SEPARATE ACCOUNT VA 6NY OF TRANSAMERICA LIFE INS CO OF N Y
497, 1999-01-14
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                                                 PROFILE
                                                  of the
                                 TRANSAMERICA CLASSICsm VARIABLE ANNUITY
                                                Issued by
                             TRANSAMERICA LIFE INSURANCE COMPANY OF NEW YORK
                                  July 2, 1998, revised January 1, 1999

This Profile is a summary of some of the more  important  points that you should
know and consider  before  purchasing  the contract.  The contract is more fully
described in the full prospectus that accompanies this Profile.  Please read the
prospectus carefully.

1. The  Contract.  The  Transamerica  Classicsm  Variable  Annuity is a contract
between you and Transamerica  Life Insurance Company of New York that allows you
to invest your  purchase  payments in your choice of 17 mutual funds  portfolios
("portfolios") in the variable account and the fixed account. The portfolios are
professionally  managed and you can gain or lose money  invested in a portfolio,
but you could also earn more than investing in the fixed  account.  Transamerica
guarantees the safety of money invested in the fixed account.

         The  contract  is a  deferred  annuity  and  it  has  two  phases:  the
accumulation phase, and the annuitization  phase. During the accumulation phase,
you can make  additional  payments on your  contract,  transfer  money among the
investment  options,  and withdraw some or all of your  investment.  During this
phase,  your earnings  accumulate on a tax-deferred  basis for individuals,  but
some or all of any  money you  withdraw  may be  taxable.  Tax  deferral  is not
available for non-qualified contracts owned by corporations and some trusts.

         During  the  annuitization  phase,   Transamerica  will  make  periodic
payments to you.  The dollar  amount of the payments may depend on the amount of
money  invested and earned during the  accumulation  phase and on other factors,
such as the annuitants' age and sex.

2. Annuity Payments. You can generally decide when to end the accumulation phase
and begin receiving  annuity  payments from  Transamerica.  You may choose fixed
payments, where the dollar amount of each payment generally remains the same, or
variable  payments,  where the dollar  amount of each  payment  may  increase or
decrease based on the investment  performance of the portfolios you select.  You
can choose among payments for the lifetime of an individual, or payments for the
longer of one lifetime or a guaranteed period of 10, 15 or 20 years, or payments
for one lifetime and the lifetime of another individual.

3. Purchasing a Contract.  Generally you must invest at least $5,000 ($2,000 for
IRAs) to  purchase a  contract.  You can make  additional  payments  of at least
$1,000 each ($100 each if made under an  automatic  payment plan  deducted  from
your bank  account).  You may cancel your  contract  during the free look period
(see item 10).

         The  Transamerica  Classic  Variable  Annuity is designed for long-term
tax-deferred   accumulation  of  assets,  generally  for  retirement  and  other
long-term goals.  Individuals in high tax brackets get the most benefit from the
tax  deferral  feature.  You should not invest in the  contract  for  short-term
purposes or if you cannot take the risk of losing some of your investment.


<PAGE>



4. Investment Options.  VARIABLE ACCOUNT: You can invest in any of the following
17 portfolios:

         Alger American Income & Growth     MFS VIT Research
         Alliance VPF Growth & Income        Morgan Stanley UF Fixed Income
         Alliance VPF Premier Growth         Morgan Stanley UF High Yield
         Dreyfus VIF Capital Appreciation Morgan Stanley UF International Magnum
         Dreyfus VIF Small Cap            OCC Accumulation Trust Managed
         Janus Aspen Balanced             OCC Accumulation Trust Small Cap
         Janus Aspen Worldwide Growth       Transamerica VIF Growth Portfolio
         MFS VIT Emerging Growth            Transamerica VIF Money Market
         MFS VIT Growth with Income

         You can earn or lose money in any of these portfolios. These portfolios
are described in their own prospectuses.

         FIXED  ACCOUNT:  You can also allocate  payments to the fixed  account,
where  Transamerica  guarantees the principal  invested plus an annual  interest
rate of at least 3%.

5.  Expenses.  Transamerica  makes  certain  charges and  deductions in order to
provide the benefits and features available under the contract:

          If you withdraw  your money within seven years of investing  it, there
         may be a withdrawal charge of up to 6% of the amount invested.

          Transamerica  deducts an annual  account  fee of no more than $30 (the
         fee is waived for account values over $50,000).

          Transamerica deducts insurance and administrative charges of 1.35% per
         year from your average daily value in the variable account.

          The first 18  transfers  each year are free  (then  Transamerica  will
         deduct a $10 fee for each additional transfer).

          Advisory fees are also deducted by the  portfolios'  manager,  and the
         portfolios  pay other  expenses  which,  in total,  range from 0.60% to
         1.15% of the amounts in the portfolios.

         The  following  chart shows these  charges (not  including any transfer
fees). The $30 annual account fee is included in the first column as a charge of
0.075%.  The third column is the sum of the first two  columns.  The examples in
the last two columns show the total amounts you would be charged if you invested
$1,000,  the  investment  grew  5%  each  year,  and you  withdrew  your  entire
investment after one year or 10 years.  Year one includes the withdrawal  charge
and year 10 does not.


<PAGE>




<TABLE>
<CAPTION>

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

                                                                                              Total        Total
                                                    Annual       Annual         Total      Expenses at    Expenses
Sub-Accounts                                       Insurance    Portfolio      Annual     End of 1 Year  at End of
                                                    Charges      Charges       Charges                    10 Years
- ---------------------------------------------------------------------------------------------------------------------
<S>                                                 <C>           <C>          <C>           <C>          <C>    
Alger American Income & Growth                      1.425%        0.74%        2.165%        $72.96       $249.81
Alliance VPF Growth & Income                        1.425%        0.72%        2.145%        $72.76       $247.75
Alliance VPF Premier Growth                         1.425%        0.95%        2.375%        $75.06       $271.12
Dreyfus VIF Capital Appreciation Growth             1.425%        0.80%        2.225%        $73.56       $255.95
Dreyfus VIF Small Cap                               1.425%        0.78%        2.205%        $73.36       $253.90
Janus Aspen Balanced                                1.425%        0.83%        2.255%        $73.86       $259.00
Janus Aspen Worldwide Growth                        1.425%        0.74%        2.165%        $72.96       $249.81
MFS Emerging Growth                                 1.425%        0.87%        2.295%        $74.26       $263.06
MFS Growth & Income                                 1.425%        1.00%        2.425%        $75.56       $276.13
MFS Research                                        1.425%       0.88 %        2.305%        $74.36       $264.07
Morgan Stanley UF Fixed Income                      1.425%        0.70%        2.125%        $72.56       $245.69
Morgan Stanley UF High Yield                        1.425%        0.80%        2.225%        $73.56       $255.95
Morgan Stanley UF International Magnum              1.425%        1.15%        2.575%        $77.06       $290.98
OCC Accumulation Trust Managed                      1.425%        0.87%        2.295%        $74.23       $259.34
OCC Accumulation Trust Small Cap                    1.425%        0.97%        2.395%        $75.24       $270.64
Transamerica VIF Growth                             1.425%        0.85%        2.275%        $74.06       $261.03
Transamerica VIF Money Market                       1.425%        0.60%        2.025%        $71.55       $235.33
- ---------------------------------------------------------------------------------------------------------------------
</TABLE>

         The Annual Portfolio  Charges above are for the year ended December 31,
1997 (except for Transamerica  VIF Money Market  Portfolios) and reflect expense
reimbursements or fee waivers,  if applicable.  The figures for Transamerica VIF
Money  Market  Portfolios  are  estimates  for the year 1998,  its first year of
operation.  Expenses  may be higher or lower in the  future.  See the  "Variable
Account Fee Table" in the Transamerica  Classic Variable Annuity  prospectus for
more detailed information.

6. Federal Income Taxes. Individuals generally are not taxed on increases in the
contract  value until a  distribution  occurs  (e.g.,  a  withdrawal  or annuity
payment) or is deemed to occur  (e.g.,  a pledge,  loan,  or  assignment  of the
contract).  If you  withdraw  money,  earnings  come out  first  and are  taxed.
Generally,   some  portion   (sometimes  all)  of  any  distribution  or  deemed
distribution is taxable as ordinary income. In some cases,  income taxes will be
withheld  from  distributions.  If you are  under  age 59 1/2 when you  withdraw
money,  an  additional  10%  federal  tax  penalty  may  apply on the  withdrawn
earnings. Certain owners of non-qualified contracts that are not individuals may
be currently taxed on the increase in the contract value, whether distributed or
not.  Qualified  contracts are subject to special income tax rules  depending on
the plan or arrangement.

7. Access to Your Money. You can generally take money out at any time during the
accumulation phase. Transamerica may assess a withdrawal charge of up to 6% of a
purchase  payment,  but no withdrawal  charge will be assessed on money that has
been in the  contract  for seven  years.  Subject  to certain  conditions,  each
contract year you may withdraw up to 15% of purchase payments received less than
seven  years ago,  without  incurring  a  withdrawal  charge.  Withdrawals  from
qualified  contracts  may be  subject  to severe  restrictions  and,  in certain
circumstances, prohibited.

         You may have to pay income  taxes on amounts you withdraw and there may
also be a 10% tax  penalty if you make  withdrawals  before you are 59 1/2 years
old.

8. Past  Investment  Performance.  The value of the money you  allocated  to the
portfolios  will go up or down,  depending on the investment  performance of the
portfolios you select.  The following  chart shows the adjusted past  investment
performance  on a year-by-year  basis for each portfolio  which has at least one
year of  performance.  These  figures have already been reduced by the insurance
charges,  the  account  fee,  the  advisory  fee  and all  the  expenses  of the
portfolios.  These figures do not include the withdrawal  charge or any transfer
fees,  which  would  reduce  performance  if  applied.  Past  performance  is no
guarantee of future performance or earnings.
<TABLE>
<CAPTION>

CALENDAR YEAR

                                                   ------------------------------------------------------------------------
SUB-ACCOUNT                                              1997            1996           1995          1994        1993
- ---------------------------------------------------------------------------------------------------------------------------
<S>                                                     <C>             <C>            <C>            <C>         <C>  
Alger American Income & Growth                          34.37%          17.98%         33.23%        -9.59%       8.78%
Alliance VPF Growth & Income                            26.98%          22.34%         33.96%        -1.85%      10.11%
Alliance VPF Premier Growth                             31.98%          20.97%         42.82%        -4.34%      11.03%
Dreyfus VIF Capital Appreciation Growth                 26.29%          23.78%         31.65%        1.57%         N/A
Dreyfus VIF Small Cap                                   15.10%          14.94%         27.56%        6.22%       65.82%
Janus Aspen Balanced                                    20.38%          14.54%         23.03%        -0.59%        N/A
Janus Aspen Worldwide Growth                            20.43%          27.22%         25.58%        0.09%         N/A
MFS Emerging Growth                                     20.11%          15.36%           N/A          N/A          N/A
MFS Growth & Income                                     27.96%          22.69%           N/A          N/A          N/A
MFS Research                                            18.64%          20.60%           N/A          N/A          N/A
Morgan Stanley UF Fixed Income                          8.38%             N/A            N/A          N/A          N/A
Morgan Stanley UF High Yield                            11.92%            N/A            N/A          N/A          N/A
Morgan Stanley UF International Magnum                  2.33%             N/A            N/A          N/A          N/A
OCC Accumulation Trust Managed                          20.57%          21.03%         43.52%        1.16%        8.82%
OCC Accumulation Trust Small Cap                        20.52%          17.03%         13.60%        -2.42%      17.82%
Transamerica VIF Growth                                 44.45%          26.00%         51.34%        6.10%       20.98%
- ---------------------------------------------------------------------------------------------------------------------------

                                                   ------------------------------------------------------------------------
SUB-ACCOUNT                                              1992            1991           1990          1989        1988
- ---------------------------------------------------------------------------------------------------------------------------
Alger American Income & Growth                          7.09%           21.77%         -1.15%        5.88%         N/A
Alliance VPF Growth & Income                            6.40%             N/A            N/A          N/A          N/A
Alliance VPF Premier Growth                              N/A              N/A            N/A          N/A          N/A
Dreyfus VIF Capital Appreciation Growth                  N/A              N/A            N/A          N/A          N/A
Dreyfus VIF Small Cap                                   69.04%          156.16%          N/A          N/A          N/A
Janus Aspen Balanced                                     N/A              N/A            N/A          N/A          N/A
Janus Aspen Worldwide Growth                             N/A              N/A            N/A          N/A          N/A
MFS Emerging Growth                                      N/A              N/A            N/A          N/A          N/A
MFS Growth & Income                                      N/A              N/A            N/A          N/A          N/A
MFS Research                                             N/A              N/A            N/A          N/A          N/A
Morgan Stanley UF Fixed Income                           N/A              N/A            N/A          N/A          N/A
Morgan Stanley UF High Yield                             N/A              N/A            N/A          N/A          N/A
Morgan Stanley UF International Magnum                   N/A              N/A            N/A          N/A          N/A
OCC Accumulation Trust Managed                          16.96%          43.94%         -5.01%        30.69%        N/A
OCC Accumulation Trust Small Cap                        19.77%          46.05%         -11.06%       16.68%        N/A
Transamerica VIF Growth                                 12.19%          39.32%         -12.05%       32.24%      32.39%
- ---------------------------------------------------------------------------------------------------------------------------
</TABLE>

9. Death Benefit. If you die during the accumulation phase, a death benefit will
be paid to your beneficiary.

         If you die before you turn 85, the death  benefit  will be the greatest
of  three  things:  (1) the  account  value;  (2) the  sum of all  premium  less
withdrawals;  or (3) the highest account value on any contract anniversary prior
to the earlier of the owner's or joint owner's 85th birthday,  plus premium made
less withdrawals since that contract anniversary.

         If death occurs after your or your joint  owner's  85th  birthday,  the
death benefit is equal to the account value.

10. Other  Information.  The Transamerica  Classic Variable Annuity offers other
features you might be interested in. Some of these features are as follows:

         Free Look.  After you get your  contract,  you have ten days to look it
over and  decide if it is really  right for you.  If you  decide not to keep the
contract, you can cancel it during this period by delivering a written notice of
cancellation  and  returning  the contract to the Service  Center at the address
listed in item 11 below. Except for IRAs,  Transamerica will refund the premiums
allocated  to the fixed  account  (less any  withdrawals)  plus the value in the
variable account as of the date the written notice and the contract are received
by the Service Center.

         Dollar Cost Averaging.  You can instruct  Transamerica to automatically
transfer money from either the money market  sub-account or the fixed account to
any of the other variable  sub-accounts each month. This is intended to give you
a lower average cost per share or unit than a single one time investment.

         Automatic  Rebalancing  Option. The performance of each sub-account may
cause the allocation of value among the sub-accounts to change. You may instruct
Transamerica  to  periodically   automatically  rebalance  the  amounts  in  the
sub-accounts by reallocating amounts among them.

         Systematic Withdrawal Option. You can arrange to have Transamerica send
you money  automatically each month out of your contract during the accumulation
phase.  There are limits on the amounts,  and the payments may be taxable,  and,
prior to age 59 1/2,  subject  to the  penalty  tax.  If the  total  withdrawals
(including  systematic  withdrawals)  made in a contract year exceed the allowed
amount to be withdrawn without a charge for that year, any applicable withdrawal
charge will then apply.

         Automatic Payout Option. For qualified  contracts,  certain pension and
retirement  plans require that certain  amounts be distributed  from the plan at
certain  ages.  You can arrange to have such amounts  distributed  automatically
during the accumulation phase.

         These  features  may  not be  available  in all  state  and  may not be
suitable for your particular situation.

11. Inquiries.  If you need further  information or have any questions about the
contract, please write or call:

                                   Transamerica Annuity Service Center
                                    401 North Tryon Street, Suite 700
                                     Charlotte, North Carolina 28202
                                               800-420-7749



<PAGE>



                                 PROSPECTUS FOR

                             TRANSAMERICA SERIES sm

                             TRANSAMERICA CLASSIC sm
                                VARIABLE ANNUITY

                       A Flexible Premium Deferred Annuity
                                    Issued by
                 Transamerica Life Insurance Company of New York

                              And Prospectuses for:


         Income and Growth Portfolio of              The Alger American Fund

         Growth and Income Portfolio and
         Premier Growth Portfolio of           Alliance Variable Products Series
                                               Fund, Inc.

         Capital Appreciation Portfolio and
         Small Cap Portfolio of                Dreyfus Variable Investment Fund

         Balanced Portfolio and
         Worldwide Growth Portfolio of         Janus Aspen Series

         Emerging Growth Series
         Growth with Income Series and
         Research Series of                    MFS Variable Insurance Trust

         Fixed Income Portfolio
         High Yield Portfolio and
         International Magnum Portfolio of  Morgan Stanley Universal Funds, Inc.

         Managed Portfolio and
         Small Cap Portfolio of                       OCC Accumulation Trust

         Growth Portfolio and
         Money Market Portfolio of           Transamerica Variable Insurance 
                                             Fund, Inc.


                      July 2, 1998, revised January 1, 1999

<PAGE>


8

         TRANSAMERICA SERIES sm TRANSAMERICA CLASSIC sm VARIABLE ANNUITY
                               A Flexible Premium Deferred Variable Annuity
                                                Issued by
                             Transamerica Life Insurance Company of New York
                            100 Manhattanville Road, Purchase, New York 10577

         This prospectus  describes the Transamerica Classic Variable Annuity, a
variable annuity policy ("policy") issued by Transamerica Life Insurance Company
of New York (referred to as  "Transamerica").  The policy allows you, the owner,
to accumulate assets on a tax-deferred  basis for retirement and other long-term
financial purposes.

         You may direct your premiums,  as well as any value  accumulated  under
the policy,  to one or more variable  sub-accounts of Separate Account VA-6NY or
to the  fixed  account,  or to  both.  The  money  you  place  in each  variable
sub-account  will be invested solely in a  corresponding  mutual fund investment
portfolio  ("portfolio").  The value of each variable  sub-account  will vary in
accordance  with the  investment  performance  of the  portfolio  in which  that
variable sub-account invests. You bear the entire investment risk for all assets
you place in the  variable  sub-accounts.  This means that,  depending on market
conditions,  the amount you invest in the variable  sub-accounts may increase or
decline.
Currently you may choose among the following 17 variable sub-accounts:

Alger American Income & Growth              MFS VIT Research
Alliance VPF Growth & Income              Morgan Stanley UF Fixed Income
Alliance VPF Premier Growth               Morgan Stanley UF High Yield
Dreyfus VIF Capital Appreciation         Morgan Stanley UF International Magnum
Dreyfus VIF Small Cap                  OCC Accumulation Trust Managed
Janus Aspen Balanced                   OCC Accumulation Trust Small Cap
Janus Aspen Worldwide Growth                Transamerica VIF Growth Portfolio
MFS VIT Emerging Growth                     Transamerica VIF Money Market
MFS VIT Growth with Income

         You may also place your premiums or variable  accumulated  value in the
fixed  account.  For  premiums  allocated  to the  fixed  account,  Transamerica
guarantees the return of the amount invested at a specified rate of interest for
at least 12 months.  Transamerica will periodically declare the rate of interest
applicable to each amount  allocated to the fixed  account.  The minimum rate of
interest credited to the fixed account will be 3%.

 This  prospectus  contains  vital  information  that  you  should  know  before
investing. You can obtain more information about the policy by requesting a copy
of the Statement of Additional  Information  ("SAI") dated July 2, 1998, revised
January 1, 1999.  The SAI is  available  free by  writing to  Transamerica  Life
Insurance Company of New York,  Annuity Service Center,  401 North Tryon Street,
Charlotte,  North Carolina 28202 or by calling (800)  420-7749.  The current SAI
has been filed with the Securities and Exchange  Commission and is  incorporated
by reference into this prospectus.  The table of contents of the SAI is included
at the end of this prospectus.

These  securities  have not been approved or  disapproved  by the Securities and
Exchange Commission, nor has the Commission passed upon the accuracy or adequacy
of this prospectus. Any representation to the contrary is a criminal offense.

            For                        your own benefit and  protection,  please
                                       read this prospectus carefully before you
                                       invest.   Keep  it  on  hand  for  future
                                       reference.
                        The date of this  prospectus  is July 2,  1998,  revised
January 1, 1999.


<PAGE>


         Under  the  terms of the  policy,  we  promise  to pay you a series  of
monthly  settlement  option payments.  Payments may be for a fixed or a variable
amount or a combination of both, for the life of the annuitant or for some other
period you may select prior to the annuity date.

         On or before the annuity  date,  you may  transfer  assets  between and
among the variable  sub-accounts  and the fixed  account.  The fixed account has
restrictions  on  certain  transfers.  After the  annuity  date,  transfers  are
permitted among the variable  sub-accounts only if you elect to receive variable
settlement option payments.

         On or before  the  annuity  date,  you may elect to  withdraw  all or a
portion of your cash surrender value in exchange for a cash payment. Withdrawals
may be subject to a contingent deferred sales load, certain administrative fees,
federal, state or local income taxes, and/or a tax penalty.

                  This  prospectus  must be accompanied by current  prospectuses
for the portfolios.

THIS  PROSPECTUS MAY NOT BE OFFERED IN ANY  JURISDICTION  WHERE SUCH OFFERING IS
UNLAWFUL. ANY INFORMATION THAT A DEALER,  SALESPERSON, OR OTHER PERSON GIVES YOU
ABOUT THIS POLICY  SHOULD BE  CONTAINED IN THIS  PROSPECTUS.  IF YOU RECEIVE ANY
INFORMATION  ABOUT THE POLICY  THAT IS NOT  CONTAINED  IN THIS  PROSPECTUS,  YOU
SHOULD NOT RELY ON THAT INFORMATION.


                  Please note that your investment in the policy:
                  o         is not a bank deposit
                  o         is not federally insured
                  o         is not endorsed by any bank or government agency.

Investing in the policy involves certain  investment risks,  including  possible
loss of principal.

   This                          prospectus   generally   describes   only   the
                                 variable account portion of the policy,  except
                                 when  the   fixed   account   is   specifically
                                 mentioned.


<PAGE>
<TABLE>
<CAPTION>


TABLE OF CONTENTS                                                                                              Page

<S>                                                                                                              <C>
DEFINITIONS.......................................................................................................6

SUMMARY...........................................................................................................8

CONDENSED FINANCIAL INFORMATION..................................................................................16

TRANSAMERICA LIFE INSURANCE COMPANY OF NEW YORK AND THE VARIABLE ACCOUNT.........................................17
         Transamerica Life Insurance Company of New York.........................................................17
         Published Ratings.......................................................................................17
         The Variable Account....................................................................................17

THE PORTFOLIOS...................................................................................................18

THE POLICY.......................................................................................................24
         Ownership...............................................................................................24

PREMIUMS.........................................................................................................24
         Premiums................................................................................................24
         Allocation of Premiums..................................................................................25
         Investment Option Limits................................................................................26

POLICY VALUE.....................................................................................................26

TRANSFERS........................................................................................................27
         Before the Annuity Date.................................................................................27
         Other Restrictions......................................................................................27
         Dollar Cost Averaging...................................................................................28
         Automatic Asset Rebalancing.............................................................................28
         After the Annuity Date..................................................................................29

CASH WITHDRAWALS.................................................................................................29
         Systematic Withdrawal Option............................................................................30
         Automatic Payment Option (APO)..........................................................................30

DEATH BENEFIT....................................................................................................31
         Payment of Death Benefit................................................................................32
         Designation of Beneficiaries............................................................................32
         Death of Owner Before Annuity Date......................................................................32
         If Annuitant Dies Before Annuity Date...................................................................34
         Death After Annuity Date................................................................................34
         Survival Provision......................................................................................34

CHARGES, FEES AND DEDUCTIONS.....................................................................................34
         Contingent Deferred Sales Load..........................................................................34
         Free Withdrawals - Allowed Amount.......................................................................35
         Other Free Withdrawals..................................................................................35
         Administrative Charges..................................................................................35
         Mortality and Expense Risk Charge.......................................................................36
         Premium Tax Charges.....................................................................................36
         Transfer Fee............................................................................................37
         Option and Service Fees.................................................................................37
         Taxes...................................................................................................37
         Portfolio Expenses......................................................................................37
         Sales in Special Situations.............................................................................37

DISTRIBUTION OF THE POLICY.......................................................................................37

SETTLEMENT OPTION PAYMENTS.......................................................................................38
         Annuity Date............................................................................................38
         Settlement Option Payments..............................................................................38
         Election of Settlement Option Forms and Payment Options.................................................39
         Payment Options.........................................................................................39
         Fixed Payment Option....................................................................................39
         Variable Payment Option.................................................................................39
         Settlement Option Forms.................................................................................40

FEDERAL TAX MATTERS..............................................................................................41
         Introduction............................................................................................41
         Premiums................................................................................................42
         Taxation of Annuities...................................................................................42
         Qualified Policies......................................................................................44
         Taxation of Transamerica ...............................................................................46
         Tax Status of Policy....................................................................................46
         Possible Changes in Taxation............................................................................47
         Other Tax Consequences..................................................................................48

PERFORMANCE DATA ................................................................................................48

PREPARING FOR YEAR 2000 .........................................................................................49

LEGAL PROCEEDINGS................................................................................................50

LEGAL MATTERS....................................................................................................50

FINANCIAL STATEMENTS.............................................................................................50

VOTING RIGHTS....................................................................................................50

AVAILABLE INFORMATION............................................................................................51

STATEMENT OF ADDITIONAL INFORMATION - TABLE OF CONTENTS..........................................................52

APPENDIX A - THE FIXED ACCOUNT..................................................................................A-1

APPENDIX B......................................................................................................B-1
         Example of Variable Accumulation Unit Value Calculations...............................................B-1
         Example of Variable Annuity Unit Value Calculations....................................................B-1
         Example of Variable Annuity Payment Calculations.......................................................B-1

APPENDIX C
         Disclosure Statement for Individual Retirement
              Annuities ........................................................................................C-1
</TABLE>

                    The policy is available only in New York.


<PAGE>


DEFINITIONS

Annuity Date:  The date on which the  annuitization  phase of the policy begins.
The annuity date can not be later than the annuitant's 90th birthday.

Cash  Surrender  Value:  The  amount we will pay to the  owner if the  policy is
surrendered on or before the annuity date. The cash surrender value is equal to:
the policy  value;  less any policy fee,  contingent  deferred  sales load,  and
premium tax charges.

Code:  The  Internal  Revenue  Code of  1986,  as  amended,  and the  rules  and
regulations issued under it.

Fixed  Account:  An account  which credits a rate of interest for a period of at
least twelve months for each allocation or transfer.

Fixed Account Accumulated Value: The total dollar value of all amounts the owner
allocates or transfers to the fixed account;  plus interest  credited;  less any
amounts withdrawn,  applicable fees or premium tax charges,  or transfers out to
the variable account prior to the annuity date.

Policy Anniversary:  The anniversary of the policy effective date each year.

Policy  Effective  Date:  The  effective  date of the  policy  as  shown  on the
information page of the policy.

Policy Value:  The sum of the variable  accumulated  value and the fixed account
accumulated value.

Policy Year: A 12-month period starting on the policy  effective date and ending
with the day before the policy anniversary, and each 12-month period thereafter.

Portfolio:  The investment  portfolio  underlying  each variable  sub-account in
which  we  will  invest  any  amounts  the  owner  allocates  to  that  variable
sub-account.

Service  Center:  Transamerica's  Annuity  Service  Center,  at P.O.  Box 31848,
Charlotte, North Carolina 28231-1848, telephone (800) 258-4260.

Status (Qualified and Non-Qualified): The policy has a qualified status if it is
issued in connection with a tax-favored  retirement plan or program.  Otherwise,
the status is non-qualified.

Valuation  Day: Any day the New York Stock  Exchange is open.  To determine  the
value of an asset on a day that is not a valuation day, we will use the value of
that asset as of the end of the next valuation day.

Valuation  Period:  The time interval  between the closing  (generally 4:00 p.m.
Eastern Time) of the New York Stock Exchange on consecutive valuation days.

Variable  Account:  Separate Account VA-6NY, a separate account  established and
maintained  by  Transamerica  for the  investment  of a  portion  of its  assets
pursuant to Section 4240 of the New York Insurance Code.

Variable Accumulated Value: The total dollar value of all variable  accumulation
units under this policy prior to the annuity date. Variable Accumulation Unit: A
unit of measure used to  determine  the  variable  accumulated  value before the
annuity  date.  The  value of a  variable  accumulation  unit  varies  with each
variable sub-account.

Variable  Sub-Account(s):  One or more  divisions of the variable  account which
invests solely in shares of one of the underlying portfolios.

We:  The company, Transamerica.

You:  The owner.

<PAGE>


SUMMARY

The Policy

         The  Transamerica  Classic sm  Variable  Annuity is a flexible  premium
deferred annuity that is designed to aid your long-term  financial  planning and
retirement  needs.  The policy may be used in connection  with a retirement plan
which qualifies as a retirement  program under Sections  403(b),  408 or 408A of
the Code, with various types of qualified pension and profit sharing plans under
Section 401 of the Code, or with  non-qualified  plans. Some qualified  policies
may not be available  in all  situations.  The policy is issued by  Transamerica
Life Insurance Company of New York ("Transamerica"),  a wholly-owned  subsidiary
of Transamerica  Occidental Life Insurance  Company.  Its principal office is at
100 Manhattanville Road, Purchase, New York 10577, telephone (914) 701-6000.

         Transamerica  will  establish  and maintain an account for each policy.
Each owner will receive an individual  annuity policy.  The policy provides that
the policy  value,  after certain  adjustments,  will be applied to a settlement
option on a future date you select ("annuity date").

         You  may  allocate  all or  portions  of your  premiums  to one or more
variable sub-accounts or to the fixed account.

         The policy value prior to the annuity  date,  except for amounts in the
fixed account,  will vary depending on the investment  experience of each of the
variable  sub-accounts  selected by the owner.  All benefits and values provided
under the  policy,  when  based on the  investment  experience  of the  variable
account,  are variable and are not  guaranteed as to dollar  amount.  Therefore,
prior to the annuity date the owner bears the entire  investment  risk under the
policy for amounts allocated to the variable account.

         There is no  guaranteed  or  minimum  cash  surrender  value on amounts
allocated to the variable account,  so the proceeds of a surrender could be less
than the amount invested.

         The initial premium for each policy must be at least $5,000 ($2,000 for
contributory  IRAs,  SEP/IRAs and Roth IRAs).  Generally each additional premium
must be at least  $1,000,  unless an automatic  premium  plan is  selected.  See
"Premiums" page 24.

The Variable Account

         The variable account is a separate account (designated Separate Account
VA-6NY)  that is  subdivided  into  variable  sub-accounts.  See  "The  Variable
Account"  page  17.  Assets  of each  variable  sub-account  are  invested  in a
specified  mutual  fund  portfolio  ("portfolio").   The  variable  sub-accounts
currently available for investment are:

Alger American Income & Growth      ........MFS VIT Research
Alliance VPF Growth & Income        . Morgan Stanley UF Fixed Income
Alliance VPF Premier Growth         . Morgan Stanley UF High Yield
Dreyfus VIF Capital Appreciation    .....Morgan Stanley UF International Magnum
Dreyfus VIF Small Cap                OCC Accumulation Trust Managed
Janus Aspen Balanced                 OCC Accumulation Trust Small Cap
Janus Aspen Worldwide Growth        ........Transamerica VIF Growth Portfolio
MFS VIT Emerging Growth             ........Transamerica VIF Money Market
MFS VIT Growth with Income


<PAGE>


         The portfolios pay their investment advisers and administrators certain
fees charged  against the assets of each  portfolio.  The  variable  accumulated
value,  if any,  of a policy and the amount of any  variable  settlement  option
payments  will  vary to  reflect  the  investment  performance  of the  variable
sub-accounts  to which  amounts have been  allocated.  Additionally,  applicable
charges are  deducted.  See  "Charges,  Fees and  Deductions"  page 34. For more
information  about  the  portfolios,  see  "The  Portfolios"  page  18  and  the
accompanying portfolios' prospectuses.

The Fixed Account

         The policy  provides an option to invest  premiums  in a fixed  account
which is part of the general account of Transamerica.

         The amounts in the fixed account will be credited interest at a rate of
not less than 3% annually.  Transamerica may credit interest at a rate in excess
of 3% at its discretion for any class.  Each interest rate will be guaranteed to
be credited for at least 12 months.

Investment Option Limits

     Currently, the owner may not elect more than a total of eighteen investment
options  over  the  life of the  policy.  Investment  options  include  variable
sub-accounts and the fixed account. See "Investment Option Limits" page 26.

Transfers Before the Annuity Date

         Prior to the annuity date, you may transfer values between the variable
sub-accounts  and the fixed account  (within  limits).  For transfers  after the
annuity date, see "After the Annuity Date" page 29.

         Transfers  out of the fixed  account are  restricted to four per policy
year and to a  limited  percentage  of the fixed  policy  value.  More  frequent
transfers may be allowed under certain services and options, for example, dollar
cost averaging. See "The Fixed Account" in Appendix A.

         Transamerica  currently imposes a transfer fee of $10 for each transfer
in excess of 18 made during the same policy year. See "Transfers" on page 27 for
additional limitations and information regarding transfers.

Withdrawals

         You may withdraw all or part of the cash  surrender  value on or before
the annuity date.  The cash  surrender  value of your policy is the policy value
less any account fee,  contingent  deferred  sales load and premium tax charges.
The account fee  generally  will be deducted on a full  surrender of a policy if
the policy value is then less than  $50,000.  Transamerica  may delay payment of
any  withdrawal  from  the  fixed  account  for  up to  six  months.  See  "Cash
Withdrawals" page 29.

         Withdrawals  may be taxable,  subject to  withholding  and subject to a
penalty  tax.  Withdrawals  from a  qualified  policy  may be  subject to severe
restrictions  and,  in  certain  circumstances,  prohibited.  See  "Federal  Tax
Matters" page 41.

Contingent Deferred Sales Load

          Transamerica  does not deduct a sales  charge when  premiums  are paid
(although  premium  tax charges may be  deducted).  However,  if any part of the
policy  value is  withdrawn,  a  contingent  deferred  sales load of up to 6% of
premiums  may be  deducted.  After a premium has been held by  Transamerica  for
seven years, it may be withdrawn  without charge.  No contingent  deferred sales
load is  assessed  on  payment of the death  benefit,  on  transfers  within the
policy, or on certain annuitizations.  See "Contingent Deferred Sales Load" page
34, and "Withdrawals" page 29.

         Also,  beginning 30 days from the policy  effective date (or the end of
the free look  period if later),  any  portion of the  "allowed  amount"  may be
withdrawn each policy year without  imposition of any contingent  deferred sales
load. The allowed amount for each policy year is equal to 15% of premiums,  that
were received during the last seven years,  as of the prior policy  anniversary,
less any withdrawals already taken that policy year. All premiums not previously
withdrawn  that  have  been  held at least  seven  years  are not  subject  to a
contingent  deferred  sales load.  For purposes of  calculating  the  contingent
deferred  sales  load,  withdrawals  will be  considered  to be taken first from
premiums, on a first in/first out basis, and then from earnings.

Other Charges and Deductions

         Transamerica  deducts a  mortality  and  expense  risk  charge of 1.20%
(annually) of the assets in the variable account and an  administrative  expense
charge of 0.15% (annually) of these assets.  The  administrative  expense charge
may change,  but it is guaranteed not to exceed a maximum  effective annual rate
of 0.35%.  See "Mortality  and Expense Risk Charge" page 36 and  "Administrative
Charges" page 35.

         An policy fee of currently $30 (or 2% of the policy value,  if less) is
deducted at the end of each policy year and upon surrender.  If the policy value
is more than  $50,000 on the last  business  day of a policy  year (or as of the
date the policy is surrendered), the policy fee will be waived for that year.

         After the annuity date,  the annual annuity fee of $30 will be deducted
in equal  installments  from each periodic  payment  under the variable  payment
option.

     For each  transfer in excess of 18 during a policy  year, a transfer fee of
$10 will be imposed. See "Transfer Fee" page 37.

         Also,  New York  currently has no premium tax nor  retaliatory  premium
tax.  If New York  imposes  these  taxes in the  future,  or if the  owner is or
becomes a resident  of a state other than New York where such taxes  apply,  the
charges could be deducted from premiums and/or from the annuity  purchase amount
upon annuitization (See "Premium Tax Charges" page 36.)

         Currently, no fees are deducted for any other services or options under
the policy. However, Transamerica does reserve the right to impose fees to cover
processing for certain services and options in the future, including dollar cost
averaging, systematic withdrawals, automatic payouts, asset allocation and asset
rebalancing.

Variable Policy Fee Table

         The  purpose of this table is to assist in  understanding  the  various
costs and expenses that the owner will bear directly and  indirectly.  The table
reflects  expenses  of the  variable  account  as  well  as of the  mutual  fund
portfolios.  The table  assumes that the entire  policy value is in the variable
account.  The information below should be considered together with the narrative
provided  under the heading  "Charges,  Fees and  Deductions"  on page 34of this
prospectus,  and with the  prospectuses  for the portfolios.  In addition to the
expenses listed below, premium tax charges may be applicable.

                                  Sales Load(1)


Sales Load Imposed on Premiums                        0

Maximum Contingent Deferred Sales Load(2)             6%


  Range of Contingent Deferred Sales Load Over Time
                    Years Since                   Contingent Deferred Sales Load
                 Premium  Receipt                  (as a percentage of premium)
      Less than 1 year                                         6%
      1 year but less than 2 years                             6%
      2 years but less than 3 years                            5%
      3 years but less than  4 years                           5%
      4 years but less than  5 years                           4%
      5 years but less than 6 years                            4%
      6 years but less 7 years                                 2%
      7 or more years                                          0%


                              Other Policy Expenses

                    Transfer Fee (first 18 per policy year)(3)              0
                    Fees For Other Services and Options(4)                  0
                    Account Fee(5)                                          $30



                       Variable Account Annual Expenses(6)
               (as a percentage of the variable accumulated value)
                     Mortality and Expense Risk Charge 1.20%
                     Administrative Expense Charge(7) 0.15%
                  Total Variable Account Annual Expenses 1.35%


                               Portfolio Expenses
  (as a percentage of assets after fee waiver and/or expense reimbursement)(7)
<TABLE>
<CAPTION>

                                                                                                       Total
                                                                                                     Portfolio
                                                             Management              Other             Annual
                      Portfolio                                 Fees               Expenses           Expenses
<S>                                                            <C>                   <C>                <C> 
Alger American Income & Growth                                 0.625                 0.115              0.74
Alliance VPF Growth & Income                                    0.63                 0.09               0.72
Alliance VPF Premier Growth                                     1.00                 0.08               1.08
Dreyfus VIF Capital Appreciation                                0.75                 0.05               0.80
Dreyfus VIF Small Cap                                           0.75                 0.03               0.78
Janus Aspen Balanced                                            0.77                 0.06               0.83
Janus Aspen Worldwide Growth                                    0.66                 0.08               0.74
MFS VIT Emerging Growth                                         0.75                 0.12               0.87
MFS VIT Growth with Income                                      0.75                 0.25               1.00
MFS VIT Research                                                0.75                 0.13               0.88
Morgan Stanley UF Fixed Income                                  0.00                 0.70               0.70
Morgan Stanley UF High Yield                                    0.00                 0.80               0.80
Morgan Stanley UF International Magnum                          0.00                 1.15               1.15
OCC Accumulation Trust Managed                                  0.80                 0.07               0.87
OCC Accumulation Trust Small Cap                                0.80                 0.17               0.97
Transamerica VIF Growth                                         0.62                 0.23               0.85
Transamerica VIF Money Market                                   0.35                 0.25               0.60
</TABLE>

Expense   information   regarding  the  portfolios  has  been  provided  by  the
portfolios.  In  preparing  the  tables  above and below and the  examples  that
follow,  Transamerica  has relied on the  figures  provided  by the  portfolios.
Transamerica  has no reason  to doubt  the  accuracy  of that  information,  but
Transamerica  has not verified  those  figures.  These  figures are for the year
ended December 31, 1997,  except for the Transamerica VIF Money Market Portfolio
which are  estimates  for the year  1998,  its first year of  operation.  Actual
expenses in future years may be higher or lower than these figures.

Notes to Fee Table:

(1)      The contingent  deferred sales load applies to each policy,  regardless
         of how the account value is allocated  between the variable account and
         the fixed account.

     (2) A portion of the  premiums  may be  withdrawn  each policy year without
imposition  of any  contingent  deferred  sales load,  and after seven years,  a
premium  may be  withdrawn  free of any  contingent  deferred  sales  load.  See
"Charges,  Fees and  Deductions"  page  34.
  (3) A  transfer  fee of $10 will be
imposed for each transfer in excess of 18 in a policy year.  See "Charges,  Fees
and Deductions" page 34.

(4)      Transamerica  currently does not impose fees for any other services, or
         options.  However,  Transamerica reserves the right to impose a fee for
         various   services  and  options   including   dollar  cost  averaging,
         systematic  withdrawals,  automatic payouts, asset allocation and asset
         rebalancing.

(5)      The current  account fee is $30 (or 2% of the account  value,  if less)
         per  policy  year.  This fee will be waived  for  account  values  over
         $50,000. See "Charges, Fees and Deductions" page 34.

(6) The variable  account  annual  expenses do not apply to the general  account
options.

     (7) The  current  annual  administrative  expense  charge  of 0.15%  may be
increased to no more than 0.35%. See "Charges, Fees and Deductions" page 34.

(8)      From time to time, the portfolios' investment advisers, each in its own
         discretion,  may  voluntarily  waive all or part of their  fees  and/or
         voluntarily  assume certain portfolio  expenses.  The expenses shown in
         the Portfolio Expenses table are the expenses paid for 1997 (except for
         the  Transamerica VIF Money Market  Portfolio,  which are estimates for
         1998). The expenses shown in that table reflect a portfolio's adviser's
         waivers of fees or reimbursement of expenses, if applicable, except for
         Alliance VPF Premier  Growth.  It is  anticipated  that such waivers or
         reimbursements  will  continue  for  calendar  year  1998,  except  for
         Alliance  VPF Premier  Growth.  The  expenses  shown for  Alliance  VPF
         Premier  Growth are those that  would have been  incurred  for 1997 had
         there  been no  reimbursement  or waiver.  The  management  fee,  other
         expenses and total portfolios  annual expenses for Alliance VPF Premier
         Growth for 1998 without waivers or  reimbursements  are estimated to be
         1.00%,  0.08%  and  1.08%,   respectively.   Without  such  waivers  or
         reimbursements,  the annual  expenses  for 1997 for certain  portfolios
         would have been, as a percentage of assets, as follows:
<TABLE>
<CAPTION>

                                                                                                Total
                                                                                              Portfolio
                                                               Management        Other         Annual
                                                                   Fee          Expenses       Expenses
<S>                                                               <C>             <C>            <C> 
          Janus Aspen Worldwide Growth                            0.72            0.09           0.81
          MFS VIT Growth with Income                              0.75            0.35           1.10
          Morgan Stanley UF Fixed Income                          0.40            1.31           1.71
          Morgan Stanley UF High Yield                            0.80            0.88           1.68
          Morgan Stanley UF International Magnum                  0.80            1.98           2.78
          Transamerica VIF Growth                                 0.75            0.23           0.98
</TABLE>

         Without expense reimbursements,  the management fee, other expenses and
         total  portfolios  expenses  for the first  year of  operation  for the
         Transamerica VIF Money Market Portfolio are expected to be 0.35%, 0.45%
         and  0.80%,  respectively.   There  were  no  fee  waivers  or  expense
         reimbursements  during  1997 for the Alger  American  Income and Growth
         Portfolio,  Alliance VPF Growth & Income Portfolio, Dreyfus VIF Capital
         Appreciation  Portfolio,  Dreyfus VIF Small Cap Portfolio,  Janus Aspen
         Balanced Portfolio, MFS VIT Emerging Growth Portfolio, MFS VIT Research
         Portfolio, OCC Accumulation Trust Managed Portfolio or OCC Accumulation
         Trust Small Cap Portfolio.



<PAGE>


EXAMPLES

         The  following  tables show the total  expenses an owner would incur in
various  situations  assuming  a $1,000  investment  and a 5%  annual  return on
assets.

         These  examples   assume  an  average  policy  value  of  $40,000  and,
therefore,  a  deduction  of 0.075% has been made to reflect the $30 policy fee.
These  examples  also assume that all amounts  were  allocated  to the  variable
sub-account indicated. These examples also assume that no transfer fees or other
option or service  fees or premium tax charges have been  assessed.  Premium tax
charges may be  applicable,  but are not currently  assessed by the State of New
York. See "Premium Tax Charges" page 36.

         Examples 1 through 3 show expenses for policies based upon the expenses
incurred  by the  portfolio  for 1997,  including  any fee  waivers or  expenses
reimbursements  for the portfolios  for1997.  There is no guarantee that any fee
waivers  or  expense   reimbursements   will   continue  in  the   future.   For
annuitizations before the first policy anniversary, and for annuitizations under
a form that does not include life  contingencies,  the contingent deferred sales
load may apply (see expense examples in column 1).
<TABLE>
<CAPTION>


                                                                                               3.  If the owner
Examples 1-3                                                                                   elects to annuitize at
An owner would pay the following expenses on   1.  If the owner        2.  If the owner does   the end of the
a $1,000 investment, assuming a 5% annual      surrenders the policy   not surrender and       applicable period
return on assets:                              at the end of the       does not annuitize      under a Settlement
                                               applicable time         the policy:             Option with life
                                               period:                                         contingencies:

                                                  1 Year      3 Years     1 Year      3 Years    1 Year       3 Years

<S>                                              <C>         <C>         <C>         <C>         <C>          <C>  
Alger American Income & Growth                   75.96       112.76      21.96       67.76       21.96        67.76

Alliance VPF Growth and Income                   75.76       112.15      21.76       67.15       21.76        67.15

Alliance VPF Premium Growth                      79.10       124.95      25.60       79.95       25.60        79.95

Dreyfus VIF Capital Appreciation                 76.56       114.57      22.56       69.57       22.56        69.57

Dreyfus VIF Small Cap                            76.36       113.97      22.36       68.97       22.36        68.97

Janus Aspen Balanced                             76.86       115.48      22.86       70.48       22.86        70.48

Janus Aspen Worldwide Growth                     75.96       112.76      21.96       67.76       21.96        67.76

MFS VI Growth with Income                        78.56       120.60      24.56       75.60       24.56        75.60

MFS VIT Emerging Growth                          77.26       116.69      23.26       71.69       23.26        71.69

MFS VIT Research                                 77.36       116.99      23.36       71.99       23.36        71.99

Morgan Stanley UF Fixed Income                   75.56       111.54      21.56       66.54       21.56        66.54

Morgan Stanley UF High Yield                     76.56       114.57      22.56       69.57       22.56        69.57

Morgan Stanley UF International Magnum           80.06       125.10      26.06       80.10       26.06        80.10

OCC Accumulation Trust Managed                   77.23       116.39      23.23       71.39       23.23        71.39

OCC Accumulation Trust Small Cap                 78.24       119.50      24.24       74.50       24.24        74.50

Transamerica VIF Growth                          77.06       116.08      23.06       71.08       23.06        71.08

Transamerica VIF Money Market                    74.55       108.51      20.55       63.51       20.55        63.51

</TABLE>

THIS  EXAMPLE  SHOULD  NOT BE  CONSIDERED  A  REPRESENTATION  OF PAST OR  FUTURE
EXPENSES.  ACTUAL EXPENSES PAID MAY BE GREATER OR LESS THAN THOSE SHOWN, SUBJECT
TO THE  GUARANTEES  IN THE  POLICY.  THE  ASSUMED  5%  ANNUAL  RATE OF RETURN IS
HYPOTHETICAL  AND SHOULD NOT BE  CONSIDERED A  REPRESENTATION  OF PAST OR FUTURE
ANNUAL RETURNS, WHICH MAY BE GREATER OR LESS THAN THIS ASSUMED RATE.

Settlement Option Payments

         Settlement  option  payments  will be made either on a fixed basis or a
variable  basis or a combination of a fixed and variable  basis,  as you select.
You have flexibility in choosing the annuity date, but it may generally not be a
date later than the annuitant's 90th birthday.  Certain  qualified  policies may
have  restrictions  as to the annuity date and the types of  settlement  options
available.
See "Settlement Option Payments" page 38.

     Four settlement  options are available under the policy:  (1) life annuity;
(2) life and contingent annuity;  (3) life annuity with period certain;  and (4)
joint and survivor annuity. See "Settlement Option Forms" page 40.

Death of Owner Before the Annuity Date

         If an owner  dies  prior to the  annuity  date and  before  either  the
owner's or any joint  owner's 85th  birthday,  the death  benefit for the policy
will be the greatest of (a) the policy value or (b) the sum of all premiums paid
to the policy,  less withdrawals and applicable premium tax charges,  or (c) the
highest  policy  value on any  policy  anniversary  prior to the  earlier of the
owner's or joint owner's 85th birthday,  plus premiums made and less withdrawals
and  applicable  premium tax charges  since that  policy  anniversary.  If death
occurs  after the earlier of the owner's or joint  owner's  85th  birthday,  the
death  benefit will be the policy value.  If the owner is not a natural  person,
the annuitant will be treated as the owner(s) for purposes of the death benefit.

         The death  benefit will  generally be paid within seven days of receipt
of the  required  proof of death of the  owner  and  election  of the  method of
settlement or as soon thereafter as Transamerica  has sufficient  information to
make the payment.  If no settlement  method is elected the death benefit will be
distributed  within five years after the owner's death.  No contingent  deferred
sales load is imposed.  The death benefit may be paid as either a lump sum or as
a settlement option. See "Death Benefit" page 31.

Federal Income Tax Consequences

         An owner  who is a  natural  person  generally  should  not be taxed on
increases  in the policy  value  until a  distribution  under the policy  occurs
(e.g., a withdrawal or settlement option payment) or is deemed to occur (e.g., a
pledge, loan, or assignment of a policy).  Generally,  a portion (up to 100%) of
any  distribution  or deemed  distribution  is taxable as ordinary  income.  The
taxable portion of distributions is generally  subject to income tax withholding
unless the recipient  elects  otherwise  (although  withholding is mandatory for
certain  qualified  policies).  In addition,  a federal penalty tax may apply to
certain distributions. See "Federal Tax Matters" page 41.

Right to Cancel

         The owner has the right to examine  the  policy  for a limited  period,
known as a "free look  period."  The owner can cancel  the  policy  during  this
period by delivering a written notice of  cancellation or sending a telegram and
returning  the policy to (a) the agent  through whom the policy was purchased or
(b) the Service  Center  before  midnight of the tenth day after  receipt of the
policy (or longer if required by state law).  Notice given by mail and return of
the policy by mail,  properly  addressed and postage prepaid,  will be deemed by
Transamerica to have been made on the date postmarked. Unless otherwise required
by law,  Transamerica will refund the premium(s)  allocated to the fixed account
(less any withdrawals)  plus the variable  accumulated  value as of the date the
written notice and the policy are received by Transamerica.  See "Premiums" page
24 and "Policy Value" page 26.

Questions

         Questions  about  procedures  or  the  policy  can be  answered  by the
Transamerica  Annuity  Service  Center  ("Service  Center"),  at P.O. Box 31848,
Charlotte,  North Carolina 28231-1848,  telephone (800) 258-4260.  All inquiries
should include the policy number and the owner's name.

         NOTE:  The  foregoing  summary  is  qualified  in its  entirety  by the
detailed information in the remainder of this prospectus and in the prospectuses
for the  portfolios  which should be referred to for more detailed  information.
With respect to qualified policies,  it should be noted that the requirements of
a particular  retirement  plan, an endorsement to the policy,  or limitations or
penalties imposed by the Code or the Employee  Retirement Income Security Act of
1974, as amended,  may impose  additional  limits or  restrictions  on premiums,
withdrawals,  distributions,  or benefits, or on other provisions of the policy.
This prospectus does not describe such limitations or restrictions. See "Federal
Tax Matters" page 41.

CONDENSED FINANCIAL INFORMATION

         Because the variable  account has not yet commenced  operations,  there
are no financial statements available.



<PAGE>


TRANSAMERICA LIFE INSURANCE COMPANY OF NEW YORK AND THE VARIABLE ACCOUNT

Transamerica Life Insurance Company of New York

         Transamerica  Life Insurance Company of New York (formerly called First
Transamerica Life Insurance Company)  ("Transamerica") is a stock life insurance
company  incorporated  under  the laws of the State of New York on  February  5,
1986.  It is  principally  engaged  in the sale of life  insurance  and  annuity
policies.  Transamerica is a wholly-owned  subsidiary of Transamerica Occidental
Life Insurance Company, which in turn is an indirect wholly-owned  subsidiary of
Transamerica  Corporation,  a financial  services  organization.  The address of
Transamerica is 100  Manhattanville  Road,  Purchase,  New York 10577.  The name
change for Transamerica became effective May 1, 1997.

Published Ratings

         Transamerica  may from time to time  publish in  advertisements,  sales
literature and reports to owners, the ratings and other information  assigned to
it by one or more independent  rating  organizations  such as A.M. Best Company,
Standard & Poor's, Moody's, and Duff & Phelps. The ratings reflect the financial
strength  and/or  claims-paying  ability  of  Transamerica  and  should  not  be
considered as bearing on the  investment  performance  of the variable  account.
Each year the A.M.  Best Company  reviews the  financial  status of thousands of
insurers, culminating in the assignment of Best's Ratings. These ratings reflect
their  current  opinion  of  the  relative   financial  strength  and  operating
performance  of  an  insurance  company  in  comparison  to  the  norms  of  the
life/health  insurance  industry.  In  addition,  the  claims-paying  ability of
Transamerica  as  measured  by  Standard & Poor's  Insurance  Ratings  Services,
Moody's,  or  Duff &  Phelps  may be  referred  to in  advertisements  or  sales
literature  or in reports to owners.  These ratings are opinions of an operating
insurance  company's financial capacity to meet the obligations of its insurance
and annuity  policies in accordance with their terms,  including its obligations
under  the fixed  account  of this  policy.  Such  ratings  do not  reflect  the
investment  performance of the variable account or the degree of risk associated
with an investment in the variable account.

The Variable Account

         Separate  Account VA-6NY of Transamerica  (the "variable  account") was
established by Transamerica as a separate account under the laws of the State of
New York pursuant to September 11, 1996,  resolutions of Transamerica's Board of
Directors.  The variable  account is registered with the Securities and Exchange
Commission  ("Commission")  under the Investment  Company Act of 1940 (the "1940
Act") as a unit investment  trust. It meets the definition of a separate account
under the federal  securities laws.  However,  the Commission does not supervise
the management or the investment practices or policies of the variable account.

         The assets of the variable  account are owned by Transamerica  but they
are held separately from the other assets of  Transamerica.  Section 4240 of the
New York Insurance  Code provides that the assets of a separate  account are not
chargeable  with  liabilities  incurred in any other  business  operation of the
insurance  company  (except to the extent  that assets in the  separate  account
exceed the reserves and other  liabilities  of the  separate  account).  Income,
gains and losses incurred on the assets in the variable account,  whether or not
realized, are credited to or charged against the variable account without regard
to other income,  gains or losses of  Transamerica.  Therefore,  the  investment
performance  of the variable  account is entirely  independent of the investment
performance  of  Transamerica's  general  account  assets or any other  separate
account maintained by Transamerica.

         The variable  account  currently  has seventeen  variable  sub-accounts
available  under  the  policy,  each  of  which  invests  solely  in a  specific
corresponding portfolio. Changes to the variable sub-accounts may be made at the
discretion of Transamerica. See "Addition, Deletion, or Substitution" page 23.

THE PORTFOLIOS

         Each of the  variable  sub-accounts  offered  under the policy  invests
exclusively  in  one  of  the  portfolios.   Descriptions  of  each  portfolio's
investment  objectives  follow.  The  management  fees  listed  below  are  fees
specified in the applicable advisory policy (i.e., before any fee waivers).

The Income and Growth Portfolio of The Alger American Fund seeks,  primarily,  a
high level of dividend income.  Capital appreciation is a secondary objective of
the portfolio. Except during temporary defensive periods, the portfolio attempts
to invest 100%,  and it is a  fundamental  policy of the  portfolio to invest at
least 65%,  of its total  assets in dividend  paying  equity  securities.  Alger
Management  will favor  securities  it  believes  also offer  opportunities  for
capital appreciation.  The portfolio may invest up to 35% of its total assets in
money market instruments and repurchase  agreements and in excess of that amount
(up to 100% of its assets) during temporary defensive periods.

Adviser:  Fred Alger Management, Inc.  Management Fee:  0.625%.

The Growth and Income Portfolio of the Alliance  Variable  Products Series Fund,
Inc.,   seeks   reasonable   current  income  and  reasonable   opportunity  for
appreciation through investments  primarily in dividend-paying  common stocks of
good quality.  Whenever the economic  outlook is  unfavorable  for investment in
common  stock,  investments  in  other  types  of  securities,  such  as  bonds,
convertible bonds,  preferred stock and convertible preferred stocks may be made
by the portfolio.  Purchases and sales of portfolio  securities are made at such
times and in such amounts as are deemed  advisable in light of market,  economic
and other conditions.

Adviser:  Alliance Capital Management L.P.  Management Fee:  0.625%.

The Premier Growth  Portfolio of Alliance  Variable  Products Series Fund, Inc.,
seeks  growth of capital  by  pursuing  aggressive  investment  policies.  Since
investments  will be made based upon their  potential for capital  appreciation,
current  income will be  incidental  to the  objective  of capital  growth.  The
portfolio will invest  predominantly  in the equity  securities  (common stocks,
securities  convertible into commons stocks and rights and warrants to subscribe
for or purchase common stocks) of a limited number of large, carefully selected,
high-quality U.S. companies that, in the judgment of the Adviser,  are likely to
achieve  superior  earnings  growth.  The portfolio  investments  in the 25 such
companies most highly  regarded at any point in time by the Adviser will usually
constitute  approximately 70% of the portfolio's net assets.  The portfolio thus
differs from more typical equity mutual funds by investing most of its assets in
a relatively  small number of intensively  researched  companies.  The portfolio
will, under normal circumstances,  invest at least 85% of the value of its total
assets in the equity securities of U.S.
companies.

Adviser:  Alliance Capital Management L.P.  Management Fee:  1%.


<PAGE>


The Capital Appreciation  Portfolio of the Dreyfus Variable Investment Fund is a
diversified  portfolio,  the primary investment objective of which is to provide
long-term  capital growth  consistent with the preservation of capital;  current
income is a secondary investment objective. During periods which the Sub-Adviser
determines to be of market strength, the portfolio acts aggressively to increase
shareholders'  capital by investing principally in common stocks of domestic and
foreign  issuers,  common stocks with warrants  attached and debt  securities of
foreign governments.  The portfolio will seek investment opportunities generally
in large capitalization  companies (those with market capitalizations  exceeding
$500 million)  which the  Sub-Adviser  believes have the potential to experience
above average and predictable earnings growth.

Adviser:  The Dreyfus Corporation.  Sub-Adviser:  Fayez Sarofim & Co. Management
Fee: 0.75%.

The Small  Cap  Portfolio  of the  Dreyfus  Variable  Investment  Fund  seeks to
maximize  capital  appreciation.  It seeks to achieve its objective by investing
principally in common stocks. Under normal market conditions, the portfolio will
invest at least 65% of its total assets in companies with market capitalizations
of less than $1.5 billion at the time of purchase which The Dreyfus  Corporation
believes  to be  characterized  by  new  or  innovative  products,  services  or
processes which should enhance prospects for growth in future earnings.

Adviser:  The Dreyfus Corporation.  Management Fee:  0.75%.

The Balanced Portfolio of the Janus Aspen Series seeks long-term capital growth,
consistent with  preservation of capital and balanced by current income. It is a
diversified portfolio that, under normal circumstances, pursues its objective by
investing 40-60% of its assets in securities selected primarily for their growth
potential  and 40-60% of its assets in securities  selected  primarily for their
income potential.  This portfolio normally invests at least 25% of its assets in
fixed-income  senior  securities,  which include debt  securities  and preferred
stocks.

Adviser:  Janus Capital  Corporation.  Management  Fee:  0.75% of the first $300
million  plus 0.70% of the next $200  million plus 0.65% of the assets over $500
million.

The Worldwide  Growth Portfolio of the Janus Aspen Series seeks long-term growth
of capital in a manner  consistent  with the  preservation  of capital.  It is a
diversified  portfolio that pursues its objective  primarily through investments
in common  stocks  of  foreign  and  domestic  issuers.  The  portfolio  has the
flexibility to invest on a worldwide basis in companies and other  organizations
of any  size,  regardless  of  country  of  organization  or place of  principal
business activity.  The portfolio normally invests in issuers from at least five
different  countries,  including the United  States.  The portfolio may at times
invest in fewer than five countries or even a single country.

Adviser:  Janus Capital  Corporation.  Management  Fee:  0.75% of the first $300
million plus 0.70% of the
next $200 million plus  0.65% of the assets over $500 million.

The Emerging Growth Series of the MFS Variable  Insurance Trust seeks to provide
long-term  growth of  capital.  Dividend  and  interest  income  from  portfolio
securities,  if any, is  incidental  to the  investment  objective  of long-term
growth of capital.  The policy is to invest primarily (i.e., at least 80% of its
assets  under  normal  circumstances)  in common  stocks of  companies  that the
Adviser  believes are early in their life cycle but which have the  potential to
become major enterprises  (emerging growth companies).  While the portfolio will
invest primarily in common stocks, the portfolio may, to a limited extent,  seek
appreciation in other types of securities such as fixed income securities (which
may be unrated),  convertible  securities and warrants when relative values make
such  purchases  appear  attractive  either as individual  issues or as types of
securities  in  certain  economic  environments.  The  portfolio  may  invest in
non-convertible  fixed income  securities  rated lower than  "investment  grade"
(commonly known as "junk bonds") or in comparable unrated  securities,  when, in
the opinion of the Adviser,  such an investment  presents a greater  opportunity
for  appreciation  with comparable  risk to an investment in "investment  grade"
securities.  Under normal market  conditions  the portfolio will invest not more
than 5% of its net assets in these  securities.  Consistent  with its investment
objective and policies  described above, the portfolio may also invest up to 25%
(and generally expects to invest not more than 15%) of its net assets in foreign
securities  (including emerging market securities and Brady Bonds) which are not
traded on a U.S. exchange.

Adviser:  Massachusetts Financial Services Company.  Management Fee:  0.75%.

The  Growth  with  Income  Series  of the MFS  Variable  Insurance  Trust  seeks
reasonable  current  income and  long-term  growth of capital and income.  Under
normal market  conditions,  the portfolio will invest at least 65% of its assets
in equity securities of companies that are believed to have long-term  prospects
for growth and  income.  Equity  securities  in which the  portfolio  may invest
include the following:  common stocks,  preferred  stocks and preference  stock;
securities such as bonds,  warrants or rights that are convertible  into stocks;
and depository receipts for those securities.  These securities may be listed on
securities  exchanges,  traded in  various  over-the-counter  markets or have no
organized  markets.  Consistent  with  its  investment  objective  and  policies
described above, the portfolio may also invest up to 75% (and generally  expects
to invest no more than 15%) of its net assets in foreign  securities  (including
emerging  market  securities  and Brady  Bonds)  which are not  traded on a U.S.
exchange.

Adviser:  Massachusetts Financial Services Company.  Management Fee:  0.75%.

The Research Series of the MFS Variable  Insurance Trust seeks long-term  growth
of capital and future income.  The policy is to invest a substantial  proportion
of its assets in equity securities of companies  believed to possess better than
average prospects for long-term growth. Equity securities in which the portfolio
may invest include the following: common stocks, preferred stocks and preference
stocks,  securities such as bonds,  warrants or rights that are convertible into
stocks and depository  receipts for those  securities.  These  securities may be
listed on securities exchanges,  traded in various  over-the-counter  markets or
have no organized markets. A smaller proportion of the assets may be invested in
bonds, short-term obligations, preferred stocks or common stocks whose principal
characteristic is income production rather than growth. Such securities may also
offer opportunities for growth of capital as well as income. In the case of both
growth  stocks  and  income  issues,  emphasis  is  placed on the  selection  of
progressive,   well-managed  companies.  The  portfolio's  non-convertible  debt
investments,  if any, may consist of "investment  grade"  securities,  and, with
respect to no more than 10% of the  portfolio's  net assets,  securities  in the
lower rated  categories or securities which the Adviser believes to be a similar
quality  to these  lower  rated  securities  (commonly  know as  "junk  bonds").
Consistent  with its  investment  objective and policies  described  above,  the
portfolio  may also  invest up to 20% of its net  assets in  foreign  securities
(including emerging market securities) which are not traded on a U.S.
exchange.

Adviser:  Massachusetts Financial Services Company.  Management Fee:   0.75%.

The Fixed Income Portfolio of the Morgan Stanley  Universal  Funds,  Inc., seeks
above-average  total  return  over a market  cycle  of  three  to five  years by
investing primarily in a diversified  portfolio of U.S. government and agencies,
corporate  bonds,  mortgage  backed  securities,  foreign  bonds and other fixed
income  securities and derivatives.  The portfolio's  average weighted  maturity
will  ordinarily  exceed five years and will usually be between five and fifteen
years.

Adviser:  Miller  Anderson & Sherrerd,  LLP.  Management Fee: 0.40% of the first
$500  million  plus 0.35% of the next $500 million plus 0.30% of the assets over
$1 billion.

The High Yield  Portfolio of the Morgan Stanley  Universal  Funds,  Inc.,  seeks
above-average  total  return  over a market  cycle  of  three  to five  years by
investing  primarily  in high yield  securities  of U. S. and  foreign  issuers,
including  corporate  bonds and other fixed income  securities and  derivatives.
High yield securities are rated below investment grade and are commonly referred
to as "junk bonds." The portfolio's  average  weighted  maturity will ordinarily
exceed five years and will usually be between five and fifteen years.

Adviser:  Miller Anderson & Sherrerd,  LLP.  Management Fee: 0.50% of first $500
million plus 0.45% of
next $500 million plus 0.40% of the assets over $1 billion.

The International  Magnum Portfolio of the Morgan Stanley Universal Funds, Inc.,
seeks long-term capital appreciation by investing primarily in equity securities
of non-U.S.  issuers  domiciled in EAFE  countries.  The  countries in which the
portfolio  will  invest  are  those   comprising  the  Morgan  Stanley   Capital
International EAFE Index,  which includes  Australia,  Japan, New Zealand,  most
nations located in Western Europe and certain developed  countries in Asia, such
as Hong Kong and Singapore  (collectively the "EAFE  countries").  The portfolio
may invest up to 5% of its total assets in  securities  of issuers  domiciled in
non-EAFE countries. Under normal circumstances, at least 65% of the total assets
of the  portfolio  will be invested in equity  securities of issuers in at least
three different EAFE countries.

Adviser: Morgan Stanley Asset Management Inc. Management Fee: 0.80% of the first
$500  million  plus 0.75% of the next $500 million plus 0.70% of the assets over
$1 billion.

The Managed Portfolio of the OCC Accumulation Trust seeks growth of capital over
time through  investment in a portfolio  consisting of common stocks,  bonds and
cash  equivalents,  the  percentages  of which will vary based on the  Adviser's
assessments of the relative  outlook for such  investments.  Debt securities are
expected to be  predominantly  investment  grade  intermediate to long term U.S.
Government and corporate  debt,  although the portfolio will also invest in high
quality short term money market and cash  equivalent  securities  and may invest
almost all of its assets in such  securities when the Adviser deems it advisable
in order to preserve  capital.  In addition,  the  portfolio  may also  purchase
foreign  securities  provided  that they are  listed on a  domestic  or  foreign
securities exchange or are represented by American depository receipts listed on
a domestic securities exchange or traded in domestic or foreign over-the-counter
markets.

Adviser: OpCap Advisors.  Management Fee: 0.80% of first $400 million plus 0.75%
of next $400 million plus 0.70% of the assets over $800 million.

The Small Cap Portfolio of the OCC Accumulation Trust seeks capital appreciation
through investments in a diversified  portfolio  consisting  primarily of equity
securities of companies with market  capitalizations of under $1 billion.  Under
normal  circumstances at least 65% of the portfolio's assets will be invested in
equity securities. The majority of securities purchased by the portfolio will be
traded on the New York Stock  Exchange,  the American  Stock  Exchange or in the
over-the-counter market, and will also include options,  warrants,  bonds, notes
and debentures which are convertible into or exchangeable  for, or which grant a
right to purchase or sell, such securities.  In addition, the portfolio may also
purchase  foreign  securities  provided  that they are listed on a  domestic  or
foreign securities  exchange or are represented by American  depository receipts
listed on a  domestic  securities  exchange  or traded in  domestic  or  foreign
over-the-counter markets.

Adviser:  OpCap  Advisors.  Management Fee: 0.80% of the first $400 million plus
0.75% of the next $400 million plus 0.70% of assets over $800 million.

The Growth  Portfolio of the Transamerica  Variable  Insurance Fund, Inc., seeks
long-term  capital growth.  Common stock (listed and unlisted) is the basic form
of investment. The Growth Portfolio invests primarily in common stocks of growth
companies  that are  considered by the manager to be premier  companies.  In the
manager's view,  characteristics of premier companies include one or more of the
following:  dominant  market  share;  leading  brand  recognition;   proprietary
products or technology; low-cost production capability; and excellent management
with shareholder orientation. The manager of the Portfolio believes in long-term
investing  and  places  great  emphasis  on  the  sustainability  of  the  above
competitive advantages. Unless market conditions indicate otherwise, the manager
also tries to keep the Portfolio  fully invested in  equity-type  securities and
does  not try to time  stock  market  movements.  When  in the  judgment  of the
Sub-Adviser  market  conditions  warrant,   the  portfolio  may,  for  temporary
defensive purposes, hold part or all of its assets in cash, debt or money market
instruments. The portfolio may invest up to 10% of its assets in debt securities
having a call on common stocks that are rated below investment grade.

Adviser:   Transamerica   Occidental   Life  Insurance   Company.   Sub-Adviser:
Transamerica Investment Services, Inc. Management Fee: 0.75%.

The Money Market  Portfolio of the Transamerica  Variable  Insurance Fund, Inc.,
seeks to maximize  current income from money market  securities  consistent with
liquidity and the preservation of principal.  The portfolio invests primarily in
high quality U. S.  dollar-denominated  money market  instruments with remaining
maturities of 13 months or less, including:  obligations issued or guaranteed by
the U. S. and foreign  governments  and their  agencies  and  instrumentalities;
obligations of U. S. and foreign  banks,  or their foreign  branches,  and U. S.
savings banks;  short-term  corporate  obligations,  including commercial paper,
notes and bonds; other short-term debt obligations with remaining  maturities of
397 days or less;  and  repurchase  agreements  involving any of the  securities
mentioned   above.   The   portfolio  may  also   purchase   other   marketable,
non-convertible  corporate debt securities of U. S. issuers.  These  investments
include bonds, debentures,  floating rate obligations,  and issues with optional
maturities.

Adviser:   Transamerica   Occidental   Life  Insurance   Company.   Sub-Adviser:
Transamerica Investment Services, Inc. Management Fee: 0.35%.

          Meeting investment  objectives depends on various factors,  including,
     but not limited to, how well the  portfolio  managers  anticipate  changing
     economic and market  conditions.  THERE IS NO  ASSURANCE  THAT ANY OF THESE
     PORTFOLIOS WILL ACHIEVE THEIR STATED OBJECTIVES.

         An  investment  in the  policy is not a deposit  or  obligation  of, or
guaranteed or endorsed,  by any bank, nor is the policy federally insured by the
Federal Deposit Insurance Corporation or any other government agency.  Investing
in the policy involves  certain  investment  risks,  including  possible loss of
principal.

         Since  all of the  portfolios  are  available  to  registered  separate
accounts offering variable annuity and variable life products of Transamerica as
well as other  insurance  companies,  there  is a  possibility  that a  material
conflict may arise between the interests of the variable account and one or more
other separate accounts investing in the portfolios.  In the event of a material
conflict,  the affected  insurance  companies  will take any necessary  steps to
resolve the matter, including stopping their separate accounts from investing in
the portfolios. See the portfolios' prospectuses for greater details.

         Additional   information   concerning  the  investment  objectives  and
policies  of  all  of the  portfolios,  the  investment  advisory  services  and
administrative services and charges can be found in the current prospectuses for
the portfolios  which accompany this  prospectus.  The portfolios'  prospectuses
should be read carefully  before any decision is made  concerning the allocation
of premiums to, or transfers among, the variable sub-accounts.

         Transamerica may receive payments from some or all of the portfolios or
their advisers,  in varying  amounts,  that may be based on the amount of assets
allocated to the portfolios. The payments are for administrative or distribution
services.

Addition, Deletion, or Substitution

         Transamerica  does not control the portfolios and cannot guarantee that
any of  the  variable  sub-accounts  offered  under  this  policy  or any of the
portfolios  will always be available  for  allocation  of premiums or transfers.
Transamerica  retains the right to make changes in the  variable  account and in
its investments.

         Transamerica  reserves  the  right  to  eliminate  the  shares  of  any
portfolio  held by a variable  sub-account  and to substitute  shares of another
portfolio or of another investment  company for the shares of any portfolio,  if
the shares of the  portfolio are no longer  available  for  investment or if, in
Transamerica's  judgment,  investment in any portfolio would be inappropriate in
view of the purposes of the variable account. To the extent required by the 1940
Act, a substitution of shares attributable to the owner's interest in a variable
sub-account  will not be made  without  prior  notice to the owner and the prior
approval of the Commission.  Nothing contained herein shall prevent the variable
account from purchasing other securities for other series or classes of variable
annuity  policies,  or from  effecting an exchange  between series or classes of
variable policies on the basis of requests made by owners.

         New variable  sub-accounts for the policies may be established when, in
the  sole  discretion  of  Transamerica,  marketing,  tax,  investment  or other
conditions so warrant.  Any new variable  sub-accounts will be made available to
existing  owners on a basis to be determined by  Transamerica.  Each  additional
variable  sub-account  will purchase  shares in a mutual fund portfolio or other
investment  vehicle.  Transamerica  may  also  eliminate  one or  more  variable
sub-accounts if, in its sole  discretion,  marketing,  tax,  investment or other
conditions  so warrant.  In the event any variable  sub-account  is  eliminated,
Transamerica  will  notify  owners and  request a  re-allocation  of the amounts
invested in the eliminated variable sub-account.

         In the event of any substitution or change,  Transamerica may make such
changes  in the  policy as may be  necessary  or  appropriate  to  reflect  such
substitution  or change.  Furthermore,  if deemed to be in the best interests of
persons  having voting rights under the  policies,  the variable  account may be
operated as a management  company under the 1940 Act or any other form permitted
by law, may be de-registered under such Act in the event such registration is no
longer required, or may be combined with one or more other separate accounts.

         Subject  to  the  approval  of  the  New  York  Insurance   Department,
Transamerica reserves the right to eliminate the shares of any Portfolio held by
a  sub-account,  and to  substitute  shares of another  portfolio  or of another
investment  company  for the  shares  of any  portfolio,  if the  shares  of the
portfolio  are no longer  available  for  investment  or if,  in  Transamerica's
judgment,  investment in any  portfolio  would be  inappropriate  in view of the
purposes  of the  variable  account.  To the extent  required by the 1940 Act, a
substitution  of shares  attributable  to the owner's  interest in a sub-account
will not be made without prior notice to the owner and the prior approval of the
Commission.  Nothing  contained  herein shall prevent the variable  account from
purchasing  other  securities  for other  series or classes of variable  annuity
policies,  or from  effecting an exchange  between series or classes of variable
policies on the basis of requests made by Owners.

THE POLICY

         The policy is a flexible premium  deferred  annuity policy.  The rights
and  benefits  are  described  below  and in  the  individual  policy;  however,
Transamerica  reserves the right to make any  modification to conform the policy
to, or give the owner the benefit  of, any  federal or state  statute or rule or
regulation.  The obligations  under the policy are obligations of  Transamerica.
The policies are available on a  non-qualified  basis and on a qualified  basis.
Policies  available  on a  qualified  basis are as  follows:  (1)  rollover  and
contributory  individual  retirement annuities (IRAs) under Code Sections 408(a)
and 408(b);  (2) conversion and contributory  Roth IRAs under Code Section 408A;
(3)  simplified  employee  pension  plans  (SEP/IRAs)  that  qualify for special
federal income tax treatment under Code Section 408(k);  (4) Code Section 403(b)
annuities;  and (5)  qualified  pension  and profit  sharing  plans  intended to
qualify under Code Section 401.  Generally,  qualified  policies contain certain
restrictive  provisions  limiting  the  timing and  amount of  premiums  to, and
distributions  from, the qualified  policy.  For further  discussion  concerning
qualified policies, see "Federal Tax Matters" page 41.

Ownership

         The owner is entitled to the rights granted by the policy. If the owner
dies, the rights of the owner belong to the joint owner, if any, and then to the
owner's  beneficiary.  If there  are joint  owners,  the one  designated  as the
primary owner will receive all mail and any tax reporting information.

         For  non-qualified  policies,  the owner is entitled to  designate  the
annuitant(s)  and,  if the owner is an  individual,  the owner  can  change  the
annuitant(s)  at any time  before the  annuity  date.  Any such  change  will be
subject to our then current underwriting requirements. Transamerica reserves the
right to reject any change of annuitant(s) which has been made without our prior
written consent.

         If the owner is not an individual,  the annuitant(s) may not be changed
once the policy is issued.  Different  rules apply to qualified  contracts.  See
"Federal Tax Matters," page 41.

         For each policy,  a different  account will be established  and values,
benefits and charges will be calculated  separately.  The various administrative
rules described  below will apply  separately to each policy,  unless  otherwise
noted.

PREMIUMS

Premiums

         All premiums must be paid to the Service Center. A confirmation will be
issued to the owner upon the acceptance of each premium.

          The initial  premium must be at least $5,000 ($2,000 for  contributory
     IRAs, SEP/IRAs and Roth IRAs).

         The policy will be issued and the  initial  premium  generally  will be
credited  within  two  business  days  after  the  receipt  of  both  sufficient
information  to issue a policy and the initial  premium at the  Service  Center.
Acceptance  is  subject  to  sufficient  information  being  provided  in a form
acceptable to Transamerica,  and  Transamerica  reserves the right to reject any
request  for  issuance of a policy or premium.  Contracts  normally  will not be
issued with respect to owners,  joint owners,  or annuitants  more than 90 years
old,  although  Transamerica  in its  discretion  may waive this  restriction in
appropriate  cases.  Transamerica  further  reserves  the  right  to not  accept
premiums  after the  owners'  (or  annuitants'  if  non-individual  owner)  91st
birthday.

         If the initial premium allocated to the variable  sub-account(s) cannot
be credited within two days of receipt of the premium and information requesting
issuance  of  a  policy  because  the   information  is  incomplete,   false  or
inconsistent,  then Transamerica will contact the owner,  explain the reason for
the delay and will refund the initial premium within five business days,  unless
the owner consents to  Transamerica  retaining the initial premium and crediting
it as soon as the requirements are fulfilled.

         Additional  premiums may be made at any time prior to the annuity date.
Additional premiums must be at least $1,000 or at least $100 if made pursuant to
an automatic premium plan under which the additional  premiums are automatically
deducted from a bank account and allocated to the policy.  In addition,  minimum
allocation   amounts  apply  (see  "Allocation  of  Purchase  Payments"  below).
Additional  premiums  are  credited  to the policy as of the date the payment is
received.

         Total premiums for any policy may not exceed  $1,000,000  without prior
approval of Transamerica.

         In no event may the sum of all premiums for a policy during any taxable
year exceed the limits imposed by any applicable federal or state law, rules, or
regulations.

Allocation of Premiums

         You specify how premiums  will be allocated  under the policy.  You may
allocate premiums between and among one or more of the variable sub-accounts and
the fixed account as long as the portions are whole number  percentages  and any
allocation  percentage for a variable  sub-account is at least 10%. In addition,
there is a minimum allocation of $1000 to any variable sub-account and the fixed
account.  Transamerica  may waive this minimum  allocation  amount under certain
options and circumstances.

         Each premium will be subject to the allocation percentages in effect at
the time of receipt of such premium.  The allocation  percentages for additional
premiums  may be changed by the owner at any time by  submitting  a request  for
such change,  in a form and manner  acceptable to  Transamerica,  to the Service
Center.   Any  changes  to  the  allocation   percentages  are  subject  to  the
limitation(s) above. Any change will take effect with the first premium received
with or after  receipt by the Service  Center of the request for such change and
will continue in effect until subsequently changed.

         For IRAs, where  Transamerica is required to return,  upon the exercise
of the free look  option,  the  greater of the  premium or  account  value,  any
initial  allocation  to the  variable  account  may be held in the money  market
variable  sub-account  during the applicable 10 day free look period plus 5 days
for delivery. Any such allocations to the money market variable sub-account will
automatically  be transferred at the end of this 15 day period  according to the
owner's  requested  allocation.  Such  transfer  will not count  against  the 18
transfers allowed without charge during the first policy year.

Investment Option Limits

         Currently,  the owner may not  allocate  amounts to more than  eighteen
investment  options  over the life of the  policy.  Investment  options  include
variable  sub-accounts and the fixed account.  Each variable sub-account and the
fixed account that ever received a transfer or premium  allocation  count as one
towards this total of eighteen limit.  Transamerica  may waive this limit in the
future.

         For  example,  if the owner  makes an  allocation  to the money  market
variable  sub-account  and later  transfers all amounts out of this money market
variable  sub-account,  it  would  still  count as one for the  purposes  of the
limitation  even if it held no value.  If the owner  transfers  from a  variable
sub-account to another  variable  sub-account  and later back to the first,  the
count towards the limitation would be two, not three.

POLICY VALUE

         Before the annuity  date,  the policy  value is equal to: (a) the fixed
account accumulated value plus (b) the variable accumulated value.

         The  variable  accumulated  value  is  determined  at the  end of  each
valuation day. To determine the variable  accumulated value on a day that is not
a valuation day, the value as of the end of the next valuation day will be used.
The variable  accumulated  value is expected to change from valuation  period to
valuation  period,   reflecting  the  investment   experience  of  the  selected
portfolios as well as the deductions for charges and fees. A valuation period is
the period between successive  valuation days. It begins at the close of the New
York Stock Exchange  (generally  4:00 p.m. ET) on each valuation day and ends at
the close of the New York Stock Exchange on the next succeeding valuation day. A
valuation  day is each day that the New York Stock  Exchange is open for regular
business.

         Premiums  allocated  to a  variable  sub-account  are  credited  to the
variable  accumulated  value in the form of  variable  accumulation  units.  The
number of variable  accumulation units credited for each variable sub-account is
determined by dividing the premium allocated to the variable  sub-account by the
variable accumulation unit value for that variable  sub-account.  In the case of
the  initial  premium,  variable  accumulation  units for that  payment  will be
credited to the  variable  accumulated  value within two  valuation  days of the
later of: (a) the date sufficient information, in an acceptable manner and form,
is received at our Service  Center;  or (b) the date our Service Center receives
the  initial  premium.  In  the  case  of  any  additional   premium,   variable
accumulation units for that premium will be credited at the end of the valuation
period during which Transamerica receives the premium.

         The value of a variable accumulation unit for each variable sub-account
is  established  at the  end of  each  valuation  period  and is  calculated  by
multiplying the value of that unit at the end of the prior  valuation  period by
the variable  sub-account's net investment factor for the valuation period.  The
value of a variable accumulation unit may go up or down. The value of a variable
accumulation  unit is  affected  by the  investment  performance,  expenses  and
deduction of certain charges of the portfolio in which that variable sub-account
invests.

         The  net   investment   factor  is  used  to  determine  the  value  of
accumulation  and annuity  unit values for the end of a  valuation  period.  The
applicable formula can be found in the Statement of Additional Information.

         Transfers involving variable  sub-accounts will result in the crediting
and/or cancellation of variable accumulation units having a total value equal to
the  dollar  amount  being   transferred  to  or  from  a  particular   variable
sub-account.  The  crediting  and  cancellation  of such units is made using the
variable  accumulation unit value of the applicable  variable  sub-account as of
the end of the valuation day in which the transfer is effective.

TRANSFERS

Before the Annuity Date

         Before the annuity  date,  you may  transfer  all or any portion of the
policy value among the variable  sub-accounts.  Transfers are restricted into or
out of the fixed account. See "The Fixed Account" in Appendix A.

         Transfers among the variable  sub-accounts  may be made by submitting a
request, in a form and manner acceptable to Transamerica, to the Service Center.
The transfer request must specify: (1) the variable  sub-account(s) and/or fixed
account from which the transfer is to be made;  (2) the amount of the  transfer;
and (3) the variable sub-account(s) and fixed account to receive the transferred
amount.   The  minimum  amount  which  may  be  transferred  from  the  variable
sub-accounts  is $1,000.  Transfers  among the  variable  sub-accounts  are also
subject to such terms and conditions as may be imposed by the portfolios.

         Transamerica  currently imposes a transfer fee of $10 for each transfer
in excess of 18 made  during the same policy  year.  Transamerica  reserves  the
right to waive the transfer fee or vary the number of transfers  without  charge
or not count  transfers  under  certain  options or services for purposes of the
allowed number  without  charge.  A transfer  generally will be effective on the
date the request for transfer is received by the Service Center.

         If a transfer  reduces  the value in a variable  sub-account  or in the
fixed  account to less than  $1,000,  then  Transamerica  reserves  the right to
transfer the remaining  amount along with the amount requested to be transferred
in  accordance  with the  transfer  instructions  provided  by the owner.  Under
current  law,  there  will not be any tax  liability  for  transfers  within the
policy.

Other Restrictions

         Transamerica  reserves  the  right  without  prior  notice  to  modify,
restrict,  suspend or eliminate the transfer  privileges at any time and for any
reason.  For  example,  restrictions  may be  necessary  to protect  owners from
adverse impacts on portfolio  management of large and/or  numerous  transfers by
market  timers or others.  Transamerica  has  determined  that the  movement  of
significant  variable sub-policy values from one variable sub-account to another
may  prevent  the  underlying  portfolio  from taking  advantage  of  investment
opportunities because the portfolio must maintain a significant cash position in
order to handle redemptions. Such movement may also cause a substantial increase
in  portfolio  transaction  costs  which  must be  indirectly  borne by  owners.
Therefore, Transamerica reserves the right to require that all transfer requests
be made by the owner and not by a third party holding a power of attorney and to
require  that each  transfer  request  be made by a  separate  communication  to
Transamerica. Transamerica also reserves the right to require that each transfer
request be submitted in writing and be manually signed by the owner(s).

Dollar Cost Averaging

         Prior to the  annuity  date,  the owner may  request  that  amounts  be
automatically  transferred on a monthly basis from a "source  account," which is
currently  either the money market  sub-account or the fixed account,  to any of
the variable  sub-accounts  by  submitting a request to the Service  Center in a
form and  manner  acceptable  to  Transamerica.  Other  source  accounts  may be
available; call the Service Center for availability. Only one source account can
be elected at a time.

         The transfers  will begin when the owner  requests,  but no sooner than
one week following, receipt of such request, provided that dollar cost averaging
transfers  will not  commence  until the later of (a) 30 days  after the  policy
effective  date, or (b) the  estimated  end of the free look period  (allowing 5
days for delivery). Transfers will continue for the number of consecutive months
selected by the owner  unless (1)  terminated  by the owner,  (2)  automatically
terminated by Transamerica  because there are insufficient amounts in the source
account,  or (3) for other reasons as described in the election  form. The owner
may request that monthly  transfers  be continued  for a term then  available by
giving  notice  to  the  Service  Center  in a form  and  manner  acceptable  to
Transamerica within 30 days prior to the last monthly transfer. If no request to
continue the monthly  transfers is made by the owner, this option will terminate
automatically with the last transfer at the end of the term.

         In order to be  eligible  for  dollar  cost  averaging,  the  following
conditions  must be met:  (1) the value of the source  account  must be at least
$5,000; (2) the minimum amount that can be transferred out of the source account
is $250 per  month;  and (3) the  minimum  amount  transferred  into  any  other
variable  sub-account  is the  greater  of  $250  or 10%  of  the  amount  being
transferred.  These  limits may be changed for new  elections  of this  service.
Dollar cost averaging transfers can not be made from a source account from which
systematic  withdrawals  or automatic  payouts are also being made.  Dollar cost
averaging may not be elected at the same time automatic asset  rebalancing is in
effect.

         There is currently no charge for the dollar cost  averaging  option and
transfers  due to dollar  cost  averaging  currently  will not count  toward the
number of transfers  allowed  without charge per policy year.  Transamerica  may
charge in the future for dollar cost averaging.

         Dollar cost averaging transfers may not be made to the fixed account.

Automatic Asset Rebalancing

         After premiums have been allocated among the variable sub-accounts, the
performance of each variable  sub-account may cause proportions of the values in
the variable sub-accounts to vary from the allocation percentages. The owner may
instruct  Transamerica  to  automatically  rebalance the amounts in the variable
account by reallocating  amounts among the variable  sub-accounts,  at the time,
and in the percentages,  specified in the owner instructions to Transamerica and
accepted by Transamerica. The owner may elect to have the rebalancing done on an
annual,  semi-annual  or  quarterly  basis.  The owner may elect to have amounts
allocated  among the  variable  sub-accounts  using  whole  percentages,  with a
minimum of 10% allocated to each variable sub-account.

         The owner may elect to  establish,  change or terminate  the  automatic
asset  rebalancing  by submitting a request to the Service  Center in a form and
manner acceptable to Transamerica.  Automatic asset  rebalancing  currently will
not count  towards  the number of  transfers  without  charge in a policy  year.
Transamerica  reserves the right to discontinue the automatic asset  rebalancing
service  at any time  for any  reason.  There is  currently  no  charge  for the
automatic asset rebalancing  service.  Transamerica may in the future charge for
this service and may count the transfers toward those allowed without charge.

         Automatic  asset  rebalancing  may not be elected at the same time that
dollar cost averaging is in effect.

After the Annuity Date

         If a variable  payment option is elected,  the owner may make transfers
among variable  sub-accounts  after the annuity date by giving a written request
to the Service Center, subject to the following provisions:  (1) transfers after
the annuity date may be made no more than four times during any policy year; and
(2) the minimum amount  transferred from one variable  sub-account to another is
the amount supporting a current $50 monthly payment.

         Transfers  among variable  sub-accounts  after the annuity date will be
processed  based on the formula  outlined in the  appendix in the  Statement  of
Additional Information.

CASH WITHDRAWALS

         The owner of a  non-qualified  policy may  withdraw  all or part of the
cash  surrender  value at any time prior to the annuity date by giving a written
request to the Service Center. For qualified policies,  reference should be made
to the terms of the particular retirement plan or arrangement for any additional
limitations or restrictions,  including  prohibitions on cash  withdrawals.  See
"Federal Tax Matters," page 41. The cash surrender  value is equal to the policy
value,  less any policy  fee,  contingent  deferred  sales load and  premium tax
charges.  A full surrender will result in a cash withdrawal payment equal to the
cash  surrender  value  at the end of the  valuation  period  during  which  the
election  is  received   along  with  all  completed   forms  then  required  by
Transamerica.  No surrenders or withdrawals  may be made after the annuity date.
Partial withdrawals must be at least $1,000.

         In the case of a partial withdrawal,  you may direct the Service Center
to withdraw amounts from specific variable  sub-account(s) and/or from the fixed
account.  If the owner does not specify,  the withdrawal  will be taken pro rata
from policy value.

         A partial  withdrawal  request  cannot be made if it would  reduce  the
policy value to less than $2,000. In that case, the owner will be notified.

         Withdrawal  (including  surrender) requests generally will be processed
as of the end of the valuation  period  during which the request,  including all
completed forms, is received. Payment of any cash withdrawal,  settlement option
payment or lump sum death benefit due from the variable  account and  processing
of any  transfers  will occur  within  seven days from the date the  election is
received,  except that  Transamerica  may postpone  such payment if: (1) the New
York Stock  Exchange  is closed for other than usual  weekends or  holidays,  or
trading on the Exchange is otherwise  restricted;  or (2) an emergency exists as
defined  by  the  Commission,   or  the  Commission  requires  that  trading  be
restricted;  or (3) the Commission permits a delay for the protection of owners.
The withdrawal  request will be effective when all required  withdrawal  request
forms are received. Payments of any amounts derived from a premium paid by check
may be delayed until the check has cleared the owner's bank.

         Transamerica may delay payment of any withdrawal from the fixed account
for  up  to  six  months  after  Transamerica  receives  the  request  for  such
withdrawal.  If Transamerica delays payment for more than 30 days,  Transamerica
will pay interest on the withdrawal amount up to the date of payment.

         SINCE THE OWNER  ASSUMES  THE  INVESTMENT  RISK FOR ALL  AMOUNTS IN THE
VARIABLE  ACCOUNT AND BECAUSE  CERTAIN  WITHDRAWALS  ARE SUBJECT TO A CONTINGENT
DEFERRED SALES LOAD AND OTHER  CHARGES,  THE TOTAL AMOUNT PAID UPON SURRENDER OF
THE POLICY MAY BE MORE OR LESS THAN THE TOTAL PREMIUMS CONTRIBUTED.

         An owner may elect, under the systematic withdrawal option or automatic
payout option (but not both),  to withdraw  certain  amounts on a periodic basis
from the variable sub-accounts prior to the annuity date.

         The tax  consequences  of a withdrawal or surrender are discussed later
in this prospectus. See "Federal Tax Matters" page 41.

Systematic Withdrawal Option

         Prior  to  the  annuity  date,  you  may  elect  to  have   withdrawals
automatically made from one or more variable  sub-account(s) on a monthly basis.
Other distribution modes may be permitted.  The withdrawals will not begin until
the later of (a) 30 days after the policy  effective  date or (b) the end of the
free look period.  Withdrawals will be from the variable  sub-account(s)  and in
the percentage  allocations  that you specify.  If no  specifications  are made,
withdrawals will be pro rata based on value from all variable sub-account(s) and
the fixed account, if it has value. Systematic withdrawals cannot be made from a
variable  sub-account from which dollar cost averaging  transfers are being made
and  cannot be  elected  concurrently  with the  automatic  payout  option.  The
systematic  withdrawal  option is currently  not  available  with respect to the
fixed account.

         To be eligible for the systematic  withdrawal  option, the policy value
must be at least  $12,000 at the time of election.  The minimum  monthly  amount
that can be  withdrawn is $100.  Currently,  the owner can elect any amount over
$100 to be withdrawn systematically. The owner may also make partial withdrawals
while receiving systematic  withdrawals.  If the total withdrawals  (systematic,
automatic,  or  partial)  in a policy  year  exceed  the  allowed  amount  to be
withdrawn without charge for that year, any applicable contingent deferred sales
load will then apply.

         The withdrawals will continue  indefinitely unless terminated.  If this
option is  terminated  it may not be elected  again until the end of the next 12
full months.

         Transamerica  reserves  the right to impose an annual  fee of up to $25
for processing  payments under this option. This fee, which is currently waived,
will be deducted in equal installments from each systematic  withdrawal during a
policy year.

         Systematic withdrawals may be taxable and, prior to age 59 1/2, subject
to a 10% federal tax penalty. See "Federal Tax Matters," page 41.

Automatic Payout Option ("APO")

         Prior to the annuity date, for qualified policies,  the owner may elect
the automatic payout option (APO) to satisfy minimum  distribution  requirements
under Sections  401(a)(9),  403(b),  and 408(b)(3) of the Code. See "Federal Tax
Matters"  page 41. For IRAs and SEP/IRAs this may be elected no earlier than six
months  prior to the  calendar  year in which the owner  attains age 70 1/2, but
payments may not begin  earlier than January of such  calendar  year.  For other
qualified  policies,  APO can be elected no earlier than six months prior to the
later of when the owner (a) attains age 70 1/2; and (b) retires from employment.
Additionally,  APO  withdrawals  may not begin  before  the later of (a) 30 days
after the policy effective date or (b) the end of the free look period.  APO may
be elected in any  calendar  month,  but no later than the month of the  owner's
84th birthday.

         Withdrawals  will  be  from  the  variable  sub-account(s)  and  in the
percentage  allocations you specify. If no specifications are made,  withdrawals
will be pro rata  based on  policy  value.  Withdrawals  can not be made  from a
variable  sub-account from which dollar cost averaging transfers are being made.
The APO is not  currently  available  with  respect  to the fixed  account.  The
calculation  of the APO amount will reflect the total policy value  although the
withdrawals are only from the variable  sub-accounts.  This  calculation and APO
are based solely on value in this policy.

         To be eligible for this option,  the following  conditions must be met:
(1) the policy value must be at least  $12,000 at the time of election;  (2) the
annual  withdrawal  amount is the larger of the  required  minimum  distribution
under Code Sections 401(a)(9) or 408(b)(3) or $500. These conditions may change.
Currently, withdrawals under this option are only paid annually.

          The withdrawals will continue indefinitely unless terminated. If there
     are insufficient amounts in the variable account to make a withdrawal, this
     option generally will terminate.  Once  terminated,  APO may not be elected
     again.

DEATH BENEFIT

         If an owner dies before the annuity  date, a death  benefit is payable.
If death occurs prior to any owner's or joint owner's 85th  birthday,  the death
benefit will be equal to the greatest of (a), (b) or (c) where

         (a) is the policy value,
         (b) is the sum of all premiums made to the policy less withdrawals, and
         (c) is the highest policy value on any policy  anniversary prior to the
         earlier of the owner's or joint  owner's 85th  birthday,  plus premiums
         made less withdrawals taken since that policy anniversary.

         If the owner or joint  owner  dies  before the  annuity  date and after
either the deceased owner's or joint owner's 85th birthday, the death benefit is
equal to the policy value.

         For purposes of  calculating  such death  benefit,  the policy value is
determined as of the date the benefit is paid.

         If the owner is not a natural person,  the annuitant(s) will be treated
as the owner(s) for purposes of the death benefit.  For example, if the owner is
a trust that allows a person(s) other than the trustee to exercise the ownership
rights under this  certificate,  such person(s) must be named  annuitant(s)  and
will be treated as the owner(s) so the death benefit will be determined based on
the age of the annuitant(s).

         An ownership  change will be subject to our then  current  underwriting
rules and may decrease the death  benefit.  However,  such  reduction will never
decrease the death benefit below the policy value.



<PAGE>


Payment of Death Benefit

         The death  benefit is generally  payable upon receipt of proof of death
of the  owner.  Upon  receipt  of this  proof  and an  election  of a method  of
settlement,  the death benefit  generally  will be paid within seven days, or as
soon thereafter as Transamerica has sufficient information about the beneficiary
to make the payment.

         The death  benefit will be  determined  as of the end of the  valuation
period during which our Service Center receives both proof of death of the owner
or joint owner and the written  notice of the  settlement  option elected by the
person to whom the death benefit is payable. If no settlement method is elected,
the death  benefit  will be a lump sum  distributed  within five years after the
owner's death.
No contingent deferred sales load will apply.

         Until the death  benefit is paid,  the policy  value  allocated  to the
variable account remains in the variable account, and fluctuates with investment
performance of the applicable portfolio(s). Accordingly, the amount of the death
benefit  depends on the policy value at the time the death benefit is paid,  not
at the time of death.

Designation of Beneficiaries

         The owner may  select  one or more  beneficiaries  by  designating  the
person(s)  to receive the amounts  payable  under this policy if: the owner dies
before the annuity date and there is no joint owner, or the owner dies after the
annuity  date  and  settlement  option  payments  have  begun  under a  selected
settlement  option that  guarantees  payments for a certain  period of time. The
interest of any  beneficiary who dies before the owner will terminate at time of
death of such beneficiary.

         A beneficiary  may be named or changed at any time in a form and manner
acceptable  to us.  Any  change  made to an  irrevocable  beneficiary  must also
include the written consent of the beneficiary,  except as otherwise required by
law.

         If more than one  beneficiary  is named,  each named  beneficiary  will
share equally in any benefits or rights  granted by this policy unless the owner
gives us other instructions at the time the beneficiaries are named.

          Transamerica  may rely on any affidavit by any  responsible  person in
     determining the identity or non-existence of any beneficiary not identified
     by name

Death of Owner or Joint Owner Before the Annuity Date

         If the owner or joint owner dies before the annuity  date,  we will pay
the death benefit as specified in this section. The entire death benefit will be
distributed  within five years after the owner's  death.  If the owner is not an
individual,  an  annuitant's  death will be treated as the death of the owner as
provided in Code Section 72 (s)(6). For example, the policy will remain in force
with the annuitant's surviving spouse as the new annuitant if:

         o        This policy is owned by a trust; and

         o        The beneficiary is either the annuitant's  surviving spouse or
                  a trust  holding  the policy  solely  for the  benefit of such
                  spouse.

         The manner in which we will pay the death benefit depends on the status
of the  person(s)  involved in the policy.  The death benefit will be payable to
the first person from the applicable list below:

If the owner is the annuitant:

         o        The joint owner, if any, then

         o        The beneficiary, if any.

If the owner is not the annuitant:

         o        The joint owner, if any; then

         o        The beneficiary, if any; then

         o        The annuitant; then

         o        The joint annuitant; if any.

If the death benefit is payable to the owner's  surviving  spouse (or to a trust
for the sole benefit of such surviving spouse):

         We will  continue  this  policy  with  the  owner's  spouse  as the new
annuitant (if the owner was the  annuitant)  and the new owner (if  applicable),
unless such spouse selects another option as provided below.

If the death  benefit is payable to  someone  other that the  owner's  surviving
spouse:

         We will pay the  death  benefit  in a lump sum  payment  to, or for the
benefit of, such person within five years after the owner's  death,  unless such
person(s) selects another option as provided below.

In lieu of the automatic form of death benefit specified above:

         The person(s) to whom the death benefit is payable may elect to receive
it:

         o        In a lump sum; or

         o        As settlement option payments,  provided the person making the
                  election is an individual. Such payments must begin within one
                  year after the owner's death and must be in equal amounts over
                  a period of time not extending beyond the individual's life or
                  life expectancy.

         Election  of either  option must be made no later than 60 days prior to
the one-year anniversary of the owner's death. Otherwise, the death benefit will
be settled under the appropriate automatic form of benefit specified above.

If the person to whom the death  benefit is payable dies before the entire death
benefit is paid:

         We will pay the  remaining  death  benefit  in a lump sum to the  payee
named by such person or, if no payee was named, to such person's estate.

If the death benefit is payable to a non-individual (subject to the special rule
for a trust for the sole benefit of a surviving spouse):

         We will pay the death  benefit  in a lump sum within one year after the
owner's death.

If the Annuitant Dies Before the Annuity Date

         If an  owner  and an  annuitant  are not the  same  individual  and the
annuitant (or the last of joint  annuitants)  dies before the annuity date,  the
owner will become the annuitant until a new annuitant is selected.

Death after the Annuity Date

         If an owner or the annuitant  dies after the annuity date,  any amounts
payable  will  continue  to be  distributed  at least as  rapidly  as under  the
settlement and payment option then in effect on the date of death.

         Upon the owner's death after the annuity date, any remaining  ownership
rights  granted  under  this  policy  will pass to the  person to whom the death
benefit  would have been paid if the owner had died before the annuity  date, as
specified above.

Survival Provision

         The  interest  of any person to whom the death  benefit is payable  who
dies at the time of, or within 30 days  after,  the death of the owner will also
terminate if no benefits  have been paid to such  beneficiary,  unless the owner
had given us written notice of some other arrangement.

CHARGES, FEES  AND DEDUCTIONS

         No deductions are currently made from premiums (although we reserve the
right to charge for any  applicable  premium tax charges).  Therefore,  the full
amount of the premiums is invested in one or more of the  variable  sub-accounts
and/or the fixed account.

Contingent Deferred Sales Load

         No deduction  for sales  charges is made from premiums at the time they
are made.  However, a contingent deferred sales load of up to 6% of premiums may
be imposed on certain  withdrawals  or  surrenders  to partially  cover  certain
expenses incurred by Transamerica relating to the sale of the policy,  including
commissions paid to  salespersons,  the costs of preparation of sales literature
and other promotional costs and acquisition expenses.

         The contingent  deferred sales load percentage  varies according to the
number of years  between  when a premium was credited to the policy and when the
withdrawal  is  made.  The  amount  of the  contingent  deferred  sales  load is
determined  by  multiplying  the  amount  withdrawn  subject  to the  contingent
deferred  sales  load  by the  contingent  deferred  sales  load  percentage  in
accordance with the following table. In no event shall the aggregate  contingent
deferred  sales load  assessed  against  the policy  exceed 6% of the  aggregate
premiums.

Number of Years Since                     Contingent Deferred Sales Load
Receipt of Premium                          As a Percentage of Premium

Less than one year                                   6%
1 year but less than 2 years                         6%
2 years but less than 3 years                        5%
3 years but less than 4 years                        5%
4 years but less than 5 years                        4%
5 years but less than 6 years                        4%
6 years but less than 7 years                        2%
7 or more years                                      0%

Free Withdrawals - Allowed Amount

         Beginning  30 days after the policy  effective  date (or the end of the
free-look period, if later),  the owner may make a withdrawal up to the "allowed
amount",  without  incurring a contingent  deferred sales load each policy year,
before the annuity date.

         The  allowed  amount  each  policy  year is equal  to 15% of the  total
premiums  received during the last seven years  determined as of the last policy
anniversary  less any  withdrawals  during the present policy year. In the first
policy year,  the 15% will be applied to the total  premiums paid at the time of
the first withdrawal.

         Premiums  held for seven  full years or more may be  withdrawn  without
charge.

         Withdrawals  will be made first from  premiums on a  first-in/first-out
basis and then from earnings. The allowed amount may vary depending on the state
of issuance.  If the allowed amount is not fully  withdrawn or paid out during a
policy year, it does not carry over to the next policy year.

Other Free Withdrawals

         In  addition,  no  contingent  deferred  sales load is  assessed:  upon
annuitization   after  the  first  policy  year  to  an  option  involving  life
contingencies;  or upon payment of the death benefit. Any applicable  contingent
deferred sales load will be deducted from the amount  requested for both partial
withdrawals (including withdrawals under the systematic withdrawal option or the
APO) and full surrenders, unless the owner elects to "gross-up" the amount for a
partial withdrawal to cover the applicable contingent deferred sales load.

Administrative Charges

         Policy Fee

         At the end of each policy year  before the annuity  date,  Transamerica
deducts an annual policy fee as partial  compensation  for expenses  relating to
the issue and  maintenance  of the policy and the variable  account.  The annual
policy  fee is equal to the  lesser  of $30 or 2% of the  policy  value.  If the
policy is surrendered,  the policy fee,  unless waived,  will be deducted from a
full surrender before the application of any continent  deferred sales load. The
policy  fee will be  deducted  on a pro rata basis  (based on  values)  from the
policy value including both the variable sub-accounts and the fixed account. The
policy fee for a policy year will be waived if the policy value exceeds  $50,000
on the last  business  day of that  policy  year or as of the date the policy is
surrendered.


<PAGE>


         Annuity Fee

         After the  annuity  date,  an annual  annuity  fee of $30 to help cover
processing  costs will be deducted in equal amounts from each  variable  payment
made during the year ($2.50 each month if monthly  payments).  This fee will not
be  changed  but may be  waived.  No  annuity  fee will be  deducted  from fixed
payments.

         Administrative Expense Charge

         Transamerica also makes a daily deduction (the  administrative  expense
charge) from the variable  account (both before and after the policy date) at an
effective  current  annual  rate of  0.15%  of  assets  held  in  each  variable
sub-account to reimburse Transamerica for administrative expenses.  Transamerica
reserves  the right to  increase  or  decrease  this  charge,  but the charge is
guaranteed not to exceed 0.35%. Transamerica will provide 30 days written notice
of any change in fees. The  administrative  charges do not bear any relationship
to the actual  administrative  costs of a particular  policy. The administrative
expense  charge is reflected in the variable  accumulation  or variable  annuity
unit values for each variable sub-account.

Mortality and Expense Risk Charge

         Transamerica deducts a charge for bearing certain mortality and expense
risks under the policies.  This is a daily charge at an effective annual rate of
1.20% of the assets in the variable account.  Transamerica  guarantees that this
charge of 1.20% will never  increase.  The  mortality and expense risk charge is
reflected in the variable accumulation and variable annuity unit values for each
variable sub-account.

         Variable accumulated values and variable settlement option payments are
not affected by changes in actual mortality experience incurred by Transamerica.
The  mortality  risks  assumed  by  Transamerica   arise  from  its  contractual
obligations to make settlement option payments determined in accordance with the
settlement option tables and other provisions contained in the policy and to pay
death benefits prior to the annuity date.

         The   expense   risk   assumed  by   Transamerica   is  the  risk  that
Transamerica's  actual expenses in  administering  the policies and the variable
account  will exceed the amount  recovered  through the  administrative  expense
charge,  policy fees, transfer fees and any fees imposed for certain options and
services.

         If the  mortality  and  expense  risk charge is  insufficient  to cover
actual costs and risks assumed, the loss will fall on Transamerica.  Conversely,
if  this  charge  is  more  than  sufficient,  any  excess  will  be  profit  to
Transamerica. Currently, Transamerica expects a profit from this charge.

         Transamerica  anticipates that the contingent  deferred sales load will
not generate  sufficient funds to pay the cost of distributing the policies.  To
the extent that the contingent  deferred sales load is insufficient to cover the
actual  cost  of  policy   distribution,   the  deficiency   will  be  met  from
Transamerica's  general  corporate  assets  which may include  amounts,  if any,
derived from the mortality and expense risk charge.

Premium Tax Charges

         Currently,  New York has no premium tax or retaliatory  premium tax. If
New York  imposes  these  taxes in the  future,  or if the owner is or becomes a
resident of a state where such taxes apply,  Transamerica will deduct applicable
premium tax  charges,  including  any  retaliatory  taxes paid with respect to a
particular  policy from the premiums,  from amounts  withdrawn,  or from amounts
applied on the Annuity Date.

Transfer Fee

         Transamerica currently imposes a fee for each transfer in excess of the
first 18 in a single policy year.  Transamerica  will deduct the charge from the
amount   transferred.   This  fee  is  $10  and  will  be  used  to  help  cover
Transamerica's costs of processing transfers. Transamerica reserves the right to
waive this fee or to not count  transfers  under certain options and services as
part of the number of allowed annual transfers without charge.

Option and Service Fees

         Transamerica   reserves  the  right  to  impose   reasonable  fees  for
administrative expenses associated with processing certain options and services.
These fees  would be  deducted  from each use of the option or service  during a
policy year.

Taxes

         No charges are currently made for taxes. However, Transamerica reserves
the right to deduct charges in the future for federal, state, and local taxes or
the  economic  burden  resulting  from  the  application  of any tax  laws  that
Transamerica determines to be attributable to the policies.

Portfolio Expenses

         The value of the assets in the variable  account  reflects the value of
portfolio  shares and therefore the fees and expenses paid by each portfolio.  A
complete description of the fees,  expenses,  and deductions from the portfolios
are found in the portfolios' prospectuses. See "The Portfolios" page 18.

Sales in Special Situations

         Transamerica  may sell the  contracts  in special  situations  that are
expected to involve  reduced  expenses for  Transamerica.  These  instances  may
include: 1) sales in certain group arrangements, such as employee savings plans;
2) sales to current  or former  officers,  directors  and  employees  (and their
families) of Transamerica and its affiliates;  3) sales to officers,  directors,
and employees (and their  families) of the portfolios'  investment  advisers and
their  affiliates;  and 4) sales to  officers,  directors,  employees  and sales
agents (registered  representatives)  (and their families) of broker-dealers and
other financial  institutions  that have sales  agreements with  Transamerica to
sell the contracts.  In these situations,  1) the contingent deferred sales load
may  be  reduced  or  waived,  2) the  mortality  and  expense  risk  charge  or
administration  charges may be reduced or waived;  and/or 3) certain amounts may
be credited to the contract  account  value (for  examples,  amounts  related to
commissions or sales  compensation  otherwise  payable to a broker-dealer may be
credited to the contract  account value.  These reductions in fees or charges or
credits to account  value will not  unfairly  discriminate  against any contract
owner.  These  reductions  in fees or charges  or  credits to account  value are
generally  taxable and treated as purchase  payments  for purposes of income tax
and any possible premium tax charge.

DISTRIBUTION OF THE POLICY

         Transamerica  Securities  Sales  Corporation  ("TSSC") is the principal
underwriter of the policies under a  Distribution  Agreement with  Transamerica.
TSSC may also serve as an underwriter  and  distributor of other policies issued
through the variable account and certain other separate accounts of Transamerica
and affiliates of Transamerica.  TSSC is an indirect wholly-owned  subsidiary of
Transamerica   Corporation.   TSSC  is  registered  with  the  Commission  as  a
broker/dealer and is a member of the National Association of Securities Dealers,
Inc. ("NASD"). Its principal offices are located at 1150 South Olive Street, Los
Angeles,   California   90015.   TSSC  may  enter  into  sales  agreements  with
broker/dealers  to solicit  applications  for the  policies  through  registered
representatives  who are  licensed to sell  securities  and  variable  insurance
products.

         Under the Sales Agreements,  TSSC will pay broker-dealers  compensation
based on a percentage of each premium.  The percentage may be up to 5.75% and in
certain  situations  additional  amounts for  marketing  allowances,  production
bonuses,  service  fees,  sales  awards and  meetings,  and asset based  trailer
commissions may be paid. The compensation  amounts paid  brokers-dealers by TSSC
are not deducted directly from, or directly reduce, a policy's value.

SETTLEMENT OPTION  PAYMENTS

Annuity Date

         The annuity date is the date that the annuitization phase of the policy
begins. On the annuity date, we will apply the annuity amount (defined below) to
provide payments under the settlement  option selected by the owner. The annuity
date is selected by the owner and may be changed  from time to time by the owner
by giving  notice,  in a form and  manner  acceptable  to  Transamerica,  to the
Service  Center,  provided that notice of each change is received by the Service
Center at least thirty (30) days prior to the  then-current  annuity  date.  The
annuity  date cannot be earlier  than the first  policy  anniversary  except for
certain qualified policies.  The latest annuity date which may be elected is the
first  day  of  the  calendar  month  immediately  preceding  the  month  of the
annuitant's or joint annuitant's 90th birthday.

         The annuity date must be the first day of a calendar  month.  The first
settlement  option  payment  will be on the first  day of the month  immediately
following the annuity date.  Certain qualified policies may have restrictions as
to the annuity date and the types of settlement options available.  See "Federal
Tax Matters" page 41.

Settlement Option Payments

         The annuity amount is the policy value, less any applicable  contingent
deferred sales load, and less any applicable premium tax charges. Any contingent
deferred sales load will be waived if the  settlement  option  payments  involve
life contingencies and begin on or after the first policy anniversary.

         If the  amount  of the  monthly  payment  from  the  settlement  option
selected by the owner would  result in a monthly  settlement  option  payment of
less than $20,  or if the  annuity  amount  is less  than  $2,000,  Transamerica
reserves  the right to offer a less  frequent  mode of payment or pay the policy
value in a cash payment.  Monthly  settlement  option payments from the variable
payment option will further be subject to a minimum  monthly payment of $50 from
each variable sub-account from which such payments are made.

         The owner may choose from the settlement  options  below.  Transamerica
may consent to other plans of payment  before the annuity date.  For  settlement
options  involving  life  contingencies,  the  actual  age  and/or  sex  of  the
annuitant,  or a joint  annuitant  will  affect  the  amount  of  each  payment.
Sex-distinct  rates generally are not allowed under certain qualified  policies.
Transamerica reserves the right to ask for satisfactory proof of the annuitant's
(or joint  annuitant's)  age.  Transamerica may delay settlement option payments
until  satisfactory  proof is received.  Since payments to older  annuitants are
expected  to be fewer in number,  the amount of each  annuity  payment  shall be
greater for older annuitants than for younger annuitants.

         The owner may choose from the two payment options  described below. The
annuity date and settlement options available for qualified policies may also be
controlled by endorsements, the plan or applicable law.

Election of Settlement Option Forms and Payment Options

         Before the annuity date,  and while the annuitant is living,  the owner
may, by written  request,  change the settlement  option or payment option.  The
request for change must be received by the Service Center at least 30 days prior
to the annuity date.

         In the event that a  settlement  option form and payment  option is not
selected  at least 30 days  before  the  annuity  date,  Transamerica  will make
settlement  option  payments in accordance with the 120 month period certain and
life settlement option and the applicable provisions of the policy.

Payment Options

         Owners may elect a fixed or a variable payment option, or a combination
of both (in 25% increments of the annuity amount).

         Unless specified otherwise,  the annuity amount in the variable account
will be used to  provide a variable  payment  option and the amount in the fixed
account  will be used to provide a fixed  payment  option.  In this  event,  the
initial allocation of variable annuity units for the variable  sub-accounts will
be in proportion to the policy value in the variable sub-accounts on the annuity
date.

Fixed Payment Option

         A fixed payment option provides for payments which will remain constant
pursuant  to the terms of the  settlement  option  elected.  If a fixed  payment
option is  selected,  the  portion of the annuity  amount  used to provide  that
payment  option  will  be   transferred   to  the  general   account  assets  of
Transamerica,  and the  amount  of  payments  will be  established  by the fixed
settlement  option  selected  and the age and  sex (if  sex-distinct  rates  are
allowed by law) of the annuitant(s) and will not reflect  investment  experience
after the annuity date. The fixed payment amounts are determined by applying the
fixed settlement  option purchase rate specified in the policy to the portion of
the annuity  amount applied to the payment  option.  Payments may vary after the
death of an annuitant under some options;  the amounts of variances are fixed on
the annuity date.

Variable Payment Option

         A variable  payment  option  provides for payments  that vary in dollar
amount,   based  on  the  investment   performance  of  the  selected   variable
sub-account(s).  The  variable  settlement  option  purchase  rate tables in the
policy  reflect an assumed annual  interest rate of 5.35%,  so if the actual net
investment  performance of the variable  sub-account(s) is less than 5.35%, then
the  dollar  amount of the  actual  payments  will  decrease.  If the actual net
investment performance of the variable sub-account(s) is higher than 5.35%, then
the dollar amount of the actual  payments will  increase.  If the net investment
performance  exactly equals the 5.35% rate, then the dollar amount of the actual
payments  will remain  constant.  Transamerica  may offer other  assumed  annual
interest rates.

         Variable payments will be based on the variable  sub-accounts  selected
by the owner, and on the allocations among the variable sub-accounts.

         For further details as to the determination of variable  payments,  see
the Statement of Additional Information.

Settlement Option Forms

         The owner may  choose  any of the  settlement  option  forms  described
below.  Subject  to  approval  by  Transamerica,  the owner may select any other
settlement option form then being offered by Transamerica.

         (1)  Life  Annuity.  Payments  start  on the  first  day  of the  month
immediately following the annuity date, if the annuitant is living. Payments end
with the  payment  due just  before  the  annuitant's  death.  There is no death
benefit. It is possible that no payment will be made if the annuitant dies after
the annuity date but before the first  payment is due;  only one payment will be
made if the annuitant dies before the second payment is due, and so forth.

         (2) Life and Contingent Annuity. Payments start on the first day of the
month  immediately  following  the annuity  date,  if the  annuitant  is living.
Payments will continue for as long as the annuitant  lives.  After the annuitant
dies,  payments  will be made to the  contingent  annuitant,  for as long as the
contingent  annuitant lives. The continued payments can be in the same amount as
the original payments,  or in an amount equal to one-half or two-thirds thereof.
Payments  will end with the payment due just before the death of the  contingent
annuitant. There is no death benefit after both die. If the contingent annuitant
does not  survive  the  annuitant,  payments  will end with the payment due just
before the death of the  annuitant.  It is possible that no payments or very few
payments will be made, if the  annuitant  and  contingent  annuitant die shortly
after the annuity date.

         The  written  request  for this  form  must:  (a)  name the  contingent
annuitant;  and (b)  state  the  percentage  of  payments  to be made  after the
annuitant  dies.  Once payments  start under this  settlement  option form,  the
person named as contingent  annuitant for purposes of being the measuring  life,
may not be changed. Transamerica will require proof of age for the annuitant and
for the contingent annuitant before payments start.

          (3) Life Annuity With Period Certain.  Payments start on the first day
     of the month  immediately  following  the annuity date, if the annuitant is
     living.  Payments will be made for the longer of: (a) the annuitant's life;
     or (b) the  period  certain.  The period  certain  may be 120 or 180 or 240
     months.

         If the annuitant  dies after all payments have been made for the period
certain,  payments  will cease with the payment due just before the  annuitant's
death. No benefit will then be payable to the beneficiary.

         If the annuitant dies during the period certain, the rest of the period
certain  payments  will be made to the  beneficiary,  unless the owner  provides
otherwise.

          The written  request  for this form must:  (a) state the length of the
     period certain; and (b) name the beneficiary.

         (4) Joint and Survivor  Annuity.  Payments will be made starting on the
first day of the month  immediately  following  the annuity  date, if and for as
long as the  annuitant and joint  annuitant  are living.  After the annuitant or
joint annuitant dies,  payments will continue for so long as the survivor lives.
Payments  end with the payment due just  before the death of the  survivor.  The
continued payments can be in the same amount as the original payments,  or in an
amount equal to one-half or two-thirds  thereof. It is possible that no payments
or very few  payments  will be made under this form if the  annuitant  and joint
annuitant both die shortly after the annuity date.

         The written  request for this form must: (a) name the joint  annuitant;
and (b) state the  percentage  of continued  payments to be made after the first
death.  Once payments start under this settlement  option form, the person named
as joint  annuitant,  for the purpose of being the  measuring  life,  may not be
changed.  Transamerica  will  need  proof  of age for the  annuitant  and  joint
annuitant before payments start.

         (5) Other  Forms of  Payment.  Benefits  can be  provided  under  other
settlement  options not  described  in this  section  subject to  Transamerica's
agreement and any applicable  state or federal law or  regulation.  Requests for
any other  settlement  option must be made in writing to the  Service  Center at
least 30 days before the annuity date.

         After the annuity  date,  (a) no changes can be made in the  settlement
option and payment option;  (b) no additional premium will be accepted under the
policy; and (c) no further withdrawals will be allowed.

         The owner of a non-qualified  policy may, at any time after the annuity
date by written notice to us at the Service Center, change the payee of benefits
being provided  under the policy.  The effective date of change in payee will be
the latter of: (a) the date we receive the written  request for such change;  or
(b) the date  specified  by the owner.  The owner of a qualified  policy may not
change payees, except as permitted by the plan, arrangement or federal law.

FEDERAL TAX MATTERS

Introduction

         The  following  discussion  is a general  description  of  federal  tax
considerations  relating to the policy and is not  intended as tax advice.  This
discussion is not intended to address the tax consequences resulting from all of
the  situations  in  which  a  person  may  be  entitled  to or  may  receive  a
distribution under the policy. Any person concerned about these tax implications
should consult a competent tax adviser before  initiating any transaction.  This
discussion is based upon  Transamerica's  understanding  of the present  federal
income  tax laws as they  are  currently  interpreted  by the  Internal  Revenue
Service  ("IRS").  No  representation  is  made  as to  the  likelihood  of  the
continuation  of  the  present  federal  income  tax  laws  or  of  the  current
interpretation  by the IRS.  Moreover,  no attempt has been made to consider any
applicable state or other tax laws.

         The   policy   may  be   purchased   on  a  non-tax   qualified   basis
("non-qualified  policy")  or  purchased  and used in  connection  with plans or
arrangements   qualifying  for  special  tax  treatment   ("qualified  policy").
Qualified policies are designed for use in connection with plans or arrangements
entitled to special  income tax treatment  under Sections 401,  403(b),  408 and
408A of the Code.  The  ultimate  effect of federal  income taxes on the amounts
held under a policy, on settlement option payments,  and on the economic benefit
to the  owner,  the  annuitant,  or the  beneficiary  may  depend on the type of
retirement plan or arrangement for which the policy is purchased, on the tax and
employment status of the individual concerned, and on Transamerica's tax status.
In addition,  certain  requirements  must be satisfied in purchasing a qualified
policy with proceeds from a tax qualified  retirement  plan or  arrangement  and
receiving  distributions  from a qualified policy in order to continue receiving
favorable tax treatment. Therefore, purchasers of qualified policies should seek
competent legal and tax advice regarding the suitability of the policy for their
situation, the applicable requirements,  and the tax treatment of the rights and
benefits of the policy. The following discussion is based on the assumption that
the policy  qualifies as an annuity for federal income tax purposes and that all
premiums  made to qualified  policies are in  compliance  with all  requirements
under the Code and the specific retirement plan or arrangement.

Premiums

         At the time the initial  premium is paid, a prospective  purchaser must
specify  whether he or she is purchasing a  non-qualified  policy or a qualified
policy. If the initial premium is derived from an exchange, transfer, conversion
or  surrender  of another  annuity  policy,  Transamerica  may require  that the
prospective  purchaser provide information with regard to the federal income tax
status of the previous  annuity policy.  Transamerica  will require that persons
purchase  separate  contracts  if they desire to invest  monies  qualifying  for
different  annuity tax treatment under the Code. Each such separate policy would
require the minimum initial premium  previously  described.  Additional  premium
under a policy must  qualify for the same  federal  income tax  treatment as the
initial  premium  under the policy.  Transamerica  will not accept an additional
premium under a policy if the federal income tax treatment of such premium would
be different from that of the initial premium.

Taxation of Annuities

         In General

         Section  72 of the Code  governs  taxation  of  annuities  in  general.
Transamerica believes that an owner who is a natural person,  generally,  is not
taxed on  increases  in the  value  of a policy  until  distribution  occurs  by
withdrawing  all or part of the policy value (e.g.,  withdrawals  or  settlement
option  payments).  For this purpose,  the assignment,  pledge,  or agreement to
assign or pledge any portion of the policy value (and in the case of a qualified
policy,  any portion of an interest in the plan)  generally will be treated as a
distribution.  The  taxable  portion of a  distribution  is taxable as  ordinary
income.

         The owner of any  policy  who is not a natural  person  generally  must
include  in income  any  increase  in the  excess of the  policy  value over the
"investment in the policy"  (discussed below) during the taxable year. There are
some  exceptions  to this  rule and a  prospective  owner  that is not a natural
person should discuss these with a competent tax adviser.

         The  following  discussion  generally  applies  to a policy  owned by a
natural person.

         Withdrawals

         With respect to non-qualified policies,  partial withdrawals (including
withdrawals  under the systematic  withdrawal  option) are generally  treated as
taxable  income to the  extent  that the  policy  value  immediately  before the
withdrawal  exceeds the "investment in the policy" at that time. The "investment
in the policy" generally equals the amount of non-deductible premiums made.

         In  the  case  of  a  withdrawal  from  qualified  policies  (including
withdrawals  under the  systematic  withdrawal  option or the  automatic  payout
option), a ratable portion of the amount received is taxable, generally based on
the ratio of the  "investment in the policy" to the  individual's  total accrued
benefit under the retirement plan or arrangement. The "investment in the policy"
generally equals the amount of  non-deductible  premiums made by or on behalf of
any individual.  For certain qualified policies,  the "investment in the policy"
can be  zero.  Special  tax  rules  applicable  to  certain  distributions  from
qualified policies are discussed below, under "Qualified Policies."

         Full  surrenders  are treated as taxable  income to the extent that the
amount received exceeds the "investment in the policy."

         Settlement  Option Payments

         Although the tax  consequences  may vary  depending  on the  settlement
option  elected under the policy,  in general a ratable  portion of each payment
that  represents the amount by which the policy value exceeds the "investment in
the policy" will be taxed based on the ratio of the  "investment  in the policy"
to the total benefit payable; after the "investment in the policy" is recovered,
the full amount of any additional settlement option payments is taxable.

         For variable payments,  the taxable portion is generally  determined by
an equation that  establishes  a specific  dollar amount of each payment that is
not taxed.  The dollar amount is determined by dividing the  "investment  in the
policy" by the total number of expected periodic payments.  However,  the entire
distribution  will be taxable once the recipient has recovered the dollar amount
of his or her "investment in the policy."

         For fixed  payments,  in general there is no tax on the portion of each
payment  which  represents  the same ratio that the  "investment  in the policy"
bears to the  total  expected  value  of the  payments  for the  term  selected;
however,  the remainder of each settlement  option payment is taxable.  Once the
"investment  in the  policy"  has been fully  recovered,  the full amount of any
additional  settlement option payments is taxable. If settlement option payments
cease  as a  result  of  an  annuitant's  death  before  full  recovery  of  the
"investment  in  the  policy,"   consult  a  competent  tax  adviser   regarding
deductibility of the unrecovered amount.

         Withholding

         The Code  requires  Transamerica  to withhold  federal  income tax from
withdrawals.  However,  except for certain qualified policies,  an owner will be
entitled to elect, in writing,  not to have tax withholding  apply.  Withholding
applies to the portion of the  distribution  which is  includible  in income and
subject to federal income tax. The federal income tax  withholding  rate is 10%,
or 20% in the case of certain  qualified  plans,  of the  taxable  amount of the
distribution. Withholding applies only if the taxable amount of the distribution
is at least $200. Some states also require withholding for state income taxes.

         Penalty Tax

         There may be imposed a federal  income tax penalty  equal to 10% of the
amount treated as taxable income. In general,  however,  there is no penalty tax
on  distributions:  (1) made on or after the date on which the owner attains age
59 1/2;  (2)  made as a  result  of death or  disability  of the  owner;  or (3)
received in substantially  equal periodic  payments as a life annuity or a joint
and survivor annuity for the life(ves) or life  expectancy(ies) of the owner and
a  "designated  beneficiary."  Other  exceptions to the tax penalty may apply to
certain distributions from a qualified policy.

         Taxation of Death Benefit Proceeds

         Amounts may be  distributed  from the policy because of the death of an
owner.  Generally  such amounts are includible in the income of the recipient as
follows:  (1) if distributed in a lump sum, they are taxed in the same manner as
a full surrender as described  above,  or (2) if distributed  under a settlement
option,  they are taxed in the same manner as  settlement  option  payments,  as
described  above.  For  these  purposes,  the  investment  in the  policy is not
affected by the owner's death. That is, the investment in the policy remains the
amount of any premiums paid which are not excluded from gross income.

         Transfers, Assignments, or Exchanges of the Policy

         For non-qualified  policies,  a transfer of ownership of a policy,  the
designation of an annuitant,  payee,  or other  beneficiary  who is not also the
owner, or the exchange of a policy may result in certain tax consequences to the
owner  that  are  not  discussed  herein.   An  owner   contemplating  any  such
designation,  transfer,  assignment,  or exchange should contact a competent tax
adviser  with  respect  to the  potential  tax  effects  of such a  transaction.
Qualified  policies may not be assigned or  transferred,  except as permitted by
the Code or the Employee Retirement Income Security Act of 1974 (ERISA).

         Multiple Policies

         All deferred non-qualified policies that are issued by Transamerica (or
its  affiliates)  to the same owner during any calendar  year are treated as one
policy for purposes of determining  the amount  includible in gross income under
Section 72(e) of the Code.  In addition,  the Treasury  Department  has specific
authority  to issue  regulations  that prevent the  avoidance  of Section  72(e)
through  the  serial  purchase  of  policies  or  otherwise.  Congress  has also
indicated  that  the  Treasury  Department  may  have  authority  to  treat  the
combination  purchase  of an  immediate  annuity  policy and  separate  deferred
annuity  policies as a single  annuity  policy  under its general  authority  to
prescribe rules as may be necessary to enforce the income tax laws.

Qualified Policies

         In General

         The  qualified  policies are  designed  for use with  several  types of
retirement plans and arrangements.  The tax rules applicable to participants and
beneficiaries in retirement plans or arrangements  vary according to the type of
plan and the terms and  conditions  of the plan.  Special tax  treatment  may be
available  for certain types of  contributions  and  distributions.  Adverse tax
consequences  may  result  from  contributions  in excess of  specified  limits;
distributions prior to age 59 1/2 (subject to certain exceptions); distributions
that do not conform to specified  commencement and minimum  distribution  rules;
aggregate  distributions  in excess of a specified  annual amount;  and in other
specified circumstances.

         We make no attempt to provide more than general  information  about use
of the  policies  with  the  various  types  of  retirement  plans.  Owners  and
participants  under retirement  plans, as well as annuitants and  beneficiaries,
are  cautioned  that the rights of any person to any  benefits  under  qualified
policies  may be subject to the terms and  conditions  of the plans  themselves,
regardless  of  the  terms  and   conditions  of  the  policy   (including   any
endorsements)  issued in connection with such a plan. Some retirement  plans are
subject to distribution and other  requirements that are not incorporated in the
administration  of the policies.  Owners are responsible  for  determining  that
contributions  and other  transactions  with  respect  to the  policies  satisfy
applicable  law.  Purchasers of policies for use with any retirement plan should
consult their legal counsel and tax adviser  regarding  the  suitability  of the
policy.

         Qualified Pension and Profit Sharing Plans

         Section 401(a) of the Code permits employers to establish various types
of retirement plans for employees. Such retirement plans may permit the purchase
of the policy in order to provide  retirement  savings under the plans.  Adverse
tax  consequences  to the plan, to the participant or to both may result if this
policy is  assigned  or  transferred  to any  individual  as a means to  provide
benefits  payments.  Purchasers  of a policy for use with such plans should seek
competent  advice  regarding the  suitability of the proposed plan documents and
the policy to their specific needs.

    Individual Retirement Annuities, Simplified Employee Plans and Roth IRAs

         The policy is also designed for use with IRA rollovers and contributory
IRA's. A contributory  IRA is a policy to which initial and subsequent  premiums
are subject to limitations  imposed by the Code. Section 408 of the Code permits
eligible individuals to contribute to an individual  retirement program known as
an  Individual   Retirement  Annuity  or  Individual  Retirement  Account  (each
hereinafter  referred to as an "IRA").  Also,  distributions  from certain other
types of qualified  plans may be "rolled over" on a  tax-deferred  basis into an
IRA.

         The sale of a  policy  for use with an IRA may be  subject  to  special
disclosure requirements of the Internal Revenue Service.  Purchasers of a policy
for use with IRAs will be provided with supplemental information required by the
Internal Revenue Service or other appropriate  agency. Such purchasers will have
the  right  to  revoke  their  purchase  within  7 days  of the  earlier  of the
establishment  of the IRA or their  purchase.  Purchasers  should seek competent
advice as to the suitability of the policy for use with IRAs.

         Eligible  employers  that meet  specified  criteria  under Code Section
408(k) could establish  simplified  employee  pension plans (SEP/IRAs) for their
employees using IRAs. Employer  contributions that may be made to such plans are
larger than the amounts  that may be  contributed  to regular  IRAs,  and may be
deductible to the employer.

         The policy may also be used for Roth IRA conversions  and  contributory
Roth IRAs. A  contributory  Roth IRA is a policy to which initial and subsequent
premiums  are subject to  limitations  imposed by the Code.  Section 408A of the
Code permits  eligible  individuals  to contribute  to an individual  retirement
program  known  as  a  Roth  IRA  on  a   non-deductible   basis.  In  addition,
distributions from a non-Roth IRA may be converted to a Roth IRA. A non-Roth IRA
is an individual  retirement  account or annuity  described in section 408(a) or
408(b), other than a Roth IRA. Purchasers should seek competent advise as to the
suitability of the policy for use with Roth IRAs.

         Tax Sheltered Annuities

         Under Code Section  403(b),  payments made by public school systems and
certain  tax  exempt  organizations  to  purchase  annuity  policies  for  their
employees  are  excludable  from the gross  income of the  employee,  subject to
certain limitations.  However,  these payments may be subject to Social Security
and Medicare (FICA) taxes.

         Code Section  403(b)(11)  restricts the distribution under Code Section
403(b) annuity policies of: (1) elective  contributions  made in years beginning
after December 31, 1988; (2) earnings on those  contributions;  and (3) earnings
in such years on amounts held as of the last year  beginning  before  January 1,
1989.  Distribution  of those amounts may only occur upon death of the employee,
attainment  of age 59 1/2,  separation  from service,  disability,  or financial
hardship. In addition,  income attributable to elective contributions may not be
distributed in the case of hardship.

         Pre-1989  contributions  and earnings through December 31, 1989 are not
subject to the restrictions  described above.  However,  funds  transferred to a
qualified policy from a Section  403(b)(7)  custodial account will be subject to
the restrictions.

         Restrictions under Qualified Policies

         Other  restrictions  with  respect to the  election,  commencement,  or
distribution of benefits may apply under  qualified  policies or under the terms
of the plans in respect of which qualified policies are issued.

Taxation of Transamerica

         Transamerica  is  taxed as a life  insurance  company  under  Part I of
Subchapter L of the Code.  Since the variable  account is not an entity separate
from Transamerica,  and its operations form a part of Transamerica,  it will not
be taxed  separately as a "regulated  investment  company" under Subchapter M of
the Code. Investment income and realized capital gains are automatically applied
to increase reserves under the policies.  Under existing federal income tax law,
Transamerica  believes that the variable account  investment income and realized
net capital gains will not be taxed to the extent that such income and gains are
applied to increase the reserves under the policies.

         Accordingly,  Transamerica  does not anticipate  that it will incur any
federal  income  tax  liability   attributable  to  the  variable  account  and,
therefore,  Transamerica  does not intend to make provisions for any such taxes.
However, if changes in the federal tax laws or interpretations thereof result in
Transamerica  being  taxed on  income  or  gains  attributable  to the  variable
account,  then  Transamerica  may impose a charge  against the variable  account
(with respect to some or all  policies) in order to set aside  provisions to pay
such taxes.

Tax Status of the Policy

         Diversification Requirements

           Section   817(h)  of  the  Code   requires   that  with   respect  to
non-qualified  policies,  the  investments  of  the  portfolios  be  "adequately
diversified" in accordance  with Treasury  regulations in order for the policies
to qualify as annuity  policies  under  federal tax law. The  variable  account,
through the portfolios,  intends to comply with the diversification requirements
prescribed  by  the  Treasury  in  Reg.  Sec.  1.817-5,  which  affect  how  the
portfolios' assets may be invested.

         In certain  circumstances,  owners of variable  annuity policies may be
considered  the owners,  for federal  income tax purposes,  of the assets of the
separate accounts used to support their policies. In those circumstances, income
and gains from the separate  account  assets would be includible in the variable
policy  owner's  gross  income.  The IRS has stated in published  rulings that a
variable policy owner will be considered the owner of separate account assets if
the policy owner possesses  incidents of ownership in those assets,  such as the
ability to exercise  investment control over the assets. The Treasury Department
has also announced,  in connection  with the issuance of regulations  concerning
diversification,  that those regulations "do not provide guidance concerning the
circumstances  in which  investor  control for the  investments  of a segregated
asset  account  may  cause the  investor  (i.e.,  the  owner),  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  without being treated as owners of the
underlying assets."

         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 policy owners were not owners of separate  account  assets.  For
example, the owner has additional flexibility in allocating premium payments and
policy values.  These  differences could result in an owner being treated as the
owner of a pro rata portion of the assets of the variable account.  In addition,
Transamerica  does not know what  standards  will be set forth,  if any,  in the
regulations  or rulings which the Treasury  Department  has stated it expects to
issue.  Transamerica  therefore  reserves  the  right to  modify  the  policy as
necessary  to attempt to prevent an owner from being  considered  the owner of a
pro rata share of the assets of the variable account.

         Required Distributions

         In order to be  treated as an annuity  policy  for  federal  income tax
purposes, section 72(s) of the Code requires any non-qualified policy to provide
that (a) if any owner  dies on or after the  annuity  date but prior to the time
the entire interest in the policy has been distributed, the remaining portion of
such  interest  will be  distributed  at least as rapidly as under the method of
distribution  being used as of the date of that  owner's  death;  and (b) if any
owner dies prior to the annuity date, the entire  interest in the policy will be
distributed  within  five  years  after  the date of the  owner's  death.  These
requirements  will be  considered  satisfied  as to any  portion of the  owner's
interest  which is payable to or for the benefit of a  "designated  beneficiary"
and which is distributed over the life of such "designated  beneficiary" or over
a period not extending beyond the life expectancy of that beneficiary,  provided
that such distributions  begin within one year of the owner's death. The owner's
"designated  beneficiary" refers to a natural person designated by such owner as
a  beneficiary  and to whom  ownership of the policy  passes by reason of death.
However, if the owner's "designated  beneficiary" is the surviving spouse of the
deceased owner, the policy may be continued with the surviving spouse as the new
owner.

         The  non-qualified  policies  contain  provisions which are intended to
comply  with  the  requirements  of  Section  72(s)  of the  Code,  although  no
regulations interpreting these requirements have yet been issued. All provisions
in the policy will be  interpreted  to maintain such tax  qualification.  We may
make changes in order to maintain this qualification or to conform the policy to
any applicable  changes in the tax qualification  requirements.  We will provide
you with a copy of any changes made to the policy.

Possible Changes in Taxation

         In past years,  legislation has been proposed that would have adversely
modified  the  federal  taxation of certain  annuities.  For  example,  one such
proposal  would have changed the tax treatment of  non-qualified  annuities that
did not have "substantial life contingencies" by taxing income as it is credited
to the  annuity.  Although  as of the date of this  prospectus  Congress  is not
actively considering any legislation regarding the taxation of annuities,  there
is always the  possibility  that the tax treatment of annuities  could change by
legislation or other means (such as IRS regulations,  revenue rulings,  judicial
decisions,  etc.).  Moreover,  it is also  possible  that  any  change  could be
retroactive (that is, effective prior to the date of the change).

Other Tax Consequences

         As noted above,  the  foregoing  discussion  of the federal  income tax
consequences  is not  exhaustive  and special rules are provided with respect to
other tax  situations  not discussed in this  prospectus.  Further,  the federal
income tax consequences discussed herein reflect Transamerica's understanding of
current law and the law may change. Federal estate and gift tax consequences and
state and local estate, inheritance,  and other tax consequences of ownership or
receipt of distributions under the policy depend on the individual circumstances
of each owner or recipient of the  distribution.  A competent tax adviser should
be consulted for further information.

PERFORMANCE DATA

         From time to time, Transamerica may advertise yields and average annual
total  returns for the  variable  sub-accounts.  In addition,  Transamerica  may
advertise the effective  yield of the money market variable  sub-account.  These
figures will be based on historical information and are not intended to indicate
future performance.

         The  yield of the  money  market  variable  sub-account  refers  to the
annualized income generated by an investment in that variable sub-account over a
specified  seven-day period. The yield is calculated by assuming that the income
generated for that seven-day  period is generated  each seven-day  period over a
52-week  period and is shown as a percentage  of the  investment.  The effective
yield is  calculated  similarly  but, when  annualized,  the income earned by an
investment  in that  variable  sub-account  is  assumed  to be  reinvested.  The
effective  yield  will  be  slightly  higher  than  the  yield  because  of  the
compounding effect of this assumed reinvestment.

         The  yield of a  variable  sub-account  (other  than the  money  market
variable sub-account) refers to the annualized income generated by an investment
in the variable  sub-account over a specified  thirty-day  period.  The yield is
calculated by assuming that the income  generated by the investment  during that
thirty-day period is generated each thirty-day period over a twelve-month period
and is shown as a percentage of the investment.

         The yield  calculations  do not  reflect  the effect of any  contingent
deferred  sales  load  or  premium  tax  charges  that  may be  applicable  to a
particular  policy.  To the extent that the  contingent  deferred  sales load or
premium tax charges are  applicable  to a particular  policy,  the yield of that
policy will be reduced.  For additional  information  regarding yields and total
returns, please refer to the Statement of Additional Information.

         The average  annual  total return of a variable  sub-account  refers to
return  quotations  assuming  an  investment  has  been  held  in  the  variable
sub-account for various periods of time including,  but not limited to, a period
measured from the date the variable  sub-account  commenced  operations.  When a
variable sub-account has been in operation for 1, 5, and 10 years, respectively,
the average annual total return for these periods will be provided.  The average
annual total return  quotations  will  represent the average  annual  compounded
rates of  return  that  would  equate  an  initial  investment  of $1,000 to the
redemption  value of that investment  (including the deduction of any applicable
contingent  deferred  sales load but  excluding  deduction  of any  premium  tax
charges)  as of the last  day of each of the  periods  for  which  total  return
quotations are provided.

         Performance  information for any variable sub-account reflects only the
performance of a hypothetical  policy under which policy value is allocated to a
variable  sub-account  during a particular time period on which the calculations
are  based.  Performance  information  should  be  considered  in  light  of the
investment  objectives  and policies and  characteristics  of the  portfolios in
which the variable  sub-account  invests,  and the market  conditions during the
given time period,  and should not be considered as a representation of what may
be achieved in the future.  For a  description  of the methods used to determine
yield and total returns, see the Statement of Additional Information.

         Reports and promotional  literature may also contain other  information
including (1) the ranking of any variable  sub-account  derived from rankings of
variable  annuity  separate  accounts or their  investment  products  tracked by
Lipper  Analytical  Services,  Inc.,  VARDS,  IBC/Donoghue's  Money Fund Report,
Financial Planning  Magazine,  Money Magazine,  Bank Rate Monitor,  Standard and
Poor's  Indices,  Dow  Jones  Industrial  Average,  and other  rating  services,
companies,  publications,  or other persons who rank separate  accounts or other
investment products on overall performance or other criteria, and (2) the effect
of tax deferred  compounding  on variable  sub-account  investment  returns,  or
returns in general,  which may be illustrated by graphs,  charts,  or otherwise,
and which may include a  comparison,  at various  points in time,  of the return
from an investment in a policy (or returns in general) on a  tax-deferred  basis
(assuming one or more tax rates) with the return on a currently  taxable  basis.
Other ranking services and indices may be used.

         In its advertisements  and sales literature,  Transamerica may discuss,
and may illustrate by graphs,  charts, or otherwise,  the implications of longer
life  expectancy  for retirement  planning,  the tax and other  consequences  of
long-term  investment in the policy, the effects of the policy's lifetime payout
options,  and the operation of certain special investment features of the policy
- -- such as the dollar cost averaging option. Transamerica may explain and depict
in charts, or other graphics, the effects of certain investment strategies, such
as allocating  premiums  between the fixed  account and a variable  sub-account.
Transamerica  may also  discuss  the Social  Security  system and its  projected
payout levels and retirement  plans  generally,  using graphs,  charts and other
illustrations.

         Transamerica  may from time to time also disclose  average annual total
return in non-standard formats and cumulative  (non-annualized) total return for
the variable  sub-accounts.  The  non-standard  average  annual total return and
cumulative  total return will assume that no contingent  deferred  sales load is
applicable.  Transamerica  may from time to time also disclose  yield,  standard
total  returns,   and  non-standard  total  returns  for  any  or  all  variable
sub-accounts.

         All  non-standard  performance  data  will  only  be  disclosed  if the
standard  performance  data  is  also  disclosed.   For  additional  information
regarding  the  calculation  of  other  performance  data,  please  refer to the
Statement of Additional Information.

         Transamerica  may also advertise  performance  figures for the variable
sub-accounts  based  on the  performance  of a  portfolio  prior to the time the
variable account commenced operations.

PREPARING FOR YEAR 2000

                  As a result of computer  systems that may  recognize a date of
12/31/00  as the year 1900 rather  than the year 2000,  disruptions  of business
activities may occur with the year 2000. In response,  Transamerica  established
in 1997 a "Y2K" committee to address this issue.  With regard to the systems and
software which administer and affect the contracts,  Transamerica has determined
that  is own  internal  systems  will  be  Year  2000  compliant.  Additionally,
Transamerica  requires  any  third  party  vendor  which  supplies  software  or
administrative services to Transamerica in connection with the administration of
the  contracts,  to certify  that the  software  or  services  will be Year 2000
compliant.  In  determining  the  variable  accumulation  unit  values  for each
variable sub-account, Transamerica is reliant upon information received from the
portfolios and is confirming  that Year 2000 issues will not interfere with this
flow of information.  As of the date of this  prospectus,  it is not anticipated
that contract owners will experience negative effects on their investment, or on
the services  received in connection with their  contracts,  as a result of Year
2000 issues. However, especially when taking into account interaction with other
systems,  it is  difficult  to  predict  with  precision  that  there will be no
disruption of service connection with the year 2000.

LEGAL PROCEEDINGS

         There is no pending,  material legal proceeding  affecting the variable
account.  Transamerica is involved in various kinds of routine litigation which,
in  management's  judgment,  are not of material  importance  to  Transamerica's
assets or to the variable account.

LEGAL MATTERS

         The organization of Transamerica, its authority to issue the policy and
the  validity  of the  form of the  policy  have  been  passed  upon by David M.
Goldstein, Counsel to Transamerica.

FINANCIAL STATEMENTS

         The financial statements of Transamerica for each of the three years in
the period  ended  December  31,  1997,  have been audited by Ernst & Young LLP,
Independent Auditors, 515 South Flower Street, Los Angeles, California 90071, as
set forth in their reports appearing in the Statement of Additional Information,
and are included in reliance  upon such reports given upon the authority of such
firm as experts  in  accounting  and  auditing.  There are no audited  financial
statements for the variable account since it had not commenced  operations as of
the date of this prospectus.

VOTING RIGHTS

         To the extent required by applicable law, all portfolio  shares held in
the  variable  account  will be voted by  Transamerica  at regular  and  special
shareholder meetings of the respective portfolio in accordance with instructions
received from persons  having  voting  interests in the  corresponding  variable
sub-account.  If, however,  the 1940 Act or any regulation  thereunder should be
amended,  or  if  the  present  interpretation  thereof  should  change,  or  if
Transamerica  determines that it is allowed to vote all portfolio  shares in its
own right, Transamerica may elect to do so.

         The person with the voting  interest is the owner.  The number of votes
which are available to an owner will be calculated  separately for each variable
sub-account. Before the annuity date, that number will be determined by applying
his or her percentage interest,  if any, in a particular variable sub-account to
the total number of votes attributable to that variable  sub-account.  The owner
holds a voting  interest in each variable  sub-account to which the policy value
is  allocated.  After  the  annuity  date,  the  number  of votes  decreases  as
settlement option payments are made and as the reserves for the policy decrease.

         The number of votes of a portfolio  will be  determined  as of the date
coinciding  with  the  date   established  by  that  portfolio  for  determining
shareholders  eligible  to  vote  at  the  meeting  of  the  portfolios.  Voting
instructions will be solicited by written communication prior to such meeting in
accordance with procedures established by the respective portfolios.

         Shares as to which no timely  instructions are received and shares held
by Transamerica as to which owners have no beneficial  interest will be voted in
proportion  to the voting  instructions  which are received  with respect to all
policies  participating  in the variable  sub-account.  Voting  instructions  to
abstain on any item to be voted upon will be applied on a pro rata basis.

         Each  person  or  entity  having  a  voting   interest  in  a  variable
sub-account will receive proxy material,  reports and other material relating to
the appropriate portfolio.

         It should be noted that generally the portfolios are not required,  and
do not intend, to hold annual or other regular meetings of shareholders.

AVAILABLE INFORMATION

         Transamerica  has filed a  registration  statement  (the  "Registration
Statement")  with the  Securities  and  Exchange  Commission  under the 1933 Act
relating to the policy  offered by this  prospectus.  This  prospectus  has been
filed as a part of the  Registration  Statement  and does not contain all of the
information set forth in the Registration  Statement and exhibits  thereto,  and
reference is hereby made to such Registration Statement and exhibits for further
information  relating to Transamerica  and the policy.  Statements  contained in
this  prospectus,  as to the content of the policy and other legal  instruments,
are summaries. For a complete statement of the terms thereof,  reference is made
to the  instruments  filed  as  exhibits  to  the  Registration  Statement.  The
Registration  Statement and the exhibits  thereto may be inspected and copied at
the office of the  Commission,  located at 450 Fifth Street,  N.W.,  Washington,
D.C.



<PAGE>


STATEMENT OF ADDITIONAL INFORMATION

         A Statement of Additional  Information is available which contains more
details concerning the subjects  discussed in this prospectus.  The following is
the Table of Contents for that Statement:
<TABLE>
<CAPTION>

TABLE OF CONTENTS                                                                                              Page

<S>                                                                                                              <C>
THE POLICY .......................................................................................................3

NET INVESTMENT FACTOR.............................................................................................3

SETTLEMENT OPTION PAYMENTS........................................................................................3
         Variable Annuity Units and Payments.....................................................................3
         Variable Annuity Unit Value..............................................................................4
         Transfers After the Annuity Date ........................................................................4

GENERAL PROVISIONS ...............................................................................................4
         IRS Required Distributions...............................................................................4
         Non-Participating........................................................................................4
         Misstatement of Age or Sex ..............................................................................4
         Proof of Existence and Age ..............................................................................5
         Annuity Data.............................................................................................5
         Assignment...............................................................................................5
         Annual Report............................................................................................5
         Incontestability.........................................................................................5
         Entire Policy............................................................................................5
         Changes in the Policy....................................................................................5
         Protection of Benefits...................................................................................5
         Delay of Payments........................................................................................6
         Notices and Directions...................................................................................6

CALCULATION OF YIELDS AND TOTAL RETURNS...........................................................................6
         Money Market Sub-Account Yield Calculation...............................................................6
         Other Sub-Account Yield Calculations.....................................................................7
         Standard Total Return Calculations.......................................................................8
         Adjusted Historical Portfolio Performance Data...........................................................8
         Other Performance Data...................................................................................8

HISTORIC PERFORMANCE DATA.........................................................................................9
         General Limitations......................................................................................9
         Adjusted Historical Sub-Account Performance Data.........................................................9

DISTRIBUTION OF THE POLICY.......................................................................................15

SAFEKEEPING OF VARIABLE ACCOUNT ASSETS...........................................................................15

STATE REGULATION.................................................................................................15

RECORDS AND REPORTS..............................................................................................15

FINANCIAL STATEMENTS.............................................................................................16

APPENDIX - Accumulation Transfer Formula.........................................................................17
</TABLE>

<PAGE>



                                 STATEMENT OF ADDITIONAL INFORMATION FOR
                                         TRANSAMERICA SERIES sm -
                                         TRANSAMERICA CLASSIC sm
                                             VARIABLE ANNUITY

                                                Issued By
                             Transamerica Life Insurance Company of New York

         This  statement  of  additional   information   expands  upon  subjects
discussed  in the July 2, 1998,  revised  January 1,  1999,  prospectus  for the
Transamerica  Classicsm  Variable Annuity ("policy") issued by Transamerica Life
Insurance Company of New York ("Transamerica") through Separate Account VA-6-NY.
The owner may obtain a free copy of the  prospectus by writing to:  Transamerica
Life Insurance  Company of New York,  Annuity  Service  Center,  401 North Tryon
Street,  Suite 700,  Charlotte,  North Carolina 28202 or calling (800) 420-7749.
Terms used in the current  prospectus for the policy are incorporated  into this
statement.




THIS STATEMENT OF ADDITIONAL  INFORMATION IS NOT A PROSPECTUS AND SHOULD BE READ
ONLY IN CONJUNCTION WITH THE PROSPECTUS FOR THE POLICY AND THE PORTFOLIOS.











                                  July 2, 1998, revised January 1, 1999


<PAGE>
<TABLE>
<CAPTION>


TABLE OF CONTENTS                                                                                              Page

<S>                                                                                                              <C>
THE POLICY .......................................................................................................3

NET INVESTMENT FACTOR.............................................................................................3

SETTLEMENT OPTION PAYMENTS........................................................................................3
         Variable Annuity Units and Payments.....................................................................3
         Variable Annuity Unit Value..............................................................................4
         Transfers After the Annuity Date ........................................................................4

GENERAL PROVISIONS ...............................................................................................4
         IRS Required Distributions...............................................................................4
         Non-Participating........................................................................................4
         Misstatement of Age or Sex ..............................................................................4
         Proof of Existence and Age ..............................................................................5
         Annuity Data.............................................................................................5
         Assignment...............................................................................................5
         Annual Report............................................................................................5
         Incontestability.........................................................................................5
         Entire Policy............................................................................................5
         Changes in the Policy....................................................................................5
         Protection of Benefits...................................................................................5
         Delay of Payments........................................................................................6
         Notices and Directions...................................................................................6

CALCULATION OF YIELDS AND TOTAL RETURNS...........................................................................6
         Money Market Sub-Account Yield Calculation...............................................................6
         Other Sub-Account Yield Calculations.....................................................................7
         Standard Total Return Calculations.......................................................................8
         Adjusted Historical Portfolio Performance Data...........................................................8
         Other Performance Data...................................................................................8

HISTORIC PERFORMANCE DATA.........................................................................................9
         General Limitations......................................................................................9
         Adjusted Historical Sub-Account Performance Data.........................................................9

DISTRIBUTION OF THE POLICY.......................................................................................15

SAFEKEEPING OF VARIABLE ACCOUNT ASSETS...........................................................................15

STATE REGULATION.................................................................................................15

RECORDS AND REPORTS..............................................................................................15

FINANCIAL STATEMENTS.............................................................................................16

APPENDIX - Accumulation Transfer Formula.........................................................................17
</TABLE>

<PAGE>


  THE POLICY

           The following pages provide  additional  information about the policy
which may be of interest to some owners.

NET INVESTMENT FACTOR

         For any sub-account of the variable account,  the net investment factor
for a valuation  period,  before the annuity date, is (a) divided by (b),  minus
(c) minus (d):

         Where (a) is:

         The net asset value per share held in the sub-account, as of the end of
         the  valuation  period;  plus the  per-share  amount of any dividend or
         capital  gain  distributions  if the  "ex-dividend"  date occurs in the
         valuation  period;  plus or  minus a  per-share  charge  or  credit  as
         Transamerica may determine,  as of the end of the valuation period, for
         taxes.

         Where (b) is:

         The net asset value per share held in the  sub-account as of the end of
         the last prior valuation period.

         Where (c) is:

         The daily charge of 0.00329%  (1.20%  annually)  for the  mortality and
         expense  risk charge  times the number of calendar  days in the current
         valuation period.

         Where (d) is:

         The daily  administrative  expense charge,  currently  0.000411% (0.15%
         annually)  times the number of calendar  days in the current  valuation
         period.  This  charge may be  increased,  but will not exceed  0.00096%
         (0.35% annually).

             A  valuation  day is  defined  as any day that  the New York  Stock
Exchange is open.

SETTLEMENT OPTION PAYMENTS The variable  settlement options provide for payments
that  fluctuate in dollar  amount,  based on the  investment  performance of the
selected variable sub-account(s).

Variable Annuity Units and Payments

         For the first  monthly  payment,  the number of variable  annuity units
credited in each variable  sub-account  will be determined by dividing:  (a) the
product of the  portion of the value to be applied to the  variable  sub-account
and the variable annuity purchase rate specified in the policy; by (b) the value
of one variable annuity unit in that sub-account on the annuity date.

         The amount of each  subsequent  variable  payment equals the product of
the  number of  variable  annuity  units in each  variable  sub-account  and the
variable  sub-account's  variable  annuity unit value as of the tenth day of the
month before the payment due date. The amount of each payment may vary.



Variable Annuity Unit Value

         The value of a variable  annuity unit in a variable  sub-account on any
valuation day is determined as described below.

         The net investment factor for the valuation period (for the appropriate
payment frequency) just ended is multiplied by the value of the variable annuity
unit for the  sub-account  on the preceding  valuation  day. The net  investment
factor  after the annuity  date is  calculated  in the same manner as before the
annuity date and then  multiplied  by an interest  factor.  The interest  factor
equals  (.999893)n  where n is the number of days since the preceding  valuation
day. This  compensates  for the 4% interest  assumption  built into the variable
annuity purchase rates. Transamerica may offer other assumed interest rates than
4%. The  appropriate  interest  factor  will be applied  to  compensate  for the
assumed interest rate.

Transfers After the Annuity Date

         After the annuity date, the owner may transfer  variable  annuity units
from one sub-account to another, subject to certain limitations. See "Transfers"
page 27 of the prospectus.  The dollar amount of each subsequent monthly annuity
payment after the transfer  must be determined  using the new number of variable
annuity units  multiplied by the variable  sub-account's  variable  annuity unit
value on the tenth day of the month preceding payment. Transamerica reserves the
right to change this day of the month.

         The formula used to determine a transfer  after the annuity date can be
found in the Appendix to this statement of additional information.

GENERAL PROVISIONS

IRS Required Distributions

         If any owner  under a  non-qualified  policy  dies  before  the  entire
interest in the policy is  distributed,  the value generally must be distributed
to the designated  beneficiary so that the policy  qualifies as an annuity under
the Code. (See "Federal Tax Matters" page 41 of the prospectus.)

Non-Participating

         The policy is  non-participating.  No  dividends  are  payable  and the
policy will not share in the profits or surplus earnings of Transamerica.

Misstatement of Age or Sex

         If the age or sex of the annuitant or any other measuring life has been
misstated in the  application,  the settlement  option payments under the policy
will be whatever the annuity  amount  applied on the annuity date would purchase
on the basis of the correct age or sex of the annuitant  and/or other  measuring
life. Any  overpayments or underpayments by Transamerica as a result of any such
misstatement  may be respectively  charged against or credited to the settlement
option  payment or payments to be made after the  correction so as to adjust for
such overpayment or underpayment.

Proof of Existence and Age

         Before  making any payment under the policy,  Transamerica  may require
proof of the  existence  and/or  proof of the age of the  annuitant or any other
measuring life, or any other  information  deemed  necessary in order to provide
benefits under the policy.

Annuity Data

         Transamerica  will  not be  liable  for  obligations  which  depend  on
receiving  information  from a payee or measuring life until such information is
received in a satisfactory form.

Assignment

         No assignment of a policy will be binding on  Transamerica  unless made
in writing and given to Transamerica at the Service Center.  Transamerica is not
responsible  for the  adequacy of any  assignment.  The  owner's  rights and the
interest of any annuitant or non-irrevocable  beneficiary will be subject to the
rights of any assignee of record.

Annual Report

         At least once each  policy year prior to the  annuity  date,  the owner
will  be  given  a  report  of the  current  account  value  allocated  to  each
sub-account of the variable account and the fixed account. This report will also
include any other information  required by law or regulation.  After the annuity
date, a confirmation will be provided with every variable annuity payment.

Incontestability

         Each policy is incontestable from the policy effective date.

Entire Policy

         Transamerica has issued the policy in  consideration  and acceptance of
the application and payment of the initial  premium.  All statements made by the
Owner are considered  representations and not warranties.  Transamerica will not
use any statement in defense of a claim unless it is made in the application and
a copy of the application is attached to the policy when issued.

Changes in the Policy

         Only two authorized officers of Transamerica, acting together, have the
authority to bind  Transamerica  or to make any change in the individual  policy
and then  only in  writing.  Transamerica  will not be bound by any  promise  or
representation made by any other persons.

         Transamerica may not change or amend the policy,  except as provided in
the policy,  without the Owner's  consent.  However,  Transamerica may change or
amend the  individual  policy if such change or amendment  is necessary  for the
individual policy to comply with any state or federal law, rule or regulation.

Protection of Benefits

         To the extent  permitted by law, no benefit  (including death benefits)
under the policy will be subject to any claim or process of law by any creditor.

Delay of Payments

         Payment of any cash  withdrawal,  lump sum death  benefit,  or variable
payment or transfer due from the  variable  account will occur within seven days
from the date the election becomes  effective,  except that  Transamerica may be
permitted to postpone such payment if: (1) the New York Stock Exchange is closed
for other than usual  weekends  or  holidays,  or  trading  on the  Exchange  is
otherwise  restricted;  or (2) an emergency  exists as defined by the Securities
and Exchange Commission (Commission), or the Commission requires that trading be
restricted; or (3) the Commission permits a delay for the protection of owners.

         In addition,  while it is our intention to process all  transfers  from
the  sub-accounts  immediately upon receipt of a transfer  request,  we have the
right to delay effecting a transfer from a variable  sub-account for up to seven
days, but only in certain limited  circumstances.  We may delay effecting such a
transfer  if there is a delay of payment  from an  affected  portfolio.  If this
happens,  then we will calculate the dollar value or number of units involved in
the  transfer  from a  variable  sub-account  on or as of the date we  receive a
transfer  request in an  acceptable  form and  manner,  but will not process the
transfer to the transferee  sub-account  until a later date during the seven-day
delay period when the portfolio underlying the transferring  sub-account obtains
liquidity to fund the transfer  request  through sales of portfolio  securities,
new  premiums,  transfers  by investors or  otherwise.  During this period,  the
amount transferred would not be invested in a variable sub-account.

         Transamerica may delay payment of any withdrawal from the fixed account
for a period of not more than six months after Transamerica receives the request
for such  withdrawal.  If  Transamerica  delays  payment  for more than 10 days,
Transamerica  will  pay  interest  on the  withdrawal  amount  up to the date of
payment. See "Cash Withdrawals" page 29 of the prospectus.

Notices and Directions

         Transamerica  will  not  be  bound  by  any  authorization,  direction,
election or notice  which is not  received  at the Service  Center in a form and
manner acceptable to Transamerica.

         Any written  notice  requirement by  Transamerica  to the owner will be
satisfied by our mailing of any such required  written  notice,  by  first-class
mail, to the owner's last known address as shown on our records.

CALCULATION OF YIELDS AND TOTAL RETURNS

Money Market Sub-Account Yield Calculation

         In accordance with regulations adopted by the Commission,  Transamerica
is required to compute the money market  sub-account's  current annualized yield
for a seven-day  period in a manner which does not take into  consideration  any
realized or  unrealized  gains or losses on shares of the money market series or
on its  portfolio  securities.  This  current  annualized  yield is  computed by
determining  the net change  (exclusive of realized gains and losses on the sale
of securities and unrealized  appreciation  and  depreciation) in the value of a
hypothetical  account  having  a  balance  of  one  unit  of  the  money  market
sub-account at the beginning of such seven-day period,  dividing such net change
in account  value by the value of the account at the  beginning of the period to
determine  the base period  return and  annualizing  this  quotient on a 365-day
basis.  The net change in account value  reflects the  deductions for the annual
account fee, the  mortality and expense risk charge and  administrative  expense
charges and income and  expenses  accrued  during the  period.  Because of these
deductions,  the yield for the money market  sub-account of the variable account
will be lower  than the  yield  for the money  market  series or any  comparable
substitute funding vehicle.

         The  Commission  also permits  Transamerica  to disclose the  effective
yield of the money market sub-account for the same seven-day period,  determined
on a compounded  basis.  The effective  yield is calculated by  compounding  the
unannualized base period return by adding one to the base period return, raising
the sum to a power  equal  to 365  divided  by 7, and  subtracting  one from the
result.

         The yield on amounts held in the money market sub-account normally will
fluctuate on a daily basis.  Therefore,  the disclosed  yield for any given past
period is not an  indication  or  representation  of  future  yields or rates of
return.  The money market  sub-account's  actual yield is affected by changes in
interest rates on money market  securities,  average  portfolio  maturity of the
money market  series or  substitute  funding  vehicle,  the types and quality of
portfolio  securities  held by the money  market  series or  substitute  funding
vehicle, and operating expenses.  In addition,  the yield figures do not reflect
the effect of any contingent  deferred sales load (of up to 6% of premiums) that
may be applicable to a policy.

Other Sub-Account Yield Calculations

         Transamerica  may from time to time  disclose  the  current  annualized
yield of one or more of the  variable  sub-accounts  (except  the  money  market
sub-account) for 30-day periods. The annualized yield of a sub-account refers to
the income generated by the sub-account over a specified 30-day period.  Because
this yield is annualized, the yield generated by a sub-account during the 30-day
period is assumed to be generated each 30-day  period.  The yield is computed by
dividing the net investment income per variable  accumulation unit earned during
the period by the price per unit on the last day of the period, according to the
following formula:

         YIELD    =        2[{a-b + 1}6 -  1]
                                 cd

         Where:

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

         Net  investment  income will be  determined  in  accordance  with rules
established by the Commission.  Accrued expenses will include all recurring fees
that are  charged to all  policies.  The yield  calculations  do not reflect the
effect  of any  contingent  deferred  sales  load  that may be  applicable  to a
particular  policy.  Contingent  deferred  sales load range from 6% to 0% of the
amount of  account  value  withdrawn  depending  on the  elapsed  time since the
receipt of each premium.

         Because of the charges and deductions  imposed by the variable account,
the yield for the sub-account will be lower than the yield for the corresponding
portfolio.  The yield on amounts held in the variable sub-accounts normally will
fluctuate over time. Therefore,  the disclosed yield for any given period is not
an  indication  or  representation  of  future  yields or rates of  return.  The
variable sub-account's actual yield will be affected by the types and quality of
portfolio securities held by the portfolio, and its operating expenses.

Standard Total Return Calculations

         Transamerica  may from time to time also disclose  average annual total
returns for one or more of the sub-accounts for various periods of time. Average
annual  total  return  quotations  are  computed by finding  the average  annual
compounded rates of return over one, five and ten year periods that would equate
the initial amount  invested to the ending  redeemable  value,  according to the
following formula:

         P{1 + T}n = ERV

         Where:
         P =               a hypothetical initial payment of $1,000
         T =               average annual total return
         n =               number of years
         ERV               = ending  redeemable  value of a hypothetical  $1,000
                           payment  made at the  beginning  of the one,  five or
                           ten-year  period  at the  end of the  one,  five,  or
                           ten-year  period  (or  fractional   portion  of  such
                           period).

         All recurring fees are recognized in the ending  redeemable  value. The
standard average annual total return calculations will reflect the effect of any
contingent deferred sales loads that may be applicable to a particular period.

Adjusted Historical Portfolio Performance Data

         Transamerica  may  also  disclose  "historic"  performance  data  for a
portfolio,  for periods before the variable  sub-account  commenced  operations.
Such performance  information will be calculated based on the performance of the
portfolio and the assumption  that the sub-account was in existence for the same
periods as those  indicated for the  portfolio,  with a level of policy  charges
currently in effect.

         This type of adjusted  historical  performance data may be disclosed on
both an  average  annual  total  return and a  cumulative  total  return  basis.
Moreover, it may be disclosed assuming that the policy is not surrendered (i.e.,
with no deduction for the contingent  deferred sales load) and assuming that the
policy is surrendered at the end of the  applicable  period (i.e.,  reflecting a
deduction for any applicable contingent deferred sales load).

Other Performance Data

         Transamerica  may from time to time also disclose  average annual total
returns in a  non-standard  format in  conjunction  with the standard  described
above. The  non-standard  format will be identical to the standard format except
that the contingent deferred sales load percentage will be assumed to be 0%.

         Transamerica  may from  time to time  also  disclose  cumulative  total
returns in conjunction  with the standard format described above. The cumulative
returns  will be  calculated  using  the  following  formula  assuming  that the
contingent deferred sales load percentage will be 0%.


<PAGE>


         CTR = {ERV/P} -  1

         Where:
         CTR               = the  cumulative  total  return  net of  sub-account
                           recurring charges for the period.
         ERV               = ending  redeemable  value of a hypothetical  $1,000
                           payment  at  the  beginning  of  the  one,  five,  or
                           ten-year  period  at the  end of the  one,  five,  or
                           ten-year   period  (or  fractional   portion  of  the
                           period).
         P =               a hypothetical initial payment of $1,000.

         All  non-standard  performance  data  will  be  advertised  only if the
standard performance data is also disclosed.

HISTORIC PERFORMANCE DATA

         General Limitations

         The figures below represent past  performance and are not indicative of
future  performance.  The figures  may  reflect the waiver of advisory  fees and
reimbursement of other expenses which may not continue in the future.

         Portfolio information,  including historical daily net asset values and
capital  gains and dividends  distributions  regarding  each  portfolio has been
provided by that portfolio. The adjusted historical sub-account performance data
is derived from the data provided by the portfolios.  Transamerica has no reason
to doubt the accuracy of the figures  provided by the  portfolios.  Transamerica
has not verified these figures.

Adjusted Historical Sub-Account Performance Data

         The  charts  below  show  adjusted  historical   performance  data  for
sub-accounts for the periods, prior to the inception of the sub-accounts,  based
on the performance of the  corresponding  portfolios since their inception date,
with a level of charges equal to those  currently  assessed  under the policies.
These  figures  are  not  an  indication  of  the  future   performance  of  the
sub-accounts.

         The  dates  next  to  each  sub-account  name  indicates  the  date  of
commencement of operation of the corresponding  portfolio.  The Transamerica VIF
Money Market Portfolio and sub-account did not commence operations until January
1998; the Transamerica VIF Aggressive Growth,  Balanced, Small Company and Value
Portfolios and sub-accounts had not commenced  operations as of the date of this
prospectus and Statement of Additional Information. Hence, there is no actual or
adjusted historical performance data for these sub-accounts.

Notes:

1. On September 16, 1994, an investment  company which had commenced  operations
on August 1, 1988, called Quest for Value  Accumulation  Trust (the "Old Trust")
at which time the Present Trust  commenced  operations.  The total net assets of
the Small Cap Portfolio  immediately  after the transaction were $139,812,573 in
the Old Trust and  $8,129,274  in the  Present  Trust.  For the period  prior to
September 16, 1994, the  performance  figures for the Small Cap Portfolio of the
Present  Trust  reflect the  performance  of the Small Cap  Portfolio of the Old
Trust.

2. The Growth  Portfolio of the Transamerica  Variable  Insurance Fund, Inc., is
the  successor  to  Separate  Account  Fund C of  Transamerica  Occidental  Life
Insurance Company, a management  investment company funding variable  annuities,
through a reorganization on November 1, 1996. Accordingly,  the performance data
for  the  Transamerica  VIF  Growth  Portfolio   includes   performance  of  its
predecessor.

3. On September 16, 1994, an investment  company which had commenced  operations
on August 1, 1988, called Quest for Value  Accumulation  Trust (the "Old Trust")
was  effectively  divided  into two  investment  funds - The Old  Trust  and the
present  OCC  Accumulation  Trust  (the  "Present  Trust")  at the  time  of the
transaction  there was  $682,601,380  in the Old Trust  and  $51,345,102  in the
Present  Trust.  For the period prior to September  16,  1994,  the  performance
figures for the Managed  Portfolio of the Present Trust reflect the  performance
of the Managed Portfolio of the Old Trust.


                               Adjusted Historical Performance Data Charts

1.        Average Annual Total Returns - Assuming surrender


2.        Average Annual Total Returns - Assuming no surrender


3.        Cumulative Returns - Assuming surrender


4.        Cumulative Returns - Assuming no surrender


<PAGE>
<TABLE>
<CAPTION>


1.       Average Annual Total Returns - Assuming surrender
         Average  annual  total  returns  for  periods  since  inception  of the
portfolio, including adjusted historical performance for each sub-account are as
follows.  These  figures  include  mortality  and expenses  charges of 1.20% per
annum,  administrative expenses charge of 0.15% per annum, an account fee of $30
per annum  adjusted  for  average  account  size and the  applicable  contingent
deferred sales load (maximum of 6% of purchase payments).

- --------------------------------- -------------- --------------- ---------------- --------------- --------------------
          SUB-ACCOUNT                For the        For the      For the 5-year      For the        For the period
     (date of commencement           1-year      3-year period    period ending      10-year       from commencement
        of operation of           period ending      ending         12/31/97      period ending      of portfolio
    corresponding portfolio)        12/31/97        12/31/97                         12/31/97        operations to
                                                                                                       12/31/97
- --------------------------------- -------------- --------------- ---------------- --------------- --------------------
<S>                                  <C>             <C>             <C>                                <C>   
Alger American Income & Growth       30.76%          27.39%          15.49%            N/A              12.19%
(11/14/88)
- --------------------------------- -------------- --------------- ---------------- --------------- --------------------
Alliance VPF Growth & Income         22.85%          26.93%          17.25%            N/A              13.57%
(1/14/91)
- --------------------------------- -------------- --------------- ---------------- --------------- --------------------
Alliance VPF Premier Growth          28.03%          30.93%          19.02%            N/A              19.73%
(6/26/92)
- --------------------------------- -------------- --------------- ---------------- --------------- --------------------
Dreyfus VIF Capital                  21.44%          26.29%            N/A             N/A              18.05%
Appreciation (4/5/93)
- --------------------------------- -------------- --------------- ---------------- --------------- --------------------
Dreyfus VIF Small Cap (8/30/90)      11.81%          18.47%          24.26%            N/A              41.94%
- --------------------------------- -------------- --------------- ---------------- --------------- --------------------
Janus Aspen Balanced (9/12/93)       15.81%          18.17%            N/A             N/A              14.11%
- --------------------------------- -------------- --------------- ---------------- --------------- --------------------
Janus Aspen Worldwide Growth         16.23%          23.30%            N/A             N/A              20.61%
(9/12/93)
- --------------------------------- -------------- --------------- ---------------- --------------- --------------------
MFS VIT Emerging Growth              16.08%           N/A              N/A             N/A              20.09%
(7/23/95)
- --------------------------------- -------------- --------------- ---------------- --------------- --------------------
MFS VIT Growth w/ Income             23.66%           N/A              N/A             N/A              24.28%
(10/5/95)
- --------------------------------- -------------- --------------- ---------------- --------------- --------------------
MFS VIT Research (7/25/95)           14.36%           N/A              N/A             N/A              18.98%
- --------------------------------- -------------- --------------- ---------------- --------------- --------------------
Morgan Stanley UF Fixed Income        2.99%           N/A              N/A             N/A               3.00%
(1/1/97)
- --------------------------------- -------------- --------------- ---------------- --------------- --------------------
Morgan Stanley UF High Yield          6.53%           N/A              N/A             N/A               6.57%
(1/1/97)
- --------------------------------- -------------- --------------- ---------------- --------------- --------------------
Morgan Stanley UF International      -3.06%           N/A              N/A             N/A              -3.07%
Magnum (1/1/97)
- --------------------------------- -------------- --------------- ---------------- --------------- --------------------
OCC Accumulation Trust Managed       15.78%          26.98%          17.92%            N/A              18.64%
(7/31/88) (3)
- --------------------------------- -------------- --------------- ---------------- --------------- --------------------
OCC Accumulation Trust Small         16.10%          16.43%          12.63%            N/A              13.83%
Cap (7/31/88) (1)
- --------------------------------- -------------- --------------- ---------------- --------------- --------------------
Transamerica VIF Growth              44.91%          41.87%          29.69%           24.09%              N/A
(12/1/80) (2)
- --------------------------------- -------------- --------------- ---------------- --------------- --------------------
Transamerica VIF Money Market          N/A            N/A              N/A             N/A                N/A
(1/1/98)
- --------------------------------- -------------- --------------- ---------------- --------------- --------------------

2.       Average Annual Total Returns - Assuming no surrender
         Average  annual  total  returns  for  periods  since  inception  of the
portfolio, including adjusted historical performance for each sub-account are as
follows.  These  figures  include  mortality  and expenses  charges of 1.20% per
annum,  administrative  expenses charge of 0.15% per annum and an account fee of
$30 per  annum  adjusted  for  average  account  size,  but do not  reflect  any
applicable contingent deferred sales load (maximum of 6% of purchase payments).

- --------------------------------- -------------- ---------------- ------------- ---------------- --------------------
                                                                                                   For the period
          SUB-ACCOUNT                For the         For the        For the         For the       from commencement
    (date of commencement of         1-year       3-year period      5-year         10-year         of portfolio
          operation of            period ending  ending 12/31/97     period      period ending      operations to
    corresponding portfolio)        12/31/97                         ending        12/31/97           12/31/97
                                                                    12/31/97
- --------------------------------- -------------- ---------------- ------------- ---------------- --------------------
Alger American Income & Growth       36.16%          28.31%          15.89%           N/A              12.19%
(11/14/88)
- --------------------------------- -------------- ---------------- ------------- ---------------- --------------------
Alliance VPF Growth & Income         28.25%          27.86%          17.63%           N/A              13.69%
(1/14/91)
- --------------------------------- -------------- ---------------- ------------- ---------------- --------------------
Alliance VPF Premier Growth          33.43%          31.80%           N/A             N/A              20.02%
(6/26/92)
- --------------------------------- -------------- ---------------- ------------- ---------------- --------------------
Dreyfus VIF Capital                  26.84%          27.22%           N/A             N/A              18.46%
Appreciation (4/5/93)
- --------------------------------- -------------- ---------------- ------------- ---------------- --------------------
Dreyfus VIF Small Cap (8/30/90)      17.21%          19.53%          24.56%           N/A              41.94%
- --------------------------------- -------------- ---------------- ------------- ---------------- --------------------
Janus Aspen Balanced (9/12/93)       21.21%          19.23%           N/A             N/A              14.65%
- --------------------------------- -------------- ---------------- ------------- ---------------- --------------------
Janus Aspen Worldwide Growth         21.63%          24.28%           N/A             N/A              21.17%
(9/12/93)
- --------------------------------- -------------- ---------------- ------------- ---------------- --------------------
MFS VIT Emerging Growth              21.48%            N/A            N/A             N/A              21.77%
(7/23/95)
- --------------------------------- -------------- ---------------- ------------- ---------------- --------------------
MFS VIT Growth w/ Income             29.06%            N/A            N/A             N/A              25.81%
(10/8/95)
- --------------------------------- -------------- ---------------- ------------- ---------------- --------------------
MFS VIT Research (7/25/95)           19.76%            N/A            N/A             N/A              20.41%
- --------------------------------- -------------- ---------------- ------------- ---------------- --------------------
Morgan Stanley UF Fixed Income        8.39%            N/A            N/A             N/A               8.44%
(1/1/97)
- --------------------------------- -------------- ---------------- ------------- ---------------- --------------------
Morgan Stanley UF High Yield         11.93%            N/A            N/A             N/A              12.00%
(1/1/97)
- --------------------------------- -------------- ---------------- ------------- ---------------- --------------------
Morgan Stanley UF International       2.34%            N/A            N/A             N/A               2.36%
Magnum (1/1/97)
- --------------------------------- -------------- ---------------- ------------- ---------------- --------------------
OCC Accumulation Trust Managed       21.18%          27.91%          18.29%           N/A              18.64%
(7/31/88) (3)
- --------------------------------- -------------- ---------------- ------------- ---------------- --------------------
OCC Accumulation Trust Small         21.50%          17.53%          13.08%           N/A              13.83%
Cap (7/31/88) (1)
- --------------------------------- -------------- ---------------- ------------- ---------------- --------------------
Transamerica VIF Growth              50.31%          42.61%          29.95%         24.09%               N/A
(12/1/80) (2)
- --------------------------------- -------------- ---------------- ------------- ---------------- --------------------
Transamerica VIF Money Market          N/A             N/A            N/A             N/A                N/A
(1/1/98)
- --------------------------------- -------------- ---------------- ------------- ---------------- --------------------

3.       Cumulative Returns - Assuming surrender
         Adjusted   historical   cumulative  total  returns  for  periods  since
inception of the portfolio for each  sub-account  are as follows.  These figures
include  mortality  and  expenses  charges  of 1.20% per  annum,  administrative
expenses charge of 0.15% per annum, an account fee of $30 per annum adjusted for
average account size and the applicable  contingent deferred sales load (maximum
of 6% of purchase payments).

- -------------------------------- ------------- ---------------- -------------- ----------------- -------------------
                                                                                                   For the period
                                   For the         For the         For the                       from commencement
          SUB-ACCOUNT               1-year      3-year period      5-year          For the          of portfolio
    (date of commencement of        period     ending 12/31/97     period       10-year period     operations to
         operation of               ending                         ending      ending 12/31/97        12/31/97
   corresponding portfolio)        12/31/97                       12/31/97
- -------------------------------- ------------- ---------------- -------------- ----------------- -------------------
- --------------------------------------------------------------------------------------------------------------------
Alger American Income & Growth     30.76%         106.75%         105.43%            N/A              185.94%
(11/14/88)
- --------------------------------------------------------------------------------------------------------------------
Alliance VPF Growth & Income       22.85%         104.51%         121.60%            N/A              142.60%
(1/14/91)
- --------------------------------------------------------------------------------------------------------------------
Alliance VPF Premier Growth        28.03%         124.45%           N/A              N/A              170.07%
(6/26/92)
- --------------------------------------------------------------------------------------------------------------------
Dreyfus VIF Capital                21.44%         101.41%           N/A              N/A              117.34%
Appreciation (4/5/93)
- --------------------------------------------------------------------------------------------------------------------
Dreyfus VIF Small Cap (8/30/90)    11.81%          66.26%         196.23%            N/A             1207.41%
- --------------------------------------------------------------------------------------------------------------------
Janus Aspen Balanced (9/12/93)     15.81%          65.01%           N/A              NA/              76.45%
- --------------------------------------------------------------------------------------------------------------------
Janus Aspen Worldwide Growth       16.23%          87.45%           N/A              N/A              123.91%
(9/12/93)
- --------------------------------------------------------------------------------------------------------------------
MFS VIT Emerging Growth            16.08%           N/A             N/A              NA/              56.35%
(7/23/95)
- --------------------------------------------------------------------------------------------------------------------
MFS VIT Growth w/ Income           23.66%           N/A             N/A              N/A              62.38%
(10/8/95)
- --------------------------------------------------------------------------------------------------------------------
MFS VIT Research (7/25/95)         14.36%           N/A             N/A              N/A              52.70%
- --------------------------------------------------------------------------------------------------------------------
Morgan Stanley UF Fixed Income      2.99%           N/A             N/A              N/A               2.99%
(1/1/97)
- --------------------------------------------------------------------------------------------------------------------
Morgan Stanley UF High Yield        6.53%           N/A             N/A              N/A               6.53%
(1/1/97)
- --------------------------------------------------------------------------------------------------------------------
Morgan Stanley UF                  -3.06%           N/A             N/A              N/A              -3.06%
International Magnum (1/1/97)
- --------------------------------------------------------------------------------------------------------------------
OCC Accumulation Trust Managed     15.78%         104.76%         127.97%            N/A              400.31%
(7/31/88) (3)
- --------------------------------------------------------------------------------------------------------------------
OCC Accumulation Trust Small       16.10%          57.83%          81.28%            N/A              239.00%
Cap (7/31/88) (1)
- --------------------------------------------------------------------------------------------------------------------
Transamerica VIF Growth            44.91%         185.53%         266.95%          765.61%             N/A%
(12/1/80) (2)
- --------------------------------------------------------------------------------------------------------------------
Transamerica VIF Money Market        N/A            N/A             N/A              N/A                N/A
(1/1/98)
- --------------------------------------------------------------------------------------------------------------------

4.       Cumulative Returns - Assuming no surrender
         Adjusted   historical   cumulative  total  returns  for  periods  since
inception of the portfolio  for each  sub-account  are as follow.  These figures
include  mortality  and  expenses  charges  of 1.20% per  annum,  administrative
expenses  charge of 0.15% per annum and an account fee of $30 per annum adjusted
for average account size but do not reflect any applicable  contingent  deferred
sales load (maximum of 6% of purchase payments).

- -------------------------------- ------------- ---------------- --------------- --------------- --------------------
          SUB-ACCOUNT              For the         For the         For the         For the        For the period
   (date of commencement of         1-year      3-year period   5-year period      10-year       from commencement
         operation of               period     ending 12/31/97      ending      period ending      of portfolio
   corresponding portfolio)         ending                         12/31/97        12/31/97        operations to
                                   12/31/97                                                          12/31/97
- -------------------------------- ------------- ---------------- --------------- --------------- --------------------
- --------------------------------------------------------------------------------------------------------------------
Alger American Income & Growth     36.16%         111.25%          109.03%           N/A             185.94%
(11/14/88)
- --------------------------------------------------------------------------------------------------------------------
Alliance VPF Growth & Income       28.25%         109.01%          125.20%           N/A             144.40%
(1/14/91)
- --------------------------------------------------------------------------------------------------------------------
Alliance VPF Premier Growth        33.43%         128.95%            N/A             N/A             173.67%
(6/26/92)
- --------------------------------------------------------------------------------------------------------------------
Dreyfus VIF Capital                26.84%         105.91%            N/A             N/A             120.94%
Appreciation (4/5/93)
- --------------------------------------------------------------------------------------------------------------------
Dreyfus VIF Small Cap (8/30/90)    17.21%          70.76%          199.83%           N/A             1207.41%
- --------------------------------------------------------------------------------------------------------------------
Janus Aspen Balanced (9/12/93)     21.21%          69.51%            N/A             N/A              80.05%
- --------------------------------------------------------------------------------------------------------------------
Janus Aspen Worldwide Growth       21.63%          91.95%            N/A             N/A             128.41%
(9/12/93)
- --------------------------------------------------------------------------------------------------------------------
MFS VIT Emerging Growth            21.48%           N/A              N/A             N/A              61.75%
(7/23/95)
- --------------------------------------------------------------------------------------------------------------------
MFS VIT Growth w/ Income           29.06%           N/A              N/A             N/A              66.88%
(10/8/95)
- --------------------------------------------------------------------------------------------------------------------
MFS VIT Research (7/25/95)         19.76%           N/A              N/A             N/A              57.20%
- --------------------------------------------------------------------------------------------------------------------
Morgan Stanley UF Fixed Income      8.39%           N/A              N/A             N/A              8.39%
(1/1/97)
- --------------------------------------------------------------------------------------------------------------------
Morgan Stanley UF High Yield       11.93%           N/A              N/A             N/A              11.93%
(1/1/97)
- --------------------------------------------------------------------------------------------------------------------
Morgan Stanley UF                   2.34%           N/A              N/A             N/A              2.34%
International Magnum (1/1/97)
- --------------------------------------------------------------------------------------------------------------------
OCC Accumulation Trust Managed     21.18%         109.26%          131.57%           N/A             400.31%
(7/31/88) (3)
- --------------------------------------------------------------------------------------------------------------------
OCC Accumulation Trust Small       21.50%          62.33%          84.88%            N/A             239.00%
Cap (7/31/88) (1)
- --------------------------------------------------------------------------------------------------------------------
Transamerica VIF Growth            50.31%         190.03%          270.55%         765.61%             N/A
(12/1/80) (2)
- --------------------------------------------------------------------------------------------------------------------
Transamerica VIF Money Market        N/A            N/A              N/A             N/A               N/A
(1/1/98)
- --------------------------------------------------------------------------------------------------------------------
</TABLE>

DISTRIBUTION OF THE POLICY

         Transamerica   Securities  Sales  Corporation   ("TSSC")  is  principal
underwriter of the policies.  TSSC may also serve as principal  underwriter  and
distributor  of other policies  issued through the variable  account and certain
other separate accounts of Transamerica and any affiliated of Transamerica. TSSC
is  a  wholly  owned  subsidiary  of  Transamerica   Insurance   Corporation  of
California,  which  is  a  subsidiary  of  Transamerica  Corporation.   TSSC  is
registered  with  the  Commission  as a  broker-dealer  and is a  member  of the
National  Association of Securities  Dealers,  Inc. ("NASD").  Transamerica pays
TSSC for acting as the principal underwriter under a distribution agreement.

         TSSC has entered into sales  agreements  with other  broker-dealers  to
solicit applications for the policies through registered representatives who are
licensed to sell securities and variable  insurance  products.  These agreements
provide that  applications  for the  policies  may be  solicited  by  registered
representatives  of the  broker-dealers  appointed by  Transamerica  to sell its
variable  life  insurance  and  variable  annuities.  These  broker-dealers  are
registered  with the  Commission  and are  members of the NASD.  The  registered
representatives  are  authorized  under  applicable  state  regulations  to sell
variable life insurance and variable annuities.

         Under  the  agreements,  applications  for  policies  will  be  sold by
broker-dealers which will receive compensation as described in the Prospectus.

         The offering of the policies is expected to be continuous and TSSC does
not  anticipate  discontinuing  the  offering  of the  policies.  However,  TSSC
reserves the right to discontinue the offering of the policies.

         During  fiscal  year  1997,  no  commissions   were  paid  to  TSSC  as
underwriter of the policies;  no amounts were retained by TSSC.  Under the Sales
Agreement,  TSSC will pay  broker-dealers  compensation based on a percentage of
each  premium.  The  percentage  may be up to 5.75%  and in  certain  situations
additional amounts for marketing allowances,  production bonuses,  service fees,
sales awards and meetings, and asset based trailer commission may be paid.

SAFEKEEPING OF VARIABLE ACCOUNT ASSETS

         Title to assets of the variable  account is held by  Transamerica.  The
assets of the variable  account are kept  separate  and apart from  Transamerica
general account assets.  Records are maintained of all purchases and redemptions
of portfolio shares held by each of the sub-accounts.

STATE REGULATION

         Transamerica  is subject to the insurance  laws and  regulations of all
the states where it is licensed to operate.  The  availability of certain policy
rights  and  provisions  depends  on state  approval  and/or  filing  and review
processes.  Where  required  by state  law or  regulation,  the  policy  will be
modified accordingly.

RECORDS AND REPORTS

         All  records and  accounts  relating to the  variable  account  will be
maintained by Transamerica or by the Service  Center.  As presently  required by
the  provisions of the 1940 Act and  regulations  promulgated  thereunder  which
pertain to the variable account,  reports  containing such information as may be
required  under the 1940 Act or by other  applicable  law or regulation  will be
sent to owners semi-annually at their last known address of record.

FINANCIAL STATEMENTS

         Because the variable account has not yet commenced operations, there is
no financial statement for the variable account.

         The financial statements for Transamerica included in this statement of
additional  information  should be considered  only as bearing on the ability of
Transamerica  to meet its  obligations  under the  policies.  They should not be
considered  as  bearing  on the  investment  performance  of the  assets  in the
variable account.


<PAGE>


APPENDIX

         Accumulation Transfer Formula

Transfers  after the annuity date are  implemented  according  to the  following
formulas:

(1)  Determine  the  number  of  units  to  be  transferred  from  the  variable
sub-account as follows: = AT/AUV1

         (2) Determine the number of variable  accumulation  units  remaining in
         such variable sub-account (after the transfer):
         = UNIT1   AT/AUV1

         (3)  Determine  the  number  of  variable  accumulation  units  in  the
         transferee variable sub-account (after the transfer):
         = UNIT2 + AT/AUV2

         (4) Subsequent variable  accumulation payments will reflect the changes
         in variable  accumulation units in each variable  sub-account as of the
         next variable accumulation payment's due date.

         Where:

         (AUV1)  is  the  variable  accumulation  unit  value  of  the  variable
         sub-account  that the  transfer is being made from as of the end of the
         valuation period in which the transfer request was received.

         (AUV2)  is  the  variable  accumulation  unit  value  of  the  variable
         sub-account  that the  transfer  is being  made to as of the end of the
         valuation period in which the transfer request was received.

         (UNIT1) is the number of variable  accumulation  units in the  variable
         sub-account that the transfer is being made from, before the transfer.

         (UNIT2) is the number of variable  accumulation  units in the  variable
         sub-account that the transfer is being made to, before the transfer.

         (AT)  is  the  dollar  amount  being   transferred  from  the  variable
sub-account.





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