AMERICAN SKANDIA LIFE ASSURANCE CORP SEPARATE ACCOUNT F
S-6, 1997-10-17
Previous: AMERICAN SKANDIA LIFE ASSURANCE CORP SEPARATE ACCOUNT F, N-8B-2, 1997-10-17
Next: ACORN INVESTMENT TRUST, 497, 1997-10-20





                              Registration No. 33-

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-6

                FOR REGISTRATION UNDER THE SECURITIES ACT OF 1933
                     OF SECURITIES OF UNIT INVESTMENT TRUSTS
                            REGISTERED ON FORM N-8B-2

A.       Exact name of trust:
         American Skandia Life Assurance Corporation Separate Account F

B.       Name of depositor:
         American Skandia Life Assurance Corporation

C.       Complete address of depositor's principal executive offices:
         One Corporate Drive, Shelton, CT 06484

D.       Name and complete address of agent for service:
         Scott K. Richardson, Esq.
         American Skandia Life Assurance Corporation
         One Corporate Drive
         Shelton, CT  06484

         It  is  proposed  that  this  filing  will  become   effective   (check
         appropriate  box) 
         [ ] immediately upon filing pursuant to paragraph (b)
         [ ] on ____________  pursuant to paragraph (b) 
         [ ] 60 days after filing pursuant to paragraph (a)(1) 
         [ ] on ____________  pursuant to paragraph (a)(1) of rule (485) 
         [ ] this post-effective amendment designates a new effective date for 
         a previously filed post-effective amendment

E.       Title and  amount  of  securities  being  registered:  Modified  Single
         Premium Variable Life Insurance.
         The Registrant elects to register an indefinite number of securities by
         this  registration  statement in  accordance  with Rule 24f-2 under the
         Investment Company Act of 1940.

F.       Proposed  maximum  aggregate  offering  price  to  the  public  of  the
         securities being registered:

G.       Amount of filing fee:
         None

H.       Approximate date of proposed public offering
         As soon as practicable  after the effective  date of this  Registration
         Statement.

[ ] Check box if it is  proposed  that this  filing  will  become  effective  on
    ______________ at ____________ pursuant to Rule 487.

The Registrant hereby amends this Registration  Statement on such date as may be
necessary to delay its effective date until the Registrant  shall file a further
amendment  which  specifically  states that this  Registration  Statement  shall
thereafter  become  effective in accordance  with Section 8(a) of the Securities
Act of 1933 or until the  Registration  Statement shall become effective on such
date as the Commission, action pursuant to said Section 8(a), may determine.



                         RECONCILIATION AND TIE BETWEEN
                           FORM N-8B-2 AND PROSPECTUS


ITEM NO. OF
FORM N-8B-2                CAPTION IN PROSPECTUS

1.                          Face page

2.                          Face page

3.                          Not applicable

4.                          Distribution of this Offering

5.                          The Separate Account

6.                          The Separate Account

7.                          Not Applicable

8.                          Not Applicable

9.                          Legal Proceedings

10.                         Face page; Variable Investment Options; The Separate
                            Account;   Voting;   Modification  of  the  Separate
                            Account;   Additional  Tax  Considerations;   Loans;
                            Partial  Withdrawals;   Surrenders;   Transfers  and
                            Allocation Services; Safekeeping of the Assets

11.                         Face page; Variable Investment Options

12.                         Face page; Variable Investment Options

13.                         Costs;    Variable   Investment   Options;    Taxes;
                            Additional Tax Considerations

14.                         Buying a Policy - How do I buy a Policy?

15.                         Account Value and Cash Value;  Buying a Policy - How
                            and When is my Premium Invested?

16.                         Buying  a  Policy  - How  and  When  is  my  Premium
                            Invested? Variable Investment Options

17.                         Partial  Withdrawals;   Surrenders;   Reinstatement;
                            Account  Value  and Cash  Value;  Buying  a  Policy;
                            Pricing Transactions

18.                         Account  Value;  Variable  Investment  Options;  The
                            Separate Account; Safekeeping of the Assets

19.                         Reports

20.                         Voting; Safekeeping of the Assets

21.                         Loans

22.                         Not applicable

23.                         Safekeeping of the Assets

24.                         Not applicable

25.                         Regulation; The Insurance Company

26.                         Not applicable

27.                         The Insurance Company

28.                         Appendix C - Executive Officers and Directors

29.                         The Insurance Company

30.                         Not applicable

31.                         Not applicable

32.                         Not applicable

33.                         Not applicable

34.                         Not applicable

35.                         The Insurance Company; Regulation

36.                         Not applicable

37.                         Not applicable

38.                         Distribution of this Offering

39.                         Distribution of this Offering

40.                         Not applicable

41.                         The Insurance Company; Distribution of this Offering

42.                         Not applicable

43.                         Not applicable

44.                         Account Value and Cash Value; Pricing  Transactions;
                            Additional Tax Considerations; Net Investment Factor

45.                         Not applicable

46.                         Account Value and Cash Value; Pricing  Transactions;
                            Additional Tax Considerations; Net Investment Factor

47.                         Variable Investment Options; The Separate Account

48.                         Face Page; The Insurance Company

49.                         Not applicable

50.                         The Separate Account; Safekeeping of the Assets

51.                         Face Page;  The Insurance  Company;  Benefits at the
                            Insured's Death; Designations

52.                         Modification of the Separate Account

53.                         Additional Tax Considerations

54.                         Not applicable

55.                         Not applicable

56.                         Not applicable

57.                         Not applicable

58.                         Not applicable

59.                         Appendix D




This  Prospectus  describes a modified  single  premium  variable life insurance
policy being  offered by American  Skandia  Life  Assurance  Corporation  ("we,"
"our," "us," "American  Skandia," or "the Company"),  One Corporate Drive,  P.O.
Box 883, Shelton,  Connecticut,  06484. This policy may be offered as individual
coverage or as interest in a group policy.  This Prospectus  provides a detailed
discussion of matters you should consider before buying a Policy. This policy or
certain of its  investment  options may not be available  in all  jurisdictions.
Various rights and benefits may differ between  jurisdictions to meet applicable
law and/or  regulations.  This  Prospectus is made up of the  following  general
sections:  Cover  Page,  Table  of  Contents,  Definitions,  Description  of the
Offering,  Miscellaneous  Provisions and Additional  Details. On this cover page
and in the Description of the Offering  section,  we use a "question and answer"
format to assist you in understanding this offering.

         In summary,  what is American Skandia offering to me? We are offering a
type of cash value life  insurance  coverage.  This life  insurance  coverage is
called a  "modified  single  premium  variable  life  insurance  policy."  These
technical terms can be explained, as follows:

         (1) This coverage is life  insurance  because a death  benefit  becomes
payable to a beneficiary upon the death of the person insured.  It is cash value
life insurance because,  in addition to a death benefit, it also provides living
benefits for the owner, such as a right to take loans from us using the value of
the policy as collateral and the right to take withdrawals.

         (2) This coverage is called  modified  single premium because we do not
accept  any  premium  other than the first  unless we know about the  additional
premium during the  underwriting  period or an additional  amount is required to
keep the policy from being cancelled.

         (3) This  coverage is variable  because you can allocate all or part of
your premium to variable  investment  options that invest in  underlying  mutual
funds. The performance of these investment  options is not guaranteed.  You bear
the investment  risk if you allocate funds to these  investment  options because
the  benefits  that depend on the  investment  performance  of these  investment
options can decrease or increase.

         (4) This coverage allows you to allocate all or part of your premium to
a fixed  option  to which we  credit  interest.  The  return  on this  option is
guaranteed. We bear the investment risk if you allocate funds to this option.

         (5) We believe  this policy  will be treated as a  "modified  endowment
contract"  under the Internal  Revenue Code (the  "Code").  In general,  the tax
treatment of a modified endowment contract's death benefit is similar to that of
death  benefits under life  insurance  policies,  while the tax treatment of the
contract's  living  benefits  are  similar  to those of  living  benefits  under
deferred  annuities.  This means that in many circumstances the beneficiary owes
no Federal income tax on the death proceeds.  However,  most  distributions from
such a policy  while the  insured is alive,  including  loans,  withdrawals  and
surrender,  are taxable to the owner, like distributions from a deferred annuity
before annuity payments begin. This means that such  distributions are deemed to
come first from any gain in the policy.  Any gain is treated as ordinary  income
and may be  subject  to a 10% tax  penalty  if  taken  before  your  age 59 1/2.
Information  relating to the tax treatment of life insurance contracts which are
not modified endowment contracts appears in the section entitled "Additional Tax
Considerations".

         What are the  investment  options?  The  premium is  allocated  to your
choice of investment  options.  The variable  investment options are segments of
American  Skandia Life Assurance  Corporation  Separate Account F ("Account F").
Each segment in Account F invests  exclusively  in an underlying  mutual fund or
one portfolio of an underlying  mutual fund. As of the date of this  Prospectus,
the following  underlying mutual funds or portfolios of the following underlying
mutual funds are being offered: American Skandia Trust, The Alger American Fund,
Neuberger & Berman Advisers Management Trust and Montgomery Variable Series. The
available  portfolios of these  underlying  funds and the applicable  investment
management  fees and operating  expenses are listed on page [ ]. We also offer a
fixed  option that credits a fixed rate of interest.  Our  obligations  based on
allocations to the fixed option are supported by our general account, as are any
obligations  such as the portion of the death  benefit in excess of the policy's
account  value or any  fixed  settlement  options.  The  investment  manager  to
American  Skandia Trust,  as of the date of this  Prospectus,  is our affiliate,
American Skandia Investment Services, Incorporated.

Is there Federal  insurance for these policies?  Premiums for these policies are
not deposits or  obligations  of, or guaranteed or endorsed by, any bank or bank
subsidiary.  Neither  premiums  nor any  payments or benefits  pursuant to these
policies are insured by the Federal Deposit Insurance  Corporation,  the Federal
Reserve          Board,          or          any          other          agency.
- --------------------------------------------------------------------------------
THESE  SECURITIES  HAVE NOT BEEN APPROVED OR  DISAPPROVED  BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE COMMISSION OR
ANY STATE  SECURITIES  COMMISSION  PASSED UPON THE  ACCURACY OR ADEQUACY OF THIS
PROSPECTUS.  ANY  REPRESENTATION TO THE CONTRARY IS A CRIMINAL  OFFENSE.  PLEASE
READ THIS PROSPECTUS AND THE CURRENT PROSPECTUSES FOR THE UNDERLYING FUNDS. KEEP
IT FOR FUTURE REFERENCE.
- --------------------------------------------------------------------------------
SPVLI1-PROS  (12/97)  CALL  1-800-752-6342  FOR FURTHER  INFORMATION  
Prospectus Dated: December [ ], 1997


<PAGE>





















                     This page is intentionally left blank.


<PAGE>


                                TABLE OF CONTENTS

DEFINITIONS

DESCRIPTION OF THE OFFERING
                  Purchasers
                  The Insurance Company
                  Benefits at the Insured's Death
                  Account Value and Cash Value
                  Cash Value Credits
                  Costs
                  Buying a Policy
                  Variable Investment Options
                  Transfers and Allocation Services
                  Loans
                  Partial Withdrawals
                  Surrenders
                  Accelerated Death Benefit
                  Medically-Related Waiver
                  Risks
                  Other Rights
                  The Separate Account
                  Taxes
                  Available Information

MISCELLANEOUS PROVISIONS AND ADDITIONAL  DETAILS 
                  Providing  Services to You
                  Designations  
                  Net  Investment   Factor   
                  Allocation   Programs
                  Limitations  on  Transfers   
                  Death  During  the  Grace  Period
                  Reinstatement    
                  Maturity   
                  Pricing Transactions
                  Delaying Transactions  
                  Voting  Transfers,  Assignments  Pledges 
                  Reports
                  Incontestability  
                  Suicide  
                  Misstatement  
                  Backdating  
                  Resolving Material Conflicts 
                  Modification of the Separate Account 
                  Entire Contract  
                  Additional  Tax  Considerations  
                  Safekeeping  of the Assets  
                  Regulation  
                  Legal  Matters 
                  Legal  Proceedings  
                  Experts
                  Distribution of this Offering 
                  Illustrations 
                  Executive Officers and Directors 
                  Financial Statements



                          TABLE OF CONTENTS (continued)

APPENDIX A - HYPOTHETICAL ILLUSTRATION OF DEATH BENEFITS, ACCOUNT
     VALUES AND CASH VALUES

APPENDIX B - HYPOTHETICAL ILLUSTRATION OF ACCELERATED DEATH BENEFIT

APPENDIX C - EXECUTIVE OFFICERS AND DIRECTORS

APPENDIX D - FINANCIAL STATEMENTS FOR AMERICAN SKANDIA LIFE
     ASSURANCE CORPORATION AND AMERICAN SKANDIA LIFE ASSURANCE
     CORPORATION SEPARATE ACCOUNT F



<PAGE>


DEFINITIONS:  The following are key terms used in this  Prospectus.  Other terms
are defined in this Prospectus as they appear.

ACCOUNT VALUE is the value of each  allocation  to a  Sub-account  and any Fixed
Allocation,  plus any  earnings and less any losses,  distributions  and charges
thereon,  plus the value of any amounts in the Loan  Account,  plus any earnings
and less any  distributions  and charges thereon,  all before  assessment of any
contingent  deferred  sales  charge,  contingent  deferred  tax  charge or Debt.
Account  Value is  determined  separately  for each  Sub-account  and each Fixed
Allocation,  as well as for any amounts in the Loan Account, and then totaled to
determine the Account Value of your entire Policy.

AGE is the age of an Insured for purposes of this Policy. Initially, and for the
first  Policy Year,  it is the age last  birthday of an Insured as of the Policy
Date. In each  following  Policy Year, it is the age last birthday of an Insured
as of the Policy Anniversary.

APPLICATION  is the form or  combination  of forms we require you to submit when
you are seeking a Policy.  Where there are two Insureds,  Application  means the
form or combination of forms required for both Insureds.

BENEFICIARY  is a person or  entity  you  designate  on whose  behalf  any Death
Proceeds are payable.  Unless  otherwise  specified,  Beneficiary  refers to all
persons or entities so designated.

CASH VALUE is the  Account  Value less any  contingent  deferred  sales  charge,
contingent deferred tax charge and Debt.

CASH VALUE CREDITS are amounts we credit to your Account Value.  We credit these
amounts if your total  Cash  Value on a Policy  Anniversary  equals or exceeds a
Cash Value trigger.

CODE is the Internal Revenue Code of 1986, as amended from time to time.

DEATH BENEFIT is the amount payable as a result of an Insured's death before any
applicable  reduction  for any Debt and  before  addition  of any  interest  due
pursuant to law. If there is a second Insured, the Death Benefit is payable upon
the death of the last surviving Insured.

DEATH  PROCEEDS is the amount  payable as a result of the Insured's  death after
any  applicable  reduction  for Debt and  after  addition  of any  interest  due
pursuant to law.

DEBT is the total of any outstanding loan and loan interest.

FACE AMOUNT is the Death Benefit as of the Policy Date.

FIXED  ALLOCATION  is an  allocation  of Account  Value that is to be credited a
fixed rate of interest.

GROWTH is a  portion  of the  Account  Value.  It equals  (a) less (b) less (c),
where:  (a) is the total current Account Value;  (b) is any Debt; and (c) is the
Premium less any partial withdrawals treated as a withdrawal of Premium.

GUARANTEED  MINIMUM DEATH BENEFIT is the minimum amount we guarantee is due as a
result of the Insured's  death,  prior to any reduction for Debt,  even if it is
higher than the Required Death Benefit.

IN WRITING is in a written form, in a manner we accept,  that is satisfactory to
us and filed at our Office. We retain the right to specifically agree in advance
to accept  communication  regarding a specific  matter by  telephone  or by some
other form of electronic transmission, in a manner we prescribe.

INSURED is the person  upon  whose  life  coverage  is issued and as a result of
whose death the Death  Proceeds are payable.  If there is more than one Insured,
Insured means the last surviving Insured, unless otherwise stated.

ISSUE DATE is the date we issue your Policy.

LOAN ACCOUNT is where we maintain Account Value that is collateral for a loan to
you from us.

MATURITY DATE is the Policy Anniversary immediately following the Insured's 95th
birthday, or if there are two Insureds,  immediately following the 95th birthday
of the  younger  Insured,  or what would have been the  younger  Insured's  95th
birthday if the younger Insured predeceases the older Insured.

MONTHLY  PROCESSING  DATE is the Valuation Day each month when we deduct charges
from the Account Value.  The first Monthly  Processing  Date is the Policy Date.
After that, the Monthly  Processing Dates generally occur on the same day of the
month as the Policy Date. If the Monthly Processing Date occurs on a day that is
not a Valuation  Day,  the Monthly  Processing  Date that month will be the next
Valuation Period.

NET SINGLE  PREMIUM is the amount that would be required,  according to the Code
and the regulations  based on the Code, to fund: (a) the Policy's Required Death
Benefit,  assuming the current Required Death Benefit would not change;  and (b)
future benefits and charges using assumptions about: (i) growth of Account Value
so that it would equal the current  Required Death Benefit on the Maturity Date;
and (ii)  charges,  as  provided  pursuant to the Code.  The Net Single  Premium
depends on the attained  age,  gender  (where  permitted)  and risk class of the
Insured.  The Net Single Premium changes as the Insured ages. The applicable Net
Single Premiums would change if required under the Code or regulations  based on
the Code.

OFFICE  is  our   administrative   office:   American   Skandia  Life  Assurance
Corporation, P.O. Box 290698, Wethersfield, Connecticut 06129-0698.

OWNER is  either  an entity or person  who may  exercise  the  ownership  rights
provided by a Policy.  If we issue a  certificate  representing  interests  in a
group life insurance policy, the rights,  benefits,  and requirements of and the
events  relating to an Owner,  as  described  in this  Prospectus,  will be your
rights as participant in such group policy.  Unless later changed,  Owner refers
to all persons or entities designated as such in your Policy.

POLICY is the insurance  contract we issue as evidence of our  commitment to pay
the Death Proceeds upon the death of the Insured.

POLICY ANNIVERSARY is the yearly anniversary of the Policy Date.

POLICY DATE is the effective date of your Policy.

POLICY YEARS are continuous  12-month  periods that begin on the Policy Date and
each Policy Anniversary thereafter.

PORTFOLIO is a portfolio of an underlying mutual fund.

PREMIUM is the cash consideration you give to us for the rights,  privileges and
benefits provided by a Policy according to its terms. This includes Premium paid
as of the Issue Date, as shown in the Policy,  and any additional  consideration
we choose to accept. Acceptance must occur before completion of the underwriting
for the Policy.

REQUIRED  DEATH  BENEFIT is the minimum  amount due as a result of the Insured's
death  pursuant to the  applicable  test we apply in  accordance  with the Code,
prior to any reduction for Debt.

SEPARATE ACCOUNT is our separate account to which we allocate assets in relation
to our obligations for benefits based on the variable investment options.

SUB-ACCOUNT is a division of the Separate Account.

UNIT is a measure used to calculate Account Value in a Sub-account.

UNIT  PRICE is used for  calculating:  (a) the  number of Units  allocated  to a
Sub-account;  and (b) the value of transactions  into or out of a Sub-account or
benefits based on Account Value in a Sub-account.  Each  Sub-account has its own
Unit Price,  which will vary each  Valuation  Period to reflect  the  investment
experience of that Sub-account.

VALUATION  DAY/DATE is every day the New York Stock Exchange is open for trading
or any other day that the Securities  and Exchange  Commission  requires  mutual
funds or unit investment trusts to be valued.

VALUATION  PERIOD is the period of time between the close of business of the New
York Stock Exchange on successive Valuation Days.

"we," "us," "our,"  "American  Skandia," or "the Company" means American Skandia
Life Assurance Corporation.

"you" or "your" means the Owner.


<PAGE>


DESCRIPTION  OF THE  OFFERING:  This Policy is described  using a "question  and
answer"  format that  assumes  you, the  prospective  purchaser,  are asking the
questions.  The  description  below  is  divided  into the  following  sections:
Purchasers,  The Insurance  Company,  Benefits at the Insured's  Death,  Account
Value and Cash  Value,  Cash Value  Credits,  Costs,  Buying a Policy,  Variable
Investment  Options,   Transfers  and  Allocation   Services,   Loans,   Partial
Withdrawals,  Surrenders,  Accelerated Death Benefit,  Medically-Related Waiver,
Risks, Other Rights, The Separate Account,  Taxes and Available  Information.  A
Description of  Miscellaneous  Provisions and Additional  Details about American
Skandia follows this description.

                                   Purchasers

         Who  should buy this  Policy?  Life  insurance  can be bought to meet a
number of needs of  individuals  or entities,  such as  corporations  or trusts.
Different  types of life  insurance  are designed to address  certain needs more
than others. This Policy may be appropriate for a number of persons or entities,
but it may be especially useful for addressing a range of estate planning needs.
Because of estate taxes,  purchasers  may want to consider  placing this type of
coverage in an applicable  trust or  transferring  ownership of the Policy in an
effort to remove the asset from their estate. This Policy may also be useful for
persons seeking to make a sizable  donation to a charity or eligible  non-profit
organization,  where the  charity  is named both  Owner and  Beneficiary  of the
Policy,  and the donor is named as the Insured.  You should  evaluate  carefully
with  your  financial  representative  whether  this  Policy  is right  for your
specific needs in light of your entire situation and your personal and financial
goals. In particular,  you should evaluate the advantages and  disadvantages  of
replacing any existing life insurance or annuity  coverage with this Policy.  If
you are seeking specific tax  consequences,  you should consult with a competent
tax advisor as to whether and how your goals may best be achieved.

                              The Insurance Company

         Who is American Skandia? American Skandia Life Assurance Corporation is
organized as a stock insurance company domiciled in Connecticut. We are licensed
as a life insurer in all 50 states and the District of Columbia. We are a wholly
owned  subsidiary of American  Skandia  Investment  Holding  Corporation,  whose
indirect parent is Skandia Insurance Company Ltd. Skandia Insurance Company Ltd.
is part of a group of companies whose  predecessor began operations in 1855. Two
of our  affiliates,  American  Skandia  Marketing,  Incorporated,  and  American
Skandia Information Services and Technology  Corporation,  may undertake certain
administrative functions for us. We also may engage various independent firms to
undertake  various  administrative  functions  for us. Our  affiliate,  American
Skandia  Investment  Services,  Incorporated,  currently  acts as the investment
manager to American  Skandia  Trust,  one of the  underlying  mutual funds whose
Portfolios are available as variable  investment  options.  We currently  engage
Skandia  Investment  Management,  Inc., an affiliate  whose  indirect  parent is
Skandia Insurance  Company Ltd., as investment  manager for our general account.
We are under no  obligation  to  engage or  continue  to engage  any  investment
manager.

                         Benefits at the Insured's Death

         What benefits are due as a result of the Insured's  death? The benefits
due as a result of the  Insured's  death are the  Death  Proceeds.  If there are
joint  Insureds,  the  benefits  are due as a  result  of the  death of the last
surviving Insured.

         What are the Death Proceeds?  The Death Proceeds are based on the Death
Benefit as of the date we receive all our  requirements for paying a death claim
and are satisfied that the death claim can be paid. These requirements  include,
but are not limited to, receipt of a valid death  certificate and information we
need to make payments to each Beneficiary.

We determine  the Death  Proceeds by first  subtracting  any Debt from the Death
Benefit. We then add any interest amount required by law.

         What is the Death  Benefit?  The  Death  Benefit  is the  higher of the
Required Death Benefit and the  Guaranteed  Minimum Death Benefit as of the date
we receive due proof of death.  The Required Death Benefit is the minimum amount
that must be payable at the Insured's death,  before reduction for any Debt, for
the  Policy to be  treated  as life  insurance  under the Code.  The  Guaranteed
Minimum  Death  Benefit,  which is discussed  below in response to the question,
"What is the Guaranteed  Minimum Death  Benefit?," is the minimum amount payable
at the  Insured's  death,  before  reduction for any Debt,  irrespective  of the
Required Death Benefit. The Required Death Benefit is determined by treating the
Account  Value as if it were the Net Single  Premium.  We determine the Required
Death Benefit by dividing the Account Value by factors that are determined as of
the  Policy  Date.  These  factors  vary  by the  attained  Age,  gender  (where
permitted)  and risk class of the  Insured.  The  following  are  representative
examples of the factors on the Policy Date for different Ages,  genders and risk
classes,  as well as the amount of the  Required  Death  Benefit if the  Account
Value were $100,000.

         Female, Age 55, not a tobacco user: The factor is [ ]. $100,000 divided
by [ ] results in a Required Death Benefit of $[ ].

         Male, Age 60, a tobacco user: The factor is [ ]. $100,000  divided by [
] results in a Required Death Benefit of $[ ].

         Female,  Age 70, a tobacco user: The factor is [ ]. $100,000 divided by
[ ] results in a Required Death Benefit of $[ ].

         Male, Age 75, not a tobacco user:  The factor is [ ]. $100,000  divided
by [ ] results in a Required Death Benefit of $[ ].

As noted above,  the factors depend on the Insured's  gender (where  permitted),
risk class and  attained  Age. The gender and risk class of the Insured does not
change, so the only element that changes the factor after the Policy Date is the
aging of the Insured.  The following  example may help you understand the effect
of aging on the Required Death Benefit.

The Insured is a woman,  Age 64, for whom  coverage  was issued at her Age 60 in
the "not a tobacco  user" risk  class.  On the  Valuation  Day before the Policy
Anniversary  following  the  Insured's  65th  birthday,  the  Account  Value  is
$100,000.  The  Required  Death  Benefit  as  required  under  the Code for this
Insured's age,  gender,  risk class and Account Value is $100,000 divided by the
applicable factor of [ ], which results in a Required Death Benefit of $[ ]. For
the sake of this  example,  assume  that the next  Valuation  Day,  which is the
Policy  Anniversary after the Insured's 65th birthday (the day the Insured turns
Age 65 for purposes of the Policy),  the Account Value remains $100,000.  At the
higher Age of 65, the  Required  Death  Benefit  on the  Policy  Anniversary  is
$100,000  divided by the  applicable  factor of [ ], which results in a Required
Death Benefit of $[ ].

         What else can affect the Required  Death  Benefit?  The Required  Death
Benefit changes as the Account Value changes. This is because the Required Death
Benefit is calculated  based on the Account  Value. A few examples may help show
what this means.  Assume for  purposes of these  examples  that the Insured is a
woman,  Age 65, for whom coverage was issued at her Age 60 in the "not a tobacco
user" risk class.

         (a) On a particular  Monthly  Processing Date, the Account Value of the
Policy is  $100,000.  The Required  Death  Benefit as of that  Valuation  Day is
$100,000  divided by the then applicable  factor of [ ], or $[ ]. As of the next
Valuation  Day,  assume the Account  Value has grown to  $100,010.  The Required
Death Benefit is $100,010 divided by the same factor of [ ], or $[ ].

         (b) On a particular  Monthly  Processing Date, the Account Value of the
Policy is  $100,000.  The Required  Death  Benefit as of that  Valuation  Day is
$100,000  divided by the then applicable  factor of [ ], or $[ ]. As of the next
Valuation Day,  assume the Account Value has decreased to $99,990.  The Required
Death Benefit is $99,990 divided by the same factor of [ ], or $[ ].

         (c) On a particular  Monthly  Processing Date, the Account Value of the
Policy before any partial withdrawal is $100,000.  The Required Death Benefit as
of that Valuation Day is $100,000 divided by the then applicable  factor of [ ],
or $[ ]. On that  same day,  assume  $20,000  is taken as a partial  withdrawal.
Immediately after the partial withdrawal,  the Required Death Benefit is $80,000
divided by the same factor of [ ], or $[ ].

         What is the Face Amount?  The Face Amount is the Required Death Benefit
on the Policy Date.

         What is the  Guaranteed  Minimum Death  Benefit?  We use the Guaranteed
Minimum  Death  Benefit in  determining  the Death  Proceeds  if the  Guaranteed
Minimum Death Benefit is higher than the Required Death Benefit.  The Guaranteed
Minimum Death Benefit is determined as follows:

         (a) On the Policy Date, the Guaranteed Minimum Death Benefit equals the
Premium.

         (b) After the Policy Date and until the first Policy  Anniversary,  the
Guaranteed  Minimum Death Benefit is the Premium less every  "reduction due to a
withdrawal," which is defined below.

         (c) After the first Policy  Anniversary  but before the "target  date,"
(the Policy  Anniversary that the Insured turns Age 75), the Guaranteed  Minimum
Death Benefit is the higher of (1) or (2), where:  (1) is the Premium less every
"reduction due to a  withdrawal";  and (2) is the highest  "Anniversary  Value."
"Anniversary  Value" is the Account Value on any Policy  Anniversary  less every
reduction due to a withdrawal since that Policy Anniversary.

         (d) On or after the "target date," the Guaranteed Minimum Death Benefit
is the higher of (1) or (2), where: (1) is the Premium less every "reduction due
to a withdrawal";  and (2) is the highest Anniversary Value, as defined above in
(c), as of the "target date," less every  "reduction due to a withdrawal"  after
the "target date."

         (e) Notwithstanding  items (a) through (d) above, if the Insured is Age
75 or older on the Policy Date,  the  Guaranteed  Minimum  Death  Benefit is the
Premium less every "reduction due to a withdrawal."

         (f) If the  Policy  is  issued  for two (2)  Insureds,  the  Guaranteed
Minimum Death Benefit is based on the age of the younger Insured,  or what would
have been the age of the younger Insured if the younger Insured  predeceases the
older Insured.

A "reduction  due to a withdrawal" is a  proportional  reduction.  It equals the
ratio by which the Account Value is reduced by a partial withdrawal or a payment
under the Accelerated Death Benefit provision, described below in the section of
the same name,  multiplied  by the  Guaranteed  Minimum  Death Benefit as of the
effective  date of such  partial  withdrawal  or payment.  For  example,  if the
Guaranteed Minimum Death Benefit before a partial withdrawal is $100,000 and the
Account Value is $120,000,  the Guaranteed Minimum Death Benefit after a $60,000
partial  withdrawal (a 50%  reduction in the Account  Value) would be $50,000 (a
50% reduction in the Guaranteed Minimum Death Benefit).

         How are Death Proceeds paid? We pay the Death Proceeds as a lump sum or
in  accordance  with the  terms of  whatever  settlement  options  we then  make
available to Beneficiaries.  Generally, the Beneficiary can choose a lump sum or
one of the settlement options.  However, you may choose the method of payment if
you let us know In  Writing  before the  Insured's  death how you want the Death
Proceeds to be paid.

                          Account Value and Cash Value

         What is the Account  Value?  The Account Value is the value of a Policy
before any  deduction  for any  contingent  deferred  sales  charge,  contingent
deferred tax charge or Debt. It is the total of the Account Value  maintained in
the investment  options you choose to utilize plus any Account Value in the Loan
Account.  You may allocate Account Value to variable investment  options,  which
are all Sub-accounts of the Separate Account,  or to Fixed Allocations.  Account
Value is maintained in the Loan Account as collateral for outstanding loans.

         How does American  Skandia  determine the Account Value in the variable
investment  options?  On each Valuation  Date, the Account Value in any variable
investment  option you utilize  equals the number of Units you then  maintain in
that investment option multiplied by that investment  option's then current Unit
Price. When you allocate all or a portion of the Premium to an investment option
or when you transfer Account Value into a variable investment option,  Units are
purchased using the then current Unit Price. When you take all or a portion of a
distribution  or  benefit  from a  variable  investment  option or you  transfer
Account  Value from a  variable  investment  option,  Units are sold at the then
current Unit Price in order to fund that distribution, benefit or transfer.

         How does  American  Skandia  determine  the  Account  Value  for  Fixed
Allocations? We credit a fixed rate of interest to Fixed Allocations.  From time
to time we declare  interest rates applicable to new Fixed  Allocations.  If you
make a Fixed  Allocation,  we  credit  the rate  then in  effect  to that  Fixed
Allocation until the next Policy  Anniversary.  Once that Policy  Anniversary is
reached,  we credit,  for the next Policy Year, the then current rate applicable
to new Fixed  Allocations.  This applies to all your Fixed  Allocations  then in
effect.  During each subsequent  Policy Year, the rate we credit for each Policy
Year is the one in effect for new Fixed  Allocations  at the  beginning  of that
Policy Year.

The Policy offered pursuant to this Prospectus includes Fixed Allocations. These
Fixed  Allocations  are not  registered  as a security with the  Securities  and
Exchange  Commission  under either the  Securities Act of 1933 or the Investment
Company  Act of 1940.  The Fixed  Allocations  are not  subject  to these  Acts.
Information  about the Fixed  Allocations is included in this Prospectus to help
with  your  understanding  of the  features  of the  Policy.  The  staff  of the
Securities and Exchange  Commission has not reviewed this information.  However,
the information may be subject to certain generally applicable provisions of the
Federal  securities  laws  regarding  accuracy  and  completeness.   The  assets
supporting Fixed Allocations are held in American Skandia's general account.

         How does  American  Skandia  determine  the  interest  rate  for  Fixed
Allocations?  We determine the interest rate applied to Fixed  Allocations based
on our assessment of the earnings we expect to achieve when investing to support
these obligations, our costs, competition,  profit targets and other factors. We
have sole  discretion  to determine the rates.  However,  the interest rate will
never be less than 3.0% per year, compounded yearly.

         How does  American  Skandia  determine  the  Account  Value in the Loan
Account?  The rate we credit to  Account  Value in the Loan  Account  depends on
whether that Account Value is serving as collateral for "preferred loans" or for
"standard  loans," which are discussed  below in response to the question  "What
are a `preferred loan' and a `standard loan'?" We credit interest at the rate of
6.0% per year,  compounded  yearly, to Account Value in the Loan Account serving
as collateral for "preferred  loans." We credit interest at the rate of 4.0% per
year,  compounded  yearly,  to  Account  Value in the Loan  Account  serving  as
collateral for "standard loans."

         What is the Cash Value?  The Cash Value is the total Account Value less
any contingent deferred sales charge, contingent deferred tax charge and Debt.

         Do I have to  maintain a minimum  Cash  Value?  The  answer  depends on
whether  there is any Debt.  You do not have to maintain a minimum Cash Value if
there is no Debt, except if you take a partial withdrawal. We will inform you of
the Monthly  Processing  Date your Cash Value equals or is less than zero.  Such
Monthly  Processing  Date is the beginning of the grace period.  At that time we
will also  inform you of the amount you can pay if you wish to  reestablish  any
Cash Value.  No payment is required.  The Policy remains in force with the Death
Benefit equal to the Guaranteed Minimum Death Benefit as of the beginning of the
grace period.

If there is any Debt,  there must  always be enough  Cash Value so that after we
deduct any charges the Cash Value is more than zero.  If the Cash Value would be
zero or less after we deduct  charges,  we send you a notice giving you a 61-day
"grace period" to send us a required  amount.  If this amount is not paid by the
end of the grace period, the Policy ends without value.

                               Cash Value Credits

         What are Cash Value Credits,  and how do I get them? Cash Value Credits
are amounts we credit to your Account Value,  where permitted by law. We provide
these amounts if your total Cash Value on a Policy Anniversary equals or exceeds
a Cash Value  trigger.  We determine if your Policy is eligible for a Cash Value
Credit on each Policy Anniversary. Eligibility for Cash Value Credits may change
from year to year.  Whether your Cash Value meets or exceeds the trigger depends
on investment performance of the investment options,  partial withdrawals,  Debt
and whether you pay back any loans or loan interest.

         What is the Cash Value  trigger?  The Cash Value trigger is 200% of the
Premium. That means that, even if your Account Value is 200% of the Premium, you
may not have reached the trigger  amount,  since the Cash Value may be less than
the Account Value due to the contingent  deferred  sales charge,  the contingent
deferred tax charge and any Debt.

         How much is added to my Account Value?  The Cash Value Credit,  if any,
added to your Account  Value  equals  0.25% of the Cash Value on the  applicable
Policy Anniversary. The following examples may help you understand this.

         (a)  Assume that the Premium paid for a Policy is $100,000. Assume that
              on the 10th Policy  Anniversary  the Cash Value is  $202,000.  The
              Cash Value  trigger is 200% of $100,000,  which is  $200,000.  The
              amount  to be added  to the  Account  Value is 0.25% of  $202,000,
              which is $505.

         (b)  Assume  that,  for the same  Policy,  the  Cash  Value on the 11th
              Policy Anniversary is $195,000, due to a combination of investment
              performance  and a loan of  $25,000  in the  middle of the  Policy
              Year. The Cash Value trigger for this Policy,  as noted above,  is
              $200,000.  Therefore, no Cash Value Credit is provided on the 11th
              Policy Anniversary.

         (c)  Assume  that,  for the same  Policy,  the  Cash  Value on the 12th
              Policy Anniversary is $240,000, due to a combination of investment
              performance and repayment of the loan and loan interest.  As noted
              above, the Cash Value trigger is $200,000.  The amount to be added
              is 0.25% of $240,000, which is $600.

         Who pays for the Cash Value Credits,  and how are they paid? We pay for
any Cash Value  Credits out of our general  account.  We allocate any Cash Value
Credits due on the  applicable  Policy  Anniversary  to the variable  investment
options and Fixed  Allocations in which you then maintain Account Value. We make
the allocations  pro-rata based on the Account Value in the variable  investment
options and any Fixed  Allocations  on the  applicable  Policy  Anniversary.  No
allocation  is made to the Loan Account.  Cash Value  Credits  cannot be used to
repay Debt.

                                      Costs

         What kind of charges are there for this Policy? The Policy has four (4)
different kinds of charges:  (1) charges we assess against assets  maintained in
the Separate Account,  which only apply to the Account Value you allocate to the
variable  investment  options;  (2) charges we deduct  monthly  from the Account
Value and which are due in all Policy Years;  (3) charges that we deduct monthly
from the Account Value only for the first ten Policy Years; and (4) "contingent"
charges,  which  are  those  charges  that  you only  pay in  certain  specified
circumstances.

         What are the charges assessed against the Separate Account and when are
they paid? We assess a mortality  and expense risk charge and an  administration
charge  against the assets in the Separate  Account each Valuation  Period.  The
mortality  and  expense  risk  charge  is 0.90%  per year.  The  charge  for the
administrative  expenses  connected with operating the Separate Account is 0.25%
per year.  We assess these  charges each  Valuation  Period  against the average
daily  total  value of each  Sub-account.  We  reserve  the right to assess  the
Separate Account for any taxes that may be attributed to it. Currently,  no such
charge for taxes is assessed.

         What monthly charge  applies in all Policy Years?  We always deduct the
cost of  insurance  charge.  We take this charge  from your  Account  Value,  in
advance,  each Monthly  Processing  Day. The charge is a percentage of your then
current Account Value.

         How much is the cost of insurance charge?  The cost of insurance charge
is not a constant  dollar  amount,  in part because it is a  percentage  of your
Account  Value.  The  percentage  of your Account  Value that we charge  differs
depending on four factors:  (1) whether we issue the Policy for only one Insured
or for two;  (2) the Age(s) of the  Insured(s)  as of the Policy  Date;  (3) the
gender of the  Insured(s),  where  permitted;  and (4) the risk class(es) of the
Insured(s).  We reserve the right to also have the percentage  decrease based on
the size of the Premium.

The actual charge is a monthly charge.  The equivalent  yearly cost of insurance
charges  as of the  Policy  Date are  shown  below for a Policy  issued  for one
Insured.  The charges  will be different if we are required by law to charge the
same  amount for males and  females.  For  purposes  of this and the  succeeding
table, "Age" is as of the Policy Date.
<TABLE>
<CAPTION>

         Gender        Tobacco Usage Class               Ages 20-69             Ages 70 -90
         ------        -------------------               ----------             -----------

<S>      <C>             <C>                                <C>                    <C>  
         Male            No Tobacco Use                     0.55%                  0.90%
         Female          No Tobacco Use                     0.40%                  0.75%
         Male             Tobacco User                      0.90%                  1.25%
         Female           Tobacco User                      0.75%                  1.10%
</TABLE>

If the Policy is issued for two Insureds,  the yearly percentages of the Account
Value we deduct for the cost of insurance will depend on the risk classes of the
Insureds.  The  following  are examples of  applicable  charges as of the Policy
Date. The charges will be different if we are required by law to charge the same
amount for males and females.
<TABLE>
<CAPTION>

Gender, 1st Insured    Tobacco Usage Class         Gender, 2nd Insured           Tobacco Usage Class       Charge
- -------------------    -------------------         -------------------           -------------------       ------
<S>                     <C>                        <C>                            <C>                        <C>

Male                     No Tobacco Use            Female                          No Tobacco Use            .25%
Male                      Tobacco User             Female                           Tobacco User             .35%
Male                     No Tobacco Use            Female                           Tobacco User             .30%
Male                      Tobacco User             Female                          No Tobacco Use            .30%
</TABLE>

         Is there a maximum  cost of  insurance  charge?  We monitor the cost of
insurance  charge  so that it never  exceeds a  guaranteed  maximum  charge.  We
determine  that  guaranteed  maximum as if we were  charging  you an  increasing
amount based on the Insured's attained Age and were assessing that charge on the
difference  between the Required  Death  Benefit and the Account  Value.  If the
percentages we otherwise  would charge would exceed the guaranteed  maximum,  we
only charge the guaranteed maximum.

The guaranteed maximum cost of insurance charge depends on the risk class of the
Insured(s).  Also, if required by law,  unisex  charges will apply.  We base the
guaranteed  maximum  charges on the sex  distinct  1980  Commissioners  Standard
Ordinary Ultimate Mortality Table, age last birthday.

         What monthly charges apply only in the first 10 Policy Years? We deduct
the tax charge and the sales charge only in the first 10 Policy Years.

         How much is the sales  charge and when do I pay it? We deduct the sales
charge  during the first 10 Policy  Years.  It is a  percentage  of your Account
Value and is the  equivalent of 0.40% per year. We deduct this charge monthly in
advance. We take the charge from your Account Value each Monthly Processing Day.
The charge is a percentage of your then current  Account Value. If you surrender
your Policy or take a partial  withdrawal,  we may deduct a contingent  deferred
sales  charge,  as described  below in response to the question "How much is the
contingent deferred sales charge and when must I pay it?"

There are certain  circumstances which may result in reduction or elimination of
the sales charge.  These are exactly the same  circumstances  that may result in
reduction or elimination of the contingent  deferred sales charge,  as described
below in response to the question  "How much is the  contingent  deferred  sales
charge and when must I pay it?"

         How much is the tax  charge  and when do I pay it?  We  deduct  the tax
charge  during the first 10 Policy  Years.  It is a  percentage  of your Account
Value and is the  equivalent of 0.25% per year. We deduct this charge monthly in
advance. We take the charge from your Account Value each Monthly Processing Day.
The charge is a percentage of your then current  Account Value. If you surrender
your Policy or take a partial  withdrawal,  we deduct a contingent  deferred tax
charge,  as  described  below  in  response  to the  question  "How  much is the
contingent deferred tax charge and when must I pay it?"

         What are the contingent  charges?  The contingent  charges are: (1) the
contingent  deferred sales charge;  (2) the contingent  deferred tax charge; (3)
the maintenance fee; and (4) the transfer fee.

         How much is the contingent  deferred sales charge,  and when must I pay
it? The  contingent  deferred  sales charge is a percentage  of any amount being
surrendered  or withdrawn:  (a) during the first nine (9) Policy Years;  and (b)
that,  according to our rules,  is a withdrawal of Premium,  not a withdrawal of
Growth.  It may be assessed at the time of any partial  withdrawal or surrender.
The percentages are as follows:

                          Policy Year     Percentage

                               1             7.75
                               2             7.50
                               3             7.25
                               4             6.50
                               5             5.75
                               6             5.00
                               7             4.25
                               8             3.50
                               9             2.75
                              10+            0.00

From time to time, and to the extent  permitted by law, we may reduce the amount
of the sales charge and the contingent  deferred sales charge, the period during
which such charges apply,  or both,  when Policies are sold to persons or groups
of persons in a manner that  reduces  sales  expenses.  We would  consider  such
factors as: (a) the size and type of group;  (b) the amount of Premiums;  and/or
(c) other transactions where sales expenses are likely to be reduced.

No sales charge or contingent  deferred  sales charge is imposed when the Owner,
as of the  Issue  Date,  or the  Insured  of a Policy  issued  pursuant  to this
Prospectus is: (a) any parent  company,  affiliate or subsidiary of ours; (b) an
officer, director, employee, retiree, sales representative, or in the case of an
affiliated  broker-dealer,  registered  representative  of such  company;  (c) a
director,  officer or trustee of any  underlying  mutual  fund;  (d) a director,
officer or employee of any  investment  manager,  sub-advisor,  transfer  agent,
custodian, auditing, legal or administrative services provider that is providing
investment management, advisory, transfer agency, custodianship, auditing, legal
and/or administrative  services to an underlying mutual fund or any affiliate of
such firm; (e) a director,  officer,  employee or registered representative of a
broker-dealer or insurance agency that has a then current selling agreement with
us  and/or  with  American  Skandia  Marketing,  Incorporated;  (f) a  director,
officer,  employee or authorized  representative of any firm providing us or our
affiliates  with  regular  legal,  actuarial,  auditing,  underwriting,  claims,
administrative,  computer support,  marketing, office or other services; (g) the
then current  spouse of any such person noted in (b) through (f) above;  (h) the
parents of such person  noted in (b) through  (g) above;  and (i) such  person's
child or other legal dependent under the age of 21.

         How much is the contingent deferred tax charge, and when must I pay it?
The  contingent  deferred  tax  charge  is a  percentage  of  any  amount  being
surrendered  or withdrawn:  (a) during the first nine (9) Policy Years;  and (b)
that,  according to our rules,  is a withdrawal of Premium,  not a withdrawal of
Growth. It is assessed at the time of any partial  withdrawal or surrender.  The
percentages are as follows:

                          Policy Year     Percentage

                               1             2.25
                               2             2.00
                               3             1.75
                               4             1.50
                               5             1.25
                               6             1.00
                               7             0.75
                               8             0.50
                               9             0.25
                              10+            0.00

         How much is the maintenance fee and when must I pay it? The maintenance
fee is $2.50 per month.  We deduct it only when your Account  Value on a Monthly
Processing Date is less than $75,000. We take this charge monthly in advance. We
take the charge from your Account Value each Monthly Processing Date.

         How much is the transfer  fee, and when must I pay it? We charge $10.00
for every transfer after the 12th in each Policy Year.  That includes  transfers
into a Fixed  Allocation  and any transfers from a Fixed  Allocation  unless the
transfer  occurs  on a Policy  Anniversary.  For  this  purpose,  all  transfers
occurring  during the same  Valuation  Period are  considered  one transfer.  We
assess the transfer fee pro-rata against the Account Value being  transferred in
the same ratio as Account Value is being transferred to such investment options.
It is assessed at the time of any transfer.

         How are charges  deducted from Account  Value?  We deduct  charges from
your investment  options  pro-rata based on the Account Value in each investment
option.  If you maintain  Account  Value in more than one Fixed  Allocation in a
Policy Year, any applicable  charges will be deducted on a "last-in,  first-out"
basis,  starting  with  the last  Fixed  Allocation  that was made  prior to the
Monthly Processing Date the deduction is made. Upon surrender or withdrawal,  we
assess  charges  against the  investment  options  pro-rata in the same ratio as
Account Value is being withdrawn from such investment options.

         What are the charges for the  Portfolios?  Each Portfolio has different
fees and charges.  Expenses  for the  Portfolios  are provided in the  "Variable
Investment  Options"  section below.  More detailed  information  about fees and
charges can be found in the prospectuses for the Portfolios.

                                 Buying a Policy

         How do I buy a Policy? We require that our standards be met and that we
receive a Premium before we issue a Policy.  We need information to determine if
those  standards  have been met. We require you to submit an Application as part
of our  effort to gather  the  needed  information.  We may  require  additional
information,  including,  but not  limited  to,  some of the  Insured's  medical
records.  We may also require the Insured to take certain medical tests. As part
of our  standards,  we will not issue a Policy  if, as of the Policy  Date,  the
Insured would be less than Age 20 or older than Age 90. If our standards are not
met and we  received a  Premium,  we will  return to you an amount  equal to the
Premium. No interest will be paid.

To the  extent  permitted  by law,  we  reserve  the  right to  apply  differing
standards  of  insurability  to  persons  who may be part of a group  or who may
qualify,  for some other reason,  as part of a different class. Such classes may
include,  but are not limited to, persons  seeking a Policy who are applying all
or a portion  of  proceeds  from an  insurance  or  annuity  contract  issued by
American  Skandia or an  affiliate,  or proceeds of a  redemption  from  another
financial product,  such as mutual funds,  distributed by any of our affiliates.
One of the  criteria  we may apply in such a  situation  is that such  differing
standards of  insurability  apply only after  maintaining  funds in such policy,
contract, or financial product for a specified period of time.

         What is the  Premium,  and when do I pay it?  The  minimum  Premium  we
generally accept is $10,000. We may accept less under certain circumstances. The
maximum we accept without prior approval by our home office is $500,000.  If you
are seeking a specific  Face Amount,  the Premium  will depend on the  Insured's
age, risk class and gender,  where permitted.  We will determine the Face Amount
using the Premium as the Net Single  Premium for the  Insured's  age, risk class
and gender, where permitted. You may submit Premium with the Application if: (a)
the  Insured  is not over age 80;  and (b) the  Insured  meets  certain  medical
underwriting  criteria.  If any portion of the Premium is to be received as part
of a replacement of a life  insurance,  endowment or annuity policy then we must
receive all our requirements In Writing for all such replacements as of the same
date  and any  additional  Premium  amounts  other  than  the  proceeds  of such
replacement  must be received by us at our Office at the same time as we receive
such requirements In Writing. Replacements include tax-free exchanges subject to
our acceptance. We will immediately return any Premium that should not have been
submitted  based on these  criteria.  If we would not  accept  Premium  with the
Application or you chose not to submit a Premium with the  Application,  we will
notify you if and when we have accepted the Application  and agreed,  subject to
submission of the Premium,  to issue a Policy.  We will not issue a Policy until
we receive  Premium at our Office.  We will not accept  Premium of which we were
not informed at the time you submit the Application to us.

         You may choose to use our funds  transfer  authorization  procedures as
part of buying a Policy. If you elect this procedure, you authorize us to redeem
funds to pay  Premium  from one or more  financial  institutions  with which you
currently maintain funds. You must do so In Writing using a form that authorizes
us to obtain such funds only if and when we have determined that the Application
meets our standards for issuing a Policy.  If you use this  procedure,  you must
provide us with all such authorizations simultaneously.  If you wish to also pay
any additional amounts, we must receive such Premium amounts at the same time we
receive such authorizations.

         The  standards  we apply in  reviewing  the  Application  may depend on
factors  such as the  proposed  Insured's  age and the  amount of  Premium to be
applied to the Policy.  In certain  cases,  we may apply  simplified  standards.
However,  the Premium amount you state in the  Application may be an estimate if
you are planning: (a) to replace a life insurance,  endowment or annuity policy;
(b) to exchange a life  insurance or endowment  policy;  or (c) to use our funds
transfer  authorization  procedures.  If we used simplified standards based on a
Premium  estimate  but the  actual  amounts  we receive to be applied as Premium
exceed the  limits  for such  standards,  we  reserve  the right,  to the extent
permitted by law, to not issue a Policy and return such amounts  directly to you
or, on your  behalf,  to the  financial  institution  from  which the funds were
obtained.  We cannot  guarantee such  institution will accept the return of such
amounts.

         Am I covered during the period my Application is being reviewed? We may
issue you a temporary insurance agreement during the "underwriting  period." The
"underwriting  period"  is the  period  between  the time you first  apply for a
Policy  and the time we either  issue the  Policy or decide  not to issue one. A
temporary insurance agreement may be issued if: (a) the Application is completed
in full; (b) the Insured  answers "no" to certain  questions on the  Application
(these are  questions we use as  indicators  of whether we will issue  temporary
insurance); (c) the Insured is age 80 or younger; and (d) a Premium is submitted
with  the  Application.  If we issue a  temporary  insurance  agreement  and the
Insured (both Insureds if there are two Insureds)  dies during the  underwriting
period,  the  temporary  insurance  benefit will be payable if all the temporary
insurance agreement's conditions are met. The underwriting period generally will
not  exceed 45 days.  If any of the above  conditions  is not  satisfied  and no
temporary  insurance  agreement was in effect,  and the Insured(s) die(s) during
the underwriting period, no benefit is payable.

We will return any Premium  submitted with the Application if we cannot complete
underwriting  within 45 days from the date the  Application  is signed..  If you
notify us promptly,  we will continue the underwriting process and notify you if
and when you meet our standards for issuing a Policy, at which time you may once
again send us a Premium.

Temporary  insurance ends 45 days after the  Application is signed,  even if the
underwriting period exceeds 45 days.

         What is the  temporary  insurance  benefit?  If the Insured  dies while
temporary  insurance is in effect, we pay the Beneficiary the lesser of the Face
Amount that would be in effect on the Policy Date if a Policy had been issued or
$250,000.  This  $250,000  maximum  applies to all temporary  insurance  then in
effect with us.  Premium  amounts in excess of this benefit are returned to you,
without interest or earnings.

         How and when is my Premium invested? We invest the Premium on the Issue
Date.  You can request that we allocate the Premium  using one or more  variable
investment options and/or a Fixed Allocation.  However,  we initially invest the
portion  of the  Premium  that you  indicate  to us that you  want  invested  in
variable  investment  options in the AST Money  Market  Sub-account,  unless you
submit a "return  waiver" In Writing before the Issue Date,  where  permitted by
law. A return  waiver is an election by you to invest as soon as possible in the
variable investment options of your choice. The "trade off" for this election is
that you may receive back less than the Premium should you decide to return your
Policy during the "free-look" period discussed below. Generally, we transfer the
Account  Value in the AST Money Market  Sub-account  to the variable  investment
options you request as of the Valuation  Date which is on or  immediately  after
the  15th  day  after  the date we issue a  Policy.  However,  we will  make the
transfer as of a later date if your "free-look" period is longer than 10 days to
meet state law requirements.

         What  happens  if I change my mind  about  buying a Policy?  You have a
"free-look"  period during which you can change your mind about buying a Policy.
The  free-look  period is never less than 10 days from the date you receive your
Policy.  It may be  longer  depending  on  the  applicable  state  law  and  the
circumstances  of your  purchase.  If you  return  your  Policy to us within the
free-look  period,  we generally will return the greater of Premium paid or your
Account Value plus any charges deducted from your Account Value. However, if you
have  submitted a "return  waiver," we will return only your Account  Value plus
any charges  deducted  from your  Account  Value.  This may be more or less than
Premium paid.

                           Variable Investment Options

         What  are  the  investment  objectives  and  policies  of the  variable
investment  options?  How much are the charges  taken out of the  Portfolios  in
which these options invest?  Each variable investment option is a Sub-account of
the Separate  Account.  Each Sub-account  invests  exclusively in one Portfolio.
Details about the investment objectives,  policies,  risks, costs and management
of the Portfolios are found in the prospectuses for the underlying mutual funds.
You should  carefully read such  prospectuses for any Portfolio in which you are
interested.  To assist you in determining which Portfolios may be of interest to
you,  we  have  provided  below  a list  of  the  Portfolios,  their  investment
objectives (in italics) and a short,  summary description of their key policies.
Next to the name of each Portfolio,  we have also provided two percentages.  The
first  percentage is the total annual expense for the investment  management fee
and other expenses of each Portfolio stated as a percentage of its average daily
net  assets.   These  are  the  total  annual   expenses  after  any  applicable
reimbursement  or waiver of fees. The second  percentage shown is the investment
management fee as a percentage of the applicable  Portfolio's  average daily net
assets.   These  are  the  investment   management  fees  after  any  applicable
reimbursement or waiver of the investment management fees. These percentages are
fees for the  calendar  year that  ended  December  31 in the year  prior to the
effective date of this  Prospectus.  If any Portfolio was not in operation for a
full year, the percentage is annualized. Those Portfolios below which are marked
with an asterisk are new, and any expenses shown are estimated  future expenses.
The  amount  of  other   expenses  of  each   Portfolio   after  any  applicable
reimbursement  or waiver of fees can be derived by  subtracting  its  investment
management fee from its total annual expenses.

                       American Skandia Trust Portfolios:

         JanCap Growth  (1.10%/0.90%):  growth of capital in a manner consistent
with the  preservation  of  capital.  The  Portfolio  pursues its  objective  by
emphasizing investments in common stocks.

         AST Janus Overseas Growth  (1.42%/1.00%):  to seek long-term  growth of
capital.  The Portfolio pursues its objective  primarily through  investments in
common stocks of issuers located outside the United States.

         Lord  Abbett  Growth  and  Income  (0.97%/0.75%):  long-term  growth of
capital and income while  attempting to avoid  excessive  fluctuations in market
value. Normally, investments will be made in common stocks of seasoned companies
which are  expected  to show  above-average  growth  and  which  the  Porfolio's
sub-advisor believes to be in sound financial condition.

*  Lord  Abbett  Small  Cap  Value  (x.xx%/x.xx%):  to  seek  long-term  capital
appreciation. Under normal circumstances, the Portfolio will invest at least 65%
of its assets in common stocks  issued by smaller,  less  well-known  companies,
with market capitalizations of less than $1 billion.

         Federated Utility Income (0.93%/0.67%):  to achieve high current income
and moderate  capital  appreciation by investing  primarily in a  professionally
managed  and  diversified  portfolio  of equity and debt  securities  of utility
companies.  The  Portfolio  will  invest  at least  65% of its  total  assets in
securities of utility companies.

         Federated  High Yield  (1.03%/0.75%):  to seek high  current  income by
investing primarily in a diversified  portfolio of fixed income securities.  The
Portfolio will invest at least 65% of its assets in  lower-rated  (BBB or lower)
fixed rate corporate debt obligations. Lower-rated or unrated bonds are commonly
referred to as "junk bonds."

         AST Money Market (0.60%/0.45%): to maximize current income and maintain
high levels of liquidity.  The Portfolio attempts to accomplish its objective by
maintaining a  dollar-weighted  average maturity of not more than 90 days and by
investing in  securities  which have  effective  maturities of not more than 397
days.

         T. Rowe Price Asset Allocation  (1.20%/0.85%):  to seek a high level of
total return by investing  primarily in a diversified  group of fixed income and
equity  securities.  Under normal  conditions over the long-term,  the Portfolio
expects to allocate its assets so that  approximately  40% of its assets will be
in fixed income securities and approximately 60% in equity securities.

         T. Rowe Price International Equity (1.30%/1.00%):  to seek total return
of its assets from long-term growth of capital and income,  principally  through
investments in common stock of established,  non-U.S.  companies.  The Portfolio
intends to diversify broadly among countries and to normally have at least three
different countries represented in the Portfolio.

         T. Rowe Price Natural Resources (1.30%/0.90%): to seek long-term growth
of capital through investment  primarily in common stocks of companies which own
or develop  natural  resources and other basic  commodities.  The Portfolio will
invest  primarily  (at  least  65% of its  total  assets)  in  common  stocks of
companies which own or develop natural resources and other basic commodities.

         T. Rowe Price International Bond  (1.16%/0.80%):  seeks to provide high
current  income and capital  appreciation  by  investing  in  high-quality,  non
dollar-denominated government and corporate bonds outside the United States. The
Portfolio  will  invest  at  least  65%  of  its  assets  in  high-quality,  non
dollar-denominated government and corporate bonds outside the United States. The
Portfolio  may also  invest up to 20% of its  assets in below  investment-grade,
high-risk  bonds,  including  bonds in default  or those with the lowest  rating
(commonly referred to as "junk bonds").

         T. Rowe Price Small Company Value  (1.27%/0.90%):  to provide long-term
capital appreciation by investing primarily in small-capitalization  stocks that
appear to be  undervalued.  The Portfolio  will invest at least 65% of its total
assets in  companies  with a market  capitalization  of $1  billion or less that
appear  undervalued by various  measures,  such as  price/earnings or price/book
value ratios.

         Founders Capital Appreciation (1.16%/0.90%):  capital appreciation. The
Portfolio will normally invest at least 65% of its total assets in common stocks
of U.S. companies with market capitalizations of $1.5 billion or less.

         Founders Passport  (1.36%/1.00%):  capital appreciation.  The Portfolio
invests  primarily in securities  issued by foreign  companies which have market
capitalizations  or annual  revenues of $1 billion or less.  At least 65% of the
Portfolio's assets will normally be invested in foreign securities  representing
a minimum of three countries.

         INVESCO Equity Income (0.98%/0.75%):  to seek high current income while
following  sound  investment  practices.  The Portfolio  normally will invest at
least 65% of its assets in dividend-paying, marketable common stocks of domestic
and foreign industrial issuers.

         PIMCO  Total  Return  Bond  (0.89%/0.65%):  to seek to  maximize  total
return.  The Portfolio  will invest in a diversified  portfolio of  fixed-income
securities  of varying  maturities  with a portfolio  duration from three to six
years.

         PIMCO Limited  Maturity Bond  (0.89%/0.65%):  to seek to maximize total
return,   consistent  with  preservation  of  capital  and  prudent   investment
management. The Portfolio will invest in a diversified portfolio of fixed income
securities  of varying  maturities  with a portfolio  duration from one to three
years.

         Berger Capital Growth  (1.01%/0.75%):  long-term capital  appreciation.
The Portfolio  seeks to achieve this objective by investing  primarily in common
stocks of established  companies which the sub-advisor  believes offer favorable
growth prospects.

         Robertson  Stephens  Value  +  Growth  (1.33%/1.00):  to  seek  capital
appreciation.  The Portfolio will invest primarily in growth companies  believed
by the sub-advisor to have favorable relationships between price/earnings ratios
and growth rates in sectors  offering the potential for  above-average  returns.
The Portfolio  may invest a  substantial  portion of its assets in securities of
small  companies.  The  Portfolio  may  invest  up to 35% of its net  assets  in
securities principally traded in foreign markets.

         *  Robertson  Stephens  Contrarian   (x.xx%/x.xx%):   to  seek  maximum
long-term  growth.  The Portfolio  focuses its  investments  primarily on equity
securities of domestic,  multinational,  and foreign  companies  whose potential
values generally have been overlooked by other investors.

         AST Putnam Value Growth & Income (1.08%/0.75%):  to seek capital growth
with current income as a secondary objective. The Portfolio invests primarily in
common stocks that offer potential for capital growth, and may,  consistent with
its  investment  objectives,  invest in stocks that offer  potential for current
income. The Portfolio may invest up to 20% of its assets in securities traded in
foreign markets.

         AST  Putnam  International  Equity   (1.16%/0.89%):   to  seek  capital
appreciation.  The Portfolio will, under normal  circumstances,  invest at least
65% of its total assets in issuers located in at least three different countries
other than the United States.

         AST Putnam  Balanced  (0.99%/0.75%):  to provide a balanced  investment
composed of a well-diversified  portfolio of stocks and bonds which will produce
both capital growth and current  income.  The Portfolio may invest in almost any
type of  security  or  negotiable  instrument,  including  cash or money  market
instruments. Under normal market conditions, it is expected that at least 25% of
the Portfolio's  total assets will be invested in fixed income  securities.  The
Portfolio  may invest up to 20% of its assets in equity  securities  principally
traded in foreign markets or in fixed income  securities  denominated in foreign
currencies.

         Twentieth Century  Strategic  Balanced  (1.18%/0.85%):  to seek capital
growth and current income. It is the intention of the Portfolio's sub-advisor to
maintain  approximately 60% of the Portfolio's  assets in common stocks that are
considered  by  the  sub-advisor  to  have  better-than-evarage   prospects  for
appreciation and the remainder in bonds and other fixed income securities.

         Twentieth Century International Growth  (1.42%/1.00%):  to seek capital
growth.  The Portfolio  will invest  primarily in issuers in developed  markets.
Under normal conditions, the Portfolio will invest at least 65% of its assets in
equity and equity equivalent securities of issuers from at least three different
countries outside the United States.

* Cohen & Steers Real Estate Investment (x.xx%/x.xx%):  to maximize total return
through  investment  in  real  estate  securities.  The  Portfolio  pursues  its
investment  objective of maximizing total return by seeking,  with approximately
equal emphasis,  capital appreciation (both realized and unrealized) and current
income. Under normal circumstances,  the Portfolio will invest substantially all
of its assets in the equity securities of real estate companies.

         * Stein Roe Small Cap Blend  (x.xx%/x.xx%):  to seek long-term  capital
appreciation.  The Portfolio emphasizes  investments in financially strong small
and medium-sized companies,  based principally on management appraisal and stock
valuation.

* Bankers Trust Enhanced 500 Index  (x.xx%/x.xx%):  to outperform the Standard &
Poor's  Composite  Price Index (the "S&P 500(R) Index")  through stock selection
resulting in different  weightings of common stocks  relative to the index.  The
Portfolio  will  include  the common  stocks of  companies  included  in the S&P
500(R). The Portfolio is not sponsored,  endorsed,  sold or promoted by S&P. S&P
makes  no  representation   or  warranty,   express  or  implied  regarding  the
advisability   of  investing  in  securities   generally  or  in  the  Portfolio
particularly  or the  ability  of the  S&P 500 to  track  general  stock  market
performance.

         * Marsico Capital Growth (x.xx%/x.xx%):  to seek capital growth. Income
realization  is not an  investment  objective  and any  income  realized  on the
Portfolio's  investments,  therefore,  will  be  incidental  to the  Portfolio's
objective.  The Portfolio  will pursue its  objective by investing  primarily in
common stocks.

                       The Alger American Fund Portfolios:

         Alger American Growth  (0.79%/0.75%):  long-term capital  appreciation.
Except during temporary defensive periods, the Portfolio invests at least 65% of
its  total  assets  in  equity  securities  of  companies  that,  at the time of
purchase, have total market capitalization of $1 billion or greater.

         Alger American Small  Capitalization  (0.88%/0.85%):  long-term capital
appreciation.  Except during defensive  periods,  the Portfolio invests at least
65% of its total assets in equity  securities of companies  that, at the time of
purchase of the securities, have total market capitalization within the range of
companies  included within the Russell 2000 Growth Index or the S&P SmallCap 600
Index, updated quarterly.

         Alger  American   MidCap  Growth   (0.84%/0.80%):   long-term   capital
appreciation.  Except during temporary defensive periods,  the Portfolio invests
at least 65% of its total assets in equity  securities of companies that, at the
time of purchase of the securities,  have total market capitalization within the
range of companies included in the S&P MidCap 400 Index, updated quarterly.

             Neuberger & Berman Advisers Management Trust Portfolio:

(This Portfolio invests in a corresponding series of a "master/feeder" structure
- - Advisers Managers Trust, so the investment  objective is of that corresponding
series):

         AMT Partners  (0.95%/0.84%):  to seek  capital  growth.  The  Portfolio
invests primarily in common stocks of medium to large capitalization established
companies, using the value-oriented investment approach.

                      Montgomery Variable Series Portfolio:

         Emerging Markets Fund (1.45%/0.23%):  capital appreciation, which under
normal  conditions  it seeks by  investing  at least 65% of its total  assets in
equity  securities  of companies in countries  having  emerging  markets.  Under
normal  conditions,  investments  are maintained in at least six emerging market
countries  at all times and no more than 35% of total assets are invested in any
one emerging market country.

                        Transfers and Allocation Services

         May I  transfer  Account  Value  between  investment  options?  You may
transfer Account Value between investment options, but there are limits, as well
as potential charges, which are discussed above in the question "How much is the
transfer  fee,  and when must I pay it?" Unless you  instruct us  otherwise,  we
permit the agent of record to make transfers on your behalf.

         Are there any limits on transfers?  No transfers are permitted when the
Policy is in its "grace period." Should you wish to maintain Account Value in an
investment option after transferring a portion of your Account Value out of that
investment  option, we require that there be at least $500.00 in such investment
option after the transfer. If, as a result of the transfer,  there would be less
than $500.00 in an investment  option,  we will  transfer the remaining  Account
Value pro rata to the  investment  option(s) that you were  transferring  to. We
retain  the  right to impose a limit of not more than 12  transfers  per  Policy
Year, including transfers involving Fixed Allocations. Unless such a limit is in
effect,  there is no limit on the number of transfers that only involve variable
investment  options, or the number of transfers from variable investment options
to make  Fixed  Allocations.  However,  we do limit  each  transfer  from  Fixed
Allocations that are to be effective on any day other than a Policy  Anniversary
to the greater of 25% of the Account Value in your Fixed  Allocations or $1,000.
If you make such a transfer from your Fixed Allocations, you cannot make another
such  transfer  until  either 90 days has passed or the next Policy  Anniversary
occurs. We also retain the right to refuse, limit or delay transfers, either for
one Owner or a group of Owners, if we believe there may be adverse  consequences
for other Owners.

         What are `allocation  services'?  Allocation services are programs that
automatically transfer Account Value between investment options. Any limitations
on transfers from Fixed  Allocations  also apply if any allocation  services are
being utilized.

         What  allocation  services does American  Skandia  provide?  We support
dollar cost averaging and static rebalancing.

                                      Loans

         When  can I  take a  loan?  We  offer  loans  using  Account  Value  as
collateral.  We do not make  loans  available  during  the  first  Policy  Year.
Starting  after the first Policy Year,  we allow one loan each Policy Year.  The
Insured must be alive when you take a loan (if there are two Insureds,  at least
one must be alive when a loan is taken). Subject to our rules, we will establish
on the Issue Date a loan equal to the outstanding  indebtedness on previous life
insurance exchanged for a Policy.

         Is this type of loan  tax-free?  A loan from this Policy is treated for
income tax purposes as a distribution, similar to a partial withdrawal, in that:
(a)  amounts  are  deemed  to  come  first  from  any  gain in the  Policy;  (b)
distributions of gain are subject to income tax as ordinary  income;  and (c) if
the  distribution  occurs  before  age 59 1/2 of the  taxpayer,  there may be an
additional 10% tax on any gain distributed.

         How much is available for a loan? You can receive loans equal to 90% of
your current Account Value less any applicable  contingent deferred sales charge
and contingent deferred tax charge. At the time you take a loan, the amount then
available for a new loan is the maximum  otherwise  available less any Debt. The
minimum amount you may borrow is $500.

         What  happens to the  Account  Value if I take a loan?  When you take a
loan,  we move  Account  Value  equal to the  amount  of the loan  into the Loan
Account. Unless you give us different  instructions,  we move Account Value from
the variable investment options and the Fixed Allocations in the same proportion
as your Account Value in the  investment  options on the Valuation  Date we move
such Account Value.

The impact of a loan on your Account  Value may be positive or negative.  If the
Account  Value  transferred  to the Loan  Account  would earn more than would be
earned in the investment  options,  the loan will have a positive impact on your
Account  Value  and  on  the  Required  Death  Benefit.  If  the  Account  Value
transferred  to the Loan  Account  would  earn less than  would be earned in the
investment  options,  the loan will have a negative impact on your Account Value
and on the Required Death Benefit.

         What is the interest  rate charged on any loan?  You owe us interest on
any loan at the rate of 6.0% per  year,  compounded  yearly,  in  arrears.  Each
Policy  Anniversary Year that the loan is not repaid,  we add an amount equal to
any unpaid interest to your Debt.

         Does  Account  Value in the  Loan  Account  earn  interest?  We  credit
interest at the rate of 6.0% per year,  compounded  yearly, to the Account Value
maintained in the Loan Account that serves as collateral for a "preferred loan."
We credit  interest  at the rate of 4.0% per  year,  compounded  yearly,  to the
Account Value  maintained  in the Loan Account that serves as  collateral  for a
"standard loan."

         What are a "preferred  loan" and a "standard  loan"?  We determine what
portion of a loan is a "preferred loan" and what portion is a "standard loan" at
the time you take the loan.  Whether a loan is "preferred" or "standard" depends
on the source of the  collateral  to support the loan.  We consider  the Account
Value moved to the Loan  Account to come first from  Growth.  The portion of any
outstanding  loans  supported by Account Value drawn from Growth is treated as a
preferred loan. The portion of any outstanding  loans supported by Account Value
drawn from other than Growth is treated as a standard  loan.  A loan retains its
character as "preferred" or "standard" until repaid.

         Once  a  loan  is  taken,  does  American  Skandia  ever  require  more
`collateral'  in the Loan Account?  The Loan Account acts as collateral  for any
loans from us, so we need to make sure the Debt and the Account  Value are equal
to each other.  Therefore,  on each Policy  Anniversary we equalize the Debt and
the Account Value in the Loan Account.  If the Debt is larger due to outstanding
loan interest,  we transfer Account Value equal to the difference  pro-rata from
the investment options and add it to the Loan Account.

We also match up the Debt and the Loan Account when you repay any portion of the
Debt.  If the  Account  Value in the Loan  Account  then  exceeds  the Debt,  we
transfer  the excess to the  investment  options and allocate it pro-rata to the
investment  options  which you are  utilizing  at that  time.  Any  amount  then
allocated to the fixed option will be treated as a separate Fixed Allocation.

         When  must I repay  the loan?  You are not  required  to repay the loan
while the  Insured is alive,  except when an amount is due to keep the Policy in
force or upon reinstatement.

         What happens at the  Insured's  death if I have not repaid the loan? If
there is any outstanding  Debt when Death Proceeds are due, we subtract the Debt
from the Death Benefit as part of the calculation of the Death Proceeds.

         What happens if I repay any portion of the loan?  The amount of Debt is
reduced by the amount of any loan repayment.  Any standard loan is repaid before
any  preferred  loan.  The  repayment  reduces the amount of principal  and loan
interest  proportionately based on the ratio between principal and loan interest
as of the  Valuation  Date the loan  repayment is applied.  We allocate any such
loan repayment to the variable  investment  and fixed options  pro-rata based on
the  Account  Value in each  investment  option  as of the  Valuation  Period we
receive your loan repayment.  Any amount then allocated to the fixed option will
be treated as a separate Fixed Allocation.

                               Partial Withdrawals

         When can I make a  partial  withdrawal?  We allow  partial  withdrawals
while the Insured is alive,  except  that,  where  permitted by law, you may not
take a partial withdrawal until after the end of the "free-look" period.

         How much is  available  as a partial  withdrawal?  The maximum  partial
withdrawal at any time equals the then current maximum amount we would permit as
a loan under your Policy.  This amount is equal to 90% of your  current  Account
Value less any  applicable  contingent  deferred  sales  charge  and  contingent
deferred tax charge. The minimum amount of a partial withdrawal is $500.00.

         What happens to the Account Value if I take a partial withdrawal?  When
you take a partial  withdrawal,  we reduce your Account Value by an amount equal
to  the  amount  of  the  partial  withdrawal.  Unless  you  give  us  different
instructions, we take Account Value from the variable investment options and the
Fixed Allocations in the same proportion as your Account Value in the investment
options on the Valuation Date we take such Account  Value.  If you have multiple
Fixed  Allocations,  amounts  are taken on a "last in,  first  out"  basis.  Any
Account Value in the Loan Account is not available for a partial withdrawal.

         Is there a charge for a partial  withdrawal?  We charge any  applicable
contingent  deferred  sales  charge and  contingent  deferred  tax charge on the
portion of any partial  withdrawal that is not treated as a "free withdrawal" or
for which we waive such charges under the medically-related waiver provision. We
take these charges  pro-rata from the investment  options from which we take the
Account Value as a result of the partial withdrawal.

         What  amount can I take as a free  withdrawal?  In any Policy  Year the
maximum amount you can take as a free withdrawal is the greater of Growth or 10%
of the Premium.  The following  examples may help show what this means. For each
example, assume that the Premium was $50,000.

         (a) For this example  assume the Account  Value as of the Valuation Day
we process your partial withdrawal is $60,000.  You request a partial withdrawal
of  $25,000.  Assume  also  that  you  have  not  requested  any  other  partial
withdrawals  during this Policy Year. The free withdrawal  amount is the greater
of  Growth,  which is the  current  Account  Value  ($60,000)  less the  Premium
($50,000),  or $10,000, and 10% of the Premium, which is $5,000.  Therefore,  we
treat  $10,000  as the  free  withdrawal  portion  of this  partial  withdrawal.
Assuming  that this partial  withdrawal  request  occurs  during the  "surrender
charge period," and there is no subsequent  Growth in that Policy Year, we would
assess the then  applicable  contingent  deferred  sales  charge and  contingent
deferred tax charge on $15,000,  which is the portion of the partial  withdrawal
that exceeds the free withdrawal  amount.  The contingent  deferred sales charge
and  contingent  deferred  tax  charge  would  apply to the full  amount  of any
subsequent  partial  withdrawal you request during the same Policy Year that was
not eligible for a medically-related waiver.

         (b) For this example  assume the Account  Value as of the Valuation Day
we process your partial  withdrawal  request for the  "maximum  free  withdrawal
amount" is $47,000.  Assume also that you have not  requested  any other partial
withdrawals  during this Policy Year. The free withdrawal  amount is the greater
of  Growth,  which is the  current  Account  Value  ($47,000)  less the  Premium
($50,000),  or $3,000, and 10% of the Premium, which is $5,000.  Therefore,  the
maximum free withdrawal amount is $5,000.  Assuming that this partial withdrawal
request occurs during the "surrender  charge period," and there is no subsequent
Growth in that  Policy  Year,  the  contingent  deferred  sales  charge  and the
contingent  deferred  tax charge  would  apply to any  subsequent  surrender  or
partial   withdrawal   that   Policy   Year   that  was  not   eligible   for  a
medically-related waiver.

          Does  a  partial  withdrawal  affect  the  Death  Benefit?  A  partial
withdrawal  reduces the Required  Death  Benefit.  The Required Death Benefit is
reduced  because the Account Value,  which is used in  calculating  the Required
Death Benefit,  has been reduced.  It also reduces the Guaranteed  Minimum Death
Benefit in the same  proportion  as the Account  Value is reduced by the partial
withdrawal.  The effect on the  Guaranteed  Minimum  Death  Benefit is described
above  in  response  to the  question  "What  is the  Guaranteed  Minimum  Death
Benefit."

         Can I put back funds taken as a partial withdrawal?  No.

                                   Surrenders

         When can I surrender my Policy? You can surrender your Policy after the
end of the free-look period as long as the Insured is alive.

         What is paid out when a Policy is  surrendered?  If you  surrender  the
Policy, we will pay you the Cash Value.

                            Accelerated Death Benefit

         What is an accelerated  death benefit?  An accelerated death benefit is
pre-payment  to the Insured of a portion of the Death  Proceeds.  The maximum we
will pay,  before any  reductions,  is the lesser of 50% of the  Required  Death
Benefit or $250,000.  The actual  amount is reduced by a 12-month  interest rate
discount  (currently  6.0%) and a pro-rata  portion of any Debt.  We reserve the
right to change the interest rate discount percentage.

         When will  American  Skandia  make such a payment?  We will make such a
payment  one time,  where  allowed by law,  based on the  Owner's  request.  The
Insured may not request such a payment unless the Insured is also the Owner.  We
only make the  payment  if we receive  all our  requirements.  Our  requirements
include,  but are not limited to, proof  satisfactory  to us In Writing that the
Insured (the last surviving Insured if there are two Insureds) became terminally
ill, as defined in your  Policy:  (a) at least 30 days after the Issue Date;  or
(b) as a result of an accident that occurred after the Issue Date. To the extent
permitted by law, we will change our  procedures  in relation to this benefit or
the  definition  of  terminally  ill or any  other  applicable  term in order to
maintain the tax-free status of any amounts paid out under this provision.

         What happens to the remaining benefits if American Skandia makes such a
payment? Any such payment reduces the Account Value, the Premium, the Guaranteed
Minimum  Death  Benefit  and any Debt in the same  ratio as the  Required  Death
Benefit is reduced as of the Valuation Period such a payment is made. You should
consult a tax advisor on the tax consequences of such a payment. Please refer to
Appendix B for a  hypothetical  illustration  of the  accelerated  death benefit
provision.

                            Medically-Related Waiver

         What is a  medically-related  waiver? The  medically-related  waiver is
available  by  rider  to  the  Policy,  currently  with  no  charge  to  you.  A
medically-related  waiver is our waiver of the contingent  deferred sales charge
and the contingent  deferred tax charge that would  otherwise apply to a partial
withdrawal  or  surrender.  Note that  while the  accelerated  death  benefit is
payable to the Insured, the medically-related  waiver is a benefit,  while based
on the  Insured's  life,  that is of value to the  Owner,  who  normally  is the
recipient of amounts paid as a partial withdrawal or surrender.

         When would  American  Skandia  waive these  charges?  We will  consider
waiving the contingent deferred sales charge and contingent deferred tax charge,
where allowed by law,  based on your request.  We only waive these charges if we
receive all of our requirements.  Our requirements  include, but are not limited
to proof  satisfactory  to us In Writing  that the Insured  (the last  surviving
Insured if there is more than one Insured) has  continuously  been confined to a
long term care facility, such as a nursing home or a hospital, as defined in the
rider, and that such confinement started after the Issue Date.

         Are there any restrictions on  medically-related  waivers? We will only
consider  waiving  the  contingent  deferred  sales  charge  and the  contingent
deferred tax charge on a partial  withdrawal or  surrrender up to $500,000.  The
$500,000 maximum will apply to a partial withdrawal(s) or surrender,  regardless
of when  taken,  on any life  insurance  policy or  annuity  contract  issued by
American  Skandia  where the Insured  under this Policy is named as the Insured,
Owner or Annuitant under the other policy or contract.

         What happens to the remaining benefits if American Skandia makes such a
payment in connection with a partial withdrawal?  A partial withdrawal for which
we  grant a  medically-related  waiver  has the  same  impact  on the  remaining
benefits that results from any other partial withdrawal. We simply do not deduct
the contingent  deferred  sales charge and  contingent  deferred tax charge that
otherwise would apply.

                                      Risks

         What are the risks, and who takes the risks? We bear the risk that, for
all the Policies  issued,  when  considered  together,  our expenses  exceed our
charges,  including  the expense  for  providing  from our  general  account the
difference  at death between the Account  Value and the Death  Benefit.  We also
bear the  investment  and  reinvestment  risk in  providing  interest  crediting
guarantees  to Fixed  Allocations  and to the Loan  Account,  as well as for any
settlement  options that assume a fixed rate of return. We also bear the risk in
guaranteeing the Guaranteed  Minimum Death Benefit if your Policy lapses and you
do not have any Debt. You bear the investment risk when allocating Account Value
to any variable  investment option,  since that will affect the amount available
for any loans,  partial  withdrawals or surrender.  Any irrevocable  beneficiary
bears  the risk as to the  Death  Proceeds,  which are  affected  by  investment
performance  of the investment  options,  the age at which the Insured dies, any
loan or withdrawal activity by the Owner prior to the Insured's death or payment
of an accelerated death benefit.

                                  Other Rights

         Do I have any other rights if I buy a Policy?  There are certain  other
ownership rights you may exercise under a Policy.  Some of these rights include,
but are not limited to, the following. You may name a Beneficiary.  You may make
that designation  "irrevocable," which means it cannot be changed. If you do not
designate the  Beneficiary  as  irrevocable,  you retain the right to change the
Beneficiary  before the Insured dies.  You may  transfer,  pledge or assign your
Policy,  which may trigger a currently  taxable event. You should only transfer,
pledge or assign your Policy after consulting with a competent tax advisor.  You
may exercise  voting rights in relation to the  applicable  Portfolios.  Some of
these rights may be limited depending on the usage of your Policy, especially if
it  is  held  in  connection  with  certain  retirement  plans  designed  to  be
"qualified" plans under the Code.

                              The Separate Account

         What supports  American  Skandia's  obligation to me if I buy a Policy?
The benefits  provided by the Policy are our obligations.  The assets supporting
our obligations equalling the Account Value allocated to the variable investment
options are held in our  Separate  Account F. We maintain  assets in our general
account to support our obligations:  (1) equal to the Account Value allocated to
the fixed option;  (2) equal to the Account  Value in the Loan Account;  (3) for
the portion of the Death Proceeds  greater than the Account  Value;  (4) for any
settlement option; and (5) for any other obligation we may have in relation to a
Policy.

         The Separate  Account was  established  under the laws of  Connecticut.
Assets in the Separate  Account may support  obligations  created in relation to
the Policies described in this Prospectus or other policies we offer. We are the
legal owner of the assets in the  Separate  Account.  Income,  gains and losses,
whether  or not  realized,  are  credited  or charged  to the  Separate  Account
according to the terms of the Policies and any other  policies  supported by the
assets in the Separate  Account  without  regard to our other  income,  gains or
losses or to the income, gains or losses in any other of our separate accounts.

         Separate Account F is registered with the U.S.  Securities and Exchange
Commission  (the  "SEC")  under  the  Investment  Company  Act of 1940 as a unit
investment trust, which is a type of investment  company.  This does not involve
any supervision by the SEC of the investment  policies,  management or practices
of the Separate Account or of us.

         The  only  Sub-accounts  available  to you are  those  offered  in this
Prospectus.  These  Sub-accounts  are available as investment  options for other
policies  we offer.  Sub-accounts  are  permitted  to invest  in  Portfolios  we
consider suitable. The Portfolios in which the Sub-accounts invest are available
to Sub-accounts of other separate  accounts,  including separate accounts we use
in  relation  to a number of  variable  annuities.  Separate  accounts  of other
insurers  and of  various  qualified  retirement  plans  may also  invest in the
Portfolios.

                                      Taxes

         What are the taxes connected to the Policy? Federal and state tax laws,
as well as the interpretations of the laws, change. In addition,  we do not know
your  particular  circumstances,  which is one of a number of  reasons we cannot
give you tax  advice.  You should  consult a  professional  tax  advisor for tax
advice  for  your  particular  situation.  You  should  also be sure to read the
"Additional Tax  Considerations"  section  appearing  later in this  Prospectus,
which includes,  but is not limited to, information regarding estate taxes. What
we do provide are some brief summary  answers to the following  questions  about
Federal income taxes.

         Is  gain  in  the  Policy  taxed  as  income  every  year?  Under  most
circumstances,  any gain in the Policy is not taxed currently.  However,  if you
assign or pledge the Policy,  we expect to report any gain in the Policy as then
currently  taxable as  ordinary  income.  In  addition,  except in the case of a
partial assignment as of the Policy Date, we expect to report gain in the Policy
as currently taxable in each tax year the assignment remains in effect.

         How are  amounts  that I receive  before  the  Insured's  death  taxed?
Amounts  you receive as a partial  withdrawal,  a loan or if you  surrender  the
Policy are deemed  for  income tax  purposes  to come first from any gain in the
Policy.  Any gain is taxed as  ordinary  income.  Any  portion of these types of
distributions  representing  gain  in the  Policy  may be  subject  to a 10% tax
penalty if taken before your age 59 1/2.

         What are the taxes due on the Death Proceeds? Under most circumstances,
the Beneficiary does not pay any income tax on the Death Proceeds.

                              Available Information

         How can I find out more about this offer?  You first should  review the
rest of this Prospectus for additional  information.  This Prospectus is part of
the registration  statement we filed with the Securities and Exchange Commission
("SEC") regarding this offering.  Additional information on American Skandia and
this  offering is  available in that  registration  statement  and  accompanying
exhibits.  You may obtain copies of these materials at the prescribed rates from
the SEC's Public Reference  Section,  450 Fifth Street N.W.,  Washington,  D.C.,
20549. You may inspect and copy the registration  statement and the accompanying
exhibits at the SEC's public  reference  facilities at the above  address,  Room
1024, and at the SEC's Regional Offices, 7 World Trade Center, New York, NY, and
the Everett McKinley Dirksen Building,  219 South Dearborn Street,  Chicago, IL.
These  documents,  as well as documents  incorporated by reference,  may also be
obtained  through  the  SEC's  Internet  Website  (http://www.sec.gov)  for this
registration statement as well as for other registrants that file electronically
with the SEC.

MISCELLANEOUS  PROVISIONS AND ADDITIONAL DETAILS: The following sections provide
additional information you should consider before purchasing a Policy.

                            Providing Services to You

You  can  reach  us by  telephone  at  1-888-554-3348  or  on  the  Internet  at
http://www.americanskandia.com.  We may require  that you provide us with proper
identification  before  we  release  information  about  your  Policy  or accept
instructions  received over the phone,  the Internet or via any other electronic
means.   We  may  require  that  you  provide   your  Social   Security  or  tax
identification  number.  We  also  may  require  you  to  present  the  personal
identification  number  ("PIN") we provide  you after we issue a Policy.  To the
extent permitted by law or regulation,  neither we nor any person  authorized by
us will be responsible for any claim,  loss,  liability or expense in connection
with a transaction,  including but not limited to a transfer between  investment
options,  over the  phone,  the  Internet  or via any  other  electronic  means.
However,  this will only be the case if we or such authorized  person acted: (a)
in  good  faith  reliance  that  you  authorized  the  transaction;  and  (b) on
reasonable  procedures  to  identify  you or your  designee  though a number  of
verification  methods.  These  methods may include  taping phone  conversations,
requesting  Social  Security or tax  identification  numbers,  PINs,  confirming
electronic mail addresses,  or similar means. We may be liable for losses due to
unauthorized  or fraudulent  instructions  should we not follow such  reasonable
procedures.

We may require  that you submit  forms In Writing for certain  transactions.  We
require the written consent of all joint Owners for any transaction for which we
require the Owner's written consent.

                                  Designations

Certain  designations  apply  to a  Policy  - the  Owner,  the  Insured  and the
Beneficiary.  All designations  are subject to our rules and our acceptance.  We
assume all designations,  other than the Insured,  are revocable unless you tell
us otherwise. You should consult with a competent tax advisor on the income tax,
estate and inheritance tax implications of various designations. You should also
consult  with a  competent  legal  advisor  as to the  implications  of  certain
designations in relation to an estate,  bankruptcy and community property, where
applicable, as well as other matters.

We assume the  Insured is the Owner  unless you tell us  otherwise.  If you name
more than one Owner, all rights reserved to Owners are then held jointly. Naming
someone  to be the Owner  other  than the payor of the  Premium  may have  gift,
estate or other tax implications.

We assume the  Beneficiary  is you or your estate  unless you tell us otherwise.
You may name more than one primary and more than one contingent Beneficiary.

                              Net Investment Factor

For each Sub-account the initial Unit Price was $10.00.  The Unit Price for each
subsequent  Valuation  Period is the net  investment  factor for that  Valuation
Period,  multiplied by the Unit Price for the  immediately  preceding  Valuation
Period. The net investment factor is (1) divided by (2), less (3), where:

         (1)   is the net result of:

              (a) the net asset value per share of the  underlying  Portfolio at
                  the end of the  current  Valuation  Period  plus the per share
                  amount of any dividend or capital gain  distribution  declared
                  and unpaid by the Portfolio during that Valuation Period; plus
                  or minus

              (b) any per share charge or credit during the Valuation  Period as
                  a  provision  for  taxes  attributable  to  the  operation  or
                  maintenance of that Sub-account.

         (2) is the net result of:

              (a) the net  asset  value per share  plus any  declared  or unpaid
                  dividends per share of the underlying Portfolio shares held in
                  that Sub-account at the end of the preceding Valuation Period;
                  plus or minus

              (b) any per share charge or credit during the preceding  Valuation
                  Period as a provision for taxes  attributable to the operation
                  or maintenance of the Sub-account.

         (3) is the  mortality  and expense risk charges and the  administration
charge.

                              Allocation Programs

We may provide  administrative  support for various programs that  automatically
transfer  Account Value between certain  investment  options at scheduled times.
These include dollar cost averaging and static rebalancing (periodic rebalancing
of Account Values between investment options to conform to preset  percentages).
However,  we only offer to support  such  allocation  programs  according to our
rules.  While we are offering to support  these  programs as of the date of this
Prospectus, we do not guarantee to support these programs at all times.

We may also provide  administrative support for various allocation programs that
may be made available by your financial professional.  These may include various
asset allocation and market timing  programs.  In connection with such programs,
we may  support  periodic  withdrawals  from your  Policy to pay your  financial
professional.  We only offer to support  such  programs  according to our rules.
These rules may include,  but are not limited to, receipt of your  authorization
In  Writing  permitting  a  financial  professional  to make  transfers  between
investment  options  on your  behalf,  or to  enroll  your  Policy in one of the
allocation programs for which we provide administrative support. Unless you give
us other  instructions,  we do permit the agent of record to make  transfers  on
your behalf.

Any  financial  professional  you authorize may or may not be appointed by us as
our agent  for the sale of  Policies.  However,  we do not  engage  any agent of
record or any third parties to offer investment allocation services of any type,
so that  persons or firms  offering  such  services do so  independent  from any
agency relationship they may have with us for the sale of Policies. We therefore
take no responsibility for the investment  allocations and transfers  transacted
on your behalf by such third parties, in accordance with any allocation programs
employed by such third parties or any investment allocation recommendations made
by such third  parties.  While we were  offering  support  for a number of these
programs as of the date of this Prospectus,  we do not support all such programs
and do not guarantee to always continue  support for those programs we currently
support or may support in the future.

                            Limitations on Transfers

We retain  the right to refuse  or delay  transfers,  either  for one Owner or a
group of  Owners,  if we  believe  that:  (a)  excessive  trading  or a specific
transfer request or group of transfer requests may have a detrimental  effect on
Unit Prices or the share prices of the Portfolios; or (b) we are informed by one
or more of the  Portfolios  that the purchase or  redemption  of shares is to be
restricted  because of  excessive  trading or a  specific  transfer  or group of
transfers is deemed to have a detrimental effect on the share prices of affected
Portfolios.

                          Death During the Grace Period

If the Insured  dies during a grace period while there is any Debt and before we
receive any payment,  we deduct the unpaid  charges from the Death  Benefit when
calculating the Death Proceeds. For more information on the grace period, please
refer to the  response to the  question  "Do I have to  maintain a minimum  Cash
Value?"

                                  Reinstatement

You may apply for reinstatement of the Policy if it lapses. We must receive this
application  In  Writing  at our  Office  within 3 years  of the date the  lapse
occurred as measured from the end of the grace period.  We may require  evidence
of insurability  satisfactory to us. In order to reinstate your Policy, you also
must pay us a  reinstatement  amount,  including any applicable  charges and any
Debt.

                                    Maturity

A Policy "matures" as of the Policy  Anniversary on which the Insured is Age 95.
If there are two Insureds,  a Policy  "matures" as of the Policy  Anniversary on
which the  younger  Insured is Age 95 or would  have been Age 95 if the  younger
Insured  is then  deceased.  We will pay out the  Cash  Value  once  the  Policy
matures.  The Policy  will then end,  and we will not have any more  obligations
under the Policy.  We may provide a rider,  where  permitted by law, that allows
the Policy to mature at a later date if there is adequate guidance  available to
us regarding the tax treatment of all Policies if we were to permit extension of
the maturity date.  Should we permit such  extension of the maturity,  we advise
you to seek tax advice regarding your specific circumstances should you want the
Policy to mature at a later  date.  If the  Policy is no longer  treated as life
insurance after any extension of maturity,  gain in the Policy may be taxable to
you in the year of the  original  maturity  and all or a  portion  of the  Death
Proceeds may be taxable to the beneficiary.

                              Pricing Transactions

We "price" charges, transfers, distributions and payments on the dates indicated
below.  If such  transactions  are  scheduled to occur on other than a Valuation
Day, we price such transactions as of the following Valuation Period.

         (1) We  price  "scheduled"  transactions  such as  monthly  deductions,
transfers and  distributions as of the date such  transactions are so scheduled.
"Scheduled"  transactions  include, but are not limited to, all charges deducted
on a Monthly  Processing  Date,  equalization  of Debt and the Loan Account on a
Policy Anniversary, transfers under a dollar cost averaging program or transfers
previously  scheduled  with us at our Office as part of any  rebalancing,  asset
allocation or similar program, or any program of scheduled distributions.

         (2) We price  "unscheduled"  distributions such as transfers,  loans or
partial withdrawals that are not subject to any medical waiver as of the date we
receive at our Office the request for such transactions. "Unscheduled" transfers
include any transfers  processed in conjunction  with any market timing program,
or transfers  not  previously  scheduled  with us at our Office  pursuant to any
rebalancing,  asset  allocation  or  similar  program  which  you  employ or you
authorize  to be  employed  on your  behalf.  "Unscheduled"  transfers  received
pursuant to an authorization to accept transfer instructions using voice or data
transmission over the phone are priced as of the Valuation Period we receive the
request at our Office for such transactions. We price unscheduled payments as of
the date we receive such amounts at our Office.  These include loan  repayments,
payments  to keep a Policy in effect  during a grace  period or a  reinstatement
payment.

         (3) We price  surrenders,  withdrawals  subject  to a  medical  waiver,
accelerated  death benefit payments and payment of Death Proceeds as of the date
we receive at our Office all materials we require for such transactions and such
materials are satisfactory to us.

                              Delaying Transactions

We may defer any distribution or transfer from a Fixed Allocation or any payment
under a fixed  settlement  option  for a period  not to exceed  the  lesser of 6
months or the period  permitted by law. If we defer a  distribution  or transfer
from any Fixed Allocation or any payment under a settlement option for more than
thirty days, or less where  required by law, we pay interest at the minimum rate
required  by law but not less than 3% per year on the  amount  deferred.  We may
defer  payment of  proceeds  of any  distribution  from any  Sub-account  or any
transfer from a Sub-account  for a period not to exceed 7 calendar days from the
date the transaction is effected.  This is a delay in payment only, and is not a
delay in the pricing of any such  distribution or transfer.  Any deferral period
begins on the date such  distribution  or  transfer  would  otherwise  have been
transacted.

All  procedures,  including  distributions,   based  on  the  valuation  of  the
Sub-accounts may be postponed during the period: (1) the New York Stock Exchange
is closed (other than customary holidays or weekends) or trading on the New York
Stock  Exchange is  restricted  as  determined  by the SEC;  (2) the SEC permits
postponement  and so orders;  or (3) the SEC determines that an emergency exists
making valuation or disposal of securities not reasonably practical.

                                     Voting

You  have  voting  rights  in  relation  to  Account  Value  maintained  in  the
Sub-accounts.  You do not have  voting  rights  in  relation  to  Account  Value
maintained in any Fixed Allocations, in the Loan Account or in relation to fixed
payments under a settlement option.

We will vote shares of the  Portfolios in which the  Sub-accounts  invest in the
manner directed by Owners, unless we, in our sole discretion,  determine that we
are required by law or regulation to vote  otherwise.  Owners give  instructions
equal to the number of shares  represented by the Sub-account Units attributable
to their Policy.

We will vote the shares  attributable to assets held in the Sub-accounts  solely
for us rather  than on behalf  of  Owners,  or any share as to which we have not
received instructions, in the same manner and proportion as the shares for which
we have received  instructions.  We will do so separately  for each  Sub-account
from  various  classes  that may  invest  in the  same  underlying  mutual  fund
portfolio.

The number of votes for a Portfolio will be determined as of the record date for
such  Portfolio  as chosen by its board of  trustees or board of  directors,  as
applicable.  We will furnish Owners with proper forms and proxies to enable them
to instruct us how to vote.

You may  instruct us how to vote on the  following  matters:  (a) changes to the
board of  trustees  or board of  directors,  as  applicable;  (b)  changing  the
independent  accountant;  (c)  approval  of changes to the  investment  advisory
agreement or adoption of a new investment advisory agreement;  (d) any change in
the fundamental  investment policy; and (e) any other matter requiring a vote of
the shareholders.

With  respect  to  approval  of changes to the  investment  advisory  agreement,
approval of a new  investment  advisory  agreement or any change in  fundamental
investment policy,  only Owners maintaining  Account Value as of the record date
in a Sub-account  investing in the applicable  Portfolio will instruct us how to
vote on the  matter,  pursuant  to the  requirements  of Rule  18f-2  under  the
Investment Company Act of 1940.

                         Transfers, Assignments, Pledges

Generally,  your rights in a Policy may be  transferred,  assigned or pledged at
any time. These  transactions may be subject to income taxes and certain penalty
taxes.  You may transfer,  assign or pledge your rights to another person at any
time,  prior to the death upon  which the Death  Benefit  is  payable.  You must
request a transfer or provide us a copy of the assignment In Writing. A transfer
or assignment is subject to our acceptance.  We will not be deemed to know of or
be obligated under any assignment  prior to our receipt and acceptance  thereof.
We assume no responsibility for the validity or sufficiency of any assignment.

                                     Reports

We mail you, at your last known address of record,  any  statements  and reports
required by applicable  law or regulation.  You should  therefore give us prompt
notice of any address change. We send a confirmation  statement to you each time
an unscheduled  transaction is made affecting  Account Value.  Such transactions
will  generally  include  changes in investment  allocation  or transfers  among
investment   options,   loans  and  loan  repayments,   partial   surrenders  or
withdrawals,  and any charges  associated  with such  unscheduled  transactions.
Quarterly  statements  are also mailed  detailing  the activity  affecting  your
Policy  during  the prior  quarter,  including  all  scheduled  and  unscheduled
transactions.   To  the  extent  permitted  by  law,  some  types  of  scheduled
transactions will only be confirmed on a quarterly basis. Such transactions will
generally  include  those   pre-authorized   charges  deducted  on  the  Monthly
Processing  Date. You may request  additional  reports.  We reserve the right to
charge  up to $50 for  each  such  additional  report.  You  should  review  the
information  in these  statements  carefully.  You must  report  all  errors  or
corrections to us at our Office  immediately to assure proper  crediting to your
Policy. For transactions for which we immediately send confirmations,  we assume
all  transactions  are accurate  unless you notify us  otherwise  within 30 days
after the date of the transaction.  For transactions  that are only confirmed on
the quarterly  statement,  we assume all  transactions  are accurate  unless you
notify us within 30 days of the end of the  calendar  quarter.  We may also send
you each year an annual report and a  semi-annual  report  containing  financial
statements  for the  applicable  Sub-accounts,  as of  December  31 and June 30,
respectively.  We reserve the right, to the extent  permitted by law, to provide
any prospectus  supplements,  confirmations,  statements and reports required by
applicable  law or  regulation  to you via the Internet or any other  electronic
means.

                                Incontestability

We may not contest the validity of a Policy  after it has been in effect  during
the  Insured's  lifetime  for two years  from the Issue  Date.  If there are two
Insureds,  this  applies to the  lifetime  of either  Insured.  If the Policy is
reinstated, to the extent permitted by law, we may not contest the validity of a
Policy  after  it has  been  in  effect  for  two  years  from  the  date of the
reinstatement.

                                     Suicide

If an Insured  commits  suicide within two years of the Policy Date (or whatever
maximum period is permitted under law) or the date of a reinstatement if allowed
by law,  the Death  Benefit  will be the greater  of: (a) Premium  paid less any
outstanding Debt and any partial  withdrawals;  or (b) the Cash Value. All other
requirements as to calculation and payment of Death Proceeds will apply.

                                  Misstatement

We will  adjust the amount of the Death  Proceeds to conform to the facts if the
age or gender of an Insured is incorrectly stated. We will do so as specified in
the Policy and as permitted by law.

                                   Backdating

Depending on your Age at the time you apply for a Policy, it may be advantageous
to have the  Policy  Date be  earlier  than  the  Issue  Date.  This is known as
"backdating."  Doing so may enable you to  qualify  for lower cost of  insurance
charges. We permit backdating: (a) only if doing so will qualify you for a lower
cost of insurance charge; and (b) the Policy Date is the date the Application is
signed,  but in no case more than 90 days  before the Issue  Date.  If you elect
backdating,  on the Issue  Date we will  deduct  charges  that  would  have been
deducted  as of the Policy  Date and any Monthly  Processing  Dates  between the
Policy  Date and the Issue  Date.  To the  extent  permitted  by law,  we do not
guarantee  any increase in the Account  Value for the period  between the Policy
Date and the Issue  Date.  However,  we also  reserve  the right,  to the extent
permitted by law, to credit you a fixed rate of interest for such period.

                          Resolving Material Conflicts

Portfolios may be available to registered  separate  accounts offering either or
both life and annuity  contracts of insurance  companies not affiliated with us.
We also may offer life insurance  policies  and/or annuity  contracts that offer
different variable  investment options from those offered under this Policy, but
which invest in the same Portfolios. It is possible that differences might arise
between  our  Separate  Account F and one or more  accounts  of other  insurance
companies which participate in a Portfolio. It is also possible that differences
might  arise  between a  Sub-account  offered  under this  Policy  and  variable
investment  options offered under different life insurance policies or annuities
we offer, even though such different  variable  investment options invest in the
same  Portfolio.  In some cases,  it is possible that the  differences  could be
considered "material conflicts." Such a "material conflict" could also arise due
to changes  in the law (such as state  insurance  law or Federal  tax law) which
affect either these  different life and annuity  separate  accounts or differing
life  insurance  policies  and  annuities.  It could  also  arise by  reason  of
differences  in voting  instructions  of persons  with voting  rights  under our
policies  and/or  annuities  and those of other  companies,  persons with voting
rights under  annuities  and those with rights under life  policies,  or persons
with voting rights under one of our life policies or annuities  with those under
other  life  policies  or  annuities  we offer.  It could  also  arise for other
reasons.  We will  monitor  events so we can  identify  how to  respond  to such
conflicts.  If such a  conflict  occurs,  we will take the  necessary  action to
protect  persons  with  voting  rights  under  our life  policies  or  annuities
vis-a-vis  those with rights under life  policies or annuities  offered by other
insurance  companies.  We will also take the necessary action to treat equitably
persons with voting  rights under this Policy and any persons with voting rights
under any other life policy or annuity we offer.

                      Modification of the Separate Account

We  reserve  the  right  to do  any  or all of  the  following:  (a)  combine  a
Sub-account with other Sub-accounts; (b) combine Separate Account F or a portion
thereof with other separate  accounts;  (c) deregister  Separate Account F under
the  Investment  Company  Act of  1940;  (d)  operate  Separate  Account  F as a
management investment company under the Investment Company Act of 1940 or in any
other form  permitted  by law;  (e) make  changes  required by any change in the
Securities Act of 1933,  the  Securities  Exchange Act of 1934 or the Investment
Company Act of 1940;  (f) make  changes  that are  necessary to maintain the tax
status of your  Policy  under the Code;  and (g) make  changes  required  by any
change in other  Federal or state laws  relating to life  insurance  policies in
general or variable life insurance policies in particular.

Also, from time to time, we may make additional  Sub-accounts  available to you.
These  Sub-accounts  will invest in Portfolios we believe to be suitable for the
Policy. We may or may not make a new Sub-account  available to invest in any new
portfolio of one of the current  underlying mutual funds should such a portfolio
be made available to Separate Account F.

We may eliminate  Sub-accounts,  combine two or more  Sub-accounts or substitute
one or more new  underlying  mutual funds or  portfolios  for the one in which a
Sub-account  is  invested.  Substitutions  may  be  necessary  if we  believe  a
Portfolio  no longer  suits the purpose of the Policy.  This may happen due to a
change in laws or  regulations,  or a change  in the  investment  objectives  or
restrictions of a Portfolio, or because the Portfolio is no longer available for
investment,  or for some other reason.  We would obtain prior  approval from the
insurance  department  of our state of domicile,  if so required by law,  before
making such a  substitution,  combination,  deletion or addition.  We also would
obtain  prior  approval  from the SEC so long as required by law,  and any other
required approvals before making such a substitution,  combination,  deletion or
addition.

                                 Entire Contract

For any Policy  issued,  the entire  contract  between you and us  includes  the
Policy form and any of the following which may be attached to the Policy: riders
or endorsements,  the copy of any Application and  endorsements.  All statements
made in any Application are deemed to be representations and not warranties.  No
statement  is used to void a Policy or defend a claim  unless it is contained in
any Application attached to the Policy.

Only our  President,  one of our Vice  Presidents or our Secretary may change or
waive any  provisions of a Policy.  Any change or waiver must be In Writing.  To
the extent permitted by law, we are not bound by any promises or representations
made by or to any other person.

                          Additional Tax Considerations

The  following  is a brief  summary  of  certain  Federal  tax  laws as they are
currently  interpreted.  No one can be certain that the laws or  interpretations
will remain unchanged or that agencies or courts will always agree as to how the
tax law or regulations are to be interpreted. This discussion is not intended as
tax advice. You may wish to consult a professional tax advisor for tax advice as
to your particular situation.

Our taxation:  We are taxed as a life insurance company under Part I, subchapter
L, of the Code.

Treatment as a "modified endowment contract": Under most circumstances, taxes on
any gain in the Policy are  `deferred'  and not taxed  every  year.  Unless your
Policy is established as part of an eligible exchange of a life insurance policy
entered into before June 21, 1988, amounts you receive as a partial  withdrawal,
a loan or as a surrender  are taxed in the same manner as  distributions  from a
deferred annuity before annuity  payments begin.  This means that these types of
distributions  are deemed to come first from any gain in the policy and that any
gain is treated as ordinary income. It also means that distributions of gain may
be  subject  to a 10%  tax  penalty  if  taken  before  age 59 1/2.  Under  most
circumstances,  the  Beneficiary  will  not  pay  any  income  tax on the  Death
Proceeds.

Assignment:  If you assign or pledge any portion of the Policy,  the transaction
is treated as a  distribution  subject to taxation as ordinary  income.  The tax
penalty  noted  above may apply.  In  addition,  except in the case of a partial
assignment  as of the  Policy  Date,  we expect to report  gain in the Policy as
currently taxable in each tax year the assignment remains in effect.

Gifts:  If you give your Policy as a gift to an entity for which you are not the
taxpayer  or to anyone  other than your spouse (or former  spouse  incident to a
divorce), the gift is treated for tax purposes as a distribution.

Aggregation  rules: You may purchase more than one life insurance policy from us
in the  same  calendar  year  that is  treated  under  the  Code as a  "modified
endowment contract,"  including the Policy described in this Prospectus.  If you
do, all such policies are subject to "aggregation rules." Under these rules, all
of these  policies  must be  treated as one  modified  endowment  contract  when
determining  the portion of any  distribution  or deemed  distribution  which is
currently taxable. It is also possible that these aggregation rules may apply to
any annuity  contracts  you purchase  from us in the same  calendar  year as you
purchase a Policy.

Exchanges:  Section 1035 of the Code permits certain tax-free  exchanges of life
insurance policies. You must comply with various requirements for such exchanges
to be treated as tax-free,  which include,  but are not limited to: (a) the need
for the insured to be the same  individual or  individuals  before and after the
exchange;  and (b) the  need to have  the  Debt on a  Policy  as of the date all
premium is received equal to any outstanding  indebtedness on the life insurance
exchanged for the Policy.  If you exchange a life insurance  policy entered into
before June 21, 1988 which is not a modified endowment contract,  we believe the
new policy generally will not be treated as a modified  endowment contract if no
new premium is paid and there is no reduction  in the death  benefit as a result
of the exchange. For those Policies not treated as modified endowment contracts,
we believe  that loans are not  treated as  distributions  and  withdrawals  are
deemed to come first from your investment in the policy. In addition, we believe
that the aggregation rules as well as the tax treatment of assignments,  pledges
and gifts, noted above, would not apply.  However,  we cannot guarantee this tax
treatment  and advise you to consult  your tax  advisor  before  exchanging  any
existing life insurance policy.

Transfers between investment  options:  Transfers between investment options are
not subject to taxation. The Treasury Department may promulgate guidelines under
which a variable life insurance policy will not be treated as life insurance for
tax purposes if persons with ownership  rights have  excessive  control over the
investments underlying such a policy. Such guidelines may or may not address the
number of  investment  options or the  number of  transfers  between  investment
options  offered.  It  is  not  known  whether  such  guidelines,   if  in  fact
promulgated, would have retroactive effect. It is also not known what effect, if
any, such guidelines may have on transfers between the investment options of the
Policy offered pursuant to this Prospectus.  We will take any action,  including
modifications to your Policy or the  Sub-accounts,  required to comply with such
guidelines if promulgated.

Generation skipping transfers:  Under the Code certain taxes may be due when all
or part of a life insurance  policy is transferred to or a death benefit is paid
to an individual two or more generations  younger than the policy holder.  These
taxes tend to apply to transfers of significantly  large dollar amounts.  We may
be required to determine  whether a transaction must be treated as a direct skip
as defined in the Code and the amount of the resulting  tax. If so required,  we
will deduct from your Policy or from any  applicable  payment to be treated as a
direct skip any amount we are required to pay as a result of the transaction.

Diversification:  Section  817(h)  of the Code  provides  that a  variable  life
insurance  policy,  in  order  to  qualify  as  life  insurance,  must  have  an
"adequately  diversified"  segregated asset account (including  investments in a
mutual  fund by the  segregated  asset  account  of  insurance  companies).  The
Treasury Department's regulations prescribe the diversification requirements for
variable life insurance policy. We believe the underlying mutual fund portfolios
should comply with the terms of these regulations.

Withholding:   Section  3405  of  the  Code  provides  for  Federal  income  tax
withholding  on the portion of a  distribution  which is includible in the gross
income of the  recipient.  Amounts to be withheld  depend upon the nature of the
distribution.  However,  under most  circumstances  a recipient may elect not to
have income taxes  withheld or have income taxes withheld at a different rate by
filing a completed election form with us. A withholding form may be required.

Accelerated  Death  Benefits:  Payments of amounts to an Insured that  otherwise
would be  payable  to the  Beneficiary  as a result  of an  Insured's  death can
qualify  for  the  same  tax-free   treatment  as  death   benefits  if  certain
requirements are met. These are  requirements  regarding the terminal illness of
the insured.  We believe payments under the provisions of the accelerated  death
benefit of the Policy will meet the requirements of the Code and the regulations
in order to qualify as tax-free payments.

Extending  the Policy's  Maturity:  We believe that a Policy will continue to be
treated as life insurance and as a modified endowment contract under the Code if
you extend the Policy's  maturity under any extended maturity rider we may offer
in the future. However, this tax treatment is not certain, so you should consult
your tax advisor  before  taking this step. If the Policy is not treated as life
insurance  after any extension of maturity,  gain in the Policy may no longer be
taxed deferred, and all or a portion of the Death Proceeds may be taxable to the
Beneficiary.

Survivorship  Policies:  The Code does not directly address how certain features
of a policy  paying on the death of a surviving  insured  should be treated.  We
believe such a Policy should be treated as other life  insurance  policies,  but
there is some  uncertainty  as to  whether  that is the case.  If the  surviving
Insured is an Owner,  the Death Proceeds payable as a result of the death of the
last surviving  Insured  generally will be treated as part of the Owner's estate
for  purposes of the federal  estate  tax. If the  surviving  Insured was not an
Owner,  the replacement  cost of the Policy may be included in the estate of the
Owner upon his or her death and Death Proceeds  payable as a result of the death
of the surviving  Insured are includible in the person's  estate if the proceeds
are payable to or for the benefit of that  person's  estate or if the  surviving
Insured held  incidents  of ownership in the Policy  within three years prior to
death.

Taxes other than Federal income taxes:  Amounts received or deemed received from
a Policy that may be subject to Federal  income tax also may be subject to state
income  taxes.  The fair market  value of a Policy or the Death  Proceeds may be
included  under  certain  circumstances  in an  estate  for  purposes  of  state
inheritance  taxes or Federal  estate taxes.  Federal  estate and gift taxes are
integrated for various  purposes.  An unlimited  marital deduction may apply for
purposes of Federal  estate and gift taxes,  which would allow deferral of taxes
until the death of the surviving spouse.

                            Safekeeping of the Assets

We maintain the assets of the Separate Account and those in our general account.
The assets of the  Separate  Account  are  segregated  from those in our general
account.

                                   Regulation

We are organized as a Connecticut stock life insurance company,  and are subject
to  Connecticut  law  governing  insurance  companies.   We  are  regulated  and
supervised by the  Connecticut  Commissioner  of Insurance.  By March 1 of every
year, we must prepare and file an annual statement,  in a form prescribed by the
Connecticut Insurance Department,  which covers our operations for the preceding
calendar year, and must prepare and file our statement of financial condition as
of December  31 of such year.  The  Commissioner  and his or her agents have the
right at all times to review or examine our books and assets. A full examination
of our  operations  will be  conducted  periodically  according to the rules and
practices of the National Association of Insurance  Commissioners  ("NAIC").  We
are subject to the insurance laws and various Federal and state  securities laws
and regulations and to regulatory agencies,  such as the Securities and Exchange
Commission (the "SEC") and the Connecticut Banking Department,  which administer
those laws and regulations.

We can be assessed up to prescribed  limits for policyholder  losses incurred by
insolvent  insurers  under the insurance  guaranty fund laws of most states.  We
cannot predict or estimate the amount any such future assessments we may have to
pay. However,  the insurance  guaranty laws of most states provide for deferring
payment or  exempting  a company  from  paying  such an  assessment  if it would
threaten such insurer's financial strength.

Several states,  including  Connecticut,  regulate insurers and their affiliates
under insurance holding company laws and regulations. This applies to us and our
affiliates.  Under  such  laws,  inter-company  transactions,  such as  dividend
payments to parent  companies and  transfers of assets,  may be subject to prior
notice and approval, depending on factors such as the size of the transaction in
relation to the financial position of the companies.

Currently,  the federal  government  does not directly  regulate the business of
insurance.  However, federal legislative,  regulatory and judicial decisions and
initiatives  often have  significant  effects on our business.  Types of changes
that are most likely to affect our business include changes to: (a) the taxation
of life insurance  companies;  (b) the tax treatment of insurance products;  (c)
the  securities  laws,  particularly  as they  relate to  insurance  and annuity
products;  (d) the "business of insurance" exemption from many of the provisions
of the anti-trust  laws; (e) the barriers  preventing most banks from selling or
underwriting  insurance:  and (f) any initiatives  directed toward improving the
solvency  of  insurance  companies.   We  would  also  be  affected  by  federal
initiatives  that have impact on the ownership of or investment in United States
companies by foreign companies or investors.

                                  Legal Matters

The law firm of Werner & Kennedy has passed on the legal matters relating to the
offering of these Policies.

                                Legal Proceedings

As of the date of this Prospectus,  neither we nor American  Skandia  Marketing,
Incorporated  were involved in any litigation  outside of the ordinary course of
business, and know of no material claims.

                                     Experts

The audited  financial  statement  included in this Prospectus and  Registration
Statement  are  presented  in  accordance  with  generally  accepted  accounting
principles.  These statements were audited by Deloitte & Touche LLP, independent
auditors. We rely on their authority as experts in accounting and auditing.

Brian L. Hirst has  approved  the  hypothetical  illustration  included  in this
Prospectus  and  Registration  Statement.  We have  included them relying on his
opinion that they are reasonable.

                          Distribution of this Offering

American  Skandia  Marketing,   Incorporated   ("ASM,   Inc."),  a  wholly-owned
subsidiary  of American  Skandia  Investment  Holding  Corporation,  acts as the
principal underwriter of the Policies. ASM, Inc.'s principal business address is
One Corporate Drive,  Shelton,  Connecticut  06484. ASM, Inc. is a broker-dealer
registered  with  the SEC  under  the  1934  Act and a  member  of the  National
Association of Securities Dealers, Inc. ("NASD").

ASM, Inc. will enter into  distribution  agreements with certain  broker-dealers
registered  under the Securities and Exchange Act of 1934 or with entities which
may  otherwise  offer the Policies  that are exempt from such  registration.  In
addition,  ASM, Inc. may offer Policies  directly to potential  purchasers.  The
maximum initial concession to be paid on premiums received is 8.5% and a portion
of  compensation  may be paid  from time to time  based on all or a  portion  of
either  the  Account  Value or the Cash  Value.  We  reserve  the  right to base
concessions  from  time-to-time  on the  investment  options  chosen by  Owners,
including investment options that may be deemed our "affiliates" or "affiliates"
of ASM, Inc. under the Investment Company Act of 1940.

As of the date of this  Prospectus,  we expect to pay an on-going service fee in
relation to providing  certain  statistical  information  upon request by Owners
about the investment options and the Portfolios.  We may make the fee payable to
the  service  providers  based on  either  the  Account  Value or Cash  Value of
Policies.  Under most circumstances,  we will engage the broker-dealer of record
for your  Policy,  or the entity of record if such entity  could offer  Policies
without  registration  as a  broker-dealer  (i.e.  certain  banks),  to be  your
resource for the statistical information,  and to be available upon your request
to both provide and explain such information to you. The broker-dealer of record
or the  entity of record is the firm  which sold you the  Policy,  unless  later
changed.  Some portion of the fee we pay for this service may be payable to your
representative.  We may structure this program such that no fee is payable based
on the value in Fixed  Allocations.  If that were to occur,  it is possible that
your  representative may receive on-going service fee compensation,  but only in
relation to value maintained in variable investment options.

From time to time we may promote the sale of our  products  such as the Policies
offered  pursuant to this  Prospectus  through  programs of non-cash  rewards to
registered representatives of participating  broker-dealers.  We may withdraw or
alter such promotions at any time.

To the extent  permitted,  we may advertise  certain  information  regarding the
performance of the investment  options that does not take into consideration the
effect of either the cost of insurance  charges,  the contingent  deferred sales
charge,  the  contingent  tax charge or the  maintenance  fee. This  performance
information  may help you review the  performance of the investment  options and
provide a basis for comparison  between the Policy's  investment  options.  This
information  may be less useful when comparing the performance of the investment
options with the  performance of investment  options  provided in other variable
life policies  because each plan of life  insurance will have its own applicable
charges.  This information is even less useful in comparing  performance to that
of any savings or investment vehicle, rather than variable life insurance.

Performance  information on the  Sub-accounts is based on past  performance only
and is no indication of future  performance.  Actual  performance will depend on
the type,  quality  and, for some of the  Sub-accounts,  the  maturities  of the
investments held by the Portfolios and upon prevailing market conditions and the
response of the  Portfolios to such  conditions.  Actual  performance  will also
depend on changes in the expenses of the Portfolios. Such changes are reflected,
in turn, in the Sub-accounts which invest in such Portfolios.  In addition,  the
charges  deducted  from  your  Account  Value and those  assessed  against  each
Sub-account will affect performance.

As of the  date of this  Prospectus,  all the  Portfolios  existed  prior to the
inception of these  Sub-accounts.  Performance  quoted in advertising  regarding
such  Sub-accounts may indicate periods during which the Sub-accounts  have been
in  existence  but  prior  to  the  initial  offering  of  the  Policies.   Such
hypothetical  performance is calculated using the same  assumptions  employed in
calculating  actual  performance since inception of the  Sub-accounts.  Any such
historical  performance will be based on assumptions.  These include assumptions
regarding:  (a) the Age, risk class and gender, where applicable,  of an Insured
or Insureds;  (b) the Premium and Policy Date; and (c) assumptions  about a lack
of transfers, loans, loan repayments and withdrawals during the period for which
performance is quoted.

American  Skandia Life Assurance  Corporation  may advertise its rankings and/or
ratings by independent financial ratings services. Such rankings may help you in
evaluating our ability to meet our obligations in relation to Fixed Allocations,
pay Death  Proceeds,  make payments under any  settlement  options or administer
Policies.  Such rankings and ratings do not reflect or relate to the performance
of Separate Account F.

                                  Illustrations

In  Appendix A we provide  examples  of the kind of  hypothetical  illustrations
available to help you better understand how a Policy works. In that Appendix, we
also  provide  information  on  how  you  may  obtain  additional   hypothetical
illustrations.  In  Appendix  B, we provide  hypothetical  illustrations  of how
exercise of the  accelerated  death  benefit  provision  affects the values of a
Policy.

                        Executive Officers and Directors

Our executive officers and directors are listed in Appendix C.

                              Financial Statements

Financial  statements  for  American  Skandia  Life  Assurance  Corporation  and
American  Skandia Life  Assurance  Corporation  Separate  Account F are found in
Appendix D.


<PAGE>



                                   Appendix A
                                  Illustrations

It is impossible to illustrate  exactly how a Policy will perform in the future.
However, you may better understand how a Policy works, and may be able to better
compare  a  Policy  with  other  life  insurance   plans,   using   hypothetical
illustrations  based on certain  assumptions  about the future.  You can do this
using the hypothetical  illustrations  provided in this Appendix A. You can also
do this by requesting from us personalized hypothetical  illustrations based on:
(a) the  Age(s)  of the  Insured(s);  (b) the  expected  risk  class(es)  of the
Insured(s);  (c) the gender of the  Insured(s),  where  permitted;  (d) the Face
Amount you seek or the amount of Premium you intend to pay;  and (e)  guaranteed
and/or current cost of insurance charges.  Please forward any such request to us
at our address as shown on the first page of this Prospectus.

As  of  the  date  of  this  Prospectus,   we  only  provide  such  hypothetical
illustrations  on  paper.  We  reserve  the  right  to make  such  illustrations
available in the future via electronic  transmission or as part of a multi-media
presentation.

As of the date of this Prospectus, we do not provide hypothetical  illustrations
that assume future loans, withdrawals,  loan repayments or varying assumed rates
of return. However, we reserve the right to make such illustrations available in
the future.

The  hypothetical  illustrations  that  follow  show the  changes  in the  Death
Benefit,   Account  Value  and  Surrender  Value  over  time  based  on  certain
assumptions.  Values are  provided as of the end of each Policy Year shown.  For
comparison,  it also shows what an amount equal to the applicable  Premium would
be worth before tax if interest  were credited to such an amount at 5% interest.
The assumptions used are as follows:

         1. Hypothetical constant gross rates of return in the Portfolios of 0%,
6% and 12%.

         2. Hypothetical constant expense ratios of 1.00% for the Portfolios.

         3.       The  mortality  and expense risk charge  assessed  against the
                  assets in the Separate Account at an annualized rate of 0.90%.
                  The  charge  for   administrative   expenses   connected  with
                  operating  the Separate  Account is 0.25% per year. It is also
                  assumed  that  there is no tax  charge  assessed  against  the
                  Separate Account.

         4.       The charges  under the Policy,  including  the current cost of
                  insurance  charges  that differ by gender.  It is assumed that
                  there are no transfer fees applicable.

         5.       There are no loans, loan repayments, withdrawals,  accelerated
                  death benefit  payments or amounts paid to maintain the Policy
                  in effect during a grace period.

         6. The Age(s) and gender of the Insured(s) shown in each illustration.

         7. The Insured(s) is/are eligible for the no tobacco use risk class.

         8. The Premium and Face Amount are as shown in each illustration.

                 [ACTUAL ILLUSTRATIONS TO BE FILED BY AMENDMENT]


<PAGE>



                                   Appendix B
                    Illustration Of Accelerated Death Benefit

The following are  hypothetical  illustrations of the impact of payments made to
the Insured under the  accelerated  death benefit  provision of the Policy.  The
first  hypothetical  illustration  assumes the Insured is a female, age 45 as of
the Issue Date. The second  hypothetical  illustration  assumes the Insured is a
male, age 65 as of the Issue Date. The following other assumptions apply to both
hypothetical illustrations:

         1.       The Premium paid was $20,000.
         2.       The provision is exercised as of the 10th Policy Anniversary.
         3.       The  investment  options in which  Account Value was allocated
                  have  grown on a  constant  basis  since the Issue  Date at an
                  annualized rate of 8% per year.
         4.       There  have been no loans or loan  repayments.  5. No  amounts
                  have been withdrawn.
         6.       50% of the maximum  available  amount is taken pursuant to the
                  accelerated death benefit provision.
         7.       The 12 month interest rate discount used in the calculation of
                  the  benefit  assumes  interest  at 6%  per  year,  compounded
                  yearly.

The  following  are  various  policy  values  immediate  before  and  after  the
accelerated death benefit is paid:
<TABLE>
<CAPTION>

                                                     Female Age 45                      Male Age 65
                                                     -------------                      -----------

<S>                                                  <C>                               <C> 
Account Value Before the
Accelerated Death Benefit is Paid:                   $34,224                            $33,708

Cash Value Before the
Accelerated Death Benefit is Paid:                    34,224                             33,708

Maximum Amount Available
For a Loan Before the
Accelerated Death Benefit is Paid:                    30,802                             30,337

Death Benefit Before the
Accelerated Death Benefit is Paid:                    85,371                             45,746

Guaranteed Minimum Death Benefit Before the
Accelerated Death Benefit is Paid:                    34,224                             33,708

Amount Paid as the Accelerated
Death Benefit:                                        20,135                             10,789

Account Value After the
Accelerated Death Benefit is Paid:                    25,668                             25,281

Cash Value After the
Accelerated Death Benefit is Paid:                    25,668                             25,281

Maximum Amount Available
For a Loan After the
Accelerated Death Benefit is Paid:                    23,101                             22,753

Death Benefit After the
Accelerated Death Benefit is Paid:                    64,028                             34,310

Guaranteed Minimum Death Benefit After the
Accelerated Death Benefit is Paid:                    25,668                             25,281
</TABLE>

                                   Appendix C
                        Executive Officers and Directors


Our executive officers, directors and certain significant employees, their ages,
positions with us and principal occupations are indicated below. The immediately
preceding  work  experience is provided for officers that have not been employed
by us or an affiliate for at least five years as of the date of this Prospectus.
<TABLE>
<CAPTION>

Name/                                                         Position with American Skandia
Age                                                           Life Assurance Corporation                        Principal Occupation

<S>                                                           <C>                                   <C>     <C>        <C> 
Gordon C. Boronow*                                            President                                                President and
44                                                            and Chief                                     Chief Operating Officer:
                                                              Operating Officer,                               American Skandia Life
                                                              Director (since July, 1991)                      Assurance Corporation

Nancy F. Brunetti                                             Senior Vice President,                Senior Vice President, Customer
35                                                            Customer Service and                  Service and Business Operations:
                                                              Business Operations                              American Skandia Life
                                                              Director (since February, 1996)                  Assurance Corporation

     Ms. Brunetti joined us in 1992.  She previously held the position of Senior Business Analyst at Monarch Life Insurance Company.

Malcolm M. Campbell                                           Director (since April, 1991)                   Director of Operations,
41                                                                                                           Assurance and Financial
                                                                                                                  Services Division:
                                                                                                      Skandia Insurance Company Ltd.

Jan R. Carendi*                                               Chief Executive                           Executive Vice President and
52                                                            Officer and                      Member of Corporate Management Group:
                                                              Chairman of the                         Skandia Insurance Company Ltd.
                                                              Board of Directors
                                                              Director (since May, 1988)

Cindy C. Ciccarello                                           Vice President,                                        Vice President,
38                                                            Customer Service                                     Customer Service:
                                                                                                               American Skandia Life
                                                                                                               Assurance Corporation

Ms.  Ciccarello joined us in 1997. She previously held the position of Assistant
Vice  President  at Phoenix  Duff & Phelps  from 1996 to 1997 and  positions  of
Director and Operations Manager at Phoenix Equity Planning Corporation from 1989
to 1996.

Lincoln R. Collins                                            Senior Vice President,                         Senior Vice President,
36                                                            Product Management                                 Product Management:
                                                              Director (since February, 1996)                  American Skandia Life
                                                                                                               Assurance Corporation

William F. Cordner, Jr.                                       Vice President,                                        Vice President,
50                                                            Customer Focus Teams                             Customer Focus Teams:
                                                                                                               American Skandia Life
                                                                                                               Assurance Corporation

Mr. Cordner joined us in 1996. He previously  held the position of Vice  President at United  Healthcare  from 1993 to 1996 and Vice
President at The Travelers Insurance Company from 1990 to 1993.

Henrik Danckwardt                                             Director (since July, 1991)                        Director of Finance
43                                                                                                               and Administration,
                                                                                                             Assurance and Financial
                                                                                                                  Services Division:
                                                                                                      Skandia Insurance Company Ltd.

Wade A. Dokken                                                Director (since July, 1991)                                  Director:
37                                                            and Employee                                     American Skandia Life
                                                                                                              Assurance Corporation;
                                                                                              President and Chief Marketing Officer:
                                                                                            American Skandia Marketing, Incorporated

Teresa Grove                                                  Vice President,                                        Vice President,
41                                                            Customer Service                                     Customer Service:
                                                                                                               American Skandia Life
                                                                                                               Assurance Corporation

     Ms. Grove joined us in 1996.  She  previously  held positions of Operations
Manager at Twentieth  Century/Benham from January,  1992 to September,  1996 and
Operations Manager at Lateef Management  Association from January, 1989 to June,
1991.


Brian L. Hirst                                                Vice President,                                        Vice President,
49                                                            Corporate Actuary                                   Corporate Actuary:
                                                                                                               American Skandia Life
                                                                                                               Assurance Corporation

Mr. Hirst joined us in 1996. He previously  held the positions of Vice  President  from 1993 to 1996 and Second Vice  President from
1987 to 1992 at Allmerica Financial.

N. David Kuperstock                                           Vice President,                                        Vice President,
45                                                            Product Development                               Product Development:
                                                                                                               American Skandia Life
                                                                                                               Assurance Corporation

Thomas M. Mazzaferro                                          Executive Vice President and              Executive Vice President and
44                                                            Chief Financial Officer,                      Chief Financial Officer:
                                                              Director (since October, 1994)                   American Skandia Life
                                                                                                               Assurance Corporation

Gunnar J. Moberg                                              Director (since November, 1994)        Director - Marketing and Sales,
42                                                                                                          Assurances and Financial
                                                                                                                  Services Division:
                                                                                                      Skandia Insurance Company Ltd.

David R. Monroe                                               Vice President and                                  Vice President and
35                                                            Controller                                                 Controller:
                                                                                                               American Skandia Life
                                                                                                               Assurance Corporation

     Mr. Monroe joined us in 1996.  He  previously  held  positions of Assistant
Vice President and Director at Allmerica  Financial  from August,  1994 to July,
1996 and Senior Manager at KPMG Peat Marwick from July, 1983 to July, 1994.

Polly Rae                                                     Vice President,                                        Vice President,
34                                                            Service Development                               Service Development:
                                                                                                               American Skandia Life
                                                                                                               Assurance Corporation

Rodney D. Runestad                                            Vice President                                         Vice President:
47                                                                                                             American Skandia Life
                                                                                                               Assurance Corporation

Anders O. Soderstrom                                          Director (since October, 1994)                           President and
37                                                                                                          Chief Operating Officer:
                                                                                                        American Skandia Information
                                                                                                 Services and Technology Corporation

Amanda C. Sutyak                                              Executive Vice President                      Executive Vice President
39                                                            and Deputy Chief                                      and Deputy Chief
                                                              Operating Officer,                                  Operating Officer:
                                                              Director (since July, 1991)                      American Skandia Life
                                                                                                               Assurance Corporation

C. Ake Svensson                                               Treasurer,                                   Vice President, Treasurer
46                                                            Director (since December, 1994)              and Corporate Controller:
                                                                                                         American Skandia Investment
                                                                                                                 Holding Corporation

    Mr. Svensson joined us in 1994.  He previously held the position of Senior Vice President with Nordenbanken.

Bayard F. Tracy                                               Director (since October, 1994)                   Senior Vice President
49                                                                                                       and National Sales Manager:
                                                                                                                    American Skandia
                                                                                                             Marketing, Incorporated

Jeffrey M. Ulness                                             Vice President,                                        Vice President,
36                                                            Product Management                                 Product Management:
                                                                                                               American Skandia Life
                                                                                                               Assurance Corporation

    Mr. Ulness joined us in 1994. He previously held the positions of Counsel at
North American  Security Life Insurance  Company from March,  1991 to July, 1994
and Associate at LeBoeuf,  Lamb, Leiby,  Green and MacRae from January,  1990 to
March 1991.
</TABLE>


- --------
* Trustees of American  Skandia  Trust,  one of the  underlying  mutual funds in
which the Sub-accounts offered pursuant to this Prospectus invest.


<PAGE>



                                   Appendix D
                              Financial Statements

                           [To be filed by amendment]


                           PART II - OTHER INFORMATION

                       CONTENTS OF REGISTRATION STATEMENT

         This  registration   statement   comprises  the  following  papers  and
documents:

         The facing sheet.

         The prospectus consisting of 39 pages.

         Representations and Undertakings.

         The signatures.

         Written consents of the following persons:

         Werner & Kennedy           TO BE FILED BY AMENDMENT
         Deloitte and Touche, LLP   TO BE FILED BY AMENDMENT
         Corporate Actuary          TO BE FILED BY AMENDMENT

         The following  exhibits which correspond to those required by paragraph
A of the instructions for exhibits to Form N-8B-2:

         1.A.(1)  Resolution  of the Board of  Directors of the Company is filed
                  herewith.

             (2)  Not applicable.

             (3)  Distributing contracts:
                  (a)     Principal Underwriting Agreement is filed herewith.
                  (b)     Form of Dealer Agreement incorporated by reference to
                          Post-Effective Amendment No. 3 to Registration 
                          Statement No. 33-44436,filed April 20, 1993.
                  (c) Not applicable.

             (4)  Not applicable.

             (5) Form of Modified Single Premium Variable Life Insurance Policy
                 TO BE FILED BY AMENDMENT

             (6) Articles  of  Incorporation  and  By-laws of American Skandia
                 Life Assurance Corporation, incorporated  by reference to  
                 Pre-Effective Amendment  No. 2 to  Registration  Statement
                 No. 33-19363, filed July 27, 1988.

             (7) Not applicable.

             (8) Not applicable.

             (9) Other material contracts.
                 TO BE FILED BY AMENDMENT

            (10) Form of Application for Modified Single Premium Variable Life 
                 Insurance Policy.  TO BE FILED BY AMENDMENT

            (11)  Memorandum  describing  transfer and redemption procedures is 
                  filed herewith.

         2.       Opinion and Consent of Werner and Kennedy.  
                  TO BE FILED BY AMENDMENT

         3.       No financial  statements are to be omitted from the prospectus
                  pursuant to instruction 1(b) or 1(c) of the instructions as to
                  the prospectus.

         4.       Not applicable.

         5.       Financial Data Schedules.            TO BE FILED BY AMENDMENT

         6.       Not applicable.

         7.       Opinion and Consent of certifying actuary.           
                  TO BE FILED BY AMENDMENT

         8.       Opinion and Consent of Deloitte and Touche, LLP      
                  TO BE FILED BY AMENDMENT

         9.       Powers of Attorney are filed herewith.



                           UNDERTAKING TO FILE REPORTS

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

                     RULE 484 UNDERTAKING ON INDEMNIFICATION

Article XIII of the By-laws of American  Skandia Life Assurance  Corporation,  a
Connecticut corporation, (the "Corporation") provides for indemnification of its
officers, directors, and employees as follows:

SECTION 1.     Proceedings Other Than by or in the Right of the Corporation.

The  Corporation  shall  indemnify  any  person  who  was  or is a  party  or is
threatened to be made a party to any  threatened,  pending or completed  action,
suit or  proceeding,  whether  civil,  criminal,  administrative  or investigate
(other  than an action by or in the right of the  Corporation)  by reason of the
fact that he, or the person whose representative he is, is or was a shareholder,
director,  officer,  employee or agent of the Corporation,  or is or was serving
solely at the request of the  Corporation  as a director,  officer,  employee or
agent  of  another  corporation,  partnership,  joint  venture,  trust  or other
enterprise,  against expenses  (including  attorneys' fees),  judgments,  fines,
penalties,  and amounts paid in settlement  actually and reasonably  incurred by
him in  connection  with  such  action,  suit or  proceeding  if the  person  is
successful  on the merits in the  defense of the  proceeding  or as  provided in
Section  3  hereof,  if he acted in good  faith  and in a manner  he  reasonably
believed to be in or not opposed to the best interests of the  corporation,  and
with respect to any criminal action or proceeding,  the person had no reasonable
cause to believe his conduct was unlawful or if upon application to the court as
provided in Section 5 hereof,  the court shall have  determined  that in view of
all the  circumstances  such  person is fairly  and  reasonably  entitled  to be
indemnified, and then for such amount as the court shall determine; except that,
in  connection  with  an  alleged  claim  based  upon  his  purchase  or sale of
securities  of the  Corporation  or of  another  enterprise,  which he serves or
served at the request of the Corporation,  the Corporation  shall only indemnify
such person after the court shall have determined, on application as provided in
Section 5 hereof,  that in view of all the  circumstances  such person is fairly
and reasonably entitled to be indemnified, and then for such amount as the court
shall determine.  The termination of any action, suit or proceeding by judgment,
order,  settlement,  conviction,  or  upon  a  plea  of  nolo  contendre  or its
equivalent,  shall not, of itself,  create a presumption that the person did not
act in good faith and in a manner which he  reasonably  believed to be in or not
opposed to the best  interests of the  Corporation  or of the  participants  and
beneficiaries  of such employee  benefit plan or trust and  consistent  with the
provisions  of such  employee  benefit  plan or trust,  or, with  respect to any
criminal action or proceeding,  that he had reasonable cause to believe that his
conduct was unlawful.

SECTION 2.     Proceedings by or in the Right of the Corporation.

The  Corporation  shall indemnify any person who was or is a party or threatened
to be made a party to any  threatened,  pending  or  completed  action,  suit or
proceeding, by or in the right of the Corporation,  to procure a judgment in its
favor by reason of the fact that he, or the person whose legal representative he
is,  is or was a  shareholder,  director,  officer,  employee  or  agent  of the
Corporation,  or is or was serving solely at the request of the Corporation as a
director, officer, employee or agent of another corporation,  partnership, joint
venture,  trust  or  enterprise,  against  expenses  (including  attorney  fees)
actually and reasonably  incurred by him in connection  with such  proceeding in
relation  to  matters  as to  which  such  person,  or the  person  whose  legal
representative  his is, is finally adjudged not to have breached his duty to the
Corporation, or where the court, on application as provided in Section 6 hereof,
shall  have  determined  that in view or all the  circumstances  such  person is
fairly and reasonably  entitled to be  indemnified,  and then for such amount as
the court shall  determine.  The  Corporation  shall not so  indemnify  any such
person for amounts paid to the  Corporation,  to a plaintiff or to counsel for a
plaintiff in settling or otherwise  disposing of a  proceeding,  with or without
court  approval;  or for expenses  incurred in  defending a proceeding  which is
settled or otherwise disposed of without court approval.



<PAGE>


SECTION 3.     Determination of Right of Indemnification.

The  conclusion  provided  for in  Section 1 hereof may be reached by any of the
following: (1) The Board of Directors of the Corporation by a consent in writing
signed by a majority of those directors who were not parties to such proceeding;
(2)  independent  legal  counsel  selected  by a consent in writing  signed by a
majority of those directors who were not parties to such proceeding;  (3) in the
case  of  any  employee  or  agent  who is not an  officer  or  director  of the
Corporation,  the Corporation's  general counsel; or (4) the shareholders of the
Corporation by the  affirmative  vote of at least a majority of the voting power
of shares not owned by parties to such  proceeding,  represented at an annual or
special meeting of shareholders, duly called with notice of such purpose stated.
Such person shall also be entitled to apply to a court for such conclusion, upon
application as provided in Section 5 hereof,  even though the conclusion reached
by any of the  foregoing  shall have been  adverse to him or to the person whose
legal representative he is.


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

                         REPRESENTATION AND UNDERTAKING

The  Registrant and the Company  hereby make the following  representations  and
undertakings:

(a) This filing is made pursuant to Rules 6c-3 and 6e-3(T) under the  Investment
Company Act of 1940 (the  "Act").  The  Registrant  and the Company  elect to be
governed by Rule 6e-3(T)(b)(13)(i)(A) under the Act with respect to the Policies
described  in the  prospectus.  The  Policies  are  designed in such a way as to
qualify for the exemptive relief from various  provisions of the Act afforded by
Rule 6e-3(T).

(b) The Company is relying on Paragraph  (b)(13)(iii)(F) of Rule 6e-3(T) for the
deduction of the mortality and expense risk charges ("risk  charges")assumed  by
the Company under the Policies. The Company represents that the risk charges are
reasonable  in  relation  to all of the risks  assumed by the  issuer  under the
Policies. (Paragraph (b)(13)(iii)(F)(2)(ii)).  Actuarial memoranda demonstrating
the  reasonableness of these charges are maintained by the Company,  and will be
made available to the Securities and Exchange  Commission (the  "Commission") on
request.(Paragraph (b)(13)(iii)(F)(3).

(c) The Company has  concluded  that there is a reasonable  likelihood  that the
distribution  financing  arrangement  of the  separate  account will benefit the
separate account and the contractholders and will keep and make available to the
Commission   on  request  a  memorandum   setting   forth  the  basis  for  this
representation.(Paragraph (b)(13)(iii)(F)(4)(ii)(A).

(d) The  Company  represents  that the  separate  account  will  invest  only in
management  investment  companies  which  have  undertaken  to have a  board  of
directors,  a  majority  of whom  are not  interested  persons  of the  company,
formulate  and  approve  any  plan  under  Rule  12b-1 to  finance  distribution
expenses. (Paragraph (b)(13)(iii)(F)(4)(ii)(B)(2).

(e) Pursuant to Rule 26(e) under the Act, the Company hereby represents that the
fees and charges deducted under the Policy  described in the Prospectus,  in the
aggregate,  are  reasonable in relation to the services  rendered,  the expenses
expected to be incurred, and the risks assumed by the Company.




                                   SIGNATURES

Pursuant to the  requirements  of the Securities Act of 1933, the registrant has
duly  caused  this  registration  statement  to be signed  on its  behalf by the
undersigned,  thereunto duly authorized, and its seal to be hereunto affixed and
attested, all in the City of Shelton,  State of Connecticut,  on day of October,
1997.

                   AMERICAN SKANDIA LIFE ASSURANCE CORPORATION
                               SEPARATE ACCOUNT F
                                  (Registrant)

                   AMERICAN SKANDIA LIFE ASSURANCE CORPORATION
                                   (Depositor)


By:/s/Amanda C. Sutyak              Attest: /s/Kathleen A. Chapman
      Amanda C. Sutyak,                          Kathleen A. Chapman,
      Executive Vice President                   Assistant Corporate Secretary
      and Deputy Chief 
      Operating Officer

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

          Signature                   Title                              Date
                          (Principal Executive Officer)

       Jan R. Carendi*          Chief Executive Officer,             10/17/97
      Jan R. Carendi       Chairman of the Board and Director

                          (Principal Financial Officer)
  /s/Thomas M. Mazzaferro Executive Vice President and               10/17/97
     Thomas M. Mazzaferro      Chief Financial Officer

                         (Principal Accounting Officer)
  /s/David R. Monroe         Vice President and                      10/17/97
     David R. Monroe             Controller

                              (Board of Directors)

Jan. R. Carendi*          Gordon C. Boronow*            Malcolm M. Campbell*
Jan. R. Carendi           Gordon C. Boronow             Malcolm M. Campbell

Henrik Danckwardt*        Amanda C. Sutyak*             Wade A. Dokken*
Henrik Danckwardt         Amanda C. Sutyak              Wade A. Dokken

Thomas M. Mazzaferro*     Gunnar Moberg*                Bayard F. Tracy*
Thomas M. Mazzaferro      Gunnar Moberg                 Bayard F. Tracy

Anders Soderstrom*        C. Ake Svensson*              Lincoln R. Collins*
Anders Soderstrom         C. Ake Svensson               Lincoln R. Collins

                               Nancy F. Brunetti*
                                Nancy F. Brunetti


                        *By: /s/Kathleen A. Chapman
                                Kathleen A. Chapman

                 *Pursuant to Powers of Attorney filed herewith.




                  CERTIFICATE OF ASSISTANT CORPORATE SECRETARY

                                       OF

                   AMERICAN SKANDIA LIFE ASSURANCE CORPORATION



The  undersigned,  being  the duly  elected  Assistant  Corporate  Secretary  of
American  Skandia Life Assurance  Corporation (the  "Corporation"),  does hereby
certify that the attached resolution, which was passed at the regular meeting of
the Board of Directors  of the  Corporation  on October 31, 1996,  is a true and
correct  copy of the  original  as filed  in the  Corporate  Record  Book of the
Corporation and is currently in full force and effect.




IN WITNESS WHEREOF,  the undersigned has executed this certificate this 17th day
of October, 1997.


                                               /s/Kathleen A. Chapman
                                                  Kathleen A. Chapman
                                             Assistant Corporate Secretary

      SEAL OF
American Skandia Life
Assurance Corporation





Variable Life Resolution
ASLAC Board 10/31/96


         RESOLVED,  that the  appropriate  officers  of the  Corporation  or its
         successors and assigns, and each of them, with such assistance from the
         Corporation's  independent  auditors,  legal counsel,  and  independent
         consultants  or such  others as they may  require,  be, and they hereby
         are, severally  authorized,  empowered and directed to take any and all
         action that is  necessary  or  advisable to obtain a license to conduct
         the variable life insurance  business in the State of  Connecticut  and
         such other  jurisdictions as designated by the Chief Executive Officer,
         President or any Executive  Vice  President of the  Corporation  or its
         successors and assigns; and it is further

         RESOLVED,  that  management of the  Corporation  or its  successors and
         assigns may in the exercise of their discretion cause to be established
         one or more non-unitized separate accounts (the "Non-unitized  Separate
         Accounts"),  designated by such name or number as selected by the Chief
         Financial Officer of the Corporation, for the purposes set forth in the
         following  resolutions,  and subject to the conditions  hereinafter set
         forth; and it is further

         RESOLVED,  that  the  Non-unitized  Separate  Accounts  may be  used to
         allocate  amounts  required for market value adjusted and/or fixed type
         investment  options  available under variable life insurance  contracts
         issued by the Corporation, as the Chief Executive Officer, President or
         any Executive Vice President may designate; and it is further

         RESOLVED,  that  the  assets  of the  Non-unitized  Separate  Accounts,
         insofar as permitted by applicable law, be maintained separate from the
         assets of the  Corporation or its successors and assigns,  and that the
         income, gains and losses, realized or unrealized, from assets allocated
         to the  non-unitized  separate  accounts  shall, in accordance with the
         Contracts, be credited to or charged against such Non-unitized Separate
         Accounts  without  regard  to  other  income,  gains or  losses  of the
         Corporation or its successors and assigns; and it is further

         RESOLVED,  that the  Non-unitized  Separate  Accounts  shall  invest or
         reinvest the assets of the Non-unitized Separate Accounts in accordance
         with the Corporation's  investment  strategy,  as approved from time to
         time by the Investment Committee appointed by the Board of Directors of
         the  Corporation,  subject to the  limitations  and  qualifications  of
         applicable state law; and it is further

         RESOLVED, that the Chief Executive Officer,  President or any Executive
         Vice President of the  Corporation  or its successors and assigns,  and
         each of them with full power to act without  the  others,  be, and they
         hereby  are,   severally   authorized   and  empowered  to  change  the
         designation  of  the  Non-unitized  Separate  Accounts  to  such  other
         designation(s)   as  he/she  may  deem   necessary  or  appropriate  in
         furtherance  of the  goals of the  Corporation  or its  successors  and
         assigns with respect to such variable life insurance; and it is further

         RESOLVED,  that  management of the  Corporation  or its  successors and
         assigns shall cause to be  established  one or more  separate  accounts
         designated  "Separate  Accounts" (the  "Accounts"),  designated by such
         name or  number  as  selected  by the Chief  Financial  Officer  of the
         Corporation,  for funding variable life insurance contracts,  including
         funding  of  reserves  required  for such  contracts,  subject  to such
         conditions as hereinafter set forth; and it is further

         RESOLVED,  that the Accounts may be used to fund reserves  required for
         such  variable life  insurance  contracts  ("Contracts")  issued by the
         Corporation  or its  successors  and  assigns,  as the Chief  Executive
         Officer,  President or any Executive Vice  President,  and each of them
         with full power to act  without  the  others,  may  designate  for such
         purpose; and it is further

         RESOLVED,  that the assets of the Accounts be maintained  separate from
         the assets of the  Corporation or its successors and assigns,  and that
         the income,  gains and  losses,  realized  or  unrealized,  from assets
         allocated  to the  separate  accounts  shall,  in  accordance  with the
         Contracts,  be credited or charged against such Accounts without regard
         to other income,  gains or losses of the  Corporation or its successors
         and assigns; and it is further

         RESOLVED,  that the Accounts shall invest or reinvest the assets of the
         Accounts,   as  required  by  law,  whether  in  securities  issued  by
         investment  companies  registered  under the Investment  Company Act of
         1940, or as may be specified in the  Contracts  from time to time or in
         other securities or investments; and it is further

         RESOLVED, that the Chief Executive Officer,  President or any Executive
         Vice President of the  Corporation  or its successors and assigns,  and
         each of them with full power to act without  the  others,  be, and they
         hereby  are,   severally   authorized   and  empowered  to  change  the
         designation of the Accounts to such other  designation(s) as he/she may
         deem  necessary  or  appropriate  in  furtherance  of the  goals of the
         Corporation or its successors and assigns with respect to such variable
         life insurance; and it is further

         RESOLVED,  that the appropriate  officer or officers of the Corporation
         or  its  successors  and  assigns,   with  such   assistance  from  the
         Corporation's  independent  auditors,  legal counsel,  and  independent
         consultants,  or such others as they may  require,  be, and they hereby
         are,  severally  authorized,  empowered  and  directed  to  the  extent
         required  under  applicable  federal  and state laws to take all action
         necessary  to: (a)  register  any such  Account or  Accounts  as a unit
         investment trust under the Investment  Company Act of 1940, as amended;
         (b) register the Contracts in such amounts,  which may be an indefinite
         amount,  under  the  Securities  Act of  1933  as the  officers  of the
         Corporation  or its successors and assigns shall from time to time deem
         appropriate;  and (c) take all other  actions  which are  necessary  or
         desirable in connection  with the offer and sale of said  contracts and
         the  operation of the  Accounts in order to comply with the  Investment
         Company  Act  of  1940,  the  Securities  Exchange  Act  of  1934,  the
         Securities  Act of  1933,  to the  extent  any  such  Act or  Acts  are
         applicable,  and other applicable federal and state laws, including the
         filing of any amendments to registration  statements,  any undertakings
         and any applications for exemptions from the Investment  Company Act of
         1940 or other applicable  federal and state laws as the Chief Executive
         Officer,  President or any Executive Vice President of the  Corporation
         or its successors and assigns shall deem necessary or appropriate;  and
         it is further

         RESOLVED,  that the Chief Executive Officer,  President,  any Executive
         Vice President,  Corporate Secretary and Assistant Corporate Secretary,
         and each of them with full power to act  without  the  others,  be, and
         they hereby  are,  severally  authorized  and  empowered  to the extent
         required  under federal law and in cooperation  with legal counsel,  to
         prepare, execute and cause to be filed with the Securities and Exchange
         Commission  on  behalf  of the  Accounts  and  the  Corporation  or its
         successors  and  assigns  as  sponsor  and  depositor,  a  Registration
         Statement registering any or all such Accounts as an investment company
         under the Investment Company Act of 1940, and a Registration  Statement
         under the Securities Act of 1933 registering the Contracts, and any and
         all  amendments  to the  foregoing  on behalf of the  Accounts  and the
         Corporation  or its  successors  and  assigns  and on  behalf of and as
         attorneys  for  the  principal   executive   officer  and/or  principal
         financial  officer and/or the principal  accounting  officer and/or any
         other officer of the Corporation or its successors and assigns;  and it
         is further

         RESOLVED,  that the  appropriate  officers  of the  Corporation  or its
         successors  and  assigns,  may be  severally  appointed  by  the  Chief
         Executive  Officer,  President,  or any  Executive  Vice  President  as
         agent(s) for service  under any such  registration  statements  and are
         duly  authorized  to  receive   communications  and  notices  from  the
         Securities  and Exchange  Commission  with respect  thereto;  and it is
         further

         RESOLVED,  that the  appropriate  officers  of the  Corporation  or its
         successors  and  assigns,  and each of them,  be, and they  hereby are,
         severally  authorized  and  empowered on behalf of the Accounts and the
         Corporation  or its  successors  and assigns to take any and all action
         that they may deem necessary or advisable in order to offer or sell the
         Contracts,  including  the  registering,  filing and  qualifying of the
         Corporation (or its successors and assign), the Corporation's officers,
         agents and employees, and/or the Contracts under the applicable federal
         laws, the applicable laws of any of the several states and the District
         of Columbia or other jurisdictions, and in connection therewith to make
         any filings,  seek any  interpretations  or make other submissions that
         such officer or officer deems  necessary or advisable  with  regulatory
         authorities  having  jurisdiction  over  the  offer  and  sale  of  the
         Contracts  and to  prepare,  execute,  deliver  and file all  requisite
         documents,   including  but  not  limited  to  applications,   reports,
         covenants,  resolutions,   applications  for  exemptions,  consents  to
         service of  process,  surety  bonds,  powers of  attorney,  irrevocable
         consents and such other  documents and  instruments  as may be required
         under such laws,  to pay all necessary  fees and expenses,  and to take
         any and all further  action which such officers of the  Corporation  or
         its successors  and assigns may deem necessary or advisable  (including
         entering  into whatever  agreements  and contracts may be necessary) in
         order to maintain any registrations and  qualifications  for as long as
         such  officers  deem it to be in the  best  interests  of the  Accounts
         and/or the Corporation or the Corporation's successors and assigns; and
         it is further

         RESOLVED,  that the Chief Executive Officer,  President,  any Executive
         Vice President,  Corporate Secretary and Assistant Corporate Secretary,
         and each of them with full power to act  without  the  others,  be, and
         they hereby are, severally authorized and empowered in the names and on
         behalf of the Accounts  and/or the  Corporation  or its  successors and
         assigns, to the extent required by law, to execute and file irrevocable
         written  consents on behalf of the Accounts and the  Corporation or its
         successors  and assigns to be used in such states wherein such consents
         to service of process may be required under the  applicable  state laws
         with such registration or qualification of Contracts and to appoint the
         appropriate state official, or such other person as may be permitted by
         such applicable  laws,  agent of the Accounts and of the Corporation or
         its  successors  and assigns for the purpose of receiving and accepting
         process; and it is further

         RESOLVED,  that the Chief Executive Officer,  President,  any Executive
         Vice President,  Corporate Secretary and Assistant Corporate Secretary,
         and each of them with full power to act  without  the  others,  be, and
         they  hereby are,  severally  authorized  and  empowered  to  establish
         procedures  under which the  Corporation  or its successors and assigns
         will provide voting rights for owners of such Contracts,  to the extent
         required by law, with respect to securities  held in the Accounts;  and
         which in most cases are  legally  owned by the  Corporation;  and it is
         further

         RESOLVED, that the Chief Executive Officer,  President or any Executive
         Vice  President,  and each of them with full power to act  without  the
         others,  be, and hereby are,  severally  authorized  and  empowered  to
         execute any  agreement or  agreements  with such  corporation  or other
         entity as such officers deem necessary or appropriate, under which such
         corporation  or entity will be appointed as principal  underwriter  and
         distributor  for the  Contracts,  with such contracts to be executed as
         such officers deem necessary or appropriate; and it is further

         RESOLVED, that the Chief Executive Officer,  President or any Executive
         Vice  President,  and each of them with full power to act  without  the
         others,  be, and hereby are,  severally  authorized  and  empowered  to
         execute any  agreement or  agreements  with such  corporation  or other
         entity as such officers deem necessary or appropriate, under which such
         corporation or entity will provide administrative  services,  whether a
         third  party  administrator  or  otherwise,   in  connection  with  the
         establishment  and maintenance of the Account and the design,  issuance
         and administration of the Contracts, with such contracts to be executed
         as such officers deem necessary or appropriate; and it is further

         RESOLVED,  that because the  Corporation  anticipates  that the Account
         will invest in securities  issued by one or more investment  companies,
         the Chief Executive Officer,  President or any Executive Vice President
         of the Corporation or its successors and assigns, and each of them, be,
         and they hereby are, severally authorized and empowered to execute such
         agreement  or  agreements  as are  necessary  or  appropriate  with the
         manager,  advisor,  distributor or sponsor of such investment companies
         to permit such investments; and it is further

         RESOLVED, that Standards of Suitability and the Standard of Conduct, in
         the form  presented to this Meeting,  be, and they hereby are,  adopted
         and approved; and it is further

         RESOLVED,  that the  appropriate  officers  of the  Corporation  or its
         successors  and  assigns,  and each of them,  be, and they  hereby are,
         severally authorized, empowered and instructed to take any and all such
         action as may be  necessary  or  advisable  to amend the  Corporation's
         Certificate  of  Authority  to obtain a license to conduct the variable
         life  insurance  business  in the State of  Connecticut  and such other
         states or jurisdictions  as designated by the Chief Executive  Officer,
         President or any Executive  Vice  President of the  Corporation  or its
         successors and assigns; and it is further

         RESOLVED,  that the  appropriate  officers  of the  Corporation  or its
         successors and assigns, and each of them, be, and hereby are, severally
         authorized  and empowered to execute and deliver all such documents and
         papers and to perform or cause to be performed all such acts and things
         as he/she may deem  necessary or appropriate to carry out the foregoing
         resolutions and the intent and purposes thereof.



                         PRINCIPAL UNDERWRITER AGREEMENT


AGREEMENT  dated October , 1997 by and between  American  Skandia Life Assurance
Corporation ("American Skandia"), a Connecticut  corporation,  on its own behalf
and on behalf of American Skandia Life Assurance  Corporation Separate Account F
("Separate  Account F") and  American  Skandia  Marketing,  Incorporated  ("ASM,
Inc."), a Delaware corporation.

                                   WITNESSETH:

WHEREAS, Separate Account F is an account established and maintained by American
Skandia  pursuant to the laws of the State of  Connecticut  to support  variable
life insurance policies issued by American Skandia (the "Variable Life Insurance
policies"),  under which income, gains and losses, whether or not realized, from
assets  allocated to such  account,  are, in  accordance  with the Variable Life
Insurance  policies,  credited to or charged against such account without regard
to other income, gains, or losses of American Skandia;

WHEREAS,  American Skandia, as depositor, has registered,  on behalf of Separate
Account  F, as  registrant,  the  Variable  Life  Insurance  policies  under the
Securities Act of 1933 (the  "Securities  Act"), and has registered such Account
as a unit investment trust under the provisions of the Investment Company Act of
1940 (the  "Investment  Company Act"), to issue and sell Variable Life Insurance
policies to the public  through ASM,  Inc.,  acting in the capacity as principal
underwriter; and

WHEREAS,  ASM,  Inc.  is  registered  as a  broker-dealer  under the  Securities
Exchange  Act of 1934  (the  "Securities  Exchange  Act") and is a member of the
National Association of Securities Dealers, Inc. (the "NASD");

NOW, THEREFORE, American Skandia and ASM, Inc. hereby agree as follows:

1.       Principal  Underwriter.  American  Skandia  grants  to  ASM,  Inc.  the
         exclusive  right,  during  the term of this  Agreement,  subject to the
         registration  requirements  of the  Securities  Act and the  Investment
         Company Act and the  provisions of the  Securities  Exchange Act, to be
         the  distributor  and principal  underwriter of Variable Life Insurance
         policies  issued by American  Skandia.  ASM,  Inc. is  responsible  for
         compliance  with the  foregoing  laws,  and the rules  and  regulations
         thereunder,  and all  other  securities  laws,  rules  and  regulations
         relating  to the  underwriting  of  sales  and  distributions  of  such
         Variable Life Insurance policies.

2.       Sales Agreements. ASM, Inc. is authorized to negotiate the terms of and
         enter into written  agreements,  on such terms and  conditions  as ASM,
         Inc.  may  determine  not  inconsistent   with  this  Agreement,   with
         organizations  which  agree  to  participate  in  the  distribution  of
         Variable  Life  Insurance  policies  and to use their  best  efforts to
         solicit  applications  for  Variable  Life  Insurance  policies.   Such
         organizations   and   their   agents  or   representatives   soliciting
         applications  for Variable Life  Insurance  policies  shall be duly and
         appropriately licensed,  registered or otherwise qualified for the sale
         of such  Variable  Life  Insurance  policies  (and the riders and other
         contracts offered in connection therewith) under the insurance laws and
         any  applicable  blue-sky laws of each state or other  jurisdiction  in
         which such Variable Life Insurance  policies,  riders and contracts may
         be lawfully sold and in which American Skandia is licensed to sell such
         Variable Life Insurance policies, riders and other contracts. Unless an
         organization is exempt from  registration  as a  broker-dealer  for the
         sale of certain  securities,  including  registered  insurance products
         under  the  Securities   Exchange  Act,  each  organization   shall  be
         registered as a broker-dealer  under the Securities Exchange Act and be
         a member in good  standing of the NASD,  or if not so registered or not
         such a member,  then the agents and representative of such organization
         soliciting  applications for Variable Life Insurance  policies shall be
         agents and registered representatives of a registered broker-dealer who
         is an NASD member  which is the parent of such  organization  and which
         maintains  full  responsibility  for  the  training,  supervision,  and
         control of the agents or  representatives  selling  the  Variable  Life
         Insurance  policies.  ASM,  Inc.  shall  have  the  responsibility  for
         supervision of all such  organizations  only to the extent  required by
         law.

3.       Life  Insurance  Agents.   ASM,  Inc.  is  authorized  to  appoint  the
         organizations  described  in paragraph 2 above as  independent  general
         agents of  American  Skandia for the sale of  Variable  Life  Insurance
         policies and any riders or contracts in connection therewith.  American
         Skandia will undertake to obtain all required  insurance agent licenses
         and/or  appointments in the appropriate states or jurisdictions for the
         designated  agents  or  representatives   of  those   organizations  so
         appointed by ASM,  Inc.;  provided that American  Skandia  reserves the
         right to refuse to appoint  any  proposed  agent or  sub-agent  of such
         agent or, once  appointed,  to terminate any agent or sub-agent of such
         agent.

4.       Suitability.  ASM, Inc. shall take  reasonable  steps to inform brokers
         and dealers of their duty to not make  recommendations  to an applicant
         to  purchase  a  Variable  Life  Insurance  policy  in the  absence  of
         reasonable  grounds to believe that the  purchase of the Variable  Life
         Insurance  policy is suitable for such applicant.  While not limited to
         the following,  it is the duty of such brokers and dealers to determine
         suitability based on information furnished to an agent after reasonable
         inquiry of such  applicant  concerning  the  applicant's  insurance and
         investment   objectives,   financial   situation  and  needs,  and  the
         likelihood of whether the applicant will persist with the Variable Life
         Insurance  policy  for such a period  of time that  American  Skandia's
         acquisition costs are amortized over a reasonable period of time.

5.       Promotional   Materials,   Prospectuses.   ASM,  Inc.  shall  have  the
         responsibility for consulting with American Skandia with respect to the
         design and the drafting and legal review and filing of sales  promotion
         materials,  and, if permitted by law, for the preparation of individual
         sales  proposals  related to the sale of the  Variable  Life  Insurance
         policies.

6.       Records.  ASM,  Inc.  shall  maintain  and  preserve  for  the  periods
         prescribed such accounts,  books and other documents as are required of
         it by applicable laws and regulations.  The books, accounts and records
         of  American  Skandia,  Separate  Account  F and  ASM,  Inc.  as to all
         transactions  hereunder  shall  be  maintained  so  as to  clearly  and
         accurately disclose the nature and details of the transactions.

7.       Independent   Contractor.   ASM,  Inc.  shall  act  as  an  independent
         contractor and nothing herein  contained shall  constitute ASM, Inc. or
         its agents or employees as employees of American  Skandia in connection
         with the sale of the Variable Life Insurance policies.

8.       Non-Exclusivity.  This agreement is non-exclusive  with respect to ASM,
         Inc. ASM, Inc. may render  services,  whether of like or unlike kind to
         those described herein,  to or for others,  and whether as underwriter,
         distributor, or dealer.

9.       Investigations and Proceedings.

         (a)      ASM, Inc. and American  Skandia agree to cooperate  fully with
                  each  other  in  any  insurance  regulatory  investigation  or
                  proceeding or judicial  proceeding  arising in connection with
                  the Variable Life Insurance  policies  distributed  under this
                  Agreement.  ASM,  Inc. and American  Skandia  further agree to
                  cooperate  fully with each other in any securities  regulatory
                  investigation  or  proceeding  or  judicial   proceeding  with
                  respect to American  Skandia,  ASM, Inc., their affiliates and
                  their  agents  or  representatives  to the  extent  that  such
                  investigation  or proceeding  is in  connection  with Variable
                  Life  Insurance  policies  distributed  under this  Agreement.
                  Without limiting the foregoing:

                (i)        American  Skandia will  promptly  notify ASM, Inc. of
                           any customer  complaint  or notice of any  regulatory
                           investigation  or proceeding  or judicial  proceeding
                           received by  American  Skandia  with  respect to ASM,
                           Inc.  in  connection  with  Variable  Life  Insurance
                           policies distributed under this Agreement.

                (ii)       ASM, Inc. will promptly  notify  American  Skandia of
                           any customer  complaint  or notice of any  regulatory
                           investigation or proceeding  received by ASM, Inc. or
                           its affiliates with respect to ASM, Inc. or any agent
                           or  representative  in  connection  with any Variable
                           Life  Insurance   policies   distributed  under  this
                           Agreement or any activity in connection with any such
                           Variable Life Insurance policies.

         (b)      In the case of a substantive  customer  complaint against both
                  American Skandia and ASM, Inc., ASM, Inc. and American Skandia
                  will fully cooperate in  investigating  such complaint and any
                  response to such  complaint will be sent to the other party to
                  this  Agreement  for  approval not less than five (5) business
                  days  prior to it being  sent to the  customer  or  regulatory
                  authority,  except that if a more prompt response is required,
                  the proposed  response shall be  communicated  by telephone or
                  facsimile.

10.      Limitations on Liability.  In the absence of willful  misfeasance,  bad
         faith,  gross negligence,  or reckless disregard of its obligations and
         duties  hereunder  on the part of ASM,  Inc.,  ASM,  Inc.  shall not be
         subject to  liability  to Separate  Account F or to any Policy Owner or
         party in interest under any such Variable Life Insurance policy for any
         act or omission in the course of, or connected with, rendering services
         hereunder  or for any losses  that may be  sustained  in the  purchase,
         holding or sale of any such Variable Life Insurance policy or security.

11.      Guarantee.  American Skandia undertakes to guarantee the performance of
         all of  ASM,  Inc.'s  obligations,  imposed  by  Section  27(f)  of the
         Investment  Company Act, as amended,  and  paragraph  (b) of Rule 27d-2
         adopted by the Securities and Exchange  Commission,  to make refunds of
         charges  required  of  the  principal   underwriter  of  Variable  Life
         Insurance policies issued in connection with Separate Account F.

12.      Assignment  and  Termination.  This  Agreement  may not be assigned nor
         duties  hereunder  delegated  without the signed written consent of the
         other party.  This Agreement shall terminate  automatically if it shall
         be assigned without such approval.  This Agreement may be terminated at
         any time by either party hereto on 60 days' written notice to the other
         party hereto,  without the payment of any penalty.  Upon termination of
         this Agreement all  authorizations,  rights and obligations shall cease
         except  (i) the  obligation  to settle  accounts  hereunder,  including
         commissions  on  premiums   subsequently  received  for  Variable  Life
         Insurance  policies in effect at the time of  termination  and (ii) the
         agreements contained in paragraph 9 hereof.

13.      Regulation.  This  Agreement  shall be subject to the provisions of the
         Securities Act, the Investment Company Act and the Securities  Exchange
         Act and the rules, regulations and rulings thereunder, and of the NASD,
         from  time  to time in  effect,  including  such  exemptions  from  the
         Investment  Company Act as the Securities  and Exchange  Commission may
         grant,  and the terms  hereof  shall be  interpreted  and  construed in
         accordance therewith. Without limiting the generality of the foregoing,
         the term  "assigned"  shall not include any  transaction  exempted from
         section 15(b)(2) of the Investment  Company Act. ASM, Inc. shall submit
         to all regulatory and  administrative  bodies having  jurisdiction over
         the  operations of American  Skandia or Separate  Account F, present or
         future, any information,  reports or other material which any such body
         by  reason  of this  Agreement  may  request  or  require  pursuant  to
         applicable laws or regulations.

14.      Severability.  If any provision of this Agreement shall be held or made
         invalid by a court decision,  statute, rule or otherwise, the remainder
         of this Agreement shall not be affected thereby.

15.      Applicable  Law.  This  Agreement  shall be  construed  and enforced in
         accordance with and governed by the laws of the State of Connecticut.

16.      Complete  Agreement.  This  Agreement  contains  the  entire  agreement
         between the parties with respect to the  underwriting  and distribution
         of Variable Life Insurance  policies issued through Separate Account F,
         and supersedes any prior  agreements or  understanding  with respect to
         the subject matter thereof, and may not be altered or amended except by
         an agreement in writing, signed by both parties.


IN WITNESS  WHEREOF,  the parties  hereto have caused this  Agreement to be duly
executed as of the day and year first above written.


                                     AMERICAN SKANDIA LIFE ASSURANCE CORPORATION


                                     By:  ______________________________


Attest:

- ----------------------------
   Corporate Secretary


                   AMERICAN SKANDIA LIFE ASSURANCE CORPORATION
                               SEPARATE ACCOUNT F


                                     By:  _____________________________

Attest:

- ---------------------------
   Corporate Secretary


                    AMERICAN SKANDIA MARKETING, INCORPORATED


                                     By:  ____________________________

Attest:

- ---------------------------
   Corporate Secretary


                                                                  EXHIBIT A (11)

  DESCRIPTION OF TRANSFER AND REDEMPTION PROCEDURES FOR MODIFIED SINGLE PREMIUM
                   VARIABLE LIFE INSURANCE POLICIES ISSUED BY
AMERICAN SKANDIA LIFE ASSURANCE CORPORATION PURSUANT TO RULE 6e-3(T)(b)(12)(iii)


This document sets forth the administrative  procedures that will be followed by
American  Skandia  Life  Assurance   Corporation   ("American  Skandia"  or  the
"Company")  in  connection  with the  issuance of its  modified  single  premium
variable life insurance policy or (the "Policy" or "Policies"),  the transfer of
assets held thereunder,  and the redemption by Owners of their interests in said
Policies.  The document also describes the method that American Skandia will use
in adjusting the payments and cash values when a Policy is exchanged for a fixed
benefit insurance policy pursuant to Rule 6e-3(T)(b)(13)(v)(B).

I.       PURCHASE AND ISSUANCE OF POLICIES

A.       PREMIUMS AND UNDERWRITING STANDARDS

The Policy is a modified  single  premium  variable life insurance  policy.  The
Policy  permits  the  Owner to pay a single  premium.  The  minimum  Premium  is
generally $10,000, however, we may accept less under certain circumstances.  The
maximum Premium we accept without prior approval by our home office is $500,000.
We will  determine  the Face Amount using the Premium as the Net Single  Premium
for the Insured's age, risk class and gender,  where permitted.  If the Owner is
seeking a specific Face Amount,  the Premium will depend on the  Insured's  age,
risk class, and gender, where permitted.  American Skandia requires the Owner to
submit an Application and may require additional information, including, but not
limited to, some of the Insured's medical records.  The Policies will be offered
and sold pursuant to established  underwriting  standards and in accordance with
state insurance laws,  which prohibit unfair  discrimination  among Owners,  but
recognize  that  premiums  must be based  upon  factors  such as age,  health or
occupation.

B.       APPLICATION AND INITIAL PREMIUM PROCESSING

Upon receipt of a completed  Application,  American  Skandia will follow certain
insurance  underwriting  (i.e.,  evaluation  of risks)  procedures  designed  to
determine  whether  the  applicant  is eligible  for  simplified  standards  for
determining  insurability.  Standard  underwriting may involve such verification
procedures as medical  examinations and may require that further  information be
provided by the proposed Insured before a determination  can be made. As part of
our standards, we will not issue a Policy if, as of the Policy Date, the Insured
would  be less  than Age 20 or older  than Age 90. A Policy  will not be  issued
until underwriting procedures have been completed.

If a premium is submitted with the Application,  a temporary insurance agreement
may be issued during the  underwriting  period if certain  requirements are met.
Temporary  insurance ends 45 days after the  Application is signed,  even if the
underwriting  period  exceeds 45 days.  If  Temporary  Insurance  is not issued,
insurance coverage will begin once American Skandia has accepted the Application
and agreed to issue a Policy, subject to submission of the Premium.

C.       PREMIUM ALLOCATION

In the  application  for a Policy,  the Owner can allocate  the initial  premium
using one or more variable  investment  options and/or a Fixed  Allocation.  The
Fixed Allocation  provides a fixed interest rate guarantee  provided by American
Skandia's  general account.  American Skandia  initially  invests the portion of
premium  allocated  to  variable  investment  options  in the AST  Money  Market
Sub-account  unless the Owner  submits a "return  waiver" In Writing  before the
Issue Date, where permitted by law.  Generally,  American Skandia  transfers the
Account  Value in the AST Money Market  Sub-account  to the variable  investment
options the Owner  requested as of the Valuation Date which is on or immediately
after the 15th day after the date we issue a Policy.


<PAGE>


II.      TRANSFER AMONG INVESTMENT OPTIONS

Each  variable  investment  option is invested in an  underlying  mutual fund or
portfolio  of an  underlying  mutual fund and are  Sub-accounts  of the Separate
Account.  Each Sub-account invests  exclusively in one Portfolio.  The Owner may
transfer Account Value between these investment  options,  however, no transfers
are permitted when the Policy is in its "grace  period." The Company retains the
right to impose a limit of not more than 12 transfers per Policy Year, including
transfers involving Fixed Allocations.

Requests for transfers must be In Writing  unless  American  Skandia  receives a
prior  written  authorization  from  the  Owner  permitting  transfers  based on
instructions the Company receives over the phone. A transfer will take effect on
the  date the  Company's  requirements  are met and  received  at the  Company's
Office, unless a later date is designated in the request for a transfer.

III.     "REDEMPTION" PROCEDURES: SURRENDER AND RELATED TRANSACTIONS

A.       SURRENDER FOR CASH VALUE

An Owner may surrender the Policy after the end of the free-look  period as long
as the Insured is alive. If the Policy is surrendered,  the Company will pay the
Owner the Cash Value. A surrender  request must be In Writing.  American Skandia
prices  surrenders,  as of the  date  the  Company's  requirements  are  met and
received at the Company's Office.

B.       PARTIAL WITHDRAWALS

Partial  withdrawals  are  allowed  while the  Insured  is alive,  except  where
permitted by law. A partial  withdrawal  may not be taken until after the end of
the "free-look"  period.  The maximum partial  withdrawal  amount at any time is
equal  to 90% of the  current  Account  Value  less  any  applicable  contingent
deferred  sales  charge and  contingent  deferred  tax charge.  Funds taken as a
partial withdrawal cannot be put back into the Policy.

A partial  withdrawal reduces the Account Value by an amount equal to the amount
of the partial withdrawal. Unless instructed differently, Account Value is taken
from the  variable  investment  options  and the Fixed  Allocations  in the same
proportion as Account Value in the investment options on the Valuation Date such
Account Value is taken.

A partial withdrawal  reduces the Death Benefit.  It also reduces the Guaranteed
Minimum Death Benefit in the same  proportion as the Account Value is reduced by
the partial withdrawal.  The Death Benefit is reduced because the Account Value,
which is used in calculating the Death Benefit, has been reduced.

The  Company  charges  any  applicable  contingent  deferred  sales  charge  and
contingent  deferred tax charge on the portion of any partial withdrawal that is
not treated as a "free  withdrawal" or for which we waive such charges under the
medically-related  waiver  provision.  We take these  charges  pro-rata from the
investment  options  from  which we take the  Account  Value as a result  of the
partial withdrawal. In any Policy Year the maximum amount you can take as a free
withdrawal is the greater of Growth or 10% of the Premium.

The  contingent  deferred  sales  charge is a  percentage  of any  amount  being
surrendered  or withdrawn:  (a) during the first nine (9) Policy Years;  and (b)
that,  according to our rules,  is a withdrawal of Premium,  not a withdrawal of
Growth, according to the following schedule:


<PAGE>




                           Policy Year        Percentage

                                1                7.75
                                2                7.50
                                3                7.25
                                4                6.50
                                5                5.75
                                6                5.00
                                7                4.25
                                8                3.50
                                9                2.75
                               10+               0.00

C.       DEATH BENEFIT CLAIMS

As long as the Policy  remains in force,  American  Skandia will usually pay the
Death  Proceeds to the named  Beneficiary,  unless the Policy is contested.  The
Death  Proceeds  are  based on the  Death  Benefit  as of the  date the  Company
receives all  requirements  for paying a death claim and are satisfied  that the
death claim can be paid.  These  requirements  include,  but are not limited to,
receipt of a valid death certificate and information  necessary to make payments
to each Beneficiary. Payment of the Death Proceeds may be postponed as permitted
pursuant to the relevant provisions of the Investment Company Act of 1940.

The Death  Proceeds  equal the Death Benefit under the Policy less any Debt plus
any interest  amount required by law. The Death Benefit will be priced as of the
date American  Skandia's  requirements are met and received at their Office. The
Death  Proceeds are paid as a lump sum or in  accordance  with  payment  options
described in the Policy or any other payment option  selected by the Beneficiary
and agreed to by American Skandia.  Generally, the Beneficiary can choose a lump
sum or one of the settlement options.  However,  the Owner may choose the method
of payment if such  instruction is received and agreed to by American Skandia In
Writing before the Insured's death.

D.       POLICY GRACE PERIOD AND REINSTATEMENT

There is no minimum Cash Value if the Owner has not taken a loan (i.e. no Debt).
American  Skandia will inform the Owner if the Policy's  Cash Value equals or is
less than zero on a Monthly Processing Date. Such Monthly Processing Date is the
beginning of the grace period which lasts 61 days. At that time American Skandia
will inform the Owner of the additional  amount to pay to  reestablish  any Cash
Value. No payment is required.  However,  if no additional  payment is made, the
Policy remains in force with the Death Benefit equal to the  Guaranteed  Minimum
Death Benefit as of the beginning of the grace period.

If there is any Debt on the  Policy,  there must  always be enough Cash Value so
that after deduction of any charges on a Monthly Processing Date, the Cash Value
is more  than  zero.  If the Cash  Value  would be zero or less  after we deduct
charges, American Skandia will send the Owner a notice providing a 61-day "grace
period" to send American Skandia a required  amount.  If this amount is not paid
by the end of the grace period, the Policy ends without value.

Regardless of any outstanding Debt, an Owner cannot take a partial withdrawal in
excess of an amount that would cause the  Policy's  Cash Value to be equal to or
less than zero.

If the  Policy  lapses,  the Owner may apply for  reinstatement  of the  Policy.
American  Skandia  must  receive such  application  In Writing at the  Company's
Office  within three years of the date the lapse  occurred as measured  from the
end of the grace period. In order to reinstate the Policy,  the Owner must pay a
reinstatement  amount,  including  any  applicable  charges and any Debt and the
Company may require satisfactory evidence of insurability.



<PAGE>


E.       MEDICALLY-RELATED WAIVER

A  medically-related  waiver is the Company's waiver of the contingent  deferred
sales charge and the contingent  deferred tax charge that would  otherwise apply
to a partial withdrawal or surrender. American Skandia will consider waiving the
contingent  deferred  sales charge and  contingent  deferred  tax charge,  where
allowed  by law,  if the  Company  receives  all of  their  requirements.  These
requirements include, but are not limited to, satisfactory proof In Writing that
the Insured (the last  surviving  Insured if there is more than one Insured) has
continuously been confined to a long-term care facility,  such as a nursing home
or a hospital, as defined in the Policy, and that such confinement started after
the Issue Date. A partial  withdrawal under a  medically-related  waiver has the
same  impact on the  remaining  benefits  that  results  from any other  partial
withdrawal.

F.       ACCELERATED DEATH BENEFIT

The Company  may  pre-pay a portion of the Death  Proceeds to the Insured in the
form of an accelerated  death benefit.  The maximum the Company will pay, before
any reductions,  is the lesser of 50% of the Required Death Benefit or $250,000.
The actual amount is reduced by a 12-month  interest  rate  discount  (currently
6.0%) and a pro-rata  portion of any Debt. The Company will only make payment if
we  receive  all  our   requirements,   including  but  not  limited  to,  proof
satisfactory  to us In Writing that the Insured (the last  surviving  Insured if
there are two Insureds) became terminally ill, as defined in your Policy: (a) at
least 30 days  after the Issue  Date;  or (b) as a result  of an  accident  that
occurred after the Issue Date. Any such payment  reduces the Account Value,  the
Premium,  the Guaranteed Minimum Death Benefit and any Debt in the same ratio as
the Required Death Benefit is reduced as of the Valuation  Period such a payment
is made.

G.       POLICY LOANS

An Owner may obtain a cash loan from  American  Skandia  using  Account Value as
collateral.  The aggregate amount of all loans (including the currently  applied
for loan) may not exceed 90% of the  current  Account  Value less an  applicable
Contingent Deferred Sales Charge and Contingent Deferred Tax Charge.

When a loan is taken,  Account  Value equal to the loan amount,  is moved to the
Loan Account. Unless American Skandia is instructed  differently,  Account Value
is moved from the variable  investment  options and the Fixed Allocations in the
same  proportion as Account Value is invested in the  investment  options on the
Valuation Date such Account value is moved. The Loan Account is a mechanism used
to ensure that any outstanding Debt remains fully secured by the Account Value.

Interest  will accrue on the Debt at an annual  rate of 6% per year,  compounded
yearly, in arrears. Each Policy Anniversary Year that the loan is not repaid, an
amount  equal to any  unpaid  interest  is added to the  Debt.  The Debt and the
Account Value in the Loan Account are  equalized  each Policy  Anniversary.  The
amounts  allocated to the Loan  Account  will bear  interest at a rate of 4% per
year for "standard loans" and 6% for "preferred  loans",  compounded  yearly, in
arrears.  The portion of any outstanding  loans supported by Account Value drawn
from Growth is treated as a preferred loan. The portion of any outstanding loans
supported by Account Value drawn from other than Growth is treated as a standard
loan.

The Owner is not  required to repay the loan while the Insured is alive,  except
when an amount is due to keep the  Policy  in force or upon  reinstatement.  The
amount of Debt is reduced by the amount of any loan repayment. Any standard loan
will be repaid before any preferred  loan. A loan  repayment is allocated to the
variable and fixed  investment  options  pro-rata  based on the Account Value in
each  investment  option  as of the  Valuation  Period  the  loan  repayment  is
received.

The impact of a loan on the Account  Value may be positive or  negative.  If the
Account value transferred to the Loan Account earns more than that earned in the
investment  options,  the loan will have a positive  impact on the Account Value
and on the Required Death Benefit.  If the Account value transferred to the Loan
Account  earns less that that earned in the  investment  options,  the loan will
have a negative impact on the Account Value and on the Required Death Benefit.

H.       MISSTATEMENT

The Company will adjust the amount of the Death Proceeds to conform to the facts
if the age or gender of an Insured is incorrectly stated.

I.       EXCHANGE FOR FIXED LIFE INSURANCE POLICY

Once the Policy is issued, it may be exchanged for a non-variable life insurance
policy on the life of the insured by allocating  all of the Account Value to the
Fixed  Allocation,  which provides a guaranteed fixed interest rate supported by
American  Skandia's general account.  Such non-variable  policy will be provided
without any  evidence of  insurability.  American  Skandia  will not issue a new
contract.  However,  the Account Value will be limited to the fixed  allocation.
The  non-variable  life  insurance  policy  will have an amount at risk which is
equal to or less  than the  amount at risk on the date the  Owner  requests  the
exchange.  Additional  premiums  may be required  at a later  date.  The Company
reserves  the  right to make  available  a new  policy  issued  by  itself or an
affiliated company.




                                POWER OF ATTORNEY




         KNOW  ALL MEN BY  THESE  PRESENTS,  that the  undersigned  director  of
American  Skandia Life Assurance  Corporation,  a Connecticut  corporation  (the
"Corporation"), does hereby make, constitute and appoint Mary Priscilla Pannell,
Corporate Secretary of the Corporation, and in her absence, Kathleen A. Chapman,
Assistant Corporate Secretary, as his true and lawful attorney-in-fact and agent
with all  power  and  authority  on his  behalf  to sign her name on any and all
registration   statements,   applications  for  exemptive   relief,   documents,
instruments,  and/or exhibits related thereto and any and all amendments thereto
(including any and all pre- and  post-effective  amendments to any  registration
statement) on any form or forms for the purpose of registering Annuity, Variable
Annuity and Variable Life  Insurance  products  under the Securities Act of 1933
and the  Investment  Company  Act of 1940,  with  the  Securities  and  Exchange
Commission,  granting  unto  said  attorney-in-fact  and  agent  full  power and
authority  to do and  perform  each and  every  act  authorized  by the Power of
Attorney  and the  undersigned  does  hereby  ratify and  confirm  all that said
attorney-in-fact  and  agent  may  lawfully  do or  cause  to be done by  virtue
thereof.


         IN WITNESS WHEREOF,  the undersigned has subscribed  hereunder this 1st
         day of October, 1997.



                                                              /s/Jan R. Carendi
                                                                 Jan R. Carendi




<PAGE>









                                POWER OF ATTORNEY




         KNOW  ALL MEN BY  THESE  PRESENTS,  that the  undersigned  director  of
American  Skandia Life Assurance  Corporation,  a Connecticut  corporation  (the
"Corporation"), does hereby make, constitute and appoint Mary Priscilla Pannell,
Corporate Secretary of the Corporation, and in her absence, Kathleen A. Chapman,
Assistant Corporate Secretary, as his true and lawful attorney-in-fact and agent
with all  power  and  authority  on his  behalf  to sign her name on any and all
registration   statements,   applications  for  exemptive   relief,   documents,
instruments,  and/or exhibits related thereto and any and all amendments thereto
(including any and all pre- and  post-effective  amendments to any  registration
statement) on any form or forms for the purpose of registering Annuity, Variable
Annuity and Variable Life  Insurance  products  under the Securities Act of 1933
and the  Investment  Company  Act of 1940,  with  the  Securities  and  Exchange
Commission,  granting  unto  said  attorney-in-fact  and  agent  full  power and
authority  to do and  perform  each and  every  act  authorized  by the Power of
Attorney  and the  undersigned  does  hereby  ratify and  confirm  all that said
attorney-in-fact  and  agent  may  lawfully  do or  cause  to be done by  virtue
thereof.


         IN WITNESS WHEREOF,  the undersigned has subscribed  hereunder this 1st
         day of October, 1997.



                                                           /s/Gordon C. Boronow
                                                              Gordon C. Boronow


<PAGE>









                                POWER OF ATTORNEY




         KNOW  ALL MEN BY  THESE  PRESENTS,  that the  undersigned  director  of
American  Skandia Life Assurance  Corporation,  a Connecticut  corporation  (the
"Corporation"), does hereby make, constitute and appoint Mary Priscilla Pannell,
Corporate Secretary of the Corporation, and in her absence, Kathleen A. Chapman,
Assistant Corporate Secretary, as his true and lawful attorney-in-fact and agent
with all  power  and  authority  on his  behalf  to sign her name on any and all
registration   statements,   applications  for  exemptive   relief,   documents,
instruments,  and/or exhibits related thereto and any and all amendments thereto
(including any and all pre- and  post-effective  amendments to any  registration
statement) on any form or forms for the purpose of registering Annuity, Variable
Annuity and Variable Life  Insurance  products  under the Securities Act of 1933
and the  Investment  Company  Act of 1940,  with  the  Securities  and  Exchange
Commission,  granting  unto  said  attorney-in-fact  and  agent  full  power and
authority  to do and  perform  each and  every  act  authorized  by the Power of
Attorney  and the  undersigned  does  hereby  ratify and  confirm  all that said
attorney-in-fact  and  agent  may  lawfully  do or  cause  to be done by  virtue
thereof.


         IN WITNESS WHEREOF,  the undersigned has subscribed  hereunder this 1st
         day of October, 1997.



                                                         /s/Malcolm M. Campbell
                                                            Malcolm M. Campbell



<PAGE>









                                POWER OF ATTORNEY




         KNOW  ALL MEN BY  THESE  PRESENTS,  that the  undersigned  director  of
American  Skandia Life Assurance  Corporation,  a Connecticut  corporation  (the
"Corporation"), does hereby make, constitute and appoint Mary Priscilla Pannell,
Corporate Secretary of the Corporation, and in her absence, Kathleen A. Chapman,
Assistant Corporate Secretary, as his true and lawful attorney-in-fact and agent
with all  power  and  authority  on his  behalf  to sign her name on any and all
registration   statements,   applications  for  exemptive   relief,   documents,
instruments,  and/or exhibits related thereto and any and all amendments thereto
(including any and all pre- and  post-effective  amendments to any  registration
statement) on any form or forms for the purpose of registering Annuity, Variable
Annuity and Variable Life  Insurance  products  under the Securities Act of 1933
and the  Investment  Company  Act of 1940,  with  the  Securities  and  Exchange
Commission,  granting  unto  said  attorney-in-fact  and  agent  full  power and
authority  to do and  perform  each and  every  act  authorized  by the Power of
Attorney  and the  undersigned  does  hereby  ratify and  confirm  all that said
attorney-in-fact  and  agent  may  lawfully  do or  cause  to be done by  virtue
thereof.


         IN WITNESS WHEREOF,  the undersigned has subscribed  hereunder this 1st
         day of October, 1997.



                                                        /s/Henrik G. Danckwardt
                                                           Henrik G. Danckwardt



<PAGE>









                                POWER OF ATTORNEY




         KNOW  ALL MEN BY  THESE  PRESENTS,  that the  undersigned  director  of
American  Skandia Life Assurance  Corporation,  a Connecticut  corporation  (the
"Corporation"), does hereby make, constitute and appoint Mary Priscilla Pannell,
Corporate Secretary of the Corporation, and in her absence, Kathleen A. Chapman,
Assistant Corporate Secretary, as his true and lawful attorney-in-fact and agent
with all  power  and  authority  on his  behalf  to sign her name on any and all
registration   statements,   applications  for  exemptive   relief,   documents,
instruments,  and/or exhibits related thereto and any and all amendments thereto
(including any and all pre- and  post-effective  amendments to any  registration
statement) on any form or forms for the purpose of registering Annuity, Variable
Annuity and Variable Life  Insurance  products  under the Securities Act of 1933
and the  Investment  Company  Act of 1940,  with  the  Securities  and  Exchange
Commission,  granting  unto  said  attorney-in-fact  and  agent  full  power and
authority  to do and  perform  each and  every  act  authorized  by the Power of
Attorney  and the  undersigned  does  hereby  ratify and  confirm  all that said
attorney-in-fact  and  agent  may  lawfully  do or  cause  to be done by  virtue
thereof.


         IN WITNESS WHEREOF,  the undersigned has subscribed  hereunder this 1st
         day of October, 1997.



                                                              /s/Wade A. Dokken
                                                                 Wade A. Dokken



<PAGE>









                                POWER OF ATTORNEY




         KNOW  ALL MEN BY  THESE  PRESENTS,  that the  undersigned  director  of
American  Skandia Life Assurance  Corporation,  a Connecticut  corporation  (the
"Corporation"), does hereby make, constitute and appoint Mary Priscilla Pannell,
Corporate Secretary of the Corporation, and in her absence, Kathleen A. Chapman,
Assistant Corporate Secretary, as his true and lawful attorney-in-fact and agent
with all  power  and  authority  on his  behalf  to sign her name on any and all
registration   statements,   applications  for  exemptive   relief,   documents,
instruments,  and/or exhibits related thereto and any and all amendments thereto
(including any and all pre- and  post-effective  amendments to any  registration
statement) on any form or forms for the purpose of registering Annuity, Variable
Annuity and Variable Life  Insurance  products  under the Securities Act of 1933
and the  Investment  Company  Act of 1940,  with  the  Securities  and  Exchange
Commission,  granting  unto  said  attorney-in-fact  and  agent  full  power and
authority  to do and  perform  each and  every  act  authorized  by the Power of
Attorney  and the  undersigned  does  hereby  ratify and  confirm  all that said
attorney-in-fact  and  agent  may  lawfully  do or  cause  to be done by  virtue
thereof.


         IN WITNESS WHEREOF,  the undersigned has subscribed  hereunder this 2nd
         day of October, 1997.



                                                        /s/Thomas M. Mazzaferro
                                                           Thomas M. Mazzaferro




<PAGE>









                                POWER OF ATTORNEY




         KNOW  ALL MEN BY  THESE  PRESENTS,  that the  undersigned  director  of
American  Skandia Life Assurance  Corporation,  a Connecticut  corporation  (the
"Corporation"), does hereby make, constitute and appoint Mary Priscilla Pannell,
Corporate Secretary of the Corporation, and in her absence, Kathleen A. Chapman,
Assistant Corporate Secretary, as his true and lawful attorney-in-fact and agent
with all  power  and  authority  on his  behalf  to sign her name on any and all
registration   statements,   applications  for  exemptive   relief,   documents,
instruments,  and/or exhibits related thereto and any and all amendments thereto
(including any and all pre- and  post-effective  amendments to any  registration
statement) on any form or forms for the purpose of registering Annuity, Variable
Annuity and Variable Life  Insurance  products  under the Securities Act of 1933
and the  Investment  Company  Act of 1940,  with  the  Securities  and  Exchange
Commission,  granting  unto  said  attorney-in-fact  and  agent  full  power and
authority  to do and  perform  each and  every  act  authorized  by the Power of
Attorney  and the  undersigned  does  hereby  ratify and  confirm  all that said
attorney-in-fact  and  agent  may  lawfully  do or  cause  to be done by  virtue
thereof.


         IN WITNESS WHEREOF,  the undersigned has subscribed  hereunder this 1st
         day of October, 1997.



                                                        /s/Anders O. Soderstrom
                                                           Anders O. Soderstrom



<PAGE>









                                POWER OF ATTORNEY




         KNOW  ALL MEN BY  THESE  PRESENTS,  that the  undersigned  director  of
American  Skandia Life Assurance  Corporation,  a Connecticut  corporation  (the
"Corporation"), does hereby make, constitute and appoint Mary Priscilla Pannell,
Corporate Secretary of the Corporation, and in her absence, Kathleen A. Chapman,
Assistant Corporate Secretary, as his true and lawful attorney-in-fact and agent
with all  power  and  authority  on his  behalf  to sign her name on any and all
registration   statements,   applications  for  exemptive   relief,   documents,
instruments,  and/or exhibits related thereto and any and all amendments thereto
(including any and all pre- and  post-effective  amendments to any  registration
statement) on any form or forms for the purpose of registering Annuity, Variable
Annuity and Variable Life  Insurance  products  under the Securities Act of 1933
and the  Investment  Company  Act of 1940,  with  the  Securities  and  Exchange
Commission,  granting  unto  said  attorney-in-fact  and  agent  full  power and
authority  to do and  perform  each and  every  act  authorized  by the Power of
Attorney  and the  undersigned  does  hereby  ratify and  confirm  all that said
attorney-in-fact  and  agent  may  lawfully  do or  cause  to be done by  virtue
thereof.


         IN WITNESS WHEREOF,  the undersigned has subscribed  hereunder this 1st
         day of October, 1997.



                                                               /s/Gunnar Moberg
                                                                  Gunnar Moberg



<PAGE>









                                POWER OF ATTORNEY




         KNOW  ALL MEN BY  THESE  PRESENTS,  that the  undersigned  director  of
American  Skandia Life Assurance  Corporation,  a Connecticut  corporation  (the
"Corporation"), does hereby make, constitute and appoint Mary Priscilla Pannell,
Corporate Secretary of the Corporation, and in her absence, Kathleen A. Chapman,
Assistant Corporate Secretary, as his true and lawful attorney-in-fact and agent
with all  power  and  authority  on his  behalf  to sign her name on any and all
registration   statements,   applications  for  exemptive   relief,   documents,
instruments,  and/or exhibits related thereto and any and all amendments thereto
(including any and all pre- and  post-effective  amendments to any  registration
statement) on any form or forms for the purpose of registering Annuity, Variable
Annuity and Variable Life  Insurance  products  under the Securities Act of 1933
and the  Investment  Company  Act of 1940,  with  the  Securities  and  Exchange
Commission,  granting  unto  said  attorney-in-fact  and  agent  full  power and
authority  to do and  perform  each and  every  act  authorized  by the Power of
Attorney  and the  undersigned  does  hereby  ratify and  confirm  all that said
attorney-in-fact  and  agent  may  lawfully  do or  cause  to be done by  virtue
thereof.


         IN WITNESS WHEREOF,  the undersigned has subscribed  hereunder this 3rd
         day of October, 1997.



                                                             /s/Bayard F. Tracy
                                                                Bayard F. Tracy



<PAGE>









                                POWER OF ATTORNEY




         KNOW  ALL MEN BY  THESE  PRESENTS,  that the  undersigned  director  of
American  Skandia Life Assurance  Corporation,  a Connecticut  corporation  (the
"Corporation"), does hereby make, constitute and appoint Mary Priscilla Pannell,
Corporate Secretary of the Corporation, and in her absence, Kathleen A. Chapman,
Assistant Corporate Secretary, as her true and lawful attorney-in-fact and agent
with all  power  and  authority  on her  behalf  to sign her name on any and all
registration   statements,   applications  for  exemptive   relief,   documents,
instruments,  and/or exhibits related thereto and any and all amendments thereto
(including any and all pre- and  post-effective  amendments to any  registration
statement) on any form or forms for the purpose of registering Annuity, Variable
Annuity and Variable Life  Insurance  products  under the Securities Act of 1933
and the  Investment  Company  Act of 1940,  with  the  Securities  and  Exchange
Commission,  granting  unto  said  attorney-in-fact  and  agent  full  power and
authority  to do and  perform  each and  every  act  authorized  by the Power of
Attorney  and the  undersigned  does  hereby  ratify and  confirm  all that said
attorney-in-fact  and  agent  may  lawfully  do or  cause  to be done by  virtue
thereof.


         IN WITNESS WHEREOF,  the undersigned has subscribed  hereunder this 1st
         day of October, 1997.



                                                            /s/Amanda C. Sutyak
                                                               Amanda C. Sutyak



<PAGE>









                                POWER OF ATTORNEY




         KNOW  ALL MEN BY  THESE  PRESENTS,  that the  undersigned  director  of
American  Skandia Life Assurance  Corporation,  a Connecticut  corporation  (the
"Corporation"), does hereby make, constitute and appoint Mary Priscilla Pannell,
Corporate Secretary of the Corporation, and in her absence, Kathleen A. Chapman,
Assistant Corporate Secretary, as his true and lawful attorney-in-fact and agent
with all  power  and  authority  on his  behalf  to sign her name on any and all
registration   statements,   applciations  for  exemptive   relief,   documents,
instruments,  and/or exhibits related thereto and any and all amendments thereto
(including any and all pre- and  post-effective  amendments to any  registration
statement) on any form or forms for the purpose of registering Annuity, Variable
Annuity and Variable Life  Insurance  products  under the Securities Act of 1933
and the  Investment  Company  Act of 1940,  with  the  Securities  and  Exchange
Commission,  granting  unto  said  attorney-in-fact  and  agent  full  power and
authority  to do and  perform  each and  every  act  authorized  by the Power of
Attorney  and the  undersigned  does  hereby  ratify and  confirm  all that said
attorney-in-fact  and  agent  may  lawfully  do or  cause  to be done by  virtue
thereof.


         IN WITNESS WHEREOF,  the undersigned has subscribed  hereunder this 1st
         day of October, 1997.



                                                          /s/Lincoln R. Collins
                                                             Lincoln R. Collins



<PAGE>









                                POWER OF ATTORNEY




         KNOW  ALL MEN BY  THESE  PRESENTS,  that the  undersigned  director  of
American  Skandia Life Assurance  Corporation,  a Connecticut  corporation  (the
"Corporation"), does hereby make, constitute and appoint Mary Priscilla Pannell,
Corporate Secretary of the Corporation, and in her absence, Kathleen A. Chapman,
Assistant Corporate Secretary, as his true and lawful attorney-in-fact and agent
with all  power  and  authority  on his  behalf  to sign her name on any and all
registration   statements,   applications  for  exemptive   relief,   documents,
instruments,  and/or exhibits related thereto and any and all amendments thereto
(including any and all pre- and  post-effective  amendments to any  registration
statement) on any form or forms for the purpose of registering Annuity, Variable
Annuity and Variable Life  Insurance  products  under the Securities Act of 1933
and the  Investment  Company  Act of 1940,  with  the  Securities  and  Exchange
Commission,  granting  unto  said  attorney-in-fact  and  agent  full  power and
authority  to do and  perform  each and  every  act  authorized  by the Power of
Attorney  and the  undersigned  does  hereby  ratify and  confirm  all that said
attorney-in-fact  and  agent  may  lawfully  do or  cause  to be done by  virtue
thereof.


         IN WITNESS WHEREOF,  the undersigned has subscribed  hereunder this 1st
         day of October, 1997.



                                                             /s/C. Ake Svensson
                                                                C. Ake Svensson



<PAGE>









                                POWER OF ATTORNEY




         KNOW  ALL MEN BY  THESE  PRESENTS,  that the  undersigned  director  of
American  Skandia Life Assurance  Corporation,  a Connecticut  corporation  (the
"Corporation"), does hereby make, constitute and appoint Mary Priscilla Pannell,
Corporate Secretary of the Corporation, and in her absence, Kathleen A. Chapman,
Assistant Corporate Secretary, as her true and lawful attorney-in-fact and agent
with all  power  and  authority  on her  behalf  to sign her name on any and all
registration   statements,   applications  for  exemptive   relief,   documents,
instruments,  and/or exhibits related thereto and any and all amendments thereto
(including any and all pre- and  post-effective  amendments to any  registration
statement) on any form or forms for the purpose of registering Annuity, Variable
Annuity and Variable Life  Insurance  products  under the Securities Act of 1933
and the  Investment  Company  Act of 1940,  with  the  Securities  and  Exchange
Commission,  granting  unto  said  attorney-in-fact  and  agent  full  power and
authority  to do and  perform  each and  every  act  authorized  by the Power of
Attorney  and the  undersigned  does  hereby  ratify and  confirm  all that said
attorney-in-fact  and  agent  may  lawfully  do or  cause  to be done by  virtue
thereof.


         IN WITNESS WHEREOF,  the undersigned has subscribed  hereunder this 3rd
         day of October, 1997.



                                                           /s/Nancy F. Brunetti
                                                              Nancy F. Brunetti




© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission