559,875    1,000,000    3,044,115    3,044,115    4,150,043
  40            --        --         --           --   563,454    563,454    1,000,000    3,283,932    3,283,932    4,385,692
  41            --        --         --           --   563,467    563,467    1,000,000    3,537,988    3,537,988    4,633,703
  42            --        --         --           --   559,053    559,053    1,000,000    3,806,851    3,806,851    4,894,468
</TABLE>
 
                                       69
<PAGE>   73
 
<TABLE>
<CAPTION>
                             0% HYPOTHETICAL                   6% HYPOTHETICAL                     12% HYPOTHETICAL
          PREMIUM        GROSS INVESTMENT RETURN           GROSS INVESTMENT RETURN             GROSS INVESTMENT RETURN
         PAID PLUS   -------------------------------   -------------------------------   ------------------------------------
POLICY   INTEREST     CASH     SURRENDER     DEATH      CASH     SURRENDER     DEATH        CASH      SURRENDER      DEATH
 YEAR      AT 5%      VALUE      VALUE      BENEFIT     VALUE      VALUE      BENEFIT      VALUE        VALUE       BENEFIT
- ------   ---------   -------   ---------   ---------   -------   ---------   ---------   ----------   ----------   ----------
<S>      <C>         <C>       <C>         <C>         <C>       <C>         <C>         <C>          <C>          <C>
  43            --        --         --           --   549,019    549,019    1,000,000    4,091,022    4,091,022    5,168,598
  44            --        --         --           --   531,730    531,730    1,000,000    4,390,960    4,390,960    5,457,085
  45            --        --         --           --   505,026    505,026    1,000,000    4,707,354    4,707,354    5,760,860
  46            --        --         --           --   465,879    465,879    1,000,000    5,041,039    5,041,039    6,080,502
  47            --        --         --           --   410,088    410,088    1,000,000    5,393,105    5,393,105    6,417,795
  48            --        --         --           --   331,489    331,489    1,000,000    5,764,733    5,764,733    6,773,561
  49            --        --         --           --   221,072    221,072    1,000,000    6,157,616    6,157,616    7,148,377
  50            --        --         --           --    64,782     64,782    1,000,000    6,573,251    6,573,251    7,543,463
  51            --        --         --           --         0          0            0    7,013,218    7,013,218    7,960,003
  52            --        --         --           --        --         --           --    7,479,054    7,479,054    8,398,230
  53            --        --         --           --        --         --           --    7,972,249    7,972,249    8,858,763
  54            --        --         --           --        --         --           --    8,495,269    8,495,269    9,343,946
  55            --        --         --           --        --         --           --    9,055,353    9,055,353    9,859,469
  56            --        --         --           --        --         --           --    9,667,065    9,667,065   10,413,362
  57            --        --         --           --        --         --           --   10,316,388   10,316,388   10,970,447
  58            --        --         --           --        --         --           --   10,989,052   10,989,052   11,531,911
  59            --        --         --           --        --         --           --   11,669,078   11,669,078   12,096,166
  60            --        --         --           --        --         --           --   12,516,358   12,516,358   12,848,042
</TABLE>
 
ASSUMPTIONS:
 
     (1) BASED ON DEATH BENEFIT OPTION A AND ASSUMES NO POLICY LOANS HAVE BEEN
         MADE.
 
     (2) VALUES REFLECT GUARANTEED COST OF INSURANCE CHARGES.
 
     (3) NET INVESTMENT RETURNS ARE CALCULATED AS THE HYPOTHETICAL GROSS
         INVESTMENT RETURN LESS ALL CHARGES AND DEDUCTIONS.
 
     (4) DEATH BENEFIT REFLECTS CURRENT INTERNAL REVENUE CODE REQUIREMENTS BASED
         ON CASH VALUE ACCUMULATION TEST.
 
     (5) THE MORTALITY AND EXPENSE RISK CHARGE IS 0.90% IN ALL POLICY YEARS.
 
     (6) ZERO VALUES INDICATE POLICY LAPSE IN ABSENCE OF AN ADDITIONAL PREMIUM
         PAYMENT.
 
THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR
LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS, INCLUDING THE
INVESTMENT ALLOCATIONS MADE BY AN OWNER AND ACTUAL EXPENSES. THE DEATH BENEFIT,
CASH VALUE AND SURRENDER VALUE FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN
IF THE ACTUAL RATES OF RETURN AVERAGED 0%, 6% AND 12% OVER A PERIOD OF YEARS BUT
ALSO FLUCTUATED ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL POLICY YEARS. NO
REPRESENTATIONS CAN BE MADE BY KEMPER INVESTORS LIFE INSURANCE COMPANY THAT
THESE HYPOTHETICAL RATES OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       70
<PAGE>   74
 
                                  SURVIVORSHIP
                FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY
                     MALE PREFERRED NON-SMOKER ISSUE AGE 45
                    FEMALE PREFERRED NON-SMOKER ISSUE AGE 40
                             ANNUAL PREMIUM $9,500
                       $1,000,000 INITIAL DEATH BENEFIT:
 
                                    OPTION A
 
                       VALUES--CURRENT COST OF INSURANCE
 
<TABLE>
<CAPTION>
                             0% HYPOTHETICAL                    6% HYPOTHETICAL                      12% HYPOTHETICAL
          PREMIUM        GROSS INVESTMENT RETURN            GROSS INVESTMENT RETURN              GROSS INVESTMENT RETURN
         PAID PLUS   -------------------------------   ---------------------------------   ------------------------------------
POLICY   INTEREST     CASH     SURRENDER     DEATH       CASH      SURRENDER     DEATH        CASH      SURRENDER      DEATH
 YEAR      AT 5%      VALUE      VALUE      BENEFIT      VALUE       VALUE      BENEFIT      VALUE        VALUE       BENEFIT
- ------   ---------   -------   ---------   ---------   ---------   ---------   ---------   ----------   ----------   ----------
<S>      <C>         <C>       <C>         <C>         <C>         <C>         <C>         <C>          <C>          <C>
   1         9,975     8,698      8,698    1,000,000       9,240       9,240   1,000,000        9,782        9,782    1,000,000
   2        20,449    17,404     17,404    1,000,000      19,038      19,038   1,000,000       20,737       20,737    1,000,000
   3        31,446    25,939     25,939    1,000,000      29,231      29,231   1,000,000       32,791       32,791    1,000,000
   4        42,993    34,307     34,307    1,000,000      39,836      39,836   1,000,000       46,055       46,055    1,000,000
   5        55,118    42,511     42,511    1,000,000      50,870      50,870   1,000,000       60,652       60,652    1,000,000
   6        67,849    50,554     50,554    1,000,000      62,349      62,349   1,000,000       76,714       76,714    1,000,000
   7        81,217    58,433     58,433    1,000,000      74,286      74,286   1,000,000       94,382       94,382    1,000,000
   8        95,252    66,135     66,135    1,000,000      86,682      86,682   1,000,000      113,801      113,801    1,000,000
   9       109,990    73,665     73,665    1,000,000      99,558      99,558   1,000,000      135,150      135,150    1,000,000
  10       125,464    81,028     81,028    1,000,000     112,936     112,936   1,000,000      158,624      158,624    1,000,000
  11       141,713    88,368     88,368    1,000,000     127,023     127,023   1,000,000      184,695      184,695    1,000,000
  12       158,773    95,576     95,576    1,000,000     141,702     141,702   1,000,000      213,425      213,425    1,000,000
  13       176,687   102,653    102,653    1,000,000     156,998     156,998   1,000,000      245,086      245,086    1,000,000
  14       195,496   109,603    109,603    1,000,000     172,936     172,936   1,000,000      279,976      279,976    1,000,000
  15       215,246   116,428    116,428    1,000,000     189,543     189,543   1,000,000      318,426      318,426    1,000,000
  16       235,983   123,130    123,130    1,000,000     206,848     206,848   1,000,000      360,799      360,799    1,000,000
  17       257,758   129,669    129,669    1,000,000     224,839     224,839   1,000,000      407,461      407,461    1,000,000
  18       280,621   136,035    136,035    1,000,000     243,539     243,539   1,000,000      458,849      458,849    1,000,000
  19       304,627   142,223    142,223    1,000,000     262,967     262,967   1,000,000      515,444      515,444    1,000,000
  20       329,833   148,223    148,223    1,000,000     283,147     283,147   1,000,000      577,780      577,780    1,000,000
  21       356,300   154,025    154,025    1,000,000     304,102     304,102   1,000,000      646,451      646,451    1,000,000
  22       384,090   159,617    159,617    1,000,000     325,855     325,855   1,000,000      722,113      722,113    1,000,000
  23       413,269   164,991    164,991    1,000,000     348,437     348,437   1,000,000      805,501      805,501    1,014,932
  24       443,907   170,135    170,135    1,000,000     371,873     371,873   1,000,000      897,372      897,372    1,112,742
  25       476,078   175,032    175,032    1,000,000     396,194     396,194   1,000,000      998,549      998,549    1,218,230
  26       509,857   179,666    179,666    1,000,000     421,428     421,428   1,000,000    1,109,975    1,109,975    1,331,970
  27       545,325   184,180    184,180    1,000,000     448,021     448,021   1,000,000    1,233,779    1,233,779    1,468,197
  28       582,566   188,337    188,337    1,000,000     475,605     475,605   1,000,000    1,370,202    1,370,202    1,616,839
  29       621,669   192,086    192,086    1,000,000     504,207     504,207   1,000,000    1,520,516    1,520,516    1,779,004
  30       662,728   195,371    195,371    1,000,000     533,857     533,857   1,000,000    1,686,118    1,686,118    1,955,897
  31       705,839   198,117    198,117    1,000,000     564,585     564,585   1,000,000    1,868,541    1,868,541    2,148,823
  32       751,106   200,287    200,287    1,000,000     596,457     596,457   1,000,000    2,069,581    2,069,581    2,338,626
  33       798,636   201,822    201,822    1,000,000     629,536     629,536   1,000,000    2,291,173    2,291,173    2,543,202
  34       848,543   202,628    202,628    1,000,000     663,886     663,886   1,000,000    2,535,470    2,535,470    2,763,662
  35       900,945   202,594    202,594    1,000,000     699,583     699,583   1,000,000    2,804,876    2,804,876    3,001,217
  36       955,967   201,588    201,588    1,000,000     736,721     736,721   1,000,000    3,102,091    3,102,091    3,257,196
  37     1,013,741   199,463    199,463    1,000,000     775,422     775,422   1,000,000    3,429,498    3,429,498    3,600,973
  38     1,074,403   196,091    196,091    1,000,000     815,848     815,848   1,000,000    3,790,108    3,790,108    3,979,614
  39     1,138,098   191,295    191,295    1,000,000     858,192     858,192   1,000,000    4,187,215    4,187,215    4,396,576
  40     1,204,978   184,867    184,867    1,000,000     902,690     902,690   1,000,000    4,624,419    4,624,419    4,855,640
  41     1,275,202   176,585    176,585    1,000,000     949,641     949,641   1,000,000    5,105,660    5,105,660    5,360,943
  42     1,348,937   166,206    166,206    1,000,000     998,882     998,882   1,048,826    5,635,249    5,635,249    5,917,001
  43     1,426,359   153,096    153,096    1,000,000   1,050,019   1,050,019   1,102,520    6,217,765    6,217,765    6,528,653
  44     1,507,651   136,969    136,969    1,000,000   1,103,105   1,103,105   1,158,260    6,858,326    6,858,326    7,201,243
  45     1,593,009   117,026    117,026    1,000,000   1,158,160   1,158,160   1,216,068    7,562,325    7,562,325    7,940,441
  46     1,682,635    92,723     92,723    1,000,000   1,215,223   1,215,223   1,275,984    8,335,739    8,335,739    8,752,526
  47     1,776,741    63,243     63,243    1,000,000   1,274,317   1,274,317   1,338,032    9,184,980    9,184,980    9,644,229
  48     1,875,553    27,577     27,577    1,000,000   1,335,456   1,335,456   1,402,229   10,116,954   10,116,954   10,622,802
  49     1,979,306         0          0            0   1,398,649   1,398,649   1,468,581   11,139,098   11,139,098   11,696,053
  50            --        --         --           --   1,463,890   1,463,890   1,537,085   12,259,385   12,259,385   12,872,354
  51            --        --         --           --   1,531,165   1,531,165   1,607,723   13,486,349   13,486,349   14,160,667
</TABLE>
 
                                       71
<PAGE>   75
 
<TABLE>
<CAPTION>
                             0% HYPOTHETICAL                    6% HYPOTHETICAL                      12% HYPOTHETICAL
          PREMIUM        GROSS INVESTMENT RETURN            GROSS INVESTMENT RETURN              GROSS INVESTMENT RETURN
         PAID PLUS   -------------------------------   ---------------------------------   ------------------------------------
POLICY   INTEREST     CASH     SURRENDER     DEATH       CASH      SURRENDER     DEATH        CASH      SURRENDER      DEATH
 YEAR      AT 5%      VALUE      VALUE      BENEFIT      VALUE       VALUE      BENEFIT      VALUE        VALUE       BENEFIT
- ------   ---------   -------   ---------   ---------   ---------   ---------   ---------   ----------   ----------   ----------
<S>      <C>         <C>       <C>         <C>         <C>         <C>         <C>         <C>          <C>          <C>
  52            --        --         --           --   1,601,555   1,601,555   1,665,617   14,839,372   14,839,372   15,432,947
  53            --        --         --           --   1,677,136   1,677,136   1,727,450   16,349,596   16,349,596   16,840,084
  54            --        --         --           --   1,757,030   1,757,030   1,792,171   18,024,772   18,024,772   18,385,268
  55            --        --         --           --   1,841,967   1,841,967   1,860,386   19,888,808   19,888,808   20,087,697
  56            --        --         --           --   1,932,202   1,932,202   1,932,202   21,963,375   21,963,375   21,963,375
  57            --        --         --           --   2,026,390   2,026,390   2,026,390   24,253,282   24,253,282   24,253,282
  58            --        --         --           --   2,124,703   2,124,703   2,124,703   26,780,880   26,780,880   26,780,880
  59            --        --         --           --   2,227,322   2,227,322   2,227,322   29,570,844   29,570,844   29,570,844
  60            --        --         --           --   2,334,436   2,334,436   2,334,436   32,650,406   32,650,406   32,650,406
</TABLE>
 
ASSUMPTIONS:
 
     (1) BASED ON DEATH BENEFIT OPTION A AND ASSUMES NO POLICY LOANS HAVE BEEN
         MADE.
 
     (2) VALUES REFLECT CURRENT COST OF INSURANCE CHARGES.
 
     (3) NET INVESTMENT RETURNS ARE CALCULATED AS THE HYPOTHETICAL GROSS
         INVESTMENT RETURN LESS ALL CHARGES AND DEDUCTIONS.
 
     (4) DEATH BENEFIT REFLECTS CURRENT INTERNAL REVENUE CODE REQUIREMENTS BASED
         ON GUIDELINE PREMIUM TEST.
 
     (5) THE MORTALITY AND EXPENSE RISK CHARGE IS 0.65% THROUGH POLICY YEAR 10,
         0.50% IN POLICY YEARS 11 THROUGH 26, 0.40% THEREAFTER.
 
     (6) ZERO VALUES INDICATE POLICY LAPSE IN ABSENCE OF AN ADDITIONAL PREMIUM
         PAYMENT.
 
THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR
LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS, INCLUDING THE
INVESTMENT ALLOCATIONS MADE BY AN OWNER AND ACTUAL EXPENSES. THE DEATH BENEFIT,
CASH VALUE AND SURRENDER VALUE FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN
IF THE ACTUAL RATES OF RETURN AVERAGED 0%, 6% AND 12% OVER A PERIOD OF YEARS BUT
ALSO FLUCTUATED ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL POLICY YEARS. NO
REPRESENTATIONS CAN BE MADE BY KEMPER INVESTORS LIFE INSURANCE COMPANY THAT
THESE HYPOTHETICAL RATES OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       72
<PAGE>   76
 
                                  SURVIVORSHIP
                FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY
                     MALE PREFERRED NON-SMOKER ISSUE AGE 45
                    FEMALE PREFERRED NON-SMOKER ISSUE AGE 40
                             ANNUAL PREMIUM $9,500
                       $1,000,000 INITIAL DEATH BENEFIT:
 
                                    OPTION A
 
                      VALUES--GUARANTEED COST OF INSURANCE
 
<TABLE>
<CAPTION>
                             0% HYPOTHETICAL                   6% HYPOTHETICAL                     12% HYPOTHETICAL
          PREMIUM        GROSS INVESTMENT RETURN           GROSS INVESTMENT RETURN             GROSS INVESTMENT RETURN
         PAID PLUS   -------------------------------   -------------------------------   ------------------------------------
POLICY   INTEREST     CASH     SURRENDER     DEATH      CASH     SURRENDER     DEATH        CASH      SURRENDER      DEATH
 YEAR      AT 5%      VALUE      VALUE      BENEFIT     VALUE      VALUE      BENEFIT      VALUE        VALUE       BENEFIT
- ------   ---------   -------   ---------   ---------   -------   ---------   ---------   ----------   ----------   ----------
<S>      <C>         <C>       <C>         <C>         <C>       <C>         <C>         <C>          <C>          <C>
   1         9,975     8,656      8,656    1,000,000     9,197      9,197    1,000,000        9,739        9,739    1,000,000
   2        20,449    17,299     17,299    1,000,000    18,927     18,927    1,000,000       20,621       20,621    1,000,000
   3        31,446    25,751     25,751    1,000,000    29,026     29,026    1,000,000       32,569       32,569    1,000,000
   4        42,993    34,016     34,016    1,000,000    39,508     39,508    1,000,000       45,687       45,687    1,000,000
   5        55,118    42,099     42,099    1,000,000    50,388     50,388    1,000,000       60,089       60,089    1,000,000
   6        67,849    49,994     49,994    1,000,000    61,670     61,670    1,000,000       75,892       75,892    1,000,000
   7        81,217    57,676     57,676    1,000,000    73,342     73,342    1,000,000       93,204       93,204    1,000,000
   8        95,252    65,143     65,143    1,000,000    85,410     85,410    1,000,000      112,165      112,165    1,000,000
   9       109,990    72,391     72,391    1,000,000    97,881     97,881    1,000,000      132,930      132,930    1,000,000
  10       125,464    79,414     79,414    1,000,000   110,762    110,762    1,000,000      155,667      155,667    1,000,000
  11       141,713    86,205     86,205    1,000,000   124,056    124,056    1,000,000      180,560      180,560    1,000,000
  12       158,773    92,754     92,754    1,000,000   137,765    137,765    1,000,000      207,811      207,811    1,000,000
  13       176,687    99,050     99,050    1,000,000   151,893    151,893    1,000,000      237,642      237,642    1,000,000
  14       195,496   105,077    105,077    1,000,000   166,435    166,435    1,000,000      270,295      270,295    1,000,000
  15       215,246   110,819    110,819    1,000,000   181,391    181,391    1,000,000      306,038      306,038    1,000,000
  16       235,983   116,256    116,256    1,000,000   196,753    196,753    1,000,000      345,167      345,167    1,000,000
  17       257,758   121,363    121,363    1,000,000   212,516    212,516    1,000,000      388,010      388,010    1,000,000
  18       280,621   126,115    126,115    1,000,000   228,669    228,669    1,000,000      434,934      434,934    1,000,000
  19       304,627   130,482    130,482    1,000,000   245,202    245,202    1,000,000      486,348      486,348    1,000,000
  20       329,833   134,423    134,423    1,000,000   262,097    262,097    1,000,000      542,708      542,708    1,000,000
  21       356,300   137,891    137,891    1,000,000   279,328    279,328    1,000,000      604,525      604,525    1,000,000
  22       384,090   140,828    140,828    1,000,000   296,869    296,869    1,000,000      672,382      672,382    1,000,000
  23       413,269   143,155    143,155    1,000,000   314,672    314,672    1,000,000      746,937      746,937    1,000,000
  24       443,907   144,774    144,774    1,000,000   332,683    332,683    1,000,000      828,934      828,934    1,027,879
  25       476,078   145,567    145,567    1,000,000   350,834    350,834    1,000,000      918,879      918,879    1,121,032
  26       509,857   145,406    145,406    1,000,000   369,057    369,057    1,000,000    1,017,389    1,017,389    1,220,866
  27       545,325   144,085    144,085    1,000,000   387,230    387,230    1,000,000    1,125,170    1,125,170    1,338,953
  28       582,566   141,556    141,556    1,000,000   405,358    405,358    1,000,000    1,243,091    1,243,091    1,466,848
  29       621,669   137,583    137,583    1,000,000   423,324    423,324    1,000,000    1,372,054    1,372,054    1,605,303
  30       662,728   131,944    131,944    1,000,000   441,031    441,031    1,000,000    1,513,052    1,513,052    1,755,141
  31       705,839   124,371    124,371    1,000,000   458,371    458,371    1,000,000    1,667,170    1,667,170    1,917,245
  32       751,106   114,524    114,524    1,000,000   475,206    475,206    1,000,000    1,835,922    1,835,922    2,074,592
  33       798,636   101,949    101,949    1,000,000   491,358    491,358    1,000,000    2,020,809    2,020,809    2,243,098
  34       848,543    86,090     86,090    1,000,000   506,615    506,615    1,000,000    2,223,557    2,223,557    2,423,677
  35       900,945    66,262     66,262    1,000,000   520,734    520,734    1,000,000    2,446,173    2,446,173    2,617,405
  36       955,967    41,639     41,639    1,000,000   533,439    533,439    1,000,000    2,691,036    2,691,036    2,825,588
  37     1,013,741    11,247     11,247    1,000,000   544,431    544,431    1,000,000    2,958,612    2,958,612    3,106,543
  38     1,074,403         0          0            0   553,373    553,373    1,000,000    3,250,817    3,250,817    3,413,357
  39            --        --         --           --   559,875    559,875    1,000,000    3,569,690    3,569,690    3,748,175
  40            --        --         --           --   563,454    563,454    1,000,000    3,917,400    3,917,400    4,113,270
  41            --        --         --           --   563,467    563,467    1,000,000    4,296,220    4,296,220    4,511,031
  42            --        --         --           --   559,053    559,053    1,000,000    4,708,526    4,708,526    4,943,952
  43            --        --         --           --   549,019    549,019    1,000,000    5,156,762    5,156,762    5,414,600
  44            --        --         --           --   531,730    531,730    1,000,000    5,643,430    5,643,430    5,925,602
  45            --        --         --           --   505,026    505,026    1,000,000    6,171,134    6,171,134    6,479,691
  46            --        --         --           --   465,879    465,879    1,000,000    6,742,523    6,742,523    7,079,649
  47            --        --         --           --   410,088    410,088    1,000,000    7,360,342    7,360,342    7,728,359
  48            --        --         --           --   331,489    331,489    1,000,000    8,027,309    8,027,309    8,428,675
  49            --        --         --           --   221,072    221,072    1,000,000    8,746,163    8,746,163    9,183,471
  50            --        --         --           --    64,782     64,782    1,000,000    9,519,325    9,519,325    9,995,291
  51            --        --         --           --         0          0            0   10,348,837   10,348,837   10,866,279
  52            --        --         --           --        --         --           --   11,264,214   11,264,214   11,714,783
  53            --        --         --           --        --         --           --   12,280,251   12,280,251   12,648,658
  54            --        --         --           --        --         --           --   13,416,547   13,416,547   13,684,878
  55            --        --         --           --        --         --           --   14,699,559   14,699,559   14,846,554
  56            --        --         --           --        --         --           --   16,147,229   16,147,229   16,147,229
  57            --        --         --           --        --         --           --   17,736,481   17,736,481   17,736,481
  58            --        --         --           --        --         --           --   19,481,162   19,481,162   19,481,162
  59            --        --         --           --        --         --           --   21,396,472   21,396,472   21,396,472
  60            --        --         --           --        --         --           --   23,499,101   23,499,101   23,499,101
</TABLE>
 
                                       73
<PAGE>   77
 
ASSUMPTIONS:
 
     (1) BASED ON DEATH BENEFIT OPTION A AND ASSUMES NO POLICY LOANS HAVE BEEN
         MADE.
 
     (2) VALUES REFLECT GUARANTEED COST OF INSURANCE CHARGES.
 
     (3) NET INVESTMENT RETURNS ARE CALCULATED AS THE HYPOTHETICAL GROSS
         INVESTMENT RETURN LESS ALL CHARGES AND DEDUCTIONS.
 
     (4) DEATH BENEFIT REFLECTS CURRENT INTERNAL REVENUE CODE REQUIREMENTS BASED
         ON GUIDELINE PREMIUM TEST.
 
     (5) THE MORTALITY AND EXPENSE RISK CHARGE IS 0.90% IN ALL POLICY YEARS.
 
     (6) ZERO VALUES INDICATE POLICY LAPSE IN ABSENCE OF AN ADDITIONAL PREMIUM
         PAYMENT.
 
THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR
LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS, INCLUDING THE
INVESTMENT ALLOCATIONS MADE BY AN OWNER AND ACTUAL EXPENSES. THE DEATH BENEFIT,
CASH VALUE AND SURRENDER VALUE FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN
IF THE ACTUAL RATES OF RETURN AVERAGED 0%, 6% AND 12% OVER A PERIOD OF YEARS BUT
ALSO FLUCTUATED ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL POLICY YEARS. NO
REPRESENTATIONS CAN BE MADE BY KEMPER INVESTORS LIFE INSURANCE COMPANY THAT
THESE HYPOTHETICAL RATES OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       74
<PAGE>   78
 
                                  SURVIVORSHIP
                FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY
                     MALE PREFERRED NON-SMOKER ISSUE AGE 65
                    FEMALE PREFERRED NON-SMOKER ISSUE AGE 60
                             ANNUAL PREMIUM $50,000
                       $2,000,000 INITIAL DEATH BENEFIT:
 
                                    OPTION A
 
                       VALUES--CURRENT COST OF INSURANCE
 
<TABLE>
<CAPTION>
                             0% HYPOTHETICAL                    6% HYPOTHETICAL                      12% HYPOTHETICAL
          PREMIUM        GROSS INVESTMENT RETURN            GROSS INVESTMENT RETURN              GROSS INVESTMENT RETURN
         PAID PLUS   -------------------------------   ---------------------------------   ------------------------------------
POLICY   INTEREST     CASH     SURRENDER     DEATH       CASH      SURRENDER     DEATH        CASH      SURRENDER      DEATH
 YEAR      AT 5%      VALUE      VALUE      BENEFIT      VALUE       VALUE      BENEFIT      VALUE        VALUE       BENEFIT
- ------   ---------   -------   ---------   ---------   ---------   ---------   ---------   ----------   ----------   ----------
<S>      <C>         <C>       <C>         <C>         <C>         <C>         <C>         <C>          <C>          <C>
   1        52,500    47,115     47,115    2,000,000      50,011      50,011   2,000,000       52,907       52,907    2,000,000
   2       107,625    93,627     93,627    2,000,000     102,373     102,373   2,000,000      111,468      111,468    2,000,000
   3       165,506   139,039    139,039    2,000,000     156,665     156,665   2,000,000      175,725      175,725    2,000,000
   4       226,282   183,184    183,184    2,000,000     212,781     212,781   2,000,000      246,074      246,074    2,000,000
   5       290,096   226,158    226,158    2,000,000     270,903     270,903   2,000,000      323,285      323,285    2,000,000
   6       357,100   267,619    267,619    2,000,000     330,755     330,755   2,000,000      407,701      407,701    2,000,000
   7       427,455   307,281    307,281    2,000,000     392,125     392,125   2,000,000      499,823      499,823    2,000,000
   8       501,328   345,439    345,439    2,000,000     455,375     455,375   2,000,000      600,789      600,789    2,000,000
   9       578,895   382,065    382,065    2,000,000     520,574     520,574   2,000,000      711,570      711,570    2,000,000
  10       660,339   417,784    417,784    2,000,000     588,583     588,583   2,000,000      834,219      834,219    2,000,000
  11       745,856   452,042    452,042    2,000,000     658,915     658,915   2,000,000      969,344      969,344    2,000,000
  12       835,649   485,492    485,492    2,000,000     732,297     732,297   2,000,000    1,118,882    1,118,882    2,000,000
  13       929,932   518,249    518,249    2,000,000     808,991     808,991   2,000,000    1,284,509    1,284,509    2,053,673
  14     1,026,928   550,608    550,608    2,000,000     889,414     889,414   2,000,000    1,467,399    1,467,399    2,279,017
  15     1,132,875   582,598    582,598    2,000,000     973,767     973,767   2,000,000    1,669,080    1,669,080    2,520,979
  16     1,242,018   612,999    612,999    2,000,000   1,061,363   1,061,363   2,000,000    1,890,720    1,890,720    2,780,682
  17     1,356,619   641,251    641,251    2,000,000   1,152,105   1,152,105   2,000,000    2,133,900    2,133,900    3,060,012
  18     1,476,950   667,205    667,205    2,000,000   1,246,259   1,246,259   2,000,000    2,400,598    2,400,598    3,360,598
  19     1,603,298   690,659    690,659    2,000,000   1,344,144   1,344,144   2,000,000    2,692,942    2,692,942    3,685,022
  20     1,735,963   711,383    711,383    2,000,000   1,446,169   1,446,169   2,000,000    3,013,233    3,013,233    4,035,924
  21     1,875,261   729,139    729,139    2,000,000   1,552,756   1,552,756   2,037,992    3,364,002    3,364,002    4,415,252
  22     2,021,524   743,679    743,679    2,000,000   1,663,060   1,663,060   2,141,522    3,748,018    3,748,018    4,826,323
  23     2,175,100   754,268    754,268    2,000,000   1,776,819   1,776,819   2,247,321    4,167,908    4,167,908    5,271,570
  24     2,336,355   760,643    760,643    2,000,000   1,894,142   1,894,142   2,355,745    4,626,980    4,626,980    5,754,575
  25     2,505,673   761,896    761,896    2,000,000   2,014,930   2,014,930   2,466,879    5,128,312    5,128,312    6,278,592
  26     2,683,456   757,487    757,487    2,000,000   2,139,261   2,139,261   2,581,019    5,675,669    5,675,669    6,847,694
  27     2,870,129   746,560    746,560    2,000,000   2,267,168   2,267,168   2,697,930    6,273,021    6,273,021    7,464,895
  28     3,066,136   728,070    728,070    2,000,000   2,398,686   2,398,686   2,817,976    6,924,665    6,924,665    8,135,097
  29     3,271,942   700,747    700,747    2,000,000   2,533,878   2,533,878   2,941,072    7,635,345    7,635,345    8,862,345
  30     3,488,039   662,994    662,994    2,000,000   2,672,872   2,672,872   3,066,586    8,410,403    8,410,403    9,649,256
  31     3,714,941   612,809    612,809    2,000,000   2,815,842   2,815,842   3,194,854    9,255,799    9,255,799   10,501,630
  32     3,953,189   544,980    544,980    2,000,000   2,962,361   2,962,361   3,325,250   10,175,979   10,175,979   11,422,536
  33     4,203,348   455,435    455,435    2,000,000   3,112,740   3,112,740   3,457,943   11,178,215   11,178,215   12,417,879
  34     4,466,015   339,132    339,132    2,000,000   3,267,496   3,267,496   3,593,265   12,271,262   12,271,262   13,494,707
  35     4,741,816   189,871    189,871    2,000,000   3,427,439   3,427,439   3,731,453   13,465,947   13,465,947   14,660,376
  36     5,031,407        --         --           --   3,593,763   3,593,763   3,871,201   14,775,907   14,775,907   15,916,608
  37            --        --         --           --   3,767,954   3,767,954   4,006,843   16,217,734   16,217,734   17,245,938
  38            --        --         --           --   3,952,475   3,952,475   4,147,728   17,814,531   17,814,531   18,694,569
  39            --        --         --           --   4,149,210   4,149,210   4,301,071   19,589,924   19,589,924   20,306,915
  40            --        --         --           --   4,358,813   4,358,813   4,474,322   21,564,553   21,564,553   22,136,013
</TABLE>
 
                                       75
<PAGE>   79
 
ASSUMPTIONS:
 
     (1) BASED ON DEATH BENEFIT OPTION A AND ASSUMES NO POLICY LOANS HAVE BEEN
         MADE.
 
     (2) VALUES REFLECT CURRENT COST OF INSURANCE CHARGES.
 
     (3) NET INVESTMENT RETURNS ARE CALCULATED AS THE HYPOTHETICAL GROSS
         INVESTMENT RETURN LESS ALL CHARGES AND DEDUCTIONS.
 
     (4) DEATH BENEFIT REFLECTS CURRENT INTERNAL REVENUE CODE REQUIREMENTS BASED
         ON CASH VALUE ACCUMULATION TEST.
 
     (5) THE MORTALITY AND EXPENSE RISK CHARGE IS 0.65% THROUGH POLICY YEAR 2,
         0.50% IN POLICY YEARS 3 THROUGH 5, 0.40% IN POLICY YEARS 6 THROUGH 10,
         AND 0.30% THEREAFTER.
 
     (6) ZERO VALUES INDICATE POLICY LAPSE IN ABSENCE OF AN ADDITIONAL PREMIUM
         PAYMENT.
 
THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR
LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS, INCLUDING THE
INVESTMENT ALLOCATIONS MADE BY AN OWNER AND ACTUAL EXPENSES. THE DEATH BENEFIT,
CASH VALUE AND SURRENDER VALUE FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN
IF THE ACTUAL RATES OF RETURN AVERAGED 0%, 6% AND 12% OVER A PERIOD OF YEARS BUT
ALSO FLUCTUATED ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL POLICY YEARS. NO
REPRESENTATIONS CAN BE MADE BY KEMPER INVESTORS LIFE INSURANCE COMPANY THAT
THESE HYPOTHETICAL RATES OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       76
<PAGE>   80
 
                                  SURVIVORSHIP
                FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY
                     MALE PREFERRED NON-SMOKER ISSUE AGE 65
                    FEMALE PREFERRED NON-SMOKER ISSUE AGE 60
                             ANNUAL PREMIUM $50,000
                       $2,000,000 INITIAL DEATH BENEFIT:
 
                                    OPTION A
 
   
                      VALUES--GUARANTEED COST OF INSURANCE
    
 
<TABLE>
<CAPTION>
                             0% HYPOTHETICAL                   6% HYPOTHETICAL                     12% HYPOTHETICAL
          PREMIUM        GROSS INVESTMENT RETURN           GROSS INVESTMENT RETURN             GROSS INVESTMENT RETURN
         PAID PLUS   -------------------------------   -------------------------------   ------------------------------------
POLICY   INTEREST     CASH     SURRENDER     DEATH      CASH     SURRENDER     DEATH        CASH      SURRENDER      DEATH
 YEAR      AT 5%      VALUE      VALUE      BENEFIT     VALUE      VALUE      BENEFIT      VALUE        VALUE       BENEFIT
- ------   ---------   -------   ---------   ---------   -------   ---------   ---------   ----------   ----------   ----------
<S>      <C>         <C>       <C>         <C>         <C>       <C>         <C>         <C>          <C>          <C>
   1        52,500    46,840     46,840    2,000,000    49,731     49,731    2,000,000       52,623       52,623    2,000,000
   2       107,625    92,046     92,046    2,000,000   100,732    100,732    2,000,000      109,766      109,766    2,000,000
   3       165,506   135,330    135,330    2,000,000   152,722    152,722    2,000,000      171,542      171,542    2,000,000
   4       226,282   176,548    176,548    2,000,000   205,563    205,563    2,000,000      238,240      238,240    2,000,000
   5       290,096   215,523    215,523    2,000,000   259,082    259,082    2,000,000      310,165      310,165    2,000,000
   6       357,100   252,055    252,055    2,000,000   313,087    313,087    2,000,000      387,657      387,657    2,000,000
   7       427,455   285,846    285,846    2,000,000   367,295    367,295    2,000,000      471,042      471,042    2,000,000
   8       501,328   316,772    316,772    2,000,000   421,603    421,603    2,000,000      560,905      560,905    2,000,000
   9       578,895   344,508    344,508    2,000,000   475,731    475,731    2,000,000      657,777      657,777    2,000,000
  10       660,339   368,734    368,734    2,000,000   529,423    529,423    2,000,000      762,361      762,361    2,000,000
  11       745,856   389,071    389,071    2,000,000   582,397    582,397    2,000,000      875,523      875,523    2,000,000
  12       835,649   405,038    405,038    2,000,000   634,314    634,314    2,000,000      998,325      998,325    2,000,000
  13       929,932   416,004    416,004    2,000,000   684,750    684,750    2,000,000    1,132,089    1,132,089    2,000,000
  14     1,028,928   421,190    421,190    2,000,000   733,216    733,216    2,000,000    1,278,534    1,278,534    2,000,000
  15     1,132,875   419,652    419,652    2,000,000   779,163    779,163    2,000,000    1,437,785    1,437,785    2,171,630
  16     1,242,018   410,262    410,262    2,000,000   821,989    821,989    2,000,000    1,608,180    1,608,180    2,365,151
  17     1,356,619   391,710    391,710    2,000,000   861,068    861,068    2,000,000    1,790,121    1,790,121    2,567,033
  18     1,476,950   362,443    362,443    2,000,000   895,729    895,729    2,000,000    1,984,049    1,984,049    2,777,471
  19     1,603,298   320,587    320,587    2,000,000   925,221    925,221    2,000,000    2,190,445    2,190,445    2,997,405
  20     1,735,963   263,785    263,785    2,000,000   948,644    948,644    2,000,000    2,409,813    2,409,813    3,227,704
  21     1,875,261   188,932    188,932    2,000,000   964,814    964,814    2,000,000    2,642,687    2,642,687    3,468,526
  22     2,021,524    91,895     91,895    2,000,000   972,155    972,155    2,000,000    2,889,575    2,889,575    3,720,906
  23     2,175,100        --         --           --   968,481    968,481    2,000,000    3,150,954    3,150,954    3,985,327
  24            --        --         --           --   950,811    950,811    2,000,000    3,427,294    3,427,294    4,262,526
  25            --        --         --           --   915,253    915,253    2,000,000    3,719,249    3,719,249    4,553,476
  26            --        --         --           --   856,348    856,348    2,000,000    4,027,541    4,027,541    4,859,228
  27            --        --         --           --   766,545    766,545    2,000,000    4,353,250    4,353,250    5,180,368
  28            --        --         --           --   634,713    634,713    2,000,000    4,697,455    4,697,455    5,518,570
  29            --        --         --           --   444,564    444,564    2,000,000    5,061,543    5,061,543    5,874,933
  30            --        --         --           --   170,522    170,522    2,000,000    5,446,983    5,446,983    6,249,323
  31            --        --         --           --        --         --           --    5,855,243    5,855,243    6,643,358
  32            --        --         --           --        --         --           --    6,287,596    6,287,596    7,057,827
  33            --        --         --           --        --         --           --    6,745,180    6,745,180    7,493,221
  34            --        --         --           --        --         --           --    7,230,145    7,230,145    7,950,990
  35            --        --         --           --        --         --           --    7,749,148    7,749,148    8,436,497
  36            --        --         --           --        --         --           --    8,315,927    8,315,927    8,957,917
  37            --        --         --           --        --         --           --    8,917,745    8,917,745    9,483,130
  38            --        --         --           --        --         --           --    9,542,343    9,542,343   10,013,735
  39            --        --         --           --        --         --           --   10,175,804   10,175,804   10,548,238
  40            --        --         --           --        --         --           --   10,958,019   10,958,019   11,248,406
</TABLE>
 
                                       77
<PAGE>   81
 
ASSUMPTIONS:
 
     (1) BASED ON DEATH BENEFIT OPTION A AND ASSUMES NO POLICY LOANS HAVE BEEN
         MADE.
 
     (2) VALUES REFLECT GUARANTEED COST OF INSURANCE CHARGES.
 
     (3) NET INVESTMENT RETURNS ARE CALCULATED AS THE HYPOTHETICAL GROSS
         INVESTMENT RETURN LESS ALL CHARGES AND DEDUCTIONS.
 
     (4) DEATH BENEFIT REFLECTS CURRENT INTERNAL REVENUE CODE REQUIREMENTS BASED
         ON CASH VALUE ACCUMULATION TEST.
 
     (5) THE MORTALITY AND EXPENSE RISK CHARGE IS 0.90% IN ALL POLICY YEARS.
 
     (6) ZERO VALUES INDICATE POLICY LAPSE IN ABSENCE OF AN ADDITIONAL PREMIUM
         PAYMENT.
 
THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR
LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS, INCLUDING THE
INVESTMENT ALLOCATIONS MADE BY AN OWNER AND ACTUAL EXPENSES. THE DEATH BENEFIT,
CASH VALUE AND SURRENDER VALUE FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN
IF THE ACTUAL RATES OF RETURN AVERAGED 0%, 6% AND 12% OVER A PERIOD OF YEARS BUT
ALSO FLUCTUATED ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL POLICY YEARS. NO
REPRESENTATIONS CAN BE MADE BY KEMPER INVESTORS LIFE INSURANCE COMPANY THAT
THESE HYPOTHETICAL RATES OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       78
<PAGE>   82
 
                                  SURVIVORSHIP
                FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY
                     MALE PREFERRED NON-SMOKER ISSUE AGE 65
                    FEMALE PREFERRED NON-SMOKER ISSUE AGE 60
                             ANNUAL PREMIUM $50,000
                       $2,000,000 INITIAL DEATH BENEFIT:
 
                                    OPTION A
 
                       VALUES--CURRENT COST OF INSURANCE
 
<TABLE>
<CAPTION>
                             0% HYPOTHETICAL                    6% HYPOTHETICAL                      12% HYPOTHETICAL
          PREMIUM        GROSS INVESTMENT RETURN            GROSS INVESTMENT RETURN              GROSS INVESTMENT RETURN
         PAID PLUS   -------------------------------   ---------------------------------   ------------------------------------
POLICY   INTEREST     CASH     SURRENDER     DEATH       CASH      SURRENDER     DEATH        CASH      SURRENDER      DEATH
 YEAR      AT 5%      VALUE      VALUE      BENEFIT      VALUE       VALUE      BENEFIT      VALUE        VALUE       BENEFIT
- ------   ---------   -------   ---------   ---------   ---------   ---------   ---------   ----------   ----------   ----------
<S>      <C>         <C>       <C>         <C>         <C>         <C>         <C>         <C>          <C>          <C>
   1        52,500    47,115     47,115    2,000,000      50,011      50,011   2,000,000       52,907       52,907    2,000,000
   2       107,625    93,627     93,627    2,000,000     102,373     102,373   2,000,000      111,468      111,468    2,000,000
   3       165,506   139,039    139,039    2,000,000     156,665     156,665   2,000,000      175,725      175,725    2,000,000
   4       226,282   183,184    183,184    2,000,000     212,781     212,781   2,000,000      246,074      246,074    2,000,000
   5       290,096   226,158    226,158    2,000,000     270,903     270,903   2,000,000      323,285      323,285    2,000,000
   6       357,100   267,619    267,619    2,000,000     330,755     330,755   2,000,000      407,701      407,701    2,000,000
   7       427,455   307,281    307,281    2,000,000     392,125     392,125   2,000,000      499,823      499,823    2,000,000
   8       501,328   345,439    345,439    2,000,000     455,375     455,375   2,000,000      600,789      600,789    2,000,000
   9       578,895   382,065    382,065    2,000,000     520,574     520,574   2,000,000      711,570      711,570    2,000,000
  10       660,339   417,784    417,784    2,000,000     588,583     588,583   2,000,000      834,219      834,219    2,000,000
  11       745,856   452,042    452,042    2,000,000     658,915     658,915   2,000,000      969,344      969,344    2,000,000
  12       835,649   485,492    485,492    2,000,000     732,297     732,297   2,000,000    1,118,882    1,118,882    2,000,000
  13       929,932   518,249    518,249    2,000,000     808,901     808,991   2,000,000    1,284,535    1,284,535    2,000,000
  14     1,028,928   550,608    550,608    2,000,000     889,414     889,414   2,000,000    1,468,259    1,468,259    2,000,000
  15     1,132,875   582,598    582,598    2,000,000     973,767     973,767   2,000,000    1,672,039    1,672,039    2,000,000
  16     1,242,018   612,999    612,999    2,000,000   1,061,363   1,061,363   2,000,000    1,897,877    1,897,877    2,000,000
  17     1,356,619   641,251    641,251    2,000,000   1,152,105   1,152,105   2,000,000    2,147,623    2,147,623    2,255,004
  18       147,950   667,205    667,205    2,000,000   1,246,259   1,246,259   2,000,000    2,423,020    2,423,020    2,544,171
  19     1,603,298   690,659    690,659    2,000,000   1,344,144   1,344,144   2,000,000    2,726,647    2,726,647    2,862,980
  20     1,735,963   711,383    711,383    2,000,000   1,446,169   1,446,169   2,000,000    3,061,326    3,061,326    3,214,393
  21     1,875,261   729,139    729,139    2,000,000   1,552,872   1,552,872   2,000,000    3,430,149    3,430,149    3,601,656
  22     2,021,524   743,679    743,679    2,000,000   1,664,937   1,664,937   2,000,000    3,836,497    3,836,497    4,028,322
  23     2,175,100   754,268    754,268    2,000,000   1,783,124   1,783,124   2,000,000    4,283,993    4,283,993    4,498,192
  24     2,336,355   760,643    760,643    2,000,000   1,908,596   1,908,596   2,004,026    4,776,658    4,776,658    5,015,491
  25     2,505,673   761,896    761,896    2,000,000   2,039,999   2,039,999   2,141,999    5,318,761    5,318,761    5,584,699
  26     2,683,456   757,487    757,487    2,000,000   2,176,490   2,176,490   2,285,315    5,915,014    5,915,014    6,210,765
  27     2,870,129   746,560    746,560    2,000,000   2,318,157   2,318,157   2,434,065    6,570,484    6,570,484    6,899,008
  28     3,066,136   728,070    728,070    2,000,000   2,465,070   2,465,070   2,588,324    7,290,636    7,290,636    7,655,168
  29     3,271,942   700,747    700,747    2,000,000   2,617,282   2,617,282   2,748,146    8,081,358    8,081,358    8,485,426
  30     3,488,039   662,994    662,994    2,000,000   2,774,822   2,774,822   2,913,563    8,948,969    8,948,969    9,396,417
  31     3,714,941   612,809    612,809    2,000,000   2,937,693   2,937,693   3,084,577    9,900,241    9,900,241   10,395,253
  32     3,953,189   544,980    544,980    2,000,000   3,107,976   3,107,976   3,232,295   10,949,822   10,949,822   11,387,815
  33     4,203,348   455,435    455,435    2,000,000   3,286,673   3,286,673   3,385,273   12,110,425   12,110,425   12,473,738
  34     4,466,015   339,132    339,132    2,000,000   3,475,054   3,475,054   3,544,555   13,397,295   13,397,295   13,665,240
  35     4,741,816   189,871    189,871    2,000,000   3,674,680   3,674,680   3,711,426   14,828,715   14,828,715   14,977,002
  36     5,031,407        --         --           --   3,886,193   3,886,193   3,886,193   16,421,407   16,421,407   16,421,407
  37            --        --         --           --   4,106,972   4,106,972   4,106,972   18,179,420   18,179,420   18,179,420
  38            --        --         --           --   4,337,420   4,337,420   4,337,420   20,119,914   20,119,914   20,119,914
  39            --        --         --           --   4,577,962   4,577,962   4,577,962   22,261,832   22,261,832   22,261,832
  40            --        --         --           --   4,829,039   4,829,039   4,829,039   24,626,082   24,626,082   24,626,082
</TABLE>
 
                                       79
<PAGE>   83
 
ASSUMPTIONS:
 
     (1) BASED ON DEATH BENEFIT OPTION A AND ASSUMES NO POLICY LOANS HAVE BEEN
         MADE.
 
     (2) VALUES REFLECT CURRENT COST OF INSURANCE CHARGES.
 
     (3) NET INVESTMENT RETURNS ARE CALCULATED AS THE HYPOTHETICAL GROSS
         INVESTMENT RETURN LESS ALL CHARGES AND DEDUCTIONS.
 
     (4) DEATH BENEFIT REFLECTS CURRENT INTERNAL REVENUE CODE REQUIREMENTS BASED
         ON GUIDELINE PREMIUM TEST.
 
     (5) THE MORTALITY AND EXPENSE RISK CHARGE IS 0.65% THROUGH POLICY YEAR 2,
         0.50% IN POLICY YEARS 3 THROUGH 5, 0.40% IN POLICY YEARS 6 THROUGH 10,
         AND 0.30% THEREAFTER.
 
     (6) ZERO VALUES INDICATE POLICY LAPSE IN ABSENCE OF AN ADDITIONAL PREMIUM
         PAYMENT.
 
THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR
LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS, INCLUDING THE
INVESTMENT ALLOCATIONS MADE BY AN OWNER AND ACTUAL EXPENSES. THE DEATH BENEFIT,
CASH VALUE AND SURRENDER VALUE FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN
IF THE ACTUAL RATES OF RETURN AVERAGED 0%, 6% AND 12% OVER A PERIOD OF YEARS BUT
ALSO FLUCTUATED ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL POLICY YEARS. NO
REPRESENTATIONS CAN BE MADE BY KEMPER INVESTORS LIFE INSURANCE COMPANY THAT
THESE HYPOTHETICAL RATES OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       80
<PAGE>   84
 
                                  SURVIVORSHIP
                FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY
                     MALE PREFERRED NON-SMOKER ISSUE AGE 65
                    FEMALE PREFERRED NON-SMOKER ISSUE AGE 60
                             ANNUAL PREMIUM $50,000
                       $2,000,000 INITIAL DEATH BENEFIT:
 
                                    OPTION A
 
                      VALUES--GUARANTEED COST OF INSURANCE
 
<TABLE>
<CAPTION>
                             0% HYPOTHETICAL                   6% HYPOTHETICAL                     12% HYPOTHETICAL
          PREMIUM        GROSS INVESTMENT RETURN           GROSS INVESTMENT RETURN             GROSS INVESTMENT RETURN
         PAID PLUS   -------------------------------   -------------------------------   ------------------------------------
POLICY   INTEREST     CASH     SURRENDER     DEATH      CASH     SURRENDER     DEATH        CASH      SURRENDER      DEATH
 YEAR      AT 5%      VALUE      VALUE      BENEFIT     VALUE      VALUE      BENEFIT      VALUE        VALUE       BENEFIT
- ------   ---------   -------   ---------   ---------   -------   ---------   ---------   ----------   ----------   ----------
<S>      <C>         <C>       <C>         <C>         <C>       <C>         <C>         <C>          <C>          <C>
   1        52,500    46,840     46,840    2,000,000    49,731     49,731    2,000,000       52,623       52,623    2,000,000
   2       107,625    92,046     92,046    2,000,000   100,732    100,732    2,000,000      109,766      109,766    2,000,000
   3       165,506   135,330    135,330    2,000,000   152,722    152,722    2,000,000      171,542      171,542    2,000,000
   4       226,282   176,548    176,548    2,000,000   205,563    205,563    2,000,000      238,240      238,240    2,000,000
   5       290,096   215,523    215,523    2,000,000   259,082    259,082    2,000,000      310,165      310,165    2,000,000
   6       357,100   252,055    252,055    2,000,000   313,087    313,087    2,000,000      387,657      387,657    2,000,000
   7       427,455   285,846    285,846    2,000,000   367,295    367,295    2,000,000      471,042      471,042    2,000,000
   8       501,328   316,772    316,772    2,000,000   421,603    421,603    2,000,000      560,905      560,905    2,000,000
   9       578,895   344,508    344,508    2,000,000   475,731    475,731    2,000,000      657,777      657,777    2,000,000
  10       660,339   368,734    368,734    2,000,000   529,423    529,423    2,000,000      762,361      762,361    2,000,000
  11       745,856   389,071    389,071    2,000,000   582,397    582,397    2,000,000      875,523      875,523    2,000,000
  12       835,649   405,038    405,038    2,000,000   634,314    634,314    2,000,000      998,325      998,325    2,000,000
  13       929,932   416,004    416,004    2,000,000   684,750    684,750    2,000,000    1,132,089    1,132,089    2,000,000
  14     1,028,928   421,190    421,190    2,000,000   733,216    733,216    2,000,000    1,278,534    1,278,534    2,000,000
  15     1,132,875   419,652    419,652    2,000,000   779,163    779,163    2,000,000    1,439,934    1,439,934    2,000,000
  16     1,242,018   410,262    410,262    2,000,000   821,989    821,989    2,000,000    1,619,337    1,619,337    2,000,000
  17     1,356,619   391,710    391,710    2,000,000   861,068    861,068    2,000,000    1,820,853    1,820,853    2,000,000
  18     1,476,950   362,443    362,443    2,000,000   895,729    895,729    2,000,000    2,047,647    2,047,647    2,150,030
  19     1,603,298   320,587    320,587    2,000,000   925,221    925,221    2,000,000    2,295,578    2,295,578    2,410,357
  20     1,735,963   263,785    263,785    2,000,000   948,644    948,644    2,000,000    2,566,115    2,566,115    2,694,421
  21     1,875,261   188,932    188,932    2,000,000   964,814    964,814    2,000,000    2,861,057    2,861,057    3,004,110
  22     2,021,524    91,895     91,895    2,000,000   972,155    972,155    2,000,000    3,182,285    3,182,285    3,341,399
  23     2,175,100        --         --           --   968,481    968,481    2,000,000    3,531,738    3,531,738    3,708,325
  24            --        --         --           --   950,811    950,811    2,000,000    3,911,410    3,911,410    4,106,980
  25            --        --         --           --   915,253    915,253    2,000,000    4,323,372    4,323,372    4,539,540
  26            --        --         --           --   856,348    856,348    2,000,000    4,769,737    4,769,737    5,008,223
  27            --        --         --           --   766,545    766,545    2,000,000    5,252,691    5,252,691    5,515,326
  28            --        --         --           --   634,713    634,713    2,000,000    5,774,410    5,774,410    6,063,131
  29            --        --         --           --   444,564    444,564    2,000,000    6,337,086    6,337,086    6,653,940
  30            --        --         --           --   170,522    170,522    2,000,000    6,942,676    6,942,676    7,289,810
  31            --        --         --           --        --         --           --    7,592,842    7,592,842    7,972,484
  32            --        --         --           --        --         --           --    8,309,551    8,309,551    8,641,933
  33            --        --         --           --        --         --           --    9,104,147    9,104,147    9,377,272
  34            --        --         --           --        --         --           --    9,991,701    9,991,701   10,191,535
  35            --        --         --           --        --         --           --   10,992,618   10,992,618   11,102,544
  36            --        --         --           --        --         --           --   12,120,876   12,120,876   12,120,876
  37            --        --         --           --        --         --           --   13,359,478   13,359,478   13,359,478
  38            --        --         --           --        --         --           --   14,719,215   14,719,215   14,719,215
  39            --        --         --           --        --         --           --   16,211,935   16,211,935   16,211,935
  40            --        --         --           --        --         --           --   17,850,642   17,850,642   17,850,642
</TABLE>
 
                                       81
<PAGE>   85
 
ASSUMPTIONS:
 
     (1) BASED ON DEATH BENEFIT OPTION A AND ASSUMES NO POLICY LOANS HAVE BEEN
         MADE.
 
     (2) VALUES REFLECT GUARANTEED COST OF INSURANCE CHARGES.
 
     (3) NET INVESTMENT RETURNS ARE CALCULATED AS THE HYPOTHETICAL GROSS
         INVESTMENT RETURN LESS ALL CHARGES AND DEDUCTIONS.
 
     (4) DEATH BENEFIT REFLECTS CURRENT INTERNAL REVENUE CODE REQUIREMENTS BASED
         ON GUIDELINE PREMIUM TEST.
 
     (5) THE MORTALITY AND EXPENSE RISK CHARGE IS 0.90% IN ALL POLICY YEARS.
 
     (6) ZERO VALUES INDICATE POLICY LAPSE IN ABSENCE OF AN ADDITIONAL PREMIUM
         PAYMENT.
 
THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR
LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS, INCLUDING THE
INVESTMENT ALLOCATIONS MADE BY AN OWNER AND ACTUAL EXPENSES. THE DEATH BENEFIT,
CASH VALUE AND SURRENDER VALUE FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN
IF THE ACTUAL RATES OF RETURN AVERAGED 0%, 6% AND 12% OVER A PERIOD OF YEARS BUT
ALSO FLUCTUATED ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL POLICY YEARS. NO
REPRESENTATIONS CAN BE MADE BY KEMPER INVESTORS LIFE INSURANCE COMPANY THAT
THESE HYPOTHETICAL RATES OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       82
<PAGE>   86
 
                                   APPENDIX B
 
                         TABLE OF DEATH BENEFIT FACTORS
 
<TABLE>
<CAPTION>
ATTAINED                         ATTAINED                         ATTAINED                         ATTAINED
  AGE*           PERCENT           AGE*           PERCENT           AGE*           PERCENT           AGE*           PERCENT
- --------         -------         --------         -------         --------         -------         --------         -------
<S>              <C>             <C>              <C>             <C>              <C>             <C>              <C>
  0-40             250              50              185              60              130               70            115
    41             243              51              178              61              128               71            113
    42             236              52              171              62              126               72            111
    43             229              53              164              63              124               73            109
    44             222              54              157              64              122               74            107
    45             215              55              150              65              120            75-90            105
    46             209              56              146              66              119               91            104
    47             203              57              142              67              118               92            103
    48             197              58              138              68              117               93            102
    49             191              59              134              69              116               94            101
                                                                                                      95+            100
</TABLE>
 
* ATTAINED AGE IS THE AGE NEAREST BIRTHDAY AS OF THE BEGINNING OF THE POLICY
YEAR.
 
                                       83
<PAGE>   87
 
   
                                    PART II
    
 
                          UNDERTAKING TO FILE REPORTS
 
     Subject to the terms and conditions of Section 15(d) of the Securities and
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.
 
                     UNDERTAKING PURSUANT TO RULE 484(B)(1)
                        UNDER THE SECURITIES ACT OF 1933
 
     Pursuant to the Underwriting Agreement filed as Exhibit 1-A(3)(a) to this
Registration Statement, Kemper Investors Life Insurance Company (KILICO) and the
Separate Account will agree to indemnify Investors Brokerage Services, Inc.
(IBS) against any claims, liabilities and expenses which IBS may incur under the
Securities Act of 1933, common law or otherwise, arising out of or based upon
any alleged untrue statements of material fact contained in any registration
statement or prospectus of the Separate Account, or any omission to state a
material fact therein, the omission of which makes any statement contained
therein misleading. IBS will agree to indemnify KILICO and the Separate Account
against any and all claims, demands, liabilities and expenses which KILICO or
the Separate Account may incur, arising out of or based upon any act or deed of
IBS or of any registered representative of an NASD member investment dealer
which has an agreement with IBS and is acting in accordance with KILICO's
instructions.
 
     Insofar as indemnification for liability arising under the Securities Act
of 1933 may be permitted to directors, officers and controlling persons of
KILICO or the Separate Account (by virtue of the fact that they may also be
agents, employees or controlling persons of IBS) pursuant to the foregoing
provisions, or otherwise, KILICO and the Separate Account have been advised that
in the opinion of the Securities and Exchange Commission such indemnification
may be against public policy as expressed in the Act and may be, therefore,
unenforceable. In the event that a claim for indemnification against such
liabilities (other than the payment by KILICO or the Separate Account of
expenses incurred or paid by a director, officer or controlling person of KILICO
or the Separate Account 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, KILICO and the Separate Account
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.
 
             REPRESENTATION REGARDING FEES AND CHARGES PURSUANT TO
                SECTION 26 OF THE INVESTMENT COMPANY ACT OF 1940
 
     Kemper Investors Life Insurance Company (KILICO) represents that the fees
and charges deducted under the Policy, in the aggregate, are reasonable in
relation to the services rendered, the expenses expected to be incurred, and the
risks assumed by KILICO.
 
                                      II-1
<PAGE>   88
 
                       CONTENTS OF REGISTRATION STATEMENT
 
     This Registration Statement comprises the following Papers and Documents:
            The Facing sheet.
            Reconciliation and tie between items in N-8B-2 and Prospectus.
   
            The prospectus consisting of 83 pages.
    
            The undertaking to file reports.
            Undertaking pursuant to Rule 484(b)(1) under the Securities Act of
            1933.
            Representation Regarding Fees and Charges Pursuant to Section 26
            of the Investment Company Act of 1940.
            The signatures.
            Written consents of the following persons:
   
           A. Coopers & Lybrand L.L.P., independent accountants (Filed as
              Exhibit 6(a)).
    
 
   
           B. KPMG Peat Marwick LLP, Independent Auditors (Filed as Exhibit
              6(b)).
    
 
   
           C. Steven D. Powell, FSA (Included in Opinion filed as Exhibit 3(b)).
    
 
           The following exhibits:
 
   
<TABLE>
          <S>  <C>           <C>
          (3)  1-A(1)        KILICO Resolution establishing the Separate Account
               1-A(2)        Not Applicable
          (3)  1-A(3)(a)     Form of Underwriting Agreement between KILICO and Investors Brokerage Services, Inc.
                             (IBS)
          (2)  1-A(3)(b)     Specimen Selling Group Agreement of IBS
          (5)  1-A(3)(c)     Schedule of Commissions
          (2)  1-A(3)(d)     General Agent Agreement
          (4)  1-A(4)        Not Applicable
          (3)  1-A(5)(a)     Form of Individual Policy
          (3)  1-A(5)(b)     Form of Survivorship Policy
               1-A(5)(c)     Extended Maturity Option Rider
               1-A(5)(d)     Accelerated Death Benefit Option Rider
          (1)  1-A(6)(a)     KILICO Articles of Incorporation
          (2)  1-A(6)(b)     By-Laws of KILICO
               1-A(7)        Not Applicable
          (4)  1-A(8)(a)     Form of Participation Agreement among KILICO, Investors Fund Series (formerly known
                             as Kemper Investors Fund), Zurich Kemper Investments, Inc., and Kemper Distributors,
                             Inc.
          (4)  1-A(8)(b)     Form of Participation Agreement among KILICO and Evergreen Variable Annuity Trust
               1-A(8)(c)     Form of Administrative Services Agreement between KILICO and Bancorp Services L.L.C.
               1-A(9)        Not Applicable
               1-A(10)(a)    Application for Individual Policy
               1-A(10)(b)    Application for Survivorship Policy
          (3)  3(a)          Opinion and consent of legal officer of KILICO as to legality of policies being
                             registered
               3(b)          Opinion and consent of actuarial officer of KILICO regarding prospectus illustra-
                             tions and actuarial matters
               6(a)          Consent of Coopers & Lybrand L.L.P., independent accountants
               6(b)          Consent of KPMG Peat Marwick LLP, independent auditors
          (5)  8             Procedures Memorandum, pursuant to Rule 6e-3(T)(b)(12)(iii)
</TABLE>
    
 
- -------------------------
(1) Filed with the Registration Statement of the Registrant on Form S-6 filed on
    or about December 26, 1995 (File No. 33-65399).
 
(2) Filed with Amendment No. 2 to the Registration Statement on Form S-1 (File
    No. 333-02491) filed on or about April 23, 1997.
 
(3) Filed with the Registration Statement of the Registrant on Form S-6 filed on
    or about September 8, 1997 (File No. 333-35159).
 
(4) Filed with Pre-Effective Amendment No. 1 to the Registration Statement of
    the Registrant on Form S-6 filed on or about December 5, 1997 (File No.
    333-35159).
 
   
(5) To be filed with subsequent post-effective amendment.
    
 
                                      II-2
<PAGE>   89
 
                                   SIGNATURES
 
   
     Pursuant to the requirements of the Securities Act of 1933, the Registrant,
KILICO Variable Separate Account-2, certifies that it meets the requirements of
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 Long Grove and State of Illinois on
the 22nd day of April, 1998.
    
 
                                          KILICO VARIABLE SEPARATE ACCOUNT-2
                                          (Registrant)
 
                                          By: Kemper Investors Life Insurance
                                          Company
                                          (Depositor)
 
                                          By: /s/ JOHN B. SCOTT
                                              ----------------------------------
                                            John B. Scott, Chief Executive
                                              Officer
                                            and President
 
   
     Pursuant to the requirements of the Securities Act of 1933, this Amendment
to the Registration Statement has been signed below by the following directors
and principal officers of Kemper Investors Life Insurance Company in the
capacities indicated on the 22nd day of April, 1998.
    
 
   
<TABLE>
<CAPTION>
                   SIGNATURE                                            TITLE
                   ---------                                            -----
<S>                                                <C>
 
/s/ JOHN B. SCOTT                                  Chief Executive Officer, President and Director
- -----------------------------------------------    (Principal Executive Officer)
John B. Scott
 
/s/ WILLIAM H. BOLINDER                            Chairman of the Board and Director
- -----------------------------------------------
William H. Bolinder
 
/s/ FREDERICK L. BLACKMON                          Senior Vice President and Chief Financial
- -----------------------------------------------    Officer (Principal Financial Officer and
Frederick L. Blackmon                              Principal Accounting Officer)
 
/s/ LOREN J. ALTER                                 Director
- -----------------------------------------------
Loren J. Alter
 
/s/ DAVID A. BOWERS                                Director
- -----------------------------------------------
David A. Bowers
 
                                                   Director
- -----------------------------------------------
Markus Rohrbasser
</TABLE>
    
 
                                      II-3
<PAGE>   90
 
                                 EXHIBIT INDEX
 
   
<TABLE>
<S>           <C>
1-A(5)(c)     Extended Maturity Option Rider
1-A(5)(d)     Accelerated Death Benefit Option Rider
1-A(8)(c)     Form of Administrative Services Agreement between KILICO and
              Bancorp Services, L.L.C.
1-A(10)(a)    Application for Individual Policy
1-A(10)(b)    Application for Survivorship Policy
3(b)          Opinion and Consent of Actuarial Officer of KILICO regarding
              prospectus illustrations and actuarial matters
6(a)          Consent of Coopers & Lybrand L.L.P., independent accountants
6(b)          Consent of KPMG Peat Marwick LLP, independent auditors
</TABLE>
    

<PAGE>   1
                                                               EXHIBIT 1-A(5)(C)


KEMPER INVESTORS LIFE INSURANCE COMPANY                    [ZURICH KEMPER LOGO]
A Stock Life Insurance Company                                              
1 Kemper Drive
Long Grove, Illinois 60049-0001




                         EXTENDED MATURITY OPTION RIDER


This Rider is a part of the policy to which it is attached. It is subject to all
of the policy's provisions which are not inconsistent with this Rider. If
inconsistencies occur, the provisions of this Rider will apply.

BENEFIT

On the Maturity Date while this policy is in force, you may extend the Maturity
Date for one year. You may continue to extend the Maturity Date for one year
intervals. While this policy is continued under this provision, we will extend
the deduction period for one year and waive any cost of insurance charges
against the policy. All attached benefit riders, other than this Rider, will
terminate. No additional policy loans or partial withdrawals will be allowed.
Upon the death of the insured while this Policy is in force, the Death Benefit
will be payable. The Death Benefit under this option is the Cash Value. If the
Maturity Date is not extended the policy will mature.

EFFECTIVE DATE

This Rider becomes effective on the Policy Date, as shown on the Policy
Specifications Page.

TERMINATION

This Rider will terminate on the day coverage under this policy terminates.

REINSTATEMENT

This Rider may be reinstated if:

         1.   The policy itself is being reinstated; and 
         2.   The Rider terminated due to the termination of the policy
              according to the terms of the policy's Grace Period provision.


Signed for the Kemper Investors Life Insurance Company at its home office in
Long Grove, Illinois.




           [SIG]                                                [SIG]
         Secretary                                            President

<PAGE>   2
KEMPER INVESTORS LIFE INSURANCE COMPANY                             
A Stock Life Insurance Company                             [ZURICH KEMPER LOGO] 
1 Kemper Drive                                                      
Long Grove, Illinois 60049-0001     


                         EXTENDED MATURITY OPTION RIDER


This Rider is a part of the policy to which it is attached. It is subject to all
of the policy's provisions which are not inconsistent with this Rider. If
inconsistencies occur, the provisions of this Rider will apply.

BENEFIT

On the Maturity Date while this policy is in force, you may extend the Maturity
Date for one year. You may continue to extend the Maturity Date for one year
intervals. While this policy is continued under this provision, we will extend
the deduction period for one year and waive any cost of insurance charges
against the policy. All attached benefit riders, other than this Rider, will
terminate. No additional policy loans or partial withdrawals will be allowed.
Upon the death of the Life Insured while this Policy is in force, the Death
Benefit will be payable. The Death Benefit under this option is the Cash Value.
If the Maturity Date is not extended the policy will mature.

EFFECTIVE DATE

This Rider becomes effective on the Policy Date, as shown on the Policy
Specifications Page.

TERMINATION

This Rider will terminate on the day coverage under this policy terminates.

REINSTATEMENT

This Rider may be reinstated if:

     1.     The policy itself is being reinstated; and 
     2.     The Rider terminated due to the termination of the policy according
            to the terms of the policy's Grace Period provision.


Signed for the Kemper Investors Life Insurance Company at its home office in
Long Grove, Illinois.




              [SIG]                                           [SIG]
            Secretary                                       President

<PAGE>   1
                                                               EXHIBIT 1-A(5)(d)

KEMPER INVESTORS LIFE INSURANCE COMPANY 
1 Kemper Drive, Long Grove, IL 60049-0001

ACCELERATED DEATH BENEFIT RIDER

IMPORTANT          Benefits as specified under the Policy will be reduced     
                   if you receive an Accelerated Death Benefit payment.       
                                                                              
                   The benefit payment under this Rider may be taxable or     
                   may affect eligibility for benefits under state or federal 
                   law. You should contact your personal tax advisor for      
                   specific advice. Neither the Company nor its agents can    
                   provide tax advice.                                        
                                                                              
EFFECTIVE          This Rider is a part of the Policy as of the Issue Date     
DATE               of the Policy.                                              
                                                                               
DEFINITIONS        ACCELERATED DEATH BENEFIT - This is the amount of death     
                   benefit that you elect to accelerate when the insured is    
                   determined to be Terminally Ill. We will pay you the        
                   Accelerated Death Benefit less certain specified            
                   adjustments.                                                
                                                                               
                   TERMINALLY ILL - This is when the insured has a life        
                   expectancy of 12 months or less due to an illness or        
                   physical condition. We will require proof, satisfactory to  
                   us, that the insured is Terminally Ill. This proof will     
                   include, but is not limited to, certification by a          
                   Physician.                                                  
                                                                               
                   PHYSICIAN - This must be a Physician licensed and           
                   practicing, within, the scope of his/her license, within the
                   United States. The Physician must not be: you; the insured;  
                   or, related to either party by blood or marriage.           
                                                                               
ACCELERATED        You may elect to have a portion of the death benefit        
DEATH BENEFIT      accelerated when the insured is found to be Terminally Ill,
                   subject to the terms and conditions of  this Rider. The     
                   maximum Accelerated Death Benefit you may elect under this  
                   Policy is the lesser of:                                    
                                                                               
                   1. 25% of the death benefit; or                             
                                                                               
                   2. $250,000.                                                
                                                                               
                   The total Accelerated Death Benefit available under all     
                   policies issued by us or our affiliates on the life of the  
                   insured will not exceed $250,000. The minimum death benefit 
                   you may elect to accelerate is $10,000. You may not request 
                   more than one Accelerated Death Benefit under this Rider.   
                                                                               
ADJUSTMENTS        We will pay you the Accelerated Death Benefit less the
                   following adjustments in one lump sum: 

                   1. There is an administration fee of $150.00 for
                   processing an Accelerated Death Benefit.

                   2. If there is any outstanding policy loan, the
                   Accelerated Death Benefit will be used to repay the policy
                   loan and any accrued interest thereon.

LIEN               We will treat the Accelerated Death Benefit as a lien       
                   against your Policy. As a lien, we will charge you interest 
                   on the Accelerated Death Benefit. The maximum annual        
                   interest rate we may charge you is the greater of:          
                                                                               
                   1. The interest rate charged on policy loans, as stated     
                   in the Policy; or                                           
                                                                               
                   2. The current 90-day U.S. Treasury Bill rate in effect     
                   on the date that the  Accelerated Death Benefit is paid.    
                                                                               
                   The maximum interest rate we will charge on the portion     
                   of the lien which is equal to the Surrender Value of this   
                   Policy at the time the Accelerated Death Benefit is         
                   requested will be no greater than the rate we charge on     
                   policy loans.                                               
                   
S-9218                                                                   Page 1

<PAGE>   2

S-9218                                                                   Page 2

EFFECTS ON POLICY  The Accelerated Death Benefit will first be used to         
                   repay any outstanding policy loans and any unpaid accrued   
                   interest thereon. The Accelerated Death Benefit plus any    
                   accrued interest thereon will be treated as a lien against  
                   your Policy. Your access to the Net Surrender, Value of your 
                   Policy through policy loans, full surrenders, or partial    
                   surrenders, if any, will be limited to the excess of the Net
                   Surrender value over the lien. The death benefit payable    
                   under this Policy will also be reduced by the amount of the 
                   lien. Any benefits payable under other Riders attached to   
                   this Policy will not be affected by any benefit payable     
                   under this Rider. Premiums, without reduction, will still be
                   payable on this Policy, including any Rider premiums.       
                   
CONDITIONS         Payment of an Accelerated Death Benefit is subject to       
                   the conditions that follow:                                 
                                                                               
                   1. This Rider is subject to the terms of the                
                   Contestability provision under this Policy.                 
                                                                               
                   2. The insured must not be Terminally Ill due to any        
                   attempt of suicide while the suicide provision under this   
                   policy is in effect.                                        
                                                                               
                   3. You may reinstate this Rider subject to the same         
                   terms which apply to the  Policy.                           
                                                                               
                   4. You must send us a written request to elect the          
                   Accelerated Death Benefit.  The written request must be in a
                   form satisfactory to us.                                    
                                                                               
                   5. Any irrevocable beneficiaries or assignees must send     
                   us a written consent to the Accelerated Death Benefit. The 
                   written consent must be in a form satisfactory to us.      
                                                                               
                   6. You must provide us with proof satisfactory to us        
                   that the insured is Terminally Ill. This proof must include 
                   a certification by a Physician, who is not: you; the        
                   insured; or, related to either party by blood or marriage.  
                   We reserve the right to obtain a second medical opinion at  
                   our expense. If there is a conflict of opinion, we reserve  
                   the right to make the final determination.                  
                                                                               
                   7.This Rider provides for the accelerated payment of        
                   the death benefit and is not intended to allow third parties
                   to cause you to involuntarily invade your Policy proceeds   
                   ultimately payable to your beneficiary. Therefore, any      
                   election forced by creditors or government agencies will be 
                   honored only to the extent required by law.                 
                   
RELATIONSHIP TO    This Rider is part of the Policy to which it is             
THE POLICY         attached. The terms and conditions of the Policy apply to   
                   this Rider. Where the terms and conditions of the Policy and
                   this Rider are in conflict, the terms and conditions of this
                   Rider will prevail.                                         
                   
TERMINATION        This Rider will terminate on the earliest of:             
                                                                             
                   1. the date we pay you an Accelerated Death Benefit;      
                                                                             
                   2. the date you ask us to do so in writing and send us    
                   the Policy; or                                            
                                                                             
                   3. the date this Policy lapses because a premium due is   
                   not paid within the required grace period.                
                                                                             
                   Signed for the Kemper Investors Life Insurance Company    
                   at its home office in Long Grove, Illinois.               
                   

                   Secretary                                      President

<PAGE>   1
                                                               EXHIBIT 1-A(8)(C)

                                   FORM OF
                        ADMINISTRATIVE SERVICES AGREEMENT


ADMINISTRATIVE SERVICES AGREEMENT, dated as of June 16, 1997, by and among
Kemper Investors Life Insurance Company, an Illinois insurance company
(together with its successors and permitted assigns, the "Company"), Bancorp
Services, L.L.C., a Missouri limited liability company (together with its
successors and permitted assigns, the "Administrator"), and Zurich Centre
ReSource Limited, a Delaware corporation (together with its successors and
permitted assigns, "ZCR"). 
        
WHEREAS, the Company is the underwriter of the Series I Private Placement
Variable Life Insurance Policies identified in Schedule A and the Series II
- - VII Private Placement Variable Life Insurance Policies identified in
Schedule B (such policies hereinafter referred to as the "Policy"),
Schedule A and Schedule B are attached to and form a part of this Agreement
and which may be amended from time to time;

WHEREAS, the Company and the Administrator desire to enter into this
Agreement whereby the Administrator agrees to perform administrative
services in connection with the Policy, as specified herein;

WHEREAS, ZCR, the Company and the Administrator have entered into an
SVP/SCV Technology License Agreement pursuant to which Administrator has
granted certain rights and licenses to ZCR (and ZCR has granted certain
rights and sublicenses to the Company ), and ZCR and the Company have
entered into a Product and Marketing Support Agreement pursuant to which
ZCR has agreed to perform certain services for and license certain
technology to the Company in connection with Series I Private Placement
Variable Life Insurance Policies;

NOW, THEREFORE, in consideration of these premises, the parties hereto mutually
agree as follows: 

SECTION 1- RESPONSIBILITY 

The Company hereby appoints and designates the Administrator to be the
administrator of the Company's Series I Private Placement Variable Life
Insurance Policies identified in Schedule A and the Series II - VII Private
Placement Variable Life Insurance Policies identified in Schedule B. The
Company and the Administrator may by mutual consent add policies to and
delete polices from Schedule A and Schedule B from time to time.

The Administrator hereby agrees to assume responsibility for the performance of
"administrative services," as hereinafter described.
<PAGE>   2
SECTION 2 - ADMINISTRATIVE SERVICES

The term "administrative services" as used in this Agreement shall mean the
performance by the Administrator of the following functions:

1.      Billing - The Administrator shall prepare all premium statements and
        distribute them to the policyholder.

2.      Reports - The Administrator shall furnish to the Company premium
        reports, including information as to covered employees, additions to and
        terminations of coverage, total gross premium billed; full and partial
        surrenders, loans, as well as any other information the Company may
        reasonably require, including, but not limited to, the timely provision
        of information necessary to permit the Company to determine the payments
        required to be made pursuant to paragraph 8 of Section 3 hereof. The
        Administrator shall furnish to the Company all information and reports
        necessary to enable compliance with Internal Revenue Code Section 7702
        and Section 7702A and with any other tax reporting obligations the
        Company might have. The Company shall have the sole and exclusive right
        to interpret the Internal Revenue Code and determine its tax and other
        liabilities and responsibilities thereunder. 

3.      Communications with Policyholders - The Administrator shall prepare
        statements for policyholders showing account values and other
        transactions, including surrenders. Such statements shall be furnished
        annually to each policyholder or more often as such policyholder may
        reasonably require. The Administrator shall perform such other services
        customarily associated with insurance policy administration, including
        processing changes in the amount of insurance, and communication with
        the policyholder.

4.      Office and Supplies - The Administrator shall maintain, at its own
        expense, an office and the Company will provide the necessary supplies
        of forms for the administration of the Policy.

5.      Reports - Any forms or reports developed by the Administrator for the
        administration of the Policy and for distribution to policyholders must
        be approved by the Company prior to use.

6.      Reserve Calculations - The Administrator shall perform all reserve
        calculations in connection with the Policy and shall furnish reserve
        information to the Company at such times required by the Company and in
        such format agreed to by the Company and the Administrator.

7.      Loans and Surrenders - The Administrator shall process all requests for
        loans and full and partial surrenders under the Policy. 



                                                                               2


<PAGE>   3

 SECTION 3 - GENERAL PROVISIONS
 
 1.      Standard of Care - The Administrator agrees to perform, in a timely
         manner consistent with reasonable industry practice, faithfully and in
         accordance with applicable law, the duties as set forth herein. The
         Administrator represents that it meets all applicable requirements to
         enter into this agreement including any required state licenses and
         agrees to take such action as may be required under any applicable law
         to perform its obligations under this agreement. In performing the
         services set forth herein, the Administrator shall direct its efforts
         towards advancing the business and interests of the Company to the best
         of its ability.
 
 2.      Indemnification - The Administrator agrees to indemnify the Company and
         hold the Company harmless from any and all losses, damages, and
         expenses, including reasonable legal fees and expenses, which the
         Company may incur as a result of or arising out of any acts or
         omissions, whether dishonest, fraudulent, criminal or negligent, of the
         Administrator or its employees, acting alone or in collusion with
         others.


         The Company agrees to indemnify the Administrator and hold the
         Administrator harmless from any and all losses, damages, and expenses,
         including reasonable legal fees and expenses, which the Administrator
         may incur as a result of or arising out of any acts or omissions,
         whether dishonest, fraudulent, criminal or negligent, of the Company or
         its employees, acting alone or in collusion with others.


         The Administrator shall maintain in effect an errors and omissions
         liability policy in the amount of no less than $1,000,000 per
         occurrence, $3,000,000 annual aggregate limit, providing for
         indemnification of the Company to cover any loss arising as a result of
         any real or alleged dishonest, fraudulent, criminal or negligent
         conduct on the part of the Administrator's officers, agents or
         employees in any aspect of the performance of the Administrator's
         services under this Agreement. The Administrator shall cause the issuer
         of said policy to name the Company as a loss payee under such policy
         and to deliver to the Company evidence of the existence of such policy.
         The Administrator shall also cause the issuer to give 30 days' written
         notice prior to the cancellation of or any material change in the
         policy.

 3.      Termination - This Agreement shall become effective as of the date it
         has been duly executed by all parties and shall continue in effect
         until terminated pursuant to paragraph a or b below.


         a. This Agreement may be terminated by the Company or the Administrator
         by giving written notice to the other at least ninety days prior to the
         termination date, provided that, in the event of a termination by the
         Administrator pursuant to this sentence, the Company shall have the
         right in its sole discretion to extend the term 


                                                                               3


<PAGE>   4
         of this Agreement for up to an additional 90 days (i.e., so that this
         Agreement would not be terminated on less than 180 days prior written
         notice by the Administrator).

         b. Notwithstanding any other provision herein to the contrary, this
         Agreement may be terminated immediately by the Company for any of the
         following reasons:

               i. The Administrator fails to perform any of its obligations
               under this Agreement which failure to perform shall continue
               without cure for not less than 30 days following the
               Administrator's receipt of written notice from the Company of the
               Administrator's failure to perform; or

               ii. The occurrence of an event described in Section 14 of this
               Agreement.

         Notwithstanding any other provision herein to the contrary, this
         Agreement may be terminated by the Administrator if the Company fails
         to make a payment required to be made by this Agreement to the
         Administrator and such failure has not been cured within 30 days after
         notice (specifying that it is a notice of termination being given
         pursuant to this Section 3b) has been sent by the Administrator to the
         Company, provided that with respect to this paragraph of Section 3b,
         written notice is given in the manner provided in Section 20 below,
         and, additionally concurrent telephone confirmation of such notice is
         given personally directly to any of Debra Rezabek, Frank Julian or Phil
         Meserve.

         c. Upon termination of this Agreement for any reason, the Administrator
         agrees that for a period of five years from the date of termination,
         neither it nor any of its affiliates will take any action designed or
         calculated to result in the transfer or exchange of Policies or provide
         administrative services or otherwise use or offer its systems for use
         in administering policies issued by an insurance Company other than the
         Company where the cash values of such policies are the result of
         transfers or exchanges from policies administered under this Agreement.


 4.      Independent Contractor - The execution of this Agreement does not serve
         to indicate any relationship of employer and employee between the
         Company and the Administrator, and it is understood that the
         Administrator is an independent contractor.
 
 5.      Delivery to Policyholder - Any policies, certificates, booklets,
         termination notices or other written communications delivered by the
         Company to the Administrator for delivery to the policyholder, shall be
         delivered by the Administrator, at the Company's expense, promptly
         after receipt of instructions from the Company to do so.

 6.      Legal or Administrative Proceedings - If any notice of the commencement
         of any legal proceeding involving any policyholder is received by the
         Administrator, or
 


                                                                               4
<PAGE>   5
         if it receives any communication from any Insurance Department or other
         administrative agency or any other person identifying a complaint by a
         policyholder or calling a hearing involving any Company insuring
         practice, the Administrator shall immediately thereafter forward any
         correspondence or necessary files to the Company's Home Office for
         handling by the Company.

 7.      Records - The Administrator shall hold and possess, as the property of
         the Company, all papers, books, files, correspondence, and records of
         all kinds which at any time shall come into its possession or under its
         control relating to transactions by or for the Company. Such records
         will be maintained during the duration of this Agreement and six years
         thereafter.

         Upon termination of this Agreement or upon prior request, the
         Administrator shall surrender this property to the Company or its
         designee provided the Company is the underwriter on such date. If this
         Agreement is terminated because the Company is replaced as the
         underwriter with respect to all Policies, then all such property
         (except that relating to the payment of claims which shall remain the
         property of the Company) shall inure to the new underwriter at no
         charge by the Company; however, the Company will have access to such
         property to the extent needed to fulfill its contractual obligations
         and any other legal obligations which may arise.

         Notwithstanding the foregoing, the Administrator shall have the right
         to retain copies of all papers, books, files, correspondence and
         records of all kinds relating to this Agreement upon termination of
         this Agreement for any reason.

 8.      Compensation - The Company will pay the Administrator the fees set out
         in Schedule C. The Company and the Administrator may by mutual consent
         add, delete, or change the fees shown in Schedule C from time to time.
         This compensation will be payable only on those Policies for which
         Administrator provides administrative services and only for so long as
         those services are provided in accordance with this Agreement. The
         provisions contained in this paragraph shall survive termination of
         this Agreement.

 9.      Policy Amendment - The Administrator shall have no authority to alter 
         or amend the Policy, or to modify, waive or extend any of its
         provisions.

10.      Advertising, Etc. - It is expressly agreed that the Administrator
         shall have no authority to prepare or distribute any advertising,
         promotional or descriptive material relating to the Policy without
         first obtaining the Company's written approval of same. The
         Administrator shall not use the Company name, trademarks, logo or the
         name of the affiliated company in any way or manner not specifically
         authorized in writing by the Company. 





                                                                              5 
<PAGE>   6
11.      Furnishing Information: Audit,  Etc.
 
         a. The Administrator shall furnish the Company and ZCR with all
         reasonably requested information regarding any and all matters or
         transactions or activities pertaining to the Policy. The Administrator
         shall furnish such information, including information required for
         financial reporting purposes, at such times required by the Company and
         ZCR, as the case may be, and in a format mutually agreed upon. The
         Company and ZCR shall have the right to inspect any documents, books
         and records of the Administrator pertaining to the Policy or any
         activities of the Administrator in connection therewith. Any right on
         the part of the Company and ZCR to have access to the offices of the
         Administrator or to inspect, audit or photocopy any of the
         Administrator's documents, books or records shall be subject to
         reasonable advance notice, shall be conducted during the
         Administrator's normal business hours in a manner which will not
         unreasonably interfere with the Administrator's conduct of its business
         and shall be conducted at the sole expense of the Company or ZCR, as
         the case may be.

         b. The Administrator shall provide access and cooperation to duly
         authorized representatives of ZCR and the Company and Insurance
         Department representatives (and representatives of other regulatory
         authorities), for the purpose of conducting examinations or audits of
         its books and accounts, and the Administrator shall make full
         disclosure, without reservation of any kind, necessary to enable ZCR
         and the Company to determine fully whether the Administrator is
         faithfully performing its obligations under this Agreement. Any right
         on the part of ZCR and the Company to have access to the offices of
         the Administrator or to inspect, audit or photocopy any of the
         Administrator's books or records shall be subject to reasonable advance
         notice, shall be conducted during the Administrator's normal business
         hours in a manner which will not unreasonably interfere with the
         Administrator's conduct of its business and shall be conducted at the
         sole expense of ZCR or the Company, as the case may be.  

         c. Each of the Company and ZCR shall have the right to conduct periodic
         audits at ZCR's or the Company's office, as the case may be, or at the
         office of the Administrator. If ZCR or the Company chooses to conduct
         an audit at its own offices, the Administrator shall immediately ship
         copies of all requested records to the designated Company or ZCR office
         at the sole expense of the Company or ZCR, as the case may be. Any
         right on the part of ZCR and the Company to conduct periodic audits at
         the offices of the Administrator shall be subject to reasonable
         advance notice, shall be conducted during the Administrator's normal
         business hours in a manner which will not unreasonably interfere with
         the Administrator's conduct of its business and shall be conducted at
         the sole expense of ZCR or the Company, as the case may be.

12.      Assignment - The Administrator shall not assign or subcontract any of 
         its administrative functions, duties, or responsibilities without the
         prior written


                                                                               6
<PAGE>   7
         approval of the Company. The Company shall have the right to refuse
         approval for any reason whatsoever at its sole discretion.

13.      No Other Agreements - The Administrator shall have no authority to 
         make any agreement binding upon the Company, except as otherwise
         provided in this Agreement, with respect to the Policy or premiums
         payable thereon unless previously agreed upon in advance and in
         writing between the Administrator and the Company.

14.      Insolvency, Etc. - In the event the Administrator shall become 
         insolvent, make a general assignment for the benefit of creditors, or
         if any proceeding of any nature under the Federal Bankruptcy Act, as
         amended, or under any state insolvency statute, be commenced by or
         against the Administrator (or one of its joint ventures) or if a
         receiver be appointed therefore, and such proceeding remains in effect
         and unstayed for a period of not less than 90 days, the Administrator
         shall immediately notify the Company and ZCR pursuant to Section 20
         hereof, and upon the request of the Company:

         a. cease and desist all administrative services provided for herein;

         b. promptly relinquish and turn over to the Company all records as may
         be required or requested by the Company; and,

         c. provide to the Company whatever additional information or assistance
         may be required or requested by the Company.

15.      Arbitration; Submission to Jurisdiction - Any dispute arising out of 
         or relating to this Agreement or the breach, termination or validity
         hereof shall be settled by arbitration before one arbitrator in        
         Chicago, Illinois in accordance with the commercial arbitration rules
         then in effect of the American Arbitration Association. The parties
         hereby consent and submit to the personal jurisdiction of any federal
         court sitting in Chicago, Illinois and of any Illinois State court of
         competent jurisdiction sitting in Chicago, Illinois in any suit,
         action or proceeding in connection with arbitration arising out of or
         relating to this Agreement. The award entered by the arbitrator shall
         be final and binding on all parties to arbitration. Each party shall
         bear its respective arbitration expenses and shall each pay its pro
         rata portion based on the number of parties participating in such
         arbitration of the arbitrator's charges and expenses. The arbitrator
         shall not award punitive, exemplary or consequential damages.
         Notwithstanding the foregoing, this agreement to arbitrate shall not
         bar any party hereto from seeking temporary or provisional remedies
         in any court having jurisdiction thereof. 

16.      Headings - The headings and captions in this Agreement are inserted 
         for convenience only and shall not be considered in the construction 
         of any provisions. 


                                                                               7

<PAGE>   8
17.      Entire Contract - This Agreement constitutes the entire contract
         between the parties hereto. Any amendment or modification of this
         Agreement, including any Schedule hereto, will not be effective unless
         made in writing and signed by the parties hereto.

18.      Governing Law - This Agreement shall be construed and enforced
         according to the laws of the State of Illinois.

19.      Miscellaneous - This Agreement shall be binding upon the Company and
         the Administrator, and inure to the benefit of the parties hereto and
         their respective successors and permitted assigns. This Agreement may
         be executed simultaneously in two or more counterparts, each of which
         shall be deemed an original, but all of which together shall constitute
         one and the same instrument. No failure or delay in exercising any
         right, power or privilege hereunder will operate as a waiver thereof,
         nor will any single or partial exercise thereof preclude any other
         further exercise thereof or the exercise of any right, power or
         privilege hereunder.

20.      Notices - All notices and other communications hereunder shall be in
         writing and shall be sent by registered or certified mail, return
         receipt requested, posted prepaid, by hand delivery or by telecopier,
         as follows:

         If to Company:       Kemper Investors Life Insurance Company
                              1 Kemper Drive
                              Long Grove, IL 60049
                              Attention: General Counsel
                              Telecopier No: 847.550.5535

         with a copy to:      Zurich Centre Resource Limited          
                              One Chase Manhattan Plaza, 44th Floor   
                              New York, NY 10005                      
                              Attention: John Cross                   
                              Telecopier No.: 212.898.8766            


         and with a copy to:  Zurich Centre Resource Limited          
                              One Chase Manhattan Plaza, 44th Floor   
                              New York, NY 10005                      
                              Attention: General Counsel              
                              Telecopier No.: 212.898.5444            


                                                                               8
<PAGE>   9
         If to ZCR:           Zurich Centre ReSource Limited         
                              One Chase Manhattan Plaza, 44th Floor 
                              New York, NY 10005                     
                              Attention: John Cross                  
                              Telecopier No.: 212.898.8766           

         with a copy to:      Zurich Centre ReSource Limited         
                              One Chase Manhattan Plaza, 44th Floor  
                              New York, NY 10005                     
                              Attention: General Counsel             
                              Telecopier No.: 212.898.5444           

         If to Administrator: Bancorp Services, L.L.C.               
                              1611 Des Peres Road, Suite 370         
                              St. Louis, MO 63131                    
                              Attention: Seth Koppes                 
                              Telecopier No.: 314.984.0025           

          with copies to:     Bryan Cave LLP                         
                              One Metropolitan Square, Suite 3600    
                              St. Louis, MO 63102-2750               
                              Attention: William Seabaugh            
                              Telecopier No: 314.259.2020            

                                       and

                              Zurich Centre ReSource Limited          
                              One Chase Manhattan Plaza, 44th Floor   
                              New York, NY 10005                      
                              Attention: John Cross                   
                              Telecopier No.: 212.898.8766            

                                       and

                              Zurich Centre ReSource Limited          
                              One Chase Manhattan Plaza, 44th Floor   
                              New York, NY 10005                      
                              Attention: General Counsel              
                              Telecopier No.: 212.898.5444            
                              
or to such other person or address as any party shall specify by like notice to
each of the other parties. All such notices and communications shall be deemed
to have been duly given or made (i) when delivered by hand, (ii) when mailed,
five business days after


                                                                               9
<PAGE>   10
being deposited in the mail, postage prepaid and (iii) when telecopied, receipt
acknowledged.

IN WITNESS WHEREOF, this Agreement has been duly executed by an authorized
representative of each of the parties hereto.

BANCORP SERVICES, L.L.C.               KEMPER INVESTORS LIFE              
                                       INSURANCE COMPANY                  


                                                                           
   
By: /s/ Chris Garlich                  By: /s/ Phil Meserve               
   ----------------------------            ----------------------------   
    Name:  Chris Garlich                   Name:  Phil Meserve            
    Title:  EVP                            Title: EVP                     
    




ZURICH CENTRE RESOURCE LIMITED             

 
By: /s/ John E. Cross              
   ----------------------------
    Name:  JOHN E. CROSS           
    Title: MANAGING DIRECTOR       


                                                                              10
<PAGE>   11
                                 SCHEDULE A
                                 ----------

                  SERIES I VARIABLE LIFE INSURANCE POLICIES



Policy Owner                                           Date of Issue
- ------------                                           -------------

"Star Banc Corporation Rabbi Trust, First Union        June 17, 1997
National Bank, Trustee, dated 10-27-95 and as 
Amended and restated 6-16-97"



                                                                              11
<PAGE>   12
                                   SCHEDULE B
 
        SERIES II-VII PRIVATE PLACEMENT VARIABLE LIFE INSURANCE POLICES

            Series II    Private Placement Single Life Variable Life
                         Insurance Policy Form S-7004

            Series III   Private Placement Single Life Variable Life
                         Insurance Policy Form S-7004

            Series IV    Private Placement Survivorship Variable Life
                         Insurance Policy Form S-7006

            Series V     Private Placement Survivorship Variable Life
                         Insurance Policy Form S-7005

            Series VI    Private Placement Survivorship Variable Life
                         Insurance Policy Form S-7005

            Series VII   Private Placement Survivorship Variable Life
                         Insurance Policy Form S-7007


                                                                              12
<PAGE>   13
                                   SCHEDULE C

           SERIES I PRIVATE PLACEMENT VARIABLE LIFE INSURANCE POLICIES

 The Company will pay the Administrator for product administration on Series I
 Private Placement Variable Life Insurance Policies $2.50 per month per insured
 ($30.00 per annum per insured). The fees are payable in arrears on a monthly
 basis on the sixth Business Day of each calendar month (the "Payment Date") and
 on the termination of this Agreement and are based on the number of insureds as
 of the last Business Day of the calendar month immediately preceding such
 Payment Date. "Business Day", for purposes of this Schedule C, means each day
 that the New York Stock Exchange is open for trading. 

        SERIES II-VII PRIVATE PLACEMENT VARIABLE LIFE INSURANCE POLICIES

For each Series II - VII Private Placement Variable Life Insurance Policy, the
Administrator shall earn a fee for product administration equal to $12.50 per
month per policy. For each such policy, such fee shall be payable on the Payment
Date in the first full calendar month immediately following the date such policy
was issued, on the Payment Date for such calendar month in each calendar year
thereafter, and on the termination of this Agreement.

For each policy that terminates during the term of this Agreement for any reason
other than the death of the insured(s), the Administrator shall refund to the
Company a portion of the fee paid with respect to such policy on the most recent
Payment Date for such policy. Such portion shall be equal to the product of (i)
the amount of the fee paid with respect to such policy on the most recent
Payment Date for such policy and (ii) the quotient of (x) the number of calendar
days that remain until, but not including, the next Payment Date for such policy
and (y) 365. Such refund may be offset against any payment payable by the
Company to the Administrator hereunder or paid promptly following the
termination of such policy.

Upon the termination of this Agreement, for each policy, the Administrator shall
refund to the Company a portion of the fee paid with respect to such policy on
the most recent Payment Date for such policy. Such portion shall be equal to the
product of (i) the amount of such fee paid with respect to such policy on the
most recent Payment Date for such policy and (ii) the quotient of (x) the number
of calendar days that remain until, but not including, the next Payment Date for
such policy and (y) 365. Such refund shall be paid by the Administrator within
ten Business Days following the termination of this Agreement.

The provisions of this Schedule shall survive the termination of this Agreement.
 


                                                                              13

<PAGE>   1
                                                             EXHIBIT 1-A(10)(a)

<TABLE>
<S><C>
APPLICATION TO

KEMPER INVESTORS LIFE INSURANCE COMPANY                 [ZURICH KEMPER LOGO]
1 Kemper Drive, Long Grove, Illinois 60049-0001             

VARIABLE UNIVERSAL LIFE SUPPLEMENT
Name of Proposed Insured _____________________________ Plan ___________________
Planned Premium ________________________________ Mode Payable _________________

- ----------------------------------------------------------------------------------------------------------------------------------
PREMIUM ALLOCATION

Evergreen Variable Trust                               INVESTORS FUND SERIES                        FIXED ACCOUNT            
    % of Premium                                         % of Premium                                % OF Premium            
(Whole Percentages Only)                               (Whole Percentages Only)                 (Whole Percentages Only)     
      Subaccount                                           Subaccount                                                  
                                                                                                                             
__ % Evergreen VA                                      __ % Money Market                                ___ %
__ % Evergreen VA Growth and Income                    __ % Total Return                    
__ % Evergreen VA Foundation                           __ % High Yield                      
__ % Evergreen VA Global Leaders                       __ % Growth                          
__ % Evergreen VA Strategic Income                     __ % Government Securities           
__ % Evergreen VA Aggressive Growth                    __ % International                   
                                                       __ % Small Cap Growth                
                                                       __ % Investment Grade Bond           
                                                       __ % Value                           
                                                       __ % Small Cap Value                 
                                                       __ % Value + Growth                  
                                                       __ % Horizon 20+                     
                                                       __ % Horizon 10+                     
                                                       __ % Horizon 5                       
                                                       __ % Blue Chip                       
                                                       __ % Global Income                   
                                                                                            
 
                                                                                 Premium may be allocated to 10 subaccounts. Total
                                                                                 of subaccount plus fixed account must equal 100% 
- ----------------------------------------------------------------------------------------------------------------------------------
SUITABILITY

ANNUAL EARNINGS
[ ] $25,000 to $50,000   [ ] $50,000 to $100,000     [ ] $100,000 to $200,000    [ ] over $200,000 

NET WORTH
[ ] $25,000 to $75,000   [ ] $75,000 to $125,000     [ ] $125,000 to $250,000    [ ] over $250,000

FINANCIAL OBJECTIVES:
[ ] Long Term Growth    [ ] Preservation of Capital  [ ] Maximum Capital Appreciation
Other  ____________________________________________________________________________________________________________
[ ] Check this box if you do not wish to provide this information.
- -----------------------------------------------------------------------------------------------------------------------------------
IRC SECTION 7702 TEST

  [ ] Guideline Premium Test
  [ ] Cash Value Accumulation Test
- -----------------------------------------------------------------------------------------------------------------------------------
TELEPHONE AUTHORIZATION

[ ] Check here to authorize telephone transfers among the subaccounts and the fixed account subject to the conditions of the
Telephone Transfer Agreement.
- -----------------------------------------------------------------------------------------------------------------------------------
I understand that

THE AMOUNT AND DURATION OF THE DEATH BENEFIT MAY VARY UNDER SPECIFIED CONDITIONS. POLICY VALUES MAY INCREASE OR DECREASE IN
ACCORDANCE WITH THE EXPERIENCE OF THE SEPARATE ACCOUNT. ILLUSTRATIONS OF BENEFITS, INCLUDING DEATH BENEFITS, POLICY VALUES, AND CASH
SURRENDER VALUES ARE AVAILABLE UPON REQUEST.

Receipt is acknowledged of the current prospectus for the Policy and for the underlying funds for the Premium Allocation options
selected above.

All statements and answers to the foregoing questions are, to the best of my knowledge and belief: (a) complete; and (b)
true. I agree (a) that they shall form a part of my application; (b) that they shall be subject to the terms of the agreement found
in the application; and (c) that they shall become a part of any policy based on my application.

Dated at 
         -----------------------------------------              ---------------------------------------------------   
                 City and State                                 Signature of Proposed Insured                         
on                                                              
    ----------------------------------------------              ---------------------------------------------------        
       Month          Day           Year                        Signature of Applicant and Owner                           
                                                                (If other than Proposed Insured)                           

        Signature of Agent as Witness                                                                                      
                                      -------------------------------------------------
        Signature of Registered Principal                                                
                                          ---------------------------------------------
</TABLE>

L-8178  
<PAGE>   2

                                                           [ZURICH KEMPER LOGO]
FEDERAL KEMPER LIFE ASSURANCE COMPANY
FIDELITY LIFE ASSOCIATION, A Mutual Legal Reserve Company
KEMPER INVESTORS LIFE INSURANCE COMPANY
Long Grove, IL 60049


<TABLE>
<S><C>
LIFE INSURANCE APPLICATION

COMPLETE THE FOLLOWING IN ALL CASES:      THE FOLLOWING ARE NOT INCLUDED IN THIS SET
Part A: General Information               (USE WHEN NEEDED):                        
Part B: Agreement                         Part G: Aviation Supplement               
Agent's Report (located at end of set)    Part H: Financial Supplement              
                                          Part J: Insurance History Supplement      
COMPLETE THE FOLLOWING WHEN NEEDED: 
Part C: Medical Questionnaire (must be completed for all 
    non-examined cases) 
Part D: Multiple Insured Supplement 
Part E: Additional Details 
Pre-authorized Checking (PAC) Authorization (if electronic 
    debit is desired)
- -------------------------------------------------------------------------------
DIRECTIONS

You, as the Agent, are responsible for completing the necessary forms required  to process and underwrite this application. All
forms must be completed in full and must be legible. The directions below must be followed carefully.

DO -                                                                       DON'T -                                          
                                                                                                                           
- - Submit separate applications on Joint Insureds.                          - Don't accept or send money on applications    
- - Provide full details                                                       totalling over $500,000.                      
- - Print application in black ink.                                          - Don't send partial premiums - full mode       
- - Get all required signatures.                                               premium is needed.                            
- - Have the applicant initial all changes.                                  - Don't use pencil.                             
- - Complete the Agent's Report, especially Question 10                      - Don't use whiteout.                           
  (regarding replacement)                                                                                                  
- - Sign the Agent's Report after completing. 
- - Complete the Financial Supplement, Part H, if the 
  application is for more than $1 million.
- - Give the Notification (below) to the applicant prior 
  to completion of the application. 
- - Send two months' premium on all PAC cases. 

LIFE APP/S9S 
                                                           (Tear here)
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 
FEDERAL KEMPER LIFE ASSURANCE COMPANY 
FIDELITY LIFE ASSOCIATION, A Mutual Legal Reserve Company 
KEMPER INVESTORS LIFE INSURANCE COMPANY 
Long Grove, IL 60049 

                            - NOTIFICATION - IMPORTANT INFORMATION - PLEASE READ BOTH SIDES CAREFULLY-

                                             FEDERAL FAIR CREDIT REPORTING ACT NOTICE

We may request a consumer report which contains information about your character, general reputation, personal characteristics
and mode of living, except as may be related directly or indirectly to your sexual orientation. The information is obtained through
interviews with your friends, neighbors, and associates. It is part of our underwriting procedure. We will furnish information about
the nature of the report to you and a written summary of your rights if you write to us and ask. 

                   THIS NOTIFICATION MUST BE GIVEN TO THE PROPOSED INSURED BEFORE THE APPLICATION IS COMPLETED.

</TABLE>

<PAGE>   3
                                                            [ZURICH KEMPER LOGO]

FEDERAL KEMPER LIFE ASSURANCE COMPANY
FIDELITY LIFE ASSOCIATION, A Mutual Legal Reserve Company
KEMPER INVESTORS LIFE INSURANCE COMPANY
Long Grove, IL 60049


<TABLE>
<S><C>
CONDITIONAL RECEIPT (do not complete and give to Applicant unless payment is made)                                           
                                                                                                                             
In exchange for the payment of the first required                      rules and practices, for the plan and                 
premium with the application, the Company will                         amount applied for, without amendment, at the         
provide insurance prior to policy delivery, under                      rate class applied for or a lesser premium, as        
the following terms.                                                   of the date the Company receives all of its           
                                                                       medical requirements; and                             
NO INSURANCE WILL BE PROVIDED UNDER THIS RECEIPT                                                                             
UNLESS ALL REQUIREMENTS ARE FIRST FULFILLED EXACTLY                 f. The Proposed Insured has complied with all parts      
DURING THE LIFETIME OF THE PROPOSED INSURED. IF ALL                    of Life Application -  Part B: Agreement.             
REQUIREMENTS ARE NOT SO MET, OR THE PROPOSED INSURED                                                                         
DIES BY SUICIDE, THE LIABILITY OF THE COMPANY SHALL                 START OF INSURANCE - If the above requirements are       
BE LIMITED TO A REFUND TO THE APPLICANT OF THE                      first met, this Receipt will provide insurance beginning 
PAYMENT MADE FOR THIS RECEIPT. MEDICAL REQUIREMENTS                 the latest of: ( 1 ) the date of the application; or     
ARE DEFINED BY THE COMPANY'S CURRENT RULES AND                      (2) the date of receipt of all medical requirements      
PRACTICES AND INCLUDE HOSPITAL AND PHYSICIAN REPORTS,               by the Company.                                          
AND MEDICAL EXAMINATIONS AND TESTS. NO AGENT MAY                                                                             
ALTER OR WAIVE ANY PART OF THIS RECEIPT. THIS                       END OF INSURANCE - Once begun, any insurance this        
RECEIPT PROVIDES NO INSURANCE FOR RIDERS OR ADDITIONAL              receipt may provide ends at the earliest of: (1) 60      
BENEFITS.                                                           days after the date of the application; (2)              
                                                                    when the Company sends a refund of the premium           
REQUIREMENTS -The following must first be fulfilled                 which was exchanged for this receipt; or, (3) the        
for insurance to start:                                             date any policy issued goes into effect.                 
                                                                                                                             
a. All medical requirements are completed and                       AMOUNT LIMIT - The amount of insurance provided          
   received by the Company within 60 days from the                  by this receipt is the lesser of: (a) the initial        
   date of the application;                                         death benefit of the insurance applied for in            
                                                                    the application; or ( b ) $500,000 less all amounts      
b. The first premium has been paid in full;                         of life insurance and accidental death benefits          
                                                                    applied for or in force with the Company and its         
c. All questions in the application have been                       affiliates.                                              
   answered;                                                                                                                 
                                                                    PAYMENT TERMS - The first premium will not be            
d. All answers given in the application are true                    considered paid unless any check, draft, or other        
   and complete;                                                    instrument of payment (given as premium) is paid         
                                                                    in accordance with its terms. ALL PREMIUM                
e. The Proposed Insured is acceptable to the Company                CHECKS MUST BE MADE PAYABLE TO THE COMPANY. DO NOT       
   under its                                                        MAKE CHECKS PAYABLE TO THE AGENT. DO NOT LEAVE           
                                                                    THE PAYEE BLANK.                                         
- -----------------------------------------------------------------------------------------------------------------------------------
This receipt is given on behalf of the company selected in item 8 of Part A of the application.

I have read and agree to the above terms. 

- ----------------------------------------                ---------------------------------------------------------------------------
Dated                                                   Signature of the Owner/Applicant 

Received from                                                                                 $
              ------------------------------------------------------------------------------    -----------------------------------

for coverage on                                                                                               (the Proposed Insured)
               -----------------------------------------------------------------------------------------------


- ----------------------------------------                ---------------------------------------------------------------------------
Dated                                                   Signature of Agent

L-B595                                                      (Tear here)
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 
                                                MEDICAL INFORMATION BUREAU NOTICE

Information regarding your insurability will be                    Upon receipt of a request from you,                  
treated as confidential. Federal Kemper Life                       the Bureau will arrange disclosure of any            
Assurance Company, Fidelity Life Association or                    information it may have in your file. If you         
Kemper Investors Life Insurance Company (we),                      question the accuracy of information in              
or our reinsurers, may, however, make a brief                      the Bureau's file, you may contact the Bureau and    
report thereon to the Medical Information Bureau,                  seek a correction in accordance with the             
a non-profit membership organization of life                       procedures set forth in the Federal                  
insurance companies, which operates an information                 Fair Credit Reporting Act. The address of            
exchange on behalf of its members. If you apply                    the Bureau's information office is                   
to another Bureau member company for life or                       Post Office Box 105, Essex Station,                  
health insurance coverage, or a claim for                          Boston, Massachusetts 02112, telephone               
benefits is submitted to such a company, the                       number (781) 426-3660.                               
Bureau, upon request, will supply such                                                                                  
company with the information in its file.                          We, or our reinsurers, may also release              
                                                                   information in our file to other life                
                                                                   insurance companies to whom you may apply            
                                                                   for life or health insurance, or to                  
                                                                   whom a claim for benefits may be submitted.          

                   THIS NOTIFICATION MUST BE GIVEN TO THE PROPOSED INSURED BEFORE THE APPLICATION IS COMPLETED.
</TABLE>

<PAGE>   4
   FEDERAL KEMPER LIFE ASSURANCE COMPANY
   FIDELITY LIFE ASSOCIATION, A Mutual Legal Reserve Company
   KEMPER INVESTORS LIFE INSURANCE COMPANY              Policy number___________
   Long Grove, IL 60049                    

   LIFE APPLICATION - PART A: GENERAL INFORMATION
1. PROPOSED INSURED [ ] Male [ ] Female
   First name      Middle initial          Last name

   Former name if changed in last five years

   Birthdate      Age at nearest birthday           Birthplace
                  (use to calculate premium)        (state or country)

   Social Security number         Driver's license state/number

2. Street Address

   City                                   State           Zip

   Home phone    
               (      )

3. What is your occupation?

   Describe duties

   Employer

   Employer's street address

   City                                   State           Zip

   Business phone 
               (      )

   If more information is needed, you can be reached at: 

          [ ] Home    [ ] Work          Best time of day:_______________________

4. Current annual earned income: 
   $

5. OWNER/APPLICANT        [ ] Proposed Insured       [ ] Other (complete below) 

   Name

   Street

   City                                   State           Zip

   Relationship to Proposed Insured             Social Security or Tax ID#

6. PREMIUM PAYOR (select one)      [ ] Proposed Insured  
          [ ] Owner                [ ] Other (give name & address in #16) 

7. BENEFICIARY DESIGNATION (Use Part E if additional space is needed.) 
   PRIMARY BENEFICIARY(S) & ADDRESS       % OF                 RELATIONSHIP TO
   (If trust, give name/date of trust)   PROCEEDS              PROPOSED INSURED






   CONTINGENT BENEFICIARY(S) & ADDRESS



8. This application is to: (select one)
   [ ] Federal Kemper Life Assurance Company
   [ ] Fidelity Life Association
   [ ] Kemper Investors Life Insurance Company

9. NAME OF INSURANCE PLAN (if applicable                 INITIAL DEATH BENEFIT
   indicate type: 1/5/10/15-year, etc.)                (Specified amount, if UL)

   If Universal Life:
   [ ] Option A: Specified amount includes cash value
   [ ] Option B: Specified amount plus the cash value
          (If neither is selected, Option A will be assigned.)

   Riders: [ ] WP/WMD                        [ ] FDR*  _________ Units
           [ ] WSP $_________                [ ] DCR   _________ Units
           [ ] ______________                [ ] _____________________
                *COMPLETE PART D: MULTIPLE INSURED SUPPLEMENT

10.If this application is to Fidelity Life Association, select the desired
   dividend option, if applicable: 
   [ ] Pay in cash         [ ] Reduce premiums      [ ] Accumulate at interest 
   [ ] Buy additional paid-up insurance             [ ] Other 

11.a. Have you smoked cigarettes in the past 36 months?     [ ] Yes  [ ] No 
   b. Have you used tobacco in any other form in the 
      past 36 months?                                       [ ] Yes  [ ] No
      Type ____________________    Quantity _______________________________

12.Have you ever been told you had, or been treated for: 
   diabetes, cancer, heart disease, alcoholism, drug abuse, 
   or high blood pressure?                                  [ ] Yes  [ ] No
          (If Yes, preferred rates will not likely be available.)

13.Rate class applied for:
   [ ] Preferred non-tobacco                 [ ] Preferred tobacco 
   [ ] Standard non-tobacco                  [ ] Standard tobacco
   [ ] Other ______________________________________________________________

14.a. Bill frequency:                     b. Bill form: 
   [ ] Annual                             [ ] Direct 
   [ ] Semi-annual                        [ ] PAC (monthly only) 
   [ ] Quarterly                          [ ] List (monthly only) 
   [ ] Monthly (PAC or list only)         [ ] Other _______________________
       (For PAC, complete authorization form.)
   c. Planned periodic premium: (UL plans only) $__________________________

15.Amount remitted with this application, in exchange 
   for the conditional receipt: $ _________________________________________
             DO NOT SUBMIT MONEY IF DEATH BENEFIT EXCEEDS $500,000.

16.SPECIAL REQUESTS




                                                                          ZURICH
                                                                          KEMPER
                                                                           LOGO
                                  (Continued)



L-A595
<PAGE>   5
    FEDERAL KEMPER LIFE ASSURANCE COMPANY                     PART A (Continued)
    FIDELITY LIFE ASSOCIATION, A Mutual Legal Reserve Company  
    KEMPER INVESTORS LIFE INSURANCE COMPANY
    Long Grove, IL 60049

17. INDIVIDUAL LIFE INSURANCE IN FORCE (If none, state none.)
    (Do not list group)
                                                DATE             -PURPOSE-     
    COMPANY                   AMOUNT           ISSUED        PERSONAL BUSINESS 

    a       
    b.
    c.      
    d.      
    e.      
    f. 

18. Is this policy to replace any existing insurance or annuities?  
    (If Yes, complete required replacement forms.)             [ ] Yes  [ ] No
    If Yes, indicate which policy(s) _________________________________________ 

19. Are there life insurance applications pending with any 
    other companies? (If Yes, complete the following)          [ ] Yes  [ ] No 
                                             TO BE PLACED 
                                            IN ADDITION TO       - PURPOSE - 
    COMPANY              AMOUNT              OUR POLICY?          PERS. BUS.  
    




20. Have you ever been refused life insurance or been asked to pay extra
    premium for life insurance? (If Yes, provide full details) [ ] Yes  [ ] No 

21. A you a U.S. citizen? (If No, complete below.)             [ ] Yes  [ ] No

    Country of citizenship          Type of Visa             Expiration date 


22. Have you traveled or lived outside the U.S. or Canada within the past two 
    years, or do you intend to in the next 24 months?          [ ] Yes  [ ] No
   (If Yes, list country, reason, frequency and length of stay in #28.)

23. In the past three years, have you had three or more moving violations,
    or had your driver's license suspended or revoked?         [ ] Yes  [ ] No

24. Have you ever been convicted of reckless driving, or driving under
    the influence of alcohol or drugs?                         [ ] Yes  [ ] No
    (If #23 or #24 are Yes, give details, dates & current status in #28.) 

25. Have you been convicted of, or are you awaiting trial for a  
    felony? (If Yes, give type, date & current status.)        [ ] Yes  [ ] No 

26. In the past five years have you, or do you intend to:
    a. Scuba dive   [ ] Yes  [ ] No     e. Mountain climb      [ ] Yes  [ ] No 
    b. Sky dive     [ ] Yes  [ ] No     f. Race motorcycles    [ ] Yes  [ ] No 
    c. Parachute    [ ] Yes  [ ] No     g. Race automobiles    [ ] Yes  [ ] No
    d. Hang glide   [ ] Yes  [ ] No     h. Race power boats    [ ] Yes  [ ] No
    (If Yes, explain frequency, purpose, date of last activity & future plans.)

27. In the past five years,have you flown as a pilot or crew
    member in any flying activity, or do you intend to?        [ ] Yes  [ ] No 
    (If Yes, complete PART G: AVIATION SUPPLEMENT.)

28. Details of Yes answers for #20, 22-26 (Use Part E if additional space
    is needed.)




PART B: AGREEMENT
I (we) have read all the questions and answers in the application, including
all required parts. All responses are true and complete to the best of my
(our) knowledge and belief. I (we) promise to tell the Company of any change
in the health or habits of the Proposed Insured that occurs after completing
this application, but before the Policy is delivered to me (us) and the first
premium is paid.

I (we) agree:

1. This application, including all of its parts, will be the basis for and form
   part of the Policy; 

2. An Agent has no authority to alter the Company's rules or requirements, this 
   Agreement, the Receipt, or the Policy; 

3. The first premium will not be deemed paid unless any check, draft, or other
   instrument of payment (given as premium) is paid in accordance with its 
   terms; and

4. (Except as provided in the Receipt, if given) the insurance applied for never
   takes effect unless, during the lifetime of the Proposed Insured: ( a) the
   Policy has been issued, delivered to, and accepted by me (us); ( b) the
   required first premium has been paid; ( c) any amendments issued with the
   Policy have been completed and signed; all while the health and habits of the
   Proposed Insured remain as stated in this application.

Amendments to plan, amounts, classification or benefits will be made only with
my (our) consent. 

I (we) have received the notification about the Federal Fair Credit Reporting
Act and the Medical Information Bureau.

I hereby authorize: any licensed physician or medical practitioner; any
hospital, clinic or other medical or medically related facility; any insurance
company; the Medical Information Bureau; and any other organization, institution
or person, that has any records or knowledge of me or my health, to give to
Federal Kemper Life Assurance Company, Fidelity Life Association, A Mutual Legal
Reserve Company or Kemper Investors Life Insurance Company, or their reinsurers,
or the Medical Information Bureau, any such information. This authorization is
valid for two and one-half years from the date this form is signed. An exact
copy of this authorization is as valid as the original. 

Signed at ___________________  ________________________________________________
             City and state    Signature of Proposed Insured 
                               (if age 15 or over)

on __________________________  ________________________________________________
             Month/day/year    Signature of Owner/Applicant, if other than 
                               Proposed Insured

     ______________________________    ______________________   _______________
     Signature of Agent/Witness        Print Agent name         Agent number


L-A5952

<PAGE>   6
    FEDERAL KEMPER LIFE ASSURANCE COMPANY
    FIDELITY LIFE ASSOCIATION, A Mutual Legal Reserve Company
    KEMPER INVESTORS LIFE INSURANCE COMPANY             Policy number__________
    Long Grove, IL 60049                    

    PART C: MEDICAL QUESTIONNAIRE

1.  PROPOSED INSURED
    First name                Middle initial          Last name 

    Amount of insurance         Birthdate              Social Security number 

    Purpose of this examination:   [ ] New insurance 
    [ ] Change of existing policy  [ ] Reinstatement of lapsed policy 

2.  Have you ever had or been treated for: 
    a. High blood pressure, chest pain, rheumatic fever, a 
       heart condition, heart murmur, irregular heart 
       rhythm, heart attack, stroke, or other disease of 
       the heart or blood vessels?                              [ ] Yes  [ ] No
    b. Diabetes, a thyroid disorder, or other disease of 
       the glands?                                              [ ] Yes  [ ] No
    c. Cancer, tumor, lymph gland disorder, cyst, or 
       any blood disorder?                                      [ ] Yes  [ ] No
    d. Albumin, blood or sugar in the urine, kidney 
       trouble, or any other disease of the urinary or 
       genital tract (including prostate)?                      [ ] Yes  [ ] No
    e. Epilepsy, convulsion, fainting spell, stroke, paralysis,
       or any other disease of the brain or nervous system?     [ ] Yes  [ ] No
    f. Asthma, chronic bronchitis, emphysema, pneumonia, 
       sarcoidosis, tuberculosis, shortness of breath, 
       or other lung or respiratory system ailment?             [ ] Yes  [ ] No 
    g. Ulcer, colitis, hepatitis, pancreatitis or other 
       disorder of the esophagus, stomach, intestines, 
       liver, gallbladder or pancreas?                          [ ] Yes  [ ] No
    h. Severe injuries or any disease or deformity of the 
       muscles, connective tissue, bones, joints, or skin?      [ ] Yes  [ ] No 
    i. Any impairment of sight or hearing or disease of 
       the eyes, ears, nose or throat?                          [ ] Yes  [ ] No

3.  FAMILY RECORD                -- LIVING --              -- DECEASED --
                         AGE   STATE OF HEALTH       AGE   CAUSE OF DEATH
    Father 
    Mother 
    Brothers
    (list individually)

    Sisters
    (list individually)


    (Use #7 for additional brothers or sisters.)

4.  Has any family member listed in #3 had cancer, diabetes, high 
    blood pressure, heart disease, or kidney disease?           [ ] Yes  [ ] No
    (If Yes, identify family member, disorder and age at onset.)

5.  Answer both parts a and b.
    a. Have you smoked cigarettes in the past 36 months?        [ ] Yes  [ ] No
    b. Have you used tobacco in any other form in the
       past 36 months?                                          [ ] Yes  [ ] No
       Type ___________________________  Quantity _____________________________

6.  Have you ever:
    a. Used narcotics, hallucinogens, barbiturates, heroin, 
       cocaine, amphetamines, or any other habit-forming 
       drugs except as prescribed by a physician?               [ ] Yes  [ ] No 
    b. Been advised by a physician, psychiatrist, or 
       psychologist to quit or reduce your alcohol use?         [ ] Yes  [ ] No
    c. Been advised to seek, or received treatment or
       counseling for alcohol or other drug use?                [ ] Yes  [ ] No
    d. Been advised to attend or been a member of any 
       self-help group, such as Alcoholics Anonymous 
       or Narcotics Anonymous?                                  [ ] Yes  [ ] No 
    e. Been convicted of drug possession or distribution?       [ ] Yes  [ ] No

7.  DETAILS OF ITEMS 2 THROUGH 6. Give complete details of all Yes answers. 
    (Use #13 or Part E, if needed, for further details.)

<TABLE>
<CAPTION>
                                                         
    QUESTION    DATE OF         DETAILS, DIAGNOSIS,                                NAMES AND ADDRESSES OF DOCTORS,
    NUMBER      OCCURRENCE      TREATMENT, MEDICATION, RESULTS      DURATION       HOSPITALS, AND MEDICAL FACILITIES CONSULTED
<S>         <C>             <C>                                 <C>            <C>



</TABLE>
                                                                         ZURICH
                                                                         KEMPER
                                                                          LOGO
 
L-C595                            (Continued)
<PAGE>   7
    FEDERAL KEMPER LIFE ASSURANCE COMPANY                     PART C (Continued)
    FIDELITY LIFE ASSOCIATION, A Mutual Legal Reserve Company
    KEMPER INVESTORS LIFE INSURANCE COMPANY
    Long Grove, IL 60049

8.  Have you:
    a. Consulted a physician, psychiatrist, psychologist, or
       other medical practitioner in the last five years?      [ ] Yes [ ] No 

    b. Had any blood studies (other than an HIV or AIDS 
       test), electrocardiograms, stress electrocardiograms, 
       or other medical tests or studies in the last 
       five years?                                             [ ] Yes [ ] No 
   
    c. Tested positive for the Human Immunodeficiency 
       Virus (HIV) or antibody?                                [ ] Yes [ ] No

    d. Been under observation or received treatment in 
       any hospital or other institution or medical facility 
       in the last ten years?                                  [ ] Yes [ ] No 

    e. Been advised, in the last two years, to have any 
       diagnostic test, surgery, or hospitalization which      
       has not been completed?                                 [ ] Yes [ ] No

    f. Ever received any sickness or disability pension, 
       benefits, or compensation?                              [ ] Yes [ ] No

    g. Ever attempted suicide?                                 [ ] Yes [ ] No

9.  What is your height? ___________ Weight? _________ 
    Have you lost any weight in the past year?                 [ ] Yes [ ] No 
    If Yes, amount? _________ Reason? ________________

10. Are you currently taking or have you been advised to 
    take any medication?                                       [ ] Yes [ ] No 
    (If Yes, list name of medication, reason & doctor's name and address.) 

11. To the best of your knowledge, do you have: 
    a. Any mental illness or psychiatric disorder?             [ ] Yes [ ] No 
    b. Any physical disorder or disease?                       [ ] Yes [ ] No 

12. Who is your personal physician? (If none, state none.) 
    Name
    Street      
    City                        | State       | Zip
    Date last seen?         | Phone (     )
    Why? 
    What tests were made?
    Were the results normal? (If No, give details below.)      [ ] Yes [ ] No

<TABLE>

13. DETAILS OF ITEMS 8 THROUGH 12. Give complete details of all Yes answers. 
    (Use #7 or Part E, if needed, for further details.) 
    Question   Date of       Details, diagnosis,                         Names and addresses of doctors, 
    number     occurrence    treatment, medication,results   Duration    hospitals, and medical facilities consulted
    -------------------------------------------------------------------------------------------------------------------
    <S>        <C>           <C>                             <C>         <C>
    
    -------------------------------------------------------------------------------------------------------------------

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

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

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

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

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

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

</TABLE>

    All statements and answers to the foregoing questions are, to the best of my
    knowledge and belief: (a) complete; and (b) true. I agree (a) that they
    shall form a part of my application; (b) that they shall be subject to the
    terms of the agreement found in the application; and ( c) that they shall
    become a part of any policy based on my application. I hereby authorize: any
    licensed physician or medical practitioner; any hospital, clinic, or other
    medical or medically related facility; any insurance company; the Medical
    Information Bureau; and any other organization, institution or person, that
    has any records or knowledge of me or my health, to give to Federal Kemper
    Life Assurance Company, Fidelity Life Association, A Mutual Legal Reserve
    Company or Kemper Investors Life Insurance Company, or their reinsurers, or
    the Medical Information Bureau, any such information. This authorization is
    valid for two and one-half years from the date this form is signed. An exact
    copy of this authorization is as valid as the original.

    Dated at________________________  __________________________________________
                    City and State    Signature of Proposed Insured

    on______________________________
                    Month/day/year 
                                     ___________________________________________
                                     Signature of Witness [ ] Agent [ ] Examiner


   
L-C5952
    
<PAGE>   8


    FEDERAL KEMPER LIFE ASSURANCE COMPANY
    FIDELITY LIFE ASSOCIATION, A Mutual Legal Reserve Company
    KEMPER INVESTORS LIFE INSURANCE COMPANY
    Long Grove, IL 60049                                 Policy number__________

<TABLE>
<S><C>
     PART D: MULTIPLE INSURED SUPPLEMENT (use for Riders: Dependent Children s, Family Dependents', etc.)
      
  1. SPOUSE OR OTHER ADULT PROPOSED FOR INSURANCE [ ]Male [ ]Female    Birthdate  Age  Birthplace    Height    Weight
     Name (first, middle, last)             | Social Security number                                            
  2. DEPENDENTS PROPOSED  FOR INSURANCE       Relationship

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

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

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

     --------------------------------------------------------------------------------------------------------------------
</TABLE>

3.   Has the person named in #1 above used tobacco in any      
     form in the past 36 months?                               [ ] Yes [ ] No 
     Type________________Quantity_____________________


4.   Has any person named above lost any weight in the 
     past year?                                                [ ] Yes [ ] No
     If Yes, amount?____________ Reason?_______________
        
5.   Has any person named above ever used narcotics, 
     hallucinogens, barbiturates, heroin, cocaine, 
     amphetamines, or any other habit-forming drugs 
     except as prescribed by a physician?                      [ ] Yes [ ] No 
6.   To the best of your knowledge, does any person named 
     above have any mental or physical impairment or disease?  [ ] Yes [ ] No 

7.   Has any person named above: a. Consulted a physician,
     psychiatrist, psychologist, or other medical 
     practitioner in the last five years?                      [ ] Yes [ ] No 
 a.  Consulte a physician, psychiatrist, psychologist, or other
     medical practitioner in the last five year?                [ ] Yes [ ] No
 b.  Had any blood studies (other than an HIV or AIDS test),
     electrocardiograms, stress electrocardiograms, or other 
     medical test or studies within the last five years?        [ ] Yes [ ] No 
 c.  Been under observation or received treatment in a 
     hospital or other institution or medical facility in 
     the last five years?                                       [ ] Yes [ ] No
 d.  Tested positive for the Human Immunodeficiency
     Virus (HIV) or antibody?                                   [ ] Yes [ ] No

8.  Is any person named above currently taking, or been 
    advised to take, any medication?                            [ ] Yes [ ] No 
    (If Yes, list name of medication, reason & doctor's name and address.)

9.  Has any person named above ever had or been treated for: 
 a. High blood pressure? [ ] Yes [ ] No   d. Stroke?   [ ] Yes [ ] No 
 b. A heart condition?   [ ] Yes [ ] No   e. Diabetes? [ ] Yes [ ] No 
 c. Chest pain?          [ ] Yes [ ] No   f. Cancer?   [ ] Yes [ ] No 

10. Who is the family physician? (If none, none, state none.) 
    Name
    Street
    City                        | State        |Zip 
    Date last seen?        | Phone (   )
    Which proposed insured?
    Why?
    What tests were made?
    Were the results normal? (If No, give details below.)       [ ] Yes [ ] No

<TABLE>

11. DETAILS OF ITEMS 5 THROUGH 10. (If more space is needed, Use Part E.)
    Question Name of        Date of      Details, diagnosis,               Names and addresses of doctors, 
    number family member    occurrence   treatment, medication, results    Duration hospitals, and medical facilities consulted
<S><C>   
   -------------------------------------------------------------------------------------------------------------------------------- 

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

   -------------------------------------------------------------------------------------------------------------------------------- 
</TABLE>

    All statements and answers to the foregoing questions are, to the best of my
    knowledge and belief: (a) complete; and (b) true. I agree (a) that they
    shall form a part of my application; (b) that they shall be subject to the
    terms of the agreement found in the application; and (c) that they shall
    become a part of any policy based on my application. I hereby authorize: any
    licensed physician or medical practitioner; any hospital, clinic, or other
    medical or medically related facility; any insurance company; the Medical
    Information Bureau; and any other organization, institution or person, that
    has any records or knowledge of me or my health, to give Federal Kemper Life
    Assurance Company, Fidelity Life Association, A Mutual Legal Reserve Company
    or Kemper Investors Life Insurance Company, or their reinsurerers, or the
    Medical Information Bureau, any such information. This authorization is
    valid for two and one-half years from the date this form is signed. An exact
    copy of this authorization is as valid as the original.

  Dated at______________________      __________________________________________
             City and state           Signature of person named in Part D 1., 
                                      if any, otherwise signature of Proposed 
                                      Insured who signed Part B
  on ___________________________
             Month/day/year 

                                      __________________________________________
                                      Signature of Agent/Witness

   
L-D595
    
<PAGE>   9



    FEDERAL KEMPER LIFE ASSURANCE COMPANY                   [ZURICH KEMPER LOGO]
    FIDELITY LIFE ASSOCIATION, A Mutual Legal Reserve Company 
    KEMPER INVESTORS LIFE INSURANCE COMPANY
    Long Grove, IL 60049

<TABLE>
<S><C>

    PART E: ADDITIONAL DETAILS (use for any explanation where space is insufficient)
    Part            Question no.            Details


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

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

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

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

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

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

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

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

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

   --------------------------------------------------------------------------------
</TABLE>

    All statements and answers to the foregoing questions are, to the best of my
    knowledge and belief, complete and true. I agree (a) that they shall form a
    part of my application: (b) that they shall be subject to the terms of the
    agreement found in Part B; and (c) that they shall become a part of any
    policy based on this application. 


    Date at____________________           ______________________________________
             City and state               Signature of Proposed Insured 
                                          (if age 15 or over)

    on ________________________           ______________________________________
             Month/day/year               Signature of Owner/Applicant, 
                                          if other than Proposed Insured 
 
                                          ______________________________________
                                          Signature of Agent/Witness


   
L-E595
    
<PAGE>   10



   FEDERAL KEMPER LIFE ASSURANCE COMPANY
   FIDELITY LIFE ASSOCIATION, A Mutual Legal Reserve Company
   KEMPER INVESTORS LIFE INSURANCE COMPANY                Policy number_________
   Long Grove, IL 60049
        
         
    WRITING AGENT'S REPORT (complete in all cases)
1.  Name of Proposed Insured

2.  How well do you know the Proposed Insured? 
        [ ] Known well          [ ] Not known well
        [ ] Relative (state relationship)________________
    How long known?______________________________________
    
3.  Who first suggested the purchase of this insurance? 
        [ ] Agent               [ ] Owner/Applicant 
        [ ] Proposed Insured    [ ] Other _______________

4.  a. Did you personally see the Proposed Insured?             [ ] Yes [ ] No 
    b. Was the application signed by the Proposed Insured 
       after all questions were answered?                       [ ] Yes [ ] No 
    (If either a or b are No, explain in #11.) 
    Insured is: [ ] Single [ ] Married [ ] Divorced [ ] Widowed 

6.  a. Are you aware of anything about the health, habits,
       hobbies, or other factors which might affect the 
       insurability of the Proposed Insured? 

    b. Are you aware of any reason why the Proposed
       Insured might not qualify for preferred rates?           [ ] Yes [ ] No 
    (If either a or b are Yes, explain in #11.)

7.  Select the purpose(s) that best describe(s) the use of 
    this insurance:
    (If purpose is solely for estate conservation, Part H 
    is required.)
         -Personal-                    -Business- 
         [ ] Income replacement        [ ] Key person 
         [ ] Estate conservation       [ ] Buy/sell Cl Mortgage protection 
         [ ] Creditor Debt repayment   [ ] Other___________________
         [ ] Other__________________

8.  If this is business insurance:
    a. Are other principals being insured also?                 [ ] Yes [ ] No 
    (If No, explain reason in #11; if Yes, give names, amounts & company.) 
    b. Business net worth $_______________________________________________
    c. Business net income Year ___ Amount $______________________________
    d. Percent of business owned by Proposed Insured ____________________%

9.  If Proposed Insured is a juvenile: 
    a. Did you see the child?                                   [ ] Yes [ ] No
    b. Does he/she live with parents?                           [ ] Yes [ ] No
    c. Are all brothers and sisters insured for like 
       amounts? (If No, explain in #11.)                        [ ] Yes [ ] No
    d. How much insurance is in force on the life of 
       the person responsible for the child's support? $ _________________ 

10. a. To the best of your knowledge, does the policy 
       applied for involve the replacement of existing
       life insurance or annuities?                             [ ] Yes [ ] No

    b. If Yes, has the Proposed Insured replaced other
       life insurance policies in the past five years?          [ ] Yes [ ] No
    (If both a & b are Yes, completed PART J: INSURANCE HISTORY SUPPLEMENT.)
 
11. EXPLANATIONS AND DETAILS _____________________________________________
    _______________________________________________ YOUR CALCULATION OF
    _______________________________________________  FIRST ANNUAL PREMIUM 
    _______________________________________________  Base Policy $ _______
    _______________________________________________  Riders        _______
    _______________________________________________                _______
    _______________________________________________  Policy fee    _______
    _______________________________________________  Total       $ _______


    I represent that the above information is true and complete to the best
    of my knowledge and belief, and that the application has been completed in
    accordance with the Company's rules, guidelines and instructions. I certify
    that I have given the Proposed Insured the Notification about the Federal
    Fair Credit Reporting Act and the Medical Information Bureau. If I become
    aware of a change in the health or habits of the Proposed Insured, occurring
    after the date of the application but before I deliver the policy, I promise
    to inform the Company of the change and agree to withhold delivery of the
    policy until instructed by the Company. 


    X__________________________________________________________________________
     Signature of Agent 
     Print name _______________________________________________________________
     S.S.# _________________  Share of commission _____________________________
     Address __________________________________________________________________
     __________________________________________________________________________
     Telephone number (   ) ___________________________________________________

     X_________________________________________________________________________
      Signature of additional Agent 
      Print additional Agent name _____________________________________________
      S.S.# _____________________    Share of commission ______________________
      Address _________________________________________________________________ 


      MEDICAL REQUIREMENTS:                             Name of Kemper Date 
                     Arranged by                        approved vendor ordered
      Kemper Paramed:    [ ] Agent [ ] GA 
      Blood profile/HOS: [ ] Agent [ ] GA 
      Inspection report:           [ ] GA 
      APS:                         [ ] GA

      Doctor's name(s) for APS ________________________________________________
     
      GENERAL AGENT'S REPORT (complete in all cases) 
  Gl. Have you discussed this risk with the home of fice?       [ ] Yes [ ] No
      (Give details in #11 above.) 
  G2. GA name ________________________________________________________________
      Address ________________________________________________________________
      ________________________________________________________________________
      ________________________________________________________________________
      Case manager ___________________________________________________________
      GA# __________________  Phone number (   ) _____________________________


   
L-R595
    
<PAGE>   11


      FEDERAL KEMPER LIFE ASSURANCE COMPANY
      FIDELITY LIFE ASSOCIATION, A Mutual Legal Reserve Company
      KEMPER INVESTORS LIFE INSURANCE COMPANY
      Long Grove, IL 60049                              Policy number_________
                        |
                
      PRE-AUTHORIZED CHECKING (PAC) AGREEMENT

      Authorization to Honor Checks/Debits by Federal Kemper Life Assurance
      Co./Fidelity Life Association/Kemper Investors Life Insurance Co.

<TABLE>
<S><C>
      INSTRUCTIONS                                                                  IF YOU CHANGE ACCOUNTS:
      1. Sign the authorization in the designated area in accordance with your      1. Contact your insurance agent to assist you
         signature(s) on file at your financial institution.                           with the change.
         if you change your address.                                                   - OR -
      2. Please notify us if you change your address.                               2. Contact the Home Office to obtain a new
      3. Please attach two months' modal premium.                                      authorization.

</TABLE>

      As a convenience to me, I hereby request and authorize this financial
      institution to pay and charge my account for checks/electronic debits
      drawn on my account by Federal Kemper Life Assurance Company/Fidelity Life
      Association/Kemper Investors Life Insurance Company to its own order. This
      authorization will remain in effect until revoked by me in writing and
      until you receive such notice. I agree that you shall be fully protected
      in honoring any such check/electronic debit.

      I agree that your treatment of each check/electronic debit, and your
      right in  respect to it, shall be the same as if it were signed by me
      personally. I further agree that if any such check/electronic debit be
      dishonored, whether with or without cause, you shall be under no liability
      whatsoever even though such dishonor results in the lapse of insurance.

      Federal Kemper Life Assurance Company/Fidelity Life Association/Kemper
      Investors Life Insurance Company is instructed to forward this
      authorization to you. 


<TABLE>
<S><C>
      DEPOSITOR(S)                                                                    YOUR BANK  
      Name of Depositor(s) listed on the account   Date of first debit                Name of Bank       
                                                                                      Address of Bank 
                                                                                      City             | State        | Zip 
      _______________________________________________________________
      Signature of Depositor                                                          Bank phone 
      ______________________________________________________________                            (    )
      Signature  of Joint Depositor                                                   Checking account number you wish us to debit 

                                   - ATTACH A SAMPLE "VOID" CHECK (NO DEPOSIT SLIPS, PLEASE). -

</TABLE>


TO: THE FINANCIAL INSTITUTION NAMED ABOVE,

So that you may comply with your depositor's request, the Company agrees:

1. To indemnify and hold you harmless from any loss you may
   suffer as a consequence of your actions resulting from or in connection 
   with the execution and issuance of any check/electronic debit or order, 
   whether or not genuine, purporting to be executed by the undersigned and 
   received by you in the regular course of business for the purpose of 
   payment, including any costs or expenses reasonably incurred in connection 
   therewith. 

2. In the event that any such check/electronic debit or order shall be 
   dishonored whether with or without cause, and whether intentionally or 
   inadvertently, to indemnify you for any loss even though dishonor results 
   in a forfeiture of insurance.

3. To defend at our own cost and expense any action which might be brought by 
   any depositor or any other persons because of your actions taken pursuant 
   to the foregoing requests, or in any manner arising by reason of your 
   participation in the foregoing plan of premium collection. 

   John B. Scott                        Debra P. Rezabek 
   President                            Secretary 

   Federal Kemper Life Assurance Company 
   Fidelity Life Association 
   Kemper Investors Life Insurance Company 
   Long Grove, IL 60049

Authorized in a resolution adopted by the Board of Directors of Federal Kemper
Life Assurance Company/Fidelity Life Association (A Mutual Legal Reserve
Company) /Kemper Investors Life Insurance Company of Long Grove, Illinois on
April 29, 1963, October 16, 1958, and January 15, 1963, respectively. 


                                                            [ZURICH KEMPER LOGO]
   
L-P595
    

<PAGE>   1
                                                             EXHIBIT 1-A(10)(b)


<TABLE>
<S><C>
APPLICATION TO

KEMPER INVESTORS LIFE INSURANCE COMPANY                 [ZURICH KEMPER LOGO]
1 Kemper Drive, Long Grove, Illinois 60049-0001             

VARIABLE UNIVERSAL LIFE SUPPLEMENT
Name of Proposed Insureds _____________________________________________________
Planned Premium __________________________ Mode Payable __________ Plan _______

- ----------------------------------------------------------------------------------------------------------------------------------
PREMIUM ALLOCATION

Evergreen Variable Trust                               INVESTORS FUND SERIES                        FIXED ACCOUNT            
    % of Premium                                         % of Premium                                % OF Premium            
(Whole Percentages Only)                               (Whole Percentages Only)                 (Whole Percentages Only)     
      Subaccount                                           Subaccount                                                  
                                                                                                                             
__ % Evergreen VA                                      __ % Money Market                                ___ %
__ % Evergreen VA Growth and Income                    __ % Total Return                    
__ % Evergreen VA Foundation                           __ % High Yield                      
__ % Evergreen VA Global Leaders                       __ % Growth                          
__ % Evergreen VA Strategic Income                     __ % Government Securities           
__ % Evergreen VA Aggressive Growth                    __ % International                   
                                                       __ % Small Cap Growth                
                                                       __ % Investment Grade Bond           
                                                       __ % Value                           
                                                       __ % Small Cap Value                 
                                                       __ % Value + Growth                  
                                                       __ % Horizon 20+                     
                                                       __ % Horizon 10+                     
                                                       __ % Horizon 5                       
                                                       __ % Blue Chip                       
                                                       __ % Global Income                   
                                                                                            
 
                                                                                 Premium may be allocated to 10 subaccounts. Total
                                                                                 of subaccount plus fixed account must equal 100% 
- ----------------------------------------------------------------------------------------------------------------------------------
SUITABILITY

ANNUAL EARNINGS
[ ] $25,000 to $50,000   [ ] $50,000 to $100,000     [ ] $100,000 to $200,000    [ ] over $200,000 

NET WORTH
[ ] $25,000 to $75,000   [ ] $75,000 to $125,000     [ ] $125,000 to $250,000    [ ] over $250,000

FINANCIAL OBJECTIVES:
[ ] Long Term Growth    [ ] Preservation of Capital  [ ] Maximum Capital Appreciation
Other  ____________________________________________________________________________________________________________
[ ] Check this box if you do not wish to provide this information.
- -----------------------------------------------------------------------------------------------------------------------------------
IRC SECTION 7702 TEST

  [ ] Guideline Premium Test
  [ ] Cash Value Accumulation Test
- -----------------------------------------------------------------------------------------------------------------------------------
TELEPHONE AUTHORIZATION

[ ] Check here to authorize telephone transfers among the subaccounts and the fixed account subject to the conditions of the
Telephone Transfer Agreement.

- -----------------------------------------------------------------------------------------------------------------------------------
We understand that

THE AMOUNT AND DURATION OF THE DEATH BENEFIT MAY VARY UNDER SPECIFIED CONDITIONS. POLICY VALUES MAY INCREASE OR DECREASE IN
ACCORDANCE WITH THE EXPERIENCE OF THE SEPARATE ACCOUNT. ILLUSTRATIONS OF BENEFITS, INCLUDING DEATH BENEFITS, POLICY VALUES, AND CASH
SURRENDER VALUES ARE AVAILABLE UPON REQUEST.

All statements and answers to the foregoing questions are, to the best of my knowledge and belief: (a) complete; and (b) true. 
We agree (a) that they shall form a part of my application; (b) that they shall be subject to the terms of the agreement found 
in the application; and (c) that they shall become a part of any policy based on our application.

Dated at                                                       on                                                     
         -----------------------------------------                 ----------------------------------------------      
                 City and State                                       Month          Day           Year                


- ---------------------------------------------------             -------------------------------------------------         
      Signature of Proposed Insured                                        Signature of Proposed Insured            

      Signature of Applicant(s) and Owner(s)                                          
      (if other than Proposed Insureds)        ------------------------------------------------------------------
                                                                                        
                                               ------------------------------------------------------------------
      Signature of Agent as Witness                                                                                           
                                        -------------------------------------------------------------------------
      Signature of Registered Principal                                                   
                                        -------------------------------------------------------------------------

</TABLE>

L-8179  
              
<PAGE>   2

                                                           [ZURICH KEMPER LOGO]
FEDERAL KEMPER LIFE ASSURANCE COMPANY
FIDELITY LIFE ASSOCIATION, A Mutual Legal Reserve Company
KEMPER INVESTORS LIFE INSURANCE COMPANY
Long Grove, IL 60049


<TABLE>
<S><C>
LIFE INSURANCE APPLICATION

COMPLETE THE FOLLOWING IN ALL CASES:      THE FOLLOWING ARE NOT INCLUDED IN THIS SET
Part A: General Information               (USE WHEN NEEDED):                        
Part B: Agreement                         Part G: Aviation Supplement               
Agent's Report (located at end of set)    Part H: Financial Supplement              
                                          Part J: Insurance History Supplement      
COMPLETE THE FOLLOWING WHEN NEEDED: 
Part C: Medical Questionnaire (must be completed for all 
    non-examined cases) 
Part D: Multiple Insured Supplement 
Part E: Additional Details 
Pre-authorized Checking (PAC) Authorization (if electronic 
    debit is desired)
- -------------------------------------------------------------------------------
DIRECTIONS

You, as the Agent, are responsible for completing the necessary forms required  to process and underwrite this application. All
forms must be completed in full and must be legible. The directions below must be followed carefully.

DO -                                                                       DON'T -                                          
                                                                                                                           
- - Submit separate applications on Joint Insureds.                          - Don't accept or send money on applications    
- - Provide full details                                                       totalling over $500,000.                      
- - Print application in black ink.                                          - Don't send partial premiums - full mode       
- - Get all required signatures.                                               premium is needed.                            
- - Have the applicant initial all changes.                                  - Don't use pencil.                             
- - Complete the Agent's Report, especially Question 10                      - Don't use whiteout.                           
  (regarding replacement)                                                                                                  
- - Sign the Agent's Report after completing. 
- - Complete the Financial Supplement, Part H, if the 
  application is for more than $1 million.
- - Give the Notification (below) to the applicant prior 
  to completion of the application. 
- - Send two months' premium on all PAC cases. 

LIFE APP/595 
                                                           (Tear here)
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 
FEDERAL KEMPER LIFE ASSURANCE COMPANY 
FIDELITY LIFE ASSOCIATION, A Mutual Legal Reserve Company 
KEMPER INVESTORS LIFE INSURANCE COMPANY 
Long Grove, IL 60049 

                            - NOTIFICATION - IMPORTANT INFORMATION - PLEASE READ BOTH SIDES CAREFULLY-

                                             FEDERAL FAIR CREDIT REPORTING ACT NOTICE

We may request a consumer report which contains information about your character, general reputation, personal characteristics
and mode of living, except as may be related directly or indirectly to your sexual orientation. The information is obtained through
interviews with your friends, neighbors, and associates. It is part of our underwriting procedure. We will furnish information about
the nature of the report to you and a written summary of your rights if you write to us and ask. 

                   THIS NOTIFICATION MUST BE GIVEN TO THE PROPOSED INSURED BEFORE THE APPLICATION IS COMPLETED.

</TABLE>

<PAGE>   3
                                                            [ZURICH KEMPER LOGO]

FEDERAL KEMPER LIFE ASSURANCE COMPANY
FIDELITY LIFE ASSOCIATION, A Mutual Legal Reserve Company
KEMPER INVESTORS LIFE INSURANCE COMPANY
Long Grove, IL 60049


<TABLE>
<S><C>
CONDITIONAL RECEIPT (do not complete and give to Applicant unless payment is made)                                           
                                                                                                                             
In exchange for the payment of the first required                      rules and practices, for the plan and                 
premium with the application, the Company will                         amount applied for, without amendment, at the         
provide insurance prior to policy delivery, under                      rate class applied for or a lesser premium, as        
the following terms.                                                   of the date the Company receives all of its           
                                                                       medical requirements; and                             
NO INSURANCE WILL BE PROVIDED UNDER THIS RECEIPT                                                                             
UNLESS ALL REQUIREMENTS ARE FIRST FULFILLED EXACTLY                 f. The Proposed Insured has complied with all parts      
DURING THE LIFETIME OF THE PROPOSED INSURED. IF ALL                    of Life Application -  Part B: Agreement.             
REQUIREMENTS ARE NOT SO MET, OR THE PROPOSED INSURED                                                                         
DIES BY SUICIDE, THE LIABILITY OF THE COMPANY SHALL                 START OF INSURANCE - If the above requirements are       
BE LIMITED TO A REFUND TO THE aPPLICANT OF THE                      first met, this Receipt will provide insurance beginning 
PAYMENT MADE FOR THIS RECEIPT. MEDICAL REQUIREMENTS                 the latest of: ( 1 ) the date of the application; or     
ARE DEFINED BY THE COMPANY'S CURRENT RULES AND                      (2) the date of receipt of all medical requirements      
PRACTICES AND INCLUDE HOSPITAL AND PHYSICIAN REPORTS,               by the Company.                                          
AND MEDICAL EXAMINATIONS AND TESTS. NO AGENT MAY                                                                             
ALTER OR WAIVE ANY PART OF THIS RECEIPT. THIS                       END OF INSURANCE - Once begun, any insurance this        
RECEIPT PROVIDES NO INSURANCE FOR RIDERS OR ADDITIONAL              receipt may provide ends at the earliest of: (1) 60      
BENEFITS.                                                           days after the date of the application; (2)              
                                                                    when the Company sends a refund of the premium           
REQUIREMENTS - The following must first be fulfilled                which was exchanged for this receipt; or. (3) the        
for insurance to start:                                             date any policy issued goes into effect.                 
                                                                                                                             
a. All medical requirements are completed and                       AMOUNT LIMIT - The amount of insurance provided          
   received by the Company within 60 days from the                  by this receipt is the lesser of: (a) the initial        
   date of the application;                                         death benefit of the insurance applied for in            
                                                                    the application; or ( b ) $500,000 less all amounts      
b. The first premium has been paid in full;                         of life insurance and accidental death benefits          
                                                                    applied for or in force with the Company and its         
c. All questions in the application have been                       affiliates.                                              
   answered;                                                                                                                 
                                                                    PAYMENT TERMS - The first premium will not be            
d. All answers given in the application are true                    considered paid unless any check, draft, or other        
   and complete;                                                    instrument of payment (given as premium) is paid         
                                                                    in accordance with its terms. ALL PREMIUM                
e. The Proposed Insured is acceptable to the Company                CHECKS MUST BE MADE PAYABLE TO THE COMPANY. DO NOT       
   under its                                                        MAKE CHECKS PAYABLE TO THE AGENT. DO NOT LEAVE           
                                                                    THE PAYEE BLANK.                                         
- -----------------------------------------------------------------------------------------------------------------------------------
This receipt is given on behalf of the company selected in item 8 of Part A of the application.

I have read and agree to the above terms. 

- ----------------------------------------                ---------------------------------------------------------------------------
Dated                                                   Signature of the Owner/Applicant 

Received from                                                                                 $
              ------------------------------------------------------------------------------    -----------------------------------

for coverage on                                                                                               (the Proposed Insured)
               -----------------------------------------------------------------------------------------------


- ----------------------------------------                ---------------------------------------------------------------------------
Dated                                                   Signature of Agent

L-B595                                                     (Tear here)
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 
                                                MEDICAL INFORMATION BUREAU NOTICE

Information regarding your insurability will be                    Upon receipt of a request from you,                  
treated as confidential. Federal Kemper Life                       the Bureau will arrange disclosure of any            
Assurance Company, Fidelity Life Association or                    information it may have in your file. If you         
Kemper Investors Life Insurance Company (we),                      question the accuracy of information in              
or our reinsurers, may, however, make a brief                      the Bureau's file, you may contact the Bureau and    
report thereon to the Medical Information Bureau,                  seek a correction in accordance with the             
a non-profit membership organization of life                       procedures set forth in the Federal                  
insurance companies, which operates an information                 Fair Credit Reporting Act. The address of            
exchange on behalf of its members. If you apply                    the Bureau's information office is                   
to another Bureau member company for life or                       Post Office Box 105, Essex Station,                  
health insurance coverage, or a claim for                          Boston, Massachusetts 02112, telephone               
benefits is submitted to such a company, the                       number (781) 426-3660.                               
Bureau, upon request, will supply such                                                                                  
company with the information in its file.                          We, or our reinsurers, may also release              
                                                                   information in our file to other life                
                                                                   insurance companies to whom you may apply            
                                                                   for life or health insurance, or to                  
                                                                   whom a claim for benefits may be submitted.          

                   THIS NOTIFICATION MUST BE GIVEN TO THE PROPOSED INSURED BEFORE THE APPLICATION IS COMPLETED.
</TABLE>

<PAGE>   4
   FEDERAL KEMPER LIFE ASSURANCE COMPANY
   FIDELITY LIFE ASSOCIATION, A Mutual Legal Reserve Company
   KEMPER INVESTORS LIFE INSURANCE COMPANY              Policy number___________
   Long Grove, IL 60049                    

   LIFE APPLICATION - PART A: GENERAL INFORMATION
1. PROPOSED INSURED [ ] Male [ ] Female
   First name      Middle initial          Last name

   Former name if changed in last five years

   Birthdate      Age at nearest birthday           Birthplace
                  (use to calculate premium)        (state or country)

   Social Security number         Driver's license state/number

2. Street Address

   City                                   State           Zip

   Home phone    
               (      )

3. What is your occupation?

   Describe duties

   Employer

   Employer's street address

   City                                   State           Zip

   Business phone 
               (      )

   If more information is needed, you can be reached at: 

          [ ] Home    [ ] Work          Best time of day:_______________________

4. Current annual earned income: 
   $

5. OWNER/APPLICANT        [ ] Proposed Injured       [ ] Other (complete below) 

   Name

   Street

   City                                   State           Zip

   Relationship to Proposed Insured             Social Security or Tax ID#

6. PREMIUM PAYOR (select one)      [ ] Proposed Insured  
          [ ] Owner                [ ] Other (give name & address in #16) 

7. BENEFICIARY DESIGNATION (Use Part E if additional space is needed.) 
   PRIMARY BENEFICIARY(S) & ADDRESS       % OF                 RELATIONSHIP TO
   (If trust, give name/date of trust)   PROCEEDS              PROPOSED INSURED






   CONTINGENT BENEFICIARY(S) & ADDRESS



8. This application is to: (select one)
   [ ] Federal Kemper Life Assurance Company
   [ ] Fidelity Life Association
   [ ] Kemper Investors Life Insurance Company

9. NAME OF INSURANCE PLAN (if applicable,                INITIAL DEATH BENEFIT
   indicate type: 1/5/10/15-year, etc.)                (Specifed amount, if UL)

   If Universal Life:
   [ ] Option A: Specified amount includes cash value
   [ ] Option B: Specified amount plus the cash value
          (If neither is selected, Option A will be assigned.)

   Riders: [ ] WP/WMD                        [ ] FDR*  _________ Units
           [ ] WSP $_________                [ ] DCR   _________ Units
           [ ] ______________                [ ] _____________________
                *COMPLETE PART D: MULTIPLE INSURED SUPPLEMENT

10.If this application is to Fidelity Life Association, select the desired
   dividend option, if applicable: 
   [ ] Pay in cash         [ ] Reduce premiums      [ ] Accumulate at interest 
   [ ] Buy additional paid-up insurance             [ ] Other 

11.a. Have you smoked cigarettes in the past 36 months?     [ ] Yes  [ ] No 
   b. Have you used tobacco in any other form in the 
      past 36 months?                                       [ ] Yes  [ ] No
      Type ____________________    Quantity _______________________________

12.Have you ever been told you had, or been treated for: 
   diabetes, cancer, heart disease, alcoholism, drug abuse, 
   or high blood pressure?                                  [ ] Yes  [ ] No
          (If Yes, preferred rates will not likely be available.)

13.Rate class applied for:
   [ ] Preferred non-tobacco                 [ ] Preferred tobacco 
   [ ] Standard non-tobacco                  [ ] Standard tobacco
   [ ] Other ______________________________________________________________

14.a. Bill frequency:                     b. Bill form: 
   [ ] Annual                             [ ] Direct 
   [ ] Semi-annual                        [ ] PAC (monthly only) 
   [ ] Quarterly                          [ ] List (monthly only) 
   [ ] Monthly (PAC or list only)         [ ] Other _______________________
       (For PAC, complete authorization form.)
   c. Planned periodic premium: (UL plans only) $__________________________

15.Amount remitted with this application, in exchange 
   for the conditional receipt: $ _________________________________________
             DO NOT SUBMIT MONEY IF DEATH BENEFIT EXCEEDS $500,000.

16.SPECIAL REQUESTS




                                                                          ZURICH
                                                                          KEMPER
                                                                           LOGO
                                  (Continued)

L-A595
<PAGE>   5
    FEDERAL KEMPER LIFE ASSURANCE COMPANY                     PART A (Continued)
    FIDELITY LIFE ASSOCIATION, A Mutual Legal Reserve Company  
    KEMPER INVESTORS LIFE INSURANCE COMPANY
    Long Grove, IL 60049

17. INDIVIDUAL LIFE INSURANCE IN FORCE (If none, state none.)
    (Do not list group)
                                                DATE             -PURPOSE-     
    COMPANY                   AMOUNT           ISSUED        PERSONAL BUSINESS 

    a       
    b.
    c.      
    d.      
    e.      
    f. 

18. Is this policy to replace any existing insurance or annuities?  
    (If Yes, complete required replacement forms.)             [ ] Yes  [ ] No
    If Yes, indicate which policy(s) _________________________________________ 

19. Are there life insurance applications pending with any 
    other companies? (If Yes, complete the following)          [ ] Yes  [ ] No 
                                             TO BE PLACED 
                                            IN ADDITION TO       - PURPOSE - 
    COMPANY              AMOUNT              OUR POLICY?          PERS. BUS.  





20. Have you ever been refused life insurance or been asked to pay extra
    premium for life insurance? (If Yes, provide full details) [ ] Yes  [ ] No 

21. A you a U.S. citizen? (If No, complete below.)             [ ] Yes  [ ] No

    Country of citizenship          Type of Visa             Expiration date 


22. Have you traveled or lived outside the U.S. or Canada within the past two 
    years, or do you intend to in the next 24 months?          [ ] Yes  [ ] No
   (If Yes, list country, reason, frequency and length of stay in #28.)

23. In the past three years have you had three or more moving violations,
    or had your driver's license suspended or revoked?         [ ] Yes  [ ] No

24. Have you ever been convicted of reckless driving, or driving under
    the influence of alcohol or drugs?                         [ ] Yes  [ ] No
    (If #23 or #24 are Yes, give details, dates & current status in #28.) 

25. Have you been convicted of, or are you awaiting trial for a  
    felony? (If Yes, give type, date & current status.)        [ ] Yes  [ ] No 

26. In the past five years have you, or do you intend to:
    a. Scuba dive   [ ] Yes  [ ] No     e. Mountain climb      [ ] Yes  [ ] No 
    b. Sky dive     [ ] Yes  [ ] No     f. Race motorcycles    [ ] Yes  [ ] No 
    c. Parachute    [ ] Yes  [ ] No     g. Race automobiles    [ ] Yes  [ ] No
    d. Hang glide   [ ] Yes  [ ] No     h. Race power boats    [ ] Yes  [ ] No
    (If Yes, explain frequency, purpose, date of last activity & future plans.)

27. In the past five years,have you flown as a pilot or crew
    member in any flying activity, or do you intend to?        [ ] Yes  [ ] No 
    (If Yes, complete PART G: AVIATION SUPPLEMENT.)

28. Details of Yes answers for #20, 22-26 (Use Part E if additional space
    is needed.)




PART B: AGREEMENT
I (we) have read all the questions and answers in the application, including
all required parts. All responses are true and complete to the best of my
(our) knowledge and belief. I (we) promise to tell the Company of any change
in the health or habits of the Proposed Insured that occurs after completing
this application, but before the Policy is delivered to me (us) and the first
premium is paid.

I (we) agree:

1. This application, including all of its parts, will be the basis for and form
   part of the Policy; 

2. An Agent has no authority to alter the Company's rules or requirements, this 
   Agreement, the Receipt, or the Policy; 

3. The first premium will not be deemed paid unless any check, draft, or other
   instrument of payment (given as premium) is paid in accordance with its 
   terms; and

4. (Except as provided in the Receipt, if given) the insurance applied for never
   takes effect unless, during the lifetime of the Proposed Insured: ( a) the
   Policy has been issued, delivered to, and accepted by me (us); ( b) the
   required first premium has been paid; ( c) any amendments issued with the
   Policy have been completed and signed; all while the health and habits of the
   Proposed Insured remain as stated in this application.

Amendments to plan, amounts, classification or benefits will be made only with
my (our) consent. 

I (we) have received the notification about the Federal Fair Credit Reporting
Act and the Medical Information Bureau.

I hereby authorize: any licensed physician or medical practitioner; any
hospital, clinic or other medical or medically related facility; any insurance
company; the Medical Information Bureau; and any other organization, institution
or person, that has any records or knowledge of me or my health, to give to
Federal Kemper Life Assurance Company, Fidelity Life Association, A Mutual Legal
Reserve Company or Kemper Investors Life Insurance Company, or their reinsurers,
or the Medical Information Bureau, any such information. This authorization is
valid for two and one-half years from the date this form is signed. An exact
copy of this authorization is as valid as the original. 

Signed at ___________________  ________________________________________________
             City and state    Signature of Proposed Insured 
                               (if age 15 or over)

on __________________________  ________________________________________________
             Month/day/year    Signature of Owner/Applicant, if other than 
                               Proposed Insured

     ______________________________    ______________________   _______________
     Signature of Agent/Witness        Print Agent name         Agent number


L-A5952
<PAGE>   6
    FEDERAL KEMPER LIFE ASSURANCE COMPANY
    FIDELITY LIFE ASSOCIATION, 
    A Mutual Legal Reserve Company
    KEMPER INVESTORS LIFE INSURANCE COMPANY             Policy number__________
    Long Grove, IL 60049                    

    PART C: MEDICAL QUESTIONNAIRE

1.  PROPOSED INSURED
    First name                Middle initial          Last name 

    Amount of insurance         Birthdate              Social Security number 

    Purpose of this examination:   [ ] New insurance 
    [ ] Change of existing policy  [ ] Reinstatement of lapsed policy 

2.  Have you ever had or been treated for: 
    a. High blood pressure, chest pain, rheumatic fever, a 
       heart condition, heart murmur, irregular heart 
       rhythm, heart attack, stroke, or other disease of 
       the heart or blood vessels?                              [ ] Yes  [ ] No
    b. Diabetes, a thyroid disorder, or other disease of 
       the glands?                                              [ ] Yes  [ ] No
    c. Cancer, tumor, lymph gland disorder, cyst, or 
       any blood disorder?                                      [ ] Yes  [ ] No
    d. Albumin, blood or sugar in the urine, kidney 
       trouble, or any other disease of the urinary or 
       genital tract (including prostate)?                      [ ] Yes  [ ] No
    e. Epilepsy, convulsion, fainting spell, stroke, paralysis,
       or any other disease of the brain or nervous system?     [ ] Yes  [ ] No
    f. Asthma, chronic bronchitis, emphysema, pneumonia, 
       sarcoidosis, tuberculosis, shortness of breath, 
       or other lung or respiratory system ailment?             [ ] Yes  [ ] No 
    g. Ulcer, colitis, hepatitis, pancreatitis or other 
       disorder of the esophagus, stomach, intestines, 
       liver, gallbladder or pancreas?                          [ ] Yes  [ ] No
    h. Severe injuries or any disease or deformity of the 
       muscles, connective tissue, bones, joints, or skin?      [ ] Yes  [ ] No 
    i. Any impairment of sight or hearing or disease of 
       the eyes, ears, nose or throat?                          [ ] Yes  [ ] No

3.  FAMILY RECORD                -- LIVING --              -- DECEASED --
                         AGE   STATE OF HEALTH       AGE   CAUSE OF DEATH
    Father 
    Mother 
    Brothers
    (list individually)

    Sisters
    (list individually)


    (Use #7 for additional brothers or sisters.)

4.  Has any family member listed in #3 had cancer, diabetes, high 
    blood pressure, heart disease, or kidney disease?           [ ] Yes  [ ] No
    (If Yes, identify family member, disorder and age at onset.)

5.  Answer both parts a and b.
    a. Have you smoked cigarettes in the past 36 months?        [ ] Yes  [ ] No
    b. Have you used tobacco in any other form in the
       past 36 months?                                          [ ] Yes  [ ] No
       Type ___________________________  Quantity _____________________________

6.  Have you ever:
    a. Used narcotics, hallucinogens, barbiturates, heroin, 
       cocaine, amphetamines, or any other habit-forming 
       drugs except as prescribed by a physician?               [ ] Yes  [ ] No 
    b. Been advised by a physician, psychiatrist, or 
       psychologist to quit or reduce your alcohol use?         [ ] Yes  [ ] No
    c. Been advised to seek, or received treatment or
       counseling for alcohol or other drug use?                [ ] Yes  [ ] No
    d. Been advised to attend or been a member of any 
       self-help group, such as Alcoholics Anonymous 
       or Narcotics Anonymous?                                  [ ] Yes  [ ] No 
    e. Been convicted of drug possession or distribution?       [ ] Yes  [ ] No

7.  DETAILS OF ITEMS 2 THROUGH 6. Give complete details of all Yes answers. 
    (Use #13 or Part E, if needed, for further details.)

<TABLE>
<CAPTION>
                                                         
    QUESTION    DATE OF         DETAILS, DIAGNOSIS,                                NAMES AND ADDRESSES OF DOCTORS,
    NUMBER      OCCURRENCE      TREATMENT, MEDICATION, RESULTS      DURATION       HOSPITALS, AND MEDICAL FACILITIES CONSULTED
<S>         <C>             <C>                                 <C>            <C>



</TABLE>
                                                                         ZURICH
                                                                         KEMPER
                                                                          LOGO
 
                                  (Continued)

L-C595
<PAGE>   7
    FEDERAL KEMPER LIFE ASSURANCE COMPANY                     PART C (Continued)
    FIDELITY LIFE ASSOCIATION, A Mutual Legal Reserve Company
    KEMPER INVESTORS LIFE INSURANCE COMPANY
    Long Grove, IL 60049

8.  Have you:
    a. Consulted a physician, psychiatrist, psychologist, or 
       other medical practitioner in the last five years?        [ ] Yes [ ] No
    b. Had any blood studies (other than an HIV or AIDS 
       test), electrocardiograms, stress electrocardiograms, 
       or other medical tests or studies in the last
       five years?                                               [ ] Yes [ ] No 
    c. Tested positive for the Human Immunodeficiency
       Virus (HIV) or antibody?                                  [ ] Yes [ ] No
    d. Been under observation or received treatment in 
       any hospital or other institution or medical facility 
       in the last ten years?                                    [ ] Yes [ ] No
    e. Been advised, in the last two years, to have any 
       diagnostic test, surgery, or hospitalization which 
       has not been completed?                                   [ ] Yes [ ] No 
    f. Ever received any sickness or disability pension, 
       benefits, or compensation?                                [ ] Yes [ ] No 
    g. Ever attempted suicide?                                   [ ] Yes [ ] No 

9.  What is your height? ____________________ Weight? _________________________
    Have you lost any weight in the past year?                   [ ] Yes [ ] No 
    If Yes, amount? ________________ Reason? __________________________________

10. Are you currently taking or have you been advised to 
    take any medication?                                         [ ] Yes [ ] No 
    (If Yes, list name of medication, reason & doctor's name and address.) 

11. To the best of your knowledge, do you have: 
    a. Any mental illness or psychiatric disorder?               [ ] Yes [ ] No 
    b. Any physical disorder or disease?                         [ ] Yes [ ] No 

12. Who is your personal physician? (If none, state none.) 
    Name

    Street

    City                                     State            Zip

    Date last seen?                          Phone (       )
                                             
    Why?

    What tests were made?

    Were the results normal? (If No, give details below.)        [ ] Yes [ ] No

13. DETAILS OF ITEMS 8 THROUGH 12. Give complete details of all Yes answers.
    (Use #7 or Part E, if needed, for further details.)

<TABLE>
<CAPTION>
                                                         
    QUESTION    DATE OF         DETAILS, DIAGNOSIS,                                NAMES AND ADDRESSES OF DOCTORS,
    NUMBER      OCCURRENCE      TREATMENT, MEDICATION, RESULTS      DURATION       HOSPITALS, AND MEDICAL FACILITIES CONSULTED
<S>         <C>             <C>                                 <C>            <C>






</TABLE>

   All statements and answers to the foregoing questions are, to the best of my
   knowledge and belief: ( a) complete; and (b) true. I agree (a) that they
   shall form a part of my application; (b) that they shall be subject to the
   terms of the agreement found in the application; and ( c) that they shall
   become a part of any policy based on my application.

   I hereby authorize: any licensed physician or medical practitioner; any
   hospital, clinic, or other medical or medically related facility; any
   insurance company; the Medical Information Bureau; and any other
   organization, institution or person, that has any records or knowledge of me
   or my health, to give to Federal Kemper Life Assurance Company, Fidelity Life
   Association, A Mutual Legal Reserve Company or Kemper Investors Life
   Insurance Company, or their reinsurers, or the Medical Information Bureau,
   any such information. This authorization is valid for two and one-half years
   from the date this form is signed. An exact copy of this authorization is as
   valid as the original.

   Dated at __________________  _______________________________________________
              City and State    Signature of Proposed Insured

   on ________________________  _______________________________________________
              Month/day/year    Signature of Witness  [ ] Agent  [ ] Examiner

L-C5952
<PAGE>   8
    FEDERAL KEMPER LIFE ASSURANCE COMPANY
    FIDELITY LIFE ASSOCIATION, A Mutual Legal Reserve Company
    KEMPER INVESTORS LIFE INSURANCE COMPANY             Policy number__________
    Long Grove, IL 60049                    

<TABLE>
<S><C>
    PART D: MULTIPLE INSURED SUPPLEMENT (use for Riders: Dependent Children's, Family Dependents', etc.)

1.  SPOUSE OR OTHER ADULT PROPOSED FOR INSURANCE [ ] Male [ ] Female   Birthdate   Age   Birthplace   Height   Weight
    Name (first, middle, last)               Social Security number 

2.  DEPENDENTS PROPOSED FOR INSURANCE        Relationship






</TABLE>

3.  Has the person named in #1 above used tobacco in any 
    form in the past 36 months?                                  [ ] Yes [ ] No
    Type ________________________  Quantity ___________________________________

4.  Has any person named above lost any weight in the 
    past year?                                                   [ ] Yes [ ] No
    If Yes, amount? _____________  Reason? ____________________________________

5.  Has any person named above ever used narcotics, hallucinogens, 
    barbiturates, heroin, cocaine, amphetamines, or any other habit-
    forming drugs except as prescribed by a physician?           [ ] Yes [ ] No 

6.  To the best of your knowledge, does any person named above 
    have any mental or physical impairment or disease?           [ ] Yes [ ] No 

7.  Has any person named above: 
    a. Consulted a physician, psychiatrist, psychologist, or other 
       medical practitioner in the last five years?              [ ] Yes [ ] No 
    b. Had any blood studies (other than an HIV or AIDS test),
       electrocardiograms, stress electrocardiograms, or other 
       medical test or studies within the last five years?       [ ] Yes [ ] No 
    c. Been under observation or received treatment in a hospital or other 
       institution or medical facility in the last five years?   [ ] Yes [ ] No
    d. Tested positive for the Human Immunodeficiency
       Virus (HIV) or antibody?                                  [ ] Yes [ ] No

8.  Is any person named above currently taking, or been 
    advised to take, any medication?                             [ ] Yes [ ] No 
    (If Yes, list name of medication, reason & doctor's name and address.)

9.  Has any person named above ever had or been treated for: 
    a. High blood pressure?    [ ] Yes [ ] No   d. Stroke?       [ ] Yes [ ] No 
    b. A heart condition?      [ ] Yes [ ] No   e. Diabetes?     [ ] Yes [ ] No 
    c. Chest pain?             [ ] Yes [ ] No   f. Cancer?       [ ] Yes [ ] No 

10. Who is the family physician? (If none, state none.)
    Name

    Street

    City                                     State          Zip

    Date last seen?                          Phone  (     )
                                             
    Which proposed insured?

    Why?
 
    What tests were made?

    Were the results normal? (If No, give details below.)        [ ] Yes [ ] No

11. DETAILS OF ITEMS 5 THROUGH 10. (If more space is needed, Use Part E.)

<TABLE>
<CAPTION>
                                                         
QUESTION   NAME OF          DATE OF       DETAILS, DIAGNOSIS,                          NAMES AND ADDRESSES OF DOCTORS,
 NUMBER     FAMILY MEMBER    OCCURRENCE    TREATMENT, MEDICATION, RESULTS   DURATION    HOSPITALS, AND MEDICAL FACILITIES CONSULTED
<S>         <C>             <C>           <C>                               <C>        <C>










</TABLE>

   All statements and answers to the foregoing questions are, to the best of my
   knowledge and belief: (a) complete; and (b) true. I agree (a) that they shall
   form a part of my application; (b) that they shall be subject to the terms of
   the agreement found in the application; and (c) that they shall become a part
   of any policy based on my application.

   I hereby authorize: any licensed physician or medical practitioner; any
   hospital, clinic, or other medical or medically related facility; any
   insurance company; the Medical Information Bureau; and any other
   organization, institution or person, that has any records or knowledge of me
   or my health, to give Federal Kemper Life Assurance Company, Fidelity Life
   Association, A Mutual Legal Reserve Company or Kemper Investors Life
   Insurance Company, or their reinsurerers, or the Medical Information Bureau,
   any such information. This authorization is valid for two and one-half years
   from the date this form is signed. An exact copy of this authorization is as
   valid as the original.

   Dated at _________________  _________________________________________________
             City and state    Signature of person named in Part D 1., if any, 
                               otherwise signature of Proposed Insured who      
                               signed Part B

   on _______________________  _________________________________________________
             Month/day/year    Signature of Agent/Witness

L-D595
<PAGE>   9
FEDERAL KEMPER LIFE ASSURANCE COMPANY                                    ZURICH
FIDELITY LIFE ASSOCIATION, A Mutual Legal Reserve Company                KEMPER
KEMPER INVESTORS LIFE INSURANCE COMPANY                                   LOGO
Long Grove, IL 60049

PART E: ADDITIONAL DETAILS (use for any explanation where space is insufficient)

Part     Question no.     Details


































All statements and answers to the foregoing questions are, to the best of my
knowledge and belief, complete and true. I agree (a) that they shall form a part
of my application: (b) that they shall be subject to the terms of the agreement
found in Part B; and (c) that they shall become a part of any policy based on
this application. 

Date at __________________   __________________________________________________
          City and state     Signature of Proposed Insured (if age 15 or over) 
on _______________________   __________________________________________________
          Month/day/year     Signature of Owner/Applicant, if other than 
                             Proposed Insured 
                             __________________________________________________
                             Signature of Agent/Witness


   
L-E595
    
<PAGE>   10
    FEDERAL KEMPER LIFE ASSURANCE COMPANY
    FIDELITY LIFE ASSOCIATION, A Mutual Legal Reserve Company
    KEMPER INVESTORS LIFE INSURANCE COMPANY             Policy number__________
    Long Grove, IL 60049                    

    WRITING AGENT'S REPORT (complete in all cases)

1.  Name of Proposed Insured

2.  How well do you know the Proposed Insured? 
       [ ] Known well                 [ ] Not known well
       [ ] Relative (state relationship) ______________________________________
    How long known? 

3.  Who first suggested the purchase of this insurance? 
       [ ] Agent                      [ ] Owner/Applicant 
       [ ] Proposed Insured           [ ] Other _______________________________

4.  a. Did you personally see the Proposed Insured?              [ ] Yes [ ] No 
    b. Was the application signed by the Proposed Insured
       after all questions were answered?                        [ ] Yes [ ] No
    (If either a or b are No, explain in #11.)

    Insured is:     [ ] Single     [ ] Married      [ ] Divorced    [ ] Widowed 

6.  a. Are you aware of anything about the health, habits,
       hobbies, or other factors which might affect the 
       insurability of the Proposed Insured?                     [ ] Yes [ ] No 
    b. Are you aware of any reason why the Proposed
       Insured might not qualify for preferred rates?            [ ] Yes [ ] No 
    (If either a or b are Yes, explain in #11.)
7.  Select the purpose(s) that best describe(s) the use of this insurance:
    (If purpose is solely for estate conservation, Part H is required.)
            --PERSONAL--                            --BUSINESS-- 
          [ ] Income replacement                  [ ] Key person 
          [ ] Estate conservation                 [ ] Buy/sell 
          [ ] Mortgage protection                 [ ] Creditor
          [ ] Debt repayment                      [ ] Other ___________________
          [ ] Other _____________________

8.  If this is business insurance:
    a. Are other principals being insured also?                  [ ] Yes [ ] No 
    (If No, explain reason in #11; if Yes, give names, amounts & company.) 
    b. Business net worth $ ___________________________________________________
    c. Business net income  Year _______ Amount $______________________________
    d. Percent of business owned by Proposed Insured _________________________%

9.  If Proposed Insured is a juvenile: 
    a. Did you see the child?                                    [ ] Yes [ ] No 
    b. Does he/she live with parents?                            [ ] Yes [ ] No 
    c. Are all brothers and sisters insured for like        
       amounts? (If No, explain in #11.)                         [ ] Yes [ ] No 
    d. How much insurance is in force on the life
       of the person responsible for the child's support? $ ___________________ 

10. a. To the best of your knowledge, does the policy
       applied for involve the replacement of existing
       life insurance or annuities?                              [ ] Yes [ ] No 

    b. If Yes, has the Proposed Insured replaced other 
       life insurance policies in the past five years?           [ ] Yes [ ] No 
    (If both a & b are Yes, complete Part J: Insurance History Supplement.) 

11. EXPLANATIONS AND DETAILS

                                                       YOUR CALCULATION OF 
                                                       FIRST ANNUAL PREMIUM
                                                       Base Policy $ __________
                                                       Riders        __________
                                                                     __________
                                                       Policy fee    __________
                                                       Total       $ __________

   I represent that the above information is true and complete to the best of my
   knowledge and belief, and that the application has been completed in
   accordance with the Company's rules, guidelines and instructions. I CERTIFY
   THAT I HAVE GIVEN THE PROPOSED INSURED THE NOTIFICATION ABOUT THE FEDERAL
   FAIR CREDIT REPORTING ACT AND THE MEDICAL INFORMATION BUREAU. If I become
   aware of a change in the health or habits of the Proposed Insured, occurring
   after the date of the application but before I deliver the policy, I promise
   to inform the Company of the change and agree to withhold delivery of the
   policy until instructed by the Company.

   X___________________________________________________________________________
   Signature of Agent
   Print name _________________________________________________________________
   S.S.# _________________________    Share of commission _____________________
   Address ____________________________________________________________________
   ____________________________________________________________________________
   Telephone number (________) ________________________________________________

   X___________________________________________________________________________
   Signature of additional Agent
   Print additional Agent name ________________________________________________
   S.S.# _________________________    Share of commission _____________________
   Address ____________________________________________________________________
   ____________________________________________________________________________
   Telephone number (________) ________________________________________________

   MEDICAL REQUIREMENTS:                            Name of Kemper      Date
                   Arranged by                      approved vendor     ordered

   Kemper Paramed:    [ ] Agent  [ ] GA 
   Blood profile/HOS: [ ] Agent  [ ] GA 
   Inspection report:            [ ] GA     
   APS:                          [ ] GA
   Doctor's name(s) for APS  __________________________________________________

GENERAL AGENT'S REPORT (complete in all cases) 

Gl. Have you discussed this risk with the home office?           [ ] Yes [ ] No 
    (Give details in #11 above.)

G2. GA name ___________________________________________________________________
    Address ___________________________________________________________________
    ___________________________________________________________________________
    ___________________________________________________________________________
    ___________________________________________________________________________
    Case manager ______________________________________________________________
    GA# ___________________ Phone number (_______) ____________________________


L-R595
<PAGE>   11
FEDERAL KEMPER LIFE ASSURANCE COMPANY
FIDELITY LIFE ASSOCIATION, A Mutual Legal Reserve Company
KEMPER INVESTORS LIFE INSURANCE COMPANY                 Policy number__________
Long Grove, IL 60049                    

PRE-AUTHORIZED CHECKING (PAC) AGREEMENT
Authorization to Honor Checks/Debits by Federal Kemper Life Assurance Co./
Fidelity Life Association/Kemper Investors Life Insurance Co.

INSTRUCTIONS
1. Sign the authorization in the designated area in accordance with your
   signature(s) on file at your financial institution. 
2. Please notify us if you change your address. 
3. Please attach two months' modal premium.

IF YOU CHANGE ACCOUNTS:
1. Contact your insurance agent to assist you with the change.
   -OR- 
2. Contact the Home Office to obtain a new authorization.

As a convenience to me, I hereby request and authorize this financial
institution to pay and charge my account for checks/electronic debits drawn on
my account by Federal Kemper Life Assurance Company/Fidelity Life
Association/Kemper Investors Life Insurance Company to its own order. This
authorization will remain in effect until revoked by me in writing and until you
receive such notice. I agree that you shall be fully protected in honoring any
such check/electronic debit.

I agree that your treatment of each check/electronic debit, and your rights in
respect to it, shall be the same as if it were signed by me personally. I
further agree that if any such check/electronic debit be dishonored, whether
with or without cause, you shall be under no liability whatsoever even though
such dishonor results in the lapse of insurance.

Federal Kemper Life Assurance Company/Fidelity Life Association/Kemper Investors
Life Insurance Company is instructed to forward this authorization to you.

DEPOSITOR(S)
Name of Depositor(s) listed on the account        Date of first debit 


X______________________________________________________________________________
 Signature of Depositor  



X______________________________________________________________________________
 Signature of Joint Depositor 

YOUR BANK 
Name of Bank 

Address of Bank

City                                     State          Zip

Bank phone
           (       )

Checking account number you wish us to debit

          --ATTACH A SAMPLE "VOID" CHECK (NO DEPOSIT SLIPS, PLEASE).--

TO: THE FINANCIAL INSTITUTION NAMED ABOVE,

So that you may comply with your depositor's request, the Company agrees:

1. To indemnify and hold you harmless from any loss you may suffer as a 
   consequence of your actions resulting from or in connection with the
   execution and issuance of any check/electronic debit or order, whether or not
   genuine, purporting to be executed by the undersigned and received by you in
   the regular course of business for the purpose of payment, including any
   costs or expenses reasonably incurred in connection therewith.

2. In the event that any such check/electronic debit or order shall be 
   dishonored whether with or without cause, and whether intentionally or
   inadvertently, to indemnify you for any loss even though dishonor results in
   a forfeiture of insurance.

3. To defend at our own cost and expense any action which might be brought by 
   any depositor or any other persons because of your actions taken pursuant to
   the foregoing requests, or in any manner arising by reason of your
   participation in the foregoing plan of premium collection.

   John B. Scott                    Debra P. Rezabek 
   President                        Secretary 

   FEDERAL KEMPER LIFE ASSURANCE COMPANY 
   FIDELITY LIFE ASSOCIATION 
   KEMPER INVESTORS LIFE INSURANCE COMPANY 
   LONG GROVE, IL 60049
    
Authorized in a resolution adopted by the Board of Directors of Federal Kemper
Life Assurance Company/Fidelity Life Association (A Mutual Legal Reserve
Company) /Kemper Investors Life Insurance Company of Long Grove, Illinois on
April 29, 1963, October 16, 1958, and January 15, 1963, respectively.

                                                                         ZURICH 
                                                                         KEMPER
                                                                          LOGO
L-P595

<PAGE>   1
                                                                    EXHIBIT 3(b)





                              ACTUARIAL OPINION



This opinion is supplied with the filing of Post-Effective Amendment No. 1 to
the Registration Statement on Form S-6, File No. 333-35159, by the KILICO
Variable Separate Account-2 (the "Separate Account") and Kemper Investors Life
Insurance Company ("KILICO") covering an indefinite number of units of interest
in the Separate Account.  Premiums received under KILICO's Individual and
Survivorship Flexible Premium Variable Life Insurance Policies may be allocated
by KILICO to the Separate Account as described in the Prospectus included in
the Registration Statement.

I am familiar with the provisions of the Policies and the description in the
Prospectus and it is my opinion that the illustrations of death benefits,
surrender values, cash values, and accumulated premiums included in Appendix A
of the Prospectus, based on the assumptions in the illustrations, are
consistent with the provisions of the Policies.  The rate structure of the
Policies have not been designed to make the relationship between planned
premiums and benefits, as shown in the illustrations, appear more favorable, in
the case of individual Policies, to prospective nonsmoker preferred males ages
40 and 60, than to nonsmoker preferred males at other ages, or, in the case of
survivorship Policies, to prospective nonsmoker preferred males and females
ages 45 and 40 and 65 and 60, respectively, than to nonsmoker preferred males
and females at other ages.   The nonsmoker risk class generally has a more
favorable rate structure than the smoker risk classes.  Female risk classes
generally have a more favorable rate structure than male risk classes.  
Preferred risk classes generally have a more favorable rate structure than 
nonpreferred risk classes.

The current and guaranteed monthly mortality rates used in the illustrations
have not been designed so as to make the relationship between current and
guaranteed rates more favorable for the ages and sexes illustrated than for a
nonsmoker male or female at other ages.  The nonsmoker risk classes generally
have lower monthly mortality rates than the smoker risk classes.  The female
risk classes generally have lower monthly mortality rates than the male risk
classes.  Preferred risk classes generally have lower monthly mortality rates
than nonpreferred risk classes.

I consent to the use of this opinion as an Exhibit to Post-Effective Amendment
No. 1 to the Registration Statement and to the reference to me under the
heading "Experts" in the Prospectus.


                                                /s/ Steven D. Powell
                                                -------------------------
                                                Steven D. Powell, FSA

<PAGE>   1
                                                                   Exhibit 6(a)

                      CONSENT OF INDEPENDENT ACCOUNTANTS



The Board of Directors of
Kemper Investors Life Insurance Company 

We consent to the inclusion in this registration statement on Form S-6 (File
No. 333-35159) of our report dated March 18, 1998, on our audit of the
consolidated financial statements of Kemper Investors Life Insurance Company
and to the reference to our firm under the caption "Experts".


                                                Coopers & Lybrand L.L.P.

   
Chicago, Illinois
April 27, 1998
    



<PAGE>   1
                                                                EXHIBIT 6(b)



CONSENT OF INDEPENDENT AUDITORS




The Board of Directors
Kemper Investors Life Insurance Company

   
We consent to the use of our report included herein on the consolidated
financial statements of Kemper Investors Life Insurance Company (KILICO) and 
to the reference to our firm under the heading "Experts" in the prospectus. 
Our report on KILICO's financial statements dated March 21, 1997, contains an
explanatory paragraph that states as a result of the acquisition of its parent,
Kemper Corporation, the consolidated financial information for the periods
after the acquisition is presented on a different cost basis than that for the
periods before the acquisition and, therefore, is not comparable.


KPMG PEAT MARWICK LLP


Chicago, Illinois
April 27, 1998
    



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