FARM BUREAU VARIABLE ACCOUNT II
S-6, 1998-02-06
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<PAGE>
    AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON FEBRUARY 6, 1998
 
                                                       REGISTRATION NO.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
                       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                     / /
 
                      FARM BUREAU LIFE VARIABLE ACCOUNT II
                           (Exact Name of Registrant)
 
                       FARM BUREAU LIFE INSURANCE COMPANY
                              (Name of Depositor)
 
                             5400 University Avenue
                          West Des Moines, Iowa 50266
                    (Address of Principal Executive Office)
 
                            ------------------------
 
                           STEPHEN M. MORAIN, ESQUIRE
                             5400 University Avenue
                          West Des Moines, Iowa 50266
               (Name and Address of Agent for Service of Process)
 
                            ------------------------
 
                                    COPY TO:
                            STEPHEN E. ROTH, ESQUIRE
                        Sutherland, Asbill & Brennan LLP
                         1275 Pennsylvania Avenue, N.W.
                          Washington, D.C. 20004-2404
 
                            ------------------------
 
    Approximate  date of proposed public offering:  As soon as practicable after
the effective date of this Registration Statement.
 
    Securities being offered: Flexible Premium Variable Life Insurance Policies.
 
    The Registrant hereby amends this Registration Statement on such dates 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, acting pursuant to said Section 8(a),
may determine.
 
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<PAGE>
                      RECONCILIATION AND TIE BETWEEN ITEMS
                       IN FORM N-8B-2 AND THE PROSPECTUS
 
<TABLE>
<CAPTION>
Item No. of Form N-8B-2                                          Caption in Prospectus
- -----------------------  -----------------------------------------------------------------------------------------------------
<C>                      <S>
                     1.  Cover Page
                     2.  Cover Page
                     3.  Not Applicable
                     4.  Distribution Policies
                     5.  Farm Bureau Life Insurance Company; The Variable Account
                     6.  The Variable Account
                     7.  Not Required
                     8.  Not Required
                     9.  Legal Proceedings
                    10.  Summary; The Variable Account; Investment Options; Charges and Deductions; Policy Benefits; Voting
                          Rights; General Provisions
                    11.  Summary; Investment Options
                    12.  Summary; Investment Options
                    13.  Summary; Charges and Deductions; Investment Options
                    14.  Summary; Premiums
                    15.  Premiums
                    16.  Premiums; Investment Options
                    17.  Summary; Charges and Deductions; Policy Benefits; Investment Options
                    18.  Investment Options; Premiums
                    19.  General Provisions; Voting Rights
                    20.  Not Applicable
                    21.  Policy Benefits; General Provisions
                    22.  Not Applicable
                    23.  Safekeeping of the Variable Account's Assets
                    24.  General Provisions
                    25.  Farm Bureau Life Insurance Company
                    26.  Not Applicable
                    27.  Farm Bureau Life Insurance Company
                    28.  Executive Officers and Directors of Farm Bureau Life Insurance Company
                    29.  Farm Bureau Life Insurance Company
                    30.  Not Applicable
                    31.  Not Applicable
                    32.  Not Applicable
                    33.  Not Applicable
                    34.  Not Applicable
                    35.  Distribution of the Policies
                    36.  Not Required
                    37.  Not Applicable
                    38.  Summary; Distribution of the Policies
                    39.  Summary; Distribution of the Policies
                    40.  Not Applicable
                    41.  Farm Bureau Life Insurance Company; Distribution of the Policies
</TABLE>
 
                                       i
<PAGE>
<TABLE>
<CAPTION>
Item No. of Form N-8B-2                                          Caption in Prospectus
- -----------------------  -----------------------------------------------------------------------------------------------------
<C>                      <S>
                    42.  Not Applicable
                    43.  Not Applicable
                    44.  Premiums
                    45.  Not Applicable
                    46.  Policy Benefits
                    47.  Investment Options
                    48.  Not Applicable
                    49.  Not Applicable
                    50.  The Variable Account
                    51.  Cover Page; Summary; Charges and Deductions; Policy Benefits; Premiums
                    52.  Investment Options
                    53.  Federal Tax Matters
                    54.  Not Applicable
                    55.  Not Applicable
                    56.  Not Required
                    57.  Not Required
                    58.  Not Required
                    59.  Not Required
</TABLE>
 
                                       ii
<PAGE>
                                     [Logo]
 
 VARIABLE UNIVERSAL LIFE
 
   [LOGO]
                        July , 1998
                        Prospectus for:
 
                       Flexible Premium Variable
                       Life Insurance Policies
 
                              issued by
                       Farm Bureau Life
 
                       Insurance Company
                       -------------------------------------------
 
                              Call Toll-Free
 
                              1-800-247-4170
                                   225-5810 (Des Moines)
<PAGE>
PROSPECTUS
- --------------------------------------------------------------------------------
 
Farm Bureau Life Variable Account II
Flexible Premium Variable Life Insurance Policy
 
- --------------------------------------------------------------------------------
 
This Prospectus describes a flexible premium variable life insurance policy (the
"Policy")  issued by  Farm Bureau Life  Insurance Company  (the "Company"). This
type of life  insurance is  also commonly  called variable  universal life.  The
Policy  is designed  to provide  lifetime insurance  protection to  age 115. The
Policy permits the  policyowner to vary  premium payments and  adjust the  death
proceeds  payable under  the Policy.  The Policy  has been  designed for maximum
flexibility in meeting changing insurance needs.
 
The minimum  specified amount  for which  a Policy  will be  issued is  normally
$50,000.  The Policy  provides for  the payment of  the death  proceeds upon the
death of the insured and for a net surrender value or net accumulated value that
can be  obtained upon  surrender  or partial  withdrawal  of the  Policy.  Death
proceeds may, and accumulated value will, vary with the investment experience of
Farm  Bureau Life Variable Account II  (the "Variable Account"). THE POLICYOWNER
BEARS THE ENTIRE  INVESTMENT RISK;  THERE IS NO  GUARANTEED MINIMUM  ACCUMULATED
VALUE.  The Policy also provides  for loans using the  Policy as collateral. The
Policy will remain in force  so long as net  accumulated value or net  surrender
value  is sufficient to  pay certain monthly charges  imposed in connection with
the Policy.
 
A policyowner may allocate  net premiums under  a Policy to one  or more of  the
subaccounts  of  the Variable  Account. Each  Subaccount invests  exclusively in
shares of the corresponding Investment  Options of EquiTrust Variable  Insurance
Series  Fund:                      ;                     :                    or
                 :                  . The accompanying prospectus for each  Fund
describes  the  investment objectives  and  attendant risks  of  each Investment
Option.  [Information  on  additional  Investment  Options  to  be  provided  by
amendment.]
 
A  policyowner may also  allocate net premiums to  the Declared Interest Option.
The Declared  Interest Option  is supported  by the  Company's General  Account.
Accumulated  value allocated  to the Declared  Interest Option  is credited with
interest at a declared annual rate guaranteed to be at least 4.0%.
 
This Prospectus generally describes only the portion of the Policy involving the
Variable Account. For a brief summary of the Declared Interest Option, see  "THE
DECLARED INTEREST OPTION."
 
A  Policy may  be treated  as a modified  endowment contract  depending upon the
amount of premiums  paid in relation  to the death  benefit provided under  such
Policy.  If  a  Policy  is  a modified  endowment  contract,  any  loan, partial
withdrawal, surrender and/or assignment  of the Policy  could result in  adverse
tax consequences and/or penalties. (See "FEDERAL TAX MATTERS.")
 
It  may not be  advantageous to purchase  a Policy as  a replacement for another
type of life insurance or as  a means to obtain additional insurance  protection
if  the purchaser already owns another  flexible premium variable life insurance
policy.
 
THIS PROSPECTUS MUST BE ACCOMPANIED OR PRECEDED BY A CURRENT PROSPECTUS FOR EACH
FUND'S INVESTMENT OPTIONS.
- --------------------------------------------------------------------------------
 
THESE SECURITIES HAVE  NOT BEEN APPROVED  OR DISAPPROVED BY  THE SECURITIES  AND
EXCHANGE  COMMISSION, NOR HAS THE SECURITIES AND EXCHANGE COMMISSION PASSED UPON
THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE  CONTRARY
IS A CRIMINAL OFFENSE.
 
PLEASE READ THIS PROSPECTUS CAREFULLY AND RETAIN IT FOR FUTURE REFERENCE.
- --------------------------------------------------------------------------------
 
Issued By
 
Farm Bureau Life Insurance Company
5400 University Avenue
West Des Moines, Iowa 50266
 
                  THE DATE OF THIS PROSPECTUS IS JULY , 1998.
<PAGE>
- --------------------------------------------------------------------------------
                   TABLE OF CONTENTS
- --------------------------------------------------------------------------------
 
                                                                            PAGE
 
DEFINITIONS...........................................................     3
- ----------------------------------------------------------------------------
SUMMARY OF THE POLICY.................................................     5
                    The Policy........................................     5
                    The Variable Account..............................     5
                    The Declared Interest Option......................     5
                    Premiums..........................................     5
                    Policy Benefits...................................     6
                    Charges...........................................     7
                    Distribution of the Policies......................     8
                    Tax Treatment.....................................     8
                    Cancellation Privilege............................     8
                    Illustrations.....................................     8
- ----------------------------------------------------------------------------
FARM BUREAU LIFE INSURANCE COMPANY AND THE VARIABLE ACCOUNT...........     9
                    Farm Bureau Life Insurance Company................     9
                    Iowa Farm Bureau Federation.......................     9
                    The Variable Account..............................     9
                    Investment Options................................     9
                    Addition, Deletion or Substitution of                 12
                    Investments.......................................
- ----------------------------------------------------------------------------
THE POLICY............................................................    13
                    Purpose of the Policy.............................    13
                    Purchasing the Policy.............................    13
                    Premiums..........................................    14
                    Policy Lapse and Reinstatement....................    16
                    Examination of Policy (Cancellation Privilege)....    16
                    Special Transfer Privilege........................    17
                    Exchange Privilege................................    17
- ----------------------------------------------------------------------------
POLICY BENEFITS.......................................................    18
                    Accumulated Value Benefits........................    19
                    Transfers.........................................    21
                    Loan Benefits.....................................    21
                    Death Proceeds....................................    23
                    Accelerated Payments of Death Proceeds............    26
                    Benefits at Maturity..............................    26
                    Payment Options...................................    26
- ----------------------------------------------------------------------------
CHARGES AND DEDUCTIONS................................................    28
                    Premium Expense Charge............................    28
                    Monthly Deduction.................................    28
                    Transfer Charge...................................    30
                    Partial Withdrawal Fee............................    30
                    Surrender Charge..................................    30
                    Variable Account Charges..........................    30
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THE DECLARED INTEREST OPTION..........................................    31
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GENERAL PROVISIONS....................................................    32
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DISTRIBUTION OF THE POLICIES..........................................    35
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FEDERAL TAX MATTERS...................................................    35
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ADDITIONAL INFORMATION................................................    39
- ----------------------------------------------------------------------------
FINANCIAL STATEMENTS..................................................    46
- ----------------------------------------------------------------------------
APPENDIX A............................................................   A-1
- ----------------------------------------------------------------------------
APPENDIX B............................................................   B-1
- ----------------------------------------------------------------------------
 
                   The Policy is not available in all States.
 
THIS  PROSPECTUS DOES  NOT CONSTITUTE AN  OFFERING IN ANY  JURISDICTION IN WHICH
SUCH OFFERING MAY NOT BE LAWFULLY MADE.  NO DEALER, SALESMAN OR OTHER PERSON  IS
AUTHORIZED  TO GIVE  ANY INFORMATION OR  MAKE ANY  REPRESENTATIONS IN CONNECTION
WITH THIS OFFERING OTHER THAN THOSE CONTAINED IN THIS PROSPECTUS, AND, IF  GIVEN
OR MADE, SUCH OTHER INFORMATION OR REPRESENTATIONS MUST NOT BE RELIED UPON.
 
THE  PURPOSE  OF THIS  VARIABLE LIFE  INSURANCE POLICY  IS TO  PROVIDE INSURANCE
PROTECTION. NO CLAIM IS MADE THAT THE POLICY IS IN ANY WAY SIMILAR OR COMPARABLE
TO AN INVESTMENT IN A MUTUAL FUND.
 
                                       2
<PAGE>
- --------------------------------------------------------------------------------
                   DEFINITIONS
- --------------------------------------------------------------------------------
 
<TABLE>
<S>                            <C>
ACCUMULATED VALUE............  The  total amount invested under the Policy. It is the sum of the values of
                               the Policy in each subaccount of the Variable Account plus the value of the
                               Policy in the Declared Interest Option.
ATTAINED AGE.................  The Insured's age on his or her  last birthday on the Policy Date plus  the
                               number of Policy Years since the Policy Date.
BENEFICIARY..................  The  person or  entity named  by the Policyowner  in the  application or by
                               later designation  to receive  the death  proceeds upon  the death  of  the
                               Insured.
BUSINESS DAY.................  Each  day that the New York Stock  Exchange is open for trading, except the
                               day after Thanksgiving, the Thursday before Christmas (in 1998) and any day
                               on which  the  Home  Office  is closed  because  of  a  weather-related  or
                               comparable  type  of  emergency  and  is  unable  to  segregate  orders and
                               redemption requests received on that day.
COMPANY......................  Farm Bureau Life Insurance Company.
DECLARED INTEREST OPTION.....  A part of the Company's General Account Net Premiums may be allocated,  and
                               Accumulated  Value  may be  transferred, to  the Declared  Interest Option.
                               Accumulated Value in the Declared Interest Option is credited with interest
                               at a declared annual rate guaranteed to be at least 4.0%.
DUE PROOF OF DEATH...........  Proof of death that is satisfactory to the Company. Such proof may  consist
                               of the following if acceptable to the Company:
                               (a)  A certified copy of the death certificate;
                               (b)  A certified copy of a court decree reciting a finding of death; or
                               (c)  Any other proof satisfactory to the Company.
FUND.........................  An open-end diversified management investment company in which the Variable
                               Account invests.
GENERAL ACCOUNT..............  The  assets  of the  Company  other than  those  allocated to  the Variable
                               Account or any other separate account.
GRACE PERIOD.................  The 61-day period  beginning on the  date the Company  sends notice to  the
                               Policyowner   that  Net  Accumulated  Value   or  Net  Surrender  Value  is
                               insufficient to cover the monthly deduction.
HOME OFFICE..................  The principal offices of  the Company at 5400  University Avenue, West  Des
                               Moines, Iowa 50266.
INSURED......................  The person upon whose life the Policy is issued.
INVESTMENT OPTION............  A separate investment portfolio of a Fund.
ISSUE DATE...................  The date which the Policy is issued and mailed to the Policyowner.
MATURITY DATE................  The  Insured's  Attained  Age 115.  It  is  the date  on  which  the Policy
                               terminates and  the Policy's  Accumulated Value  less Policy  Debt  becomes
                               payable to the Policyowner or the Policyowner's estate.
MONTHLY DEDUCTION DAY........  The  same date in each  month as the Policy  Date. The monthly deduction is
                               made on  the Business  Day  coinciding with  or immediately  following  the
                               Monthly Deduction Day. (See "CHARGES AND DEDUCTIONS--Monthly Deduction.")
NET ASSET VALUE..............  The  total current value of each Subaccount's securities, cash, receivables
                               and other assets less liabilities.
NET ACCUMULATED VALUE........  The Accumulated Value of the Policy reduced by any outstanding Policy  Debt
                               and increased by any unearned loan interest.
NET PREMIUM..................  The  amount  of premium  remaining after  the  premium expense  charge (see
                               "CHARGES AND DEDUCTIONS--Premium Expense  Charge") has been deducted.  This
                               amount  will  be allocated,  according  to the  Policyowner's instructions,
                               among the Subaccounts  of the  Variable Account and  the Declared  Interest
                               Option.
NET SURRENDER VALUE..........  The Surrender Value minus any Policy Debt plus any unearned loan interest.
</TABLE>
 
                                       3
<PAGE>
<TABLE>
<S>                            <C>
PARTIAL WITHDRAWAL FEE.......  A  fee assessed at the time of  any partial withdrawal, equal to the lesser
                               of $25 or 2% of the amount withdrawn.
POLICY.......................  The flexible premium variable life insurance policy offered by the  Company
                               and  described in this Prospectus, which term includes the Policy described
                               in this Prospectus, the  Policy application, any supplemental  applications
                               and any endorsements.
POLICY ANNIVERSARY...........  The same date in each year as the Policy Date.
POLICY DATE..................  The  date set  forth on  the Policy  data page  which is  used to determine
                               Policy Years, Policy Months and Policy Anniversaries. The Policy Date  may,
                               but will not always, coincide with the effective date of insurance coverage
                               under the Policy. (See "THE POLICY--Purchasing the Policy.")
POLICY DEBT..................  The  sum of all outstanding Policy Loans and any due and unpaid Policy Loan
                               interest.
POLICY LOAN..................  An amount borrowed by the Policyowner from the Company for which the Policy
                               serves as the sole security. Interest on Policy Loans is payable in advance
                               (for the remainder of the Policy Year)  upon taking a Policy Loan and  upon
                               each  Policy Anniversary thereafter  (for the following  Policy Year) until
                               the Policy Loan is repaid.
POLICY MONTH.................  A one-month period beginning on a  Monthly Deduction Day and ending on  the
                               day immediately preceding the next Monthly Deduction Day.
POLICYOWNER..................  The  person who  owns a  Policy. The original  Policyowner is  named in the
                               application.
POLICY YEAR..................  A twelve-month  period  that starts  on  the Policy  Date  or on  a  Policy
                               Anniversary.
SPECIFIED AMOUNT.............  The  minimum death  benefit payable  under a Policy  so long  as the Policy
                               remains in force. The Specified Amount as  of the Policy Date is set  forth
                               on the data page in each Policy.
SUBACCOUNT...................  A  subdivision of the Variable Account  which invests exclusively in shares
                               of a designated Investment Option of a Fund.
SURRENDER CHARGE.............  A charge assessed at the time of any surrender during the first six  Policy
                               Years and for six years following an increase in Specified Amount.
SURRENDER VALUE..............  The Accumulated Value minus the Surrender Charge.
TARGET PREMIUM...............  A  premium amount  specified by  the Company. It  is used  to calculate the
                               premium expense charge during time periods when the Company has declared  a
                               premium  expense  charge  less  than the  7.0%  guaranteed  premium expense
                               charge. The  Company may  declare  a lower  percentage of  premium  expense
                               charge  on premiums paid  in excess of  the Target Premium  during a Policy
                               Year.  It   is  also   used  to   calculate  compensation   to   registered
                               representatives.
UNIT VALUE...................  The  value determined by dividing each  Subaccount's Net Asset Value by the
                               number of units outstanding at the time of calculation.
VALUATION PERIOD.............  The period between  the close  of business (3:00  p.m. central  time) on  a
                               Business Day and the close of business on the next Business Day.
VARIABLE ACCOUNT.............  Farm  Bureau  Life  Variable  Account  II,  a  separate  investment account
                               established by the  Company to  receive and  invest the  Net Premiums  paid
                               under the Policies.
</TABLE>
 
                                       4
<PAGE>
- --------------------------------------------------------------------------------
                   SUMMARY OF THE POLICY
- --------------------------------------------------------------------------------
                        THE  FOLLOWING SUMMARY OF  PROSPECTUS INFORMATION SHOULD
                        BE READ  IN CONJUNCTION  WITH THE  DETAILED  INFORMATION
                        APPEARING ELSEWHERE IN THIS PROSPECTUS. UNLESS OTHERWISE
                        INDICATED,  THE DESCRIPTION  OF THE  POLICY CONTAINED IN
                        THIS PROSPECTUS ASSUMES THAT THE POLICY IS IN FORCE  AND
                        THAT THERE IS NO OUTSTANDING POLICY DEBT.
- --------------------------------------------------------------------------------
THE POLICY
                       Under  the  Policy, subject  to certain  limitations, the
                       Policyowner has flexibility in determining the  frequency
                       and  amount of  premiums. (See  "THE POLICY-- Premiums.")
                       The amount and/or duration of the life insurance coverage
                       and the Accumulated Value of the Policy is not guaranteed
                       and  may  increase  or   decrease,  depending  upon   the
                       investment   experience  of  the  assets  supporting  the
                       Policy. Accordingly, the Policyowner bears the investment
                       risk of any depreciation of, but reaps the benefit of any
                       appreciation in, the value  of the underlying assets.  As
                       long  as  the Policy  remains in  force, the  Policy will
                       provide for  death proceeds  payable to  the  Beneficiary
                       upon the Insured's death, the accumulation of Accumulated
                       Value,  withdrawal and surrender  options and policy loan
                       privileges. The  minimum  Specified Amount  for  which  a
                       Policy  will be issued is  normally $50,000, although the
                       Company  may  in  its  discretion  issue  Policies   with
                       Specified Amounts of less than $50,000.
- --------------------------------------------------------------------------------
THE VARIABLE ACCOUNT
                       Net  Premiums  will first  be  allocated to  the Declared
                       Interest Option as  of the Issue  Date. Once the  Company
                       Receives  a signed  notice from the  Policyowner that the
                       Policy has been  received and  accepted, the  Accumulated
                       Value  in the Declared Interest Option automatically will
                       be allocated, without charge,  among the Subaccounts  and
                       the  Declared  Interest  Option  in  accordance  with the
                       Policyowner's  allocation   instructions.  Net   Premiums
                       received after the Company receives the signed notice are
                       allocated,  in  accordance with  the instructions  of the
                       Policyowner,  to  the  Variable  Account,  the   Declared
                       Interest    Option,   or   both.   (See   "THE   POLICY--
                       Premiums--ALLOCATIONS OF  NET  PREMIUMS.")  The  Variable
                       Account consists of fifteen Subaccounts: the Value Growth
                       Subaccount,  the  High  Grade Bond  Subaccount,  the High
                       Yield Bond Subaccount, the  Money Market Subaccount,  the
                       Blue  Chip Subaccount, the                Subaccount, the
                                       Subaccount, the          Subaccount,  the
                               Subaccount,  the                  Subaccount, the
                                        Subaccount, the              Subaccount,
                       the                    Subaccount, the
                       Subaccount  and the                      Subaccount. Each
                       Subaccount  invests   exclusively   in  shares   of   the
                       corresponding Investment Option.
                       Accumulated Value will, and death proceeds may, vary with
                       the  investment experience of the Subaccounts, as well as
                       with the frequency  and amount of  premium payments,  any
                       partial withdrawals and any charges imposed in connection
                       with the Policy. (See "POLICY BENEFITS--Accumulated Value
                       Benefits.")
- --------------------------------------------------------------------------------
THE DECLARED INTEREST
OPTION
                       As   an   alternative  to   the  Variable   Account,  the
                       Policyowner may allocate or transfer all or a portion  of
                       the  Accumulated Value  to the  Declared Interest Option,
                       which guarantees a specified minimum rate of return. (See
                       "THE DECLARED INTEREST OPTION.")
- --------------------------------------------------------------------------------
PREMIUMS
                       The Company may require the Policyowner to pay an initial
                       premium that, when reduced by the premium expense  charge
                       (see  "CHARGES AND DEDUCTIONS-- Premium Expense Charge"),
                       will be sufficient to pay  the monthly deduction for  the
                       first  Policy  Month. Each  Policyowner will  determine a
                       planned periodic premium schedule. The Policyowner is not
                       required to pay premiums  in accordance with the  planned
                       periodic premium schedule. (See "THE
                       POLICY--Premiums--PLANNED    PERIODIC   PREMIUMS.")   The
                       schedule will provide  for a premium  payment of a  level
                       amount  at a  fixed interval  over a  specified period of
                       time. Failure  to pay  premiums  in accordance  with  the
                       schedule  will not itself cause the Policy to lapse. (See
                       "THE  POLICY--Policy  Lapse  and  Reinstatement--LAPSE.")
                       Subject  to  certain  restrictions,  unscheduled  premium
                       payments  may   also   be  made.   (See   "THE   POLICY--
                       Premiums--UNSCHEDULED PREMIUMS.")
                       A  Policy will lapse during  the first three Policy Years
                       when Net Accumulated Value  is insufficient on a  Monthly
                       Deduction  Day to  cover the monthly  deduction, or after
                       three  Policy   Years  when   Net  Surrender   Value   is
                       insufficient  on  a Monthly  Deduction  Day to  cover the
                       monthly deduction (see  "CHARGES AND  DEDUCTIONS--Monthly
 
                                       5
<PAGE>
                       Deduction"),   and  a  Grace  Period  expires  without  a
                       sufficient payment  (see  "THE POLICY--Policy  Lapse  and
                       Reinstatement--LAPSE").   With   respect   to   premiums,
                       therefore, the Policy differs in two important ways  from
                       a  conventional life insurance policy. First, the failure
                       to pay  a planned  periodic premium  will not  in  itself
                       automatically cause the Policy to lapse. Second, a Policy
                       can  lapse even if planned  periodic premiums or premiums
                       in other amounts have been paid.
- --------------------------------------------------------------------------------
POLICY BENEFITS
                        ACCUMULATED VALUE BENEFITS. The  Policy provides for  an
                        Accumulated  Value. The  Accumulated Value  will reflect
                       the  amount  and  frequency  of  premium  payments,   the
                       investment  experience of  the chosen  subaccounts of the
                       Variable Account, the interest earned on the  Accumulated
                       Value  in the Declared Interest Option, any Policy Loans,
                       any  partial  withdrawals  and  the  charges  imposed  in
                       connection  with the  Policy. The  entire investment risk
                       for amounts allocated to the Variable Account is borne by
                       the Policyowner; the Company does not guarantee a minimum
                       Accumulated  Value.  (See  "POLICY  BENEFITS--Accumulated
                       Value Benefits--CALCULATION OF ACCUMULATED VALUE.")
                       The  Policyowner may, at any time, surrender a Policy and
                       receive the  Net  Surrender  Value.  Subject  to  certain
                       limitations,  the Policyowner  may also  obtain a partial
                       withdrawal of Net Accumulated Value (minimum $500) at any
                       time prior to the Maturity Date. Partial withdrawals will
                       reduce both  the  Accumulated Value  and  death  proceeds
                       payable under the Policy. (See "POLICY
                       BENEFITS--Accumulated   Value   Benefits--SURRENDER   AND
                       WITHDRAWAL PRIVILEGES.") A charge  will be assessed  upon
                       surrender   or  partial  withdrawal.  (See  "CHARGES  AND
                       DEDUCTIONS--Partial  Withdrawal   Fee,  and   --Surrender
                       Charge.")
 
                        TRANSFERS.  A Policyowner may  transfer amounts (minimum
                        $100) among the subaccounts  of the Variable Account  an
                       unlimited number of times in a Policy Year; however, only
                       one  transfer  per Policy  Year may  be made  between the
                       Declared Interest Option  and the  Variable Account.  The
                       first  transfer  in  a Policy  Year  is  free; subsequent
                       transfers in that Policy Year  will be assessed a  charge
                       of $25. The transfer charge, unless paid in cash, will be
                       deducted   from  the  amount  transferred.  (See  "POLICY
                       BENEFITS--Transfers.")  A  transfer  from  the   Variable
                       Account  to  the  Declared Interest  Option  requested in
                       connection with  the  exercise of  the  special  transfer
                       privilege  under  the  Policy  (see  "THE POLICY--Special
                       Transfer Privilege") will  not be  considered a  transfer
                       for purposes of the one-transfer limit or the $25 charge.
 
                        POLICY  LOANS. So long as a Policy is in force and has a
                        positive Net Surrender Value, the Policyowner may borrow
                       up to 90% of the Policy's  Net Surrender Value as of  the
                       end  of the Valuation Period during which the request for
                       the Policy Loan is received at the Home Office, less  any
                       previously   outstanding   Policy   Debt.   (See  "POLICY
                       BENEFITS-- Loan Benefits.") A loan taken from, or secured
                       by, a Policy  may have federal  income tax  consequences.
                       (See "FEDERAL TAX MATTERS--Policy Proceeds.")
 
                        DEATH  PROCEEDS. The Policies provide for the payment of
                        death proceeds following receipt by the Company (at  its
                       Home  Office) of Due  Proof of Death  of the Insured. The
                       Policy contains two death  benefit options. Under  Option
                       A,  the death  benefit is the  greater of the  sum of the
                       Specified Amount and the  Policy's Accumulated Value,  or
                       the  Accumulated Value multiplied by the specified amount
                       factor for the  Insured's Attained Age,  as set forth  in
                       the  Policy.  Under Option  B, the  death benefit  is the
                       greater of the Specified Amount, or the Accumulated Value
                       multiplied  by  the  specified  amount  factor  for   the
                       Insured's  Attained Age, as set  forth in the Policy. For
                       this purpose, all calculations are made as of the end  of
                       the Business Day coinciding with or immediately following
                       the date of death.
 
                       Under  either death benefit option, so long as the Policy
                       remains in force, the death benefit will not be less than
                       the Specified Amount of the Policy on the date of  death.
                       The  death  benefit  may, however,  exceed  the Specified
                       Amount. The amount by which the death benefit exceeds the
                       Specified Amount depends  upon the  death benefit  option
                       chosen  and  the Accumulated  Value  of the  Policy. (See
                       "POLICY BENEFITS--  Death  Proceeds.") To  determine  the
                       death  proceeds, the death benefit will be reduced by any
                       outstanding Policy  Debt and  increased by  any  unearned
                       loan interest
 
                                       6
<PAGE>
                       and  any  premiums  paid  after the  date  of  death. The
                       proceeds may be paid in a lump sum or in accordance  with
                       a   payment   option.   (See   "POLICY  BENEFITS--Payment
                       Options.")
 
                       Anytime after the first Policy Year, the Policyowner may,
                       subject to certain restrictions, adjust the death benefit
                       payable under the Policy by increasing or decreasing  the
                       Specified    Amount.    (See    "POLICY   BENEFITS--Death
                       Proceeds--CHANGE IN EXISTING COVERAGE.") In addition, the
                       Policyowner may, at  any time, change  the death  benefit
                       option    in   effect.   (See   "POLICY   BENEFITS--Death
                       Proceeds--CHANGE IN DEATH BENEFIT OPTION.")
 
                        BENEFITS AT MATURITY.  If the Insured  is alive and  the
                        Policy is in force on the Maturity Date, the Policyowner
                       will  be paid the  Accumulated Value of  the Policy as of
                       the  end  of   the  Business  Day   coinciding  with   or
                       immediately  following the Maturity  Date, reduced by any
                       outstanding Policy Debt.
- --------------------------------------------------------------------------------
CHARGES
                        PREMIUM EXPENSE  CHARGE.  The  Net  Premium  equals  the
                        premium  paid less a premium expense charge. The premium
                       expense charge is equal to a maximum charge of 7% of each
                       premium up to the Target Premium, and 2% of each  premium
                       in  excess  of the  Target  Premium. The  premium expense
                       charge is  used to  compensate the  Company for  expenses
                       incurred  in  connection  with  the  distribution  of the
                       Policies and for premium taxes imposed by various  states
                       and    subdivisions    thereof.    (See    "CHARGES   AND
                       DEDUCTIONS--Premium Expense Charge.")
                        ACCUMULATED VALUE  CHARGES.  Accumulated Value  will  be
                        reduced  each Policy Month on  the Monthly Deduction Day
                       by a monthly  deduction equal  to the  sum of  a cost  of
                       insurance  charge, the  cost of  any additional insurance
                       benefits added by  rider and a  policy expense charge  of
                       $5.00  per  month  (guaranteed not  to  exceed  $7.00 per
                       month). In  addition,  during  the  first  twelve  Policy
                       Months  and during  the twelve  Policy Months immediately
                       following an increase  in Specified  Amount, the  monthly
                       deduction    will   include   a    first   year   monthly
                       administrative charge. This charge is $0.05 per $1,000 of
                       Specified Amount or increase in Specified Amount, and  is
                       guaranteed  not to  exceed $0.07 per  $1,000 of Specified
                       Amount. Also, during the first twelve Policy Months,  the
                       monthly  deduction  will  include  a  first  year monthly
                       expense charge  of $5.00  per  month (guaranteed  not  to
                       exceed  $7.00 per month). The monthly deduction will vary
                       in  amount  from  month  to  month.  (See  "CHARGES   AND
                       DEDUCTIONS--Monthly Deduction.")
 
                       Upon  partial withdrawal of a Policy, a fee of the lesser
                       of $25 or 2% of the amount withdrawn will be assessed. At
                       the time of  surrender, a  charge will  apply during  the
                       first  six Policy Years, as well  as during the first six
                       Policy Years following an  increase in Specified  Amount.
                       The surrender charge is an amount per $1,000 of Specified
                       Amount  which varies  by age,  sex, underwriting category
                       and Policy Year. The surrender charge applicable to  each
                       Policyowner  will be listed in  the Policy. (See "CHARGES
                       AND DEDUCTIONS--Partial Withdrawal  Fee, and  --Surrender
                       Charge.")  During  a Policy  Year,  a $25  charge  may be
                       assessed for  the  second  and  subsequent  transfers  of
                       assets  among  the Subaccounts  and between  the Variable
                       Account and the Declared  Interest Option. (See  "CHARGES
                       AND DEDUCTIONS--Transfer Charge.")
 
                        CHARGES  AGAINST THE VARIABLE ACCOUNT. A daily charge at
                        the rate of .0024548% of the average daily net assets of
                       each Subaccount will be imposed to compensate the Company
                       for certain  mortality  and  expense  risks  incurred  in
                       connection   with   the  Policies.   (See   "CHARGES  AND
                       DEDUCTIONS--Variable Account Charges.") This  corresponds
                       to  an effective  annual rate  of 0.90%.  (This charge is
                       guaranteed not to exceed  .0028618% of the average  daily
                       net  assets of  each Subaccount, which  corresponds to an
                       effective annual rate of 1.05%.)
 
                       Currently, no charge is made to the Variable Account  for
                       federal  income  taxes that  may  be attributable  to the
                       Variable Account. The Company  may, however, make such  a
                       charge in the future.
 
                        INVESTMENT  OPTION  EXPENSES. In  addition,  because the
                        Variable  Account  purchases  shares  of  the   selected
                       Investment  Options, the value  of the net  assets of the
                       Variable Account will reflect the investment advisory fee
                       and other expenses incurred by each
 
                                       7
<PAGE>
                       Investment Option. The fees and expenses for 1997 were as
                       indicated  in  the   table  below.   (See  "CHARGES   AND
                       DEDUCTIONS--Variable  Account  Charges--INVESTMENT OPTION
                       EXPENSES.")
 
<TABLE>
<CAPTION>
                            ADVISORY      OTHER        TOTAL
INVESTMENT OPTION             FEE       EXPENSES     EXPENSES
- -------------------------  ----------  -----------  -----------
<S>                        <C>         <C>          <C>
Value Growth
High Grade Bond
High Yield Bond
Blue Chip
Money Market
Investment Option F
Investment Option G
Investment Option H
Investment Option I
Investment Option J
Investment Option K
Investment Option L
Investment Option M
Investment Option N
Investment Option O
</TABLE>
 
- --------------------------------------------------------------------------------
DISTRIBUTION OF THE
POLICIES
                       The  Policies   will   be   distributed   by   registered
                       representatives  of  EquiTrust Marketing  Services, Inc.,
                       ("EquiTrust Marketing") a broker-dealer having a  selling
                       agreement  with  EquiTrust Marketing  or  a broker-dealer
                       having  a  selling  agreement  with  such  broker-dealer.
                       EquiTrust   Marketing   Services,   Inc.   (formerly  FBL
                       Marketing  Services,  Inc.),   a  wholly-owned   indirect
                       subsidiary of FBL Financial Group, Inc., is registered as
                       a   broker-dealer  with   the  Securities   and  Exchange
                       Commission and is a member of the National Association of
                       Securities Dealers, Inc.
- --------------------------------------------------------------------------------
TAX TREATMENT
                       If a Policy is issued on the basis of a standard  premium
                       class,  while  there  is  some  uncertainty,  the Company
                       believes  that  the  Policy  should  qualify  as  a  life
                       insurance  contract for federal income tax purposes. If a
                       Policy is issued on a substandard basis, it is not  clear
                       whether  or  not  the  Policy  would  qualify  as  a life
                       insurance  contract  for  federal  income  tax  purposes.
                       Assuming  that  a Policy  qualifies  as a  life insurance
                       contract for federal income tax purposes, the Accumulated
                       Value under  a  Policy  should be  subject  to  the  same
                       federal income tax treatment as accumulated value under a
                       conventional  fixed-benefit  Policy.  Under  existing tax
                       law, the Policyowner is not deemed to be in  constructive
                       receipt  of Accumulated Values under a Policy until there
                       is a distribution  from the Policy.  Like death  benefits
                       payable under conventional life insurance policies, death
                       proceeds  payable  under  a Policy  should  be completely
                       excludable from the gross income of the Beneficiary. As a
                       result, the Beneficiary  generally will not  be taxed  on
                       these proceeds. (See "FEDERAL TAX MATTERS.")
- --------------------------------------------------------------------------------
CANCELLATION
PRIVILEGE
                       The  Policyowner  is  granted a  20-day  period following
                       receipt of the Policy in which to examine and return  the
                       Policy.  The  Policyowner  will  receive  the  greater of
                       premiums paid or the  Policy's Accumulated Value plus  an
                       amount approximately equal to any charges which have been
                       deducted   from  premiums,  Accumulated   Value  and  the
                       Variable Account. (See "THE POLICY--Examination of Policy
                       (Cancellation Privilege).")
- --------------------------------------------------------------------------------
ILLUSTRATIONS
                       Sample projections  of  hypothetical  Policy  values  are
                       included  starting at page A-1  of this Prospectus. These
                       projections of  hypothetical  values may  be  helpful  in
                       understanding  the long-term effects  of different levels
                       of  investment  performance,   charges  and   deductions,
                       electing  one  or  the  other  death  benefit  option and
                       generally  in  comparing  this   Policy  to  other   life
                       insurance  policies.  NONETHELESS, THE  ILLUSTRATIONS ARE
                       BASED ON HYPOTHETICAL INVESTMENT RATES OF RETURN AND  ARE
                       NOT  A  REPRESENTATION  OF  PAST  OR  FUTURE PERFORMANCE.
                       Actual rates of  return may  be more or  less than  those
                       reflected  in  the illustrations  and,  therefore, actual
                       values will be different from those illustrated.
                       This Prospectus  describes  only  those  aspects  of  the
                       Policy  that relate to the Variable Account, except where
                       Declared  Interest   Option  matters   are   specifically
                       mentioned.  For  a brief  summary of  the aspects  of the
                       Policy relating to the Declared Interest Option, see "THE
                       DECLARED INTEREST OPTION."
 
                                       8
<PAGE>
- --------------------------------------------------------------------------------
                   FARM BUREAU LIFE INSURANCE COMPANY
                   AND THE VARIABLE ACCOUNT
- --------------------------------------------------------------------------------
FARM BUREAU LIFE
INSURANCE COMPANY
                       The  Company is a stock  life insurance company which was
                       incorporated in the  State of Iowa  on October 30,  1944.
                       One  hundred percent of the  outstanding voting shares of
                       the Company are  owned by  FBL Financial  Group, Inc.  At
                       December  31,  1997,  66.36%  of  the  outstanding voting
                       shares of FBL  Financial Group,  Inc. was  owned by  Iowa
                       Farm   Bureau  Federation.  The  Company  is  principally
                       engaged in  the  offering  of  life  insurance  policies,
                       disability   income   insurance   policies   and  annuity
                       contracts and  is  admitted  to do  business  in  fifteen
                       states--Arizona,    Colorado,   Idaho,    Iowa,   Kansas,
                       Minnesota, Montana, Nebraska,  New Mexico, North  Dakota,
                       Oklahoma,  South Dakota, Utah, Wisconsin and Wyoming. The
                       principal offices of the  Company are at 5400  University
                       Avenue, West Des Moines, Iowa 50266.
- --------------------------------------------------------------------------------
IOWA FARM BUREAU
FEDERATION
                       Iowa  Farm  Bureau Federation  is an  Iowa not-for-profit
                       corporation, the members of which are county Farm  Bureau
                       organizations  and  their individual  members.  Iowa Farm
                       Bureau Federation is  primarily engaged, through  various
                       divisions  and subsidiaries, in the formulation, analysis
                       and promotion of programs (at local, state, national  and
                       international  levels)  that are  designed to  foster the
                       educational,  social  and  economic  advancement  of  its
                       members.  The  principal  offices  of  Iowa  Farm  Bureau
                       Federation  are  at  5400  University  Avenue,  West  Des
                       Moines, Iowa 50266.
- --------------------------------------------------------------------------------
THE VARIABLE ACCOUNT
                       The  Variable Account was established by the Company as a
                       separate account on January 6, 1998. The Variable Account
                       will receive and invest the  Net Premiums paid under  the
                       Policies.  In addition, the  Variable Account may receive
                       and invest  net  premiums  for any  other  variable  life
                       insurance policies issued in the future by the Company.
                       Although  the  assets  in the  Variable  Account  are the
                       property of  the  Company,  the assets  in  the  Variable
                       Account  attributable to  the Policies  generally are not
                       chargeable with  liabilities  arising out  of  any  other
                       business which the Company may conduct. The assets of the
                       Variable  Account  are  available  to  cover  the general
                       liabilities of the  Company only to  the extent that  the
                       Variable  Account's assets exceed its liabilities arising
                       under the Policies  and any other  policies supported  by
                       the  Variable  Account.  The  Company  has  the  right to
                       transfer  to  the  General  Account  any  assets  of  the
                       Variable Account which are in excess of such reserves and
                       other Policy liabilities.
 
                       The  Variable Account  currently is  divided into fifteen
                       Subaccounts but may,  in the  future, include  additional
                       subaccounts.   Each  Subaccount  invests  exclusively  in
                       shares  of  a  single  corresponding  Investment  Option.
                       Income  and realized and unrealized  gains or losses from
                       the assets of each Subaccount are credited to or  charged
                       against,  that Subaccount without regard to income, gains
                       or losses from any other Subaccount.
 
                       The Variable  Account  has  been  registered  as  a  unit
                       investment trust under the Investment Company Act of 1940
                       and  meets the definition of a separate account under the
                       federal securities laws. Registration with the Securities
                       and Exchange Commission does  not involve supervision  of
                       the management or investment practices or policies of the
                       Variable  Account or  the Company by  the Commission. The
                       Variable Account is also subject to the laws of the State
                       of  Iowa  which  regulate  the  operations  of  insurance
                       companies domiciled in Iowa.
- --------------------------------------------------------------------------------
INVESTMENT OPTIONS
                       The  Variable Account invests in shares of the Investment
                       Options. The  Investment  Options currently  include  the
                       Value  Growth Portfolio, High  Grade Bond Portfolio, High
                       Yield Bond  Portfolio, Money  Market Portfolio  and  Blue
                       Chip  Portfolio  of EquiTrust  Variable  Insurance Series
                       Fund, the                   Portfolio,
                       Portfolio,                   Portfolio,
                       Portfolio and                               Portfolio  of
                                       ,  and the                     Portfolio,
                                       Portfolio,                     Portfolio,
                                       Portfolio  and                  Portfolio
                       of
 
                                       9
<PAGE>
                                       .  The  Variable  Account  may,  in   the
                       future,  provide for additional  investment options. Each
                       Investment Option has its  own investment objectives  and
                       the  income and losses for each Investment Option will be
                       determined separately.
 
                       The investment objectives and policies of each Investment
                       Option are summarized below.  There is no assurance  that
                       any Investment Option will achieve its stated objectives.
                       More  detailed  information, including  a  description of
                       risks, may be found in the prospectus for each Investment
                       Option, which must accompany  or precede this  Prospectus
                       and  which  should  be read  carefully  and  retained for
                       future reference.
 
                       EQUITRUST VARIABLE INSURANCE SERIES FUND
 
                           VALUE  GROWTH   PORTFOLIO.   This   Portfolio   seeks
                           long-term capital appreciation. The Portfolio pursues
                           its   objective  by  investing  primarily  in  equity
                           securities of companies  that the investment  adviser
                           believes  have a potential  to earn a  high return on
                           equity  and/or   in   equity  securities   that   the
                           investment  adviser believes  are undervalued  by the
                           market place.  Such  equity  securities  may  include
                           common   stock,   preferred   stock   and  securities
                           convertible or exchangeable into common stock.
 
                           HIGH GRADE BOND  PORTFOLIO. This  Portfolio seeks  as
                           high  a level of current income as is consistent with
                           a  high  grade  portfolio  of  debt  securities.  The
                           Portfolio  will  pursue this  objective  by investing
                           primarily in debt  securities rated AAA,  AA or A  by
                           Standard  & Poor's Corporation and/or Aaa, Aa or A by
                           Moody's Investors  Service, Inc.,  and in  securities
                           issued  or guaranteed by the United States government
                           or its agencies or instrumentalities.
 
                           HIGH YIELD BOND PORTFOLIO. This Portfolio seeks, as a
                           primary objective, as high a level of current  income
                           as  is consistent  with investment in  a portfolio of
                           fixed-income securities rated in the lower categories
                           of  established  rating  services.  As  a   secondary
                           objective,  the Portfolio  seeks capital appreciation
                           when  consistent  with  its  primary  objective.  The
                           Portfolio   pursues  these  objectives  by  investing
                           primarily in  fixed-income  securities rated  Baa  or
                           lower  by Moody's Investors  Service, Inc. and/or BBB
                           or lower  by Standard  &  Poor's Corporation,  or  in
                           unrated   securities   of   comparable   quality.  AN
                           INVESTMENT IN THIS PORTFOLIO MAY ENTAIL GREATER  THAN
                           ORDINARY  FINANCIAL  RISK. (See  the  Fund Prospectus
                           "PRINCIPAL RISK FACTORS--Special Considerations--High
                           Yield Bonds.")
 
                           MONEY MARKET PORTFOLIO. This Portfolio seeks  maximum
                           current   income   consistent   with   liquidity  and
                           stability of  principal.  The Portfolio  will  pursue
                           this   objective   by  investing   in   high  quality
                           short-term money market instruments. AN INVESTMENT IN
                           THE MONEY  MARKET PORTFOLIO  IS NEITHER  INSURED  NOR
                           GUARANTEED  BY THE  U.S. GOVERNMENT. THERE  CAN BE NO
                           ASSURANCE THAT  THE MONEY  MARKET PORTFOLIO  WILL  BE
                           ABLE  TO MAINTAIN A  STABLE NET ASSET  VALUE OF $1.00
                           PER SHARE.
 
                           BLUE CHIP PORTFOLIO. This  Portfolio seeks growth  of
                           capital   and  income.  The  Portfolio  pursues  this
                           objective by investing primarily in common stocks  of
                           well-capitalized, established companies. Because this
                           Portfolio  may  be  invested  heavily  in  particular
                           stocks or industries, an investment in this Portfolio
                           may entail relatively greater risk of loss.
 
                                       10
<PAGE>
                                            PORTFOLIO.
 
                                            PORTFOLIO.
 
                                  PORTFOLIO.
 
                                  PORTFOLIO.
 
                                            PORTFOLIO.
 
                                            PORTFOLIO.
 
                                            PORTFOLIO.
 
                                            PORTFOLIO.
 
                                       11
<PAGE>
                                            PORTFOLIO.
 
                                            PORTFOLIO.
 
                       EquiTrust Variable Insurance Series Fund currently  sells
                       shares  only  to  the Variable  Account  and  to separate
                       accounts of the  Company supporting  other variable  life
                       insurance   policies  and   variable  annuity  contracts.
                       EquiTrust Variable  Insurance  Series  Fund  may  in  the
                       future  sell  shares to  other  separate accounts  of the
                       Company  or   its  life   insurance  company   affiliates
                       supporting  other  variable  insurance  products,  or  to
                       variable life  insurance  and variable  annuity  separate
                       accounts  of insurance companies  not affiliated with the
                       Company. The other  Funds currently sell  shares: (a)  to
                       the  Variable Account as well  as to separate accounts of
                       insurance companies  that may  or may  not be  affiliated
                       with  the  Company or  each  other; and  (b)  to separate
                       accounts to serve as  the underlying investment for  both
                       variable   insurance   policies   and   variable  annuity
                       contracts. The  Company currently  does not  foresee  any
                       disadvantages  to Policyowners  arising from  the sale of
                       shares to support variable annuity contracts and variable
                       life insurance  policies, or  from shares  being sold  to
                       separate  accounts of insurance companies that may or may
                       not be affiliated with the Company. However, the  Company
                       intends  to  monitor  events  in  order  to  identify any
                       material irreconcilable  conflicts  that  might  possibly
                       arise.  In that event, it would determine what action, if
                       any, should  be  taken in  response  to those  events  or
                       conflicts.  In addition,  if the Company  believes that a
                       Fund's response  to  any  of those  events  or  conflicts
                       insufficiently   protects  Policyowners,   it  will  take
                       appropriate action on its own, including withdrawing  the
                       Variable Account's investment in that Fund. (See the Fund
                       prospectuses for more detail.)
 
                       Each  Fund is registered with the Securities and Exchange
                       Commission  as   an  open-end,   diversified   management
                       investment  company. Such  registration does  not involve
                       supervision of the management or investment practices  or
                       policies  of  the  Fund by  the  Securities  and Exchange
                       Commission.
 
                       [Additional  information  on  Investment  Options  to  be
                       provided by amendment .]
- --------------------------------------------------------------------------------
ADDITION, DELETION OR
SUBSTITUTION OF
INVESTMENTS
                       The  Company  reserves the  right, subject  to compliance
                       with applicable law, to make additions to, deletions from
                       or substitutions for the shares of the Investment Options
                       that are  held  by  the  Variable  Account  or  that  the
                       Variable  Account  may  purchase.  If  the  shares  of an
                       Investment Option are no longer available for  investment
                       or  if,  in  its  judgment,  further  investment  in  any
                       Investment Option should become inappropriate in view  of
                       the   purposes  of  the  Variable  Account,  the  Company
                       reserves the  right  to  dispose of  the  shares  of  any
                       Investment  Option  and to  substitute shares  of another
                       Investment Option. The  Company will  not substitute  any
                       shares  attributable to a Policyowner's Accumulated Value
                       in the  Variable  Account  without notice  to  and  prior
                       approval  of the  Securities and  Exchange Commission, to
                       the extent required by the Investment Company Act of 1940
                       or   other   applicable   law.   Nothing   contained   in
                                       12
<PAGE>
                       this  Prospectus shall prevent  the Variable Account from
                       purchasing other securities for  other series or  classes
                       of  policies,  or  from permitting  a  conversion between
                       series or classes  of policies on  the basis of  requests
                       made by Policyowners.
 
                       The   Company  also  reserves   the  right  to  establish
                       additional subaccounts of the  Variable Account, each  of
                       which  would invest in shares  of a new Investment Option
                       with a  specified investment  objective. New  subaccounts
                       may  be established when,  in the sole  discretion of the
                       Company, marketing, tax or investment conditions warrant,
                       and any new subaccounts may be made available to existing
                       Policyowners on a basis to be determined by the  Company.
                       Subject  to obtaining any  approvals or consents required
                       by applicable law, the assets of one or more  Subaccounts
                       may  be transferred to any other Subaccount(s), or one or
                       more Subaccounts may be  eliminated or combined with  any
                       other  Subaccount(s) if,  in the  sole discretion  of the
                       Company, marketing, tax or investment conditions warrant.
 
                       In the  event of  any such  substitution or  change,  the
                       Company   may,  by  appropriate  endorsement,  make  such
                       changes in these and other  policies as may be  necessary
                       or appropriate to reflect such substitution or change. If
                       deemed  by the  Company to  be in  the best  interests of
                       persons having  voting  rights under  the  Policies,  the
                       Variable  Account may be operated as a management company
                       under  the  Investment  Company  Act  of  1940,  may   be
                       deregistered   under   that   Act  in   the   event  such
                       registration  is  no  longer  required,  or,  subject  to
                       obtaining   any   approvals  or   consents   required  by
                       applicable  law,  may  be  combined  with  other  Company
                       separate  accounts. To the extent permitted by applicable
                       law, the  Company may  also transfer  the assets  of  the
                       Variable  Account associated with the Policies to another
                       separate account.  In  addition, the  Company  may,  when
                       permitted by law, restrict or eliminate any voting rights
                       of  Policyowners or other persons  who have voting rights
                       as   to   the   Variable   Account.   (See    "ADDITIONAL
                       INFORMATION--Voting Rights.")
- --------------------------------------------------------------------------------
                   THE POLICY
- --------------------------------------------------------------------------------
PURPOSE OF THE POLICY
                       The  Policy is  designed to provide  the Policyowner with
                       both  lifetime  insurance   protection  and   significant
                       flexibility  in connection with  the amount and frequency
                       of premium  payments  and  the level  of  death  proceeds
                       payable   under  a   Policy.  Unlike   conventional  life
                       insurance,  the  Policyowner  is  not  required  to   pay
                       scheduled  premiums to keep  a Policy in  force, but may,
                       subject to certain  limitations, vary  the frequency  and
                       amount of premium payments. Moreover, the Policy allows a
                       Policyowner to adjust the level of death proceeds payable
                       under  a Policy, without having to purchase a new policy,
                       by increasing or decreasing  the Specified Amount.  Thus,
                       as  insurance needs  or financial  conditions change, the
                       Policyowner has the flexibility to adjust death  proceeds
                       and vary premium payments.
                       The  Policy varies  from conventional  fixed-benefit life
                       insurance in a number of additional respects. Because the
                       death proceeds may, and the Accumulated Value will,  vary
                       with the investment experience of the chosen Subaccounts,
                       the   Policyowner  bears  the   investment  risk  of  any
                       depreciation  of,   but   reaps  the   benefit   of   any
                       appreciation in, the value of the underlying assets. As a
                       result,  whether or not  a Policy continues  in force may
                       depend in  part upon  the  investment experience  of  the
                       chosen Subaccounts. The failure to pay a planned periodic
                       premium  will not necessarily cause  the Policy to lapse,
                       but the  Policy  could  lapse even  if  planned  periodic
                       premiums  have been  paid, depending  upon the investment
                       experience of the Variable Account.
 
                       Life  Insurance   is   not   a   short-term   investment.
                       Prospective  policyowners should consider  their need for
                       insurance coverage and the Policy's long-term  investment
                       potential. A prospective policyowner who already has life
                       insurance   coverage  should  consider   whether  or  not
                       changing  or  adding  to   existing  coverage  would   be
                       advantageous.  Generally, it is not advisable to purchase
                       another policy to replace an existing policy.
- --------------------------------------------------------------------------------
PURCHASING THE POLICY
                       Before it will issue a Policy, the Company must receive a
                       completed application, including  payment of the  initial
                       premium,  at its  Home Office.  A Policy  ordinarily will
                                       13
<PAGE>
                       be issued only for Insureds who are 0 to 80 years of  age
                       at  their  last  birthday  and  who  supply  satisfactory
                       evidence of insurability  to the  Company. Acceptance  is
                       subject  to  the  Company's  underwriting  rules  and the
                       Company  may,  in   its  sole   discretion,  reject   any
                       application  or  premium  for  any  reason.  The  minimum
                       Specified Amount for  which a  Policy will  be issued  is
                       normally  $50,000,  although  the  Company  may,  in  its
                       discretion, issue Policies with Specified Amounts of less
                       than $50,000.
 
                       The Policy Date will be the later of (i) the date of  the
                       initial  application,  or (ii)  if additional  medical or
                       other information is required  pursuant to the  Company's
                       underwriting   rules,  the   date  all   such  additional
                       information is  received  by  the  Company  at  its  Home
                       Office.  The  Policy  Date  may also  be  any  other date
                       mutually agreed to by the Company and the Policyowner. If
                       the later of (i) and (ii) above is the 29th, 30th or 31st
                       of any month, the  Policy Date will be  the 28th of  such
                       month.  The  Policy Date  is the  date used  to determine
                       Policy Years, Policy Months and Policy Anniversaries. The
                       Policy Date may, but will  not always, coincide with  the
                       effective date of insurance coverage under the Policy.
 
                       The effective date of insurance coverage under the Policy
                       will  be the  later of  (i) the  Policy Date,  (ii) if an
                       amendment to the initial application is required pursuant
                       to the Company's underwriting rules, the date the Insured
                       signs the last such amendment, or (iii) the date on which
                       the full initial  premium is received  by the Company  at
                       its Home Office.
- --------------------------------------------------------------------------------
PREMIUMS
                       Subject   to  certain  limitations,   a  Policyowner  has
                       flexibility in determining  the frequency  and amount  of
                       premiums.
                        PREMIUM   FLEXIBILITY.  Unlike   conventional  insurance
                        policies, the  Policy  frees the  Policyowner  from  the
                       requirement  that premiums  be paid in  accordance with a
                       rigid and inflexible  premium schedule.  The Company  may
                       require  the Policyowner to pay  an initial premium that,
                       when reduced by the premium expense charge (see  "CHARGES
                       AND   DEDUCTIONS--Premium   Expense  Charge"),   will  be
                       sufficient to  pay the  monthly deduction  for the  first
                       Policy  Month.  Thereafter,  subject to  the  minimum and
                       maximum   premium   limitations   described   below,    a
                       Policyowner may also make unscheduled premium payments at
                       any time prior to the Maturity Date.
 
                       The  Company  offers a  conversion  program for  its term
                       insurance or Executive Term policies. Under the  program,
                       owners  of a term policy issued  by the Company can elect
                       to convert  their term  insurance policy  to a  permanent
                       insurance  policy,  including  the  Policy,  at  any time
                       between the first and sixth policy anniversaries of their
                       term policy. Upon conversion, the Company will credit  to
                       the initial premium for the Policy an amount equal to the
                       annual  premium paid on the term policy, up to a limit of
                       $5.00 per  $1,000 of  their term  insurance face  amount.
                       Custom  Term II  contains a  Premium Credit  Benefit that
                       allows the policy owner credit towards the purchase of  a
                       Policy  at any  time between  the first  and sixth policy
                       anniversaries of their term policy. Upon exercise of this
                       benefit, the Company will  credit to the initial  premium
                       for the Policy an amount equal to the annual premium paid
                       on  the term policy, up to a limit of $5.00 per $1,000 of
                       the term insurance face amount. The existing Custom  Term
                       II policy need not be canceled to use this benefit. These
                       credits  will  be treated  as a  premium for  purposes of
                       Policy  provisions  applicable   to  premiums,  such   as
                       deduction  of the premium expense charge. Please see your
                       registered  representative   for  more   information.   A
                       commission  is paid to a registered representative upon a
                       conversion.
 
                        PLANNED  PERIODIC   PREMIUMS.  Each   Policyowner   will
                        determine  a  planned  periodic  premium  schedule  that
                       provides for  the  payment  of a  level  premium  over  a
                       specified  period of time on  a quarterly, semi-annual or
                       annual basis. The Company may, at its discretion,  permit
                       planned  periodic payments to be made on a monthly basis.
                       Periodic reminder notices ordinarily will be sent to  the
                       Policyowner  for each planned periodic premium. Depending
                       on the duration of the planned periodic premium schedule,
                       the timing  of  planned  payments could  affect  the  tax
                       status of the Policy. (See "FEDERAL TAX MATTERS.")
 
                       The  Policyowner  is  not  required  to  pay  premiums in
                       accordance with  the planned  periodic premium  schedule.
                       Furthermore, the Policyowner has considerable
 
                                       14
<PAGE>
                       flexibility  to alter the amount,  frequency and the time
                       period over  which planned  periodic premiums  are  paid;
                       however,  no planned  periodic payment  may be  less than
                       $100  without  the  Company's  consent.  Changes  in  the
                       planned  premium  schedule  may have  federal  income tax
                       consequences. (See "FEDERAL TAX MATTERS.")
 
                       The payment  of  a  planned  periodic  premium  will  not
                       guarantee  that the Policy remains in force. Instead, the
                       duration  of  the  Policy   depends  upon  the   Policy's
                       Accumulated   Value.  Thus,  even   if  planned  periodic
                       premiums are  paid by  the Policyowner,  the Policy  will
                       nevertheless  lapse  if,  during the  first  three Policy
                       Years, Net  Accumulated  Value  or,  after  three  Policy
                       Years,  Net Surrender Value is  insufficient on a Monthly
                       Deduction  Day  to  cover  the  monthly  deduction   (see
                       "CHARGES  AND DEDUCTIONS--Monthly Deduction") and a Grace
                       Period expires  without a  sufficient payment  (see  "THE
                       POLICY--Policy Lapse and Reinstatement--LAPSE").
 
                        UNSCHEDULED  PREMIUMS. Each  unscheduled premium payment
                        must be at least $100; however, the Company may, in  its
                       discretion,  waive this minimum  requirement. The Company
                       reserves the  right to  limit the  number and  amount  of
                       unscheduled  premium  payments.  An  unscheduled  premium
                       payment may have  federal income  tax consequences.  (See
                       "FEDERAL TAX MATTERS.")
 
                        PREMIUM  LIMITATIONS. In no  event may the  total of all
                        premiums paid,  both planned  periodic and  unscheduled,
                       exceed  the applicable maximum premium limitation imposed
                       by  federal  tax  laws.   Because  the  maximum   premium
                       limitation is in part dependent upon the Specified Amount
                       for  each  Policy, changes  in  the Specified  Amount may
                       affect this limitation. If at any time a premium is  paid
                       which  would  result  in  total  premiums  exceeding  the
                       applicable maximum premium  limitation, the Company  will
                       accept  only that portion of  the premium which will make
                       total premiums equal the maximum. Any part of the premium
                       in excess of that amount will be returned and no  further
                       premiums will be accepted until allowed by the applicable
                       maximum premium limitation.
 
                        PAYMENT  OF PREMIUMS.  Payments made  by the Policyowner
                        will be  treated first  as  payment of  any  outstanding
                       Policy  Debt  unless the  Policyowner indicates  that the
                       payment should be treated otherwise. Where no  indication
                       is made, any portion of a payment that exceeds the amount
                       of  any  outstanding Policy  Debt  will be  treated  as a
                       premium payment.
 
                        NET PREMIUMS. The  Net Premium is  the amount  available
                        for  investment. The Net Premium equals the premium paid
                       less  the  premium  expense  charge.  (See  "CHARGES  AND
                       DEDUCTIONS--Premium Expense Charge.")
 
                        ALLOCATION  OF NET  PREMIUMS. In  the application  for a
                        Policy, the  Policyowner can  allocate Net  Premiums  or
                       portions  thereof  to  the Subaccounts,  to  the Declared
                       Interest Option, or both. Notwithstanding the  allocation
                       in  the  application,  the  Net  Premiums  will  first be
                       allocated to the Declared Interest Option as of the Issue
                       Date. When the  Company receives, at  its Home Office,  a
                       notice signed by the Policyowner that the Policy has been
                       received  and accepted, the Policy's Accumulated Value in
                       the  Declared  Interest  Option  automatically  will   be
                       allocated,  without charge, among the Subaccounts and the
                       Declared  Interest   Option   in  accordance   with   the
                       Policyowner's  percentage allocation  in the application.
                       The Policyowner does not waive his cancellation privilege
                       by sending the signed notice of receipt and acceptance of
                       the Policy to the  Company (see "THE  POLICY--Examination
                       of Policy (Cancellation Privilege)").
 
                       Net Premiums received after the date the Company receives
                       the  signed notice  will be allocated  in accordance with
                       the   Policyowner's   percentage   allocation   in    the
                       application  or the  most recent  written instructions of
                       the Policyowner. The minimum  percentage of each  premium
                       that  may be allocated to  any subaccount of the Variable
                       Account or to  the Declared  Interest Option  is 10%;  no
                       fractional  percentages will be permitted. The allocation
                       for future Net Premiums may be changed without charge, at
                       any time while the Policy  is in force, by providing  the
                       Company with written notice on
 
                                       15
<PAGE>
                       a   form  acceptable   to  the  Company   signed  by  the
                       Policyowner. The change will take effect on the date  the
                       written  notice is received  at the Home  Office and will
                       have no effect on prior cash values.
- --------------------------------------------------------------------------------
POLICY LAPSE AND
REINSTATEMENT
                        LAPSE. Unlike conventional life insurance policies,  the
                        failure  to make a planned periodic premium payment will
                       not itself cause a Policy to lapse. Lapse will only occur
                       during the first three Policy Years when Net  Accumulated
                       Value is insufficient on a Monthly Deduction Day to cover
                       the  monthly deduction, or after  three Policy Years when
                       Net  Surrender  Value  is   insufficient  on  a   Monthly
                       Deduction   Day  to  cover  the  monthly  deduction  (see
                       "CHARGES AND DEDUCTIONS--Monthly Deduction"), and a Grace
                       Period expires  without a  sufficient payment.  Insurance
                       coverage  will continue during the  Grace Period, but the
                       Policy will be  deemed to have  no Accumulated Value  for
                       purposes of Policy Loans and surrenders during such Grace
                       Period.  The  death  proceeds  payable  during  the Grace
                       Period will  equal  the  amount  of  the  death  proceeds
                       payable  immediately  prior  to the  commencement  of the
                       Grace Period,  reduced  by  any due  and  unpaid  monthly
                       deductions.
                       To  avoid  lapse and  termination  of the  Policy without
                       value, the  Company  must receive  from  the  Policyowner
                       during  the  Grace Period  a  premium payment  that, when
                       reduced by the premium  expense charge (see "CHARGES  AND
                       DEDUCTIONS--  Premium Expense Charge"),  will be at least
                       equal to three  times the  monthly deduction  due on  the
                       Monthly  Deduction  Day immediately  preceding  the Grace
                       Period (see "CHARGES AND DEDUCTIONS--Monthly Deduction").
                       A Grace Period of 61 days  will commence on the date  the
                       Company  sends  a  notice  of  any  insufficiency  to the
                       Policyowner.
 
                        REINSTATEMENT. Prior  to  the Maturity  Date,  a  lapsed
                        Policy  may be reinstated at  any time within five years
                       of the Monthly  Deduction Day  immediately preceding  the
                       Grace   Period  which  expired  without  payment  of  the
                       required premium. Reinstatement is effected by submitting
                       the following items to the Company:
 
                       1.  A written application for reinstatement signed by the
                           Policyowner and the Insured;
 
                       2.  Evidence of insurability satisfactory to the Company;
 
                       3.  A premium  that, after the  deduction of the  premium
                           expense  charge, is  at least sufficient  to keep the
                           Policy in force for three months; and
 
                       4.  An amount equal to the monthly cost of insurance  for
                           the two Policy Months prior to lapse.
 
                       (State   law  may  limit  the   premium  to  be  paid  on
                       reinstatement to an amount less than that described.)  To
                       the  extent  that the  first year  monthly administrative
                       charge was  not deducted  for a  total of  twelve  Policy
                       Months  prior to lapse,  such charge will  continue to be
                       deducted following reinstatement of the Policy until such
                       charge has  been  assessed,  both before  and  after  the
                       lapse, for a total of 12 Policy Months. (See "CHARGES AND
                       DEDUCTIONS--Monthly  Deduction.")  The  Company  will not
                       reinstate a  Policy  surrendered for  its  Net  Surrender
                       Value.  The lapse of a  Policy with loans outstanding may
                       have  adverse   tax   consequences  (see   "FEDERAL   TAX
                       MATTERS--Policy Proceeds").
 
                       The  effective date of the  reinstated Policy will be the
                       Monthly Deduction Day coinciding  with or next  following
                       the   date  the  Company  approves  the  application  for
                       reinstatement.
- --------------------------------------------------------------------------------
EXAMINATION OF POLICY
(CANCELLATION
PRIVILEGE)
                       The Policyowner may  cancel the Policy  by delivering  or
                       mailing  written  notice  or sending  a  telegram  to the
                       Company at its Home Office,  and returning the Policy  to
                       the  Company at  its Home  Office before  midnight of the
                       twentieth day after the Policyowner receives the  Policy.
                       Notice given by mail and return of the Policy by mail are
                       effective  on  being postmarked,  properly  addressed and
                       postage prepaid.
                       With respect to  all Policies, the  Company will  refund,
                       within seven days after receipt of satisfactory notice of
                       cancellation  and the returned Policy at its Home Office,
                       the
 
                                       16
<PAGE>
                       greater of  premiums  paid or  the  Policy's  Accumulated
                       Value  plus an amount approximately  equal to any charges
                       which have been deducted from premiums, Accumulated Value
                       and the Variable Account.
- --------------------------------------------------------------------------------
SPECIAL TRANSFER
PRIVILEGE
                       A Policyowner may, at any time prior to the Maturity Date
                       while the Policy  is in  force, convert the  Policy to  a
                       flexible  premium fixed-benefit life  insurance policy by
                       requesting that  all  of  the Accumulated  Value  in  the
                       Variable  Account be transferred to the Declared Interest
                       Option.  The  Policyowner   may  exercise  this   special
                       transfer   privilege  once  each   Policy  Year.  Once  a
                       Policyowner exercises the special transfer privilege, all
                       future premium payments automatically will be credited to
                       the Declared  Interest Option,  until  such time  as  the
                       Policyowner  requests a  change in  allocation. No charge
                       will be  imposed for  any  transfers resulting  from  the
                       exercise of the special transfer privilege.
- --------------------------------------------------------------------------------
EXCHANGE PRIVILEGE
                       The  Company will permit the  owner of a flexible premium
                       fixed-benefit life insurance policy issued by the Company
                       or Western Farm Bureau Life Insurance Company (a  company
                       held   by  the  same  holding  company  as  the  Company)
                       ("fixed-benefit policy"), within 12 months of the  Policy
                       Date  shown in such policy, to exchange his fixed-benefit
                       policy for a Policy on the life of the Insured. After the
                       first  12  months  of  the  Policy  Date  shown  in   the
                       fixed-benefit  policy (forms #434-112 and #834-112 only),
                       the Company  will  permit the  owner  of such  policy  to
                       exchange  his fixed-benefit policy for  a Policy when the
                       owner applies  for  an increase  of  $25,000 or  more  in
                       Specified Amount.
                       The  Policy Date will be the date the application for the
                       Policy is signed. If an  exchange occurs in the first  12
                       months,  the Policy will have a Specified Amount equal to
                       the specified amount of the fixed-benefit policy and will
                       require no  evidence  of  insurability  to  exercise  the
                       exchange  privilege. The  Insured will  be placed  in the
                       premium class applicable to the initial specified  amount
                       under  the fixed-benefit policy, unless there has been an
                       underwritten increase in specified amount, in which event
                       the Insured will  be placed, with  respect to the  entire
                       Specified  Amount under the Policy,  in the premium class
                       applicable to such increase in specified amount.
 
                       If an  exchange occurs  after the  first 12  months,  the
                       Policy   will  have  a  Specified  Amount  equal  to  the
                       specified amount  of the  fixed-benefit policy  plus  the
                       increase  to  purchase a  Policy,  and the  increase will
                       require underwriting to exercise the exchange  privilege.
                       The   Insured  will  be  placed   in  the  premium  class
                       applicable to  the  initial specified  amount  under  the
                       fixed-benefit   policy,   unless   there   has   been  an
                       underwritten increase in specified amount, in which event
                       the Insured will  be placed, with  respect to the  entire
                       amount exchanged, in the premium class applicable to such
                       increase in specified amount. With regard to the increase
                       in  Specified Amount, the  Insured will be  placed in the
                       premium class applicable to the increase.
 
                       The net  cash  value  of the  fixed-benefit  policy  will
                       initially  be allocated to  the Declared Interest Option.
                       When the Company receives, at  its Home Office, a  notice
                       signed  by  the  Policyowner  that  the  Policy  has been
                       received and accepted, the Policy's accumulated value  in
                       the   Declared  Interest  Option  automatically  will  be
                       allocated, without charge, among the Subaccounts and  the
                       Declared  Interest  Option  pursuant  to  the  allocation
                       instructions set forth in the application for the Policy.
 
                       The Company will  waive the premium  expense charge  (see
                       "CHARGES  AND DEDUCTIONS--Premium Expense Charge") on the
                       net cash value of the fixed-benefit policy applied to the
                       Policy pursuant to an exchange. In addition, the  Company
                       will  assess the First Year Monthly Administrative Charge
                       (see "CHARGES  AND  DEDUCTIONS--Monthly  Deduction--FIRST
                       YEAR  MONTHLY ADMINISTRATIVE CHARGE")  only to the extent
                        that 12  monthly per  $1,000  charges under  the  fixed-
                       benefit  policy have  not been  assessed. An  increase in
                       Specified  Amount  related  to  a  fixed-benefit   policy
                       exchanged  after the first 12 months will be assessed the
                       First  Year  Monthly  Administrative  Charge.  Otherwise,
                       charges  and deductions  will be  made in  the manner and
                       amounts described elsewhere in the Prospectus.
 
                                       17
<PAGE>
                       With regard to an exchange  after the first 12 months  of
                       the  fixed-benefit policy, the  incontestable and suicide
                       provisions of the Policy will apply only to the increased
                       amount of coverage,  except for any  period remaining  on
                       the fixed-benefit policy.
 
                       An  exchanging owner will not  be permitted to carry over
                       an outstanding loan under  his fixed-benefit policy.  Any
                       outstanding  loan and loan interest  must be repaid prior
                       to the date of exchange. If not repaid prior to the  date
                       of  exchange,  the  amount of  the  outstanding  loan and
                       interest thereon will be reflected in the net cash  value
                       of   the   fixed-benefit   policy.   To   the   extent  a
                       fixed-benefit  policy   with  an   outstanding  loan   is
                       exchanged  for  an  unencumbered  Policy,  the exchanging
                       owner could recognize income at the time of the  exchange
                       up  to the  amount of  such loan  (including any  due and
                       unpaid  interest  on  such   loan).  (See  "FEDERAL   TAX
                       MATTERS--Tax Treatment of Policy Benefits.")
 
                       Riders  issued on the original fixed-benefit policy which
                       are not offered in  the Policy will  not be available  on
                       the  new  Policy.  Riders  which  are  available  may  be
                       exchanged to the new Policy.
 
                       Registered representatives  will receive  commissions  on
                       the increase in face amount only.
 
                       The  Policy differs  from a fixed-benefit  policy in many
                       significant respects. Most  importantly, the  Accumulated
                       Value under this Policy may consist, entirely or in part,
                       of  Subaccount value which fluctuates  in response to the
                       net  investment  return  of  the  Variable  Account.   In
                       contrast,  the cash  values under  a fixed-benefit policy
                       always reflect interest credited by the Company. While  a
                       minimum  rate of  interest is guaranteed,  the Company in
                       the  past  has   credited  interest   at  higher   rates.
                       Accordingly,  cash  values under  a  fixed-benefit policy
                       reflect changing current interest  rates and do not  vary
                       with the investment performance of the Variable Account.
 
                       Other  significant differences  between the  Policy and a
                       fixed-benefit  policy  include:  (1)  additional  charges
                       applicable  under the Policy not found in a fixed-benefit
                       policy; (2)  different surrender  charges; (3)  different
                       death  benefits; and (4) differences in federal and state
                       laws and regulations applicable to  each of the types  of
                       policies.
 
                       Owners   of  a  fixed-benefit   policy  should  carefully
                       consider whether  it will  be advantageous  to replace  a
                       fixed-benefit  policy  with  a  Policy.  It  may  not  be
                       advantageous to  exchange a  fixed-benefit policy  for  a
                       Policy   (or  to   surrender  in   full  or   in  part  a
                       fixed-benefit policy  and use  the surrender  or  partial
                       surrender proceeds to purchase a Policy).
 
                       The  Company believes that an exchange of a fixed-benefit
                       policy for  a Policy  generally should  be treated  as  a
                       nontaxable exchange within the meaning of Section 1035 of
                       the  Internal Revenue Code of  1986, as amended. A Policy
                       purchased in  exchange will  generally  be treated  as  a
                       newly  issued contract  as of  the effective  date of the
                       Policy. This could  have various  tax consequences.  (See
                       "FEDERAL TAX MATTERS--Tax Treatment of Policy Benefits.")
 
                       If you surrender your fixed-benefit policy in whole or in
                       part  and  after  receipt  of the  proceeds  you  use the
                       surrender  proceeds  or  partial  surrender  proceeds  to
                       purchase   a  Policy,  it  will   not  be  treated  as  a
                       non-taxable  exchange.   The  surrender   proceeds   will
                       generally be includible in income.
 
                       Owners of a fixed-benefit policy should consult their tax
                       advisers  before  exchanging a  fixed-benefit  policy for
                       this Policy, or before surrendering  in whole or in  part
                       their  fixed-benefit  policy  and using  the  proceeds to
                       purchase a Policy.
- --------------------------------------------------------------------------------
                   POLICY BENEFITS
- --------------------------------------------------------------------------------
                       While a  Policy  is in  force,  it provides  for  certain
                       benefits  prior to the Maturity  Date. Subject to certain
                       limitations, the Policyowner may  at any time obtain  all
                       or a portion of the Net Accumulated Value by surrendering
                       or  taking  a partial  withdrawal  from the  Policy. (See
                       "POLICY BENEFITS--Accumulated  Value  Benefits--SURRENDER
                       AND WITHDRAWAL PRIVILEGES.") In addition, the Policyowner
                       has certain policy loan
 
                                       18
<PAGE>
                       privileges    under    the    Policies.    (See   "POLICY
                       BENEFITS--Loan Benefits--POLICY LOANS.") The Policy  also
                       provides for the payment of death proceeds upon the death
                       of  the Insured  under one  of two  death benefit options
                       selected by the Policyowner (see "POLICY  BENEFITS--Death
                       Proceeds--DEATH  BENEFIT OPTIONS"), and benefits upon the
                       maturity of a Policy  (see "POLICY BENEFITS--Benefits  at
                       Maturity").
- --------------------------------------------------------------------------------
ACCUMULATED VALUE
BENEFITS
 
                        SURRENDER  AND WITHDRAWAL PRIVILEGES.  At any time prior
                        to the Maturity  Date while  the Policy is  in force,  a
                       Policyowner  may surrender  the Policy or  make a partial
                       withdrawal by sending a written request to the Company at
                       its Home Office.  A surrender  charge will  apply to  any
                       surrender  during the first six  Policy Years, as well as
                       during the  first  six  years following  an  increase  in
                       Specified  Amount. A Partial Withdrawal  Fee equal to the
                       lesser of  $25 or  2%  of the  amount withdrawn  will  be
                       payable upon each partial withdrawal to cover the cost of
                       processing   a  partial  withdrawal.  (See  "CHARGES  AND
                       DEDUCTIONS--Partial  Withdrawal   Fee,  and   --Surrender
                       Charge.")  Surrender  and withdrawal  proceeds ordinarily
                       will be mailed to the Policyowner within seven days after
                       the Company receives a signed request for a surrender  at
                       its Home Office, although payments may be postponed under
                       certain circumstances. (See "GENERAL
                       PROVISIONS--Postponement of Payments.")
 
                        SURRENDERS.  The  amount payable  upon surrender  of the
                        Policy is  the Net  Surrender Value  at the  end of  the
                       Valuation  Period during  which the  request is received.
                       This amount may be paid in a lump sum or under one of the
                       payment options specified in the Policy, as requested  by
                       the    Policyowner.   (See    "POLICY   BENEFITS--Payment
                       Options.") Upon surrender,  all insurance  in force  will
                       terminate.  For  a  discussion  of  the  tax consequences
                       associated with Surrenders, see "FEDERAL TAX MATTERS."
 
                        PARTIAL WITHDRAWALS. A Policyowner may obtain a  portion
                        of  the  Policy's  Net  Accumulated  Value.  The  amount
                       requested for partial  withdrawal must be  at least  $500
                       and  cannot exceed the lesser  of (1) the Net Accumulated
                       Value less $500, or (2) 90% of the Net Accumulated Value.
                       The Partial  Withdrawal Fee  will  be deducted  from  the
                       remaining  Accumulated Value. The Policyowner may request
                       that the proceeds of  a partial withdrawal  be paid in  a
                       lump sum or under one of the payment options specified in
                       the Policy. (See "POLICY BENEFITS--Payment Options.")
 
                       A   partial   withdrawal  (together   with   the  Partial
                       Withdrawal Fee) will be  allocated among the  Subaccounts
                       and  the Declared Interest Option  in accordance with the
                       written instructions  of  the  Policyowner.  If  no  such
                       instructions  are received  with the  request for partial
                       withdrawal, the  partial  withdrawal  will  be  allocated
                       among the Subaccounts and the Declared Interest Option in
                       the same proportion that the Accumulated Value in each of
                       the Subaccounts and the Accumulated Value in the Declared
                       Interest  Option, reduced by any outstanding Policy Debt,
                       bear to  the  total Accumulated  Value  on the  date  the
                       request is received at the Home Office.
 
                       Partial   withdrawals  will  affect   both  the  Policy's
                       Accumulated Value and  the death  proceeds payable  under
                       the  Policy.  The  Policy's  Accumulated  Value  will  be
                       reduced by the amount of  the partial withdrawal. If  the
                       death  benefit payable under  either death benefit option
                       both before and after the partial withdrawal is equal  to
                       the  Accumulated Value multiplied by the specified amount
                       factor set forth in the Policy, a partial withdrawal will
                       result in  a reduction  in death  proceeds equal  to  the
                       amount  of  the  partial  withdrawal,  multiplied  by the
                       specified amount  factor then  in  effect. If  the  death
                       benefit  is  not  so  affected  by  the  specified amount
                       factor, the reduction in death proceeds will be equal  to
                       the  partial  withdrawal.  (See  "POLICY  BENEFITS--Death
                       Proceeds.")
 
                       Partial withdrawals  will reduce  the Policy's  Specified
                       Amount  by the  amount of Accumulated  Value withdrawn if
                       Option B is in effect at  the time of the withdrawal.  If
                       Option  A is  in effect  at the  time of  the withdrawal,
                       there will be no effect on Specified Amount. (See "POLICY
                       BENEFITS--Death Proceeds--DEATH  BENEFIT  OPTIONS.")  The
                       Specified  Amount  remaining  in  force  after  a partial
                       withdrawal may  not be  less than  the minimum  Specified
                       Amount  for  the  Policy in  effect  on the  date  of the
                       partial
 
                                       19
<PAGE>
                       withdrawal, as published by the Company. As a result, the
                       Company will  not  process any  partial  withdrawal  that
                       would  reduce the Specified Amount below this minimum. If
                       increases  in  the   Specified  Amount  previously   have
                       occurred,  a  partial  withdrawal will  first  reduce the
                       Specified Amount of  the most recent  increase, then  the
                       next   most  recent  increases   successively,  then  the
                       coverage under the original application. Thus, a  partial
                       withdrawal  may either increase or decrease the amount of
                       the  cost  of  insurance   charge,  depending  upon   the
                       particular circumstances. (See "CHARGES AND
                       DEDUCTIONS--Monthly Deduction--COST OF INSURANCE.") For a
                       discussion   of  the  tax  consequences  associated  with
                       partial withdrawals, see "FEDERAL TAX MATTERS."
 
                        NET ACCUMULATED VALUE. Net Accumulated Value equals  the
                        Policy's  Accumulated Value  reduced by  any outstanding
                       Policy Debt and increased by any unearned loan interest.
 
                        CALCULATION OF  ACCUMULATED VALUE.  The Policy  provides
                        for  the accumulation of  Accumulated Value. Accumulated
                       Value will be determined on each Business Day. A Policy's
                       Accumulated Value  will  reflect  a  number  of  factors,
                       including  Net Premiums paid, partial withdrawals, Policy
                       Loans, charges assessed  in connection  with the  Policy,
                       the  interest  earned  on the  Accumulated  Value  in the
                       Declared Interest Option  and the investment  performance
                       of  the  Subaccounts to  which  the Accumulated  Value is
                       allocated. There  is  no guaranteed  minimum  Accumulated
                       Value.  The Accumulated Value  of the Policy  is equal to
                       the sum  of the  Accumulated Values  in each  Subaccount,
                       plus  the  Accumulated  Value  in  the  Declared Interest
                       Option, including  amounts  transferred to  the  Declared
                       Interest Option to secure outstanding Policy Debt.
 
                       As  of  the Issue  Date,  the Policy's  Accumulated Value
                       equals the initial Net Premium less the monthly deduction
                       made on the Policy Date.
 
                       On  the  Business  Day  coinciding  with  or  immediately
                       following  the date the Company  receives notice that the
                       Policy has been received and accepted by the Policyowner,
                       the Policy's Accumulated  Value (all of  which is in  the
                       Declared    Interest   Option)    will   be   transferred
                       automatically among  the  Subaccounts  and  the  Declared
                       Interest   Option  in  accordance  with  such  percentage
                       allocation instructions.  At the  end of  each  Valuation
                       Period  thereafter, the Accumulated Value in a Subaccount
                       will equal:
 
                           (1) The  total Subaccount  units represented  by  the
                              Accumulated  Value  at  the end  of  the preceding
                              Valuation Period, multiplied  by the  Subaccount's
                              unit value for the current Valuation Period; PLUS
 
                           (2)  Any  Net  Premiums received  during  the current
                              Valuation  Period  which  are  allocated  to   the
                              Subaccount; PLUS
 
                           (3)   All  Accumulated  Values   transferred  to  the
                              Subaccount from  the Declared  Interest Option  or
                              from   another   Subaccount  during   the  current
                              Valuation Period; MINUS
 
                           (4)  All  Accumulated  Values  transferred  from  the
                              Subaccount   to  another  Subaccount   or  to  the
                              Declared  Interest  Option   during  the   current
                              Valuation Period, including amounts transferred to
                              the  Declared  Interest  Option  to  secure Policy
                              Debt; MINUS
 
                           (5) All partial withdrawals  (and any portion of  the
                              Partial   Withdrawal   Fee)   deducted   from  the
                              Subaccount during  the current  Valuation  Period;
                              MINUS
 
                           (6)  The portion of any  monthly deduction charged to
                              the Subaccount during the current Valuation Period
                              to cover the  Policy Month  following the  Monthly
                              Deduction Day.
 
                       The  Policy's  total  Accumulated Value  in  the Variable
                       Account equals the sum of the Policy's Accumulated  Value
                       in each Subaccount.
 
                                       20
<PAGE>
                        UNIT  VALUE. Each Subaccount has  a Unit Value. When Net
                        Premiums  are  allocated  to,   or  other  amounts   are
                       transferred  into, a  Subaccount, a  number of  units are
                       purchased based on the Unit Value of the Subaccount as of
                       the end of the Valuation Period during which the transfer
                       is made. Likewise, when amounts are transferred out of  a
                       Subaccount,  units are redeemed on the same basis. On any
                       day, a  Policy's Accumulated  Value  in a  Subaccount  is
                       equal  to the  number of  units held  in such Subaccount,
                       multiplied by the Unit Value  of such Subaccount on  that
                       date.
 
                       For  each Subaccount, the Unit Value was initially set at
                       $10 when  the Subaccount  first purchased  shares of  the
                       designated  Investment  Option. The  Unit Value  for each
                       subsequent valuation period is calculated by dividing (a)
                       by (b) where:
 
                           (a) is (1) the Net  Asset Value of the Subaccount  at
                              the  end of  the preceding  Valuation Period, plus
                              (2)  the  investment  income  and  capital  gains,
                              realized or unrealized, credited to the net assets
                              of that Subaccount during the Valuation Period for
                              which  the Unit  Value is  being determined, minus
                              (3) the  capital losses,  realized or  unrealized,
                              charged  against those assets during the Valuation
                              Period, minus (4) any  amount charged against  the
                              Subaccount  for  taxes,  or any  amount  set aside
                              during the Valuation  Period by the  Company as  a
                              provision  for taxes attributable to the operation
                              or maintenance of that Subaccount; and minus (5) a
                              charge equal to .0024548% of the average daily net
                              assets of  the  Subaccount  for each  day  in  the
                              Valuation Period. This corresponds to an effective
                              annual  rate  of 0.90%  of  the average  daily net
                              assets of the Subaccount for mortality and expense
                              risks incurred  in connection  with the  Policies.
                              (This charge is guaranteed not to exceed .0028618%
                              of   the   average  daily   net  assets   on  each
                              Subaccount,  which  corresponds  to  an  effective
                              annual rate of 1.05%.)
 
                           (b)  is the number of units outstanding at the end of
                              the preceding Valuation Period.
 
                       The Unit Value  for a Valuation  Period applies for  each
                       day  in the  period. The  assets in  the Variable Account
                       will be valued at their  fair market value in  accordance
                       with  accepted accounting  practices and  applicable laws
                       and regulations.
- --------------------------------------------------------------------------------
TRANSFERS
                       Policyowners may transfer  amounts among the  Subaccounts
                       an  unlimited number of times  in a Policy Year; however,
                       only one transfer per Policy Year may be made between the
                       Declared  Interest  Option  and  the  Variable   Account.
                       Transfers  are made by written request to the Home Office
                       or,  if  the  Policyowner  has  elected  the   "Telephone
                       Transfer  Authorization" on the supplemental application,
                       by calling the Home  Office toll-free at (800)  247-4170.
                       The  amount of the transfer must  be at least $100 or the
                       total Accumulated  Value  in  the Subaccount  or  in  the
                       Declared  Interest Option  (reduced, in  the case  of the
                       Declared  Interest  Option,  by  any  outstanding  Policy
                       Debt),  if  less  than  $100.  The  Company  may,  at its
                       discretion,  waive  the  $100  minimum  requirement.  The
                       transfer will be effective as of the end of the Valuation
                       Period  during which the request  is received at the Home
                       Office.
                       The first  transfer  in each  Policy  Year will  be  made
                       without   charge;  each  time  amounts  are  subsequently
                       transferred in that Policy Year, a transfer charge of $25
                       may be  assessed. The  transfer  charge, unless  paid  in
                       cash,  will be deducted from the amount transferred. Once
                       a Policy is issued, the amount of the transfer charge  is
                       guaranteed  for the life of the Policy. (See "CHARGES AND
                       DEDUCTIONS--Transfer Charge.")
 
                       For  purposes  of  these  limitations  and  charges,  all
                       transfers  effected on the same  day will be considered a
                       single transfer.
- --------------------------------------------------------------------------------
LOAN BENEFITS
                        POLICY LOANS. So long as the Policy remains in force and
                        has a positive  Net Surrender Value,  a Policyowner  may
                       borrow  money  from the  Company  at any  time  using the
                       Policy as the sole security  for the Policy Loan. A  loan
                       taken  from,  or secured  by, a  Policy may  have federal
                       income tax consequences. (See "FEDERAL TAX MATTERS.")
                       The maximum amount that  may be borrowed  at any time  is
                       90%  of  the Net  Surrender Value  as of  the end  of the
                       Valuation Period during which the request for the  Policy
                       Loan  is received at the Home Office. The Company's claim
                       for repayment of Policy Debt has priority over the claims
                       of any assignee or other person.
 
                                       21
<PAGE>
                       During any time  that there is  outstanding Policy  Debt,
                       payments made by the Policyowner will be treated first as
                       payment   of   outstanding   Policy   Debt,   unless  the
                       Policyowner indicates that the payment should be  treated
                       otherwise.  Where no indication is made, any portion of a
                       payment that exceeds the amount of any outstanding Policy
                       Debt will be treated as a premium payment.
 
                        ALLOCATION OF POLICY LOAN. When  a Policy Loan is  made,
                        an  amount equal to  the Policy Loan  will be segregated
                       within the Declared Interest  Option as security for  the
                       Policy  Loan. If,  immediately prior to  the Policy Loan,
                       the Accumulated  Value in  the Declared  Interest  Option
                       less  Policy Debt outstanding is  less than the amount of
                       such Policy Loan, the difference will be transferred from
                       the subaccounts  of  the  Variable  Account,  which  have
                       Accumulated  Value,  in  the  same  proportions  that the
                       Policy's Accumulated Value  in each  Subaccount bears  to
                       the  Policy's  total  Accumulated Value  in  the Variable
                       Account. Accumulated Values will be determined as of  the
                       end  of the Valuation Period during which the request for
                       the Policy Loan is received at the Home Office.
 
                       Loan proceeds will normally be mailed to the  Policyowner
                       within  seven days  after receipt  of a  written request.
                       Postponement of  a  Policy  Loan  may  take  place  under
                       certain circumstances. (See "GENERAL
                       PROVISIONS--Postponement of Payments.")
 
                       Amounts segregated within the Declared Interest Option as
                       security  for  Policy  Debt  will  bear  interest  at  an
                       effective annual rate  set by the  Company. (See  "POLICY
                       BENEFITS--Loan Benefits--EFFECT ON INVESTMENT
                       PERFORMANCE.")
 
                        LOAN  INTEREST  CHARGED.  The interest  rate  charged on
                        Policy Loans  is  not  fixed. The  maximum  annual  loan
                       interest  rate  will  be  the  higher  of  the "Published
                       Monthly  Average  of  the  Composite  Yield  on  Seasoned
                       Corporate   Bonds"  as  published  by  Moody's  Investors
                       Service, Inc. or any successor thereto, for the  calendar
                       month ending two months before the date on which the rate
                       is determined; or 5.5%. The Company may at any time elect
                       to change the interest rate. The Company will send notice
                       of  any change in  rate to the  Policyowner. The new rate
                       will take  effect on  the Policy  Anniversary  coinciding
                       with or next following the date the rate is changed.
 
                       Interest  is payable  in advance  at the  time any Policy
                       Loan is made (for the  remainder of the Policy Year)  and
                       on  each  Policy Anniversary  thereafter (for  the entire
                       Policy Year) so long as there is Policy Debt outstanding.
                       Interest payable at the time  a Policy Loan is made  will
                       be   subtracted  from  the   loan  proceeds.  Thereafter,
                       interest not paid when due will be added to the  existing
                       Policy  Debt and bear  interest at the  same rate charged
                       for Policy  Loans. The  amount equal  to unpaid  interest
                       will be segregated within the Declared Interest Option in
                       the  same  manner  that  amounts  for  Policy  Loans  are
                       segregated within  the  Declared  Interest  Option.  (See
                       "POLICY  BENEFITS--  Loan Benefits--ALLOCATION  OF POLICY
                       LOAN.")
 
                       Because interest is charged in advance, any interest that
                       has not been earned  will be added  to the death  benefit
                       payable  at the  Insured's death  and to  the Accumulated
                       Value upon complete  surrender, and will  be credited  to
                       the  Accumulated  Value in  the Declared  Interest Option
                       upon repayment of Policy Debt.
 
                        EFFECT ON  INVESTMENT PERFORMANCE.  Amounts  transferred
                        from  the Variable  Account as security  for Policy Debt
                       will no longer participate in the investment  performance
                       of the Variable Account. All amounts held in the Declared
                       Interest  Option  as  security for  Policy  Debt  will be
                       credited with interest on  each Monthly Deduction Day  at
                       an  effective annual rate equal to the greater of 4.0% or
                       the current effective  loan interest rate  minus no  more
                       than  3.0%, as determined and declared by the Company. No
                       additional interest will  be credited  to these  amounts.
                       The   interest  credited  will  remain  in  the  Declared
                       Interest Option  unless  and  until  transferred  by  the
                       Policyowner  to  the Variable  Account,  but will  not be
                       segregated  within  the   Declared  Interest  Option   as
                       security for Policy Debt.
 
                       From  time  to time,  the Company  may allow,  by Company
                       practice, a loan spread of 0% on the gain in a Policy  in
                       effect a minimum of ten years.
 
                                       22
<PAGE>
                       Even though Policy Debt may be repaid in whole or in part
                       at  any time prior to the  Maturity Date if the Policy is
                       still in force, Policy Loans will affect the  Accumulated
                       Value  of  a Policy  and  may affect  the  death proceeds
                       payable. The  effect could  be favorable  or  unfavorable
                       depending  upon whether the investment performance of the
                       Subaccount(s)  from  which  the  Accumulated  Value   was
                       transferred  is less  than or  greater than  the interest
                       rates  actually   credited  to   the  Accumulated   Value
                       segregated   within  the  Declared   Interest  Option  as
                       security  for   Policy   Debt  while   Policy   Debt   is
                       outstanding.  In comparison  to a  Policy under  which no
                       Policy Loan  was made,  Accumulated Value  will be  lower
                       where  such interest  rates credited  were less  than the
                       investment performance of the Subaccount(s), but will  be
                       greater  where such interest rates  were greater than the
                       performance of  the  Subaccount(s).  In  addition,  death
                       proceeds will reflect a reduction of the death benefit by
                       any outstanding Policy Debt.
 
                        POLICY  DEBT. Policy Debt  equals the sum  of all unpaid
                        Policy  Loans  and  any  due  and  unpaid  policy   loan
                       interest.  Policy Debt is not included in Net Accumulated
                       Value and therefore Net  Accumulated Value is reduced  by
                       the amount of any Policy Debt. If, during the first three
                       Policy  Years,  Net  Accumulated  Value  or,  after three
                       Policy Years, Net  Surrender Value is  insufficient on  a
                       Monthly Deduction Day to cover the monthly deduction (see
                       "Charges and Deductions--Monthly Deduction"), the Company
                       will   notify  the   Policyowner.  To   avoid  lapse  and
                       termination  of  the  Policy  without  value  (see   "THE
                       POLICY--Policy   Lapse  and  Reinstatement--LAPSE"),  the
                       Policyowner must, during the Grace Period, make a premium
                       payment that, when reduced by the premium expense  charge
                       (see  "CHARGES AND  DEDUCTIONS--Premium Expense Charge"),
                       will be  at  least  equal  to  three  times  the  monthly
                       deduction  due on  the Monthly  Deduction Day immediately
                       preceding   the   Grace   Period   (see   "CHARGES    AND
                       DEDUCTIONS--Monthly  Deduction").  Therefore  the greater
                       the Policy Debt under a Policy, the more likely it  would
                       be to lapse.
 
                        REPAYMENT  OF POLICY DEBT. Policy  Debt may be repaid in
                        whole or in part any time during the Insured's life  and
                       before  the Maturity  Date so  long as  the Policy  is in
                       force. Any Policy Debt not repaid is subtracted from  the
                       death  benefit  payable  at  the  Insured's  death,  from
                       Surrender Value  upon  surrender  or  from  the  maturity
                       benefit.  Any  payments  made by  a  Policyowner  will be
                       treated first as the repayment of any outstanding  Policy
                       Debt,  unless the  Policyowner indicates  otherwise. Upon
                       repayment of Policy Debt, the portion of the  Accumulated
                       Value in the Declared Interest Option securing the repaid
                       portion  of the Policy Debt  will no longer be segregated
                       within the  Declared  Interest  Option  as  security  for
                       Policy  Debt, but  will remain  in the  Declared Interest
                       Option unless  and  until  transferred  to  the  Variable
                       Account by the Policyowner.
 
                       For  a discussion of the tax consequences associated with
                       Policy Loans and lapses, see "FEDERAL TAX MATTERS."
- --------------------------------------------------------------------------------
DEATH PROCEEDS
                       So long  as  the  Policy remains  in  force,  the  Policy
                       provides for the payment of death proceeds upon the death
                       of  the  Insured. Proceeds  will be  paid to  the primary
                       Beneficiary or  a  contingent Beneficiary.  One  or  more
                       primary  Beneficiaries or contingent Beneficiaries may be
                       named. If no Beneficiary survives the Insured, the  death
                       proceeds  will be paid to  the Policyowner or his estate.
                       Death proceeds  may be  paid in  a lump  sum or  under  a
                       payment option. (See "POLICY BENEFITS--Payment Options.")
                       To  determine the death proceeds,  the death benefit will
                       be reduced by any  outstanding Policy Debt and  increased
                       by any unearned loan interest and any premiums paid after
                       the  date of  death. Proceeds  will ordinarily  be mailed
                       within seven days  after receipt  by the  Company of  Due
                       Proof  of Death. Payment may, however, be postponed under
                       certain   circumstances.   (See   "GENERAL   PROVISIONS--
                       Postponement  of Payments.") The Company pays interest on
                       those proceeds, at an annual rate of no less than 3.0% or
                       any rate required by law, from  the date of death to  the
                       date payment is made.
                        DEATH  BENEFIT  OPTIONS. Policyowners  designate  in the
                        initial application  one of  two death  benefit  options
                       offered under the Policy. The amount of the death benefit
                       payable  under a  Policy will  depend upon  the option in
                       effect at the time of the
 
                                       23
<PAGE>
                       Insured's death. Under Option  A, the death benefit  will
                       be  equal to  the greater of  (i) the sum  of the current
                       Specified Amount and the  Accumulated Value, or (ii)  the
                       Accumulated  Value  multiplied  by  the  specified amount
                       factor. Accumulated Value  will be determined  as of  the
                       end  of the  Business Day coinciding  with or immediately
                       following the date of death. The specified amount  factor
                       is  2.50 for an  Insured Attained Age 40  or below on the
                       date of death. For Insureds with an Attained Age over  40
                       on  the date  of death, the  factor declines  with age as
                       shown in the Specified Amount Factor Table in Appendix B.
                       Accordingly, under  Option  A, the  death  proceeds  will
                       always  vary as  the Accumulated  Value varies  (but will
                       never be less  than the  Specified Amount).  Policyowners
                       who  prefer to have  favorable investment performance and
                       additional premiums reflected in increased death benefits
                       generally should select Option A.
 
                       Under Option B, the  death benefit will  be equal to  the
                       greater   of   the  current   Specified  Amount   or  the
                       Accumulated Value  (determined  as  of  the  end  of  the
                       Business Day coinciding with or immediately following the
                       date of death) multiplied by the specified amount factor.
                       The  specified amount factor is  the same as under Option
                       A. Accordingly,  under Option  B the  death benefit  will
                       remain   level  at   the  Specified   Amount  unless  the
                       Accumulated Value  multiplied  by  the  specified  amount
                       factor  exceeds  the current  Specified Amount,  in which
                       case the amount  of the  death benefit will  vary as  the
                       Accumulated  Value varies. Policyowners who are satisfied
                       with the  amount of  their insurance  coverage under  the
                       Policy  and  who  prefer  to  have  favorable  investment
                       performance and additional  premiums reflected in  higher
                       Accumulated  Value, rather than increased death benefits,
                       generally should select Option B.
 
                       Examples illustrating Option A and Option B can be  found
                       in Appendix B.
 
                        CHANGE IN DEATH BENEFIT OPTION. The death benefit option
                        in  effect  may  be changed  at  any time  by  sending a
                       written request for the change to the Company at its Home
                       Office. The effective date of  such a change will be  the
                       Monthly  Deduction  Day  coinciding  with  or immediately
                       following the date the change is approved by the Company.
                       A change in death benefit options may have federal income
                       tax consequences. (See "FEDERAL TAX MATTERS.")
 
                       If the death benefit option  is changed from Option A  to
                       Option  B, the current Specified  Amount will not change.
                       If the benefit option is changed from Option B to  Option
                       A,  the current  Specified Amount  will be  reduced by an
                       amount equal to  the Accumulated Value  on the  effective
                       date  of the change. A change in the death benefit option
                       may not be made if it would result in a Specified  Amount
                       which is less than the minimum Specified Amount in effect
                       on  the  effective date  of the  change  or if  after the
                       change  the  Policy  would  no  longer  qualify  as  life
                       insurance under federal tax law.
 
                       No charges will be imposed in connection with a change in
                       death  benefit option; however, a change in death benefit
                       option will affect  the cost of  insurance charges.  (See
                       "CHARGES   AND  DEDUCTIONS--Monthly   Deduction--COST  OF
                       INSURANCE.")
 
                        CHANGE IN EXISTING COVERAGE. After a Policy has been  in
                        force  for one Policy Year, a Policyowner may adjust the
                       existing insurance coverage  by increasing or  decreasing
                       the  Specified Amount. To make  a change, the Policyowner
                       must send a written  request to the  Company at its  Home
                       Office. Any change in the Specified Amount may affect the
                       cost  of insurance rate and the  net amount at risk, both
                       of which will  affect a Policyowner's  cost of  insurance
                       charge.    (See   "CHARGES   AND   DEDUCTIONS--   Monthly
                       Deduction--COST OF INSURANCE  RATE, and  --NET AMOUNT  AT
                       RISK.")  If decreases  in the Specified  Amount cause the
                       premiums paid to exceed  the maximum premium  limitations
                       imposed  by federal tax  law (see "THE POLICY--Premiums--
                       PREMIUM LIMITATIONS"), the  decrease will  be limited  to
                       the extent necessary to meet these requirements. A change
                       in   existing  coverage  may   have  federal  income  tax
                       consequences. (See "FEDERAL TAX MATTERS--Tax Treatment of
                       Policy Benefits.")
 
                       Any  decrease  in  the   Specified  Amount  will   become
                       effective on the Monthly Deduction Day coinciding with or
                       immediately following the date the request is approved by
                       the Company. The decrease will first reduce the Specified
                       Amount
 
                                       24
<PAGE>
                       provided  by the most recent increase, then the next most
                       recent increases successively, then the Specified  Amount
                       under  the  original  application.  The  Specified Amount
                       following a decrease can never  be less than the  minimum
                       Specified  Amount for the Policy in effect on the date of
                       the decrease. A Specified Amount decrease will not reduce
                       the Surrender Charge.
 
                       To  apply  for  an  increase,  evidence  of  insurability
                       satisfactory   to  the  Company  must  be  provided.  Any
                       approved increase will  become effective  on the  Monthly
                       Deduction  Day coinciding  with or  immediately following
                       the date  the  request is  approved  by the  Company.  An
                       increase  will  not  become  effective,  however,  if the
                       Policy's Accumulated Value  on the  effective date  would
                       not   be  sufficient  to  cover  the  deduction  for  the
                       increased cost  of  the  insurance for  the  next  Policy
                       Month.  A Specified Amount increase is subject to its own
                       Surrender Charge.
 
                        CHANGES  IN  INSURANCE  PROTECTION.  A  Policyowner  may
                        increase  or  decrease  the  pure  insurance  protection
                       provided by a  Policy--the difference  between the  death
                       benefit and the Accumulated Value--in one of several ways
                       as  insurance needs change. These ways include increasing
                       or decreasing the Specified Amount of insurance, changing
                       the level of  premium payments and,  to a lesser  extent,
                       partially  withdrawing  Accumulated  Value.  Although the
                       consequences of each  of these methods  will depend  upon
                       the  individual circumstances, they  may be summarized as
                       follows:
 
                           (a) A decrease in the Specified Amount will,  subject
                              to   the   applicable   specified   amount  factor
                              limitations (see "POLICY BENEFITS--Death
                              Proceeds-- DEATH BENEFIT  OPTIONS"), decrease  the
                              pure   insurance  protection   and  the   cost  of
                              insurance  charges   under  the   Policy   without
                              generally reducing the Accumulated Value.
 
                           (b)  An increase in the Specified Amount may increase
                              the amount of pure insurance protection, depending
                              on  the  amount  of  Accumulated  Value  and   the
                              resultant  applicable specified  amount factor. If
                              the insurance protection is increased, the cost of
                              insurance charge generally will increase as well.
 
                           (c) If Option  B is  elected, an  increased level  of
                              premium  payments  will  increase  the Accumulated
                              Value and  reduce the  pure insurance  protection,
                              until  the  Accumulated  Value  multiplied  by the
                              applicable specified  amount  factor  exceeds  the
                              Specified  Amount. Increased  premiums should also
                              increase the amount of funds available to keep the
                              Policy in force.
 
                           (d) If  Option  B  is elected,  a  reduced  level  of
                              premium   payments  generally  will  increase  the
                              amount of pure insurance protection, depending  on
                              the  applicable specified  amount factor.  It also
                              will result  in a  reduced amount  of  Accumulated
                              Value  and will increase  the possibility that the
                              Policy will lapse.
 
                           (e)  A  partial  withdrawal  will  reduce  the  death
                              benefit.  (See "POLICY BENEFITS--Accumulated Value
                              Benefits--SURRENDER AND  WITHDRAWAL  PRIVILEGES.")
                              However,  it  only  affects  the  amount  of  pure
                              insurance protection if the death benefit  payable
                              is  based on the  specified amount factor, because
                              otherwise the decrease in the benefit is offset by
                              the amount  of  Accumulated Value  withdrawn.  The
                              primary use of a partial withdrawal is to withdraw
                              cash and reduce Accumulated Value.
 
                       In  comparison, an increase  in the death  benefit due to
                       the operation  of  the  specified  amount  factor  occurs
                       automatically  and is  intended to  help assure  that the
                       Policy remains qualified as life insurance under  federal
                       tax  law. The calculation of the death benefit based upon
                       the  specified  amount  factor   occurs  only  when   the
                       Accumulated   Value  of   a  Policy   reaches  a  certain
                       proportion of the Specified Amount (which may or may  not
                       occur). Additional premium payments, favorable investment
                       performance  and large initial  premiums tend to increase
                       the likelihood of  the specified  amount factor  becoming
                       operational  after  the  first  few  Policy  Years.  Such
                       increases will be temporary,  however, if the  investment
                       performance  becomes unfavorable  and/or premium payments
                       are stopped or decreased.
 
                                       25
<PAGE>
- --------------------------------------------------------------------------------
ACCELERATED PAYMENTS
OF DEATH PROCEEDS
                       In the event that the Insured becomes terminally ill  (as
                       defined  below), the Policyowner (if  residing in a state
                       that has approved  such an endorsement)  may, by  written
                       request  and subject to the conditions stated below, have
                       the Company pay all or a portion of the accelerated death
                       benefit immediately to the  Policyowner. If not  attached
                       to  the  Policy  beforehand, the  Company  will  issue an
                       accelerated death benefit endorsement (the "Endorsement")
                       providing for this right.
                       For this purpose,  an Insured  is terminally  ill when  a
                       physician  (as defined by the Endorsement) certifies that
                       he or she has a life expectancy of 12 months or less.
 
                       The accelerated death  benefit is equal  to the  Policy's
                       death  benefit as described on page 6, up to a maximum of
                       $250,000 (the $250,000  maximum applies  in aggregate  to
                       all  policies issued by the Company on the Insured), less
                       an amount representing  a discount for  12 months at  the
                       interest  rate charged  for loans  under the  Policy. The
                       accelerated death benefit does not include the amount  of
                       any  death benefit payable under  a rider that covers the
                       life of someone other than the Insured.
 
                       In the event that there  is a loan outstanding under  the
                       Policy  on  the  date  that  the  Policyowner  requests a
                       payment under  the  Endorsement,  the  accelerated  death
                       benefit  is reduced by a  portion of the outstanding loan
                       in the same proportion  that the requested payment  under
                       the  Endorsement bears  to the total  death benefit under
                       the Policy. If the amount requested by the Policyowner to
                       be paid  under the  Endorsement is  less than  the  total
                       death  benefit under the Policy  and the Specified Amount
                       of the Policy  is equal  to or greater  than the  minimum
                       Specified  Amount, the  Policy will remain  in force with
                       all values and benefits under the Policy being reduced in
                       the same proportion that the new Policy benefit bears  to
                       the Policy benefit before exercise of the Endorsement.
 
                       There  are several other restrictions associated with the
                       Endorsement. These are: (1) the Endorsement is not  valid
                       if  the Policy is within five years of being matured, (2)
                       the consent of any irrevocable beneficiary or assignee is
                       required to  exercise the  Endorsement, (3)  the  Company
                       reserves  the right,  in its sole  discretion, to require
                       the  consent  of  the  Insured  or  of  any  beneficiary,
                       assignee,  spouse  or  other  party  of  interest  before
                       permitting the  exercise  of  the  Endorsement,  (4)  the
                       Company reserves the right to obtain the concurrence of a
                       second  medical  opinion  as to  whether  any  Insured is
                       terminally ill and (5)  the Endorsement is not  effective
                       where  (a)  the  Insured  or  the  Policyowner  would  be
                       otherwise required by law to use the Endorsement to  meet
                       the  claims  of creditors,  or (b)  the Insured  would be
                       otherwise required by any  government agency to  exercise
                       the  Endorsement in order to apply  for, obtain or keep a
                       government benefit or entitlement.
 
                       The Endorsement will terminate at the earlier of the  end
                       of the grace period for which any premium is unpaid, upon
                       receipt  in the Home Office of a written request from the
                       Policyowner to cancel the Endorsement or upon termination
                       of the Policy.
 
                       Pursuant  to  the   recently  enacted  Health   Insurance
                       Portability  and Accountability Act  of 1996, the Company
                       believes  that  for  federal  income  tax  purposes,   an
                       accelerated  death  benefit  payment  received  under  an
                       accelerated death  benefit  endorsement should  be  fully
                       excludable  from the gross income  of the beneficiary, as
                       long as the beneficiary is the insured under the  Policy.
                       However,  the Policyowner should  consult a qualified tax
                       adviser about the consequences of adding this Endorsement
                       to a Policy  or requesting an  accelerated death  benefit
                       payment under this Endorsement.
- --------------------------------------------------------------------------------
BENEFITS AT MATURITY
                       If the Insured is alive and the Policy is in force on the
                       Maturity  Date, the  Company will pay  to the Policyowner
                       the Policy's  Accumulated  Value as  of  the end  of  the
                       Business Day coinciding with or immediately following the
                       Maturity  Date, reduced  by any  outstanding Policy Debt.
                       (See "POLICY BENEFITS--Loan Benefits--REPAYMENT OF POLICY
                       DEBT.") Benefits at maturity may be paid in a lump sum or
                       under a payment option. The Maturity Date is Attained Age
                       115.
- --------------------------------------------------------------------------------
                       Death proceeds and Accumulated Value paid at maturity, or
                       upon surrender or partial
PAYMENT OPTIONS
                       withdrawal of a Policy, may be  paid in whole or in  part
                       under a payment option. There
                                       26
<PAGE>
                       are  currently five  payment options  available. Payments
                       may also be made under  any new payment option  available
                       at   the  time  proceeds  become  payable.  In  addition,
                       proceeds may be  paid in any  other manner acceptable  to
                       the Company.
 
                       An  option  may be  designated in  the application  or by
                       notifying the  Company in  writing  at its  Home  Office.
                       During  the  life  of the  Insured,  the  Policyowner may
                       select a payment  option; in addition,  during that  time
                       the  Policyowner may change  a previously selected option
                       by sending written notice  to the Company requesting  the
                       cancellation of the prior option and the designation of a
                       new  option. If the Policyowner  has not chosen an option
                       prior to the Insured's death, the Beneficiary may  choose
                       an option. The Beneficiary may change a payment option by
                       sending a written request to the Company, provided that a
                       prior option chosen by the Policyowner is not in effect.
 
                       If no option is chosen, the Company will pay the proceeds
                       of  the Policy in one sum.  The Company will also pay the
                       proceeds in one sum  if, (i) the  proceeds are less  than
                       $2,000; (ii) periodic payments would be less than $20; or
                       (iii)   the  payee  is   an  assignee,  estate,  trustee,
                       partnership, corporation or association.
 
                       Amounts paid under a payment option are paid pursuant  to
                       a   payment  contract  and  will   not  depend  upon  the
                       investment performance of the Variable Account.  Proceeds
                       applied  under a payment  option earn interest  at a rate
                       guaranteed to be no less than 3.0% compounded yearly. The
                       Company may  be crediting  higher interest  rates on  the
                       effective  date of the payment contract. The Company may,
                       but is not obligated  to, declare additional interest  to
                       be applied to such funds.
 
                       If a payee dies, any remaining payments will be paid to a
                       contingent  payee. At  the death  of the  last payee, the
                       commuted value of any remaining payments will be paid  to
                       the  last payee's estate. A  payee may not withdraw funds
                       under a payment option unless  the Company has agreed  to
                       such  withdrawal  in  the payment  contract.  The Company
                       reserves the right to  defer a withdrawal  for up to  six
                       months and to refuse to allow partial withdrawals of less
                       than $250.
 
                       Payments  under Options 2, 3, 4 or 5 will begin as of the
                       date of  the  Insured's death,  on  surrender or  on  the
                       Maturity  Date. Payments under Option 1 will begin at the
                       end of the first interest period after the date  proceeds
                       are otherwise payable.
 
                            OPTION  1--INTEREST  INCOME.  Periodic  payments  of
                            interest earned  from  the proceeds  will  be  paid.
                           Payments  can  be annual,  semi-annual,  quarterly or
                           monthly, as selected by the payee, and will begin  at
                           the  end of  the first  period chosen.  Proceeds left
                           under  this  plan  will  earn  interest  at  a   rate
                           determined by the Company, in no event less than 3.0%
                           compounded yearly. The payee may withdraw all or part
                           of the proceeds at any time.
 
                            OPTION 2--INCOME FOR A FIXED TERM. Periodic payments
                            will  be made  for a fixed  term not  longer than 30
                           years. Payments can be annual, semi-annual, quarterly
                           or monthly. Guaranteed amounts payable under the plan
                           will earn  interest  at  a  rate  determined  by  the
                           Company,  in  no  event  less  than  3.0%  compounded
                           yearly.
 
                            OPTION  3--LIFE  INCOME  WITH  TERM  CERTAIN.  Equal
                            periodic  payments  will  be made  for  a guaranteed
                           minimum period  elected. If  the payee  lives  longer
                           than  the minimum period,  payments will continue for
                           his or her life. The minimum period can be 0, 5,  10,
                           15 or 20 years. Guaranteed amounts payable under this
                           plan  will earn interest at  a rate determined by the
                           Company,  in  no  event  less  than  3.0%  compounded
                           yearly.
 
                            OPTION  4--INCOME OF A  FIXED AMOUNT. Equal periodic
                            payments of a definite amount will be paid. Payments
                           can be annual, semi-annual, quarterly or monthly. The
                           amount paid each period must be at least $20 for each
                           $1,000 of proceeds. Payments will continue until  the
                           proceeds  are exhausted. The  last payment will equal
                           the amount of  any unpaid  proceeds. Unpaid  proceeds
                           will  earn  interest  at  a  rate  determined  by the
                           Company,  in  no  event  less  than  3.0%  compounded
                           yearly.
 
                            OPTION 5--JOINT AND TWO-THIRDS SURVIVOR MONTHLY LIFE
                            INCOME.  Equal monthly payments will  be made for as
                           long  as  two  payees  live.  The  guaranteed  amount
                           payable  under  this  plan will  earn  interest  at a
                           minimum rate of 3.0%
 
                                       27
<PAGE>
                           compounded yearly. When one  payee dies, payments  of
                           two-thirds  of the  original monthly  payment will be
                           made to the surviving payee. Payments will stop  when
                           the surviving payee dies.
 
                            ALTERNATE  PAYMENT  OPTION. In  lieu  of one  of the
                            above options, the accumulated value, net  surrender
                           value or death benefit, as applicable, may be settled
                           under  any other payment option made available by the
                           Company or requested and agreed to by the Company.
- --------------------------------------------------------------------------------
                   CHARGES AND DEDUCTIONS
- --------------------------------------------------------------------------------
                       Charges will be deducted in connection with the Policy to
                       compensate  the  Company  for  providing  the   insurance
                       benefits  set  forth  in the  Policy  and  any additional
                       benefits   added   by   rider,   for   distributing   and
                       administering  the Policy,  for applicable  taxes and for
                       assuming certain risks in connection with the Policy. The
                       nature and  amount of  these charges  are described  more
                       fully below.
- --------------------------------------------------------------------------------
PREMIUM EXPENSE
CHARGE
                       Prior to allocation of Net Premiums among the Subaccounts
                       and  the Declared Interest Option,  premiums paid will be
                       reduced by a premium expense charge. The premium less the
                       premium expense charge equals the Net Premium.
                       The premium expense charge is 7.0% of each premium up  to
                       the  Target  Premium (or  2%  for each  premium  over the
                       Target Premium) and is intended to compensate the Company
                       for  expenses  incurred   in  distributing  the   Policy,
                       including  agent sales commissions,  the cost of printing
                       prospectuses and sales literature, and advertising  costs
                       and  to compensate  for the amount  the Company considers
                       necessary to  pay  all  taxes  on  premiums  received  by
                       insurance   companies  imposed  by   various  states  and
                       subdivisions  thereof.  Premium  taxes  charged  by   the
                       various states currently range from 1% to 3%.
 
                       The  premium  expense charge  in any  Policy Year  is not
                       necessarily related  to actual  distribution expenses  in
                       that  year.  Instead, the  Company  expects to  incur the
                       majority of  distribution expenses  in the  early  Policy
                       Years  and to recover any deficiency over the life of the
                       Policy and from the  Company's general assets,  including
                       amounts  derived  from  the  mortality  and  expense risk
                       charge.
- --------------------------------------------------------------------------------
MONTHLY DEDUCTION
                       Charges will  be deducted  monthly from  the  Accumulated
                       Value  of each Policy ("monthly deduction") to compensate
                       the Company for  the cost of  insurance coverage and  any
                       additional   benefits  added   by  rider   (See  "GENERAL
                       PROVISIONS--   Additional   Insurance   Benefits"),   for
                       underwriting  and  start-up expenses  in  connection with
                       issuing a Policy  and for  certain administrative  costs.
                       The monthly deduction will be deducted on the Policy Date
                       and  on  each  Monthly  Deduction  Day.  (If  the Monthly
                       Deduction Day falls on Thanksgiving, the Friday following
                       Thanksgiving or the  weekend following Thanksgiving,  the
                       monthly  deduction  will  be  deducted  on  the preceding
                       Business Day.)  It will  be  deducted from  the  Declared
                       Interest   Option  and   each  Subaccount   in  the  same
                       proportion that the Policy's Net Accumulated Value in the
                       Declared Interest  Option  and the  Policy's  Accumulated
                       Value   in  each   Subaccount  bear  to   the  total  Net
                       Accumulated Value of the  Policy. For purposes of  making
                       deductions  from  the  Declared Interest  Option  and the
                       Subaccounts, Accumulated Values will be determined as  of
                       the   end  of   the  Business  Day   coinciding  with  or
                       immediately following the Monthly Deduction Day. (If  the
                       Monthly  Deduction Day falls  on Thanksgiving, the Friday
                       following   Thanksgiving   or   the   weekend   following
                       Thanksgiving, Accumulated Values will be determined as of
                       the  end of the preceding Business Day.) Because portions
                       of the monthly deduction, such as the cost of  insurance,
                       can  vary  from  month to  month,  the  monthly deduction
                       itself will vary in amount from month to month.
                       The monthly deduction  will be made  on the Business  Day
                       coinciding  with  or immediately  following  each Monthly
                       Deduction Day and will equal:
 
                           (a) the cost of insurance for the Policy; plus
 
                           (b) the cost of any optional insurance benefits added
                              by rider; plus
 
                           (c) the monthly policy expense charge.
 
                                       28
<PAGE>
                       During the  first twelve  Policy  Months and  during  the
                       twelve Policy Months immediately following an increase in
                       Specified  Amount, the  monthly deduction  will include a
                       first year monthly administrative charge.
 
                        COST OF INSURANCE. This charge is designed to compensate
                        the Company  for the  anticipated cost  of paying  death
                       proceeds to Beneficiaries of those Insureds who die prior
                       to the Maturity Date. The cost of insurance is determined
                       on  a monthly basis, and is determined separately for the
                       initial Specified Amount and for any subsequent increases
                       in Specified  Amount.  The  Company  will  determine  the
                       monthly   cost  of  insurance   charge  by  dividing  the
                       applicable cost of insurance rate, or rates, by 1,000 and
                       multiplying the result by the net amount at risk for each
                       Policy Month.
 
                        NET AMOUNT AT  RISK. Under  Option A the  net amount  at
                        risk  for a Policy Month is equal to (a) divided by (b),
                       and under Option B  the net amount at  risk for a  Policy
                       Month is equal to (a) divided by (b), minus (c), where:
 
                           (a) is the Specified Amount;
 
                           (b) is 1.0032737;(1) and
 
                           (c) is the Accumulated Value.
 
                       The  Specified Amount  and the Accumulated  Value will be
                       determined as of the end  of the Business Day  coinciding
                       with or immediately following the Monthly Deduction Day.
 
                       The  net amount at risk  is determined separately for the
                       initial Specified Amount and  any increases in  Specified
                       Amount.  In determining the  net amount at  risk for each
                       Specified Amount,  the Accumulated  Value will  be  first
                       considered a part of the initial Specified Amount. If the
                       Accumulated  Value exceeds the  initial Specified Amount,
                       it will be considered to be a part of any increase in the
                       Specified Amount  in  the  same order  as  the  increases
                       occurred.
 
                        COST  OF INSURANCE RATE. The  cost of insurance rate for
                        the initial  Specified  Amount  will  be  based  on  the
                       Insured's  sex, premium  class and Attained  Age. For any
                       increase in Specified Amount, the cost of insurance  rate
                       will be based on the Insured's sex, premium class and age
                       at  last birthday on the  effective date of the increase.
                       Actual cost of  insurance rates  may change  and will  be
                       determined by the Company based on its expectations as to
                       future  mortality experience. However, the actual cost of
                       insurance rates will never be greater than the guaranteed
                       maximum cost of insurance rates set forth in the  Policy.
                       These   guaranteed   rates   are   based   on   the  1980
                       Commissioners' Standard  Ordinary Non-Smoker  and  Smoker
                       Mortality  Table.  Current  cost of  insurance  rates are
                       generally less  than the  guaranteed maximum  rates.  Any
                       change  in the cost of insurance  rates will apply to all
                       persons of  the same  age, sex  and premium  class  whose
                       Policies have been in force the same length of time.
 
                       The  cost of  insurance rates  generally increase  as the
                       Insured's Attained Age increases. The premium class of an
                       Insured also will affect the cost of insurance rate.  The
                       Company currently places Insureds into a standard premium
                       class   or  into  premium   classes  involving  a  higher
                       mortality  risk.  In   an  otherwise  identical   Policy,
                       Insureds  in the standard premium class will have a lower
                       cost of  insurance rate  than  those in  premium  classes
                       involving  higher  mortality risk.  The  standard premium
                       class is also  divided into two  categories: tobacco  and
                       non-tobacco.  (The Company may offer preferred classes in
                       addition  to   the  standard   tobacco  and   non-tobacco
                       classes.)  Non-tobacco-using Insureds will generally have
                       a lower cost  of insurance rate  than similarly  situated
                       Insureds  who  use tobacco,  and preferred  Insureds will
                       generally have  a  lower  cost  of  insurance  rate  than
                       similarly situated standard Insureds.
 
                       The  cost of insurance rate  is determined separately for
                       the initial Specified  Amount and for  the amount of  any
                       increase  in Specified Amount. In calculating the cost of
                       insurance charge, the rate for  the premium class on  the
                       Policy Date will be applied to the net amount at risk for
                       the  initial  Specified  Amount;  for  each  increase  in
                       Specified  Amount,  the  rate   for  the  premium   class
                       applicable    to    the    increase    will    be   used.
 
- --------------
(1)Dividing by 1.0032737 reduces the net amount at risk, solely for the purposes
   of computing the cost  of insurance, by taking  into account assumed  monthly
   earnings at an annual rate of 4.0%.
 
                                       29
<PAGE>
                       However,  if the death benefit  is calculated as the Cash
                       Value times the specified amount factor, the rate for the
                       premium class for the most recent increase that  required
                       evidence  of insurability will be  used for the amount of
                       death benefit in excess of the total Specified Amount.
 
                        ADDITIONAL INSURANCE  BENEFITS.  The  monthly  deduction
                        will   include  charges  for   any  additional  benefits
                       provided by rider.  (See "GENERAL  PROVISIONS--Additional
                       Insurance Benefits.")
 
                        MONTHLY  POLICY EXPENSE CHARGE.  The Company has primary
                        responsibility for the administration of the Policy  and
                       the  Variable  Account. Policy  expenses  include premium
                       billing and collection,  recordkeeping, processing  death
                       benefit  claims, cash withdrawals,  surrenders and Policy
                       changes,   and   reporting   and   overhead   costs.   As
                       reimbursement   for  policy   expenses  related   to  the
                       maintenance of each Policy and the Variable Account,  the
                       Company  assesses a monthly policy expense charge against
                       each Policy. This  charge currently is  $5.00 per  Policy
                       Month  and  is guaranteed  not  to exceed  $7  per Policy
                       Month.
 
                        FIRST  YEAR  MONTHLY   ADMINISTRATIVE  CHARGE.   Monthly
                        administrative charges will be deducted from Accumulated
                       Value  as part of the  monthly deduction during the first
                       twelve Policy Months and during the twelve Policy  Months
                       immediately  following an  increase in  Specified Amount.
                       The charge  will compensate  the Company  for first  year
                       underwriting,  processing and  start-up expenses incurred
                       in connection with the  Policy and the Variable  Account.
                       These   expenses   include   the   cost   of   processing
                       applications, conducting medical examinations,
                       determining insurability and the Insured's premium class,
                       and establishing policy records.  The first year  monthly
                       administrative  charge currently  is $0.05  per $1,000 of
                       Specified Amount, or increase in Specified Amount and  is
                       guaranteed  not to  exceed $0.07 per  $1,000 of Specified
                       Amount.
 
                        FIRST YEAR  MONTHLY EXPENSE  CHARGE. A  monthly  expense
                        charge  will be deducted from  Accumulated Value as part
                       of the monthly deduction  during the first twelve  Policy
                       Months.  This charge currently is $5 per Policy Month and
                       is guaranteed not to exceed $7 per Policy Month.
- --------------------------------------------------------------------------------
TRANSFER CHARGE
                       A transfer charge of  $25 may be  imposed for the  second
                       and  each  subsequent transfer  during  a Policy  Year to
                       compensate the Company for the costs in effectuating  the
                       transfer.  The transfer charge, unless paid in cash, will
                       be deducted from the amount transferred. Once a Policy is
                       issued, the amount of this  charge is guaranteed for  the
                       life  of  the Policy.  The  transfer charge  will  not be
                       imposed on transfers  that occur  as a  result of  Policy
                       Loans,  the exercise of the special transfer privilege or
                       the initial  allocation of  Accumulated Value  among  the
                       Subaccounts  and the  Declared Interest  Option following
                       acceptance of the Policy by the Policyowner.
                       Currently there is no charge for changing the net premium
                       allocation instructions.
- --------------------------------------------------------------------------------
PARTIAL WITHDRAWAL
FEE
                       Upon partial withdrawal of a  Policy, a fee equal to  the
                       lesser  of  $25 or  2% of  the  amount withdrawn  will be
                       assessed to compensate the Company for costs incurred  in
                       accomplishing  the withdrawal.  The fee  will be deducted
                       from Accumulated Value.
- --------------------------------------------------------------------------------
SURRENDER CHARGE
                       At the time of surrender,  a Surrender Charge will  apply
                       during  the first six Policy Years, as well as during the
                       first  six  years  following  an  increase  in  Specified
                       Amount.  The Surrender Charge is  an amount per $1,000 of
                       Specified Amount, declining  to $0 in  the seventh  year.
                       The  Surrender  Charge varies  by age,  sex, underwriting
                       category and Policy Year.  The Surrender Charge is  level
                       within  each  Policy Year.  At  the time  of  a requested
                       decrease in Specified Amount, the full original Surrender
                       Charge stays in place. The Surrender Charge may be waived
                       after the first Policy Year if the insured is  terminally
                       ill  or stays in  a qualified nursing  care center for 90
                       days.
                       At the time of a partial withdrawal, no Surrender  Charge
                       applies.
- --------------------------------------------------------------------------------
VARIABLE ACCOUNT
CHARGES
                        MORTALITY AND EXPENSE RISK CHARGE. The Company deducts a
                        daily  mortality  and  expense  risk  charge  from  each
                       Subaccount at an  effective annual rate  of 0.90% of  the
                       average  daily  net  assets  of  the  Subaccounts  and is
                       guaranteed not to exceed 1.05%  of the average daily  net
                       assets of the Subaccounts.
                                       30
<PAGE>
                       The  mortality  risk  assumed  by  the  Company  is  that
                       Insureds may die sooner  than anticipated and  therefore,
                       the Company may pay an aggregate amount of life insurance
                       proceeds  greater  than  anticipated.  The  expense  risk
                       assumed  is  that  expenses   incurred  in  issuing   and
                       administering   the  Policies  will  exceed  the  amounts
                       realized from the administrative charges assessed against
                       the Policies.
 
                        FEDERAL TAXES.  Currently  no  charge  is  made  to  the
                        Variable  Account for  federal income taxes  that may be
                       attributable to the  Variable Account.  The Company  may,
                       however,  make such a  charge in the  future. Charges for
                       other taxes, if any, attributable to the Account may also
                       be made.  (See  "FEDERAL  TAX  MATTERS--Taxation  of  the
                       Company.")
 
                        INVESTMENT  OPTION EXPENSES. The value  of net assets of
                        the  Variable  Account   will  reflect  the   investment
                       advisory   fee  and  other   expenses  incurred  by  each
                       Investment Option. The investment advisory fee and  other
                       expenses  applicable to each Investment Option are listed
                       in the  "SUMMARY  OF THE  POLICY"  and described  in  the
                       prospectus for each Fund's Investment Option.
- --------------------------------------------------------------------------------
                   THE DECLARED INTEREST OPTION
- --------------------------------------------------------------------------------
                       Policyowners  may  allocate  Net  Premiums  and  transfer
                       Accumulated  Value  to  the  Declared  Interest   Option.
                       BECAUSE   OF   EXEMPTIVE  AND   EXCLUSIONARY  PROVISIONS,
                       INTERESTS IN THE DECLARED  INTEREST OPTION HAVE NOT  BEEN
                       REGISTERED  UNDER  THE  SECURITIES ACT  OF  1933  AND THE
                       DECLARED INTEREST OPTION  HAS NOT BEEN  REGISTERED AS  AN
                       INVESTMENT  COMPANY UNDER  THE INVESTMENT  COMPANY ACT OF
                       1940. ACCORDINGLY, NEITHER  THE DECLARED INTEREST  OPTION
                       NOR  ANY INTERESTS THEREIN ARE  SUBJECT TO THE PROVISIONS
                       OF THESE  ACTS  AND,  AS  A  RESULT,  THE  STAFF  OF  THE
                       SECURITIES  AND EXCHANGE COMMISSION  HAS NOT REVIEWED THE
                       DISCLOSURES IN THIS PROSPECTUS  RELATING TO THE  DECLARED
                       INTEREST   OPTION.  DISCLOSURES  REGARDING  THE  DECLARED
                       INTEREST OPTION  MAY,  HOWEVER,  BE  SUBJECT  TO  CERTAIN
                       GENERALLY APPLICABLE PROVISIONS OF THE FEDERAL SECURITIES
                       LAWS   RELATING  TO  THE  ACCURACY  AND  COMPLETENESS  OF
                       STATEMENTS MADE IN PROSPECTUSES.
- --------------------------------------------------------------------------------
GENERAL DESCRIPTION
                       The Declared Interest Option is supported by the  General
                       Account. The General Account consists of all assets owned
                       by  the Company other than  those in the Variable Account
                       and other separate accounts.  Subject to applicable  law,
                       the  Company has  sole discretion over  the investment of
                       the assets of the General Account.
                       A Policyowner may elect to  allocate Net Premiums to  the
                       Declared  Interest Option, the Variable Account, or both.
                       The Policyowner may also transfer Accumulated Value  from
                       the  Subaccounts to the Declared Interest Option, or from
                       the Declared  Interest  Option to  the  Subaccounts.  The
                       allocation  or transfer of funds to the Declared Interest
                       Option does not  entitle a  Policyowner to  share in  the
                       investment  experience of  the General  Account. Instead,
                       the Company  guarantees  that Accumulated  Value  in  the
                       Declared  Interest  Option  will  accrue  interest  at an
                       effective annual rate  of at least  4.0%, independent  of
                       the actual investment experience of the General Account.
- --------------------------------------------------------------------------------
THE POLICY
                       This  Prospectus  describes a  flexible  premium variable
                       life  insurance  policy.  This  Prospectus  is  generally
                       intended  to  serve  as  a  disclosure  document  for the
                       aspects of the Policy involving the Variable Account. For
                       complete details regarding the Declared Interest  Option,
                       see the Policy itself.
 
                                       31
<PAGE>
- --------------------------------------------------------------------------------
DECLARED INTEREST
OPTION ACCUMULATED
VALUE
                       Net  premiums allocated  to the  Declared Interest Option
                       are credited to  the Policy. The  Company bears the  full
                       investment risk for these amounts. The Company guarantees
                       that  interest credited to each Policyowner's Accumulated
                       Value in the  Declared Interest Option  will not be  less
                       than  an effective annual rate  of 4.0%. The Company may,
                       in its sole discretion, credit a higher rate of interest,
                       although it is not obligated to credit interest in excess
                       of 4.0%  per year,  and  might not  do so.  Any  interest
                       credited   on  the  Policy's  Accumulated  Value  in  the
                       Declared Interest Option in excess of the guaranteed rate
                       of  4.0%  per  year  will  be  determined  in  the   sole
                       discretion  of the Company and may be changed at any time
                       by the Company, in  its sole discretion. The  Policyowner
                       assumes  the  risk  that the  interest  credited  may not
                       exceed the guaranteed minimum rate of 4.0% per year.  The
                       interest  credited to  the Policy's  Accumulated Value in
                       the Declared Interest Option that equals Policy Debt  may
                       be  greater than  4.0%, but will  in no  event be greater
                       than the current  effective loan interest  rate minus  no
                       more than 3.0%. From time to time, the Company may allow,
                       by Company practice, a loan spread of 0% on the gain in a
                       Policy  in effect a minimum of ten years. The Accumulated
                       Value in the Declared Interest Option will be  calculated
                       no less frequently than each Monthly Deduction Day.
                       The  Company guarantees  that, at  any time  prior to the
                       Maturity Date,  the  Accumulated Value  in  the  Declared
                       Interest  Option will not be less  than the amount of the
                       Net Premiums allocated  or Accumulated Value  transferred
                       to  the Declared  Interest Option,  plus interest  at the
                       rate of 4.0% per year, plus any excess interest which the
                       Company credits,  less  the  sum of  all  policy  charges
                       allocable to the Declared Interest Option and any amounts
                       deducted  from the Declared Interest Option in connection
                       with partial  withdrawals or  transfers to  the  Variable
                       Account.
- --------------------------------------------------------------------------------
TRANSFERS, PARTIAL
WITHDRAWALS,
SURRENDERS AND POLICY
LOANS
                       Amounts  may be  transferred between  the Subaccounts and
                       the Declared Interest  Option. A transfer  charge of  $25
                       may  be imposed  in connection  with the  transfer unless
                       such transfer  is the  first  transfer requested  by  the
                       Policyowner during such Policy Year. Unless paid in cash,
                       the  transfer  charge will  be  deducted from  the amount
                       transferred. A  Policyowner may  make only  one  transfer
                       between  the Variable  Account and  the Declared Interest
                       Option in each Policy Year. No  more than 50% of the  Net
                       Accumulated  Value in the Declared Interest Option may be
                       transferred from the Declared Interest Option unless  the
                       balance in the Declared Interest Option immediately after
                       the  transfer will be less than $1,000. If the balance in
                       the Declared Interest  Option after a  transfer would  be
                       less  than $1,000, the full  Net Accumulated Value in the
                       Declared  Interest   Option   may   be   transferred.   A
                       Policyowner may also make partial withdrawals, surrenders
                       and obtain Policy Loans from the Declared Interest Option
                       at any time prior to the Policy's Maturity Date.
                       Transfers,  partial withdrawals and  surrenders from, and
                       payments of  Policy  Loans  allocated  to,  the  Declared
                       Interest Option may be delayed for up to six months.
- --------------------------------------------------------------------------------
                   GENERAL PROVISIONS
- --------------------------------------------------------------------------------
THE CONTRACT
                       The  Policy is issued in  consideration of the statements
                       in  the  application  and  the  payment  of  the  initial
                       premium.   The   Policy,   the   application,   and   any
                       supplemental applications  and endorsements  make up  the
                       entire  contract. In the absence of fraud, the statements
                       made in an application  or supplemental application  will
                       be  treated as representations and  not as warranties. No
                       statement will void the Policy or be used in defense of a
                       claim  unless  contained  in   the  application  or   any
                       supplemental application.
- --------------------------------------------------------------------------------
INCONTESTABILITY
                       The   Policy  is  incontestable,  except  for  fraudulent
                       statements  made  in  the  application  or   supplemental
                       applications,  after  it  has been  in  force  during the
                       lifetime of the  Insured for  two years  from the  Policy
                       Date  or date of reinstatement. Any increase in Specified
                       Amount will be  incontestable only after  it has been  in
                       force  during the lifetime  of the Insured  for two years
                       from the effective date of the increase.
                                       32
<PAGE>
- --------------------------------------------------------------------------------
CHANGE OF PROVISIONS
                       The Company reserves the right  to change the Policy,  in
                       the  event of future  changes in the  federal tax law, to
                       the   extent   required   to   maintain   the    Policy's
                       qualification as life insurance under federal tax law.
                       Except as provided in the foregoing paragraph, no one can
                       change  any part of the Policy except the Policyowner and
                       the President,  a Vice  President,  the Secretary  or  an
                       Assistant  Secretary of  the Company. Both  must agree to
                       any change and such change  must be in writing. No  agent
                       may change the Policy or waive any of its provisions.
- --------------------------------------------------------------------------------
MISSTATEMENT OF AGE
OR SEX
                       If  the  Insured's  age  or  sex  was  misstated  in  the
                       application, each benefit and any amount to be paid under
                       the Policy will  be adjusted to  reflect the correct  age
                       and sex.
- --------------------------------------------------------------------------------
SUICIDE EXCLUSION
                       If  the  Policy  is  in  force  and  the  Insured commits
                       suicide, while sane or insane,  within one year from  the
                       Policy  Date, life  insurance proceeds  payable under the
                       Policy will be limited to  all premiums paid, reduced  by
                       any  outstanding Policy Debt and any partial withdrawals,
                       and increased  by  any  unearned loan  interest.  If  the
                       Policy is in force and the Insured commits suicide, while
                       sane  or insane, within one  year from the effective date
                       of any increase in Specified Amount, any increase in  the
                       death  benefit resulting  from the  requested increase in
                       specified amount will not  be paid. Instead, the  Company
                       will  refund to  the Policyowner  an amount  equal to the
                       total cost of insurance applied to the increase.
- --------------------------------------------------------------------------------
ANNUAL REPORT
                       At least once each year, an annual report will be sent to
                       each Policyowner. The report will show the current  death
                       benefit,  the Accumulated Value in each Subaccount and in
                       the Declared Interest Option, outstanding Policy Debt and
                       premiums  paid,  partial  withdrawals  made  and  charges
                       assessed  since  the last  report.  The report  will also
                       include any other  information required by  state law  or
                       regulation.   Further,   the   Company   will   send  the
                       Policyowner  the  reports  required  by  the   Investment
                       Company Act of 1940.
- --------------------------------------------------------------------------------
NON-PARTICIPATION
                       The  Policy does not participate in the Company's profits
                       or surplus earnings. No dividends are payable.
- --------------------------------------------------------------------------------
OWNERSHIP OF ASSETS
                       The  Company  shall  have  the  exclusive  and   absolute
                       ownership  and control over  assets, including the assets
                       of the Variable Account.
- --------------------------------------------------------------------------------
WRITTEN NOTICE
                       Any written notice should be  sent to the Company at  its
                       Home  Office. The notice should include the policy number
                       and the  Insured's  full name.  Any  notice sent  by  the
                       Company  to  a Policyowner  will be  sent to  the address
                       shown in the  application unless  an appropriate  address
                       change form has been filed with the Company.
- --------------------------------------------------------------------------------
POSTPONEMENT OF
PAYMENTS
                       The  Company will  usually mail the  proceeds of complete
                       surrenders, partial withdrawals  and Policy Loans  within
                       seven  days  after  the Policyowner's  signed  request is
                       received at  the Home  Office. The  Company will  usually
                       mail  death proceeds  within seven days  after receipt of
                       Due Proof  of Death  and maturity  benefits within  seven
                       days of the Maturity Date. However, payment of any amount
                       upon  surrender  or  partial withdrawal,  payment  of any
                       Policy Loan, and payment of death proceeds or benefits at
                       maturity may be postponed whenever:
                           a)  the New York Stock Exchange is closed other  than
                              customary weekend and holiday closings, or trading
                              on  the New  York Stock Exchange  is restricted as
                              determined  by   the   Securities   and   Exchange
                              Commission;
 
                           b)   the Securities and  Exchange Commission by order
                              permits  postponement   for  the   protection   of
                              Policyowners; or
 
                           c)    an  emergency  exists,  as  determined  by  the
                              Securities and Exchange Commission, as a result of
                              which disposal of the securities is not reasonably
                              practicable or it is not reasonably practicable to
                              determine the  value  of  the net  assets  of  the
                              Variable Account.
 
                       Transfers    may   also   be    postponed   under   these
                       circumstances.
 
                                       33
<PAGE>
                       Payments under  the Policy  which  are derived  from  any
                       amount  paid  to the  Company by  check  or draft  may be
                       postponed until  such time  as the  Company is  satisfied
                       that  the check or draft has  cleared the bank upon which
                       it is drawn.
- --------------------------------------------------------------------------------
CONTINUANCE OF
INSURANCE
                       The insurance  under a  Policy  will continue  until  the
                       earliest of:
                           a)  the end of the Grace Period following the Monthly
                              Deduction  Day on which  the Net Accumulated Value
                              during  the  first  three  Policy  Years,  or  Net
                              Surrender  Value after three Policy Years, is less
                              than  the  monthly  deduction  for  the  following
                              Policy Month;
                           b)   the  date the Policyowner  surrenders the Policy
                              for its entire Net Accumulated Value;
 
                           c)  the death of the Insured; or
 
                           d)  the Maturity Date.
 
                       Any  rider  to  a  Policy  will  terminate  on  the  date
                       specified in the rider.
- --------------------------------------------------------------------------------
OWNERSHIP
                       The  Policy  belongs  to  the  Policyowner.  The original
                       Policyowner  is  the  person   named  as  owner  in   the
                       application. Ownership of the Policy may change according
                       to  the ownership option selected as part of the original
                       application or by a subsequent endorsement to the Policy.
                       During the Insured's lifetime, all rights granted by  the
                       Policy  belong  to the  Policyowner, except  as otherwise
                       provided for in the Policy.
                       Special ownership rules may apply if the Insured is under
                       legal age (as defined by state law in the state in  which
                       the Policy is delivered) on the Policy Date.
 
                       The  Policyowner  may  assign  the  Policy  as collateral
                       security. The Company assumes  no responsibility for  the
                       validity  or effect  of any collateral  assignment of the
                       Policy. No  assignment will  bind the  Company unless  in
                       writing  and until  received by  the Company  at its Home
                       Office. The  assignment  is  subject to  any  payment  or
                       action  taken  by  the  Company  before  it  received the
                       assignment at the Home Office.
- --------------------------------------------------------------------------------
THE BENEFICIARY
                       The primary  Beneficiaries and  contingent  Beneficiaries
                       are  designated by the Policyowner in the application. If
                       changed,   the   primary   Beneficiary   or    contingent
                       Beneficiary  is as shown in  the latest change filed with
                       the  Company.   One  or   more  primary   or   contingent
                       Beneficiaries  may be  named in the  application. In such
                       case, the proceeds will  be paid in  equal shares to  the
                       survivors  in the  appropriate beneficiary  class, unless
                       requested otherwise by the Policyowner.
                       Unless a payment option  is chosen, the proceeds  payable
                       at  the Insured's death will be paid in a lump sum to the
                       primary Beneficiary.  If  the  primary  Beneficiary  dies
                       before  the  Insured, the  proceeds will  be paid  to the
                       contingent Beneficiary.  If no  Beneficiary survives  the
                       Insured,  the proceeds will be paid to the Policyowner or
                       the Policyowner's estate.
- --------------------------------------------------------------------------------
CHANGING THE
POLICYOWNER OR
BENEFICIARY
                       During  the  Insured's  life,  the  Policyowner  and  the
                       Beneficiary  may be  changed. To  make a  change, written
                       request must be sent to  the Company at its Home  Office.
                       The request and the change must be in a form satisfactory
                       to the Company and must actually be received and recorded
                       by  the Company.  The change will  take effect  as of the
                       date the request is signed by the Policyowner. The change
                       will be subject to any payment made before the change  is
                       recorded  by the Company. The  Company may require return
                       of the Policy for endorsement.
- --------------------------------------------------------------------------------
ADDITIONAL INSURANCE
                       Subject to  certain  requirements,  one or  more  of  the
                       following additional insurance
BENEFITS
                       benefits  may be added to a  Policy by rider: (i) Cost of
                       Living Increase;  (ii)  Waiver of  Charges;  (iii)  Other
                       Adult  Universal  Life  Insurance;  (iv)  Children's Term
                       Insurance and  (v)  Guaranteed Insurability  Option.  The
                       cost   of  any  additional  insurance  benefits  will  be
                       deducted as part of the monthly deduction. (See  "CHARGES
                       AND DEDUCTIONS--Monthly Deduction.") Detailed information
                       concerning  available  riders  may be  obtained  from the
                       agent selling the Policy.
                                       34
<PAGE>
- --------------------------------------------------------------------------------
                   DISTRIBUTION OF THE POLICIES
- --------------------------------------------------------------------------------
                       The Policies will be sold by individuals who in  addition
                       to  being  licensed  as  life  insurance  agents  for the
                       Company, are registered representatives of the  principal
                       underwriter  of  the  Policies,  EquiTrust  Marketing,  a
                       broker-dealer having a  selling agreement with  EquiTrust
                       Marketing  or a broker-dealer  having a selling agreement
                       with such  broker-dealer. EquiTrust  Marketing  (formerly
                       FBL Marketing Services, Inc.), a corporation organized on
                       May  7, 1970, under the laws of the State of Delaware, is
                       registered with  the Securities  and Exchange  Commission
                       under   the  Securities   Exchange  Act  of   1934  as  a
                       broker-dealer and is a member of the National Association
                       of Securities Dealers, Inc. EquiTrust Marketing currently
                       receives  annual  compensation  of  $100  per  registered
                       representative for acting as principal underwriter.
 
                       For  Policies sold  in states other  than Kansas, writing
                       agents will  receive commissions  based on  a  commission
                       schedule and rules. The Company may pay agents first year
                       commissions  at  a  rate  not  exceeding  50%  of  Target
                       Premiums and 4% above Target  Premiums paid in the  first
                       Policy Year. Agents will be paid renewal commissions at a
                       rate  equal to 5% of Target  Premiums and 4% above Target
                       Premiums paid  after the  first Policy  Year.  Additional
                       commissions  at a rate not  exceeding 50% of the increase
                       in Target  Premiums may  be paid  during the  first  year
                       following an increase in Specified Amount.
 
                       For  Policies sold in Kansas, writing agents will receive
                       commissions based on a commission schedule and rules. The
                       Company may pay agents first  year commissions at a  rate
                       not  exceeding 60% of Target Premiums and 3% above Target
                       Premiums paid in  the first Policy  Year. Agents will  be
                       paid  renewal commissions at a rate equal to 4% of Target
                       Premiums and  3% above  Target  Premiums paid  after  the
                       first  Policy Year. Additional commissions  at a rate not
                       exceeding 60% of the increase  in Target Premiums may  be
                       paid  during  the  first year  following  an  increase in
                       Specified Amount.
 
                       These commissions (and other distribution expenses,  such
                       as  production incentive  bonuses, agent's  insurance and
                       pensions benefits,  agency  management  compensation  and
                       bonuses  and expense allowances) are paid by the Company.
                       They do not result in any additional charges against  the
                       Policy  that are  not described above  under "CHARGES AND
                       DEDUCTIONS."
- --------------------------------------------------------------------------------
                   FEDERAL TAX MATTERS
- --------------------------------------------------------------------------------
INTRODUCTION
                       The following discussion is  general and is not  intended
                       as  tax  advice.  Any person  concerned  about  these tax
                       considerations should  consult a  competent tax  adviser.
                       This  discussion is based  on the Company's understanding
                       of the  present  federal  income tax  laws  as  they  are
                       currently interpreted by the Internal Revenue Service. No
                       representation   is   made  as   to  the   likelihood  of
                       continuation of these  current laws and  interpretations,
                       and  various changes have been  proposed that would alter
                       these laws in  ways that would  have significant  adverse
                       impacts.   It  should  be  further  understood  that  the
                       following discussion  is  not  exhaustive  and  does  not
                       purport  to be  complete or  to cover  all situations and
                       that special rules not  described in this Prospectus  may
                       be applicable in certain situations. Moreover, no attempt
                       has  been made to consider  any applicable state or other
                       tax laws.
- --------------------------------------------------------------------------------
TAX STATUS OF THE
POLICY
                       Section 7702 of  the Internal  Revenue Code  of 1986,  as
                       amended  (the  "Code") includes  a  definition of  a life
                       insurance  contract   for  federal   tax  purposes.   The
                       Secretary  of the Treasury (the "Treasury") is authorized
                       to prescribe  regulations interpreting  and  implementing
                       section  7702  and  has  issued  proposed  regulations on
                       certain  aspects  of  section  7702.  If  a  Policy  were
                       determined  not  to  be  a  life  insurance  contract for
                       purposes of section 7702,  such Policy would not  provide
                       most  of the tax  advantages normally provided  by a life
                       insurance policy.
                                       35
<PAGE>
                       With respect to a Policy issued exclusively on the  basis
                       of   a  standard  premium  class,  while  there  is  some
                       uncertainty due to the limited guidance on section  7702,
                       the  Company  believes  that  in  light  of  the proposed
                       regulations such a  Policy should meet  the section  7702
                       definition  of a  life insurance  contract. However, with
                       respect to  a Policy  issued in  whole or  in part  on  a
                       substandard basis (i.e., a premium class involving higher
                       than standard mortality risk), it is not clear whether or
                       not   such   a   Policy  would   satisfy   section  7702,
                       particularly if the Policyowner  pays the full amount  of
                       premiums   permitted   under   the  Policy.   If   it  is
                       subsequently determined that  a Policy  does not  satisfy
                       section  7702, the  Company will take  whatever steps are
                       appropriate and  necessary to  attempt  to cause  such  a
                       Policy  to comply  with section  7702, including possibly
                       refunding any premiums paid  that exceed the  limitations
                       allowable  under section 7702  (together with interest or
                       other earnings on any such premiums refunded as  required
                       by  law).  For these  reasons,  the Company  reserves the
                       right to modify  the Policy  as necessary  to attempt  to
                       qualify  it as  a life  insurance contract  under section
                       7702.
 
                       Section 817(h) of the Code authorizes the Treasury to set
                       standards by regulation or otherwise for the  investments
                       of  the Account  to be "adequately  diversified" in order
                       for the Policy to be treated as a life insurance contract
                       for federal tax purposes.  The Variable Account,  through
                       each  Fund,  intends to  comply with  the diversification
                       requirements prescribed in  Regulations section  1.817-5,
                       which  affect  how each  Fund's  assets may  be invested.
                       Although the  investment  adviser of  EquiTrust  Variable
                       Insurance Series Fund is an affiliate of the Company, the
                       Company  does  not  have  control over  the  Fund  or its
                       investments. Nonetheless, the Company believes that  each
                       Investment  Option  in  which the  Variable  Account owns
                       shares  will   be  operated   in  compliance   with   the
                       requirements prescribed by the Treasury.
 
                       In   certain  circumstances,  owners   of  variable  life
                       insurance contracts  may be  considered the  owners,  for
                       federal  income  tax  purposes,  of  the  assets  of  the
                       separate account  used  to support  their  contracts.  In
                       those  circumstances, income and  gains from the separate
                       account  assets  would  be  includable  in  the  variable
                       contract  owner's  gross income.  The  IRS has  stated in
                       published rulings that a variable contract owner will  be
                       considered  the owner  of separate account  assets if the
                       contract owner possesses incidents of ownership in  those
                       assets,  such  as  the  ability  to  exercise  investment
                       control over  the assets.  The Treasury  Department  also
                       announced, in connection with the issuance of regulations
                       concerning  diversification,  that those  regulations "do
                       not provide  guidance  concerning  the  circumstances  in
                       which investor control of the investments of a segregated
                       asset   account  may   cause  the   investor  (I.E.,  the
                       Policyowner), rather than  the insurance  company, to  be
                       treated  as the owner of the assets in the account." This
                       announcement also stated that guidance would be issued by
                       way of regulations  or rulings  on the  "extent to  which
                       policyholders  may direct their investments to particular
                       subaccounts  without  being  treated  as  owners  of  the
                       underlying assets."
 
                       The ownership rights under the Policy are similar to, but
                       different  in certain  respects from,  those described by
                       the IRS in rulings in which it was determined that policy
                       owners were not  owners of separate  account assets.  For
                       example,  a  Policyowner  has  additional  flexibility in
                       allocating premium  payments  and  policy  values.  These
                       differences  could result in  a Policyowner being treated
                       as the owner of a pro  rata portion of the assets of  the
                       Variable  Account. In addition, the Company does not know
                       what  standards  will  be  set  forth,  if  any,  in  the
                       regulations  or rulings which the Treasury Department has
                       stated  it  expects  to  issue.  The  Company   therefore
                       reserves  the right to modify  the Policy as necessary to
                       attempt to prevent  a Policyowner  from being  considered
                       the  owner  of a  pro  rata share  of  the assets  of the
                       Variable Account.
 
                       The following  discussion assumes  that the  Policy  will
                       qualify  as a life insurance  contract for federal income
                       tax purposes.
- --------------------------------------------------------------------------------
TAX TREATMENT OF
POLICY BENEFITS
                        IN GENERAL. The Company  believes that the proceeds  and
                        cash  value increases of a Policy should be treated in a
                         manner consistent with a fixed-benefit life insurance
                                       36
<PAGE>
                       policy for federal income  tax purposes. Thus, the  death
                       benefit  under the  Policy should be  excludable from the
                       gross income of the  Beneficiary under section  101(a)(l)
                       of the Code.
 
                       A  change in a Policy's  Specified Amount, the payment of
                       an  unscheduled  premium,  a   Policy  loan,  a   partial
                       withdrawal,   a  surrender,  a   lapse  with  outstanding
                       indebtedness, a  change  in death  benefit  options,  the
                       exchange of a Policy for a fixed-benefit policy (see "THE
                       POLICY--Special  Transfer Privilege")  and the assignment
                       of a  Policy  or the  exercise  of the  right  to  change
                       Policyowners  (see  "GENERAL  PROVISIONS--  Changing  the
                       Policyowner or  Beneficiary") may  have tax  consequences
                       depending  upon the  circumstances. In  addition, federal
                       estate and state and local estate, inheritance, and other
                       tax  consequences  of  ownership  or  receipt  of  Policy
                       proceeds   depend   upon   the   circumstances   of  each
                       Policyowner  or  Beneficiary.  A  competent  tax  adviser
                       should be consulted for further information.
 
                       Pursuant   to  the  recently   enacted  Health  Insurance
                       Portability and Accountability Act  of 1996, the  Company
                       believes   that  for  federal  income  tax  purposes,  an
                       accelerated  death  benefit  payment  received  under  an
                       accelerated  death  benefit endorsement  should  be fully
                       excludable from the gross  income of the beneficiary,  as
                       long  as the beneficiary is the insured under the Policy.
                       However, the Policyowner should  consult a qualified  tax
                       adviser about the consequences of adding this Endorsement
                       to  a Policy  or requesting an  accelerated death benefit
                       payment under this Endorsement.
 
                       The Company  further  believes  that  an  exchange  of  a
                       fixed-benefit  policy issued by the  Company for a Policy
                       as  provided  under   "THE  POLICY--Exchange   Privilege"
                       generally  should be treated as a non-taxable exchange of
                       life insurance  policies within  the meaning  of  section
                       1035  of the Code. However, in certain circumstances, the
                       exchanging owner  may receive  a cash  distribution  that
                       might have to be recognized as income to the extent there
                       was  gain in  the fixed-benefit policy.  Moreover, to the
                       extent a fixed-benefit policy with an outstanding loan is
                       exchanged for  an  unencumbered  Policy,  the  exchanging
                       owner  could recognize income at the time of the exchange
                       up to  the amount  of such  loan (including  any due  and
                       unpaid interest on such loan). An exchanging owner should
                       consult  a tax  adviser as  to whether  an exchange  of a
                       fixed-benefit  policy  for  the  Policy  will  have   tax
                       consequences to such owner.
 
                       The   Policies  may  be  used  in  various  arrangements,
                       including nonqualified  deferred compensation  or  salary
                       continuance   plans,   split   dollar   insurance  plans,
                       executive bonus plans, retiree medical benefit plans  and
                       others.  The  tax  consequences of  such  plans  may vary
                       depending on the  particular facts  and circumstances  of
                       each   individual  arrangement.   Therefore,  if   it  is
                       contemplated that a Policy may be used in any arrangement
                       the  value  of   which  depends  in   part  on  its   tax
                       consequences, a qualified tax adviser should be consulted
                       regarding   the   tax   attributes   of   the  particular
                       arrangement.
 
                       Generally, the Policyowner  will not be  deemed to be  in
                       constructive   receipt  of  the   cash  value,  including
                       increments thereof,  under the  Policy until  there is  a
                       distribution. The tax consequences of distributions from,
                       and  loans taken from  or secured by,  a Policy depend on
                       whether the Policy is classified as a "modified endowment
                       contract."
 
                       Whether a  Policy  is  or is  not  a  modified  endowment
                       contract, upon a complete surrender or lapse of a Policy,
                       or when benefits are paid at such Policy's maturity date,
                       if  the amount  received plus the  amount of indebtedness
                       exceeds the total  investment in the  Policy, the  excess
                       will  generally be treated as  ordinary income subject to
                       tax.
 
                        MODIFIED ENDOWMENT CONTRACTS. A Policy may be treated as
                        a modified endowment contract depending upon the  amount
                       of  premiums  paid  in  relation  to  the  death  benefit
                       provided under such Policy. The premium limitation  rules
                       for  determining whether a Policy is a modified endowment
                       contract are extremely  complex. In  general, however,  a
                       Policy  will  be  a modified  endowment  contract  if the
                       accumulated premiums paid  at any time  during the  first
                       seven  policy  years exceeds  the  sum of  the  net level
                       premiums which would  have been  paid on  or before  such
                       time if the Policy
 
                                       37
<PAGE>
                       provided for paid-up future benefits after the payment of
                       seven  level annual premiums. In addition, if a Policy is
                       "materially changed,"  it may  cause  such Policy  to  be
                       treated  as a  modified endowment  contract. The material
                       change rules  for  determining  whether  a  Policy  is  a
                       modified  endowment contract are  also extremely complex.
                       In general, however, the  determination whether a  Policy
                       will  be a  modified endowment contract  after a material
                       change generally depends upon the relationship among  the
                       death  benefit at the time of such change, the cash value
                       at the time  of such change  and the additional  premiums
                       paid  in the seven policy years starting with the date on
                       which the material change occurs.
 
                       Due to  the  Policy's flexibility,  classification  of  a
                       Policy  as a modified endowment contract will depend upon
                       the  circumstances   of  each   Policy.  Accordingly,   a
                       prospective  Policyowner should  contact a  competent tax
                       adviser before  purchasing  a  Policy  to  determine  the
                       circumstances  under which the Policy would be a modified
                       endowment contract.  In  addition, a  Policyowner  should
                       contact   a  competent  tax  adviser  before  paying  any
                       unscheduled premiums  or  changing  the  planned  premium
                       schedule  or  making any  other  change to,  including an
                       exchange of, a Policy  to determine whether such  premium
                       or  change would cause  the Policy (or  the new Policy in
                       the case  of an  exchange) to  be treated  as a  modified
                       endowment contract.
 
                        DISTRIBUTIONS   FROM  POLICIES  CLASSIFIED  AS  MODIFIED
                        ENDOWMENT CONTRACTS.  Policies  classified  as  modified
                       endowment  contracts  are  subject to  the  following tax
                       rules: First, all distributions, including  distributions
                       upon surrender and benefits paid at maturity, from such a
                       Policy  are treated as ordinary  income subject to tax up
                       to the amount equal  to the excess (if  any) of the  cash
                       value   immediately  before  the  distribution  over  the
                       investment in the Policy (described below) at such  time.
                       Second,  loans taken from,  or secured by,  such a Policy
                       are treated as distributions from such a Policy and taxed
                       accordingly. In this regard, the Internal Revenue Service
                       could take the position that capitalized interest on such
                       loans are to be treated as a taxable distribution. Third,
                       a 10 percent additional tax is imposed on the portion  of
                       any  distribution from, or loan taken from or secured by,
                       such a Policy that is included in income except where the
                       distribution or loan is made on or after the  Policyowner
                       attains  age 59 1/2, is attributable to the Policyowner's
                       becoming  disabled,   or  is   part   of  a   series   of
                       substantially  equal periodic  payments for  the life (or
                       life expectancy) of  the Policyowner or  the joint  lives
                       (or  joint life expectancies) of  the Policyowner and the
                       Policyowner's Beneficiary.
 
                       If a Policy becomes  a modified endowment contract  after
                       it  is issued, distributions made  during the policy year
                       in  which  it  becomes  a  modified  endowment  contract,
                       distributions   in   any  subsequent   policy   year  and
                       distributions within two years before the Policy  becomes
                       a  modified endowment contract will be subject to the tax
                       treatment described above. This means that a distribution
                       from a Policy that is  not a modified endowment  contract
                       could  later  become  taxable as  a  distribution  from a
                       modified endowment contract.
 
                        DISTRIBUTIONS FROM POLICIES  NOT CLASSIFIED AS  MODIFIED
                        ENDOWMENT CONTRACTS. Distributions from a Policy that is
                        not  classified  as  a modified  endowment  contract are
                       generally treated as first  recovering the investment  in
                       the  policy (described  below) and  then, only  after the
                       return  of  all  such   investment  in  the  policy,   as
                       distributing taxable income. An exception to this general
                       rule  occurs  in  the  case of  a  partial  withdrawal, a
                       decrease in  the Specified  Amount, or  any other  change
                       that  reduces benefits under  the Policy in  the first 15
                       years after the Policy  is issued and  that results in  a
                       cash  distribution to  the Policyowner  in order  for the
                       Policy  to  continue  complying  with  the  section  7702
                       definitional limits. In that case, such distribution will
                       be  taxed in whole or in  part as ordinary income (to the
                       extent of any gain in the Policy) under rules  prescribed
                       in section 7702.
 
                       Loans  from,  or  secured  by, a  Policy  that  is  not a
                       modified  endowment   contract   are   not   treated   as
                       distributions.   Instead,  such  loans   are  treated  as
                       indebtedness of the Policyowner.
 
                                       38
<PAGE>
                       Finally, neither  distributions (including  distributions
                       upon surrender or lapse) nor loans from, or secured by, a
                       Policy  that  is not  a  modified endowment  contract are
                       subject to the 10 percent additional tax.
 
                        POLICY LOAN INTEREST. Interest paid on any loan under  a
                        Policy  may not be  deductible. Therefore, a Policyowner
                       should consult a competent  tax adviser before  deducting
                       any Policy loan interest.
 
                        INVESTMENT IN THE POLICY. Investment in the policy means
                        (i)  the  aggregate  amount  of  any  premiums  or other
                       consideration paid for a Policy, minus (ii) the aggregate
                       amount received under the  Policy which is excluded  from
                       the  gross  income of  the  Policyowner (except  that the
                       amount of any loan from, or secured by, a Policy that  is
                       a  modified endowment contract, to the extent such amount
                       is excluded from gross income, will be disregarded), plus
                       (iii) the  amount of  any  loan from,  or secured  by,  a
                       Policy  that  is  a modified  endowment  contract  to the
                       extent that such amount is  included in the gross  income
                       of the Policyowner.
 
                        MULTIPLE POLICIES. All modified endowment contracts that
                        are  issued by  the Company  (or its  affiliates) to the
                       same Policyowner during any calendar year are treated  as
                       one   modified   endowment  contract   for   purposes  of
                       determining the amount includable  in gross income  under
                       section 72(e).
- --------------------------------------------------------------------------------
TAXATION OF THE
COMPANY
                       At  the present time, the Company  makes no charge to the
                       Variable Account, or to the Policy for any Federal, state
                       or local taxes (other than  state premium taxes) that  it
                       incurs that may be attributable to such Account or to the
                       Policies. The Company, however, reserves the right in the
                       future  to  make  a  charge for  any  such  tax  or other
                       economic burden resulting from the application of the tax
                       laws that it  determines to be  properly attributable  to
                       the Variable Account or to the Policies.
- --------------------------------------------------------------------------------
EMPLOYMENT-RELATED
BENEFIT PLANS
                       The  Supreme Court held in ARIZONA GOVERNING COMMITTEE V.
                       NORRIS that optional annuity  benefits provided under  an
                       employer's  deferred compensation  plan could  not, under
                       Title VII of the Civil  Rights Act of 1964, vary  between
                       men   and  women  on  the  basis  of  sex.  In  addition,
                       legislative, regulatory or  decisional authority of  some
                       states  may prohibit use of sex-distinct mortality tables
                       under certain circumstances. The Policy described in this
                       Prospectus contains  guaranteed cost  of insurance  rates
                       and guaranteed purchase rates for certain payment options
                       that  distinguish  between  men  and  women. Accordingly,
                       employers and employee organizations should consider,  in
                       consultation  with legal  counsel, the  impact of NORRIS,
                       and  Title  VII  generally,  on  any   employment-related
                       insurance  or benefit program  for which a  Policy may be
                       purchased.
- --------------------------------------------------------------------------------
                   ADDITIONAL INFORMATION
- --------------------------------------------------------------------------------
SAFEKEEPING OF THE
VARIABLE ACCOUNT'S
ASSETS
                       The Company holds the assets of the Variable Account. The
                       assets are kept physically  segregated and held  separate
                       and apart from the General Account. The Company maintains
                       records  of all  purchases and  redemptions of  shares by
                       each Investment Option for each corresponding Subaccount.
                       Additional protection  for  the assets  of  the  Variable
                       Account  is afforded by a blanket fidelity bond issued by
                       Chubb  Insurance  Group  in  the  amount  of   $5,000,000
                       covering all the officers and employees of the Company.
- --------------------------------------------------------------------------------
VOTING RIGHTS
                       To  the extent required by law, the Company will vote the
                       Fund shares held in the  Variable Account at regular  and
                       special  shareholder meetings of  the Funds in accordance
                       with instructions  received  from persons  having  voting
                       interests  in the corresponding Subaccounts. If, however,
                       the Investment  Company Act  of  1940 or  any  regulation
                       thereunder   should   be  amended   or  if   the  present
                       interpretation thereof should change,  and, as a  result,
                       the  Company determines that it  is permitted to vote the
                       Fund shares in its own right, it may elect to do so.
                       The number of votes which a Policyowner has the right  to
                       instruct  are calculated  separately for  each Subaccount
                       and are  determined by  dividing a  Policy's  Accumulated
                       Value in a Subaccount by the net asset value per share of
                       the
 
                                       39
<PAGE>
                       corresponding  Investment Option in  which the Subaccount
                       invests. Fractional shares will be counted. The number of
                       votes of the Investment Option which the Policyowner  has
                       the  right to instruct will be  determined as of the date
                       coincident with the date  established by that  Investment
                       Option  for determining shareholders  eligible to vote at
                       such meeting  of the  Fund. Voting  instructions will  be
                       solicited by written communications prior to such meeting
                       in  accordance with procedures  established by each Fund.
                       Each person having a voting interest in a Subaccount will
                       receive proxy  materials,  reports  and  other  materials
                       relating to the appropriate Investment Option.
 
                       The   Company  will  vote  Fund  shares  attributable  to
                       Policies as to which no timely instructions are  received
                       (as  well as any Fund shares held in the Variable Account
                       which are not attributable to Policies) in proportion  to
                       the  voting instructions which  are received with respect
                       to all Policies participating in each Investment  Option.
                       Voting  instructions to abstain  on any item  to be voted
                       upon will be applied  on a PRO RATA  basis to reduce  the
                       votes eligible to be cast on a matter.
 
                       Fund  shares  may also  be held  by separate  accounts of
                       other affiliated  and unaffiliated  insurance  companies.
                       The  Company expects that  those shares will  be voted in
                       accordance with instructions of  the owners of  insurance
                       policies  and contracts  issued by  those other insurance
                       companies. Voting instructions given  by owners of  other
                       insurance  policies  will  dilute  the  effect  of voting
                       instructions of Policyowners.
 
                        DISREGARD OF VOTING INSTRUCTIONS. The Company may,  when
                        required  by  state  insurance  regulatory  authorities,
                       disregard voting instructions if the instructions require
                       that the shares be voted so  as to cause a change in  the
                       sub-classification   or   investment   objective   of  an
                       Investment  Option  or  to   approve  or  disapprove   an
                       investment advisory contract for an Investment Option. In
                       addition,   the  Company  itself   may  disregard  voting
                       instructions  in  favor   of  changes   initiated  by   a
                       Policyowner  in the  investment policy  or the investment
                       adviser of an Investment Option if the Company reasonably
                       disapproves  of   such  changes.   A  change   would   be
                       disapproved  only if  the proposed change  is contrary to
                       state law or prohibited by state regulatory  authorities,
                       or  the Company determined that  the change would have an
                       adverse  effect  on  the  General  Account  in  that  the
                       proposed  investment policy for  an Investment Option may
                       result in overly speculative  or unsound investments.  In
                       the event the Company does disregard voting instructions,
                       a  summary of that action and the reasons for such action
                       will  be   included  in   the  next   annual  report   to
                       Policyowners.
- --------------------------------------------------------------------------------
STATE REGULATION OF
THE COMPANY
                       The  Company,  a stock  life insurance  company organized
                       under the laws of Iowa,  is subject to regulation by  the
                       Iowa  Insurance Department. An  annual statement is filed
                       with the Iowa Insurance Department on or before March lst
                       of each year covering the operations and reporting on the
                       financial condition of the Company as of December 31st of
                       the preceding  year.  Periodically,  the  Iowa  Insurance
                       Department  examines the liabilities  and reserves of the
                       Company and  the  Variable Account  and  certifies  their
                       adequacy,   and  a  full  examination  of  operations  is
                       conducted periodically  by  the National  Association  of
                       Insurance Commissioners.
                       In addition, the Company is subject to the insurance laws
                       and  regulations  of  other  states  within  which  it is
                       licensed or may  become licensed  to operate.  Generally,
                       the  insurance department of any  other state applies the
                       laws of the state of domicile in determining  permissible
                       investments.
 
                                       40
<PAGE>
- --------------------------------------------------------------------------------
OFFICERS AND
DIRECTORS OF FARM
BUREAU LIFE INSURANCE
COMPANY
 
<TABLE>
<CAPTION>
NAME AND POSITION               PRINCIPAL OCCUPATION
  WITH THE COMPANY*             LAST FIVE YEARS**
- ------------------------------  --------------------------------------------------
<S>                             <C>
Kenneth R. Ashby, Director      Farmer; President, Utah Farm Bureau Federation and
                                affiliated companies and Ashby's Valley View
                                Farms; Vice President and Director, Utah Farm
                                Bureau Insurance Co.; Director, Millard County
                                Water Conservancy District, American Farm Bureau
                                Federation and affiliated companies, Multi States
                                Farmers Service Co., FBL Financial Group, Inc. and
                                Universal Assurors Life Insurance Company
Al Christopherson, Director     Farmer; President, Minnesota Farm Bureau
                                Federation; Director, FBL Financial Group, Inc.,
                                Universal Assurors Life Insurance Company, Farm
                                Bureau Mutual Insurance Company and FBL Insurance
                                Brokerage, Inc.
Ernest A. Glienke, Director     Farmer; Director, Farm Bureau Mutual Insurance
                                Company, FBL Insurance Brokerage, Inc., Utah Farm
                                Bureau Insurance Company and FBL Financial
                                Services, Inc.
Philip A. Hemesath, Director    Farmer
Craig D. Hill, Director         Farmer; President, CAPA Hill, Inc.; Director, Farm
                                Bureau Mutual Insurance Company, FBL Insurance
                                Brokerage, Inc., Utah Farm Bureau Insurance
                                Company and FBL Financial Services, Inc.
Daniel L. Johnson, Director     Farmer; Farm Bureau Mutual Insurance Company, FBL
                                Insurance Brokerage, Inc. and FBL Financial
                                Services, Inc.
Richard G. Kjerstad, Director   Farmer; President and Director, South Dakota Farm
                                Bureau Federation and South Dakota Farm Bureau
                                Mutual Insurance Company; Director, FBL Financial
                                Group, Inc. and Universal Assurors Life Insurance
                                Company
</TABLE>
 
- --------------
 * The  principal  business  address  of each  person  listed,  unless otherwise
   indicated, is 5400 University Avenue, West
  Des Moines, Iowa 50266.
** The principal  occupation shown  reflects the  principal employment  of  each
   individual during the past five years.
  Corporate positions may, in some instances, have changed during the period.
 
                                       41
<PAGE>
 
<TABLE>
<CAPTION>
NAME AND POSITION               PRINCIPAL OCCUPATION
  WITH THE COMPANY*             LAST FIVE YEARS**
- ------------------------------  --------------------------------------------------
<S>                             <C>
Lindsey D. Larsen, Director     Farmer; Director, Farm Bureau Mutual Insurance
                                Company, FBL Insurance Brokerage, Inc., Utah Farm
                                Bureau Insurance Company and FBL Financial
                                Services, Inc.
David R. Machacek, Director     Farmer; Director, Farm Bureau Mutual Insurance
                                Company, FBL Insurance Brokerage, Inc., and FBL
                                Financial Services, Inc.
Donald O. Narigon, Director     Farmer; Director, Farm Bureau Mutual Insurance
                                Company, FBL Insurance Brokerage, Inc., and FBL
                                Financial Services, Inc.
Bryce P. Neidig, Director       Farmer; President, Nebraska Farm Bureau
                                Federation, Nebraska Farm Bureau Services, Inc.,
                                Farm Bureau Insurance Company of Nebraska,
                                Nebraska Farm Bureau Insurance Agency, Inc.;
                                Director, American Agriculture Insurance Company,
                                American Agriculture Insurance Agency, Inc.,
                                American Farm Bureau Service Company, American
                                Farm Bureau Federation, American Agricultural
                                Communications Systems, Inc., Western Agricultural
                                Insurance Co., Western Agricultural Management
                                Corp., FBL Financial Group, Inc., Blue Cross/Blue
                                Shield of Nebraska and Universal Assurors Life
                                Insurance Company
Charles E. Norris, Director     Farmer; Director, Farm Bureau Mutual Insurance
                                Company, FBL Insurance Brokerage, Inc. and FBL
                                Financial Services, Inc.
Keith R. Olsen, Director        Farmer
Bennett M. Osmonson, Director   Farmer
Howard D. Poulson, Director     Farmer; President, Wisconsin Farm Bureau
                                Federation, Rural Mutual Insurance Company and
                                Midwest Livestock Producers; Director, FBL
                                Financial Group, Inc. and Universal Assurors Life
                                Insurance Company
Sally A. Puttmann, Director     Farmer; Director, Farm Bureau Mutual Insurance
                                Company, FBL Insurance Brokerage, Inc. and FBL
                                Financial Services, Inc.
</TABLE>
 
- --------------
 * The  principal  business  address  of each  person  listed,  unless otherwise
   indicated, is 5400 University Avenue, West
  Des Moines, Iowa 50266.
** The principal  occupation shown  reflects the  principal employment  of  each
   individual during the past five years.
  Corporate positions may, in some instances, have changed during the period.
 
                                       42
<PAGE>
 
<TABLE>
<CAPTION>
NAME AND POSITION               PRINCIPAL OCCUPATION
  WITH THE COMPANY*             LAST FIVE YEARS**
- ------------------------------  --------------------------------------------------
<S>                             <C>
Beverly L. Schnepel, Director   Farmer; Director, Farm Bureau Mutual Insurance
                                Company, FBL Insurance Brokerage, Inc. and FBL
                                Financial Services, Inc.
F. Gary Steiner, Director       Farmer; Director, Wisconsin Farm Bureau Insurance
                                Company and Bank of Alma (Alma, WI)
Edward M. Wiederstein,          Farmer; Chairman and Director, FBL Financial
  President and Director        Group, Inc.; President and Director, Iowa Farm
                                Bureau Federation, FBL Insurance Brokerage, Inc.,
                                Farm Bureau Mutual Insurance Company, Utah Farm
                                Bureau Insurance Company, FBL Financial Services,
                                Inc., Universal Assurors Life Insurance Company
                                and Farm Bureau Agricultural Business Corporation;
                                Director, Multi-Pig Corporation, Western
                                Agricultural Insurance Company, Western Ag
                                Insurance Agency, Inc., Western Farm Bureau Life
                                Insurance Company and American Ag Insurance
                                Company
Craig A. Lang, Vice President   Farmer; Director, Growmark, Inc., Western Farm
  and Director                  Bureau Life Insurance Company, Utah Farm Bureau
                                Insurance Company, Vice President and Director,
                                Farm Bureau Mutual Insurance Company, FBL
                                Insurance Brokerage, Inc. and FBL Financial
                                Services, Inc., Vice President, Universal Assurors
                                Life Insurance Company
</TABLE>
 
- --------------
 * The  principal  business  address  of each  person  listed,  unless otherwise
   indicated, is 5400 University Avenue, West
  Des Moines, Iowa 50266.
** The principal  occupation shown  reflects the  principal employment  of  each
   individual during the past five years.
  Corporate positions may, in some instances, have changed during the period.
 
                                       43
<PAGE>
 
<TABLE>
<CAPTION>
NAME AND POSITION               PRINCIPAL OCCUPATION
  WITH THE COMPANY*             LAST FIVE YEARS**
- ------------------------------  --------------------------------------------------
<S>                             <C>
Richard D. Harris, Senior Vice  Senior Vice President and Secretary- Treasurer,
  President and                 Farm Bureau Mutual Insurance Company, FBL
  Secretary-Treasurer           Insurance Brokerage, Inc., Universal Assurors Life
                                Insurance Company, Utah Farm Bureau Insurance
                                Company, Western Farm Bureau Life Insurance
                                Company, FBL Financial Services, Inc. and FBL
                                Financial Group, Inc.; Senior Vice President and
                                Assistant Secretary- Treasurer, South Dakota Farm
                                Bureau Mutual Insurance Company
Stephen M. Morain, Senior Vice  Senior Vice President and General Counsel, FBL
  President and General         Financial Group, Inc.
  Counsel
Thomas R. Gibson, Chief         Chief Executive Officer, FBL Financial Group, Inc.
  Executive Officer
William J. Oddy, Executive      Chief Operating Officer, FBL Financial Group, Inc.
  Vice President and General
  Manager
Timothy J. Hoffman, Vice        Vice President, Chief Property/Casualty Officer,
  President                     FBL Financial Group, Inc.
Richard D. Warming, Chief       Chief Investment Officer and Assistant Treasurer,
  Investment Officer and        FBL Financial Group, Inc.
  Assistant Treasurer
James W. Noyce, Chief           Chief Financial Officer, FBL Financial Group, Inc.
  Financial Officer
Barbara J. Moore, Vice          Vice President-Property/Casualty Operations, FBL
  President                     Financial Group, Inc.
JoAnn W. Rumelhart, Vice        Vice President-Life Operations, FBL Financial
  President-Life Operations     Group, Inc.
Monte R. Roumpf, Vice           Vice President-Corporate Administration, FBL
  President                     Financial Group, Inc.
Lynn E. Wilson, Vice            Vice President-Life Sales, FBL Financial Group,
  President-                    Inc.
  Life Sales
F. Walter Tomenga, Vice         Vice President-Corporate Affairs and Marketing
  President                     Services, FBL Financial Group, Inc.
Robert L. Tatge, Vice           Vice President-Property/Casualty Operations, FBL
  President                     Financial Group, Inc.
Lou Ann Sandburg, Vice          Vice President, Investments, FBL Financial Group,
  President, Investments        Inc.
Thomas E. Burlingame, Vice      Vice President-Associate General Counsel, FBL
  President-Associate General   Financial Group, Inc.
  Counsel
Kathryn Coleson Horner,         Accounting Vice President, FBL Financial Group,
  Accounting Vice President     Inc.
</TABLE>
 
- --------------
 * The  principal  business  address  of each  person  listed,  unless otherwise
   indicated, is 5400 University Avenue, West
  Des Moines, Iowa 50266.
** The principal  occupation shown  reflects the  principal employment  of  each
   individual during the past five years.
  Corporate positions may, in some instances, have changed during the period.
 
                                       44
<PAGE>
 
<TABLE>
<CAPTION>
NAME AND POSITION               PRINCIPAL OCCUPATION
  WITH THE COMPANY*             LAST FIVE YEARS**
- ------------------------------  --------------------------------------------------
<S>                             <C>
Dennis M. Marker, Investment    Investment Vice President, Administration, FBL
  Vice President,               Financial Group, Inc.
  Administration
Paul Grinvalds, Financial       Financial Planning Vice President, Appointed
  Planning Vice President       Actuary, FBL Financial Group, Inc.
James P. Brannen, Tax and       Tax and Investment Accounting Vice President, FBL
  Investment Accounting Vice    Financial Group, Inc.
  President
Ronald J. Palmer, Agency        Agency Services Vice President, FBL Financial
  Services Vice President       Group, Inc.
Christopher G. Daniels, Life    Life Product Development and Pricing Vice
  Product Development and       President, FBL Financial Group, Inc.
  Pricing Vice President
James M. Mincks, Human          Human Resources Vice President, FBL Financial
  Resources Vice President      Group, Inc.
Kermit J. Larson, Agency Vice   Agency Vice President, Farm Bureau Life Insurance
  President                     Company
Larry W. Riley, Agency Vice     Agency Vice President, Farm Bureau Life Insurance
  President                     Company
John F. Mottet, Agency Vice     Agency Vice President, Farm Bureau Life Insurance
  President                     Company
Richard J. January, Senior      Senior Agency Vice President, Farm Bureau Life
  Agency Vice President         Insurance Company
Cyrus S. Winters, Senior        Senior Agency Vice President, Farm Bureau Life
  Agency Vice President         Insurance Company
Michael J. Tousley, Senior      Senior Agency Vice President, Farm Bureau Life
  Agency Vice President         Insurance Company
Ronnie G. Lee, Agency Vice      Agency Vice President, Farm Bureau Life Insurance
  President                     Company
</TABLE>
 
- --------------
 * The  principal  business  address  of each  person  listed,  unless otherwise
   indicated, is 5400 University Avenue, West
  Des Moines, Iowa 50266.
** The principal  occupation shown  reflects the  principal employment  of  each
   individual during the past five years.
  Corporate positions may, in some instances, have changed during the period.
 
                                       45
<PAGE>
- --------------------------------------------------------------------------------
LEGAL MATTERS
                       Sutherland,  Asbill & Brennan LLP of Washington, D.C. has
                       provided advice  on  certain legal  matters  relating  to
                       federal securities laws applicable to the issuance of the
                       flexible premium variable life insurance policy described
                       in this Prospectus. All matters of Iowa law pertaining to
                       the  Policy, including the validity of the Policy and the
                       Company's right to issue the Policy under Iowa  Insurance
                       Law,  have been passed upon  by Stephen M. Morain, Senior
                       Vice President and General Counsel of the Company.
- --------------------------------------------------------------------------------
LEGAL PROCEEDINGS
                       There are  no legal  proceedings  to which  the  Variable
                       Account is a party or to which the assets of the Variable
                       Account  are subject. The Company  is not involved in any
                       litigation that is of material importance in relation  to
                       its total assets or that relates to the Variable Account.
- --------------------------------------------------------------------------------
EXPERTS
                       The  financial statements of the  Company at December 31,
                       1997 and 1996  and for  each of  the three  years in  the
                       period  ended December  31, 1997,  appearing herein, have
                       been audited by Ernst & Young LLP, independent  auditors,
                       as set forth in their respective report thereon appearing
                       elsewhere  herein and are included  in reliance upon such
                       report given upon the authority of such firms as  experts
                       in accounting and auditing.
                       Actuarial  matters included in  this Prospectus have been
                       examined by  Christopher  G.  Daniels,  FSA,  MAAA,  Life
                       Product Development and Pricing Vice President, as stated
                       in  the opinion filed  as an exhibit  to the registration
                       statement.
 
                       [Financial statements to be provided by amendment .]
- --------------------------------------------------------------------------------
OTHER INFORMATION
                       A  registration  statement  has   been  filed  with   the
                       Securities  and Exchange Commission  under the Securities
                       Act of  1933,  as amended,  with  respect to  the  Policy
                       offered  hereby. This Prospectus does not contain all the
                       information set forth in  the registration statement  and
                       the   amendments   and  exhibits   to   the  registration
                       statement, to all of which reference is made for  further
                       information  concerning the Variable Account, the Company
                       and the Policy  offered hereby.  Statements contained  in
                       this  Prospectus  as to  the contents  of the  Policy and
                       other legal  instruments are  summaries. For  a  complete
                       statement of the terms thereof, reference is made to such
                       instruments as filed.
- --------------------------------------------------------------------------------
                   FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
                       The   consolidated  balance  sheets  of  the  Company  at
                       December 31, 1997 and  1996 and the related  consolidated
                       statements of income, changes in stockholders' equity and
                       cash  flows for  each of  the three  years in  the period
                       ended December  31,  1997, appearing  herein,  have  been
                       audited  by Ernst  & Young LLP,  independent auditors, as
                       set forth  in their  report thereon  appearing  elsewhere
                       herein.
                       It is anticipated that the Variable Account will commence
                       operations  in 1998; accordingly, no financial statements
                       currently exist for the variable account.
 
                       [Financial statements to be provided by amendment .]
 
                                       46
<PAGE>
- --------------------------------------------------------------------------------
                   APPENDIX A
- --------------------------------------------------------------------------------
ILLUSTRATIONS OF
DEATH BENEFITS AND
ACCUMULATED VALUES
                       The  following tables illustrate  how the death benefits,
                       Accumulated Values and Surrender  Values of a Policy  may
                       vary  over an  extended period  of time  at certain ages,
                       assuming hypothetical  gross rates  of investment  return
                       for  the Investment Options  equivalent to constant gross
                       annual rates of 0%, 6% and 12%. The hypothetical rates of
                       investment return are for  purposes of illustration  only
                       and  should  not be  deemed a  representation of  past or
                       future rates of investment return. Actual rates of return
                       for a  particular Policy  may be  more or  less than  the
                       hypothetical  investment rates of  return and will depend
                       on  a  number   of  factors   including  the   investment
                       allocations  made by a Policyowner. Also, values would be
                       different from those shown if the gross annual investment
                       returns averaged 0%, 6%  and 12% over  a period of  years
                       but   fluctuated  above  and  below  those  averages  for
                       individual Policy Years.
                       The amounts shown are as of the end of each Policy  Year.
                       The  tables  assume  that the  assets  in  the Investment
                       Options are subject to an annual expense ratio of    % of
                       the average daily net  assets. This annual expense  ratio
                       is  based on the average of the expense ratios of each of
                       the Investment Options available under the Policy for the
                       last fiscal year  and take into  account current  expense
                       reimbursement arrangements. The fees and expenses of each
                       Investment  Option vary, and  in 1997 the  total fees and
                       expenses ranged from an annual rate of    % to an  annual
                       rate of    % of average daily net assets. For information
                       on  Investment Option expenses,  see the prospectuses for
                       the Investment Options.
 
                       The tables  reflect  deduction  of  the  premium  expense
                       charge, the monthly Policy expense charge, the first-year
                       monthly  administrative  charge,  the  first-year monthly
                       expense  charge,  the  daily  charge  for  the  Company's
                       assumption  of mortality  and expense risks,  and cost of
                       insurance  charges  for  the  hypothetical  Insured.  The
                       current charges and the higher guaranteed maximum charges
                       the  Company may charge are  reflected in separate tables
                       on each of the following pages.
 
                       Applying the current charges and the average  Investments
                       Option  fees and expenses of     % of average net assets,
                       the gross annual rates of investment return of 0%, 6% and
                       12% would produce  net annual rates  of return of      %,
                          % and    %, respectively, during the six Policy Years,
                       and    %,    % and    %, respectively, after that.
 
                       The  hypothetical  values  shown  in  the  tables  do not
                       reflect any charges for federal income taxes against  the
                       Variable  Account  since  the  Company  is  not currently
                       making such charges. However, such charges may be made in
                       the  future  and,  in   that  event,  the  gross   annual
                       investment  rate of return would have to exceed 0%, 6% or
                       12% by an amount sufficient to cover tax charges in order
                       to produce  the  death benefits  and  Accumulated  Values
                       illustrated.  (See "FEDERAL TAX  MATTERS--Taxation of the
                       Company.")
 
                       The tables illustrate the Policy values that would result
                       based upon the hypothetical investment rates of return if
                       premiums are paid as indicated,  if all Net Premiums  are
                       allocated  to the Variable Account and if no Policy Loans
                       have  been  made.  The  tables  are  also  based  on  the
                       assumptions  that  the Policyowner  has not  requested an
                       increase or  decrease in  Specified Amount,  and that  no
                       partial withdrawals or transfers have been made.
 
                       For comparative purposes, the second column of each table
                       shows  the amount to which  the premiums would accumulate
                       if an amount  equal to  those premiums  were invested  to
                       earn interest at 5% compounded annually.
 
                                              *    *    *
 
                       Upon  request,  the  Company  will  provide  a comparable
                       illustration based upon the  proposed insured's age,  sex
                       and  premium  class,  the  Specified  Amount  or  premium
                       requested,  and   the  proposed   frequency  of   premium
                       payments.
 
                       [Additional  Investment Options  and Illustrations  to be
                       provided by amendment.]
 
                                      A-1
<PAGE>
- --------------------------------------------------------------------------------
                   APPENDIX B
- --------------------------------------------------------------------------------
DEATH BENEFIT OPTIONS
                        OPTION  A EXAMPLE. For purposes  of this example, assume
                        that the Insured's Attained Age is between 0 and 40  and
                       that there is no outstanding Policy Debt. Under Option A,
                       a   Policy  with  a  Specified  Amount  of  $50,000  will
                       generally  provide  a  death  benefit  of  $50,000   plus
                       Accumulated  Value. Thus,  for example,  a Policy  with a
                       Accumulated Value of $5,000 will have a death benefit  of
                       $55,000  ($50,000  +  $5,000);  a  Accumulated  Value  of
                       $10,000 will provide a death benefit of $60,000  ($50,000
                       +  $10,000). The death benefit, however, must be at least
                       2.50 multiplied by the Accumulated Value. As a result, if
                       the Accumulated Value of the Policy exceeds $33,333,  the
                       death  benefit will be greater  than the Specified Amount
                       plus  Accumulated  Value.   Each  additional  dollar   of
                       Accumulated  Value above $33,333  will increase the death
                       benefit by $2.50.  A Policy  with a  Specified Amount  of
                       $50,000 and a Accumulated Value of $40,000 will provide a
                       death benefit of $100,000 ($40,000 x 2.50); a Accumulated
                       Value of $60,000 will provide a death benefit of $150,000
                       ($60,000 x 2.50).
                       Similarly,  any time  Accumulated Value  exceeds $33,333,
                       each dollar taken  out of Accumulated  Value will  reduce
                       the   death  benefit  by  $2.50.  If,  for  example,  the
                       Accumulated Value  is  reduced from  $40,000  to  $35,000
                       because  of  partial  withdrawals,  charges,  or negative
                       investment performance, the death benefit will be reduced
                       from $100,000  to  $87,500.  If  at  any  time,  however,
                       Accumulated  Value  multiplied  by  the  specified amount
                       factor  is  less  than  the  Specified  Amount  plus  the
                       Accumulated  Value, then  the death  benefit will  be the
                       current Specified Amount  plus Accumulated  Value of  the
                       Policy.
 
                       The   specified  amount  factor   becomes  lower  as  the
                       Insured's Attained Age increases. If the Attained Age  of
                       the  Insured in the  example above were,  for example, 50
                       (rather than under 40), the specified amount factor would
                       be 1.85. The amount of the death benefit would be the sum
                       of  the  Accumulated  Value   plus  $50,000  unless   the
                       Accumulated Value exceeded $58,824 (rather than $33,333),
                       and   each  dollar  then  added  to  or  taken  from  the
                       Accumulated Value would change the death benefit by $1.85
                       (rather than $2.50).
 
                        OPTION B EXAMPLE. For  purposes of this example,  assume
                        that  the Insured's Attained Age is between 0 and 40 and
                       that there is no outstanding Policy Debt. Under Option B,
                       a Policy with a  $50,000 Specified Amount will  generally
                       pay $50,000 in death benefits. However, because the death
                       benefit  must  be  equal  to  or  be  greater  than  2.50
                       multiplied  by  the  Accumulated  Value,  any  time   the
                       Accumulated  Value  of  the Policy  exceeds  $20,000, the
                       death benefit will exceed  the $50,000 Specified  Amount.
                       Each  additional dollar added  to Accumulated Value above
                       $20,000 will  increase  the  death benefit  by  $2.50.  A
                       Policy  with a $50,000 Specified Amount and a Accumulated
                       Value of $30,000 will  provide death proceeds of  $75,000
                       ($30,000  x 2.50);  a Accumulated  Value of  $40,000 will
                       provide a death benefit of  $100,000 ($40,000 x 2.50);  a
                       Accumulated Value of $50,000 will provide a death benefit
                       of $125,000 ($50,000 x 2.50).
 
                       Similarly,  so long as Accumulated Value exceeds $20,000,
                       each dollar taken  out of Accumulated  Value will  reduce
                       the   death  benefit  by  $2.50.  If,  for  example,  the
                       Accumulated Value  is  reduced from  $25,000  to  $20,000
                       because  of  partial  withdrawals,  charges,  or negative
                       investment performance, the death benefit will be reduced
                       from $62,500 to  $50,000. If  at any  time, however,  the
                       Accumulated  Value  multiplied  by  the  specified amount
                       factor is  less  than  the Specified  Amount,  the  death
                       benefit  will equal  the current Specified  Amount of the
                       Policy.
 
                       The  specified  amount  factor   becomes  lower  as   the
                       Insured's  Attained Age increases. If the Attained Age of
                       the Insured in  the example above  were, for example,  50
                       (rather  than  between 0  and  40), the  specified amount
                       factor would be 1.85. The death proceeds would not exceed
                       the $50,000 Specified Amount unless the Accumulated Value
                       exceeded approximately $27,028 (rather than $20,000), and
                       each dollar then added to  or taken from the  Accumulated
                       Value  would change the life  insurance proceeds by $1.85
                       (rather than $2.50).
 
                                      B-1
<PAGE>
 
<TABLE>
<CAPTION>
            SPECIFIED AMOUNT FACTOR TABLE
- -----------------------------------------------------
      ATTAINED AGE          SPECIFIED AMOUNT FACTOR
- ------------------------  ---------------------------
<S>                       <C>
    40 or younger                    2.50
    41                               2.43
    42                               2.36
    43                               2.29
    44                               2.22
    45                               2.15
    46                               2.09
    47                               2.03
    48                               1.97
    49                               1.91
    50                               1.85
    51                               1.78
    52                               1.71
    53                               1.64
    54                               1.57
    55                               1.50
    56                               1.46
    57                               1.42
    58                               1.38
    59                               1.34
    60                               1.30
    61                               1.28
    62                               1.26
    63                               1.24
    64                               1.22
    65                               1.20
    66                               1.19
    67                               1.18
    68                               1.17
    69                               1.16
    70                               1.15
    71                               1.13
    72                               1.11
    73                               1.09
    74                               1.07
    75 to 90                         1.05
    91                               1.04
    92                               1.03
    93                               1.02
    94 to 114                        1.01
    115                              1.00
</TABLE>
 
                                      B-2
<PAGE>
   [LOGO]
                                     FARM BUREAU LIFE INSURANCE COMPANY
                                     5400 UNIVERSITY AVENUE
 
   [LOGO]
                                     WEST DES MOINES, IOWA 50266
 
                    737-   (   )
<PAGE>
                                    PART II
                          UNDERTAKING TO FILE REPORTS
Subject  to the terms and conditions of Section 15(d) of the Securities Exchange
Act of  1934, the  undersigned Registrant  hereby undertakes  to file  with  the
Securities  and Exchange Commission such supplementary and periodic information,
documents and reports  as may be  prescribed by  any rule or  regulation of  the
Commission heretofore, or hereafter duly adopted pursuant to authority conferred
in that section.
                              RULE 484 UNDERTAKING
Article  XII of  the Company's By-Laws  provides for the  indemnification by the
Company of any person who is a party or who is threatened to be made a party  to
any  threatened, pending or completed action, suit or proceeding, whether civil,
criminal, administrative or  investigative (other than  an action by  or in  the
right  of the Company)  by reason of  the fact that  he is or  was a director or
officer of the Company, or is or was serving at the request of the Company as  a
director,  officer, employee or agent of another corporation, partnership, joint
venture, trust  or enterprise,  against  expenses (including  attorneys'  fees),
judgments, fines and amounts paid in settlement actually and reasonably incurred
by  him in connection with such action, suit  or proceeding, if he acted in good
faith and in a manner he reasonably believed to be in or not opposed to the best
interests  of  the  Company,  and,  with  respect  to  any  criminal  action  or
proceeding, had no reasonable cause to believe his conduct was unlawful. Article
XII  also provides for the indemnification by  the Company of any person who was
or is a party or is threatened to be made a party to any threatened, pending  or
completed action or suit by or in the right of the Company to procure a judgment
in  its factor by reason of the fact that  he is or was a director or officer of
the Company, or is or was serving at  the request of the Company as a  director,
offer,  employee or  agent of  another corporation,  partnership, joint venture,
trust  or  another  enterprise  against  expenses  (including  attorneys'  fees)
actually  and  reasonably incurred  by  him in  connection  with the  defense or
settlement of such action or suit 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
Company, except that no  indemnification will be made  in respect of any  claim,
issue  or matter as to  which such person shall have  been adjudged to be liable
for negligence  or misconduct  in the  performance of  his duty  to the  Company
unless  and only to the extent  that the court in which  such action or suit was
brought determines upon application that, despite the adjudication of  liability
but  in  view  of all  circumstances  of the  case,  such person  is  fairly and
reasonable entitled to indemnity for such  expenses which such court shall  deem
proper.
 
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.
                REPRESENTATIONS PURSUANT TO SECTION 26(E)(2)(A)
The  Company  represents  that the  aggregate  charges under  the  Contracts are
reasonable in relation to the services rendered, the expenses to be incurred and
the risks assumed by the Company.
 
                                      II-1
<PAGE>
                       CONTENTS OF REGISTRATION STATEMENT
This Registration Statement comprises the following papers and documents:
 
The facing sheet.
 
A reconciliation and  tie-in of  information shown  in the  Prospectus with  the
  items of Form N-8B-2.
 
The Prospectus consisting of    pages.
 
The undertaking to file reports.
 
The undertaking pursuant to Rule 484.
 
Representations pursuant to Section 26(a)(2)(A).
 
The signatures.
 
Written consents of the following persons:
  Wendy L. Carlson
    Messrs. Sutherland, Asbill & Brennan, LLP
    Ernst & Young LLP, Independent Auditors
    Christopher G. Daniels, FSA, MSAA, Consulting Actuary
 
The following exhibits:
 
<TABLE>
<S>        <C>        <C>
1.A.       1. *       Certified Resolution of the Board of Directors of the Company
                        establishing the Variable Account.
           2.         None.
           3.         (a) Form of Principal Underwriting Agreement
                      (b)(I) Forms of Career Agent's Contract.
                      (ii) Forms of Financed Career Agent's Contract.
                      (c) Commission schedules. (See Exhibits 3(b)(I) and 3(b)(ii)
                        above.)
           4.         None.
           5. *       (a) Form of Policy
                      (b) State variation of Form of Policy.
                      (c) Form of Application.
           6. *       (a) Articles of Incorporation of the Company.
           *          (b) By-Laws of the Company.
           7.         None.
           8.         None.
           9.         Form of Participation Agreement.
           10.        Form of Application (see Exhibit 1.A.(5)(c) above.)
2.         * Opinion and Consent of Wendy L. Carlson
3.         None.
4.         Not applicable.
5.         Not applicable.
6.         *Opinion and Consent of Christopher G. Daniels, FSA, MSAA, Consulting
             Actuary.
7.         (a) Consent of Ernst & Young LLP.
           *(b) Consent of Messrs. Sutherland, Asbill & Brennan, L.L.P.
8.         Memorandum describing the Company's conversion procedure (included in
             Exhibit 9 hereto).
9.         Memorandum describing the Company's issuance, transfer and redemption
             procedures for the Policy.
10.        *Powers of Attorney
</TABLE>
 
- ------------------------
 
*   Attached as an exhibit.
 
    [Remaining exhibits to be filed by amendment.]
 
                                      II-2
<PAGE>

                                   SIGNATURES


Pursuant to the requirements of the Securities Act of 1933, the registrant, 
Farm Bureau Life Variable Account II, has duly caused this registration 
statement to be signed on its behalf by the undersigned thereunto duly 
authorized in the City of West Des Moines, State of Iowa, on the 6th day of 
January, 1998.


                                         Farm Bureau Life Insurance Company 
                                         Farm Bureau Life Variable Account II


                                         By:  /s/ Edward M. Wiederstein
                                              -----------------------------
                                              Edward M. Wiederstein
                                              President
                                              Farm Bureau Life Insurance 
                                                Company 


                                         Attest:
                                              Richard D. Harris
                                              Senior Vice President & 
                                              Secretary State Treasurer
                                              Farm Bureau Life Insurance 
                                                Company

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


Signature                    Title                          Date
- ---------                    -----                          ----


/s/ Edward M. Wiederstein    
- -------------------------                                   January 6, 1998
Edward M. Wiederstein        President and Director 
                             [Principal Executive   
                              Officer]              


/s/ Richard D. Harris
- -------------------------                                   January 6, 1998
Richard D. Harris            Senior Vice President
                             Secretary Treasurer
                             [Principal Accounting Officer]


/s/ James W. Noyce
- -------------------------                                   January 6, 1998
James W. Noyce               Chief Financial Officer
                             [Principal Accounting Officer]

/s/ Craig A. Lang 
- -------------------------                                   January 6, 1998
Craig A. Lang                Vice President and Director


<PAGE>

- -------------------------                                   January 6, 1998
Kenneth R. Ashby             Director

/s/ Al Christopherson            
- -------------------------                                   January 6, 1998
Al Christopherson            Director

/s/ Ernest A. Glienke            
- -------------------------                                   January 6, 1998
Ernest A. Glienke            Director

/s/ Philip A. Hemesath           
- -------------------------                                   January 6, 1998
Philip A. Hemesath           Director

/s/ Craig D. Hill                
- -------------------------                                   January 6, 1998
Craig D. Hill                Director

/s/ Daniel L. Johnson            
- -------------------------                                   January 6, 1998
Daniel L. Johnson            Director


- -------------------------                                   January 6, 1998
Richard G. Kjerstad          Director

/s/ Lindsey D. Larson            
- -------------------------                                   January 6, 1998
Lindsey D. Larson            Director

/s/ David R. Machacek            
- -------------------------                                   January 6, 1998
David R. Machacek            Director

/s/ Donald O. Narigon            
- -------------------------                                   January 6, 1998
Donald O. Narigon            Director


- -------------------------                                   January 6, 1998
Bryce P. Neidig              Director

/s/ Charles E. Norris            
- -------------------------                                   January 6, 1998
Charles E. Norris            Director


- -------------------------                                   January 6, 1998
Keith R. Olsen               Director


- -------------------------                                   January 6, 1998
Bennett M. Osmonson          Director



<PAGE>

- -------------------------                                   January 6, 1998
Howard D. Poulson            Director

/s/ Sally A. Puttmann            
- -------------------------                                   January 6, 1998
Sally A. Puttmann            Director

/s/ Beverly L. Schnepel          
- -------------------------                                   January 6, 1998
Beverly L. Schnepel          Director


- -------------------------                                   January 6, 1998
F. Gary Steiner              Director


                                   SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, Farm Bureau Life 
Variable Account II, has duly caused this registration statement to be signed 
on its behalf by the undersigned thereunto duly authorized in the City of West 
Des Moines, State of Iowa, on the 6th day of January, 1998.


                                         Farm Bureau Life Variable Account II
                                         (Registrant)


                                    By:  Farm Bureau Life Insurance Company 
                                         (Depositor)



                                    By:  /s/ Edward M. Wiederstein
                                         ------------------------------------
                                         Edward M. Wiederstein
                                         President 
                                         Farm Bureau Life Insurance Company

* By /s/ Stephen M. Morain   Attorney-In-Fact, pursuant to Power of Attorney.
         -----------------
         Stephen M. Morain




<PAGE>

                                RESOLUTIONS ADOPTED BY
                              THE BOARD OF DIRECTORS OF
                          FARM BUREAU LIFE INSURANCE COMPANY
                                   January 6, 1998


RESOLVED, that the Board of Directors of Farm Bureau Life Insurance Company (the
"Company"), hereby establishes a separate account, pursuant to the provisions of
Section 508A.1 of the Insurance Laws of the State of Iowa, designated Farm
Bureau  Life Variable Account II (hereinafter the "Variable Account"), for the
following use and purposes, and subject to such conditions as hereinafter set
forth; and

FURTHER RESOLVED, that the Variable Account is established for the purpose of
providing for the issuance by the Company of certain variable life insurance
policies (the "Policies"), and shall constitute a funding medium to support
reserves under such Policies issued by the Company; and

FURTHER RESOLVED, that the income, gains and losses, realized or unrealized,
from assets allocated to the Variable Account shall be credited to or charged
against the Variable Account, without regard to other income, gains or losses of
the Company; and

FURTHER RESOLVED, that the assets of the Variable Account equal to the reserves
and other liabilities under the Policies and any other variable life insurance
policies issued through the Variable Account may not be charged with liabilities
arising out of any other business the Company may conduct; and

FURTHER RESOLVED, that the Variable Account shall be divided into investment
subaccounts (the "Subaccounts"), each of which shall invest in the shares of a
mutual fund portfolio, and net premiums under the Policies shall be allocated
among the Subaccounts in accordance with instructions received from owners of
the Policies; and

FURTHER RESOLVED, that the Executive Committee be, and hereby is, authorized 
to add or remove any Subaccount of the Variable Account or add or remove any 
mutual fund portfolio as may hereafter be deemed necessary or appropriate; and

FURTHER RESOLVED, that the income, gains and losses, realized or unrealized,
from assets allocated to each Subaccount of the Variable Account shall be
credited to or charged against such Subaccount of the Variable Account, without
regard to other income, gains or losses of any other Subaccount of the Variable
Account; and 


                                          1
<PAGE>

FURTHER RESOLVED, that the Executive Committee be, and it hereby is, 
authorized to invest such amount or amounts of the Company's cash in the 
Variable Account or in any Subaccount thereof or in any mutual fund portfolio 
as may be deemed necessary or appropriate to facilitate the commencement of 
the Variable Account's and/ or the mutual fund portfolio's operations and/or 
to meet any minimum capital requirements under the Investment Company Act of 
1940, as amended (the "1940 Act"); and

FURTHER RESOLVED, that the Chief Executive Officer, Chief Operating Officer, and
Chief Financial Officer (hereafter, the "empowered officers") and each of them,
with full power to act without the others, be, and they hereby are, severally
authorized to transfer cash from time to time from the Company's general account
to the Variable Account, or from the Variable Account to the general account, as
deemed necessary or appropriate and consistent with the terms of the Policies;
and

FURTHER RESOLVED, that the Board of Directors of the Company reserves the right
to change the designation of the Variable Account hereafter to such other
designation as it may deem necessary or appropriate; and

FURTHER RESOLVED, that the empowered officers and each of them, with full 
power to act without the others, with such assistance from the Company's 
independent certified public accountants, legal counsel and independent 
consultants or others as they may require, be, and they hereby are, severally 
authorized and directed to take all action necessary to:  (a) register the 
Variable Account as a unit investment trust under the 1940 Act; (b) register 
the Policies under the Securities Act of 1933 (the "1933 Act"); and (c) take 
all other actions that are necessary in connection with the offering of the 
Policies for sale and the operation of the Variable Account in order to 
comply with the 1940 Act, the 1933 Act, the Securities Exchange Act of 1934 
and other applicable Federal laws, including the filing of any registration 
statements, any undertakings, no-action requests, consents, applications for 
exemptions from the 1940 Act or other applicable federal laws, and any 
amendments to the foregoing as the empowered officers of the Company shall 
deem necessary or appropriate; and

FURTHER RESOLVED, that the empowered officers and each of them, with full power
to act without the others, are severally authorized to prepare, execute and
cause to be filed with the Securities and Exchange Commission on behalf of the
Variable Account, and by the Company as sponsor and depositor, a Notification of
Registration on Form N-8A, a registration statement on Form N-8B-2, and a
registration statement on Form  S-6 registering the Variable Account  under the
1940 Act and registering the Policies under the 1933 Act, and any and all
amendments to the foregoing on behalf of the Variable Account and the Company
and on behalf of and as attorneys-in-fact for the empowered officers and/ or any
other officer of the Company; and

FURTHER RESOLVED, that Stephen M. Morain, Senior Vice President and General
Counsel (and any successor to such position), is duly appointed as agent for
service under any such registration statement, duly authorized to receive
communications and notices from the Securities and Exchange Commission with
respect thereto; and


                                          2
<PAGE>

FURTHER RESOLVED, that the empowered officers and each of them, with full power
to act without the others, are severally authorized on behalf of the Variable
Account and on behalf of the Company to take any and all such action that each
of them may deem necessary or advisable in order to offer and sell the Policies,
including any registrations, filings and qualifications both of the Company, its
officers, agents and employees, and of the Policies, under the insurance and
securities laws of any of the states of the United States of America or other
jurisdictions, and in connection therewith to prepare, execute, deliver and file
all such applications, requests, undertakings, reports, covenants, resolutions,
applications for exemptions, consents to service of process and other papers and
instruments as may be required under such laws, and to take any and all further
action which such officers or legal counsel of the Company may deem necessary or
desirable (including entering into whatever agreements and contracts may be
necessary) in order to maintain such registrations or qualifications for as long
as the officers or legal counsel deem it to be in the best interests of the
Variable Account and the Company; and

FURTHER RESOLVED, that the empowered officers and each of them, with full power
to act without the others, be, and they hereby are, severally authorized in the
names and on behalf of the Variable Account and the Company:  (a) to execute and
file irrevocable written consents on the part of the Variable Account and of the
Company to be used in such states wherein such consents to service of process
may be required under the insurance or securities laws therein in connection
with the registration or qualification of the Policies; and (b) to appoint the
appropriate state official, or such other person as may be allowed by insurance
or securities laws, agent of the Variable Account and of the Company for the
purpose of receiving and accepting process; and

FURTHER RESOLVED, that the empowered officers and each of them, with full power
to act without the others, be, and hereby are, severally authorized to establish
procedures under which the Company will provide voting rights for owners of the
Policies with respect to securities owned by the Variable Account; and

FURTHER RESOLVED, that the empowered officers and each of them, with full power
to act without the others, are hereby severally authorized to execute such
agreement or agreements as deemed necessary and appropriate (a) with a qualified
entity under which such entity will be appointed principal underwriter and
distributor for the Policies, (b) with one or more qualified entities to provide
administrative services in connection with the establishment and maintenance


                                          3
<PAGE>

of the Variable Account and the administration of the Policies, and (c) with the
designated mutual fund portfolios and/ or the principal underwriter and
distributor of such mutual fund portfolios for the purchase and redemption of
portfolio shares; and

FURTHER RESOLVED, that the empowered officers and each of them, with full power
to act without the others, are hereby severally authorized to execute and
deliver such agreements and other documents and do such acts and things as each
of them may deem necessary or desirable to carry out the foregoing resolutions
and the intent and purposes thereof.

FURTHER RESOLVED, that the Company hereby adopts and establishes the following
Standards of Suitability for its officers, employees, and agents with respect to
the suitability of the Policies for applicants:

     1.   No recommendation shall be made to an applicant to purchase a Policy,
          and no Policy shall be issued, in the absence of reasonable grounds to
          believe that the purchase of the Policy is suitable for the applicant
          on the basis of information furnished after reasonable inquiry of the
          applicant concerning the applicant's insurance and investment
          objectives, financial situation and needs, and any other information
          known to the Company or to the agent making the recommendation;

     2.   A good faith, reasonable inquiry shall be made as to the facts and
          circumstances concerning a prospective Policy owner's insurance and
          financial needs and no recommendation shall be made that the
          prospective Policy owner purchase a Policy when such a purchase is not
          reasonable consistent with the information that is known or reasonably
          should be known to the Company or its agents.  In making such
          recommendation, factors which may be considered are:  age, earnings,
          marital status, number and age of dependents, the value of savings or
          other assets, and current life insurance program.

Additionally, the Company's agents, as registered representatives, will be
subject to supervision by a registered broker-dealer with respect to suitability
and other sales practices under the NASD Conduct Rules of NASD Regulation, Inc;
and

FURTHER RESOLVED, that the Company hereby adopts and establishes the following
Standards of Conduct for itself and its officers, directors, and employees
(each, an "Employee) with respect to the purchase or sale of investments of the
Variable Account:

     No Employee shall:

     1.   Employ any device, scheme or artifice to defraud the Variable Account
          or the owners of the Policies;

     2.   Make any untrue statement of a material fact with respect to the
          investments of the Variable Account or omit to state a material fact
          necessary in order to make


                                          4
<PAGE>
     
          the statements made, in light of the circumstances in which they were
          made, not misleading;

     3.   Engage in any act, practice or course of business that operates or
          would operate as a fraud or deceit upon the Variable Account or the
          owners of the Policies;

     4.   Engage in any manipulative practice with respect to the Variable
          Account or the owners of the Policies;

     5.   Sell to, or purchase from the Variable Account any securities or other
          property, except as permitted under applicable laws, rules,
          regulations, order, or other interpretation of any government, agency,
          or self-regulatory organization.

     6.   Purchase or allow to be purchased for the Variable Account any
          securities of which the Company or an affiliated company is the
          issuer, except as permitted under applicable laws, rules, regulations,
          order, or other interpretation of any government, agency, or
          self-regulatory organization.

     7.   Accept any compensation other than regular salary or wages from the
          Company or an affiliated company for the sale or purchase of
          investment securities to or from the Variable Account except as
          permitted under applicable laws, rules, regulations, orders, or other
          interpretations of any government, agency or self-regulatory
          organization;

     8.   Engage in any joint transaction, participation or common undertaking
          whereby the Company or an affiliated company participates with the
          Variable Account in any transaction in which the Company or an
          affiliated company obtains an advantage in the price or quality of 
          the item purchased, the service received or in the cost of such 
          service, and the Variable Account or the owners of the Policies are
          disadvantaged in any of these respects by the same transaction; or 

     9.   Borrow money or securities from the Variable Account other than under
          a Policy loan provision.

FURTHER RESOLVED, that the Company shall require any third party providing
administrative services to the Variable Account to adopt Standards of Conduct
encompassing the standards set forth above.


                                          5

<PAGE>

NON-PARTICIPATING
FLEXIBLE PREMIUM VARIABLE
LIFE INSURANCE POLICY

DEATH PROCEEDS PAYABLE AT THE INSURED'S DEATH PRIOR TO THE MATURITY DATE.
FLEXIBLE PREMIUMS PAYABLE FOR THE INSURED'S LIFE OR UNTIL THE MATURITY DATE. THE
AMOUNT OF THE DEATH BENEFIT OR THE DURATION OF THE DEATH BENEFIT MAY VARY UNDER
THE CONDITIONS DESCRIBED IN THE DEATH BENEFIT PROVISIONS. THE CASH VALUE IN THE
VARIABLE ACCOUNT IS BASED ON THE INVESTMENT EXPERIENCE OF THAT ACCOUNT AND MAY
INCREASE OR DECREASE DAILY. IT IS NOT GUARANTEED AS TO DOLLAR AMOUNT. THE
VARIABLE FEATURES OF THIS POLICY ARE DESCRIBED ON PAGES 13 THROUGH 15.

Farm Bureau Life Insurance Company will pay the benefits of this policy subject
to all of its terms.

RIGHT TO EXAMINE POLICY

The owner may cancel this policy by delivering or mailing a written notice or
sending a telegram or fax to the agent through whom it was purchased or the Farm
Bureau Life Insurance Company, 5400 University Avenue, West Des Moines, Iowa
50266-5997 and by returning the policy or contract before midnight of the
twentieth day after the date you receive the policy. Notice given by mail and
return of the policy or contract by mail are effective on being postmarked,
properly addressed and postage prepaid. Farm Bureau Life will refund within
seven days after it receives notice of cancellation and the returned policy an
amount equal to the greater of the premiums paid or the sum of:

a)   the accumulated value of the policy on the date the policy is received at
     our home office;
b)   any premium expense charges which were deducted from premiums;
c)   monthly deductions made on the policy date and any monthly deduction day;
     and
d)   amounts approximating daily charges against the variable account.

Signed for and on behalf of Farm Bureau Life Insurance Company at its home
office at 5400 University Avenue, West Des Moines, Iowa 50266-5997, effective as
of the date of issue of this policy.


/s/ Edward M. Wiederstein               /s/ Richard D. Harris
                         President                           Secretary


Farm Bureau Life Insurance Company
5400 University Avenue
West Des Moines, Iowa 50266-5997

[LOGO]


<PAGE>

This policy is a legal contract between the owner and Farm Bureau Life Insurance
Company.

READ YOUR POLICY CAREFULLY

INDEX OF MAJOR POLICY PROVISIONS

POLICY DATA  . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    Page 3
Insured; Insuring Age; Sex; Policy Number; Policy Date; Owner(s); Date of Issue;
Death Benefit Option; Maturity Date; Specified Amount at Issue; Schedule of
Forms and Premiums; Schedule of Current Charges; Schedule of Current Surrender
Charges.

TABLE OF GUARANTEED MAXIMUM MONTHLY INSURANCE RATES PER $1000. . . . .    Page 6

SPECIFIED AMOUNT FACTORS . . . . . . . . . . . . . . . . . . . . . . .    Page 7

SECTION 1 - DEFINITIONS  . . . . . . . . . . . . . . . . . . . . . . .    Page 8
1.1 You or Your; 1.2 Age; 1.3 Net Accumulated Value; 1.4 Age; 1.5 Attained Age;
1.6 Business Day; 1.7 Declared Interest Option; 1.8 Eligible for Waiver of
Surrender Charge; 1.9 Fund; 1.10 General Account; 1.11 Home Office; 1.12 Monthly
Deduction Day; 1.13 Net Premium; 1.14 Partial Withdrawal Fee; 1.15 Policy
Anniversary; 1.16 Policy Date; 1.17 Policy Year; 1.18 Premium Expense Charge
1.19 Qualified Physician; 1.20 Qualified Nursing Care Center; 1.21 SEC; 1.22
Surrender Charge; 1.23 Surrender Value; 1.24 Net Surrender Value; 1.25 Valuation
Period; 1.26 Variable Account; 1.27 We, Our, Us or the Company.

SECTION 2 - THE CONTRACT . . . . . . . . . . . . . . . . . . . . . . .    Page 9
2.1 Death Proceeds 2.2 Death Benefit Options; 2.3 Contract; 2.4 Modification;
2.5 Incontestable Clause; 2.6 Misstatement of Age or Sex; 2.7 Suicide; 2.8
Return of Policy and Policy Settlement; 2.9 Maturity Proceeds; 2.10 Termination;
2-11 Non-Participation.

SECTION 3 - OWNERSHIP AND BENEFICIARIES. . . . . . . . . . . . . . . .   Page 11
3.1 Ownership; 3.2 Beneficiary; 3.3 Change of Owner or Beneficiary; 3.4
Assignment.

SECTION 4 - PREMIUMS AND REINSTATEMENT . . . . . . . . . . . . . . . .   Page 11
4.1 Premium Payment; 4.2 Payment Frequency; 4.3 Grace Period; 4.4 Reinstatement;
4.5 Unscheduled Premiums; 4.6 Premium Limitations; 4.7 Premium Application; 4.8
Allocation of Premium.

SECTION 5 - POLICY CHANGE. . . . . . . . . . . . . . . . . . . . . . .   Page 12
5.1 Change of Specified Amount; 5.2 Specified Amount Decrease; 5.3 Specified
Amount Increase; 5.4 Change of Death Benefit Option; 5.5 Life Insurance
Qualification.

SECTION 6 - VARIABLE ACCOUNT . . . . . . . . . . . . . . . . . . . . .   Page 13
6.1 Variable Account; 6.2 Subaccounts; 6.3 Fund Portfolios; 6.4 Transfers; 6.5
Special Transfer Privilege.

SECTION 7 - ACCUMULATED VALUE BENEFITS . . . . . . . . . . . . . . . .   Page 15
7.1 Accumulated Value Determination; 7.2 Net Accumulated Value Determination;
7.3 Surrender Value; 7.4 Net Surrender Value; 7.5 Variable Accumulated Value;
7.6 Account Units; 7.7 Unit Value; 7.8 Declared Interest Option Accumulated
Value; 7.9 Declared Interest Option Interest; 7.10 Monthly Deduction; 7.11 Cost
of Insurance; 7.12 Cost of Insurance Rate; 7.13 Basis of Values; 7.14 Surrender;
7.15 Waiver of Surrender Charge; 7.16 Partial Withdrawal; 7.17 Use of Payment
Option; 7.18 Delay of Payment; 7.19 Continuance of Insurance; 7.20 Annual
Report.

SECTION 8 - POLICY LOANS . . . . . . . . . . . . . . . . . . . . . . .   Page 19
8.1 Cash Loan; 8.2 Loan Value; 8.3 Loan Interest; 8.4 Loan Allocation; 8.5 Loan
Repayment.

SECTION 9 - PAYMENT OF PROCEEDS  . . . . . . . . . . . . . . . . . . .   Page 20
9.1 Choice of Options; 9.2 Payment Options; 9.3 Interest and Mortality; 9.4
Requirements; 9.5 Effective Date; 9.6 Death of Payee; 9.7 Withdrawal of
Proceeds; 9.8 Claims of Creditors.

PAYMENT OPTION TABLES  . . . . . . . . . . . . . . . . . . . . . . . .   Page 22

Any additional benefits and endorsements which apply to this policy are listed
on page 3 and are described in the forms which follow page 22 of this policy.


<PAGE>

                                     POLICY DATA

Insured                                     [John Doe]
Insuring Age                                [35]
Sex                                         [Male]
Policy Number                               [23456789]
Policy Date                                 [07-01-1998]
Owner(s)                                    [John Doe]
Date of Issue                               [07-01-1998]
Death Benefit Option                        [Option A]
Maturity Date                               [07-01-2078]
Specified Amount at Issue                   [$1,000,000.00]
Reserve Interest Rate                       [4.00]

         Summary of Current Specified Amount

<TABLE>
<CAPTION>

<S>                <C>                      <C>                 <C>
Description        Specified Amount         Effective Date      Premium Class
[AT ISSUE               $1,000,000.00            07-01-1998          NON-TOBACCO]
                                                                (will show if rated)

                          Schedule of Forms and Premiums
<CAPTION>

<S>                <C>                      <C>                           <C>                 <C>
                                                                                              Current
                                                                          Original            Target
Form No.           Description              Amount or No. of Units        Effective Date      Premium
[434-114(06-98)    Non-Par Flexible         $100,000,000.00               07-01-1998          $XXX.XX]
                   Premium Variable Life
[434-085(06-98)    Living Benefit

</TABLE>


                                        3
<PAGE>
                                    POLICY DATA
                            Schedule of Current Charges

Premium Expense Charge             [7% of each premium up to Target Premium]
                                   [2% of each premium over Target Premium]

Policy Expense Charge              [$5.00 per month]

First Year Administrative Charge   [$5.00 per month, plus
(applies to the first 12 monthly   $0.05 per $1,000 of specified amount]
deductions following issue and
the first 12 months following
any increase in specified amount)

Partial Withdrawal Fee             [$25 per withdrawal]

Transfer Charge                    [$25 per transfer]

Mortality and Expense Risk         [0.0024548% of the variable cash value per
Charge                             day (equivalent to 0.90% per year)]

Monthly Deduction Day              [20th of each month]

Policy Loan Interest Rate          Adjustable Loan Rate (as described
                                   in Section 8.3 of your policy)

                            SCHEDULE OF INVESTMENT OPTIONS

General Account               The general assets of Farm Bureau Life Insurance 
                              Company

Separate Account(s)           [Farm Bureau Life Variable Account II]

Subaccounts                   Fund
     [A Subaccount            Investment Option A
     B Subaccount             Investment Option B
     C Subaccount             Investment Option C
     D Subaccount             Investment Option D
     E Subaccount             Investment Option E
     F Subaccount             Investment Option F
     G Subaccount             Investment Option G
     H Subaccount             Investment Option H
     I Subaccount             Investment Option I
     J Subaccount             Investment Option J
     K Subaccount             Investment Option K
     L Subaccount             Investment Option L
     M Subaccount             Investment Option M
     N Subaccount             Investment Option N
     O Subaccount             Investment Option 0]

Net premiums will be allocated to the subaccounts or the declared interest
option in accordance with the net premium allocation percentages shown in the
application or in the most recent written instructions of the owner. For a full
description of the Separate Account and the designated subaccounts, please refer
to the current prospectus.

                              Form Number 434-114(06-98)
                                Policy Number 12345678


                                          4
<PAGE>

                                     POLICY DATA

                        Schedule of Current Surrender Charges

SURRENDER DATE                                    SURRENDER CHARGE
[January 1, 1998-December 31, 1998                $XXXXX
January 1, 1999-December 31, 1999                 $XXXXX
January 1, 2000-December 31, 2000                 $XXXXX
January 1, 2001-December 21, 2001                 $XXXXX
January 1, 2002-December 21, 2002                 $XXXXX
January 1, 2003-December 21, 2003                 $XXXXX
January 1, 2004-December 21, 2004                 $XXXXX
January 1, 2005-December 21, 2005                 $XXXXX
January 1, 2006 December 21, 2006                 $XXXXX
January 1, 2007-December 21, 2007                 $XXXXX
January 1, 2008-December 21, 2008                 $00.00]


                              Form Number 434-114(06-98)
                                Policy Number 12345678


                                          5
<PAGE>

                                     POLICY DATA
                 TABLE OF GUARANTEED MAXIMUM MONTHLY INSURANCE RATES
                 PER $1,000 FOR TOBACCO AND NON-TOBACCO RATE CLASSES

                         Tobacco                      Non-Tobacco
                         -------                      -----------
   Attained         Male          Female          Male          Female
     Age            Rate           Rate           Rate           Rate
      0                                         0.08584        0.07000
      1                                         0.08584        0.07000
      2                                         0.08251        0.06667
      3                                         0.08084        0.06500
      4                                         0.07751        0.06417

      5                                         0.07334        0.06250
      6                                         0.06917        0.06084
      7                                         0.06500        0.05917
      8                                         0.06250        0.05834
      9                                         0.06167        0.05750

     10                                         0.06250        0.05667
     11                                         0.06750        0.05834
     12                                         0.07667        0.06084
     13                                         0.08917        0.06417
     14                                         0.10334        0.06834

     15                                         0.11335        0.07167
     16                                         0.12335        0.07501
     17                                         0.13085        0.07751
     18           0.18420        0.09251        0.13585        0.08001
     19           0.19004        0.09501        0.13919        0.08251

     20           0.19337        0.09751        0.14002        0.08417
     21           0.19337        0.09918        0.13835        0.08584
     22           0.19004        0.10168        0.13585        0.08667
     23           0.18670        0.10418        0.13252        0.08834
     24           0.18170        0.10668        0.12918        0.09001

     25           0.17586        0.10918        0.12502        0.09168
     26           0.17253        0.11335        0.12252        0.09418
     27           0.17086        0.11668        0.12085        0.09584
     28           0.17086        0.12085        0.12001        0.09834
     29           0.17336        0.12585        0.12001        0.10168

     30           0.17753        0.13168        0.12085        0.10418
     31           0.18337        0.13669        0.12335        0.10751
     32           0.19087        0.14252        0.12668        0.11085
     33           0.20087        0.15002        0.13168        0.11501
     34           0.21255        0.15836        0.13752        0.12001

     35           0.22672        0.16753        0.14419        0.12585
     36           0.24339        0.18170        0.15169        0.13418
     37           0.26424        0.19837        0.16169        0.14419
     38           0.28758        0.21755        0.17253        0.15502
     39           0.31427        0.23839        0.18420        0.16669

     40           0.34512        0.26340        0.19837        0.18087
     41           0.37848        0.29008        0.21338        0.19587
     42           0.41517        0.31677        0.22922        0.21088
     43           0.45521        0.34345        0.24673        0.22588
     44           0.49942        0.37014        0.26590        0.24089

     45           0.54613        0.39849        0.28758        0.25757
     46           0.59452        0.42768        0.31093        0.27508
     47           0.64709        0.45771        0.33595        0.29425

     48           0.70383        0.49024        0.36347        0.31427
     49           0.76559        0.52611        0.39349        0.33678

     50           0.83403        0.56449        0.42768        0.36180
     51           0.91166        0.60537        0.46688        0.38932
     52           0.99933        0.65209        0.51193        0.42101
     53           1.09871        0.70383        0.56365        0.45604
     54           1.20729        0.75641        0.62122        0.49191

     55           1.32342        0.81066        0.68547        0.53028
     56           1.44626        0.86408        0.75557        0.56866
     57           1.57581        0.91417        0.82985        0.60620
     58           1.71209        0.96343        0.91250        0.64375
     59           1.85845        1.01603        1.00518        0.68630

     60           2.02158        1.07866        1.10873        0.73638
     61           2.20569        1.15717        1.22400        0.79814
     62           2.41331        1.25825        1.35684        0.87493
     63           2.64531        1.38107        1.50727        0.96927
     64           2.89921        1.51813        1.67447        1.07532

     65           3.16834        1.66276        1.85761        1.18975
     66           3.45020        1.80994        2.05588        1.30838
     67           3.74229        1.95214        2.26847        1.42954
     68           4.04883        2.09605        2.49957        1.55491
     69           4.38161        2.25256        2.75591        1.69453

     70           4.74911        2.43759        3.04592        1.85845
     71           5.16235        2.67212        3.37720        2.05839
     72           5.62985        2.95957        3.75992        2.30363
     73           6.14841        3.30170        4.19334        2.59756
     74           6.71732        3.69191        4.67004        2.93610

     75           7.32578        4.11856        5.18003        3.31428
     76           7.94851        4.57248        5.71919        3.72382
     77           8.57456        5.04701        6.28340        4.16309
     78           9.20818        5.54895        6.87612        4.63892
     79           9.87149        6.09610        7.51607        5.16656

     80          10.58674        6.70972        8.22375        5.76724
     81          11.37459        7.40696        9.01810        6.45895
     82          12.24906        8.20087        9.91569        7.25729
     83          13.19603        9.11907       10.91280        8.15937
     84          14.18421       10.11631       11.99040        9.15556

     85          15.18033       11.17773       13.12418       10.23537
     86          16.16034       12.29517       14.29994       11.39164
     87          17.16810       13.45788       15.49991       12.62319
     88          18.22020       14.67216       16.71910       13.93142
     89          19.26842       15.93752       17.97489       15.32721

     90          20.32834       17.34402       19.28574       16.82248
     91          21.43307       18.86254       20.68243       18.45266
     92          22.71710       20.55222       22.21791       20.28063
     93          24.36888       22.54368       24.04369       22.43826
     94          26.62992       25.22305       26.50346       25.22305

     95          30.20740       29.24956       30.20740       29.24956
     96          36.35803       35.72205       36.35803       35.72205
     97          47.21180       46.86829       47.21180       46.86829

     98          66.20701       66.09429       66.20701       66.09249
 99-114          90.90909       90.90909       90.90909       90.90909

                                          6
<PAGE>

                                     POLICY DATA
                               SPECIFIED AMOUNT FACTORS

      Attained                  Attained                  Attained
      Age At Date              Age At Date               Age At Date
      of Death      Factor      of Death      Factor      of Death      Factor
        0-40         2.50          59          1.34          78          1.05
         41          2.43          60          1.30          79          1.05
         42          2.36          61          1.28          80          1.05
         43          2.29          62          1.26          81          1.05
         44          2.22          63          1.24          82          1.05
         45          2.15          64          1.22          83          1.05
         46          2.09          65          1.20          84          1.05
         47          2.03          66          1.19          85          1.05
         48          1.97          67          1.18          86          1.05
         49          1.91          68          1.17          87          1.05
         50          1.85          69          1.16          88          1.05
         51          1.78          70          1.15          89          1.05
         52          1.71          71          1.13          90          1.05
         53          1.64          72          1.11          91          1.04
         54          1.57          73          1.09          92          1.03
         55          1.50          74          1.07          93          1.02
         56          1.46          75          1.05          94          1.01
         57          1.42          76          1.05        95-114        1.01
         58          1.38          77          1.05         115          1.00


                                          7

<PAGE>

- --------------------------------------------------------------------------------
SECTION 1 - DEFINITIONS
- --------------------------------------------------------------------------------

1.1 YOU OR YOUR 
means the person whose life is insured.

1.2 ACCUMULATED VALUE 
means the policy's accumulated value which is calculated as: 
a)   the variable accumulated value, which is defined in section 7.5; plus
b)   the declared interest option accumulated value which is defined in 
     section 7.8.

1.3 NET ACCUMULATED VALUE 
means the policy's net accumulated value which is calculated as:
a)   the accumulated value; less 
b)   the amount of any policy loan; less 
c)   any policy loan interest due; plus 
d)   any unearned loan interest.

1.4 AGE 
means age at the last birthday.

1.5 ATTAINED AGE means your age at issue plus the number of policy years 
since the policy date.

1.6 BUSINESS DAY 
means a day when the New York Stock Exchange is open for trading, except for the
day after Thanksgiving, any other designated Company holidays, and any day the
home office is closed because of a weather-related or comparable type of
emergency. Assets are valued at the close of the business day.

1.7 DECLARED INTEREST OPTION 
means an option pursuant to which accumulated value accrues interest at a
guaranteed minimum rate. The declared interest option is supported by the
general account.

1.8 ELIGIBLE FOR WAIVER OF SURRENDER CHARGE 
means the insured: 
a)   is diagnosed by a Qualified Physician as having a terminal illness. A
     terminal illness is any disease or medical condition which the Qualified
     Physician expects will result in death within one year; or
b)   stays in a Qualified Nursing Care Center for 90 days. 

1.9 FUND 
means the investment options shown on the policy data page. The corresponding
funds are registered with the SEC under the Investment Company Act of 1940 as
open-end diversified management investment companies or unit investment trusts.

1.10 GENERAL ACCOUNT
means all our assets other than those allocated to the variable account or any
other separate account. We have complete ownership and control of the assets of
the general account.

1.11 HOME OFFICE
means Farm Bureau Life Insurance Company at 5400 University Avenue, West Des
Moines, Iowa, 50266-5997.

1.12 MONTHLY DEDUCTION DAY 
means the same date in each month as the policy date. The charges for this
policy are deducted on the business day on or next following the monthly
deduction day.

1.13 NET PREMIUM 
means the amount of premium remaining after the premium expense charge has been
deducted. This amount will be allocated among the subaccounts of the variable
account and the declared interest option according to the allocations shown on
the policy data page or the most recent instructions received from the owner.

1.14 PARTIAL WITHDRAWAL FEE
means a fee of $25 that is applied at the time of any partial withdrawal.

1.15 POLICY ANNIVERSARY 
means the same date in each year as the policy date.

1.16 POLICY DATE 
means the policy date shown on the policy data page. This date is used to
determine policy years and any policy anniversaries.

1.17 POLICY YEAR 
means the 12-month period that begins on the policy date or on a policy
anniversary.

1.18 PREMIUM EXPENSE CHARGE
means the premium expense charge shown on the policy data page. This amount may
go up or down, but is guaranteed to never exceed 7 percent.


                                          8
<PAGE>

1.19 QUALIFIED PHYSICIAN:
means a licensed, medical practitioner performing within the scope of his/her
license. Such person must be someone other than you, the insured, or a member of
the immediate family of either you or the insured.

1.20 QUALIFIED NURSING CARE CENTER:
means a long term care center that is licensed to operate according to the laws
of their location. The following are qualified nursing care centers: 
     a)   Skilled Nursing Center - means a center:
           i)  That provides skilled nursing care supervised by a licensed
               physician;
          ii)  That provides 24-hour nursing care by, or supervised by, an
               R.N.; and
         iii)  That keeps daily medical record of each patient.

     b)   Intermediate Care Center - means a center:
           i)  That provides 24-hour nursing care by, or supervised by an R.N.
               or an L.P.N.; and
          II)  That keeps a daily medical record of each patient.

     c)   Hospital - means a center:
           i)  That operates for the care and treatment of sick or injured
               persons as inpatients;
          ii)  That provides 24-hour nursing care by, or supervised by, an R.N.;
         iii)  That is supervised by a staff of licensed physicians; and
          iv)  That has medical, diagnostic, and major surgery capabilities or
               access to such capabilities.

Qualified Nursing Care Center does not include: 
a)   Drug or alcohol treatment centers; 
b)   Home for the aged or mentally ill, community living centers, or places that
     primarily provide domiciliary, residency or retirement care;
c)   Places owned or operated by a member of the annuitant's immediate family.

1.21 SEC 
means the Securities and Exchange Commission, a U.S. government agency.

1.22 SURRENDER CHARGE 
means a fee that is applied at the time of a surrender. The surrender charge
will be the amount shown on the policy data page.

A specified amount increase has its own surrender charge period which begins on
the date of the increase. If a specified amount increase is made, the surrender
charges will be a composite of all charges which apply for each year.

1.23 SURRENDER VALUE 
means the policy's surrender value which is calculated as: 
a)   the accumulated value; minus 
b)   the surrender charge.

1.24 NET SURRENDER VALUE 
means the policy's net surrender value which is calculated as: 
a)   the surrender value; minus 
b)   any policy loan; minus 
c)   any policy loan interest due; plus 
d)   any unearned loan interest.

1.25 VALUATION PERIOD
means the period between the close of business on a business day and the close
of business on the next business day.

1.26 VARIABLE ACCOUNT 
means the Separate Account shown on the policy data page. It is a unit
investment trust registered with the SEC under the Investment Company Act of
1940.

1.27 WE, OUR, US OR THE COMPANY 
means the Farm Bureau Life Insurance Company.

- --------------------------------------------------------------------------------
SECTION 2 - THE CONTRACT
- --------------------------------------------------------------------------------

2.1 DEATH PROCEEDS
We will pay the death proceeds to the beneficiary:
a)   within seven days after receipt by us of due proof of your death;
b)   if the policy is in force on the date of your death; and
c)   subject to the terms and conditions of this policy.

The death proceeds will be the sum of: 
a)   the death benefit; and 
b)   any premiums paid after the date of death; and 
c)   any unearned policy loan interest on the date of death; 
less:
a)   any policy loan; and


                                          9
<PAGE>

b) any policy loan interest due; 
plus any interest credited on this amount from the date of death to the date 
of payment, the rate to be set by us but not less than 3% per year or any 
rate required by law.

2.2 DEATH BENEFIT OPTIONS
The death benefit option in effect for this policy is shown on the policy 
data page and is one of the following:
Option A -- The death benefit will be the greater of a) or b) where:
a)   is the sum of the specified amount shown on the policy data page and the
     accumulated value; and
b)   is the accumulated value multiplied by the specified amount factor from the
     table on the policy data page for your attained age.
Option B -- The death benefit will be the greater of a) or b) where:
a)   is the specified amount shown on the policy data page; and
b)   is the accumulated value multiplied by the specified amount factor from the
     table on the policy data page for your attained age.

All values are determined as of the end of the business day on or next following
the date of death.

2.3 CONTRACT 
This policy is a legal contract. We issue this policy in consideration of the
first premium and the statements in the application. The entire contract
consists of: 
a)   this basic policy; 
b)   any endorsements or additional benefit riders; 
c)   the attached copy of your application; and 
d)   any amendments, supplemental applications or other attached papers.

We rely on statements made in the application for the policy. These statements
in the absence of fraud are deemed representations and not warranties. No
statement will void this policy or be used in defense of a claim unless: 
a)   it is contained in the application; and 
b)   such application is attached to this policy.

2.4 MODIFICATION 
No one can change any part of this policy except the owner and one of our
officers. Both must agree to a change, and it must be in writing. No agent may
change this policy or waive any of its provisions. 

2.5 INCONTESTABLE CLAUSE
We will not contest payment of the death benefit for any reason other than fraud
after this policy has been in force during your lifetime for two years from the
date of issue shown on the policy data page.

Any requested increase in the specified amount will be incontestable only after
such increase has been in force during your lifetime for two years from the
effective date of such increase.

2.6 MISSTATEMENT OF AGE OR SEX
We have the right to correct benefits for misstated age or sex. In such an
event, benefits will be the amount the premium actually paid would have bought
at the correct age or sex.

2.7 SUICIDE 
If, within one year of the policy date, you die by suicide, whether sane or
insane, our liability is limited to the premium paid plus any unearned loan
interest at the date of death, less any policy loan, any loan interest due and
any partial withdrawals.

Any increase in death benefits resulting from a requested increase in specified
amount will not be paid if the insured dies by suicide, while sane or insane,
within one year of the date of such increase. Instead, we will return to the
owner an amount equal to the cost of insurance for such increase in specified
amount.

2.8 RETURN OF POLICY AND POLICY SETTLEMENT 
We reserve the right to have this policy sent to us for any: 
a)   modification; b) death settlement; c) surrender; d) assignment; e) change
of owner or beneficiary; f) election; or g) exercise of any policy privilege.

We will send a payment contract to replace this policy if any payment option is
chosen. All sums to be paid by us under this policy are considered paid when
tendered by us at our home office.

2.9 MATURITY PROCEEDS 
If you are living on the maturity date and this policy is in force, we will pay
the proceeds to the owner. Such proceeds will be: 
a)   the accumulated value; less 
b)   any policy loan.

The maturity date will be your attained age 115.

                                          10

<PAGE>

All values are determined as of the end of the business day on or next following
the maturity date.

2.10 TERMINATION
This policy ends when any one of the following events occurs:
a)   the owner requests that the policy be canceled;
b)   you die;
c)   the policy matures;
d)   the policy is surrendered; or
e)   the grace period ends without payment of the premium.

2.11 NON-PARTICIPATION
This policy does not share in the Company's surplus or profits.

- --------------------------------------------------------------------------------
SECTION 3 - OWNERSHIP AND BENEFICIARIES
- --------------------------------------------------------------------------------

3.1 OWNERSHIP
The original owner of this policy is shown on the policy data page. Ownership of
the policy may change according to the provisions indicated in the original
application or by a subsequent endorsement to the policy.

3.2 BENEFICIARY 
Beneficiaries are as named in the application, unless changed by the owner. The
interests of any beneficiary in a class who dies before you will pass to any
survivors of the class, unless the policy provides otherwise. Secondary
beneficiaries will have the right to receive the proceeds only if no primary
beneficiary survives. If no beneficiary survives you, we will pay the proceeds
to the owner or the owner's estate.

In finding and identifying beneficiaries we may rely on sworn statements, other
facts, or evidence we deem satisfactory. Any benefits we pay based on such
information will be a valid discharge of our duty up to the amount paid.

3.3 CHANGE OF OWNER OR BENEFICIARY
While you live, a change of owner or beneficiary can be made at any time,
subject to the following rules:
a)   the change must be in writing on a form acceptable to us;
b)   it must be signed by the owner;
c)   the form must be sent to our home office and recorded by us; and
d)   the change will take effect on the date signed, but it will not apply to
     any payment or action by us before we receive the form.

3.4 ASSIGNMENT 
No assignment of this policy will bind us unless: 
a)   it is in writing on a form acceptable to us; 
b)   signed by the owner; and 
c)   received by us at our home office.

We will not be responsible for the validity of an assignment.

- --------------------------------------------------------------------------------
SECTION 4 - PREMIUMS AND REINSTATEMENT
- --------------------------------------------------------------------------------

4.1 PREMIUM PAYMENT 
Premium payments are flexible as to both timing and amount. Each premium is to
be paid at our home office.

4.2 PAYMENT FREQUENCY 
The first premium is due on or prior to the policy date. We will send periodic
reminder notices to the owner upon request. The minimum amount for which such
notice will be sent will be $100. A reminder notice may be sent for different
periods, which may be 12, 6, 3 or 1 month intervals. The reminder notice period
may be changed upon request.

4.3 GRACE PERIOD 
A grace period of 61 days will be allowed for payment of a premium that, when
reduced by the premium expense charge, is at least equal to three times the
monthly deduction charge due on such date. The grace period applies: 
a)   During the first three policy years, if the net accumulated value is not
     large enough on any monthly deduction day to cover the monthly deduction
     due; and 
b)   During the first three policy years, if you have taken out a policy loan
     and during this period, the net surrender value is not large enough to
     cover the monthly deduction due; and 
c)   During subsequent years, if the net surrender value is not large enough on
     any monthly deduction day to cover the monthly deduction due.

The grace period begins on the date we send the owner of record written notice
of the required

                                          11

<PAGE>

payment. Such premium shall be due on such monthly deduction day and if not
received by us within the grace period, all coverage under this policy will
terminate without value at the end of the 61-day period. If a claim by
death during the grace period becomes payable under the policy, any due and
unpaid monthly deductions will be deducted from the proceeds.

4.4 REINSTATEMENT
Prior to the maturity date, a lapsed policy which has not been surrendered for
its accumulated value may be reinstated at any time within 5 years of the
monthly deduction day immediately preceding the grace period which expired
without payment of the required premium, subject to the following rules:
a)   You and the owner must send a written request to us.
b)   You must provide proof of your good health and insurability satisfactory to
     us.
c)   A premium sufficient to keep the policy in force for three months must be
     paid.
d)   The owner must pay a charge equal to the cost of insurance for the coverage
     provided during the 61-day grace period which was in effect prior to the
     termination of this policy. 
e)   The effective date of the reinstated policy will be the monthly deduction
     day on or next following the date we approve reinstatement.

4.5 UNSCHEDULED PREMIUMS 
Unscheduled premium payments of at least $100 may be made at any time prior to
the maturity date. The Company may, in its discretion, waive the $100 minimum
requirements. The Company reserves the right to limit the number and amount of
unscheduled premium payments.

4.6 PREMIUM LIMITATIONS 
The company reserves the right to limit the number and amount of premium
payments in order to maintain this policy's qualifications under federal tax
law. We will refund any portion of a premium payment that would cause the policy
to lose such qualification.

4.7 PREMIUM APPLICATION 
While any policy loan is outstanding, unless the owner requests otherwise,
premium payments will be applied as a payment to reduce the outstanding balance
of the loan, When such loan has been repaid, the balance of any premium payment
remaining after payment of the loan, plus any subsequent payments, will be
allocated as described in the following provision.

4.8 ALLOCATION OF PREMIUM 
The owner will determine the percentage of net premium that will be allocated to
each subaccount of the variable account and to the declared interest option. The
owner may choose to allocate all the net premium, a percentage or nothing to a
particular subaccount or to the declared interest option. Any allocation must be
for at least 10% of the net premium. A fractional percent may not be chosen.

Net premiums will initially be allocated to the declared interest option. When
we receive a notice signed by the owner that the policy has been received and
accepted, we will transfer part or all of the accumulated value in the declared
interest option to the subaccounts in accordance with the net premium allocation
percentages shown in the application. For any premium received after we receive
the signed form, the net premium will be allocated in accordance with the net
premium allocation percentages shown in the application or the most recent
written instructions of the owner.

The owner may change the allocation for future net premiums at any time, subject
to the following rules:
a)   the policy must be in force;
b)   there must be a net accumulated value;
c)   the change must be in writing on a form acceptable to us;
d)   the form must be signed by the owner; and
e)   the change will take effect on the business day on or next following the
     date we receive the signed form at our home office.

- --------------------------------------------------------------------------------
SECTION 5 - POLICY CHANGE
- --------------------------------------------------------------------------------

5.1 CHANGE OF SPECIFIED AMOUNT 
The owner may change the specified amount at any time after the policy has been
in effect for one policy year, subject to the following rules: 
a)   The change must be in writing on a form acceptable to us. 
b)   It must be signed by the owner. 
c)   The change will take effect on the monthly deduction day coinciding with or
     next following the date the request is approved by us.

                                          12
<PAGE>
d)  We will issue a new the policy data page for any change in specified 
amount.

5.2 SPECIFIED AMOUNT DECREASE
Any decrease in specified amount will reduce such amount in the following order:
a)   the specified amount provided by the most recent increase will be reduced;
     then
b)   the next most recent increases will be reduced in succession; and
c)   the initial specified amount will be reduced last.

A specified amount decrease will not reduce the surrender charge.

The total specified amount which remains in force after a requested decrease may
not be less than the minimum specified amount in effect for the policy on the
date of decrease, as published by us.

5.3 SPECIFIED AMOUNT INCREASE
In addition to the rules for change in specified amount, an increase in
specified amount is subject to the following:
a)   proof of insurability acceptable to us; and
b)   payment of the first month's cost of insurance or sufficient accumulated
     value for deduction of such cost of insurance.

5.4 CHANGE OF DEATH BENEFIT OPTION
The owner may request to change the death benefit option. The change will take
effect on the monthly deduction day coinciding with or next following the date
we approve the request.

If Option A is changed to Option B, the current specified amount will not
change.

If Option B is changed to Option A, the current specified amount will be reduced
by an amount equal to the accumulated value on the effective date of the change.

5.5 LIFE INSURANCE QUALIFICATION
If following a requested change of specified amount or a change of death benefit
option, this policy would no longer qualify as life insurance under federal tax
law, we will limit the change to an amount that would maintain such
qualification. The Company reserves the right to change the policy, in the event
of future changes in the federal tax law, to the extent required to maintain the
policy's qualification as life insurance under federal tax law.

- --------------------------------------------------------------------------------
SECTION 6 - VARIABLE ACCOUNT
- --------------------------------------------------------------------------------

6.1 VARIABLE ACCOUNT
We own the assets of the variable account. We will value the assets of the
variable account each business day. The assets of such account will be kept
separate from the assets of our general account and any other separate accounts.
Income, and realized and unrealized gains or losses from assets in the variable
account will be credited to or charged against such account without regard to
our other income, gains or losses.

That portion of the assets of the variable account which equals the reserves and
other policy liabilities of the policies which are supported by the variable
account will not be charged with liabilities arising from any other business we
conduct. We have the right to transfer to our general account any assets of the
variable account which are in excess of such reserves and other policy
liabilities.

While the variable account is registered with the SEC and thereby subject to SEC
rules and regulations, it is also subject to the laws of the State of Iowa which
regulate the operations of insurance companies incorporated in Iowa. The
investment policy of the variable account will not be changed without the
approval of the Insurance Commissioner of the State of Iowa. The approval
process is on file with the insurance commissioner of the state in which this
policy was delivered.

We also reserve the right to transfer assets of the variable account, which we
determine to be associated with the class of policies to which this policy
belongs, to another separate account. If this type of transfer is made, the term
"variable account," as used in this policy, shall then mean the variable account
to which the assets were transferred.

When permitted by law, we also reserve the right to:
a)   deregister the variable account under the Investment Company Act of 1940;
b)   manage the variable account under the direction of a committee;
c)   restrict or eliminate any voting rights of

                                          13
<PAGE>

     owners, or other persons who have voting rights as to the variable account;
     and
d)   combine the variable account with other separate accounts.

6.2 SUBACCOUNTS
The variable account is divided into subaccounts. The subaccounts are listed on
the policy data page. Subject to obtaining any approvals or consents required by
applicable law, we reserve the right to eliminate or combine any subaccounts and
the right to transfer the assets of one or more subaccounts to any other
subaccount. We also reserve the right to add new subaccounts and make such
subaccounts available to any class or series of policies as we deem appropriate.
Each new subaccount would invest in a new investment option of the Fund, or in
shares of another investment company. The owner will determine the percentage of
net premium that will be allocated to each subaccount in accordance with the
allocation of premium provision.

6.3 FUND INVESTMENT OPTIONS
The fund has several investment options each of which corresponds to one of the
subaccounts of the variable account. The investment options are listed on the
policy data page. Net premiums allocated to a subaccount will automatically be
invested in the fund investment option associated with that subaccount. The
owner will share only in the income, gains or losses of the investment option(s)
to which net premiums have been allocated through the subaccounts.

We have the right, subject to compliance with any applicable laws, to make:
a)   additions to;
b)   deletions from; or
c)   substitutions for 
the shares of a fund investment option that are held by the variable account 
or that the account may purchase.

We also reserve the right to dispose of the shares of a investment option of the
fund listed on the policy data page and to substitute shares of another
investment option of such fund or another mutual fund investment option, if:

a)   the shares of the investment option are no longer available for investment;
     or
b)   if in our judgment further investment in the investment option should
     become inappropriate in view of the purposes of the variable account.

In the event of any substitution or change, we may, by appropriate endorsement,
make such changes in this and other policies as may be necessary or appropriate
to reflect the substitution or change.

6.4 TRANSFERS
The owner may transfer all or part of the accumulated value among the
subaccounts of the variable account and between the subaccounts and the declared
interest option, subject to the following rules:

a)   The change must be in writing on a form acceptable to us.
b)   The form must be signed by the owner.
c)   The transfer will take effect as of the end of the valuation period during
     which we receive the signed form at our Home Office.
d)   The owner may transfer amounts among the subaccounts of the variable
     account an unlimited number of times in a policy year.
e)   The owner may transfer amounts between the declared interest option and the
     variable account only once in a policy year.
f)   The first transfer in each policy year will be made without a transfer
     charge. Thereafter, each time amounts are transferred a transfer charge
     will be imposed. This transfer charge is shown on the policy data page.
g)   The accumulated value on the date of the transfer will not be affected by
     the transfer except to the extent of the transfer charge. Unless paid in
     cash, the transfer charge will be deducted on a pro rata basis from the
     declared interest option and/or the subaccounts to which the transfer is
     made.
h)   The owner must transfer at least:
     (1)  a total of $100; or
     (2)  the total accumulated value in the subaccount or the total accumulated
          value in the declared interest option less any policy loan, if the
          total amount transferred is less than $100.

The following additional rules apply to transfers from the declared interest
option:
a)   The accumulated value in the declared interest option after a transfer from
     such option must at


                                          14
<PAGE>

     least equal the amount of all policy loans.
b)   No more than 50% of the net accumulated value in the declared interest
     option may be transferred unless the balance in the declared interest
     option after the transfer, would be less than $1,000. If the balance in
     the declared interest option would fall below $1,000, the full net
     accumulated value in the declared interest option may be transferred.

6.5 SPECIAL TRANSFER PRIVILEGE
The owner may transfer, at any time, all of the amounts in the subaccounts to
the declared interest option. This policy will then become one in which the
benefits do not vary with the investment performance of the variable account.
The owner must tell us this special transfer privilege is being exercised. We
will then waive the transfer charge. The owner may exercise this special
transfer privilege once per policy year.

If the owner exercises this special transfer privilege, we will automatically
credit all future premium payments to the declared interest option until the
owner requests a change in the allocation. At the time of the transfer, there is
no effect on the policy's death benefit, accumulated value, specified amount, or
net amount at risk, or on your premium class or attained age.

- --------------------------------------------------------------------------------
SECTION 7 - ACCUMULATED VALUE
BENEFITS
- --------------------------------------------------------------------------------

7.1 ACCUMULATED VALUE DETERMINATION
The accumulated value in the policy is equal to:
a)   the variable accumulated value; plus
b)   the declared interest option accumulated value.

7.2 NET ACCUMULATED VALUE DETERMINATION
The net accumulated value of this policy will be:
a)   the accumulated value; less
b)   the amount of any policy loan; less
c)   any policy loan interest due; plus 
d)   any unearned loan interest.

7.3 SURRENDER VALUE
The surrender value of this policy will be:
a)   the accumulated value; minus 
b)   the surrender charge.

7.4 NET SURRENDER VALUE
The net surrender value of this policy will be:
a)   the surrender value; minus
b)   any policy loan; minus
c)   any policy loan interest due; plus
d)   any unearned loan interest.

7.5 VARIABLE ACCUMULATED VALUE
On the business day on or next following the day we receive notice that the
owner has received and accepted the policy, the variable accumulated value is
the total amount of net premium, if any, credited to the subaccounts of the
variable account, minus the monthly deduction applicable to those subaccounts if
the net premium is allocated on a monthly deduction day. After such date, the
policy's variable accumulated value is equal to the sum of the policy's
accumulated value in each subaccount. The accumulated value in a subaccount is
equal to a) multiplied by b) where:

a)   is the current number of account units; and
b)   is the current unit value.

The variable accumulated value will vary from business day to business day
reflecting changes in a) and b) above.

7.6 ACCOUNT UNITS
When transactions are made which affect the variable accumulated value, dollar
amounts are converted to account units. The number of account units for a
transaction is found by dividing the dollar amount of the transaction by the
current unit value.

The number of account units for a subaccount
increases when:
a)   net premiums are credited to that subaccount; or
b)   transfers from the declared interest option or other subaccounts are
     credited to that subaccount.

The number of account units for a subaccount
decreases when:
a)   the owner takes out a policy loan from that subaccount;
b)   the owner makes a surrender or partial withdrawal from that subaccount;
c)   we take a portion of the monthly deduction from that subaccount; or
d)   transfers are made from that subaccount to the declared interest option or
     other subaccounts.

7.7 UNIT VALUE


                                          15
<PAGE>
The unit value for each subaccount was set initially at $10.00 when the
subaccounts first purchased fund shares.  The unit value for each subsequent
valuation period is calculated by dividing a) by b), where:
a)   is:
     (1)  the net asset value of the net assets of the subaccount at the end of
          the preceding valuation period; plus
     (2)  the investment income and capital gains, realized or unrealized,
          credited to the net assets of that subaccount during the valuation
          period for which the unit value is being determined; minus
     (3)  the capital losses, realized or unrealized, charged against those net
          assets during the valuation period; minus
     (4)  any amount charged against the subaccount for taxes, or any amount set
          aside during the valuation period by the Company as a provision for
          taxes attributable to the operation or maintenance of that subaccount;
          minus
     (5)  the mortality and expense risk charge shown on the policy data page.
          This charge may go up or down but will never exceed 0.0028618% of the
          daily net assets in that subaccount for each day in the valuation
          period. The maximum charge corresponds to a charge of 1.05% per year
          of the average daily net assets of the subaccount for mortality and
          expense risks.
b)   is the number of units outstanding at the end of the preceding valuation
     period.

The unit value for a valuation period applies for each day in the period. We
will value the net assets in each subaccount at their fair market value in
accordance with accepted accounting practices and applicable laws and
regulations.

7.8 DECLARED INTEREST OPTION ACCUMULATED VALUE
The declared interest option accumulated value as of the policy date is the net
premium credited to the declared interest option as of that date minus the
monthly deduction applicable to the declared interest option for the first
policy month.

After the policy date, the declared interest option accumulated value is
computed as a) + b) + c) + d) - e) -f), where:

a)   is the declared interest option value on the preceding monthly deduction
     day plus any interest from the preceding monthly deduction day to the date
     of calculation;

b)   is the total of net premiums credited to the declared interest option since
     the preceding monthly deduction day, plus interest from the date premiums
     are credited to the date of calculation;

c)   is the total of the transfers from the variable account to the declared
     interest option since the preceding monthly deduction day, plus interest
     from the date of transfer to the date of calculation;

d)   is the total amount transferred from the variable account to the declared
     interest option to secure policy loans since the preceding monthly
     deduction day, plus interest from the date of transfer to the date of
     calculation;

e)   is the total of the transfers to the variable account from the declared
     interest option since the preceding monthly deduction day, plus interest
     from the date of transfer to the date of the calculation; and

f)   is the total of surrenders or partial withdrawals from the declared
     interest option since the preceding monthly deduction day, plus interest
     from the date of surrender to the date of calculation.

If the date of calculation is a monthly deduction day, we also reduce the
declared interest option accumulated value by the applicable monthly deduction
for the policy month following the monthly deduction day.

7.9 DECLARED INTEREST OPTION INTEREST
The minimum interest rate applied to the declared interest option accumulated
value is an effective rate of 4.00% per year. Interest in excess of the minimum
rate may be applied. The amount of the excess interest and the manner in which
it is determined will be set by us.

The interest credited on the portion of the declared interest option accumulated
value which equals any policy loan will be equal to the greater of 4.00% or:
a)   the current effective loan interest rate; minus
b)   no more than 3.00%.

Interest will be credited to the declared interest

                                          16
<PAGE>

option accumulated value on each monthly deduction day.

7.10 MONTHLY DEDUCTION
The monthly deduction is a charge made each monthly deduction day from the
declared interest option accumulated value and the variable accumulated value on
a proportionate basis as of the close of business on the monthly deduction day.
For the purpose of determining the proportion of the deduction, the declared
interest option accumulated value is reduced by the amount of any policy loans.
We make the deduction from each subaccount of the variable account based on each
subaccount's proportional percentage of the variable accumulated value.

The monthly deduction for a policy month will be computed as a) plus b) plus c)
plus d) plus e), where:
a)   is the cost of insurance as described in the cost of insurance provision;
b)   is the charge for all additional benefit riders attached to this policy;
c)   is the monthly policy expense charge shown on the policy data page. This
     amount may go up or down, but is guaranteed never to exceed $7; and
d)   is the first year monthly per $1,000 charge shown on the policy data page.
     This charge may go up or down, but is guaranteed not to exceed $0.07 per
     $1,000.

     This charge will be deducted for 12 months following issue of this 
     policy and during the 12 months following the effective date of an 
     increase in the specified amount.  Should this policy lapse and later be 
     reinstated, to the extent that the monthly per $1,000 charge was not 
     deducted for a total of twelve policy months prior to lapse, the charges 
     will continue to be deducted following reinstatement of the policy until 
     such charge has been assessed, both before and after the lapse, for a 
     total of 12 policy months.

e)   is the first year monthly policy expense charge shown on the policy data
     page. This amount may go up or down, but is guaranteed never to exceed $7
     per month.

7.11 COST OF INSURANCE
If the owner chooses death benefit option B, the cost of insurance is computed
as a) multiplied by the result of b) minus c). If death benefit option A is
chosen, the cost of insurance is computed as a) multiplied by b). In either
case:
a)   is the cost of insurance rate as described in the cost of insurance rate
     provisions, divided by 1000;
b)   is the specified amount as described in the death benefit provisions as of
     the close of business on the monthly deduction day, divided by 1.0032737;
     and
c)   is the accumulated value as of the close of business on the monthly
     deduction day.

The cost of insurance is determined separately for the initial specified amount
and any increases made later.  If the premium class for the initial specified
amount is different from that of any increases, the accumulated value will first
be considered a part of the initial specified amount.  If the accumulated value
as of the close of business on the monthly deduction day exceeds the initial
specified amount, it will be considered to be a part of any increase in the
specified amount in the same order as the increases occurred.

7.12 COST OF INSURANCE RATE
The cost of insurance rate is subject to the following rules:
a)   The rate for the initial specified amount is based on your sex, premium
     class and attained age. For any increase in the specified amount, age will
     be determined from your age as of your last birthdate on the effective date
     of the increase.
b)   The monthly rates will be determined by us based on our expectation as to
     future mortality experience.
c)   If we change the rates, we will change them for everyone in your premium
     class.
d)   The monthly guaranteed rates shown on the policy data page are based on the
     1980 Commissioners' Standard Ordinary Smoker and Nonsmoker Mortality Table.
     The monthly rate will never be more than the rates shown on the policy data
     page.

7.13 BASIS OF VALUES
All reserves for the policy are based on the Commissioners' 1980 Standard
Ordinary Smoker and Non-Smoker Mortality Table with interest at the rate shown
on the policy data page.

All of the values are the same or more than the minimums set by the laws of the
state where the policy is delivered. We have filed a detailed


                                          17
<PAGE>

statement of the way these values are determined with the insurance department
in that state. It shows the figures and methods used.

7.14 SURRENDER
While you live and prior to the maturity date, the owner may surrender the 
policy subject to the following rules:
a)   The request must be in writing to us.
b)   The amount of any such surrender may be paid in cash or we will apply
     part or all of it under a payment option.
c)   We have the right to defer payment of a surrender from the declared
     interest option for up to 6 months.
d)   A surrender charge may apply. If the surrender charge is not paid in
     cash, such charge will be deducted from the amount surrendered.
e)   Upon surrender, all insurance in force will terminate.

7.15 WAIVER OF SURRENDER CHARGE

The owner may make a surrender of this policy without incurring a surrender 
charge if the insured becomes eligible for waiver of the surrender charge.

The waiver of the surrender charge is subject to the following rules:

a)   We must receive a written request on our form signed by the owner.
b)   The policy must be in force or not providing benefits under any payment
     option.
c)   Proof must be provided that the conditions of eligibility requirements for
     waiver of the surrender charge have been met, including an attending
     physician's statement and any other proof we may require. We reserve
     the right to seek a second medical opinion or have an examination
     performed at our expense by a physician we choose.
e)   The insured must become eligible for waiver of surrender charge after
     the first policy year ends.

7.16 PARTIAL WITHDRAWAL
While you live and prior to the maturity date, the owner may obtain a partial 
withdrawal of the net accumulated value, subject to the following rules:
a)   The amount of any partial withdrawal must be at least $500 and may not
     exceed the lesser of:
          (1) the net accumulated value less $500; or 
          (2) 90% of the net accumulated value.
b)   The death benefit will be reduced as a result of any partial withdrawal.
c)   At the time of the partial withdrawal, if the death benefit option in
     effect is:
     (1) Option A: there will be no effect on the specified amount.
     (2) Option B: the specified amount will be reduced by the amount of
         accumulated value surrendered.
d)   The specified amount remaining in force after a partial withdrawal may not
     be less than the minimum specified amount for the policy in effect on the
     date of the partial withdrawal, as published by the Company.
e)   The accumulated value will be reduced by the amount of any partial
     withdrawal and any partial withdrawal fee. The owner may tell us how to
     allocate a partial withdrawal among the subaccounts and the declared
     interest option. If the owner does not so instruct, we will allocate
     the partial withdrawal among the subaccounts and the declared interest
     option in the same proportion that the accumulated value in each of the
     subaccounts and the accumulated value of the declared interest option
     reduced by any outstanding policy loans bears to the total accumulated
     value reduced by any outstanding policy loans on the date we receive
     the request.

7.17 USE OF PAYMENT OPTION
If all of the accumulated value is applied under payment option 2, 3, 4 or 5, 
the surrender charge will be reduced as follows:
a)   if option 3 or 5 is used, the surrender charge will be zero; or
b)   if option 2 or 4 is used, the surrender charge will be applied, however,
     the surrender charge will be determined by adding the fixed number of years
     for which payment will be made to the Surrender Date shown on the Policy
     Data Page.

7.18 DELAY OF PAYMENT
Proceeds from surrenders, partial withdrawals, and policy loans will usually 
be mailed to the owner within seven days after the owner's signed request is 
received in our home office. We will usually mail any death claim proceeds 
within seven days after we receive due proof of death. We will usually mail 
the maturity proceeds within seven days after the maturity date. We have the 
right to delay any payment whenever:


                                          18
<PAGE>

a)   the New York Stock Exchange is closed other than on customary weekend and a
     holiday closing;
b)   trading on the New York Stock Exchange is restricted as determined by
     the SEC;
c)   the SEC, by order, permits postponement for the protection of policyowners;
d)   as a result of an emergency, as determined by the SEC, it is not reasonably
     possible to dispose of securities; or
e)   it is not reasonably possible to determine the value of the net assets of
     the variable account.

We have the right to defer payment which is derived from any amount paid to 
us by check or draft until we are satisfied the check or draft has been paid 
by the bank on which it is drawn.

We also have the right to delay making a surrender, partial withdrawal, or 
policy loan from the declared interest option for up to six months from the 
date we receive the owner's request.

7.19 CONTINUANCE OF INSURANCE
The insurance under this policy will continue until the earlier of:
a)   the end of any grace period during which a required premium payment is
     not made;
b)   the date the owner surrenders this policy for its entire net accumulated
     value;
c)   the date of your death; or
d)   the date the policy matures.

This provision will not continue the policy beyond the maturity date or continue
any rider beyond its termination date as specified in the rider.

7.20 ANNUAL REPORT
At least once each year we will send a report, without charge, to the owner 
which shows:
a)   all premiums paid and charges made since the last report;
b)   the current accumulated value including the value in each subaccount and
     the declared interest option;
c)   any partial withdrawals since the last report;
d)   any policy loans; and
c)   the current death benefit.

An illustrative report will be sent to the owner upon request. A fee may be 
charged for this report.

- --------------------------------------------------------------------------------
SECTION 8 - POLICY LOANS
- --------------------------------------------------------------------------------

8.1 CASH LOAN
The owner may obtain a cash loan at any time on the sole security of this 
policy, if:
a)   the policy is in force;
b)   there is a net surrender value.

We have the right to delay making a policy loan from the declared interest
option for up to six months from the date we receive the owner's request.

8.2 LOAN VALUE
The total of all loans may not exceed 90% of the net surrender value as of the
date of the most recent loan. For any loan that is made we will deduct interest
in advance on the requested loan to the next policy anniversary.

8.3 LOAN INTEREST
The loan interest rate is an annual rate. We may change this rate at the
beginning of each policy year. The annual loan interest is to be paid in advance
on each policy anniversary. Interest not paid when due will be added to the loan
and will bear interest at the same rate. Any change in the interest rate will
apply to any existing or new policy loans on this policy.

The maximum annual loan interest rate will be the higher of:
a)   The Published Monthly Average of the Composite Yield on Seasoned Corporate
     Bonds as published by Moody's Investors Service, Inc. or any successor
     thereto, for the calendar month ending two months before the date on which
     the rate is determined; or 
b)   5.50%; but it will never exceed the usury rate, if applicable.

If the Monthly Average is no longer published, we will use a substantially
similar average which will be substituted by the insurance supervisory official
of the state in which this policy was delivered.

We will not make a change of less than 0.5% in this policy's loan interest rate.
We will inform you of the loan interest rate at the time a loan is made. Notice
of any loan interest rate change on existing loans will be made in advance of
the policy anniversary on which the change becomes effective.

                                          19

<PAGE>

8.4 LOAN ALLOCATION
When the owner takes out a policy loan, an amount equal to the loan will be
segregated within the declared interest option as security for the loan. Amounts
held as security for the loan will first be allocated to the accumulated value
in the declared interest option. If the accumulated value in the declared
interest option less any existing policy loan is not sufficient to cover the
amount of the policy loan, the balance necessary will be transferred from the
subaccounts on a proportional basis. This transfer is not treated as a transfer
for the purpose of the transfer charge or the limit of one transfer in a policy
year.

A transfer will also be made from the subaccounts on a proportional basis for
any due and unpaid loan interest if the accumulated value in the declared
interest option is not sufficient to cover such interest.

8.5 LOAN REPAYMENT 
All or part of any policy loan may be repaid at any time while the policy is
still in force. Loan amounts repaid will be allocated to the declared interest
option. The portion of the accumulated value in the declared interest option
securing the repaid portion of the loan will no longer be segregated within the
declared interest option as security for the loan, but will remain in the
declared interest option until transferred to the subaccounts by the owner.

Any outstanding policy loans will be deducted from the proceeds at death,
maturity or surrender.

- --------------------------------------------------------------------------------
SECTION 9 - PAYMENT OF PROCEEDS
- --------------------------------------------------------------------------------

9.1 CHOICE OF OPTIONS 
The owner may choose to have the proceeds of this policy paid under a payment
option. After your death, the beneficiary may choose an option if the owner had
not done so before your death. If no payment option is chosen, we will pay the
proceeds of this policy in one sum. We may also fulfill our obligation under
this policy by paying the proceeds in one sum if: 
a)   the proceeds are less than $2,000;
b)   periodic payments become less than $20; or 
c)   the payee is an assignee, estate, trustee,
     partnership, corporation, or association.

9.2 PAYMENT OPTIONS 
The choice of payment options are:
     1)   INTEREST INCOME -- The proceeds will be left with us to earn interest.
          The interest will be paid every 1, 3, 6 or 12 months as the payee
          chooses. The rate of interest will be determined by us. The payee may
          withdraw all or part of the proceeds at any time.

     2)   INCOME FOR FIXED TERM -- The proceeds will be paid out in equal
          installments for a fixed term of years.

     3)   LIFE INCOME WITH TERM CERTAIN -- The proceeds will be paid out in
          equal installments for as long as the payee lives, but for not less
          than a term certain. The owner or payee may choose one of the terms
          certain shown in the payment option tables.

     4)   INCOME FOR FIXED AMOUNT -- The proceeds will be paid out in equal
          installments of a specified amount. The payments will continue until
          all proceeds plus interest have been paid out.

     5)   JOINT AND TWO-THIRDS TO SURVIVOR MONTHLY LIFE INCOME -- The proceeds
          will be paid out in equal monthly installments for as long as two
          joint payees live. When one payee dies, installments of two-thirds of
          the first installment will be paid to the surviving payee. Payments
          will stop when the surviving payee dies.

The proceeds may be paid in any other manner requested and agreed to by us, or
under any other payment options made available by the Company.

9.3 INTEREST AND MORTALITY 
Proceeds applied under a payment option no longer earn interest at the rate
applied to the declared interest option or participate in the investment
experience of the variable account. The minimum interest rate used in computing
any payment option is 3% per year. Higher interest rates may be used on the
effective date of the payment contract. We may at any time declare additional
interest on these funds. The amount of additional interest and how it is
determined will be set by us.

The mortality table which is used for options 3) and 5) is the "1983 Table a"
individual annuity mortality table.

                                          20

<PAGE>

9.4 REQUIREMENTS
For the owner to choose or change a payment option:
a)   this contract must be in force;
b)   the request must be in writing to us at our
     home office; and
c)   any prior option must be canceled.

After your death, and before this contract is settled, for a beneficiary to 
choose or change a payment option:
a)   a prior option by the owner cannot be in effect,
b)   the request must be in writing to us at our
     home office; and
c)   any prior option must be canceled.

9.5 EFFECTIVE DATE 
If a payment option has been chosen by the owner, it is effective on the date
the proceeds of this policy are due. If a beneficiary chooses a payment option,
it is effective on the date of election. The first payment under options 2, 3,
4, or 5 is due on the effective date. The first payment under payment option 1
is due at the end of the period chosen.

9.6 DEATH OF PAYEE 
If a payee dies, any remaining payments will be paid to a contingent payee. If
no payee survives, we will pay the commuted value of any remaining payments to
the last payee's estate.

9.7 WITHDRAWAL OF PROCEEDS 
The payee may not withdraw the funds under a payment option unless agreed to in
the payment contract. We have the right to defer a withdrawal for up to 6
months. We may also refuse to allow partial withdrawals of less than $250.

9.8 CLAIMS OF CREDITORS 
Payments under any payment option will be exempt from the claims of creditors
to the maximum extent allowed by law. 

                                          21

<PAGE>
Payment Option Tables
(Per $1,000 of proceeds)


- --------------------------------------------------------------------------------
                           Option 2 - Income for Fixed Term
                         Installments per $1,000 of Proceeds
- --------------------------------------------------------------------------------
Number of
  Years                                Annual                        Monthly
- ---------                            -----------                  ------------
    5                                    211.99                        17.91
   10                                    113.82                         9.61
   15                                     81.33                         6.87
   20                                     65.26                         5.51
   25                                     55.76                         4.71
   30                                     49.53                         4.18
- --------------------------------------------------------------------------------


- --------------------------------------------------------------------------------
                            Guaranteed Settlement Option 5
                 Joint and Two-thirds to Survivor Monthly Life Income
                     Monthly Installments per $1,000 of Proceeds
- --------------------------------------------------------------------------------
                                        Female Age
Male
Age          55              60              62              65            70
- ------   -----------------------------------------------------------------------
60           4.44            4.71            4.82            5.01          5.34
62           4.53            4.81            4.93            5.13          5.50
65           4.65            4.97            5.11            5.33          5.75
70           4.88            5.24            5.41            5.68          6.20
75           5.11            5.52            5.71            6.04          6.68
- --------------------------------------------------------------------------------


- --------------------------------------------------------------------------------
                            GURANTEED SETTLEMENT OPTION 3
                            LIFE INCOME WITH TERM CERTAIN
                       MONTHLY INSTALLMENTS PER $1,000 PROCEEDS
- --------------------------------------------------------------------------------
                   MALE                                  FEMALE
- --------------------------------------------------------------------------------
                  YEARS CERTAIN                        YEARS CERTAIN

Age    0        5     10      15     20       0      5      10     15      20
- ---  ------------------------------------  -------------------------------------
55   $4.70    4.68   4.62    4.53   4.39    4.25   4.25    4.22   4.18    4.11
56    4.80    4.78   4.72    4.61   4.45    4.34   4.33    4.30   4.25    4.17
57    4.91    4.89   4.82    4.69   4.51    4.42   4.41    4.38   4.32    4.23
58    5.03    5.00   4.92    4.78   4.58    4.52   4.50    4.47   4.40    4.30
59    5.15    5.12   5.03    4.87   4.64    4.61   4.60    4.56   4.48    4.37
60    5.28    5.25   5.14    4.96   4.71    4.72   4.70    4.66   4.57    4.44
- ---  ------------------------------------  -------------------------------------
61    5.42    5.39   5.26    5.06   4.78    4.83   4.81    4.76   4.66    4.51
62    5.57    5.53   5.39    5.16   4.84    4.95   4.93    4.86   4.75    4.58
63    5.74    5.69   5.52    5.26   4.90    5.07   5.05    4.98   4.85    4.65
64    5.91    5.85   5.66    5.36   4.96    5.21   5.18    5.10   4.95    4.72
65    6.10    6.03   5.81    5.46   5.02    5.35   5.32    5.22   5.05    4.79
- ---  ------------------------------------  -------------------------------------
66    6.29    6.21   5.96    5.56   5.08    5.51   5.47    5.36   5.16    4.86
67    6.50    6.41   6.11    5.66   5.13    5.67   5.63    5.50   5.26    4.93
68    6.73    6.62   6.28    5.76   5.18    5.85   5.80    5.65   5.37    5.00
69    6.97    6.84   6.44    5.86   5.23    6.04   5.98    5.80   5.49    5.06
70    7.23    7.07   6.61    5.96   5.27    6.25   6.18    5.96   5.60    5.12
- ---  ------------------------------------  -------------------------------------
71    7.51    7.32   6.78    6.05   5.31    6.47   6.39    6.14   5.71    5.18
72    7.80    7.58   6.96    6.14   5.34    6.71   6.62    6.31   5.83    5.23
73    8.12    7.85   7.14    6.23   5.37    6.97   6.86    6.50   5.94    5.28
74    8.45    8.14   7.32    6.31   5.40    7.26   7.12    6.69   6.04    5.32
75    8.82    8.44   7.49    6.38   5.42    7.56   7.39    6.89   6.14    5.35
- --------------------------------------------------------------------------------

                                          22

<PAGE>


               NON-PARTICIPATING
               FLEXIBLE PREMIUM VARIABLE
               LIFE INSURANCE POLICY


               If you have any questions concerning this policy or if anyone
               suggests that you change or replace this policy, please contact
               your Farm Bureau Life agent or our home office. (515-225-5400)


FARM BUREAU LIFE INSURANCE COMPANY
5400 UNIVERSITY AVENUE                              [LOGO]
WEST DES MOINES, IOWA 50266-5997                    FARM BUREAU
                                                    FINANCIAL SERVICES
- --------------------------------------------------------------------------------

<PAGE>

                          FARM BUREAU LIFE INSURANCE COMPANY
             5400 UNIVERSITY AVENUE, WEST DES MOINES, IOWA 50266-5997

                                 WAIVER OF CHARGES RIDER

              This rider is part of the policy to which it is attached.

- --------------------------------------------------------------------------------
SECTION 1 - DEFINITIONS
- --------------------------------------------------------------------------------

1.1 YOU OR YOUR
means the person whose life is insured under the policy.

1.2 EFFECTIVE DATE
means the date shown for this rider on the policy data page of the policy.

1.3 TOTAL DISABILITY
means continuous total disability caused by injury or sickness which:

a)   starts after the effective date of this rider and while this rider is in 
     force;

b)   starts before the policy anniversary on which you are age 65 while this
     rider is in force; and

c)   prevents you from engaging in the substantial and material duties of an
     occupation:

     i)   For the first 24 months of such total disability, occupation means
          your occupation at the time such total disability began.

     ii)  After 24 months of such total disability, occupation means any gainful
          occupation for which you are reasonably fitted by education, training 
          or experience.

To be considered disabled you must be under the care of a physician and 
receiving appropriate treatment.  You will not be considered totally disabled 
for any period during which you are engaged in any occupation for wage or 
profit or for any period that you are not under the care of a physician. 

1.4 WAITING PERIOD
means the number of days at the beginning of a period of total disability before
benefit payments begin.

1.5 COMPLICATIONS OF PREGNANCY 
mean conditions whose diagnoses are distinct from normal pregnancy but are 
adversely affected by pregnancy or are caused by pregnancy. These include, 
but are not limited to acute nephritis, cardiac decompensation, toxemia, 
eclampsia, non-elective abortion, caesarean section and ectopic pregnancy 
which is terminated.

Complications of pregnancy do not include false labor, occasional spotting, rest
prescribed by a doctor, morning sickness, pre-eclampsia, or similar conditions
which make a pregnancy difficult but do not constitute a medically distinct
pregnancy complication. Elective induced abortion is also not a complication of
pregnancy.

- --------------------------------------------------------------------------------
SECTION 2 - THE CONTRACT
- --------------------------------------------------------------------------------

2.1 DISABILITY BENEFIT
We will waive the payment of monthly deductions under the policy during your
continuous total disability:

a)   if the policy and this rider are in force on the date you become totally
     disabled with all monthly deductions are paid;

b)   upon receipt by us of due proof of your total disability;

c)   after a 90 day period; and

d)   subject to the terms and conditions of the policy and this rider.

2.2 AMOUNTS TO BE WAIVED

The waiting period begins on the date that you become totally disabled. 
Monthly deductions falling due after the waiting period will be waived during 
the insured's continuous total disability. After the waiting period is 
satisfied, monthly deductions that were due and paid during the waiting 
period will be refunded. Monthly deductions are waived until total disability 
ends.  If a monthly deduction is in default, benefits will be allowed if:

a)   your total disability began before the due date or during the grace period
     of the monthly deduction in default;

b)   notice of claim was given within one year after such due date; and


<PAGE>

c)   the first monthly deduction in default is paid with interest not to exceed
     6% per year if your total disability began during the grace period of such
     monthly deduction.

2.3 CLAIM PROCEDURES
Before any monthly deduction is waived, written notice of claim and proof of
total disability must be received by us:
a)   while you live;

b)   while your total disability continues; and

c)   no later than one year after this rider terminates.

Waiver of any monthly deduction will be subject to the following rules:

a)   We may require a medical examination by a physician of our choice, at our
     expense.

b)   If you fail to give us notice and proof of your total disability on time,
     your rights to benefits will not be impaired if you prove you complied as
     soon as reasonably possible.

2.4 PROOF OF CONTINUING DISABILITY
You must furnish proof, as often as we request, that your total disability
continues.  We may require a medical examination by a physician of our choice,
at our expense, as part of such proof.

2.5 RISKS NOT ASSUMED
No monthly deduction will be waived if your disability results from:

a)   suicide or any attempt at suicide, whether sane or insane, or any
     intentionally self-inflicted injury;

b)   war or any act of war, whether declared or undeclared;

c)   committing or trying to commit a felonious act;

d)   service while a member of any armed forces; or

e)   pregnancy or childbirth except complications of pregnancy.

2.6 TERMINATION

All rights and benefits under this rider will terminate on the earliest of:

a)   the policy anniversary on which you are age 65 (but this will not affect a
     claim which began before such date);

b)   the owner requests that the policy or this rider be cancelled;

c)   the grace period specified in the policy ends without payment of the
     monthly deductions, except as provided in the amounts to be waived
     provision;

d)   the continuation of the policy in force under a cash value option; or

e)   conversion, expiry, maturity or termination of the policy.

2.7 POLICY PROVISIONS APPLY
The incontestable clause and cash value benefits provision of the policy, if
any, will not apply to this rider. All other provisions of the policy not in
conflict with this rider will apply to this rider.  In the event of a conflict
between the provisions of the policy and this rider, the provisions of this
rider will prevail.

- --------------------------------------------------------------------------------
SECTION 3 - MONTHLY DEDUCTIONS AND
REINSTATEMENT
- --------------------------------------------------------------------------------
3.1 MONTHLY DEDUCTIONS
The table of percentages of monthly deductions for this rider as shown herein
are to be deducted on the same dates, in the same manner, and under the same
conditions as monthly deductions for the policy to which this rider is attached.
Monthly deductions for this rider are due until this rider terminates. The
monthly deductions for this rider are based on your attained age at the
beginning of each policy year. Any monthly deductions deducted after
termination, as provided in this rider, will not continue this rider in force
and will be refunded. The table on the following page shows the monthly
deduction as a percentage of the cost of insurance and charges for all
additional benefit riders attached to this policy

3.2 REINSTATEMENT
This rider may be reinstated along with the policy subject to the requirements
of the policy and the following:

a)   You must provide proof of your good health and insurability satisfactory to
     us.

b)   All unpaid monthly deductions must be paid with interest. We will set the
     interest rate, but it will not exceed 6% per year.

     /s/ Edward M. Wiederstein
                     President


<PAGE>

                               TABLE OF PERCENTAGES OF
                       MONTHLY DEDUCTIONS FOR WAIVER OF CHARGES
                               FOR STANDARD RATE CLASS
         (APPLIES ONLY IF WAIVER OF CHARGES RIDER IS ATTACHED TO THE POLICY.
     FOR SUBSTANDARD CLASSES TAKE RATING ON POLICY DATA PAGE TIMES THE PREMIUM
OBTAINED BY USING PERCENTAGES BELOW.)
 
<TABLE>
<CAPTION>

        Male         Male         Female      Female                     Male          Male        Female       Female
        Non-                       Non-                                   Non-                      Non-
        Tobacco     Tobacco      Tobacco       Tobacco                   Tobacco      Tobacco     Tobacco      Tobacco
Age      Rate         Rate        Rate         Rate          Age         Rate          Rate        Rate          Rate
<S>     <C>          <C>          <C>         <C>            <C>         <C>          <C>         <C>          <C>
18       4.6%         6.1%         9.3%        12.6%          42          6.5%         8.9%        11.3%        15.4%
19       4.6          6.1          9.3         12.6           43          6.9          9.3         11.5         15.6
20       4.6          6.1          9.3         12.6           44          7.2          9.7         11.8         16.1
21       4.6          6.1          9.3         12.6           45          7.5         10.1         12.2         16.6
22       4.6          6.1          9.3         12.6           46          7.8         10.5         12.6         17.0
23       4.6          6.1          9.3         12.6           47          8.1         10.9         12.9         17.6
24       4.6          6.1          9.3         12.6           48          8.4         11.3         13.3         18.1
25       4.6          6.1          9.3         12.6           49          8.7         11.8         13.7         18.6
26       4.8          6.5          9.3         12.6           50          9.1         12.2         14.1         19.2
27       4.8          6.5          9.3         12.8           51          9.4         12.7         14.6         19.8
28       4.8          6.5          9.5         13.0           52          9.8         13.2         15.0         20.4
29       4.8          6.5          9.5         13.0           53         10.2         13.8         15.5         21.0
30       4.8          6.5          9.8         13.2           54         10.6         14.3         15.9         21.6
31       5.0          6.7          9.8         13.2           55         11.0         14.9         16.4         22.2
32       5.0          6.7          9.8         13.2           56         11.5         15.5         16.9         22.9
33       5.2          6.9         10.2         13.7           57         11.9         16.1         17.4         23.6
34       5.2          7.2         10.2         13.7           58         12.4         16.7         17.9         24.3
35       5.4          7.4         10.2         13.7           59         12.9         17.4         18.5         25.0
36       5.4          7.4         10.2         13.9           60         13.4         18.1         19.0         25.8
37       5.6          7.6         10.2         13.9           61         14.0         18.8         19.6         26.6
38       5.6          7.6         10.4         14.1           62         14.5         19.6         20.2         27.4
39       6.1          8.0         10.6         14.3           63         15.1         20.4         20.8         28.2
40       6.1          8.0         10.8         14.5           64         15.7         21.2         21.4         29.0
41       6.1          8.5         11.1         14.7       

</TABLE>

<PAGE>


                          FARM BUREAU LIFE INSURANCE COMPANY
               5400 UNIVERSITY AVENUE, WEST DES MOINES, IOWA 50266-5997

                                 LIVING BENEFIT RIDER

             This rider is a part of the policy to which it is attached.

- --------------------------------------------------------------------------------
SECTION 1 - DEFINITIONS
- --------------------------------------------------------------------------------

1.1 YOU OR YOUR
means the person whose life is insured under the policy.

1.2 POLICY BENEFIT
means the amount of death benefits we would pay to your beneficiaries upon your
death if this endorsement were not a part of the policy. It includes:

a)   the death benefit of the policy;

b)   any insurance provided by paid-up additions;

c)   the amount of any one-year term insurance purchased with dividends; and

d)   the face amount of any term insurance riders which cover you and are
     attached to the policy.

It does not include the amount of any accidental death benefit rider that may be
attached to the policy or any death benefit from any rider that covers another
person or another family member.

1.3 LIVING BENEFIT
means the portion of the policy benefit we will pay the owner under this
endorsement if we receive proof that the insured is eligible for such benefit.

1.4 TERMINALLY ILL
means having a life expectancy of 12 months or less as certified by a physician.

1.5 PHYSICIAN
means a licensed medical practitioner performing within the scope of his/her
license. Such person must be someone other than you, the owner, or a member of
the immediate family of either you or the owner.

- --------------------------------------------------------------------------------
SECTION 2 - GENERAL PROVISIONS
- --------------------------------------------------------------------------------

2.1 LIVING BENEFIT PAYMENT
We will pay a living benefit in a lump sum to the owner if you are terminally
ill. We may make payments other than as a lump sum in any manner requested by
the owner and agreed to by us, except an option involving life contingencies.

2.2 AMOUNT OF LIVING BENEFIT
The maximum amount you may request for a living benefit is the lessor of:

a)   the policy benefit; or

b)   $250,000.

The $250,000 maximum will be applied in sum to all the policies under which you
are insured with us.

The amount requested for the living benefit will be adjusted as follows:
a)   A 12 month discount will be applied which reflects the early payment of
     amounts held under your policy. The discount will be based on the policy's
     loan interest rate. If a loan interest rate provision is not included in
     your policy, the discount will be based on an annual interest rate of 7.40%
     in advance. The policy's loan interest rate will be multiplied by the
     benefit amount to determine the amount of discount.

b)   If there is an existing policy loan on your policy on the date you request
     a living benefit, the living benefit payment will be reduced. The purpose
     of this reduction is to repay a portion of the policy loan. The deduction
     will be computed as follows:

Amount of Reduction = Existing Policy Loan X Requested Portion Of Policy Benefit
                      ----------------------------------------------------------
                      Policy Benefit
                      

The actual amount of living benefit paid to the owner will be equal to the
requested amount minus the 12 month discount and the reduction for existing
policy loans. This is the living benefit payment.


<PAGE>

If the requested amount of living benefit is less than the policy benefit, the
policy will remain in force.  To remain in force, the face amount of the policy
after the living benefit has been paid must be greater than or equal to the
minimum issue limits for the plan of insurance on the date of the living benefit
request.  The premiums due under the policy, all remaining values and policy
benefits will be reduced proportionately.

2.3 BENEFIT CONDITIONS


Payment of the living benefit is subject to the following rules:

a)   We must receive a written request on our form signed by you and the owner.

b)   The policy must be in force other than as extended term insurance.

c)   The policy or an eligible term rider must not be within five years of
     expiration or endowment at the time a living benefit is requested.

d)   The living benefit is not available for any last
     survivor life insurance policy.

e)   If there is an irrevocable beneficiary or assignee, they must consent in
     writing to payment of the benefit.

f)   We reserve the right to require you or any beneficiary, a spouse, assignee,
     or any other party in interest to consent to the payment of the living
     benefit if, in our discretion, such agreement is needed to protect our
     interests.

g)   Your policy is not eligible for this benefit if:

     i)   you or the owner are required by law to use this endorsement to meet
          the claims of creditors, whether in bankruptcy or otherwise; or

     ii)  you are required by a government agency to use this endorsement to
          apply for, obtain, or keep a government benefit or entitlement.

h)   You must provide proof that you meet conditions under the living benefit
     provision, including an attending physician's statement and any other proof
     we may require. We reserve the right to seek a second medical opinion or
     have you examined at our expense by a physician we choose.

2.4 TERMINATION
All rights and benefits under this endorsement will end when any one of the
following events occurs:

a)   the owner requests that the policy or this rider be cancelled;

b)   the grace period ends without payment of the premium; or

c)   conversion, expiry, maturity or termination of the policy.

2.5 POLICY PROVISIONS APPLY
The policy is modified to add the provisions of this rider. All provisions of
the policy not in conflict with this rider will apply to this rider. In the
event of a conflict between the provisions of the policy and this rider, the
provisions of the rider will prevail.


/s/ Edward M. Wiederstein
President
<PAGE>

                       FARM BUREAU LIFE INSURANCE COMPANY
            5400 UNIVERSITY AVENUE, WEST DES MOINES, IOWA 50266-5997

                              LIVING BENEFIT RIDER
                              DISCLOSURE STATEMENT

1.   This Living Benefit Rider is NOT a long term care policy. The amount this
     rider pays may not be enough to cover nursing home or other bills. The
     owner may use the money received from this rider for any purpose.

2.   Benefits payable under this rider MAY be taxable. We make no
     representations concerning any potential tax consequences of this
     endorsement. You should consult your personal tax adviser.

3.   This rider MAY affect Medicaid eligibility. If you use the endorsement
     benefit, you MAY be required to spend all of the available funds to become
     eligible for Medicaid or other government assistance programs.

4.   Payment of the accelerated benefit will be allowed if you are determined to
     have a terminal illness. This means you have a life expectancy of 12 months
     or less as certified by a physician.

5.   The maximum amount you may request for an accelerated benefit is the lesser
     of the policy benefit, or $250,000. The $250,000 maximum will be applied in
     sum to all the policies under which you are insured with us.

6.   The amount requested for the accelerated benefit will be reduced by a 12
     month discount which reflects the early payment of amounts held under your
     policy. The discount will be based on the policy's loan interest rate, or
     7.4% for policies not having a loan provision. There will be no other
     administrative charge.

7.   The amount requested will also be reduced if there is an existing policy
     loan on your policy on the date you request an accelerated benefit. The
     purpose of this reduction is to repay a portion of the policy loan.

8.   Payment of the accelerated benefit may decrease or eliminate the death
     benefit your beneficiary will receive by the amount of the accelerated
     benefit requested. If a portion of the policy remains in force following
     payment of the accelerated benefit, the premiums due under the policy, all
     remaining values and policy benefits, including any policy loans will be
     reduced proportionately.


- ----------------------------------                ----------------------------
     Policyowner's Signature                           Agent's Signature


- ----------------------------------                ----------------------------
             Date                                            Date


               First copy - Home Office      Second Copy - Owner/Insured
<PAGE>

                       FARM BUREAU LIFE INSURANCE COMPANY
            5400 UNIVERSITY AVENUE, WEST DES MOINES, IOWA 50266-5997

                          COST OF LIVING INCREASE RIDER

           This rider is a part of the policy to which it is attached.

- --------------------------------------------------------------------------------
SECTION 1 -DEFINITIONS
- --------------------------------------------------------------------------------
1.1 YOU OR YOUR
means the person whose life is insured under the policy.

1.2 EFFECTIVE DATE
means the date shown for this rider on policy data page.

1.3 CONSUMER PRICE INDEX
means the Consumer Price Index For All Urban Consumers, U.S. City Average, All
Items (CPI) as published by the U.S. Department of Labor.

1.4 CPI FACTOR
The CPI Factor is calculated as follows:

     (a)-(b)   where:
     -------
       (b)

a)   is the CPI 6 months prior to the increase date;
     and

b)   is the CPI 42 months prior to the increase date.

We reserve the right to use some other similar measurement if the U.S.
Department of Labor changes or stops publishing the CPI.

- --------------------------------------------------------------------------------
SECTION 2 - THE CONTRACT
- --------------------------------------------------------------------------------
2.1 INCREASE BENEFIT
The specified amount on your life will increase automatically every third policy
anniversary without proof of insurability. Such increase will be subject to the
following rules:

a)   The policy and this rider must be in force with all needed monthly
     deductions paid.

b)   The increase will take place every third policy anniversary after the
     policy date. Such anniversary will be the effective date of the increase.

c)   The increase amount will be the lessor of:

     i)   the initial specified amount plus any prior increases under this rider
          multiplied by the CPI Factor;

     ii)  20% of the initial specified amount; or

     iii) $25,000.

d)   The minimum increase amount is $2,000

e)   The total amount of all increases under this rider will be the lessor of:

     i)   four times the initial specified amount on this policy; or

     ii)  $200,000.

f)   The cost of insurance rate for the increase will be based on your sex,
     attained age and rate class at the time of increase.

g)   We will send the owner a new policy data policy data page showing the new
     specified amount following an increase.

h)   Any increase will be subject to per $1,000 charges shown in the policy.

i)   The increase will not be allowed if your mortality class is other than
     standard.

2.2 REJECTION OF INCREASE
We will mail you a new policy data page on the effective date of any increase.
Acceptance is automatic. You may reject the cost of living increase by notice to
us and return of the new policy data page within 30 days of the increase date.

2.3 TERMINATION
All rights and benefits under this rider will terminate when any of the
following occur:
a)   any automatic cost of living increase is rejected;

b)   the later of:
<PAGE>

     i)   the policy anniversary on which you are age 65; or

     ii)  the 10th policy anniversary;

c)   the owner requests that the policy or this rider be canceled;

d)   the grace period specified in the policy ends without payment of the
     monthly deductions; or

e)   conversion, expiry, maturity or termination of the policy.

2.4 POLICY PROVISIONS APPLY
All provisions of the policy not in conflict with this rider will apply to this
rider. In the event of a conflict between the provisions of the policy and this
rider, the provisions of this rider will prevail.

- --------------------------------------------------------------------------------
SECTION 3 - MONTHLY DEDUCTIONS AND REINSTATEMENT
- --------------------------------------------------------------------------------
3.1 MONTHLY DEDUCTIONS
The monthly deduction for this rider will be deducted on the same dates, in the
same manner and under the same conditions as the monthly deductions for the
policy to which this rider is attached. Monthly deductions for this rider are
due until the rider terminates. Any monthly deductions deducted after
termination, as provided in this rider, will not continue this rider in force
and will be refunded.

The current monthly deduction rates for this rider will be determined by us. If
we change the rates, we will change them for everyone in your premium class. The
current monthly deduction rates for this rider will never be more than 6% of the
guaranteed maximum monthly insurance rates shown on the policy data page.

3.2 REINSTATEMENT
This rider may be reinstated along with the policy subject to the requirements
of the policy and the following:

a)   You must provide proof of your good health and insurability satisfactory to
     us.

b)   All unpaid monthly deductions must be paid with interest. We will set the
     interest rate, but it will not exceed 6% per year.

/s/ Edmund M. Wiederstein
                President
<PAGE>

                       FARM BUREAU LIFE INSURANCE COMPANY
            5400 UNIVERSITY AVENUE, WEST DES MOINES, IOWA 50266-5997

                      GUARANTEED INSURABILITY OPTION RIDER

           This rider is a part of the policy to which it is attached.

- --------------------------------------------------------------------------------
SECTION 1 - DEFINITIONS
- --------------------------------------------------------------------------------
1.1 YOU OR YOUR
means the person whose life is insured under the policy.

1.2 EFFECTIVE DATE
means the date shown for this rider on page 3 of the policy.

- --------------------------------------------------------------------------------
SECTION 2 - THE CONTRACT
- --------------------------------------------------------------------------------
2.1 OPTION BENEFIT
The owner may increase the specified amount of insurance on your life without
proof of insurability on each of the option dates, if the policy and this rider
are in force with all needed monthly deductions paid.

Such purchase is subject to the following rules:

a)   The owner must send us a written request, on our form and pay the monthly
     deductions on or before the option date.

b)   The policy date of the increase will be the option date.

c)   In no event will the increase in specified amount become effective unless
     you are living on the option date.

d)   The increase in specified amount will not exceed the basic amount of this
     rider.

e)   Each Option will expire if not used on or before its option date. The
     expiration will not affect future options.

f)   The monthly deductions for the increased amount will be based on your sex,
     attained ago and rate class on the option date.

g)   The increased amount will be subject to the same exceptions, exclusions and
     restrictions, if any, as this policy.

h)   The increased amount will not be effective unless the net cash value on the
     option date is sufficient to pay monthly deductions for the policy plus the
     increased amount.

i)   We will send the owner a new policy data page 3 showing the new specified
     amount following exercise of an option.

j)   The increased amount will be subject to the first year per $1,000 charges
     shown in the policy.

2.2 AMOUNT OF THIS RIDER
The amount of this rider is shown on page 3 of the policy.

2.3 OPTION DATES
Option dates will be the policy anniversaries on which your age is 22, 25, 28,
31, 34, 37 and 40. Use of the advance purchase option will cancel the next
unused option.

2.4 ADVANCE PURCHASE OPTION
If the policy and this rider are in force with all needed deductions paid, the
owner may make immediate use of the next unused option within 60 days of the
following: 

a)   your marriage;

b)   the birth of each living child to you during your lifetime; or

c)   upon your legal adoption of a child.

Use of the advance purchase option is subject to the same rules which apply to
any other option benefit plus the following:

a)   The next option date will be cancelled.

b)   In the event of a multiple birth, the specified amount of the new policy
     may be increased to an amount equal to the amount of this rider times the
     number of live children born.

c)   You must send us proof of such marriage, birth or adoption. 
<PAGE>

d)   The increased amount under this option will not be effective unless the net
     cash value on the effective date of such increase is sufficient to pay
     monthly deductions for the policy plus the amount of the increase resulting
     from the exercise of this option.

e)   The effective date of the increase will be the monthly deduction day
     coinciding with or next following the date the signed request was received
     in the Home Office.

If you die without using an advance purchase option during the 60 days it is
available, a death benefit will be paid equal to the amount that would have been
paid had the owner exercised such option.

2.5 TERMINATION
All rights and benefits under this rider will terminate on the earliest of:

a)   the policy anniversary on which you are age 40;

b)   you die;

c)   the owner requests that the policy or rider be cancelled;

d)   the grace period specified in the policy ends without payment of the
     monthly deductions;

e)   the continuation of the policy in force under a cash value option; or

f)   conversion, expiry, maturity or termination of the policy.

2.6 POLICY PROVISIONS APPLY
All provisions of the policy not in conflict with this rider will apply to this
rider. In the event of a conflict between the provisions of the policy and this
rider, the provisions of this rider will prevail.

- --------------------------------------------------------------------------------
SECTION 3 - MONTHLY DEDUCTIONS AND REINSTATEMENT
- --------------------------------------------------------------------------------
3.1 MONTHLY DEDUCTIONS
The monthly deductions for this rider as shown herein are to be deducted on the
same dates, in the same manner, and under the same conditions as the monthly
deductions for the policy to which this rider is attached. Monthly deductions
for this rider are due until this rider terminates. Any monthly deductions
deducted after termination, as provided in this rider, will not continue this
rider in force and will be refunded. 

The monthly deductions for this rider are based on your attained age at the
beginning of each policy year. The table on the following page shows the monthly
deduction per $1,000 of rider amount based on your attained age at the beginning
of each policy year.

3.2 REINSTATEMENT
This rider my be reinstated along with the policy subject to the requirements of
the policy and the following:

a)   You must provide proof of your good health and insurability satisfactory to
     us.

b)   All unpaid monthly deductions must be paid with interest. We will set the
     interest rate, but it will not exceed 6% per year.

                                                       /s/ Edmund M. Wiederstein
                                                                       President
<PAGE>

                       TABLE OF GUARANTEED INSURABILITY OPTION
                          MONTHLY DEDUCTION RATES PER $1,000
                                  FOR STANDARD CLASS

Attained       Male       Female       Attained       Male       Female
  Age          Rate        Rate          Age          Rate        Rate

   0           .01         .01           20           .06         .04
   1           .02         .02           21           .06         .04
   2           .02         .02           22           .06         .04
   3           .02         .02           23           .07         .05
   4           .02         .02           24           .07         .05
   5           .02         .02           25           .07         .06
   6           .02         .02           26           .08         .06
   7           .03         .02           27           .08         .06
   8           .03         .02           28           .08         .06
   9           .03         .02           29           .08         .07
   10          .03         .02           30           .08         .07
   11          .03         .02           31           .08         .07
   12          .03         .02           32           .09         .07
   13          .04         .02           33           .09         .08
   14          .04         .03           34           .09         .08
   15          .04         .03           35           .09         .08
   16          .04         .03           36           .09         .09
   17          .04         .03           37           .10         .10
   18          .05         .03           38           .12         .12
   19          .05         .03           39           .14         .13

<PAGE>

                          FARM BUREAU LIFE INSURANCE COMPANY
               5400 UNIVERSITY AVENUE, WEST DES MOINES, IOWA 50266-5997

                         CHILDREN'S TERM LIFE INSURANCE RIDER

             This rider is a part of the policy to which it is attached.

- --------------------------------------------------------------------------------
SECTION 1 - DEFINITIONS
- --------------------------------------------------------------------------------
1.1 YOU OR YOUR
means the person whose life is insured under the policy.

1.2 COVERED CHILD
means your child, your stepchild or your legally adopted child, who:

a)   is named in the application for this rider and who is less than age 18 on
     the date of such application; or

b)   after the date of such application, is born to you or legally adopted by
     you before such child is age 18.

1.3 EFFECTIVE DATE

means the date shown for this rider on the policy data page.

- --------------------------------------------------------------------------------
SECTION 2 - THE CONTRACT
- --------------------------------------------------------------------------------
2.1 DEATH BENEFIT
We will pay the amount of this rider to the beneficiary of this rider.

a)   within two months after receipt by us of due proof of a covered child's
     death;

b)   if a covered child dies:

     i)   after such covered child is 7 days old; and

     ii)  before such covered child's 23rd birthday;

c)   if the policy and this rider are in force on the date of a covered child's
     death with all needed monthly deductions paid; and

d)   subject to the terms and conditions of the policy and this rider.

2.2 AMOUNT OF THIS RIDER
The amount of term insurance under this rider is shown on the policy data page.

2.3 DEATH BENEFIT CHANGES
The owner may change the amount of this rider at any time after the first policy
year subject to the following rules: 

a)   The change must be in writing in a form acceptable to us.

b)   It must be signed by the owner.

c)   The form must be sent to us and, if proof of insurability is required, such
     proof must be acceptable to us.

d)   We will issue a new policy data page for any change in amount of this
     rider.

Any decrease will be effective on the monthly deduction day coinciding with or
next following our receipt of the request. Any reduction will be in the
following order:

a)   against the most recent increase in insurance;

b)   against the next most recent increases reduced in succession;

c)   against the initial amount.

In no event will the current amount of this rider be more than the specified
amount of the policy. Any decrease is also subject to a minimum amount remaining
of $10,000.

Any increase will require proof of insurability. An approved increase will have
an effective date as shown on the new policy data page.

2.4 INCONTESTABLE CLAUSE
We will not contest payment of this rider for any reason other than fraud after
this rider has been in force during such covered child's lifetime for two years
from the effective date.

We will not contest payment of any increases in the amount of this rider for any
reason other than fraud after the increases have been in force during such
covered child's lifetime for two years from the effective date of each increase.

2.5 MISSTATEMENT OF AGE OR SEX
We have the right to correct benefits for misstated age or sex. In such an
event, benefits will be the amount the monthly deduction actually made would
have bought at the correct age or sex.

<PAGE>

2.6 SUICIDE
If, within one year of the effective date, a covered child dies by suicide,
whether sane or insane, our liability is limited to the monthly deductions paid
for this rider.

Any increase in death benefits resulting from an increase in the amount of this
rider will not be paid if a covered child dies from suicide, while sane or
insane, within one year of the date of such increase. Instead, we will return an
amount equal to the cost of insurance for such increase in the amount of this
rider.

2.7 TERMINATION
All rights and benefits under this rider will end when any one of the following
events occurs:

a)   the owner requests that the policy or rider be cancelled or fully
     converted;

b)   the grace period specified in the policy ends without payment of the
     monthly deductions; or

c)   conversion, expiry, maturity or termination of the policy.

2.8 POLICY PROVISIONS APPLY
The cash value and policy loan provisions of the policy, if any, will not apply
to this rider. All other provisions not in conflict with this rider will apply
to this rider. In the event of a conflict between the provisions of the policy
and this rider, the provisions of this rider will prevail.

- --------------------------------------------------------------------------------
SECTION 3 - OWNERSHIP AND BENEFICIARY
- --------------------------------------------------------------------------------
3.1 OWNERSHIP
The owner of the policy will be the owner of this rider.

3.2 BENEFICIARY
Beneficiaries for this rider are as named in the application, unless changed by
the owner. The rider's beneficiaries may be different from the policy's
beneficiaries.

- --------------------------------------------------------------------------------
SECTION 4 - MONTHLY DEDUCTIONS AND REINSTATEMENT
- --------------------------------------------------------------------------------
4.1 MONTHLY DEDUCTIONS
The monthly deductions for this rider are to be paid on the same dates, in the
same manner, and under the same conditions as the monthly deductions for
the policy to which this rider is attached. Monthly deductions for this rider
are due until this rider terminates. The monthly deduction for this rider will
be $0.25 per $1,000 of coverage under this rider.

4.2 REINSTATEMENT
This rider may be reinstated along with the policy subject to the requirements
of the policy and the following:

a)   You must provide proof of good health and insurability satisfactory to us
     for each covered child who would be insured under this rider upon such
     reinstatement.

b)   All unpaid monthly deductions must be paid with interest. We will set the
     interest rate, but it will not exceed 6% per year.

- --------------------------------------------------------------------------------
SECTION 5 - CONVERSION
- --------------------------------------------------------------------------------
5.1 CONVERSION PRIVILEGE
The owner may convert coverage under this rider to a new policy on any covered
child without proof of insurability if the policy and this rider are in force
with all needed monthly deductions paid. Application for conversion must be made
during such child's conversion period and before termination of this policy and
rider.

5.2 CONVERSION PERIOD
The conversion period for each covered child expires on the earlier of:

a)   such covered child's 23rd birthday; or

b)   60 days after your death.

5.3 CONVERSION REQUIREMENTS
Such conversion is subject to the following rules:

a)   The owner must send us a written request, on our form.

b)   The owner must pay the first premium on the new policy.

c)   The policy date of the new policy will be the date of termination of the
     covered child's coverage under this rider.

d)   In no event will the new policy become effective, unless such covered child
     is living on the policy date of the new policy.

e)   The face amount of the new policy may not exceed the face amount of this
     rider in effect on the date of the request.

f)   The new policy must comply with our published rules in effect on the date
     of issue of the new policy.

<PAGE>

g)   The premium for the new policy will be our rate for such covered child's
     age on the policy date of the new policy for the same premium class as this
     rider.

h)   The new policy will be subject to the same exceptions, exclusions and
     restrictions, if any, as this rider.

i)   The new policy may be any form of single-life permanent life insurance
     policy then being offered by us.

j)   Our consent and proof of such covered child's insurability are required to
     add any other benefit riders to the new policy, including the waiver of
     charges rider.


/s/ Edward M. Wiederstein
                President
<PAGE>

                          FARM BUREAU LIFE INSURANCE COMPANY
               5400 UNIVERSITY AVENUE, WEST DES MOINES, IOWA 50266-5997

                      OTHER ADULT UNIVERSAL LIFE INSURANCE RIDER

              This rider is a part of the policy to which it is attached.

- --------------------------------------------------------------------------------
SECTION 1 - DEFINITIONS
- --------------------------------------------------------------------------------
1.1 YOU OR YOUR
means the person whose life is insured under the policy.

1.2 COVERED ADULT
means the person whose life is insured under this rider and who is age 18 or
older.

1.3 AGE
means age at the last birthday.

1.4 ATTAINED AGE
means the covered adult's age on the effective date plus the number of policy
years since the effective date.

1.5 EFFECTIVE DATE
means the effective date of this rider shown on the policy data page.

- --------------------------------------------------------------------------------
SECTION 2 - THE CONTRACT
- --------------------------------------------------------------------------------
2.1 DEATH BENEFIT
We will pay the amount of this rider to the beneficiary of this rider:

a)   within two months after receipt by us of due proof of the covered adult's
     death;

b)   if the policy and this rider are in force on the date of the covered
     adult's death with all needed monthly deductions paid; and

c)   subject to the terms and conditions of the policy and this rider.

2.2 AMOUNT OF THIS RIDER
The amount of insurance under this rider is shown on the policy data page.

2.3 DEATH BENEFIT CHANGES
The owner may change the amount of this rider at any time after the first policy
year subject to the following rules:

a)   The change must be in writing in a form acceptable to us.

b)   It must be signed by the owner.

c)   The form must be sent to us and, if proof of insurability is required, such
     proof must be acceptable to us.

d)   We will issue a new policy data page for any change in the amount of this
     rider.

Any decrease will be effective on the monthly deduction day coinciding with or
next following our receipt of the request. Any reduction will be in the
following order:

a)   against the most recent increase in insurance;

b)   against the next most recent increases reduced in succession;

c)   against the initial amount.

In no event will the current amount of this rider be more than the specified
amount of the policy. Any decrease is also subject to a minimum amount remaining
of $50,000.

Any increase will require proof of insurability. An approved increase will have
an effective date as shown on the new policy data page.

2.4 INCONTESTABLE CLAUSE
We will not contest payment of this rider for any reason other than fraud after
this rider has been in force during the covered adult's lifetime for two years
from the effective date of this rider.

We will not contest payment of any increases in the amount of this rider for any
reason other than fraud after the increases have been in force during the
covered adult's lifetime for two years from the effective date of each increase.

2.5 MISSTATEMENT OF AGE OR SEX
We have the right to correct benefits for misstated

<PAGE>

age or sex. In such an event, benefits will be the amount the monthly deductions
actually paid would have bought at the correct age or sex.

2.6 SUICIDE
If, within one year of the effective date, the covered adult dies by suicide,
whether sane or insane, our liability is limited to the monthly deductions paid
for this rider.

Any increase in death benefits resulting from an increase in the amount of this
rider will not be paid if a covered adult dies from suicide, while sane or
insane, within one year of the date of such increase. Instead, we will return an
amount equal to the cost of insurance for such increase in the amount of this
rider.

2.7 TERMINATION
All rights and benefits under this rider will end when any one of the following
events occurs:

a)   the earlier of the policy anniversary on which you are age 115 or the
     policy anniversary on which the covered adult is age 115;

b)   the covered adult dies;

c)   the owner requests that the policy or rider be cancelled or fully
     converted;

d)   the grace period specified in the policy ends without payment of the
     monthly deductions; or

e)   conversion, expiry, maturity or termination of the policy.

2.8 POLICY PROVISIONS APPLY
The accumulated value benefits and policy loan provisions of the policy, if any,
will not apply to this rider. All other provisions not in conflict with this
rider will apply to this rider. In the event of a conflict between the
provisions of the policy and this rider, the provisions of this rider will
prevail.

- --------------------------------------------------------------------------------
SECTION 3 - OWNERSHIP AND BENEFICIARY
- --------------------------------------------------------------------------------
3.1 OWNERSHIP
The owner of the policy will be the owner of this rider.

3.2 BENEFICIARY
Beneficiaries for this rider are as named in the application, unless changed by
the owner. The rider's beneficiaries may be different from the policy's
beneficiaries.

- --------------------------------------------------------------------------------
SECTION 4 - MONTHLY DEDUCTIONS AND REINSTATEMENT
- --------------------------------------------------------------------------------
4.1 MONTHLY DEDUCTIONS
The monthly deductions for this rider are to be paid on the same dates, in 
the same manner, and under the same conditions as the monthly deductions for 
the policy to which this rider is attached. Monthly deductions for this rider 
are due until the rider terminates. The monthly deduction for this rider is 
computed as the sum of a) plus b), where:

a)   is the cost of insurance rate (as defined in section 4.2) multiplied by the
     amount of the rider; and

b)   is the monthly per $1,000 charge from the policy data page, multiplied by
     the current amount or the amount of any increase in the amount of this
     rider. This charge applies only during the first policy year or during the
     12 months following an increase in the amount of this rider.

4.2 COST OF INSURANCE RATE
The cost of insurance rate is subject to the following rules:

a)   The rate is based on the covered adult's sex, rate class and attained age.
     For any increase in the specified amount, the attained age will be the
     covered adult's age on the effective date of the increase.

b)   The monthly rates will be determined by us based on our expectation as to
     future mortality experience.

c)   If we change the rates, we will change them for everyone in a rate class.

d)   The monthly guaranteed rates shown in the policy are based on the 1980
     Commissioner's Standard Ordinary Mortality Table, Age Last Birthday. The
     monthly rate will never be more than these rates.

4.3 REINSTATEMENT
This rider may be reinstated along with the policy subject to the requirements
of the policy and the following:

<PAGE>

a)   You must provide proof of good health and insurability satisfactory to us
     for the covered adult who would be insured under this rider upon such
     reinstatement.

b)   All unpaid monthly deductions must be paid with interest. We will set the
     interest rate, but it will not exceed 6% per year.

- --------------------------------------------------------------------------------
SECTION 6 - CONVERSION
- --------------------------------------------------------------------------------
6.1 CONVERSION PRIVILEGE
The owner may convert this rider to a new policy on the covered adult without
proof of insurability if the policy and this rider are in force with all needed
monthly deductions paid. Application for conversion must be made before
termination of the policy and rider and before the covered adult's 75th
birthday, or within 60 days after your death.

6.2 CONVERSION REQUIREMENTS
Such conversion is subject to the following rules:

     a)   The owner must send us a written request, on our form.

     b)   The owner must pay the first premium on the new policy.

     c)   The policy date of the new policy will be the date of termination of
          this rider.

     d)   In no event will the new policy become effective, unless the covered
          adult is living on the policy date of the new policy.

     e)   The face amount of the new policy may not exceed the face amount of
          this rider in effect on the date of the request.

     f)   The new policy must comply with our published rules in effect on the
          date of issue of the new policy.

     g)   The premium for the new policy will be our rate for the covered
          adult's age on the policy date of the new policy for the same premium
          class as this rider.

     h)   The new policy will be subject to the same exceptions, exclusions and
          restrictions, if any, as this rider.

     i)   The new policy may be any form of single-life permanent life insurance
          policy then being offered by us.

     j)   Our consent and proof of the covered adult's insurability are required
          to add any other benefit riders to the new policy, including the
          waiver of charges rider.


/s/ Edward M. Wiederstein
    President

<PAGE>
                                 Exhibit 1.A. 6(a)
                    Certificate of Incorporation of the Company


                                   STATE OF IOWA
                            OFFICE OF SECRETARY OF STATE

     This is to Certify that the IOWA LIFE INSURANCE COMPANY of Des Moines, Iowa
has filed in this office Articles of Incorporation, and paid the fees as by law
provided.

     Therefore, this Certificate is issued, thereby authorizing it to transact
business as a corporation, under and Subject to the laws of the State of Iowa,
PERPETUALLY from October 30th, 1944.

     In testimony whereof, I have hereunto set my hand and caused to be affixed
the seal of the office.

     Done at Des Moines, the Capital, this Thirtieth day of October, 1944.

     /s/ Wayne M. Ropes

     Wayne M. Ropes

     Secretary of State

     by [left blank] Deputy Secretary of State

     Expires  PERPETUAL


<PAGE>

                             ARTICLES OF INCORPORATION
                                         OF
                            IOWA LIFE INSURANCE COMPANY

     We, the undersigned, for the purpose of transacting the business
hereinafter set forth, do hereby associate ourselves together and under the
following Articles of Incorporation unite ourselves into a body corporate under
the provisions of Chapter 384 and Chapter 398 of the Code of Iowa, 1939, and all
acts amendatory thereto, and assume all powers and obligations granted bodies
corporate under said chapters, and do hereby adopt the following Articles of
Incorporation, to-wit:

     ARTICLE I.

     NAME

     The name of this Corporation shall be IOWA LIFE INSURANCE COMPANY.

     ARTICLE II.

     PRINCIPAL PLACE OF BUSINESS

     The principal place of business of this Corporation shall be in the city of
Des Moines, County of Polk, State of Iowa.  It may establish and maintain branch
offices, depositories and agencies elsewhere.

     ARTICLE III.

     POWERS, OBJECTS AND PURPOSES

     The purposes and objects for which this Corporation is formed, and the
powers which it shall have and exercise, are:

     1.  To make insurance on the lives of persons and every insurance
appertaining thereto or connected therewith, and granting, purchasing or
disposing of annuities, and to make insurance against bodily injury, disablement
or death by accident, and against disablement resulting from sickness or old age
and every insurance appertaining thereto, on a level premium plan and as a legal
reserve company with all the rights and privileges granted or permitted by
Chapter 384 and Chapter 398 of the Code of Iowa, 1939, and all acts amendatory
thereto.

     2.  To assume and exercise all the rights, powers and privileges that are
now or may hereafter be conferred by law upon similar corporations, and to have
the right of perpetual succession, sue and be sued, make contracts, acquire,
own, and transfer property, real and personal, and have a common seal.


<PAGE>

     3.  To issue all forms of insurance contracts pertaining to or connected
with the business of life insurance as it now or may hereafter be carried on in
this state or elsewhere.

     4.  To cede to and reinsure its excess risks wherever they may be in other
companies or associations, and to accept and reinsure the excess risks of other
companies or associations ceded to it.

     5.  To buy, sell, invest and reinvest its funds in any of the securities or
property in which a life insurance company may now or hereafter lawfully invest.

     6.  To have and exercise all of the rights and powers necessary and
incident to carrying into effect the purposes for which this Corporation is
formed.

     7.  The objects, powers and purposes specified above shall, except where
otherwise expressed, be in no way limited or restricted by inference to or
inference from the terms of any clause or paragraph of these Articles of
Incorporation, and the foregoing shall be construed both as powers and objects
and the enumeration thereof shall not be held to limit or restrict in any manner
the general powers conferred upon this Corporation by the laws of the State of
Iowa, or any acts amendatory thereto, all of which are hereby expressly claimed.

     ARTICLE IV.

     CAPITAL STOCK

     The authorized capital stock of this Corporation is Five Hundred Thousand
($500,000.00) Dollars, divided into Two Hundred Six Thousand (206,000) shares, 
of which amount Two Hundred Thousand (200,000) shares of the par value of One
($1.00) Dollar per share, amounting to Two Hundred Thousand ($200,000.00)
Dollars is "Common Stock," and Six Thousand (6,000) shares of the par value of
Fifty ($50.00) Dollars per share, amounting to Three Hundred Thousand
($300,000.00) Dollars, is 6% cumulative "First Preferred Stock."

     The nature and definitive extent and preferences and privileges granted
each class is, as follows:

     1.  STOCK ISSUE CONDITIONS.  No stock of this Corporation shall be issued
until this Corporation has received payment in full therefor the selling price
as fixed by the board of directors, which shall be not less than par, in cash or
property, providing, however, that when it is issued for anything other than
money it must be done in accordance with the statutes in force at the time said
stock shall be issued.

     2.  COMMON STOCK.  The Common Stock shall be issued to and owned only by
the Iowa Farm Bureau Foundation, its assigns, or a member in good standing of
the


<PAGE>

Iowa Farm Bureau Federation as defined in the By-Laws of this Corporation, and
no one else shall be eligible to own the same.

     The Common stockholders shall be entitled to receive, when and as 
declared by the board of directors, subject to any limitations in these 
Articles contained, dividends from the net earnings of this Corporation on 
such equitable basis as the board of directors shall determine, and shall be 
payable annually when and as determined by the board of directors, provided, 
however, that no dividends shall be declared or paid on the Common Stock 
issued to and owned by the Iowa Farm Bureau Federation or its assigns in 
excess of six (6%) per cent per annum on the par value thereof.  No dividends 
shall be declared or paid on the Common Stock until the board of directors 
has first declared dividends on the First Preferred Stock and paid or set 
apart the same to or for the account of said First Preferred stockholders.  
Dividends to the Common stockholders shall be non-cumulative.  No person 
shall be entitled to dividends unless he is a Common stockholder of record at 
the time of the declaration of the same.

     The holders of Common Stock shall be entitled to one vote for each and
every share of stock issued and owned at all meetings of the stockholders, and
shall not have the privilege of voting by proxy but a corporate stockholder
shall have the privilege of voting by an authorized representative or
representatives, and no one other than the Iowa Farm Bureau Federation shall be
entitled to own more than one share.

     The Common Stock of any holder thereof, other than the Iowa Farm Bureau
Federation or its assigns, may be called, redeemed or retired at the election of
the board of directors at such time or times as it shall determine, and shall be
called, redeemed or retired by the board of directors whenever the holder
thereof shall cease to be eligible to own the same by ceasing to be a member in
good standing of a County Farm Bureau and the Iowa Farm Bureau Federation, as
herein provided and as defined in the By-Laws, or any amendment thereto, upon
the payment of the purchase price paid per share with accrued dividends, if any;
provided, however, that not less than thirty (30) days' prior notice of such
intention to retire or redeem such stock shall be given the holder of such stock
called for retirement or redemption by written notice postpaid to the last known
address of each stockholder as shown by the books of this Corporation.

     From and after the date fixed for such redemption all dividends on the
Common Stock thereby called for redemption shall, unless the Corporation shall
default in the payment of the redemption price, cease and all rights of the
holders thereof as stockholders of the Corporation, except the right to receive
the redemption price and accrued dividends, if any, shall cease and terminate.

     The eligibility of a person, other than the Iowa Farm Bureau Federation or
its assigns, to own and hold Common Stock in this Corporation shall be
determined by the records of the Iowa Farm Bureau Federation of which the owner
thereof or the one under which he is eligible to own the same is or was a member
at the time of issue of said stock, and said books and records shall be
conclusive of his or their said eligibility.


<PAGE>

     In the event of the dissolution and winding up of the business of this
Corporation, whether voluntary or involuntary, or in the event of the sale of
all of the assets of the Corporation and the distribution of the proceeds
thereof, the Common stockholder shall receive nothing until the First Preferred
Stock has been paid in full the purchase price paid per share to this
Corporation, together with all unpaid accrued dividends on such shares of stock.

     3.  FIRST PREFERRED STOCK.  The First Preferred Stock shall be issued to
and owned only by members in good standing of a County Farm Bureau of this state
and of the Iowa Farm Bureau Federation and shall have no voting privileges, and
the holder of First Preferred Stock shall be entitled to receive, when and as
declared by the board of directors, dividends from the net earnings of the
Corporation at the rate of six (6%) per cent per annum, payable annually, when
and as determined by the board of directors.  Such dividends shall be payable
before any dividends shall be paid on or set apart for the Common stockholders,
and such dividends on the First Preferred Stock shall be cumulative so that if
at any time at the dividend period dividends at the rate of six (6%) per annum
should not have been paid upon or set apart for the First Preferred Stock, the
deficiency shall be fully paid or set apart without interest before any
dividends shall be paid or declared upon the Common Stock.

     The First Preferred Stock may be redeemed or retired in whole or in part,
at the election of the board of directors at such time or times as it shall
determine at the purchase price paid per share with accrued dividends, if any,
provided, however, that not less than thirty (30) days' prior notice of such
intention to retire or redeem such stock shall be given the holders of such
stock so called for retirement or redemption by written notice postpaid to the
last known address of such stockholders as shown by the books of the
Corporation.

     No First Preferred stockholders shall have any preferential right
respecting the retirement or redemption of the shares of First Preferred Stock
owned by him, but in the event less than all of the outstanding shares of First
Preferred Stock are to be redeemed such redemption may be made by lot or
pro-rata in such manner as may be determined by the board of directors of this
Corporation.

     From and after the date fixed for such redemption all dividends on the
First Preferred Stock thereby called for redemption shall, unless the
Corporation shall default in the payment of the redemption price, cease and all
rights of the holders thereof as stockholders of the Corporation, except the
right to receive the redemption price and accrued dividends, if any, shall cease
and terminate.

     In the event of the dissolution and winding up of the business of the
Corporation, whether voluntary or involuntary, or in the event of the sale of
all of the assets of the Corporation and the distribution of the proceeds
thereof, the holder of the First Preferred Stock shall be entitled to be paid in
full the purchase price paid per share, together with all unpaid dividends
accrued on such shares, before any sum whatsoever shall be paid


<PAGE>

in liquidation on account of the Common Stock, and thereafter the Common Stock
shall be entitled to the remaining assets.

     4.  LIMITATION ON STOCKHOLDERS' DIVIDENDS.  No cash dividend on the capital
stock of the Corporation in excess of the amount required to pay dividends at
the rate of six (6%) per annum on the par value on the issued and outstanding
First Preferred Stock, shall be paid in any calendar year prior to January 1,
1946, unless the capital of the Corporation, its surplus and contingency
reserves shall aggregate ten (10%) per cent or more of all other liabilities of
the Corporation, and no cash dividend in excess of the amount required to pay
dividends at the rate of six (6%) per cent per annum on the par value of the
issued and outstanding First Preferred Stock shall be paid in any calendar year
between January 1, 1946 and January 1, 1951, unless the capital, surplus and
contingency reserves shall equal or exceed eight and one-half (8 1/2%) per cent
of all other liabilities; nor shall any cash dividends in excess of the amount
required to pay dividends at the rate of six (6%) per cent per annum on the par
value of the issued and outstanding First Preferred Stock be paid on the capital
stock in any calendar year after January 1, 1951, unless the capital, surplus
and contingency reserves shall equal or exceed seven (7%) per cent of all other
liabilities.

     No cash dividend in any one calendar year in excess of the amount required
to pay dividends at the rate of six (6%) per cent per annum, on the issued and
outstanding First Preferred Stock, shall be paid on the capital stock unless the
policyholders dividend scale of the Corporation in effect for said calendar year
results in an average net cost equal to or less than the average net cost to the
ten legal reserve companies operating in the United States each having more than
$250,000,000 insurance in force and showing the lowest average net cost.

     For the purpose of this comparison the average net cost shall be computed
on the Whole Life Plan for ages at issue 25, 35, and 45, and for a policy issued
in the amount of One Thousand ($1,000) Dollars.  Cost for above ages shall be
determined for each year of issue since organization of the Corporation, except
that the cost on policies in force for twenty (20) years or more shall not be
used.  The actual dividends payable for the year in question shall be used and
not a net cost based on dividend history.  Companies doing primarily a mail
order business or operating through lodges or as fraternal organizations, as
well as United States Government Insurance, shall not be included in the
comparison.

     5.  REGISTERED OWNER.  This Corporation shall be entitled to treat the
person or corporation in whose name any share of stock is registered as the
owner thereof for all purposes, and shall not be bound to recognize any
equitable right or claim to any interest in such share on the part of any other
person or corporation, whether or not the corporation shall have notice thereof,
save as expressly provided by the laws of the State of Iowa or as may hereafter
be provided.

     6.  TRANSFER OF STOCK.  The shares of First Preferred Stock in this
Corporation shall be transferable only to a member in good standing of a County
Farm Bureau of


<PAGE>

this state and of the Iowa Farm Bureau Federation, and the shares of Common
Stock shall not be transferable in any manner except the shares owned by the
Iowa Farm Bureau Federation, and no transfer except as herein provided shall be
of any validity or cognizable by the Corporation, and no transfer of any stock
of this Corporation shall be of any validity until duly entered on the books of
the Corporation.

     7.  INCREASE OR DECREASE OF STOCK.  From time to time any class of stock
may be increased or decreased as may be determined by vote of the stockholders
present at any annual or special meeting possessing voting rights to the extent
and in the manner provided by the statutes of the State of Iowa and these
Articles of Incorporation, and in the event it is determined to increase the
amount of First Preferred Stock it shall not be necessary to secure the consent
of the holders of the First Preferred Stock; provided, however, that no other
class of stock shall be created having preference over the First Preferred Stock
as now authorized or as may hereafter be authorized in respect of payment of
dividends out of the earnings or upon liquidation or dissolution unless the
amendment authorizing such change shall receive the affirmative vote of the
holders of not less than two-thirds of the outstanding First Preferred Stock
voting as a class.

     8.  All persons and/or corporations or associations who shall acquire stock
in this Corporation shall acquire the same subject to the provisions of these
Articles of Incorporation, and shall, by their subscription therefor and
acceptance thereof, be bound by the said Articles of Incorporation, and any
amendments thereto, and the By-Laws duly adopted thereunder.

     ARTICLE V.

     OFFICERS AND DIRECTORS

     1.  The business and affairs of this Corporation shall be managed by a
board of twelve (12) directors who shall be members in good standing of the Iowa
Farm Bureau Federation, and shall be elected by the stockholders of this
Corporation as hereinafter provided, and said directors shall hold office until
their successors are elected and qualified.

     2.  The term of office of the directors of this Corporation shall be two
(2) years and until their successors are elected and qualified.

     3.  At the first annual meeting of the stockholders of this Corporation to
be held in 1946, as provided in these Articles, seven (7) directors shall be
elected for a term which shall expire at the next annual meeting of the
stockholders and until their successors are elected and qualified; five (5)
directors for a term of two years, and then at each annual meeting thereafter
there shall be elected for a term of two years each as many directors as there
are directors whose terms expire.

     4.  Until the first annual meeting of the stockholders of this Corporation
to be held in 1946, the following persons shall constitute the directors of this
Corporation.


<PAGE>

     Name                          Address
     ----                          -------

     Allan E. Kline                Vinton, Iowa
     E. Howard Hill                Minburn, Iowa
     Mrs. Raymond Sayre            Ackworth, Iowa
     A. Fletcher Aitchison         Cascade, Iowa
     J. S. Van Wort                Hampton, Iowa
     H. J. Shoemaker               Hawarden, Iowa
     J. Otto Gidel                 Lake City, Iowa
     Russell Hayes                 Prairie City, Iowa
     W. C. Molison                 Grinnell, Iowa
     Lee Stephenson                Eldon, Iowa
     W. G. Lodwick                 Sedan, Iowa
     F. A. Klopping                Underwood, Iowa


     5.  Until the first annual meeting of the stockholders of this Corporation
and until their successors are elected and qualified the officers of this
Corporation shall be:

     Office              Name                     Address
     ------              ----                     -------

     President:          Allan B. Kline           Vinton, Iowa
     Vice-President:     E. Howard Hill           Minburn, Iowa
     Secretary:          Donald B. Groves         Des Moines, Iowa
     Treasurer:          Donald B. Groves         Des Moines, Iowa

     6.  The officers of this Corporation shall be elected by the board of
directors immediately following the first annual meeting of the stockholders,
and thereafter immediately following each annual meeting, and shall hold office
for the term of one year or until their successors are elected and qualified.

     7.  The officers of this Corporation shall be a president, vice-president,
secretary, treasurer, and such other officers as the board of directors may from
time to time create, and the offices of secretary and treasurer may be held by
the same person.

     8.  The board of directors may fill all vacancies occurring in its
membership, and a director elected to fill a vacancy shall serve for the
unexpired term of the director whose vacancy he was elected to fill and/ or
until his successor is elected and qualified.

     9.  A majority of the board of directors shall constitute a quorum for the
transaction of all business of the Corporation.

     10.  The board of directors shall have full authority to adopt and enact
regulations and rules and by-laws for the proper government of the Corporation,
classify risks, promulgate rates therefor, adopt policy forms and riders,
appoint agents, officers,


<PAGE>

employees or others, require bonds for such officers and employees as they may
determine, issue such information as the welfare of the Corporation may require,
designate depositories, hold meetings at such times and places as the business
may require, and shall make a full and complete report of its doings at each
annual meeting of the Corporation.

     11.  The board of directors may appoint an executive committee, consisting
of five (5) members, and designate a chairman thereof; the members thereof shall
hold office for the term of one year or until their successors are appointed and
qualified; said term, however, being subject to the will and pleasure of the
board of directors.  The executive committee shall have such powers and possess
such authority as the board of directors shall, from time to time, by by-law or
resolution vest in it.

     12.  The board of directors shall have power to appoint such other
committees as it may deem necessary for the efficient conduct of the business,
and every such committee so created by the board shall report its doings to the
meeting of the board of directors next ensuing.

     13.  All conveyances of real property, releases of mortgages, liens and
judgments, and all other instruments affecting real property, made by the
Corporation or required by law to be made a matter of record, shall be executed
by the president or vice-president and the secretary or assistant secretary and
attested to by the corporate seal.

     ARTICLE VI.

     MEETINGS OF STOCKHOLDERS

     1.  REGULAR ANNUAL MEETING.  The first regular annual meeting of the
stockholders of this Corporation shall be held in the year 1946 and all
subsequent annual meetings of the stockholders of this Corporation shall be held
annually, at such time and place and upon such notice as the board of directors
shall, from time to time, fix and determine, provided such notice is not less
than ten days and such meeting shall be held at Des Moines, Iowa.

     2.  SPECIAL MEETINGS.  Special Meetings of the stockholders may be called
at any time by the president upon the giving of five (5) days' notice in writing
by mail to the stockholders as shown by the records of this Corporation, and
such meetings shall be called at any time upon the request of stockholders
representing twenty-five (25%) per cent of the stock issued.

     In case the president neglects or refuses to call a meeting at the request
of the stockholders, as herein provided, the stockholders may join in a call of
the stockholders at a special meeting upon giving to each stockholder of record
having voting privileges the same notice and in the same manner as hereinbefore
provided in this section.


<PAGE>

     3.  VOTING PRIVILEGE.  At all meetings of the stockholders each Common
stockholder shall be entitled to one vote for each share of stock owned and held
by him or it.

     ARTICLE VII.

     CORPORATE PERIOD

     This Corporation shall commence business under these Articles of
Incorporation as soon as it secures certificate of incorporation from the
Secretary of State of the State of Iowa, and certificate authorizing it to
transact an insurance business from the Commissioner of Insurance of the State
of Iowa, as by law provided, and shall have perpetual existence unless changed
as by law and these Articles of Incorporation required.

     ARTICLE VIII.

     PRIVATE PROPERTY EXEMPT

     The private property of the stockholders of this Corporation shall be
exempt from the debts of the Corporation and from all liability therefor.

     ARTICLE IX.

     This Corporation shall have a corporate seal and shall have inscribed
thereon "Iowa Life Insurance Company, Des Moines, Iowa, Corporate Seal, " which
words may be changed at any time by resolution of the board of directors.

     ARTICLE X.

     BY-LAWS

     The Board of Directors may at its pleasure make and adopt By-Laws which do
not conflict with the law or these Articles of Incorporation or By-Laws adopted
or ratified by the stockholders and alter or amend the same.

     ARTICLE XI.

     AMENDMENTS

     These Articles of Incorporation may be amended at any annual meeting of the
stockholders or at any special meeting called for that purpose by a two-thirds
vote of the stockholders having voting privileges present at such meeting,
provided that no amendment shall be made or enacted unless the proposed
amendment or alteration has been filed in writing with the president and with
the secretary of this Corporation not less than sixty (60) days before the
meeting at which the same is offered.  Notice of


<PAGE>

special meeting and the proposed amendment or alteration to these Articles of
Incorporation coming before such special meeting shall be given the stockholders
in the same manner and for the same period of time as is required for special
meetings of stockholders.


<PAGE>

                                    STATE OF IOWA

                                      [GRAPHIC]

                                      OFFICE OF

                                THE SECRETARY OF STATE



                 TO ALL TO WHOM THESE PRESENTS SHALL COME, GREETING:


I, MELVIN D. LYNHORST, SECRETARY OF STATE OF THE STATE OF IOWA, DO HEREBY 
CERTIFY THAT THE FOLLOWING AND HERETO ATTACHED IS A TRUE PHOTOSTATIC COPY OF 
Amendment to Articles of Incorporation for IOWA LIFE INSURANCE COMPANY, of 
- -------------------------------------------------------------------------------
Des Moines, Iowa, changing the corporate title to FARM BUREAU LIFE INSURANCE 
- -------------------------------------------------------------------------------
COMPANY.
- -------------------------------------------------------------------------------

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

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

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

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

AS THE SAME APPEAR OF RECORD IN THIS OFFICE.
                                            -----------------------------------

                                        IN TESTIMONY WHEREOF, I HAVE HEREUNTO
                                   SET MY HAND AND AFFIXED THE OFFICIAL SEAL
                                   OF THE SECRETARY OF STATE AT THE CAPITOL, IN
                                   DES MOINES, THIS 4th DAY OF August,
                                   A.D. NINETEEN HUNDRED AND FIFTY-EIGHT.


                                   /s/ Melvin D. Lynhorst
                                   --------------------------------------------
                                                             SECRETARY OF STATE


                                   --------------------------------------------
                                                                         DEPUTY

<PAGE>

                       AMENDMENT TO ARTICLES OF INCORPORATION,
                                   AS AMENDED, OF
                             IOWA LIFE INSURANCE COMPANY

KNOW ALL MEN BY THESE PRESENTS:

     That at the annual meeting of the stockholders of the Iowa Life Insurance
Company, held at the Fort Des Moines Hotel, Des Moines, Iowa, on the 1st day 
of August, 1958, pursuant to notice in writing, stating the time, place and
purpose of said meeting mailed in accordance with the provisions of the Articles
of Incorporation and the laws of the State of Iowa, the following Amendment to
the Articles of Incorporation, a copy of which amendment was duly filed with the
president and secretary of this corporation more than sixty (60) days prior to
August 1, 1958, was adopted by a UNANIMOUS vote of all of the stockholders
present in person or represented by an authorized representative at said
meeting:

     Amend Article I, entitled "Name," by striking all of said article, and
     substituting in lieu thereof the following:

     "The name of this corporation shall be 'FARM BUREAU LIFE INSURANCE
     COMPANY'."

     Amend Article IV, entitled "Capital Stock," by striking all of said
     article, and substituting in lieu thereof the following:

     "The authorized capital stock of this corporation is Five Hundred Thousand
     ($500,000.00) Dollars, divided into ten thousand (10,000) shares, of which
     amount four thousand (4,000) shares of the par value of Fifty ($50.00)
     Dollars per share, amounting to Two Hundred Thousand ($200,000.00) Dollars,
     is Common Stock, and six thousand (6,000) shares of the par value of Fifty
     ($50.00) Dollars per share, amounting to Three Hundred Thousand
     ($300,000.00) Dollars, is six (6%) per cent cumulative First Preferred
     Stock.

     The nature and definite extent and preferences and privileges granted each
     class is, as follows:

     Section 1.  STOCK ISSUE CONDITIONS.  No stock of this corporation shall be
     issued until this corporation has received payment in full therefor the
     selling price as fixed by the board of directors, which shall be not less
     than par, in cash or property, providing, however, that when it is issued
     for anything other than money it must be done in accordance with the
     statutes in force at the time said stock shall be issued.

     Sec. 2.  COMMON STOCK.  The Common Stock shall have a par value of Fifty
     ($50.00) Dollars per share, and the holders of record thereof shall be
     entitled to one vote per share at all
<PAGE>

                                         -2-

     meetings of the stockholders.  The Common Stock shall be issued to and
     owned only by the Iowa Farm Bureau Federation and shall be issued from time
     to time upon application by it and upon tender and payment of the purchase
     price as fixed by the board of directors, which shall be not less than par.
     The holders of record of the Common Stock shall be entitled to vote at all
     meetings of the stockholders by a duly authorized representative or
     representatives.

     If, after providing for the payment of full dividends for any fiscal year
     on the First Preferred Stock and for any balance that remains due on the
     cumulative dividends of such First Preferred Stock, there shall remain any
     surplus net earnings or profits not in the opinion of the board of
     directors required for the operation of the business of this corporation or
     for the payment of its liabilities, it shall be applicable to dividends
     upon the Common Stock for such fiscal year when and as from time to time
     the same shall be declared by the board of directors, which dividend shall
     not be cumulative but shall only be paid as surplus net earnings or profits
     are available and dividends are declared.  Such dividends shall be ratable
     in proportion to the number of shares of Common Stock issued and
     outstanding until dividends have been declared and set apart for the Common
     Stock to the extent of, but not in excess of, six (6%) per cent for any one
     fiscal year.

     No common stockholder shall be entitled to dividends unless it is a
     stockholder of record at the time of the declaration of the same.

     The Common Stock or any part thereof may be called, redeemed or retired at
     the option and election of the board of directors at such time or times and
     in such manner as it shall determine upon the payment of the purchase price
     paid this corporation for each share, with accrued dividends, if any,
     provided, however, that not less than thirty (30) days' prior notice of
     such intention to retire or redeem such stock shall be given the holder of
     such stock called for retirement or redemption in writing, post-paid, to
     the last known address of such stockholder as shown by the books of this
     corporation.

     From and after the date fixed for such retirement or redemption all
     dividends on the Common Stock thereby called for retirement or redemption
     shall, unless this corporation shall default in the payment of the
     redemption price, cease, and all rights of the holders thereof as Common
     stockholders of this corporation, except the right to receive the
     redemption price and accrued dividends, if any, shall cease and terminate.

     In the event of the dissolution or winding up of the business and affairs
     of this corporation, whether voluntary or involuntary, or in the event of
     the sale of all of the assets of this corporation and the distribution of
     the proceeds thereof, the Common stockholders of record shall, after the
     First Preferred stockholders have received distribution and payment of the
     full purchase price paid per share to this corporation, together with all
     unpaid accrued dividends, for their shares,
<PAGE>

                                         -3-

     as provided in Section 4 of this Article, be entitled to receive
     distribution of all of the remaining assets of this corporation in
     proportion to the purchase price paid per share to this corporation by said
     Common stockholder.

     Sec. 3.  EXCHANGE OF ISSUED AND OUTSTANDING COMMON STOCK.  Within a
     reasonable time after the adoption of this amended and substituted Article
     IV of the Articles of Incorporation of this corporation, the board of
     directors shall call the present issued and outstanding Common Stock of
     this corporation as permitted in the Articles of Incorporation, as amended,
     and give the thirty (30) days' notice to the holders of record of the
     Common Stock owned by the Iowa Farm Bureau Federation as provided in
     Section 3 of Article IV of this corporation's Articles of Incorporation, as
     amended, and all of the shares of the Class A Common Stock issued and of
     record in the name of the Iowa Farm Bureau Federation, as of the date of
     the adoption of this amendment, shall be surrendered up to this corporation
     and exchanged for such number of shares or fractional part thereof of the
     Common Stock authorized by this amendment as the total amount paid by the
     Iowa Farm Bureau Federation, at the purchase price of One and 50/100
     ($1.50) Dollars per share will pay for, at the rate of Seventy-five
     ($75.00) Dollars per share for said Common Stock.

     Sec. 4.  FIRST PREFERRED STOCK.  The First Preferred Stock shall have a par
     value of Fifty ($50.00) Dollars per share and shall have no voting
     privileges, and the holders of record of the First Preferred Stock shall be
     entitled to receive, when and as declared by the board of directors,
     dividends from the net earnings of this corporation at the rate of six (6%)
     per cent per annum, payable annually, when and as determined by the board
     of directors.  Such dividends shall be payable before any dividends shall
     be paid on or set apart for the Common stockholders, and such dividends on
     the First Preferred Stock shall be cumulative so that if at any dividend
     period dividends at the rate of six (6%) per cent per annum should not have
     been paid upon or set apart for the First Preferred Stock the deficiency
     shall be fully paid on or set apart without interest before any dividends
     shall be paid or declared upon the Common Stock.  No first preferred
     stockholder shall be entitled to dividends unless he is a stockholder of
     record at the time of the declaration of the same.

     The First Preferred Stock may be redeemed or retired in whole or in part,
     at the election and option of the board of directors, at such time or times
     as it shall determine at the purchase price paid per share with accrued
     dividends, if any, provided, however, that not less than thirty (30) days'
     prior notice of such intention to retire or redeem such stock shall be
     given the holders of such stock so called for retirement or redemption by a
     written notice post-paid to the last known address of such stockholders as
     shown by the books of the corporation.

     Except as provided in the preceding paragraph, no First Preferred
     stockholders shall have any preferential right respecting the
<PAGE>

                                         -4-

     retirement or redemption of the shares of First Preferred Stock owned by
     him, but in the event less than all of the outstanding shares of First
     Preferred Stock are to be redeemed, such redemption may be made by lot or
     pro rata or by designation of stockholder or holders in such manner and
     basis as may be determined by the board of directors of this corporation.

     From and after the date fixed for such redemption all dividends on the
     First Preferred Stock thereby called for redemption shall, unless the
     corporation shall default in the payment of the redemption price, cease,
     and all rights of the holders thereof as stockholders of the corporation,
     except the right to receive the redemption price and accrued dividends, if
     any, shall cease and terminate.

     In the event of the dissolution and winding up of the business of the
     corporation, whether voluntary or involuntary, or in the event of the sale
     of all of the assets of the corporation and the distribution of the
     proceeds thereof, the holder of the First Preferred Stock shall be entitled
     to be paid in full the purchase price paid per share to this corporation,
     together with all unpaid dividends accrued on such shares, before any sum
     whatsoever shall be paid in liquidation on account of the Common Stock, and
     thereafter the holders of the Common Stock shall be entitled to the entire
     remaining assets ratably in proportion to the shares issued and
     outstanding.

     Sec. 5.  LIMITATION ON STOCKHOLDER DIVIDENDS.  No cash dividend on the 
     capital stock of this corporation in excess of the amount required to 
     pay dividends at the rate of six (6%) per cent per annum on the par 
     value of the issued and outstanding First Preferred Stock shall be paid 
     in any calendar year prior to January 1, 1946, unless the capital of the 
     corporation, its surplus and contingency reserves shall aggregate ten 
     (10%) per cent or more of all other liabilities of the corporation, and 
     no cash dividend in excess of the amount required to pay dividends at 
     the rate of six (6%) per cent per annum on the par value of the issued 
     and outstanding First Preferred Stock shall be paid in any calendar year 
     between January 1, 1946 and January 1, 1951, unless the capital, surplus 
     and contingency reserves shall equal or exceed eight and one-half (8 
     1/2%) per cent of all other liabilities; nor shall any cash dividends in 
     excess of the amount required to pay dividends at the rate of six (6%) 
     per cent per annum on the par value of the issued and outstanding First 
     Preferred Stock to be paid on the capital stock in any calendar year 
     after January 1, 1951, unless the capital, surplus and contingency 
     reserves shall equal or exceed seven (7%) per cent of all other 
     liabilities.

     No cash dividend in any one calendar year in excess of the amount required
     to pay dividends at the rate of six (6%) per cent per annum, on the issued
     and outstanding First Preferred Stock, shall be paid on the capital stock
     unless the policyholders dividend scale of the corporation in effect for
     said calendar year results in an average net cost equal to or less than the
     average net cost to the ten legal reserve companies, other than
<PAGE>

                                         -5-

     the Farm Bureau Life Insurance Company, having the most insurance in force
     in the State of Iowa as of the preceding December 31st.


          For the purpose of this comparison the average net cost shall be
     computed on the Whole Life Plan for ages at issue at 25, 35 and 45, and
     for a policy issued in the amount of One Thousand ($1,000.00) Dollars, cost
     for above ages shall be determined from the information provided annually
     by recognized life insurance publications.  Companies doing primarily a
     mail order business or operating through lodges or as fraternal
     organizations, as well as United States Government insurance, shall not be
     included in the comparison.

     Sec. 6.  REGISTERED OWNER.  This corporation shall be entitled to treat the
     person or corporation in whose name any share of stock is registered as the
     owner thereof for all purposes, and shall not be bound to recognize any
     equitable right or claim to any interest in such share on the part of any
     other person or corporation, whether or not the corporation shall have
     notice thereof, save as expressly provided by the laws of the State of Iowa
     or as may hereafter be provided.

     Sec. 7.  TRANSFER OF STOCK.  The shares of First Preferred Stock and Common
     Stock shall not be transferable.

     Sec. 8.  INCREASE OR DECREASE OF STOCK.  From time to time any class of
     stock may be increased or decreased as may be determined by vote of the
     stockholders present at any annual or special meeting possessing voting
     rights to the extent and in the manner provided by the statutes of the
     State of Iowa and these Articles of Incorporation, and in event it is
     determined to increase the amount of First Preferred Stock it shall not be
     necessary to secure the consent of the holders of the First Preferred
     Stock; provided, however, that no other class of stock shall be created
     having preference over the First Preferred Stock as now authorized or as
     may hereafter be authorized in respect to payment of dividends out of the
     earnings or upon liquidation or dissolution unless the amendment
     authorizing such change shall receive the affirmative vote of the holders
     of not less than two-thirds (2/3) of the outstanding First Preferred Stock
     voting as a class.

     Sec. 9.  All persons and/or corporations or associations who shall acquire
     stock in this corporation shall acquire the same subject to the provisions
     of these Articles of Incorporation, and shall, by their subscription
     therefor and acceptance thereof, be bound by the said Articles of
     Incorporation and any amendments thereto, and the By-Laws duly adopted
     thereunder."

     Amend Article V, by striking all of Section 1 thereof, and substituting 
     in lieu thereof the following:

     "Section 1.  The business and affairs of this corporation shall be managed
     by a board of directors of not less than twelve (12)
<PAGE>

                                         -6-

     nor more than twenty-one (21), the exact number to be fixed and defined by
     a by-law adopted by a two-thirds (2/3) vote of the stockholders entitled to
     vote and present in person or represented by an authorized representative
     at any regular or special meeting of the stockholders of this corporation,
     and said by-law shall only be amended in the same manner as is provided
     herein for its adoption."

     Amend Article V, by striking all of Section 2 thereof, and substituting in
     lieu thereof the following:

     "Sec. 2.  The board of directors shall be divided into two classes,
     district directors and directors at large, and the district directors shall
     be elected to serve for terms of three (3) years and until their successors
     are elected and have qualified, and the directors at large shall be elected
     to serve for terms of two (2) years and until their successors are elected
     and have qualified.  The terms of the directors shall be on a staggered
     basis so that approximately one-half of the directors at large shall be
     elected each year and approximately one-third of the district directors
     shall be elected each year.  The manner, method and procedure for the
     nomination and election of directors shall be as defined and provided in a
     by-law duly adopted by a two-thirds (2/3) vote of the stockholders entitled
     to vote and present in person or represented by an authorized
     representative at any regular or special meeting of the stockholders of
     this corporation, and said by-law shall only be amended in the same manner
     as is provided herein for its adoption."

     Amend Article V, by striking all of Section 3 thereof, and substituting in
     lieu thereof the following:

     "Sec. 3.  The following named persons shall, from and after the date of the
     adoption of this Amendment to the Articles of Incorporation, as amended,
     constitute the board of directors of this corporation, and shall serve for
     a term expiring as of the date set opposite their names and until their
     successors are elected and qualified, in accordance with the terms and
     provisions of the By-Laws.  At the annual meeting of the stockholders of
     this corporation held in the year of 1959, and at each annual meeting
     thereafter, there shall be elected such number of directors as terms expire
     as of the date of such annual meeting, and such additional directors, if
     any, as provided for in the By-Laws, to serve for the terms fixed in the
     By-Laws of this corporation and until their successors are elected and
     qualified.

                                                            Expiration Date
          Name                     Address                  of Term
          ----                     -------                  ---------------

          K. Howard Hill           Minburn, Iowa            November, 1959
          Howard Waters            Danville, Iowa           November 21, 1958
          Mrs. H. L. Witmer        Tipton, Iowa             November 21, 1958
          Clarence Myers           Blue Earth, Minn.        November, 1959
          Charles Marshall         Avoca, Nebraska          November, 1959
          John Ingels              Maynard, Iowa            November 21, 1958
<PAGE>

                                         -7-

                                                            Expiration Date
          Name                     Address                  of Term
          ----                     -------                  ---------------

          Wayne Keith              Burt, Iowa               November, 1960
          LeRoy Getting            Sanborn, Iowa            November 21, 1958
          Wesley Seymour           Lakeview, Iowa           November, 1959
          Harvey Moeckly           Polk City, Iowa          November 21, 1958
          Wayne J. Farmer          Van Horne, Iowa          November, 1959
          James B. Helmick         Rte. #2, Columbus
                                     Junction, Iowa         November, 1960
          R. Edwin Allen           Lucas, Iowa              November, 1959
          John Kenagy              Rte. #3, Clarinda,
                                     Iowa                   November, 1960

    Amend Article V, by striking all of Section 4 thereof.

    Amend Article V, by striking all of Section 5 thereof, and substituting in
    lieu thereof as Section 4 the following:

    "Sec. 4.  Until the first annual meeting of the stockholders of this
    corporation held after the adoption of this Amendment, and until their
    successors are elected and qualified, the officers of this corporation
    shall be:

          Office                   Name                     Address
          ------                   ----                     -------

          President:               E. Howard Hill           Minburn, Iowa
          Vice-President:          Howard Waters            Danville, Iowa
          Secretary:               Kenneth Thatcher         Des Moines, Iowa
          Treasurer:               D. B. Groves             Des Moines, Iowa."

    Amend Article V, by striking all of Section 6 thereof, and substituting in
    lieu thereof as Section 5 the following:

    "Sec. 5.  The officers of this corporation shall be elected by the board of
    directors immediately following each annual meeting and shall hold office
    for such term or until their successors are elected and qualified, as shall
    be provided for in the By-Laws."

    Amend Article V, by striking the numbers of Sections 7, 8, 9, 10, 11, 12
    and 13, and re-numbering as "Sections 6, 7, 8, 9, 10, 11 and 12,"
    respectively.

    Amend Article V, by striking all of Section 14 thereof, and substituting in
    lieu thereof as Section 13 the following:

    "Sec. 13.  PROPORTIONATE REPRESENTATION.  The holder or holders jointly or
    severally, of not less than one-fifth (1/5) of the aggregate vote of the
    Common Stock, but less than a majority of the vote represented by the
    shares of such stock, shall be entitled to nominate to be elected directors
    in accordance with these Articles of Incorporation.  In the event such
    nomination shall be made, there shall be elected, to the extent that the
    total number to be elected is divisible, such proportionate
<PAGE>

                                         -8-

    number from the persons so nominated as the aggregate vote of the shares of
    stock held by persons making such nominations bear to the whole of Common
    shares issued; provided the holders of the minority shares of such stock
    shall only be entitled to one-fifth (1/5) of the total number of directors
    to be elected for each one-fifth of the entire voting capital stock of such
    corporation so held by them.  This section shall not be construed to
    prevent the holders of a majority of the votes represented by said Common
    Stock from electing a majority of the directors.  Vacancies occurring from
    time to time shall be filled so as to preserve and secure to such minority
    and majority stockholders proportionate representation as herein provided."

    Amend Article VI, by striking all of said Article and substituting in lieu
    thereof as Article VI the following:

    "Section 1.  REGULAR ANNUAL MEETING.  The first regular annual meeting of
    the stockholders of this corporation shall be held in the year 1946 and all
    subsequent annual meetings of the stockholders of this corporation shall be
    held annually at such time and place and upon such notice as the board of
    directors shall from time to time, fix and determine, provided such notice
    is not less than ten days and such meeting shall be held at Des Moines,
    Iowa.

    Sec. 2.  SPECIAL MEETINGS.  Special meetings of the stockholders, except for
    the election of directors, may be called at any time by the president, and
    shall be called by the president or secretary of this corporation upon the
    call of the board of directors by a resolution duly adopted so providing
    and directing and notice thereof shall be given the stockholders by written
    or printed notice stating the object, time and place of such meeting, and
    shall be mailed to the last known address of each stockholder as shown by
    the books and records of this corporation at least fifteen (15) days prior
    to such meeting."

    Sec. 3.  VOTING PRIVILEGE.  At all meetings of the stockholders each Common
    stockholder shall be entitled to one vote for each share of stock owned and
    held by him or it."

    Amend Article IX, by striking all of said Article and substituting in lieu
    thereof as Article IX the following:

    "This corporation shall have a corporate seal and shall have inscribed
    thereon 'Farm Bureau Life Insurance Company, Des Moines, Iowa, Corporate
    Seal.'"

    Amend Article X, by striking all of said Article and substituting in lieu
    thereof as Article X the following:

    "The board of directors may, at its pleasure, make and adopt By-Laws and
    amend the same which do not conflict with the law of the Articles of
    Incorporation, as amended from time to time,
<PAGE>

                                         -9-

    or the By-Laws adopted by the stockholders.  No amendment shall be made to
    any By-Law which has been adopted by the stockholders unless the proposed
    amendment or alteration has been filed in writing with the president and
    with the secretary of the corporation not less than sixty (60) days prior
    to the meeting at which the amendment is to be offered and voted upon."

                                     CERTIFICATE

    The President and Secretary of this corporation were duly authorized and
directed to sign, acknowledge, record, and do all things which are by law
required to execute, complete and carry into effect the within and foregoing
amendment to the Articles of Incorporation.  We, E. Howard Hill and Kenneth
Thatcher, Chairman and Secretary, respectively, of said meeting, do hereby
certify the above to be a true and correct statement of the proceedings of the
stockholders at the above named meeting.

                                            /s/ E. Howard Hill
                                            ---------------------------------
                                                      Chairman

                                            /s/ Kenneth Thatcher
                                            ---------------------------------
                                                      Secretary

    In conformity with the above resolution we, the President and Secretary,
respectively, of said corporation, have executed this instrument, and do hereby
sign and acknowledge the same for and on behalf of the said corporation this 1st
day of August, A. D., 1958.

                                            /s/ E. Howard Hill
                                            ---------------------------------
                                                      President

                                            /s/ Kenneth Thatcher
                                            ---------------------------------
                                                      Secretary

[STAMP]

                                                       [STAMP]
<PAGE>

                                         -10-

STATE OF IOWA
              SS.
COUNTY OF POLK

    BE IT REMEMBERED, that on this 1st day of August, A. D., 1958, before me, a
Notary Public in and for said county and state, personally appeared E. Howard
Hill and Kenneth Thatcher, each being to me personally known, who being by me
duly sworn did say, that they are the President and Secretary, respectively, of
the Iowa Life Insurance Company, and that the foregoing instrument was signed
and sealed on behalf of said corporation by authority of its stockholders, and
that they acknowledge said instrument to be the voluntary act and deed of said
corporation, by them voluntarily executed.

                                            /s/
                                            ---------------------------------
                                                 Notary Public in and for
                                                    POLK COUNTY, IOWA


[SEAL]

                                      [STAMP]

<PAGE>

                                  Exhibit 1.A. 6 (b)
                                By-Laws of the Company

                                Adopted ANNUAL MEETING
                                     May 28, 1969

                           AMENDED AND SUBSTITUTED BY-LAWS
                                          OF
                          FARM BUREAU LIFE INSURANCE COMPANY


     
     ARTICLE I
     
     CORPORATE NAME, LOCATION AND PURPOSE
     
     Section 1. NAME.  The name of this corporation shall be FARM BUREAU LIFE
INSURANCE COMPANY.
     
     Section 2.  LOCATION.  The location of its principal or home office shall
be in Des Moines, Iowa.
     
     Section 3.  POWERS, OBJECTS AND PURPOSES.  The corporate powers, objects
and purposes of this corporation are such as are provided in Article III of the
Articles of Incorporation of this corporation.
     
     ARTICLE II
     
     CORPORATE PERIOD
     
     Section 1.  CORPORATE PERIOD.  The corporate period of this corporation
commenced on the 30th day of October, 1944, and shall have perpetual existence
thereafter unless changed as by law and the Articles of Incorporation required.
     
     ARTICLE III
     
     STOCK AND STOCKHOLDERS
     
     (Authorized Capital- Eligibility to own stock- Conditions, etc.)
     
     Section 1.  AUTHORIZED CAPITAL.  The authorized capital stock of this
corporation is Five Hundred Thousand Dollars ($500,000), divided into ten
thousand (10,000) shares, of which amount four thousand (4,000) shares of the
par value of Fifty Dollars ($50) per share, amounting to Two Hundred Thousand
Dollars ($200,000), is Common Stock, and six thousand (6,000) shares of the par
value of Fifty Dollars ($50) per share, amounting 

<PAGE>

to Three Hundred Thousand Dollars ($300,000), is seven and one-half per cent (7
1/2%) cumulative First Preferred Stock.
     
     Section 2.  COMMON STOCK.  The Common Stock shall have a par value of Fifty
Dollars ($50) per share, and the holders of record shall be entitled to one vote
per share at all meetings of the stockholders.  The Common Stock shall be issued
to and owned only by the Iowa Farm Bureau Federation and shall be issued from
time to time upon application by it and upon tender of the purchase price as
fixed by the Board of Directors, which shall be not less than par.  The holders
of record of the Common Stock shall be entitled to vote at all meetings of the
stockholders by a duly authorized representative or representatives.
     
     If, after providing for the payment of full dividends for any fiscal year
on the First Preferred Stock and for any balance that remains due on the
cumulative dividends of such First Preferred Stock, there shall remain any
surplus net earnings or profits not in the opinion of the Board of Directors
required for the operation of the business of this corporation or for the
payment of its liabilities, it shall be applicable to dividends upon the Common
Stock for such fiscal year when and as from time to time the same shall be
declared by the Board of Directors, which dividends shall not be cumulative but
shall only be paid as surplus net earnings or profits are available and
dividends are declared.  Such dividends shall be ratable in proportion to the
number of shares of Common Stock issued and outstanding until dividends have
been declared and set apart for the Common Stock to the extent of, but not in
excess of, seven and one-half (7 1/2 %) for any one fiscal year.
     
     No Common stockholder shall be entitled to dividends unless it is a
stockholder of record at the time of the declaration of the same.
     
     It is callable at the option of the Board of Directors at the selling
price, together with accrued dividends, if any, on thirty (30) days' prior
notice as provided in the Articles of Incorporation.
     
     (b) FIRST PREFERRED STOCK.   The holders of the First Preferred Stock shall
be entitled to receive when and as declared by the Board of Directors, dividends
from the net earnings of this corporation at the rate of seven and one-half per
cent (7 1/2 %) per annum on the par value, payable annually when and as
determined by the Board of Directors. Such dividends shall be payable  before
any dividends shall be paid on or set apart for the common stockholders, and
shall be fully paid or set apart before any dividends shall be paid or declared
upon the Common Stock.  It is to be sold at par and one-half per share,
one-third of which selling price shall be contributed surplus.  It is callable
at the option of the Board of Directors at the selling price, together with any
accrued dividends, if any, on a thirty (30) day's prior notice, as provided in
the Articles of Incorporation.  No first preferred stockholder shall be entitled
to dividends unless he or it is a stockholder of record at the time of the
declaration of the same.

<PAGE>

     Section 3.  LIMITATION ON DIVIDENDS.  No cash dividends on the capital
stock of the corporation in excess of the amount required to pay dividends at 
the rate of six per cent (6%) per annum on the par value of the issued and
outstanding First Preferred Stock shall be paid in any calendar year prior to
January 1, 1946, unless the capital of the corporation, its surplus and
contingency reserves, shall aggregate ten per cent (10%) or more of all other
liabilities of the corporation, and no cash dividend in excess of the amount
required to pay dividends at the rate of six per cent (6%) per annum on the par
value of the issued and outstanding First Preferred Stock, shall be paid in any
calendar year between January 1, 1946 and January 1, 1951, unless the capital
surplus and contingency reserves shall equal or exceed eight and one-half (8
1/2%) of all other liabilities, nor shall any cash dividends in excess of the
amount required to pay dividends at the rate of seven and one-half per cent (7
1/2%) per annum on the par value of the issued and outstanding First Preferred
Stock be paid on the capital stock in any calendar year after January 1, 1951,
unless the capital surplus and contingency reserves shall equal or exceed seven
per cent (7%) of all other liabilities.
     
     No cash dividend in any one calendar year in excess of the amount required
to pay dividends at the rate of seven and one-half per cent ( 7 1/2%) per annum,
on the issued and outstanding First Preferred Stock, shall be paid on the
capital stock unless the policyholders' dividend scale of the corporation in
effect for said calendar year results in an average net cost equal to or less
than the average net cost to the ten legal reserve companies other than the Farm
Bureau Life Insurance Company, having the most insurance in force in the State
of Iowa as of the preceding December 31st.
     
     For the purpose of this comparison the average net cost shall be computed
on the Whole Life Plan for ages at issued 25, 35, and 45, and for a policy
issued in the amount of One Thousand Dollars ($1,000).  Cost for the above ages
shall be determined from the information provided annually by recognized life
insurance publications.  Companies doing primarily a mail order business or
operating through lodges or as fraternal organizations, as well as United States
Government Insurance, shall not be included in the comparison.
     
     Section 4.  REGISTERED OWNER.  This corporation shall be entitled to treat
the person or corporation in whose name any share of stock is registered as the
owner thereof for all purposes, and shall not be bound to recognize any
equitable right or claim to any interest in such share on the part of any other
person or corporation, whether or not the corporation shall have notice thereof,
save as expressly provided by the laws of the State of Iowa or as may hereafter
be provided.
     
     Section 5.  TRANSFER OF STOCK.  The shares of First Preferred Stock and
Common Stock shall be transferable.
     
     Section 6.  STOCKHOLDERS' CONTRACTS.  All persons who shall acquire stock
in this corporation shall acquire the same subject to the provisions of the
Articles of Incorporation and these By-Laws, and by the acceptance of a
certificate or certificates 

<PAGE>

of stock in said corporation, agree to be bound by the Articles of Incorporation
and By-Laws and all amendments thereto.
     
     Section 7.  ISSUANCE OF STOCK.  So long as Chapter 492, Code of Iowa, 1966,
is the law of the State of Iowa, no stock of this corporation shall be issued
until this corporation has first received payment in full therefor at par, in
cash or property, provided, however, that when stock is issued for anything
other than money, it must be in accordance with the statutes of the State of
Iowa in force at the time said stock is issued.
     
     ARTICLE IV
     
     MEETINGS OF STOCKHOLDERS
     
     Section 1.  ANNUAL MEETING.  The first regular annual meeting of the
stockholders of this corporation shall be held in the year of 1946 and all
subsequent annual meetings of the stockholders of this corporation shall be held
annually at Des Moines, Iowa, at such time and place as the Board of Directors
shall fix and determine, provided not less than ten (10 ) days' notice in
writing is given each stockholder entitled to vote, by mailing the same to his
last known address.
     
     Section 2.  SPECIAL MEETINGS.  Special meetings of the stockholders, except
for the election of directors, may be called at any time by the president, and
shall be called by the president or secretary of this corporation upon the call
of the Board of Directors by a resolution duly adopted so providing and
directing and notice thereof shall be given the stockholders by written or
printed notice stating the object, time and place of such meeting, and shall be
mailed to the last known address of each stockholder, as shown by the books and
records of this corporation at least fifteen (15) days prior to such meeting.
     
     Section 3.  VOTING PRIVILEGE.  At all meetings of the stockholders each
Common stockholder shall be entitled to one vote for each share of stock owned
and held by him or it.
     
     Section 4.  QUORUM.  At annual and special meetings of the stockholders,
the stockholders of this corporation represented in person or by duly authorized
representative shall constitute a quorum at all meetings of the stockholders.
     
     Section 5.  ORDER OF BUSINESS.  The order of business at all stockholders'
meetings insofar as possible and appropriate shall be as follows:
     
     a.  Call of Roll.
     b.  Reading and disposing of any unapproved minutes.
     c.  Reports of officers and committees.
     d.  Unfinished business.
     e.  New business.

<PAGE>

     f.  Election of directors.
     g.  Adjournment.
     
     ARTICLE V
     
     (Stockholders' By-Law)
     
     BOARD OF DIRECTORS
     
     (Classification - Qualification - Nomination - Terms and Election)
     
     Section 1.  MANAGEMENT.  The business and affairs of this corporation shall
be managed by a Board of Directors of not less than twelve (12) nor more than
twenty-one (21), divided into two classes, district directors and directors at
large, and the district directors shall be elected to serve for terms of three
(3) years and until their successors are elected and qualified, and the
directors at large shall be elected to serve for terms of two (2) years and
until their successors are elected and qualified.
     
     Section 2.  NUMBER, QUALIFICATION AND ELECTION OF DIRECTORS.  The board of
directors shall be constituted, as follows:  There shall be twelve (12)
directors who shall be residents of the State of Iowa and active members of the
board of directors of the Iowa Farm Bureau Federation, nine (9) of whom shall be
district directors, and three (3) of whom shall be directors at large elected to
serve for a term of two (2) years and until their successors are elected and
qualified; plus one (1) director at large elected to serve for a term of two (2)
years and until his successor is elected and qualified from each state, other
than the state of the domicile of the corporation, in which this corporation is
licensed and authorized to transact and conduct its insurance business, other
than for the purpose of investments or reinsurance, who shall be an active
member of the board of directors of the Farm Bureau corporation of each such
state; at such time as the premium volume in any state other than the state of
domicile equals or exceeds one-sixth (1/6) of the premium volume in Iowa, such
other state shall be entitled to one (1) district director and shall be further
entitled to an additional district director each time such state attains an
additional premium volume equal to one-twelfth (1/12) of the premium volume in
Iowa.  The number of district directors in each such state, if any, shall be
reduced whenever the premium volume in such state is less than the premium
volume required above to attain such director and the difference is greater than
one twenty-fourth (1/24) of the premium volume in Iowa.  Adjustments in the
number of district directors shall be made at the time of the regular annual
meeting of this corporation based upon premium volume defined as the
direct-business premiums and annuity considerations received less dividends
allowed in the preceding fiscal year.  In the event there is to be a downward
adjustment in board representation, as provided for above, then and in that
event the board of directors' nominating committee for such state, as
hereinafter provided for, shall determine and designate which district director
or directors are to be continued in office and the board of directors upon
receiving such determination and designation shall forthwith accept the
resignation of the board member who is not continuing, said resignation to be
effective as of the date of the 

<PAGE>

board meeting held in connection with the annual meeting of the company, and in
the event said board of directors' nominating committee for said state fails to
act and so designate then and in that event the board of directors shall accept
the resignation of the district director from said state whose term has the
least number of years to run, and if there be more than one such district
director, then said terminating director shall be chosen by lot among them.  All
district directors shall be elected to serve for a term of three (3) years and
until their successors are elected and qualified from districts and in the
manner hereinafter in these ByLaws provided, except that a district director
newly qualified from a state, other than the state of domicile of this
corporation, may at the discretion of the nominating committee of his state, be
elected for a term of one (1) or two (2) years in order to provide for staggered
terms of district directors from said state.
     
     Each district director must be an active member of the board of directors
of the Farm Bureau corporation of his state of residence and whenever he ceases
to be a director of the board of directors of such state Farm Bureau
corporation, there shall be a vacancy in the office of director of this
corporation.
     
     Section 3.  DISTRICTS DEFINED. 
     
     (a) The State of Iowa shall be divided into nine (9) districts numbered
         from one (1) to nine (9), which districts shall be defined, as follows:
     
     DISTRICT 1- Alameda, Black Hawk, Bremer, Buchanan, Chickasaw, Clayton,
     Delaware, Dubuque, Fayette, Howard, Winneshiek;
     
     DISTRICT 2- Butler, Cerro Gordo, Floyd, Franklin, Hancock, Humboldt,
     Kossuth, Mitchell, Winnebago, Worth, Wright;
     
     DISTRICT 3- Cherokee, Clay, Buena Vista, Dickinson, Emmet, Lyon, O'Brien,
     Osceola, Palo Alto, Plymouth, Pocahontas, Sioux;
     
     DISTRICT 4- Audubon, Calhoun, Carroll, Crawford, Guthrie, Harrison, Ida,
     Monona, Sac, Woodbury, Shelby;
     
     DISTRICT 5- Boone, Dallas, Greene, Grundy, Hamilton, Hardin, Jasper,
     Marshall, Polk, Story, Webster;
     
     DISTRICT 6- Benton, Cedar, Clinton, Iowa, Jackson, Johnson, Jones, Linn,
     Poweshiek, Scott, Tama;
     
     DISTRICT 7- Davis, Des Moines, Henry, Jefferson, Lee, Louisa, Keokuk,
     Muscatine, Van Buren, Wapello, Washington;
     
     DISTRICT 8- Appanoose, Clarke, Decatur, Lucas, Mahaska, Marion, Monroe,
     Madison, Warren, Wayne;

<PAGE>

     DISTRICT 9- Adams, Adair, Cass, Fremont, Mills, Montgomery, Pottawattamie,
     Page, Ringgold, Taylor, Union.
     
     (b) DISTRICTS DEFINED IN STATES OTHER THAN THE STATE OF THE DOMICILE OF
         THIS CORPORATION.  On and after the date any state, other than the
         state of the domicile of this corporation, is entitled to one (1)
         district director, said state shall constitute one (1) district, and
         when such state is entitled to more than one district director as
         herein provided said state may, if its nominating committee so
         determines, divide itself into such number of districts as there are
         district directors, or, in the alternative, said state may elect its
         district directors on a state-wide basis and said directors shall
         serve for the same terms as all other district directors.  When a
         state, other than the state of domicile of this corporation, is
         entitled to an additional director, as hereinbefore provided, the
         secretary of this corporation shall in writing so advise the
         nominating committee of said state (the board of directors of the
         state Farm Bureau corporation) and said committee shall then nominate
         an eligible person, as defined in this Article, and file in writing
         with the secretary of this corporation the name of such nominee
         properly certified in the manner and in accordance with the terms of
         Section 4 of this Article.  The Board of Directors of this corporation
         shall at its next meeting elect said nominee as a district director of
         this corporation to serve until the next regular annual meeting of
         this corporation and until his successor is elected and qualified.
     
     SECTION 4.  NOMINATION OF DIRECTORS- NOMINATING COMMITTEES.  The Board of
Directors of the state Farm Bureau corporation of the state of the domicile of
this corporation and of any other state in which this corporation is licensed
and is authorized to transact its insurance business shall each, respectively,
constitute and be a stockholders' nominating committee for each state.  Each
such state's nominating committee shall nominate the person or persons who are
eligible and qualified to be elected as directors of this corporation from such
state, as hereinbefore provided, and shall submit and file in writing with the
secretary of this corporation the names of such nominees, including the name of
the nominee, if any, who has been nominated and elected by the Board of
Directors as a district director since the date of the last annual meeting of
the stockholders of this corporation, not less than thirty (30) days prior to
the date of the meeting of the stockholders of this corporation at which they
are to be elected, and the secretary of this corporation shall submit the names
of such nominees to a nominating committee appointed by the president of this
corporation which said committee shall report and submit to the stockholders for
election only the names of those so nominated, if eligible, and no one else
shall be eligible for election to the Board of Directors of this corporation.
     
     Section 5.  MEMBERS OF BOARD OF DIRECTORS.  The following named persons
shall constitute the Board of Directors of this corporation and shall serve for
the terms set opposite their names and until their successors are elected and
qualified.  At the annual meeting of the stockholders of this corporation to be
held in the year 1970, and at each annual meeting thereafter, there shall be
elected such number of district directors as 

<PAGE>

terms expire as of the date of such annual meeting for a term of three (3) years
and until their successors are elected and qualified, and such number of
directors at large as terms expire as of the date of such annual meeting for a
term of two (2) years and until their successors are elected and qualified.



                                 (Directors at Large)

     Name                          Address             Expiration Date of Term
     ----                          -------             -----------------------

J. Merrill Anderson       RFD #1, Newton, Iowa                   1970
Dean Kleckner             Rudd, Iowa                             1971
Mrs. Herbert Johnson      RFD #1, Charles City, Iowa             1971
P. Dillon Hempstead       Houston, Minnesota                     1970
Roland G. Nelson          Mead, Nebraska                         1970
Kenneth McIntyre          Harwood, North Dakota                  1971

                                 (District Directors)

District  Name                     Address             Expiration Date of Term
- --------  ----                     -------             -----------------------
1         K. H. Hoppenworth        RFD #1, Tripoli, Iowa         1971
2         Edward Engstrom          RFD #1, Kanawha, Iowa         1970
3         Lyle R. Stephens         LeMars, Iowa                  1971
4         T. Selmer Hodne          Box 103, Manilla, Iowa        1972
5         R. N. Burt               RFD #1, Marshalltown, Iowa    1971
6         Robert Joslin            RFD #2, Clarence, Iowa        1972
7         Fred Holsteen            RFD #1, West Point, Iowa      1970
8         Lawrence W. Everett      RFD, New Sharon, Iowa         1972 
9         William E. McGrew        Emerson, Iowa                 1970



     Section 6.  ELIGIBILITY OF OFFICERS.  No person shall be eligible to be
elected by the Board of Directors of this corporation to the offices of
president and vice-president of this corporation unless he is a resident of the
State of Iowa, an active member of the board of directors of the Iowa Farm
Bureau Federation.  No person shall be eligible to be elected by the Board of
Directors of this corporation to the offices of secretary and treasurer of this
corporation unless he is a resident of the State of Iowa and the active
secretary and active treasurer of the Iowa Farm Bureau Federation.
     
     Section 7.  MEETINGS.  The regular organization meeting of the Board of
Directors shall be held immediately after each annual meeting of the
stockholders, or as soon thereafter as a quorum of the Board of Directors can 
be obtained for the election of officers and the transaction of any other
business which may properly be brought before the meeting and no notice of said
organization meeting shall be required. 
     
     Regular meetings of the Board of Directors shall be held quarterly at such
time and place and upon such notice as the directors may fix by resolution. 
Special 

<PAGE>

meetings may be called upon the order of the president.  Notice of the time,
place and purpose of special meetings shall be given at least two (2) days
previous thereto by oral or written notice delivered personally or mailed to the
several directors at their last known address.  Any director may waive notice of
any meeting of the Board of Directors.  The attendance of a director at any
meeting shall constitute a waiver of notice of such meeting.
     
     Section 8.  QUORUM.  A majority of the entire number of the Board of
Directors shall constitute a quorum of the board for the transaction of business
at any meeting of the Board of Directors.  A majority vote of the members
present in quorum shall determine any matters not herein or in the Articles and
ByLaws requiring a different vote.  If less than a majority of the directors may
be present at any meeting, a majority of the members present may adjourn the
meeting from time to time without further notice.
     
     Section 9.  VACANCIES.  The Board of Directors shall fill all vacancies
occurring in its membership and that of the officers of this corporation by the
election of a person eligible to serve as such, as in these ByLaws authorized
and provided, and a director or officer so elected to fill a vacancy shall serve
for the unexpired term of the director or officer whose vacancy he was elected
to fill and/ or until his successor is elected and qualified.  Whenever a member
of the Board of Directors of this corporation ceases to be eligible by reason of
the termination of his membership as an active member of the Board of Directors
of the Iowa Farm Bureau Federation , or of a state Farm Bureau corporation of a
state in which this corporation is licensed and authorized to transact its
insurance business, there shall be a vacancy in the office of said director as a
member of the Board of Directors of this corporation, and the Board of Directors
of this corporation shall fill such vacancy by electing the person nominated and
eligible to be elected as a director of this corporation, as in these ByLaws
provided, to serve until the next regular annual meeting of the stockholders of
this corporation and until his successor is elected and qualified, and his name
shall be placed in nomination for election as a director of this corporation by
the nominating committee and elected to serve for the remainder of a two-year
term if a director at large, and a three-year term if a district director, and
until his successor is elected and qualified.
     
     Section 10.  This Article V of the ByLaws of this corporation is a bylaw
adopted by the stockholders of this corporation in accordance with the laws of
this state and the Articles of Incorporation, as amended, of this corporation,
and may be amended only as authorized and provided in Article XI of these
ByLaws.
     
     ARTICLE V-A
     
     BOARD OF DIRECTORS- GENERAL PROVISIONS
     
     Section 1.  RULES AND REGULATIONS.   The Board of Directors may from time
to time adopt rules and regulations and such rules and regulations shall
constitute by 

<PAGE>

reference a part of these ByLaws, and shall be binding upon the stockholders of
this corporation and upon anyone doing business with this corporation.
     
     Section 2.  COMMITTEES.
     
      (a)  AUDIT AND BUDGET.  The audit and budget committee shall consist of
three (3) members who shall be members of the Board of Directors and shall be
appointed by the president and approved by the Board of Directors.  The chairman
thereof shall be designated by the president.  This committee shall review at
periodic intervals, all receipts received and all disbursements made from the
funds of the corporation and perform such other duties as may be delegated to it
by the Board of Directors.

     (b)  INVESTMENT.  The investment policy of the corporation shall be
determined by the Board of Directors, which shall have the power to determine
the classes of investments and the percentage of investment to be made within
each of said classifications, subject to and in accordance with the provisions
of Section 515.35, Code of Iowa, 1966.  The investment committee shall consist
of the president, secretary, treasurer, general counsel and the general manager
of the corporation, all of whom shall serve by virtue of their office.  The
president shall serve as chairman of said committee and in the absence of the
president, those present shall designate an acting chairman.  The committee
shall elect its secretary.  The secretary of the committee shall keep a complete
record of the proceedings thereof.  The investment committee shall make a report
to the Board of Directors each month, which report shall show the investments
purchased, sold or retired during the month immediately preceding, and in
addition, said committee shall, annually, make a full report to the Board of
Directors, covering all investment activities with particular reference to
purchases and sales during the preceding fiscal year.  The Board of Directors
may call for special reports on investments at any time they so desire. 
     
     The investment committee shall have the duty and the power to authorize and
direct the mode, manner and time of making and calling in investments, and the
sale or transfer of investments and the reinvestment of the proceeds thereof,
and to examine all funds and securities as often as they deem necessary or when
required to do so by the Board of Directors.  The investment committee shall
have the duty and authority from time to time and whenever necessary to
authorize the execution of all contracts, deeds, conveyances and any other
instruments of the corporation necessary for the assignment, transfer and sale
of investments of the corporation requiring corporate signature.  A majority of
the members of the committee shall constitute a quorum.  There shall also be a
purchasing committee, which said committee shall consist of this corporation,
all of whom shall serve by virtue of their office.  The treasurer shall serve as
chairman of said committee and in the absence of the  treasurer, those present
shall designate an acting chairman.  The purchasing committee shall select its
secretary who shall keep a complete record of the proceedings thereof.  The
purchasing committee shall have the same power and authority, relative to the
handling, acquisition and disposition of investments of every kind and nature,
coextensive with the investment committee.  A majority of the members of the
committee shall constitute a quorum.  The 

<PAGE>

purchasing committee shall make a detailed report to the investment committee
quarterly, covering the activities of the purchasing committee for the preceding
three months' period.
     
     The investment of the funds of the corporation and the deposit of the
reserve on all policies and contracts issued by the corporation shall comply
with the laws of the State of Iowa.
     
     Section 3.  FIDELITY BONDS.  The Board of Directors shall require the
officers, agents and employees having custody of any of its funds or property to
give the corporation a bond conditioned for the faithful discharge of the duties
of such person and in such amount and with such company as surety as the Board
of Directors shall require or approve.  The cost of such bond shall be borne by
the corporation.
     
     Section 4.  AUDITS.  The Board of Directors shall have an annual audit made
of the records of the corporation for submission to the members at the annual
meeting.  The Board of Directors may have other audits made from time to time
whenever they shall deem such additional audits necessary.  
     
     ARTICLE VI
     
     OFFICERS
     
     (Officers - Election - Term - Duties)
     
     Section 1.  OFFICERS.  The officers of this corporation shall be a
president, vice president, secretary and treasurer, and the office of secretary
and treasurer may be held by the same person.  The Board of Directors may also
elect or appoint a general manager, an assistant general manager, assistant
secretaries, an assistant treasurer, a general counsel, an assistant general
counsel, an underwriting secretary, a medical director, an actuary and such
other officers as the interests of the company may require.  The Board of
Directors shall have power to prescribe additional powers and duties for the
officers and employees herein provided for, and to change such powers and duties
whenever the board may deem best.
     
     Section 2.  ELECTION AND TERM OF OFFICE.  The president, vice president,
treasurer, and secretary shall be elected at the organization meeting of the
Board of Directors and all other officers shall be appointed or elected at such
time as the Board of Directors in its discretion shall determine.  The term of
office of the president, vice president, treasurer and secretary shall be for
one (1) year, or until their successors are elected and qualified.  The term of
office of all other elected or appointed officers shall be at the will and
pleasure of the Board of Directors.
     
     Section 3.  DUTIES OF OFFICERS.  

<PAGE>

     (a)  PRESIDENT.  The president shall preside over all meetings of the Board
of Directors and meetings of the stockholders; shall execute personally or
through an agent duly authorized by the Board of Directors, in behalf of the
corporation, all contracts, deeds or other instruments which have been approved
by the Board of Directors; shall be a member ex-officio of all committees of the
Board of Directors; and shall have general supervision and administrative
control over all of the affairs of the corporation.
     
     (b)  VICE PRESIDENT.  In the absence or the inability or disability of the
president, or his refusal to act, his duties shall devolve upon and be
discharged by the vice president.
     
     (c)  SECRETARY.  The secretary shall be the custodian of all books, papers,
records, documents, official seal and property of the corporation, except as
otherwise authorized by the Board of Directors.  He shall conduct by himself or
through such assistant secretaries and other subordinates such business as shall
be authorized by the Board of Directors; he shall serve or cause to be served,
printed and published, such notice as shall be required by law, by these ByLaws
and by resolutions of the Board of Directors; he shall keep the corporate
records, carry on all proper correspondence and shall act as secretary in the
meetings of the stockholders and the Board of Directors, and shall perform such
other administrative duties as shall be assigned to him from time to time by the
Board of Directors.
     
     (d)  TREASURER.  The treasurer shall have charge of the funds of the
corporation and shall pay them out as ordered by the Board of Directors.  He
shall keep an accurate account of receipts and disbursements and submit a
monthly report  thereof to the Board of Directors at their regular meeting and
oftener as required; he shall also give a full and complete report at the annual
meeting of the stockholders.
     
     (e)  GENERAL MANAGER.  Subject to the business and administrative policies
adopted by the Board of Directors from time to time and under the supervision
and direction of the Iowa Farm Administrative Board, the corporate manager, the
general manager shall be responsible for the supervision and direction of the
business and affairs of this corporation and its employees and agents.
     
     (f)  ASSISTANT GENERAL MANAGER.  The assistant general manager shall, in
the absence of the general manager, perform the duties of the general manager;
he shall at other times have such duties and authority as shall be delegated to
him and shall assist the general manager and be subject to the supervision and
direction of the general manager.
     
     (g)  ASSISTANT SECRETARY.  The assistant secretary or secretaries shall
perform the duties of the secretary in the absence of the secretary and shall
perform such other duties as may from time to time be required by the Board of
Directors.
     
     (h)  ASSISTANT TREASURER.  Such of the powers and duties vested in the
treasurer may be delegated by the Board of Directors to an assistant treasurer
or assistant 

<PAGE>

treasurers as the Board of Directors in its discretion may deem necessary or
desirable.  The assistant treasurer or assistant treasurers shall be vested only
such powers and duties as are so delegated.  Assistant treasurers shall, in the
performance of their duties as delegated, be subject to the direction,
supervision and control of the treasurer.
     
     (i)  GENERAL COUNSEL.  The general counsel, subject to the supervision of
the Board of Directors, shall be responsible for all matters of legal import
concerning the company.
     
     (j)  ASSISTANT GENERAL COUNSEL.  The assistant general counsel shall, in
the absence of the general counsel, perform the duties of the general counsel;
he shall at other times have such duties and authority as shall be delegated to
him and shall assist the general counsel and be subject to the supervision and
direction of the general counsel.
     
     (k)  UNDERWRITING SECRETARY.  It shall be the duty of the underwriting
secretary to have general supervision of the underwriting and acceptance of
risks and applications for insurance.  No policy shall be issued unless the
application shall have first been approved by either the Underwriting Secretary
or an underwriter designated by him.
     
     (l)  MEDICAL DIRECTOR.  It shall be the duty of the medical director to
have general supervision of medical underwriting and he shall be under the
general supervision of the underwriting secretary.  He shall have supervision
over all medical examiners and cause to be kept such records as may be required
by the business of the company, and perform such other duties relating to the
underwriting of the company as shall from time to time be delegated to him.
     
     (m)  ACTUARY.  The actuary shall be directly responsible to the general
manager and through him to the Iowa Farm Administrative Board, and through it to
the Board of Directors of this corporation for the performance and carrying out
of his responsibilities.  It shall be the duty of the actuary to supervise the
compilation of all statistics and calculation of premium rates and the
allocation and distribution of surplus, and the performance of such other duties
as shall be assigned to him from time to time by the general manager.
     
     ARTICLE VII
     
     Section 1.  KINDS OF INSURANCE.  The Board of Directors shall determine the
kinds of insurance and the nature of the risks to be covered, subject and
pursuant to the provisions of the Articles of Incorporation, as amended, and the
applicable laws of the State of Iowa.
     
     Section 2.  FORM OF POLICIES.  The policies of insurance issued by the
company shall be in such form and upon such terms and conditions as may be
determined and authorized by the Board of Directors.

<PAGE>

     Section 3.  PREMIUM.  The Board of Directors shall fix the amount of the
premium and valuations for each policy and contract of insurance, with said
premiums to be paid monthly, quarterly, semi-annually or annually.
     
     Section 4.  REINSURANCE.  The company may contract for reinsurance on its
own risks and may make and issue reinsurance contracts on the risks of others. 
Such contracts may be on a participating or on a non-participating basis and may
be with or without contingent liability.
     
     ARTICLE VIII
     
     FISCAL YEAR
     
     Section 1.  FISCAL YEAR.  The fiscal year of the company shall commence
with the first day of January of each year and terminate with the 31st day of
December each year.
     
     ARTICLE IX
     
     CORPORATE SEAL
     
     Section 1.  CORPORATE SEAL.  The corporate seal of the corporation shall be
in the form of a circle and shall have inscribed therein the name of the
corporation and the words "Corporate Seal, Iowa."
     
     ARTICLE X
     
     EMPLOYEES
     
     Section 1.  EMPLOYEES.  No person who is a member of the Board of
Directors, other than the president, and no person who is a relative of any
member of the Board of Directors or any officer of this corporation shall be
eligible for employment by the corporation.
     
     ARTICLE XI
     
     (Stockholders' By-Law)
     
     AMENDMENTS TO BY-LAWS
     
     Section 1.  AMENDMENTS TO BYLAWS.  The Board of Directors may, at its
pleasure, make and adopt ByLaws and amend the same which do not conflict with
the law or the Articles of Incorporation, as amended from time to time, or the
ByLaws adopted by the stockholders.  No amendment shall be made to any ByLaw
which has been adopted by the stockholders unless the proposed amendment or
alteration has been filed in writing 

<PAGE>

with the president and with the secretary of the corporation not less than sixty
(60) days prior to the meeting at which the amendment is to be offered and voted
upon.

<PAGE>

                                  AMENDMENTS TO THE
                           AMENDED AND SUBSTITUTED BY-LAWS
                                         OF 
                          FARM BUREAU LIFE INSURANCE COMPANY

                               Adopted August 26, 1975

     AMEND ARTICLE I of the By-Laws, entitled CORPORATE NAME, LOCATION AND
PURPOSES, by striking Section 2 thereof in its entirety and by substituting in
lieu thereof the following:
     
     "Section 2.  LOCATION.  The location of its principal or home office shall
be in West Des Moines, Polk County, Iowa."
     
     AMEND ARTICLE IV, entitled MEETINGS OF STOCKHOLDERS, by striking Section 1
in its entirety and by substituting in lieu thereof the following:
     
     "Section 1.  REGULAR ANNUAL MEETING.  The regular annual meeting of the
stockholders and of this corporation held in the year 1975, and all subsequent
annual meetings of the stockholders of this corporation shall be held annually
at such time and place and upon such notice as the Board of Directors shall from
time to time fix and determine.  Such notice shall be given in writing and
mailed to the stockholders' last known address as shown by the books and records
of the corporation not less  than ten (10) days prior to such meeting, informing
the stockholders of the place, date and hour of said stockholders' meeting, and
said meeting shall be held in West Des Moines, Iowa, or at such other place in
Polk County, Iowa, as the Board of Directors may fix and determine, providing
notice of any such meeting at a place other than West Des Moines, Iowa, shall be
given to the stockholders in writing and mailed to the stockholders' last known
address as shown by the books and records of the corporation at least twenty
(20) days prior to such meeting, informing the stockholders of the place, date
and hour of said stockholders' meeting."
     
     AMEND ARTICLE V-A, entitled BOARD OF DIRECTORS - GENERAL PROVISIONS, by
striking Section 2(a) in its entirety and by substituting in lieu thereof the
following:
     
     "(a)  BUDGET AND FINANCE.  The budget and finance committee shall consist
of three (3) members who shall be members of the Board of Directors and shall be
appointed by the president and approved by the Board of Directors.  The chairman
thereof shall be designated by the president.  This committee shall review at
periodic intervals, all receipts and all disbursements made from the funds of
the corporation and perform such other duties as may be delegated to it by the
Board of Directors."
     
     FURTHER AMEND ARTICLE V-A, by striking from Section 2(b), entitled
INVESTMENT, the figures and words "515.35, Code of Iowa, 1966" appearing in line
five thereof and by substituting in lieu thereof the figures and words "511.8,
Code of Iowa, 1975."

<PAGE>

     AMEND ARTICLE IX, entitled CORPORATE SEAL, by striking said Article in its
entirety and by substituting in lieu thereof the following:
     
     "ARTICLE IX
     
     CORPORATE SEAL
     
     Section 1.  CORPORATE SEAL.  The corporation shall have a corporate seal
and shall have inscribed thereon, 'Farm Bureau Life Insurance Company, Corporate
Seal, Iowa.'"

<PAGE>

                                    AMENDMENT TO 
                           AMENDED AND SUBSTITUTED BY-LAWS
                          FARM BUREAU LIFE INSURANCE COMPANY

                                  26 November, 1975

                                     ARTICLE XII

                 INDEMNIFICATION - OFFICERS, DIRECTORS AND EMPLOYEES

     This corporation shall make indemnification to the following extent and
under the following circumstances:
     
     a.  To 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  investigative (other
than an action by or in the right or the corporation) by reason of the fact that
he is or was a director, officer, employee, or agent of the corporation, or is
or was serving 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 attorneys' fees), judgments, fines, and
amounts paid in settlement actually and reasonably incurred by him in connection
with such action, suit or proceeding if he acted in good faith and in a manner
he reasonably believed to be in or not opposed to the best interest of the
corporation, and, with respect to any criminal action or proceeding, had no
reasonable cause to believe his conduct was unlawful.  The termination of any
action, suit, or proceeding by judgment, order, settlement, conviction, or upon
a plea of nolo contendere 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, and, with respect to any criminal action or proceeding, had
reasonable cause to believe that his conduct was unlawful.
     
     b.  To indemnify any person who was or is a party or is threatened to be
made a party to any threatened, pending, or completed action or suit by or in
the right of the corporation to procure a judgment  in its favor by reason of
the fact that he is or was a director, officer, employee, or agent of the
corporation, or is or was serving at the request of the corporation,
partnership, joint venture, trust or other enterprise against expenses
(including attorney's fees) actually and reasonably incurred by him in
connection with the defense or settlement of such action or suit 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 except that no indemnification shall be
made in respect of any claim, issue, or matter as to which such person shall
have been adjudged to be liable for negligence or misconduct in the performance
of this duty to the corporation unless and only to the extent that the court in
which such action or suit was brought shall determine upon application that,
despite the adjudication of liability but in view of all circumstances of the
case, such person is fairly and reasonably entitled to indemnity for such
expenses which such court shall deem proper.

<PAGE>

     c.  To the extent that a director, officer, employee, or agent of the 
corporation has been successful on the merits or otherwise in defense of any 
action, suit, or proceeding referred to in paragraphs "a" and "b," or in 
defense of any claim, issue, or matter herein, he shall be indemnified 
against expenses (including attorney's fees) actually and reasonably incurred 
by him in connection therewith.
     
     d.  Any indemnification under paragraphs "a" and "b" (unless ordered by a
court") shall be made by the corporation only as authorized in the specific case
upon a determination that the indemnification of the director, officer,
employee, or agent is proper in the circumstances because he has met the
applicable standard of conduct set forth in paragraphs "a" and "b."  Such
determination shall be made (1) by the board of directors by a majority vote of
a quorum consisting of directors who were not parties to such action, suit, or
proceeding, or (2) if such a quorum is not obtainable, or, even if obtainable, a
quorum of disinterested directors so directs, by independent legal counsel in a
written opinion, or (3) by the shareholders.
     
     e.  Expenses, including attorney fees, incurred in defending a civil or
criminal action, suit, or proceeding may be paid by the corporation in advance
of the final disposition of such action, suit, or proceeding as authorized in
the manner provided in paragraph "d" upon receipt of an undertaking by or on
behalf of the director, officer, employee, or agent to repay such amount unless
it shall ultimately be determined that he is entitled to be indemnified by the
corporation as authorized in this section.
     
     f.  The indemnification provided by this section shall not be deemed
exclusive of any other rights to which those indemnified may be entitled under
any bylaw, agreement, vote of shareholders or disinterested directors, or
otherwise, both as to action in his official capacity and as to action in
another capacity while holding such office, and shall continue as to a person
who ceased to be a director, officer, employee, or agent and shall inure to the
benefit of the heirs, executors, and administrators of such person.
     
     g.  The corporation shall have power to purchase and maintain insurance on
behalf of any person who is or was a director, officer, employee, or agent of
the corporation, or is or was serving at the request of the corporation as a
director, officer, employee, or agent of another corporation, partnership, joint
venture, trust, or other enterprise against any liability asserted against him
and incurred by him in any such capacity or arising out of his status as such,
whether or not the corporation would have the power to indemnify him against
such liability under the provisions of this section.

<PAGE>

     Section 9.  VACANCIES.  The Board of Directors shall fill all vacancies
occurring in its membership and that of the officers of this corporation by the
election of a person eligible to serve as such, as in these ByLaws authorized
and provided, and a director or officer so elected to fill a vacancy shall serve
for the unexpired term of the director or officer whose vacancy he was elected
to fill and/ or until his successor is elected and qualified.
     
     Whenever a member of the Board of Directors of this corporation ceases to
be eligible by reason of the termination of his membership as an active member
of the Board of Directors of the Iowa Farm Bureau Federation, or of a state Farm
Bureau corporation of a state in which this corporation is licensed and
authorized to transact its insurance business, there shall be a vacancy in the
office of said director as a member of the Board of Directors of this
corporation, and the Board of Directors of this corporation shall fill such
vacancy by electing the person nominated and eligible to be elected as a
director of this corporation, as in these ByLaws provided, to serve for the
unexpired term of the director whose vacancy he was elected to fill and/ or
until his successor is elected and qualified.

<PAGE>

                             Adopted:  September 30, 1980

                                  AMENDMENTS TO THE
                           AMENDED AND SUBSTITUTED BY-LAWS
                                          OF
                          FARM BUREAU LIFE INSURANCE COMPANY


     AMEND ARTICLE V-A, Section 2(b), entitled "Investment," by striking it in
its entirety and substituting in lieu thereof the following:
     
     "(b)  INVESTMENT AND PURCHASE COMMITTEE.  The investment policy of the 
Corporation shall be determined by the Board of Directors, which shall have 
the power to determine the classes of investments and the percentage of 
investment to be made within each of said classifications, subject to and in 
accordance with the provisions of Section 511.8 of the 1979 Code of Iowa.  
The Investment and Purchase Committee shall consist of the secretary, 
treasurer and general counsel and the general manager of the Corporation and 
the head of the Investment Department shall be an ex officio member of this 
Committee without portfolio, all of whom shall serve by virtue of their 
office.  The treasurer shall serve as chairman of said Committee and in his 
absence the general counsel shall act as chairman; the Committee shall elect 
its secretary.  The secretary of the Committee shall keep a complete record 
of the proceedings thereof.  The Investment and Purchase Committee shall make 
a report to the Board of Directors each month, which report shall show the 
investments purchased, sold, or retired during the month immediately 
preceding, and in addition, said Committee shall, annually, make a full 
report to the Board of Directors, covering all investment activities with 
particular reference to purchases and sales during the preceding fiscal year. 
 The Board of Directors may call for special reports on investments at any 
time they so desire.
     
     The Investment and Purchase Committee shall have the duty and the power to
authorize and direct the mode, manner and time of making and calling in
investments, and the sale or transfer of investments and the reinvestment of the
proceeds thereof, and to examine all funds and securities as often as they deem
necessary or when required to do so by the Board of Directors.  The Investment
and Purchase Committee shall have the duty and authority from time to time and
whenever necessary to authorize the execution of all contracts, deeds,
conveyances and any other instruments of the Corporation necessary for the
assignment, transfer and sale of investments of the Corporation requiring
corporate signature.  A majority of the members of the Committee shall
constitute a quorum.
     
     The investment of the funds of the Corporation and the deposit of the
reserve on all policies and contracts issued by the Corporation shall comply
with the laws of the State of Iowa."

<PAGE>

                                     AMENDMENTS 
                                        TO THE
                           AMENDED AND SUBSTITUTED BY-LAWS
                                          OF
                          FARM BUREAU LIFE INSURANCE COMPANY
                                West Des Moines, Iowa

     AMEND ARTICLE III, Section 1, entitled "AUTHORIZED CAPITAL", by striking
the first paragraph in its entirety and by substituting in lieu thereof the
following:
     
     "Section 1.  AUTHORIZED CAPITAL.  The authorized capital stock of this
corporation is One Million Five Hundred Fifty Thousand Dollars ($1,550,000.00),
divided into thirty one thousand (31,000) shares, of which amount twenty-five
thousand (25,000) shares of the par value of Fifty Dollars ($50.00) per share,
amounting to One Million Two Hundred Fifty Thousand Dollars ($1,250,000) is
Common Stock, and six thousand (6,000) shares of the par value of Fifty Dollars
($50.00) per share, amounting to Three Hundred Thousand Dollars ($300,000) is
seven and one-half per cent (7 1/2%) cumulative First Preferred Stock."
     
     AMEND ARTICLE III, Section 2 (a)., entitled "COMMON STOCK", by striking the
second paragraph in its entirety and substituting in lieu thereof the following:
     
     "If, after providing for the payment of full dividends for any fiscal year
on the First Preferred Stock and for any balance that remains due on the
cumulative dividends of such First Preferred Stock, there shall remain any
surplus net earnings or profits not in the opinion of the board of directors
required for the operation of the business of this corporation or for the
payment of its liabilities, it shall be applicable to dividends upon the Common
Stock  for such fiscal year when and as from time to time the same shall be
declared by the board of directors, which dividend shall not be cumulative but
shall only be paid as surplus net earnings or profits are available and
dividends are declared.  Such dividends shall be ratable in proportion to the
number of shares of Common stock issued and outstanding."
     
     AMEND ARTICLE III, Section 3, entitled "LIMITATION ON DIVIDENDS" by
striking the Section in its entirety.

<PAGE>

                                Adopted March 1, 1984

                                  AMENDMENTS TO THE
                           AMENDED AND SUBSTITUTED BY-LAWS
                                          OF
                          FARM BUREAU LIFE INSURANCE COMPANY

     AMEND ARTICLE V-A, Section 2(b), entitled "Investment," by striking it in
its entirety and substituting in lieu thereof the following:
     
     (b)  INVESTMENT COMMITTEE.  The investment policy of the Corporation shall
be determined by the Board of Directors, which shall have the power to determine
the classes of investments and the percentage of investment to be made within
each of said classifications, subject to and in accordance with the provisions
of Section 511.8 of the Code of Iowa, as amended.  The Investment Committee
shall consist of the Secretary, Treasurer, General Counsel, General Manager,
Assistant General Manager, Controller and Financial Planning Officer, Vice
President Life and Health Insurance, and Vice President Investments of the
Corporation, all of whom shall serve by virtue of their office.  The Treasurer
shall serve as chairman of said Committee and in his absence the General Counsel
shall act as chairman; the Committee shall elect its Secretary.  The secretary
of the Committee shall keep a complete record of the proceedings thereof.  The
Investment Committee shall make a report to the Board of Directors each month,
which report shall show the investments purchase, sold or retired during the
month immediately preceding, and in addition, said Committee shall, annually,
make a full report to the Board of Directors, covering all investment activities
with particular reference to purchases and sales during the preceding fiscal 
year.  The Board of Directors may call for special reports on investments at any
time they so desire.
     
     The Investment  Committee shall have the duty and the power to authorize
and direct the mode, manner and time of making and calling in investments, and
the sale or transfer of investments and the reinvestment of the proceeds
thereof, and to examine all funds and securities as often as they deem necessary
or when required to do so by the Board of Directors.  The Investment Committee
shall have the duty and authority from time to time and whenever necessary to
authorize the execution of all contracts, deeds, conveyances and any other
instruments of the Corporation necessary for the assignment, transfer and sale
of investments of the Corporation requiring corporate signature.  A majority of
the members of the Committee shall constitute a quorum.
     
     The investment of the funds of the Corporation and the deposit of the
reserve on all policies and contracts issued by the Corporation shall comply
with the laws of the State of Iowa.
     
     AMEND ARTICLE III, Section 4., entitled "REGISTERED OWNER" by renumbering
as Section 3.

<PAGE>

     AMEND ARTICLE III, Section 5., entitled "TRANSFER OF STOCK" by renumbering
as Section 4.
     
     AMEND ARTICLE III, Section 6., entitled "STOCKHOLDERS' CONTRACTS" by
renumbering as Section 5.
     
     AMEND ARTICLE III, Section 7., entitled "ISSUANCE OF STOCK" by renumbering
as Section 6.


<PAGE>
[LETTERHEAD]


                                       January 30, 1998



Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549

Gentleman,

With reference to the Registration Statement on Form S-6 filed by Farm Bureau
Life Insurance Company ("Company") and its Farm Bureau Life Variable Account II
with the Securities and Exchange Commission covering certain variable universal
life insurance policies, I have examined such documents and such law as I
considered necessary and appropriate, and on the basis of such examinations, it
is my opinion that:

(1)  Company is duly organized and validly existing under the laws of the State
     of Iowa.

(2)  The variable universal life policies, when issued as contemplated by the
     said Form S-6 Registration Statement will constitute legal, validly issued
     and binding obligations of Farm Bureau Life Insurance Company.


I hereby consent to the filing of this opinion as an exhibit to the said Form
S-6 Registration Statement and to the reference to my name under the caption
"Legal Matters" in the Prospectus contained in the said Registration Statement. 
In giving this consent, I am not admitting that I am in the category of persons
whose consent is required under Section 7 if the Securities Act of 1933.



                                   Very truly yours,

                                    /s/ Stephen M. Morain

                                    Stephen M. Morain 
                                    Senior Vice President
                                           & General Counsel

<PAGE>

                                   [Letterhead]


                                        January 30, 1998



Farm Bureau Life Insurance Company
5400 University Avenue
West Des Moines, Iowa 50266

Gentlemen:

This opinion is furnished in connection with the registration by Farm Bureau
Life Insurance Company of a flexible premium variable life insurance policy
("Policy") under the Securities Act of 1933, as amended.  The prospectus
included in this Initial Filing to the Registration Statement on Form S-6
describes the Policy.  I have provided actuarial advice concerning the
preparation of the policy form described in the Registration Statement, and I am
familiar with the Registration Statement and exhibits thereto.

It is my professional opinion that:

(1)  The information contained in the examples set forth in Appendix B of the
     Prospectus, based on the assumptions stated in the examples, is consistent
     with the provisions of the Policy.

(2)  The fees and charges deducted under the Policy, in the aggregate, are
     reasonable in relation to the services rendered, the expenses expected to
     be incurred and the risks assumed by the insurance company.

I hereby consent to the use of this opinion as an exhibit to the Initial Filing
to the Registration Statement and to the reference to my name under the heading
"Experts" in the Prospectus.

                                        Sincerely,


                                        /s/ Christopher G. Daniels

                                        Christopher G. Daniels, FSA, MAAA
                                        Life Product Development and Pricing
                                        Vice President
                                        Farm Bureau Life Insurance Company

<PAGE>


               [Letterhead of Sutherland, Asbill & Brennan, L.L.P.]


January 28, 1998



Farm Bureau Life Insurance Company
5400 University Avenue
West Des Moines, Iowa  50266

Gentlemen:

We hereby consent to the reference to our name under the caption "Legal Matters"
in the prospectus filed as part of the initial registration statement on Form
S-6 for Farm Bureau Life Variable Account II.  In giving this consent, we do not
admit that we are in the category of persons whose consent is required under
Section 7 of the Securities Act of 1933. 

Sincerely,

/s/ Stephen E. Roth

Stephen E. Roth, Esq.
Sutherland, Asbill & Brennan, L.L.P.

<PAGE>

                                  POWER OF ATTORNEY

The undersigned directors of Farm Bureau Life Insurance Company, an Iowa
corporation (the "Company"), hereby constitute and appoint Edward M.
Wiederstein, and Stephen M. Morain, and each of them (with full power to each of
them to act alone), his true and lawful attorney-in-fact and agent, with full
power of substitution to each, for him and on his behalf and in his name, place
and stead, to execute and file any of the documents referred to below relating
to registrations under the Securities Act of 1933 and under the Investment
Company Act of 1940 with respect to any life insurance policies or annuity
contracts: registration statements on any form or forms under the Securities Act
of 1933 and under the Investment Company Act of 1940, and any and all amendments
and supplements thereto, with all exhibits and all instruments necessary or
appropriate in connection therewith, each of said attorneys-in-fact and agents
and him or their substitutes being empowered to act with or without the others
or other, and to have full power and authority to do or cause to be done in the
name and on behalf of the undersigned each and every act and thing requisite and
necessary or appropriate with respect thereto to be done in and about the
premises in order to effectuate the same, as fully to all intents and purposes
as the undersigned might or could do in person, hereby ratifying and confirming
all that said attorneys-in-fact and agents, or any of them, may do or cause to
be done by virtue thereof.

IN WITNESS WHEREOF, the undersigned has hereto set his or her hand on the date
set forth below.

NAME                                         DATE
- ----                                         ----


- -----------------------------------          ---------------
Kenneth R. Ashby


/s/ Al Christopherson                        January 6, 1998     
- -----------------------------------          ---------------
Al Christopherson   


/s/ Ernest A. Glienke                        January 6, 1998     
- -----------------------------------          ---------------
Ernest A. Glienke   


/s/ Philip A. Hemesath                       January 6, 1998     
- -----------------------------------          ---------------
Philip A. Hemesath


/s/ Craig D. Hill                            January 6, 1998     
- -----------------------------------          ---------------
Craig D. Hill


/s/ Daniel L. Johnson                        January 6, 1998     
- -----------------------------------          ---------------
Daniel L. Johnson


- -----------------------------------          ---------------
Richard G. Kjerstad

<PAGE>

/s/ Craig A. Lang                            January 6, 1998     
- -----------------------------------          ---------------
Craig A. Lang



/s/ Lindsey D. Larson                        January 6, 1998     
- -----------------------------------          ---------------
Lindsey D. Larson



/s/ David R. Machacek                        January 6, 1998     
- -----------------------------------          ---------------
David R. Machacek



/s/ Donald O. Narigon                        January 6, 1998     
- -----------------------------------          ---------------
Donald O. Narigon



- -----------------------------------          ---------------
Bryce P. Neidig



/s/ Charles E. Norris                        January 6, 1998     
- -----------------------------------          ---------------
Charles E. Norris



- -----------------------------------          ---------------
Keith R. Olsen



- -----------------------------------          ---------------
Bennett M. Osmonson



- -----------------------------------          ---------------
Howard D. Poulson



/s/ Sally A. Puttmann                        January 6, 1998     
- -----------------------------------          ---------------
Sally A. Puttmann


/s/ Beverly L. Schnepel                      January 6, 1998     
- -----------------------------------          ---------------
Beverly L. Schnepel

<PAGE>


- -----------------------------------          ---------------
F. Gary Steiner



/s/ Edward M. Wiederstein                    January 6, 1998     
- -----------------------------------          ---------------
Edward M. Wiederstein


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