RELIASTAR LIFE INSUR CO OF NY VAR ANNUITY SEPARATE ACCT II
N-4/A, 1998-12-30
Previous: ADVANTA AUTOMOBILE RECEIVABLES 1998-1, 8-K, 1998-12-30
Next: SCOTIA PACIFIC CO LLC, 424B3, 1998-12-30



<PAGE>

   
                                                             FILE NO. 333-61879
                                                             FILE NO. 811-08965
- --------------------------------------------------------------------------------
    
- --------------------------------------------------------------------------------
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549


                                   FORM N-4
   
         REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933      [X]
                        PRE-EFFECTIVE AMENDMENT NO. 1                 [X]
    
                        POST-EFFECTIVE AMENDMENT NO.                  [ ]
   
                                    AND/OR
      REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [X]
                               AMENDMENT NO. 1                        [X]
    



                  RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK
                      VARIABLE ANNUITY SEPARATE ACCOUNT II
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)



                  RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK
                              (NAME OF DEPOSITOR)


                           20 WASHINGTON AVENUE SOUTH
                         MINNEAPOLIS, MINNESOTA 55401
        (ADDRESS OF DEPOSITOR'S PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
       DEPOSITOR'S TELEPHONE NUMBER, INCLUDING AREA CODE: (612) 342-7346

                                ---------------
                                STEWART D. GREGG
                  RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK
                           20 WASHINGTON AVENUE SOUTH
                          MINNEAPOLIS, MINNESOTA 55401
                     (NAME AND ADDRESS OF AGENT OF SERVICE)


                                ---------------
                 APPROXIMATE DATE OF PROPOSED PUBLIC OFFERING:
   As soon as practicable after the Registration Statement becomes effective.

It is proposed that this filing will become effective (check appropriate space)
[ ] immediately upon filing pursuant to paragraph (b) of Rule 485
[ ] on (date) pursuant to paragraph (b) of Rule 485
[ ] 60 days after filing pursuant to paragraph (a) of Rule 485
[ ] on (date) pursuant to paragraph (a) of Rule 485.

If appropriate, check the following box:
[ ] this post-effective amendment designates a new effective date for a
    previously filed post-effective amendment.


                                ---------------
     THE REGISTRANT HEREBY AMENDS THIS REGISTRATION STATEMENT ON SUCH DATE OR
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.

        TITLE OF SECURITIES BEING REGISTERED: VARIABLE ANNUITY CONTRACTS
                    ISSUED BY A REGISTERED SEPARATE ACCOUNT.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>

                 RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK

                      VARIABLE ANNUITY SEPARATE ACCOUNT II

                 CROSS REFERENCE SHEET PURSUANT TO RULE 495(A)



<TABLE>
<CAPTION>
   FORM N-4
ITEM NUMBER   PART A INFORMATION REQUIRED IN PROSPECTUS
- ------------- -------------------------------------------------------------------------------
<S>           <C>
      1.      Cover Page
      2.      Definitions
      3.      Summary of Contract Expenses
      4.      Performance Information and Condensed Financial Information
      5.      ReliaStar Life Insurance Company of New York; The Variable Account;
              Investments of the Variable Account
      6.      Charges Made by ReliaStar Life Insurance Company of New York
      7.      The Contracts
      8.      Annuity Provisions
      9.      The Contracts
     10.      The Contracts
     11.      The Contracts
     12.      Federal Tax Status
     13.      Legal Proceedings
     14.      Statement of Additional Information Table of Contents
 
              PART B INFORMATION REQUIRED IN STATEMENT OF ADDITIONAL INFORMATION
              -------------------------------------------------------------------------------
     15.      Cover Page
     16.      Table of Contents
     17.      Introduction
     18.      Administration of the Contracts
     19.      Distribution of the Contracts
     20.      Distribution of the Contracts
     21.      Calculation of Yield and Return
     22.      Annuity Provisions (In Prospectus)
     23.      Financial Statements
 
              PART C OTHER INFORMATION
              -------------------------------------------------------------------------------
     24.      Financial Statements and Exhibits
     25.      Directors and Officers of the Depositor
     26.      Persons Controlled by or Under Common Control with the Depositor or Registrant
     27.      Number of Contract Owners
     28.      Indemnification
     29.      Principal Underwriters
     30.      Location of Accounts and Records
     31.      Not Applicable
     32.      Undertakings
</TABLE>

<PAGE>

   
                                                              DECEMBER 31, 1998
    
                                [ReliaStar Logo]
                          
              INDIVIDUAL DEFERRED VARIABLE/FIXED ANNUITY CONTRACTS


                                   Issued By

                  ReliaStar Life Insurance Company of New York
                      Variable Annuity Separate Account II
                of ReliaStar Life Insurance Company of New York


PROFILE OF OUR INDIVIDUAL FIXED AND VARIABLE ANNUITY CONTRACT

   
THIS PROFILE IS A SUMMARY OF SOME OF THE MORE IMPORTANT FEATURES OF THE
CONTRACT THAT YOU SHOULD KNOW AND CONSIDER BEFORE PURCHASING IT. THE CONTRACT
IS MORE FULLY DESCRIBED IN THE PROSPECTUS WHICH ACCOMPANIES THIS PROFILE.
PLEASE READ THE PROSPECTUS CAREFULLY.
    

1. THE ANNUITY CONTRACT: The fixed and variable annuity contract we are
offering is a contract between you, the owner, and us, ReliaStar Life Insurance
Company of New York ("ReliaStar New York"). It provides a means for selecting
one or more investment funds ("Investment Options" or "Funds") on a
tax-deferred basis. The Contract is intended for retirement savings or other
long-term investment purposes and provides for a death benefit and guaranteed
income options.

   
     Through the Variable Account, the Contract offers up to 29 investment
options from which you can choose up to 17 over the lifetime of the Contract.
Currently there is no charge for transfers. The returns on these investment
options are not guaranteed and you can possibly lose money.

     The Contract also offers a Fixed Account. This Fixed Account has an
interest rate that is set periodically by ReliaStar New York. While your money
is in the fixed account, the interest you earn and your principal is guaranteed
by ReliaStar New York.
    

     The Contract has two phases: the accumulation phase and the income or
payout phase. During the accumulation phase, earnings accumulate on a
tax-deferred basis and are not taxed as income until you make a withdrawal. The
amounts accumulated during the accumulation phase will determine the amount of
annuity payments. The income phase occurs when you begin receiving regular
annuity payments from your contract on the annuity commencement date.

2. ANNUITY PAYMENTS (THE INCOME PHASE): If you want to receive regular income
from your annuity, you can choose one of three options: (1) monthly payments
for your life (assuming you are the annuitant); (2) monthly payments for your
life, but with payments continuing to the beneficiary for 10 or 20 years (as
you select) if you die before the end of the selected period; and (3) monthly
payments for your life and for the life of another person (usually your spouse)
selected by you. Once you begin receiving regular annuity payments, you cannot
change your payment plan.

     During the income phase, you have the same investment options you had
during the accumulation phase. You can choose to have annuity payments come
from the Fixed Account, the Variable Account or both. If you choose to have any
part of your payments come from the Variable Account, the dollar amount of your
annuity payments may go up or down.

   
3. PURCHASE: The minimum amount ReliaStar New York will accept as an initial
purchase payment is $5,000 for Non-Qualified Contracts and $2,000 for Qualified
Contracts. ReliaStar New York may choose not to accept any subsequent purchase
payment for a Non-Qualified Contract if it is less than $500 and for a
Qualified Contract if it is less than $200. ReliaStar New York may choose not
to accept any subsequent purchase payments if the additional payments, when
added to the Contract Value at the next Valuation Date, would exceed
$1,000,000. Large contracts with initial premium paid of $1 million or more
contain certain specialized contract provisions that may be more or less
advantageous than the terms of contracts with less than $1 million of initial
premium.

4. INVESTMENT OPTIONS: You can put your money in up to 17 of these 29
investment options which are described in the prospectuses for the Funds. You
do not have to choose your investment options in advance, but upon
participation in the seventeenth Fund you would only be able to transfer within
the seventeen already utilized and which are still available.
    
<PAGE>


   
<TABLE>
<CAPTION>
                                 FIDELITY VARIABLE INSURANCE      NEUBERGER BERMAN ADVISERS
THE ALGER AMERICAN FUND:         PRODUCTS FUND II:                MANAGEMENT TRUST:                 OCC ACCUMULATION TRUST:
<S>                              <C>                              <C>                               <C>
GROWTH PORTFOLIO                 VIP II CONTRAFUND PORTFOLIO      LIMITED MATURITY BOND PORTFOLIO   EQUITY PORTFOLIO
MIDCAP GROWTH PORTFOLIO          VIP II INDEX 500 PORTFOLIO       PARTNERS PORTFOLIO                GLOBAL EQUITY PORTFOLIO
SMALL CAPITALIZATION PORTFOLIO   VIP II INVESTMENT GRADE BOND     SOCIALLY RESPONSIVE PORTFOLIO     MANAGED PORTFOLIO
                                  PORTFOLIO                                                         SMALL CAP PORTFOLIO
FIDELITY VARIABLE INSURANCE
PRODUCTS FUND:                   JANUS ASPEN SERIES:              NORTHSTAR GALAXY TRUST:           PUTNAM VARIABLE TRUST:
VIP EQUITY-INCOME PORTFOLIO      AGGRESSIVE GROWTH PORTFOLIO      EMERGING GROWTH PORTFOLIO         PUTNAM VT GROWTH AND
VIP GROWTH PORTFOLIO             GROWTH PORTFOLIO                 GROWTH + VALUE PORTFOLIO           INCOME FUND
VIP HIGH INCOME PORTFOLIO        INTERNATIONAL GROWTH PORTFOLIO   HIGH YIELD BOND PORTFOLIO         PUTNAM VT NEW OPPORTUNITIES
VIP MONEY MARKET PORTFOLIO       WORLDWIDE GROWTH PORTFOLIO       INTERNATIONAL VALUE PORTFOLIO      FUND
                                                                  MULTI-SECTOR BOND PORTFOLIO       PUTNAM VT VOYAGER FUND
</TABLE>
    

Depending upon market conditions, you can make or lose money in any of these
Funds.

5. EXPENSES: The Contract has insurance features and investment features, and
there are costs related to each.

   
     Each year ReliaStar New York deducts a $30 contract maintenance charge
from your Contract. Reliastar New York reserves the right to waive this Annual
Contract Charge where the cumulative purchase payments, less any cumulative
partial surrenders, exceed $50,000. In addition, this charge will be waived for
all Contracts with $1 million or more of initial premium. We also deduct for
insurance and administrative charges which annually total 1.40% of the average
daily value of your Contract allocated to the investment portfolios. (Of this
amount, .05% is waived and re-credited for Contracts with initial premium of $1
million or more).
    

     There are also investment fund annual expenses which range from 0.28% to
1.19% of the average daily value of the investment fund depending upon the
investment option which you select.

   
     If you take your money out, we may assess a withdrawal charge. This charge
is equal to a maximum of 6.00% in years 1 and 2 and reduces to 0 after year 6.
We may also assess a state premium tax charge which ranges from 0.00% to 3.50%
depending upon the state.

     The following chart is designed to help you understand the expenses in the
Contract. The column "Total Annual Expenses" shows the total of the $30
contract maintenance charge (which is represented as 0.08% below), the 1.40%
insurance charges assessed on most Contracts, and the investment expenses for
each investment portfolio. The next two columns show you two examples of the
expenses, in dollars, you would pay under a Contract. The examples assume that
you invested $1,000 in a Contract which earns 5.00% annually and that you
withdraw your money: (1) at the end of year 1, and (2) at the end of year 10.
For year 1, the Total Annual Expenses are assessed as well as the withdrawal
charges. For year 10, the example shows the aggregate of all the annual
expenses assessed for the 10 years, but there is no withdrawal charge. The
premium tax is assumed to be 0.00% in both examples.
    


                                       ii
<PAGE>


   
<TABLE>
<CAPTION>
                                                                                                          TOTAL ANNUAL
                                                                                                       EXPENSES AT END OF:
                                                   TOTAL ANNUAL        TOTAL ANNUAL      TOTAL ANNUAL     (1)      (2)
INVESTMENT FUNDS                                INSURANCE CHARGES   PORTFOLIO EXPENSES     EXPENSES     1 YEAR   10 YEARS
- ---------------------------------------------- ------------------- -------------------- -------------- -------- ---------
<S>                                            <C>                 <C>                  <C>            <C>      <C>
  THE ALGER AMERICAN FUND:
   Growth Portfolio ..........................         1.48%                0.79%             2.27%       $77      $260
   MidCap Growth Portfolio ...................         1.48%                0.84%             2.32%       $77      $265
   Small Capitalization Portfolio ............         1.48%                0.89%             2.37%       $78      $270
 
  FIDELITY VARIABLE INSURANCE
   PRODUCTS FUND:
   VIP Equity-Income Portfolio ...............         1.48%                0.58%             2.06%       $75      $239
   VIP Growth Portfolio ......................         1.48%                0.69%             2.17%       $76      $250
   VIP High Income Portfolio .................         1.48%                0.71%             2.19%       $76      $252
   VIP Money Market Portfolio ................         1.48%                0.31%             1.79%       $72      $210
 
  FIDELITY VARIABLE INSURANCE
   PRODUCTS FUND II:
   VIP II Contrafund Portfolio ...............         1.48%                0.71%             2.19%       $76      $252
   VIP II Index 500 Portfolio ................         1.48%                0.28%             1.76%       $72      $207
   VIP II Investment Grade Bond Portfolio.....         1.48%                0.58%             2.06%       $75      $239
 
  JANUS ASPEN SERIES:
   Aggressive Growth Portfolio ...............         1.48%                0.76%             2.24%       $77      $257
   Growth Portfolio ..........................         1.48%                0.70%             2.18%       $76      $251
   International Growth Portfolio ............         1.48%                0.96%             2.44%       $79      $277
   Worldwide Growth Portfolio ................         1.48%                0.74%             2.22%       $76      $255
 
  NEUBERGER BERMAN ADVISERS
   MANAGEMENT TRUST:
   Limited Maturity Bond Portfolio ...........         1.48%                0.77%             2.25%       $78      $267
   Partners Portfolio ........................         1.48%                0.86%             2.34%       $77      $258
   Socially Responsive Portfolio .............         1.48%                1.50%             2.98%       $84      $330
 
  NORTHSTAR GALAXY TRUST:
   Emerging Growth Portfolio .................         1.48%                0.90%             2.38%       $83      $315
   Growth + Value Portfolio ..................         1.48%                0.80%             2.28%       $77      $261
   High Yield Bond Portfolio .................         1.48%                0.80%             2.28%       $77      $261
   International Value Portfolio .............         1.48%                1.00%             2.48%       $79      $281
   Multi-Sector Bond Portfolio ...............         1.48%                0.80%             2.28%       $77      $261
 
  OCC ACCUMULATION TRUST:
   Equity Portfolio ..........................         1.48%                0.99%             2.47%       $79      $280
   Global Equity Portfolio ...................         1.48%                1.19%             2.67%       $81      $300
   Managed Portfolio .........................         1.48%                0.87%             2.35%       $78      $268
   Small Cap Portfolio .......................         1.48%                0.97%             2.45%       $79      $278
 
  PUTNAM VARIABLE TRUST:
   Putnam VT Growth and Income Fund ..........         1.48%                0.51%             1.99%       $74      $231
   Putnam VT New Opportunities Fund ..........         1.48%                0.63%             2.11%       $75      $244
   Putnam VT Voyager Fund ....................         1.48%                0.59%             2.07%       $75      $240
</TABLE>
    

   
Certain of the portfolios are subject to fee reimbursement or waiver
arrangements. The charges above reflect any expense reimbursement or fee
waiver. For more detailed information, see Summary of Contract Expenses in the
Prospectus for the Contract. The Total Annual Insurance charges listed above
represent the maximum insurance charges that currently may be assessed for
Contract expenses. Of these charges, .05% is waived and re-credited for
Contracts with initial premium received of $1 million or more.
    


                                      iii
<PAGE>

   
6. TAXES: Your earnings are not taxed until you take them out. If you withdraw
money, earnings may come out first and will be taxed as income. If you are
younger than 59 1/2 when you take money out, you may be charged a 10% federal
tax penalty on the amount treated as taxable income. Annuity payments during
the income phase may be considered partly a return of your original investment,
in which case that part of each payment is not taxable as income.

7. ACCESS TO YOUR MONEY: You can take money out at any time during the
accumulation phase. After the first year, you can take up to 10.00% of your
total purchase payments each year without charge from us. Withdrawals in excess
of that will be charged a maximum of 6.00% in years 1 and 2 which reduces to 0
after year 6. After we have a payment for 6 years, there is no charge for
withdrawals for those payments. You may also have to pay income tax and a tax
penalty on any money you take out. Each purchase payment you add to your
Contract has its own 6 year withdrawal charge period.
    

8. PERFORMANCE: The value of the Contract will vary up or down depending upon
the investment performance of the investment fund you choose. Performance will
be affected by the insurance charges, the contract maintenance charge, the
investment expenses and other expenses of the investment fund, and any
applicable withdrawal charges. Past performance is not a guarantee of future
results.

   
9. DEATH BENEFIT: If you die prior to the income phase, the person you have
chosen as your beneficiary will receive a death benefit. For Contracts with
initial premium of less than $1 million, this death benefit will be the greater
of three amounts: 1) the money you've put in less any money you've taken out,
or 2) the current value of your Contract, or 3) the value of your Contract at
the most recent specified contract anniversary plus any money you've added
since that anniversary reduced for any money you've taken out since that
anniversary. If you die after age 85, your beneficiary would receive the
Contract Value. For Contracts with initial premium of $1 million or more, the
death benefit is the Contract Value minus any applicable surrender charge.

10. OTHER INFORMATION

FREE LOOK. If you cancel the Contract within 10 days after receiving it (or
whatever period is required in your state), we will return the Contract Value
without assessing a withdrawal charge. You will receive whatever your Contract
is worth on the day we receive your request. This may be more or less than your
original payment.
    

NO PROBATE. In most cases, when you die, the person you choose as your
beneficiary will receive the death benefit without going through probate.

WHO SHOULD PURCHASE THE CONTRACT? This Contract is designed for people seeking
long-term tax-deferred accumulation of assets, generally for retirement or
other long-term purposes. The tax-deferred feature is most attractive to people
in high federal and state tax brackets. You should not buy this Contract if you
are looking for a short-term investment or if you cannot take the risk of
getting back less money than you put in.

ADDITIONAL FEATURES. This Contract has additional Features you might be
interested in. These include:

       o You can arrange to have money automatically sent to you each month
         while your Contract is still in the accumulation phase. Of course,
         you'll have to pay taxes on money you receive. ReliaStar New York
         calls this feature the Systematic Withdrawal Program.

       o You can arrange to have a regular amount of money automatically
         transferred to investment portfolios each month to provide for
         regular level investments over time. ReliaStar New York calls this
         feature Dollar Cost Averaging.

       o ReliaStar New York will automatically readjust the money in your
         Contract between investment portfolios periodically to keep the blend
         you select. ReliaStar New York calls this feature Portfolio
         Rebalancing.

These features may not be suitable for your particular situation.

11. INQUIRIES If you need more information, please contact us at:

                 ReliaStar Life Insurance Company of New York
                         1000 Woodbury Road, Suite 102
                           Woodbury, New York 11797
                                 1-800-621-3750

          or the distributor of the Contracts, our affiliated Company,

                      Washington Square Securities, Inc.
                          20 Washington Avenue South
                         Minneapolis, Minnesota 55401
                                 1-800-621-3750

                       or your registered representative

                                       iv
<PAGE>

                                [Reliastar Logo]

                 RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK
                         1000 WOODBURY ROAD, SUITE 102
                           WOODBURY, NEW YORK 11797
                                1-800-621-3750


             INDIVIDUAL DEFERRED VARIABLE/FIXED ANNUITY CONTRACTS

                                   Issued by
               The ReliaStar Life Insurance Company of New York
                     Variable Annuity Separate Account II
                of ReliaStar Life Insurance Company of New York

   
     This Prospectus offers flexible purchase payment Individual Deferred
Variable/Fixed Annuity Contracts. The Contracts are sold both as non-qualified
contracts and in connection with retirement plans which may qualify for special
federal tax treatment under the Internal Revenue Code. (See "Federal Tax
Status.") Annuity payouts from the Contracts are deferred until a selected
later date. The Contracts are issued by ReliaStar Life Insurance Company of New
York Variable Annuity Separate Account II (the "Variable Account"), a separate
account of ReliaStar Life Insurance Company of New York ("ReliaStar New York").
 

     Subject to certain restrictions, you can allocate premiums to:

     o the Fixed Account, an account that provides a minimum specified rate of
       interest; and

     o Sub-Accounts of the Variable Account, which allow you to invest in
       certain portfolios of the following Funds (the "Investment Funds"):
    

   
<TABLE>
<S>                                            <C>
The Alger American Fund                        Neuberger Berman Advisers Management Trust
Fidelity Variable Insurance Products Fund      Northstar Galaxy Trust
Fidelity Variable Insurance Products Fund II   OCC Accumulation Trust
Janus Aspen Series                             Putnam Variable Trust
</TABLE>
    

   
     The Variable Account, your account value and the amount of any variable
annuity payments that you receive will vary, primarily based on the investment
performance of the Investment Funds you select. (For more information about
investing in the Investment Funds, see "Investments of the Variable Account".)
The Fixed Account is the general account of ReliaStar New York.

     Additional information about the Contracts, ReliaStar New York and the
Variable Account, contained in a Statement of Additional Information dated
December 31, 1998, has been filed with the Securities and Exchange Commission.
The Statement of Additional Information is available by accessing the SEC's
internet web site (http: // www.sec.gov) or upon request without charge by
writing to Washington Square Securities, Inc., 20 Washington Avenue South,
Minneapolis, Minnesota 55401 or by calling 1-800-621-3750. The Statement of
Additional Information is incorporated by reference in this Prospectus, and its
Table of Contents can be found on page 34 of this Prospectus.

     THIS PROSPECTUS SETS FORTH CONCISELY THE INFORMATION ABOUT THE CONTRACT
THAT A PROSPECTIVE INVESTOR OUGHT TO KNOW BEFORE INVESTING AND SHOULD BE
RETAINED FOR FUTURE REFERENCE.

     THESE INVESTMENTS:

     o ARE NOT BANK DEPOSITS OR GUARANTEED BY A BANK

     o ARE NOT INSURED OR GUARANTEED BY THE FDIC, THE FEDERAL RESERVE BOARD OR
       ANY OTHER GOVERNMENT AGENCY

     o ARE AFFECTED BY MARKET FLUCTUATIONS AND SO INVOLVE INVESTMENT RISK,
       INCLUDING POSSIBLE LOSS OF PRINCIPAL

     o HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE
       COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES AND
       EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
       ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE
       CONTRARY IS A CRIMINAL OFFENSE.

     THIS PROSPECTUS IS ACCOMPANIED BY THE CURRENT PROSPECTUSES FOR THE
INVESTMENT FUNDS OFFERED BY THE ALGER AMERICAN FUND, FIDELITY VARIABLE
INSURANCE PRODUCTS FUND, FIDELITY VARIABLE INSURANCE PRODUCTS FUND II, JANUS
ASPEN SERIES, NEUBERGER BERMAN ADVISERS MANAGEMENT TRUST, THE NORTHSTAR GALAXY
TRUST, THE OCC ACCUMULATION TRUST AND PUTNAM VARIABLE TRUST, AND IS VALID ONLY
WHEN ACCOMPANIED BY THESE PROSPECTUSES.


               THE DATE OF THIS PROSPECTUS IS DECEMBER 31, 1998.
    
<PAGE>

                               TABLE OF CONTENTS




   
<TABLE>
<CAPTION>
                                                            PAGE
                                                         ---------
<S>                                                      <C>
 DEFINITIONS .........................................        3
 SUMMARY OF CONTRACT EXPENSES ........................        5
 RELIASTAR LIFE INSURANCE COMPANY OF
   NEW YORK ..........................................       12
 THE VARIABLE ACCOUNT ................................       12
 INVESTMENTS OF THE VARIABLE
   ACCOUNT ...........................................       13
 CHARGES MADE BY RELIASTAR NEW
   YORK ..............................................       16
   Surrender Charge (Contingent Deferred Sales
      Charge) ........................................       16
   Annual Contract Charge ............................       17
   Waiver of Charges .................................       17
   Mortality Risk Premium ............................       18
   Expense Risk Premium ..............................       18
   Administration Charge .............................       18
   Premium and Other Taxes ...........................       18
   General: Reduction or Waiver of Charges or
      Minimum Purchase Payments ......................       18
   Expenses of the Investment Funds ..................       19
 ADMINISTRATION OF THE CONTRACTS .....................       20
 THE CONTRACTS .......................................       20
   Allocation of Purchase Payments ...................       20
   Sub-Account Accumulation Unit Value ...............       20
   Net Investment Factor .............................       21
   Death Benefit Before the Annuity
      Commencement Date ..............................       21
   Death Benefit After the Annuity
      Commencement Date ..............................       22
   Surrender (Redemption) ............................       22
   Systematic Withdrawals ............................       22
   Transfers .........................................       23
   Written Transfers .................................       23
   Telephone/Fax Instructions ........................       23
   Dollar Cost Averaging Transfers ...................       24
   Portfolio Rebalancing Service .....................       24
   Assignments .......................................       24
   Contract Owner and Beneficiaries ..................       24
   Contract Inquiries ................................       25


</TABLE>
<TABLE>
<CAPTION>
                                                            PAGE
                                                         ---------
<S>                                                      <C>
 ANNUITY PROVISIONS ..................................       25
   Annuity Commencement Date .........................       25
   Annuity Form Selection ............................       25
   Annuity Forms .....................................       25
   Frequency and Amount of Annuity Payments ..........       26
   Annuity Payments ..................................       26
   Sub-Account Annuity Unit Value ....................       27
   Assumed Investment Rate ...........................       27
 FEDERAL TAX STATUS ..................................       27
   Introduction ......................................       27
   Tax Status of the Contract ........................       27
   Taxation of Annuities .............................       28
   Taxation of Death Benefit Proceeds ................       29
   Penalty Tax on Certain Distributions ..............       29
   Possible Changes in Taxation ......................       30
   Transfers, Assignments or Exchanges of a
      Contract .......................................       30
   Withholding .......................................       30
   Multiple Contracts ................................       30
   Taxation of Qualified Plans .......................       30
   Possible Charge for ReliaStar
      New York's Taxes ...............................       31
   Other Tax Consequences ............................       31
 VOTING OF FUND SHARES ...............................       31
 DISTRIBUTION OF THE CONTRACTS .......................       32
 REVOCATION ..........................................       32
 REPORTS TO OWNERS ...................................       32
 PREPARING FOR YEAR 2000 .............................       32
 LEGAL PROCEEDINGS ...................................       33
 FINANCIAL STATEMENTS AND EXPERTS ....................       33
 FURTHER INFORMATION .................................       33
 STATEMENT OF ADDITIONAL
   INFORMATION TABLE OF CONTENTS .....................       34
 APPENDIX A: THE FIXED ACCOUNT .......................      A-1
 APPENDIX B: PERFORMANCE
   INFORMATION AND CONDENSED
   FINANCIAL INFORMATION .............................      B-1
</TABLE>
    

 

                                       2
<PAGE>

                                  DEFINITIONS

     ANNUITANT -- The person who is named by the Owner whose life determines
the annuity benefits payable.

     ANNUITY COMMENCEMENT DATE (COMMENCEMENT DATE) -- The date on which the
annuity payments begin, which must be the first day of a month. The date will
be the first day of the month following the Annuitant's 75th birthday unless an
earlier or later date has been selected by the Owner and, if the date is later,
it has been agreed to by ReliaStar New York.

     BENEFICIARY -- The person who is named to receive the Contract Value upon
the death of the Owner before the Annuity Commencement Date or to receive the
balance of the annuity payments, if any, under the Annuity Form in effect at
the Annuitant's death.

     CODE -- The Internal Revenue Code of 1986, as amended.

     CONTRACT ANNIVERSARY -- Occurs yearly on the same day and month the
Contract was issued.

     CONTRACT OWNER (OWNER) -- The person who controls all the rights and
privileges under the Contract. The Annuitant owns the Contract unless another
Owner is named as provided for in the Contract. The Contract may be owned by
one, but no more than two, natural persons only, except when it is held under a
retirement plan or program described in Section 401(a), 403(a), 403(b), 408 or
408A or similar provisions of the Code.

     CONTRACT VALUE -- The sum of (a) the Variable Account Contract Value,
which is the value of the Sub-Account Accumulation Units under the Contract
plus (b) the Fixed Account Contract Value, which is the sum of purchase
payments allocated to the Fixed Account under the Contract, plus credited
interest, minus surrenders, surrender charges previously applied, and any
annual administrative charges applicable to the Fixed Account, and minus any
transfers to the Variable Account.

     CONTRACT YEAR -- Each twelve-month period starting with the date the
Contract was issued and each Contract Anniversary after that.

   
     DEATH BENEFIT -- The amount payable upon the death of a Contract Owner
before the Annuity Commencement Date. (See "Death Benefit Before the Annuity
Commencement Date.")
    

     DEATH BENEFIT VALUATION DATE -- The Death Benefit Valuation Date is the
Valuation Date next following the date ReliaStar Life receives proof of death
and a written request from the Beneficiary for a single sum payment or an
Annuity Form permitted by Section 72(s) of the Code.

     FIXED ACCOUNT -- The Fixed Account is the general account of ReliaStar New
York, which consists of all assets of ReliaStar New York other than those
allocated to separate accounts of ReliaStar New York.

     FIXED ANNUITY -- An annuity with payments which do not vary as to dollar
amount.

     INVESTMENT FUNDS -- Any open-end management investment company (or
portfolio thereof) or unit investment trust (or series thereof) in which a
Sub-Account invests.

     QUALIFIED PLAN -- A retirement plan under Sections 401, 403, 408 or 408A
or similar provisions of the Code.

   
     SPECIFIED CONTRACT ANNIVERSARY -- Each consecutive six year anniversary
date measured from the date the Contract was issued. The Specified Contract
Anniversary is used to determine the Death Benefit payable if the Contract
Owner dies before the Annuity Commencement Date. (See "Death Benefit Before the
Annuity Commencement Date.")
    

     SUB-ACCOUNT -- That portion of the Variable Account which invests in
shares of a specific Investment Fund.

     SUB-ACCOUNT ACCUMULATION UNIT -- A unit of measure used to determine the
Variable Account Contract Value before annuity payments start.

     SUCCESSOR BENEFICIARY -- The person named to become the Beneficiary if the
Beneficiary is not alive.

     VALUATION DATE -- Each day on which the New York Stock Exchange is open
for business except for a day that a Sub-Account's corresponding Fund does not
value its shares. The New York Stock Exchange is currently closed on weekends
and on the following holidays: New Year's Day; Martin Luther King Day;
President's Day; Good Friday; Fourth of July; Labor Day; Thanksgiving Day; and
Christmas Day.

     VALUATION PERIOD -- The time interval between a Valuation Date and the
next Valuation Date.

     VARIABLE ACCOUNT -- A separate account of ReliaStar New York consisting of
assets set aside by ReliaStar New York, the investment performance of which is
kept separate from that of the general assets of ReliaStar New York.


                                       3
<PAGE>

     VARIABLE ANNUITY -- A series of periodic payments to the Contract Payee
which will vary in amount, primarily based on the investment results of the
Sub-Accounts under the Contract.

     VARIABLE ANNUITY UNIT -- A unit of measure used in the calculation of the
second and each subsequent variable annuity payment from the Variable Account.


                                       4
<PAGE>

                          SUMMARY OF CONTRACT EXPENSES


<TABLE>
<S>                                                                                        <C>
CONTRACT OWNER TRANSACTION EXPENSES
Sales Charge Imposed on Purchases ........................................................  None
Surrender Charge (as a percentage of amounts surrendered attributable to purchase
  payments made in the last six Contract Years) (a)
 
</TABLE>


<TABLE>
<CAPTION>
 CONTRACT YEAR OF SURRENDER MINUS CONTRACT   SURRENDER CHARGE AS A PERCENTAGE OF
          YEAR OF PURCHASE PAYMENT                  EACH PURCHASE PAYMENT
- ------------------------------------------- ------------------------------------
<S>                                         <C>
                    0-1                                      6%
                    2-3                                      5
                    4-5                                      4
                6 and later                                  0
</TABLE>


   
<TABLE>
<S>                                                                             <C>
Transfer Charge(b) ............................................................  None
ANNUAL CONTRACT CHARGE ........................................................  $    30
VARIABLE ACCOUNT ANNUAL EXPENSES (as a percentage of average account value)
Mortality and Expense Risk Premiums (a) .......................................     1.25%
Other Account Fees and Expenses (See "Administration Charge") .................     0.15%
Total Variable Account Annual Expenses ........................................     1.40%
</TABLE>
    

                                       5
<PAGE>

   
ANNUAL INVESTMENT FUND EXPENSES AFTER REIMBURSEMENTS(D)(E)(F)(H)(I)(K)(L):
(AS A PERCENTAGE OF INVESTMENT FUND AVERAGE NET ASSETS)
    



   
<TABLE>
<CAPTION>
                                                                                    TOTAL INVESTMENT
                                                            MANAGEMENT     OTHER      FUND ANNUAL
                                                               FEES      EXPENSES       EXPENSES
                                                           ------------ ---------- -----------------
<S>                                                        <C>          <C>        <C>
THE ALGER AMERICAN FUND:
 Growth Portfolio(c) .....................................      0.75%       0.04%         0.79%
 MidCap Growth Portfolio(c) ..............................      0.80%       0.04%         0.84%
 Small Capitalization Portfolio(c) .......................      0.85%       0.04%         0.89%
FIDELITY VARIABLE INSURANCE PRODUCTS FUND (VIP):
 VIP Equity-Income Portfolio(c)(d) .......................      0.50%       0.08%         0.58%
 VIP Growth Portfolio(c)(d) ..............................      0.60%       0.09%         0.69%
 VIP High Income Portfolio(c) ............................      0.59%       0.12%         0.71%
 VIP Money Market Portfolio ..............................      0.21%       0.10%         0.31%
FIDELITY VARIABLE INSURANCE PRODUCTS FUND II (VIP II):
 VIP II Contrafund Portfolio(c)(d) .......................      0.60%       0.11%         0.71%
 VIP II Index 500 Portfolio(c)(e) ........................      0.24%       0.04%         0.28%
 VIP II Investment Grade Bond Portfolio(c) ...............      0.44%       0.14%         0.58%
JANUS ASPEN SERIES:
 Aggressive Growth Portfolio(c)(f) .......................      0.73%       0.03%         0.76%
 Growth Portfolio(c)(f) ..................................      0.65%       0.05%         0.70%
 International Growth Portfolio(c)(f) ....................      0.67%       0.29%         0.96%
 Worldwide Growth Portfolio(c)(f) ........................      0.66%       0.08%         0.74%
NEUBERGER BERMAN ADVISERS MANAGEMENT TRUST:
 Limited Maturity Bond Portfolio(c)(g) ...................      0.65%       0.12%         0.77%
 Partners Portfolio(c)(g) ................................      0.80%       0.06%         0.86%
 Socially Responsive Portfolio(c)(g)(h) ..................      0.85%       0.65%         1.50%
NORTHSTAR GALAXY TRUST:
 Emerging Growth Portfolio(i)(j) .........................      0.85%       0.05%         0.90%
 Growth + Value Portfolio(i) .............................      0.75%       0.05%         0.80%
 High Yield Bond Portfolio(i) ............................      0.75%       0.05%         0.80%
 International Value Portfolio(i) ........................      0.95%       0.05%         1.00%
 Multi-Sector Bond Portfolio(i) ..........................      0.75%       0.05%         0.80%
OCC ACCUMULATION TRUST:
 Equity Portfolio(c)(k) ..................................      0.80%       0.19%         0.99%
 Global Equity Portfolio(c)(k) ...........................      0.79%       0.40%         1.19%
 Managed Portfolio(c)(k) .................................      0.80%       0.07%         0.87%
 Small Cap Portfolio(c)(k) ...............................      0.80%       0.17%         0.97%
PUTNAM VARIABLE TRUST:
 Putnam VT Growth and Income Fund(l) .....................      0.47%       0.04%         0.51%
 Putnam VT New Opportunities Fund(l) .....................      0.58%       0.05%         0.63%
 Putnam VT Voyager Fund(l) ...............................      0.54%       0.05%         0.59%
</TABLE>
    

     The fee and expense information regarding the Investment Funds was
provided by the Funds.

   
     Except for the Northstar Galaxy Trust, neither the Investment Funds nor
their Advisers are affiliated with ReliaStar New York.
    


                                       6
<PAGE>

EXAMPLES

     If you surrender your contract at the end of the applicable time period,
you would pay the following expenses on a $1,000 investment, assuming a 5%
annual return on assets.



   
<TABLE>
<CAPTION>
                                                        1 YEAR   3 YEARS   5 YEARS   10 YEARS
                                                       -------- --------- --------- ---------
<S>                                                    <C>      <C>       <C>       <C>
THE ALGER AMERICAN FUND:
 Growth Portfolio ....................................    $77      $116      $157      $260
 MidCap Growth Portfolio .............................     77       117       160       265
 Small Capitalization Portfolio ......................     78       119       162       270
FIDELITY VARIABLE INSURANCE PRODUCTS FUND (VIP):
 VIP Equity-Income Portfolio .........................     75       110       147       239
 VIP Growth Portfolio ................................     76       113       152       250
 VIP High Income Portfolio ...........................     76       113       153       252
 VIP Money Market Portfolio ..........................     72       101       133       210
FIDELITY VARIABLE INSURANCE PRODUCTS FUND II (VIP II):
 VIP II Contrafund Portfolio .........................     76       113       153       252
 VIP II Index 500 Portfolio ..........................     72       100       131       207
 VIP II Investment Grade Bond Portfolio ..............     75       110       147       239
JANUS ASPEN SERIES:
 Aggressive Growth Portfolio .........................     77       115       156       257
 Growth Portfolio ....................................     76       113       153       251
 International Growth Portfolio ......................     79       121       166       277
 Worldwide Growth Portfolio ..........................     76       114       155       255
NEUBERGER BERMAN ADVISERS MANAGEMENT TRUST:
 Limited Maturity Bond Portfolio .....................     78       118       161       267
 Partners Portfolio ..................................     77       115       156       258
 Socially Responsive Portfolio .......................     84       137       193       330
NORTHSTAR GALAXY TRUST:
 Emerging Growth Portfolio ...........................     83       133       185       315
 Growth + Value Portfolio ............................     77       116       158       261
 High Yield Bond Portfolio ...........................     77       116       158       261
 International Value Portfolio .......................     79       122       168       281
 Multi-Sector Bond Portfolio .........................     77       116       158       261
OCC ACCUMULATION TRUST:
 Equity Portfolio ....................................     79       122       167       280
 Global Equity Portfolio .............................     81       128       177       300
 Managed Portfolio ...................................     78       118       161       268
 Small Cap Portfolio .................................     79       121       166       278
PUTNAM VARIABLE TRUST:
 Putnam VT Growth and Income Fund ....................     74       107       143       231
 Putnam VT New Opportunities Fund ....................     75       111       149       244
 Putnam VT Voyager Fund ..............................     75       110       147       240
</TABLE>
    

                                       7
<PAGE>

     If you annuitize your contract at the end of the applicable time period,
you would pay the following expenses on a $1,000 investment, assuming a 5%
annual return on assets.*



   
<TABLE>
<CAPTION>
                                                         1 YEAR   3 YEARS   5 YEARS   10 YEARS
                                                        -------- --------- --------- ---------
<S>                                                     <C>      <C>       <C>       <C>
THE ALGER AMERICAN FUND:
 Growth Portfolio .....................................    $77      $71       $121      $260
 MidCap Growth Portfolio ..............................     77       72        124       265
 Small Capitalization Portfolio .......................     78       74        126       270
FIDELITY VARIABLE INSURANCE PRODUCTS FUND (VIP):
 VIP Equity-Income Portfolio ..........................     75       65        111       239
 VIP Growth Portfolio .................................     76       68        116       250
 VIP High Income Portfolio ............................     76       68        117       252
 VIP Money Market Portfolio ...........................     72       56         97       210
FIDELITY VARIABLE INSURANCE PRODUCTS FUND II (VIP II):
 VIP II Contrafund Portfolio ..........................     76       68        117       252
 VIP II Index 500 Portfolio ...........................     72       55         95       207
 VIP II Investment Grade Bond Portfolio ...............     75       65        111       239
JANUS ASPEN SERIES:
 Aggressive Growth Portfolio ..........................     77       70        120       257
 Growth Portfolio .....................................     76       68        117       251
 International Growth Portfolio .......................     79       76        130       277
 Worldwide Growth Portfolio ...........................     76       69        119       255
NEUBERGER BERMAN ADVISERS MANAGEMENT TRUST:
 Limited Maturity Bond Portfolio ......................     78       73        125       267
 Partners Portfolio ...................................     77       70        120       258
 Socially Responsive Portfolio ........................     84       92        157       330
NORTHSTAR GALAXY TRUST:
 Emerging Growth Portfolio ............................     83       88        149       315
 Growth + Value Portfolio .............................     77       71        122       261
 High Yield Bond Portfolio ............................     77       71        122       261
 International Value Portfolio ........................     79       77        132       281
 Multi-Sector Bond Portfolio ..........................     77       71        122       261
OCC ACCUMULATION TRUST:
 Equity Portfolio .....................................     79       77        131       280
 Global Equity Portfolio ..............................     81       83        141       300
 Managed Portfolio ....................................     78       73        125       268
 Small Cap Portfolio ..................................     79       76        130       278
PUTNAM VARIABLE TRUST:
 Putnam VT Growth and Income Fund .....................     74       62        107       231
 Putnam VT New Opportunities Fund .....................     75       66        113       244
 Putnam VT Voyager Fund ...............................     75       65        111       240
</TABLE>
    

- ---------
* If the Contract's Annuity Commencement Date occurs during the first two
  Contract Years following the date the Contract was issued a Surrender Charge
  is deducted and the expenses shown in year 1 reflect this deduction.


                                       8
<PAGE>

   
     If you do not surrender or annuitize your contract at the end of the
applicable time period, you would pay the following expenses on a $1,000
investment, assuming a 5.00% annual return on assets.
    



   
<TABLE>
<CAPTION>
                                                         1 YEAR   3 YEARS   5 YEARS   10 YEARS
                                                        -------- --------- --------- ---------
<S>                                                     <C>      <C>       <C>       <C>
THE ALGER AMERICAN FUND:
 Growth Portfolio .....................................    $23      $71       $121      $260
 MidCap Growth Portfolio ..............................     23       72        124       265
 Small Capitalization Portfolio .......................     24       74        126       270
FIDELITY VARIABLE INSURANCE PRODUCTS FUND (VIP):
 VIP Equity-Income Portfolio ..........................     21       65        111       239
 VIP Growth Portfolio .................................     22       68        116       250
 VIP High Income Portfolio ............................     22       68        117       252
 VIP Money Market Portfolio ...........................     18       56         97       210
FIDELITY VARIABLE INSURANCE PRODUCTS FUND II (VIP II):
 VIP II Contrafund Portfolio ..........................     22       68        117       252
 VIP II Index 500 Portfolio ...........................     18       55         95       207
 VIP II Investment Grade Bond Portfolio ...............     21       65        111       239
JANUS ASPEN SERIES:
 Aggressive Growth Portfolio ..........................     23       70        120       257
 Growth Portfolio .....................................     22       68        117       251
 International Growth Portfolio .......................     25       76        130       277
 Worldwide Growth Portfolio ...........................     22       69        119       255
NEUBERGER BERMAN ADVISERS MANAGEMENT TRUST:
 Limited Maturity Bond Portfolio ......................     24       73        125       267
 Partners Portfolio ...................................     23       70        120       258
 Socially Responsive Portfolio ........................     30       92        157       330
NORTHSTAR GALAXY TRUST:
 Emerging Growth Portfolio ............................     29       88        149       315
 Growth + Value Portfolio .............................     23       71        122       261
 High Yield Bond Portfolio ............................     23       71        122       261
 International Value Portfolio ........................     25       77        132       281
 Multi-Sector Bond Portfolio ..........................     23       71        122       261
OCC ACCUMULATION TRUST:
 Equity Portfolio .....................................     25       77        131       280
 Global Equity Portfolio ..............................     27       83        141       300
 Managed Portfolio ....................................     24       73        125       268
 Small Cap Portfolio ..................................     25       76        130       278
PUTNAM VARIABLE TRUST:
 Putnam VT Growth and Income Fund .....................     20       62        107       231
 Putnam VT New Opportunities Fund .....................     21       66        113       244
 Putnam VT Voyager Fund ...............................     21       65        111       240
</TABLE>
    

- ---------
   
(a) In certain situations amounts can be surrendered without any surrender
    charge. For more information on the Surrender Charge, see, "Surrender
    Charge (Contingent Deferred Sales Charge)." ReliaStar New York reserves
    the right to charge a partial surrender processing fee not to exceed the
    lesser of 2.00% of the partial surrender amount or $25. For more
    information on the processing fee, see "Surrender (Redemption)."
    

(b) ReliaStar New York currently does not impose a charge on transfers between
    the Sub-Accounts or to the Fixed Account, although it reserves the right
    to impose a charge not to exceed $25 per transfer.

(c) ReliaStar New York or its affiliates may receive compensation from an
    affiliate or affiliates of certain of the Funds based upon an annual
    percentage of the average net assets held in that Fund by ReliaStar New
    York and certain of its insurance company affiliates. The percentage paid
    may vary from one Fund company to another. These amounts are intended to
    compensate ReliaStar New York or its affiliates for administrative, record
    keeping, distribution in some cases, and other services provided by such
    parties to the Funds and/or the Funds' affiliates. Currently, ReliaStar
    New York has service arrangements with Fred Alger Management, Inc.,
    Fidelity Management & Research Company, Janus


                                       9
<PAGE>

   Capital, Neuberger&Berman Management, and OpCap Advisors. Payments of such
   amounts by an affiliate or affiliates of the Funds do not increase the fees
   paid by the Funds or their shareholders.

   
(d) A portion of the brokerage commissions that certain funds pay was used to
    reduce fund expenses. In addition, certain funds have entered into
    arrangements with their custodian whereby credits realized as a result of
    uninvested cash balances were used to reduce custodian expenses. Including
    these reductions, the total operating expenses presented in the table
    would have been: 0.57% for VIP Equity-Income Portfolio, 0.67% for VIP
    Growth Portfolio, and 0.68% for VIP II Contrafund Portfolio.

(e) FMR agreed to reimburse a portion of VIP II Index 500 Portfolio's expenses
    during the period. Without this reimbursement, the funds' management fee,
    other expenses and total expenses would have been 0.27%, 0.13, and 0.40%,
    respectively. Expense reimbursements are voluntary. There is no assurance
    of ongoing reimbursement.
    

(f) Management fees for Growth, Aggressive Growth, International Growth and
    Worldwide Growth Portfolios reflect a reduced fee schedule effective July
    1, 1997. The management fee for each of these Portfolios reflects the new
    rate applied to net assets as of December 31, 1997. Other expenses are
    based on gross expenses of the Shares before expense offset arrangements
    for the fiscal year ended December 31, 1997. The information for each
    Portfolio is net of fee waivers or reductions from Janus Capital. Fee
    reductions for the Growth, Aggressive Growth, International Growth and
    Worldwide Growth Portfolios reduce the management fee to the level of the
    corresponding Janus retail fund. Other waivers, if applicable, are first
    applied against the management fee and then against other expenses.
    Without such waivers or reductions, the Management Fee, Other Expenses and
    Total Operating Expenses for the Shares would have been 0.74%, 0.04%, and
    0.78% for Growth Portfolio; 0.74%, 0.04%, and 0.78% for Aggressive Growth
    Portfolio; 0.79%, 0.29% and 1.08% for International Growth Portfolio; and
    0.72%, 0.09% and 0.81% for Worldwide Growth Portfolio, respectively. Janus
    Capital may modify or terminate the waivers or reductions at any time upon
    at least 90 days' notice to the Trustees.

   
(g) Neuberger Berman Advisers Management Trust is comprised of separate
    Portfolios, the following of which are available as funding options under
    the contract: Limited Maturity Bond Portfolio, Partners Portfolio and
    Socially Responsive Portfolio ("Portfolio series"). Unlike the other
    funding options available under the contract, each of the Portfolio series
    invests all of its net investable assets in AMT Limited Maturity Bond
    Investments, AMT Partners Investments and AMT Socially Responsive
    Investments, respectively, of Advisers Managers Trust ("Investment
    series"). The Investment series in turn, invest directly in securities.
    For a more complete discussion of this structure, please see the
    prospectus for Neuberger Berman Advisers Management Trust Limited Maturity
    Bond Portfolio, Partners Portfolio and Socially Responsive Portfolio.
    Please note that the figures reported under "Management Fees" and "Other
    Expenses" include the aggregate of (i) the management fees paid by the
    Investment series, (ii) the administration fees paid by the Portfolio
    series, and (iii) all other expenses in the aggregate for the Investment
    series and Portfolio series, respectively.

(h) Neuberger Berman Management Inc. ("NBMI") has undertaken to reimburse the
    Socially Responsive Portfolio for certain operating expenses, including
    the compensation of NBMI and excluding taxes, interest, extraordinary
    expenses, brokerage commissions and transaction costs, that exceed in the
    aggregate, 1.50% of the average daily net asset value of the Socially
    Responsive Portfolio. The Socially Responsive Portfolio has not commenced
    operations as of November 30, 1998, and therefore these expense figures
    are estimated. Estimated expenses are expected to be 2.50% for the fiscal
    period ending December 31, 1998, prior to the reimbursement. The expense
    reimbursement policy is subject to termination upon 60 days' written
    notice. There can be no assurance that this policy will be continued. See
    "Expense Limitation" in the Socially Responsive Portfolio prospectus for
    further information.

(i) The investment adviser to the Northstar Galaxy Trust has agreed to
    reimburse the Northstar Growth + Value Portfolio, High Yield Bond
    Portfolio, and Multi-Sector Bond Portfolio for any expenses in excess of
    0.80% of each Portfolio's average daily net assets. It has also agreed to
    reimburse the Emerging Growth and International Value Portfolios for
    amounts in excess of 0.90% and 1.00%, respectively. In the absence of the
    investment adviser's expense reimbursements, the Total Investment Fund
    Annual Expenses that would have been paid by each Portfolio during its
    fiscal year ended December 31, 1997 would have been: Northstar Galaxy
    Trust Emerging Growth Portfolio: 1.11%; Northstar Galaxy Trust Growth +
    Value Portfolio: 1.09%; Northstar Galaxy Trust High Yield Bond Portfolio:
    1.35%; Northstar Galaxy Trust Multi-Sector Bond Portfolio: 1.36%. For the
    Northstar Galaxy Trust International Value Portfolio, on an annualized
    basis, absent expense reimbursement, the actual expenses for this
    Portfolio are estimated to be 2.61%. Expense reimbursements are voluntary.
    There is no assurance of ongoing reimbursement.

(j) The Northstar Galaxy Trust Emerging Growth Portfolio (formerly the
    Northstar Galaxy Trust Income and Growth Portfolio) operated under an
    investment objective of seeking income balanced with capital appreciation
    from inception through November 8, 1998, when the investment objective was
    modified to seeking long-term capital appreciation.
    


                                       10
<PAGE>

   
(k) The annual Other Expenses of OCC Accumulation Trust Portfolios are shown
    gross of certain expense offsets afforded the Portfolios which effectively
    lowered overall custody expenses. Total Portfolio Expenses for the Equity,
    Small Cap and Managed Portfolios are limited by OpCap Advisors so that
    their respective annualized operating expenses (net of any expense
    offsets) do not exceed 1.00% of average daily net assets. Total Portfolio
    Expenses for the Global Equity Portfolio (net of any expense offsets) are
    limited to 1.25% of average daily net assets. Without such limitation and
    without giving effect to any expense offsets, the Management Fees, Other
    Expenses and Total Portfolio Expenses incurred for the fiscal year ended
    December 31, 1997 would have been: 0.80%, 0.19% and 0.99%, respectively,
    for the Equity Portfolio, 0.80%, 0.17% and 0.97%, respectively, for the
    Small Cap Portfolio, 0.80%, 0.07% and 0.87%, respectively, for the Managed
    Portfolio and 0.80%, 0.40% and 1.20%, respectively, for the Global Equity
    Portfolio.

(l) The expenses shown in the table do not reflect the application of credits
    related to brokerage service and expense offset arrangements that reduce
    certain fund expenses.

     THE EXAMPLES SHOWN IN THE TABLE ABOVE SHOULD NOT BE CONSIDERED A
REPRESENTATION OF PAST OR FUTURE EXPENSES. ACTUAL EXPENSES MAY BE MORE OR LESS
THAN THOSE SHOWN. THE 5% ANNUAL RETURN ASSUMED IS HYPOTHETICAL AND SHOULD NOT
BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE ANNUAL RETURNS, WHICH MAY BE
GREATER OR LESS THAN THE ASSUMED RATE.

     The purpose of this table is to assist you in understanding the various
costs and expenses that you will bear either directly or indirectly. The table
reflects the expenses of the Variable Account as well as those of the
Investment Funds. The $30 Annual Contract Charge is reflected as an annual
percentage charge in this table based on the anticipated average net assets in
the Variable Account and Fixed Account, which translates to a charge equal to
an annual rate of 0.078% of the Variable Account and Fixed Account values.
There is an accumulation unit value history contained in Appendix B --
Performance Information and Condensed Financial Information.

     In addition to the costs and expenses shown in this table, state premium
taxes may also be applicable. For more information on state premium taxes, see
"Premium and Other Taxes."
    


                                       11
<PAGE>

                 RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK

   
     We are a stock life insurance company incorporated under the laws of the
State of New York in 1917 under the name The Morris Plan Insurance Society. In
1946 we adopted the name Bankers Security Life Insurance Society, in 1996 we
adopted the name ReliaStar Bankers Security Life Insurance Company, and in 1998
we adopted our present name. We are authorized to transact business in all
states, the District of Columbia, and the Dominican Republic. We are a
wholly-owned subsidiary of ReliaStar Financial Corp., a holding company whose
subsidiaries specialize in life insurance and related financial services
businesses.
    

     Our principal office is located at 1000 Woodbury Road, Suite 102, P.O. Box
9004, Woodbury, New York 11797.

   
     We may from time to time publish in advertisements, sales literature, and
reports, the ratings and other information assined to us by one or more
independent rating organizations such as A.M. Best Company, Standard & Poor's,
Moody's, and Duff & Phelps. The purpose of the ratings is to reflect our
financial strength and/or claims-paying ability and should not be considered as
bearing on the investments held in the Variable Account. Each year the A.M.
Best Company reviews the financial status of many insurers, culminating in the
assignment of Best's Ratings. These ratings reflect their current opinion of
the relative financial strength and operating performance of an insurance
company in comparison to the norms of the life/health insurance industry. We
have been assigned a rating of A+ by A.M. Best, which is a rating assigned to
companies demostrating superior overall performance and a very strong ability
to meet obligations to Policy holders over a long period.

     The Company is a charter member of the Insurance Marketplace Standard
Association ("IMSA"). Companies that belong to IMSA subscribe to a rigorous set
of standards that cover the various aspects of sales and service for
individually sold life insurance and annuities. IMSA members have adopted
policies and procedures that demonstrate a commitment to honesty, fairness and
integrity in all customer contacts involving sales and service of individual
life insurance and annuity products.
    


                             THE VARIABLE ACCOUNT

     The Variable Account is a separate account of ReliaStar New York
established by the Board of Directors of ReliaStar New York on June 15, 1998,
pursuant to the laws of the State of New York. The Variable Account is
registered with the Securities and Exchange Commission as a unit investment
trust under the Investment Company Act of 1940, as amended ("1940 Act"). Such
registration does not involve supervision by the Commission of the management
or investment policies or practices of the Variable Account, ReliaStar New York
or the Portfolios. ReliaStar New York has complete ownership and control of the
assets in the Variable Account, but these assets are held separately from
ReliaStar New York's other assets and are not part of ReliaStar New York's
General Account.

     The portion of the assets of the Variable Account equal to the reserves
and other contract liabilities of the Variable Account will not be charged with
liabilities incurred in any other business that ReliaStar New York may conduct.
ReliaStar New York has the right to transfer to its General Account any assets
of the Variable Account which are in excess of such reserves and other
liabilities. The income, if any, and gains, and losses, realized or unrealized,
of the Variable Account will be credited to or charged against the Variable
Account in accordance with the contracts supported by the Variable Account,
without regard to the other income, gains or losses of ReliaStar New York.

     Purchase payments allocated to the Variable Account under a Contract are
invested in one or more Sub-Accounts of the Variable Account, as selected by
you, the Owner. The future Variable Account Contract Value depends primarily on
the investment performance of the Investment Funds whose shares are held in the
Sub-Accounts selected.


                                       12
<PAGE>

                      INVESTMENTS OF THE VARIABLE ACCOUNT

   
     When you apply for a Contract, you can allocate purchase payments to one
or more of the Sub-Accounts. There are currently 29 Sub-Accounts. Each
Sub-Account invests in shares of one of the Investment Funds at its net asset
value. As Owner, you can change a purchase payment allocation for future
purchase payments and can transfer all or part of the values in a Sub-Account
to another Sub-Account. However, you are only permitted to participate in a
maximum of 17 Sub-Accounts over the lifetime of your Contract. Upon
participation in the seventeenth Sub-Account since the issue of the Contract
you would only be able to transfer within the 17 Sub-Accounts already utilized
and which are still available. For example, assume that you select seven
investment options. Later you transfer out of all of your seven initial
selections and choose 10 different options, none of which are the same as your
original seven selections. You have now used your maximum selection of 17
Sub-Accounts. You can still allocate purchase payments or transfers among any
of the 17 Sub-Accounts you have previously selected. However, you cannot
allocate funds to the remaining Sub-Accounts. An Owner may make partial or
complete transfers to the Fixed Account from the Variable Account at any time.

     The Investment Funds currently offered, and the investment adviser,
sub-adviser, and investment objective of each, are named below. More detailed
information about the Investment Funds can be found in the current prospectus
and Statement of Additional Information for each Investment Fund. These
prospectuses accompany this Prospectus in a book entitled "Select*Product
Investment Options." The Investment Fund prospectuses should be read carefully
before any allocation to, or transfers among, the Sub-Accounts.
    


                                       13
<PAGE>
   
                                                           INVESTMENT FUNDS
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
Fund Group          Fund             Adviser/     MONEY  FIXED  GROWTH &  INTER-  BAL-  GROWTH AGGRES-   Objec-          Primary
                                    Subadviser    MARKET INCOME  INCOME  NATIONAL ANCED         SIVE     tives         Investments
                                                                                               GROWTH
====================================================================================================================================
<S>                 <C>             <C>           <C>    <C>    <C>      <C>      <C>   <C>    <C>       <C>           <C>
   The Alger    Alger American     Fred Alger                                             X           Long-term      Equity secur-
 American Fund      Growth       Management, Inc.                                                     capital ap-    ities of com-
                  Portfolio                                                                           preciation     panies with a
New York, N.Y.                                                                                                       capitalization
                                                                                                                     of $1 billion
                                                                                                                         or more
                --------------------------------------------------------------------------------------------------------------------
                 Alger American    Fred Alger                                             X           Long-term      Equity secur-
                    MidCap       Management, Inc.                                                     capital ap-    ities within
                    Growth                                                                            preciation      the range of
                  Portfolio                                                                                          S&P MidCap 400
                                                                                                                         Index
                --------------------------------------------------------------------------------------------------------------------
                 Alger American    Fred Alger                                                    X    Long-term      Equity secur-
                     Small       Management, Inc.                                                     capital ap-    ities within
                 Capitalization                                                                       preciation      the range of
                   Portfolio                                                                                         Russell 2000
                                                                                                                     Growth or S&P
                                                                                                                     SmallCap 600
                                                                                                                        Indexes
====================================================================================================================================
   Fidelity           VIP       Fidelity Management                X                                  Reasonable    Income-producing
Investments(R)   Equity-Income  & Research Company                                                   income: also     equity secur-
                   Portfolio                                                                         considers po-   ities and debt
Boston, Mass.                                                                                         tential for     obligations
                                                                                                      capital ap-
                                                                                                      preciation
                --------------------------------------------------------------------------------------------------------------------
                   VIP Growth   Fidelity Management                                       X          Capital ap-     Common stocks
                   Portfolio    & Research Company                                                   preciation
                --------------------------------------------------------------------------------------------------------------------
                      VIP       Fidelity Management         X                                        High current    Lower-quality
                  High Income   & Research Company                                                      income      debt securities
                   Portfolio
                --------------------------------------------------------------------------------------------------------------------
                      VIP       Fidelity Management  X                                               Income while    High-quality
                  Money Market  & Research Company                                                   maintaining a    short-term
                   Portfolio                                                                         stable $1.00     securities
                                                                                                     share price   
                --------------------------------------------------------------------------------------------------------------------
                    VIP II      Fidelity Management                                       X          Capital ap-     Equity secur-
                  Contrafund    & Research Company                                                   preciation      ities of com-
                   Portfolio                                                                                          panies whose
                                                                                                                    value the fund's
                                                                                                                     owner believes
                                                                                                                      is not fully
                                                                                                                     recognized by
                                                                                                                       the public
                --------------------------------------------------------------------------------------------------------------------
                    VIP II      Fidelity Management         X                                         Total return   Common stocks
                  Index 500     & Research Company                                                  that corresponds  of S&P 500
                  Portfolio                                                                          to that of S&P 
                                                                                                        500 Index
                --------------------------------------------------------------------------------------------------------------------
                    VIP II      Fidelity Management     X                                             High current    Investment-
                  Investment    & Research Company                                                       income      grade inter-
                  Grade Bond                                                                                         mediate fixed
                  Portfolio                                                                                          income secur-
                                                                                                                         ities
</TABLE>

<PAGE>

<TABLE>
<CAPTION>
<S>                 <C>             <C>           <C>    <C>    <C>      <C>      <C>   <C>    <C>       <C>           <C>
====================================================================================================================================
    Janus        Aspen Series         Janus                                                      X     Long-term     Nondiversified
                  Aggressive         Capital                                                           growth of      portfolio of
 Denver, Colo.      Growth         Corporation                                                          capital      common stocks
                  Portfolio
                --------------------------------------------------------------------------------------------------------------------
                 Aspen Series         Janus                                               X            Long-term     Diversified
                    Growth           Capital                                                         capital growth  common stocks
                  Portfolio        Corporation
                --------------------------------------------------------------------------------------------------------------------
                 Aspen Series         Janus                                     X                      Long-term     Foreign issuers
                International        Capital                                                         capital growth     of common
                   Growth          Corporation                                                                            stocks
                  Portfolio
                --------------------------------------------------------------------------------------------------------------------
                 Aspen Series         Janus                                     X                      Long-term      Foreign and
                  Worldwide          Capital                                                         capital growth  domestic common
                    Growth         Corporation                                                                           stocks
                   Portfolio
====================================================================================================================================

</TABLE>


                                                                    14
<PAGE>


                                                           INVESTMENT FUNDS
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
Fund Group          Fund             Adviser/     MONEY  FIXED  GROWTH &  INTER-  BAL-  GROWTH AGGRES-   Objec-          Primary
                                    Subadviser    MARKET INCOME  INCOME  NATIONAL ANCED         SIVE     tives         Investments
                                                                                               GROWTH
====================================================================================================================================
<S>                 <C>             <C>           <C>    <C>    <C>      <C>      <C>   <C>    <C>       <C>           <C>

  Neuberger     Advisers Manage-  Neuberger Berman       X                                            High current  Short to inter-
   Berman      ment Trust Limited    Management/                                                     income consis-   mediate-term
                 Maturity Bond    Neuberger Berman,                                                  tent with low  Investment-grade
New York, N.Y.     Portfolio           LLC                                                           risk to prin-   debt securities
                                                                                                       cipal and
                                                                                                     liquidity and,
                                                                                                      secondarily,
                                                                                                      total return
                --------------------------------------------------------------------------------------------------------------------
                Advisers Manage-  Neuberger Berman                                        X          Capital growth  Common stocks
                   ment Trust        Management/                                                                     of medium- and
                    Partners      Neuberger Berman,                                                                  large-capitali-
                   Portfolio           LLC                                                                          zation companies
                --------------------------------------------------------------------------------------------------------------------
                Advisers Manage-  Neuberger Berman                                        X            Long-term     Common stocks
                 ment Socially       Management/                                                        capital       of companies
                  Responsive      Neuberger Berman,                                                     growth       that meet both
                   Portfolio            LLC                                                                          financial and
                                                                                                                    social criteria

  Northstar        Emerging       Northstar Invest-                                       X            Long-term     Small & MidCap
                    Growth        ment Management                                                       capital      equity secur-
Stamford, Conn.    Portfolio        Corporation                                                       appreciation       ities
                --------------------------------------------------------------------------------------------------------------------
                Growth + Value   Northstar Invest-                                               X     Long-term      Common stocks
                   Portfolio      ment Management                                                   capital growth
                                   Corporation/
                                  Navellier Fund
                                 Management, Inc.
                --------------------------------------------------------------------------------------------------------------------
                   High Yield    Northstar Invest-       X                                            High current    High-yield
                 Bond Portfolio  ment Management                                                       yield and         bonds
                                   Corporation                                                        capital ap-
                                                                                                      preciation  
                --------------------------------------------------------------------------------------------------------------------
                 International   Northstar Invest-                          X                          Long-term     International
                Value Portfolio  ment Management                                                      capital ap-      equities
                                  Corporation/                                                        preciation
                                  Brandes Invest-                                                               
                                ment Partners, L.P.  
                --------------------------------------------------------------------------------------------------------------------
                  Multi-Sector  Northstar Invest-        X                                           Current income   Fixed income
                 Bond Portfolio  ment Management                                                     while preserv-    securities:
                                  Corporation                                                         ing capital   U.S. government;
                                                                                                                     international
                                                                                                                      investment
                                                                                                                     grade; high-
                                                                                                                      yield bonds
====================================================================================================================================
    OCC         OCC Accumu-           OpCap                                               X            Long-term    Securities of
                lation Trust        Advisors                                                          capital ap-    undervalued
New York, N.Y.    Equity                                                                              preciation      companies
                 Portfolio                                                                     
                --------------------------------------------------------------------------------------------------------------------
                 OCC Accumu-          OpCap                                 X                          Long-term    Global invest-
                 lation Trust       Advisors                                                          capital ap-   ments in equity
                Global Equity                                                                         preciation      securities
                  Portfolio                                                                                          
                --------------------------------------------------------------------------------------------------------------------
                 OCC Accumu-          OpCap                                               X            Growth of    Common stocks,
                 lation Trust       Advisors                                                            capital     bonds and cash
                   Managed                                                                                            equivalents
                  Portfolio                                                                                          
                --------------------------------------------------------------------------------------------------------------------
                 OCC Accumu-          OpCap                                                      X    Capital ap-   Equity securi-
                 lation Trust       Advisors                                                          preciation     ties of com-
                   SmallCap                                                                                          panies under
                  Portfolio                                                                                           $1 billion
</TABLE>

<PAGE>

<TABLE>
<CAPTION>
<S>                 <C>             <C>           <C>    <C>    <C>      <C>      <C>   <C>    <C>       <C>           <C>

====================================================================================================================================
   Putnam         Putnam VT      Putnam Invest-                    X                                Capital growth  Common stocks
Investments       Growth and    ment Management,                                                       & current
                 Income Fund         Inc.                                                                income      
Boston, Mass.  --------------------------------------------------------------------------------------------------------------------
                  Putnam VT      Putnam Invest-          X                                             Long-term    Common stocks
                New Opportun-   ment Management,                                                       capital ap-
                 ities Fund          Inc.                                                              preciation
                --------------------------------------------------------------------------------------------------------------------
                  Putnam VT      Putnam Invest-                                             X          Capital ap-   Common stocks
                Voyager Fund    ment Management,                                                       preciation
                                     Inc.                                       
====================================================================================================================================

</TABLE>
    

THERE IS NO ASSURANCE THAT THE STATED OBJECTIVES AND POLICIES OF ANY OF THE
INVESTMENT FUNDS WILL BE ACHIEVED.

     ReliaStar New York reserves the right, subject to compliance with the law,
to offer additional Investment Funds.

     The Investment Funds are available to registered separate accounts of
ReliaStar New York and to insurance companies other than ReliaStar New York,
offering variable annuity contracts and variable life insurance policies.
ReliaStar New York currently does not foresee any disadvantages to Owners
resulting from the Investment Funds selling shares to fund products other than
the Contracts. However, there is a possibility that a material conflict may
arise between Owners whose Contract


                                       15
<PAGE>

Values are allocated to the Variable Account and the owners of variable life
insurance policies and variable annuity contracts issued by ReliaStar New York
or by such other companies whose assets are allocated to one or more other
separate accounts investing in any one of the Investment Funds. In the event of
a material conflict, ReliaStar New York will take any necessary steps,
including removing the Variable Account from that Investment Fund, to resolve
the matter. The Board of Directors or Trustees of each Investment Fund will
monitor events in order to identify any material conflicts that possibly may
arise and determine what action, if any, should be taken in response to those
events or conflicts. See each individual Investment Fund prospectus for more
information.


REINVESTMENT

     The Investment Funds described above have as a policy the distribution of
income, dividends and capital gains. However, under the Contracts there is an
automatic reinvestment of such distributions.


ADDITION, DELETION OR SUBSTITUTION OF INVESTMENT FUND SHARES

   
     ReliaStar New York reserves the right, subject to compliance with
applicable law and, if required, approval by the New York Insurance Department,
to make additions to, deletions from, or substitutions for the shares that are
held in the Variable Account or that the Variable Account may purchase:

   o ReliaStar New York reserves the right to establish additional
     Sub-Accounts of the Variable Account, each of which would invest in shares
     corresponding to a new or another investment company portfolio or delete
     Sub-Accounts pursuant to the process described in this section. Any new
     Sub-Accounts may be made available to existing Contract Owners on a basis
     to be determined by ReliaStar New York.

   o ReliaStar New York may, in its sole discretion, eliminate one or more
     Sub-Accounts, or close such Sub-Accounts to new premium or transfers, if
     marketing needs, tax or regulatory considerations or investment conditions
     warrant.

   o If the shares of a portfolio of an Investment Fund are no longer
     available for investment or if in ReliaStar New York's judgment further
     investment in any portfolio of an Investment Fund should become
     inappropriate in view of the purposes of the Variable Account, or because,
     in our sole discretion, of marketing, tax, regulatory requirements or
     investment conditions, ReliaStar New York may redeem the shares of that
     portfolio and substitute shares of another registered open-end investment
     company.

     In the event of any such substitution, deletion or change, ReliaStar New
York may make such changes in this and other contracts as may be necessary or
appropriate to reflect such substitution, deletion or change. If all or a
portion of your investments are allocated to any of the current funds that are
being substituted for or deleted on the date such action is announced, you may
transfer the portion of the Accumulation Value affected without payment of a
transfer charge to available Sub-Accounts.
    

     If deemed by us to be in the best interests of persons having voting
rights under the Contracts, the Variable Account may be operated as a
management company under the Investment Company Act of 1940, it may be
deregistered under that Act in the event such registration is no longer
required, or it may be combined with other separate accounts of ReliaStar New
York.


                      CHARGES MADE BY RELIASTAR NEW YORK

SURRENDER CHARGE (CONTINGENT DEFERRED SALES CHARGE)

     No deduction for a sales charge is made from purchase payments. However, a
surrender charge (which may be deemed a contingent deferred sales charge) may
be assessed. This charge, is intended to reimburse ReliaStar New York for
expenses relating to the sale of the Contracts, including commissions to sales
personnel, costs of sales material and other promotional activities and sales
administration costs.

     If part or all of a Contract's value is surrendered, or, if the Contract's
Annuity Commencement Date occurs within the first two years after the Contract
is issued, surrender charges may be made by ReliaStar New York.

   
     Computation of Surrender Charges -- For purposes of determining surrender
charges, surrenders shall first be taken from Old Purchase Payments until they
are exhausted, then from New Purchase Payments until they are exhausted, and
thereafter from Contract Earnings.
    


                                       16
<PAGE>

   
   o "New Purchase Payments" are those Contract purchase payments received by
     ReliaStar New York during the Contract Year in which the surrender occurs
     or in the five immediately preceding Contract Years;

   o "Old Purchase Payments" are those Contract purchase payments not defined
     as New Purchase Payments; and

   o "Contract Earnings" at any Valuation Date is the Contract Value less the
     sum of New Purchase Payments and Old Purchase Payments.

       TOTAL SURRENDERS; AMOUNT OF SURRENDER CHARGE -- The surrender charge for
    a total surrender is determined by multiplying the amount of each New
    Purchase Payment surrendered, that is not eligible for a free surrender,
    by the applicable surrender charge percentage as set forth in the
    following table:
    



   
<TABLE>
<CAPTION>
          SURRENDER CHARGE PERCENTAGE TABLE
- -----------------------------------------------------
  CONTRACT YEAR OF SURRENDER    SURRENDER CHARGE AS A
    MINUS CONTRACT YEAR OF       PERCENTAGE OF EACH
       PURCHASE PAYMENT           PURCHASE PAYMENT
- ------------------------------ ----------------------
<S>                            <C>
  0-1 ........................           6%
  2-3 ........................           5
  4-5 ........................           4
  6 and later ................           0
</TABLE>
    

   
     FREE SURRENDERS -- Surrenders taken from the following amounts ("Free
Surrenders") are not subject to a surrender charge during any Contract Year:
(a) any Old Purchase Payments not already surrendered; (b) 10% of all New
Purchase Payments that have been received by ReliaStar New York (with the
exception of Systematic Withdrawals, this does not apply to surrenders made
during the first Contract Year nor to any surrenders after the first surrender
made in each Contract Year thereafter); and (c) any Contract Earnings being
surrendered.
    

     PARTIAL SURRENDERS -- The amount of the partial surrender subject to a
surrender charge is determined by dividing (a) the portion of each New Purchase
Payment to be surrendered which is not eligible for a Free Surrender by (b) one
minus the applicable surrender charge percentage from the Surrender Charge
Percentage Table set forth above. The resulting amount for each New Purchase
Payment to be surrendered is then multiplied by the applicable surrender charge
percentage from the Surrender Charge Percentage Table shown above to arrive at
the amount of surrender charge to be assessed. The total of the amount
surrendered will be subject to the surrender charge.

     If the surrender charge is less than the Contract Value that remains
immediately after surrender, it will be deducted proportionately from the
Sub-Accounts that make up such Contract Value. If the surrender charge is more
than such remaining Contract Value, the portion of the surrender charge that
can be deducted from such remaining Contract Value will be so deducted and the
balance will be deducted from the surrender payment. In computing surrenders,
any portion of a surrender charge that is deducted from the remaining Contract
Value will be deemed a part of the surrender.


ANNUAL CONTRACT CHARGE

     Each year on the Contract Anniversary, ReliaStar New York deducts an
Annual Contract Charge of $30 from the Contract Value. ReliaStar New York will
not increase the Annual Contract Charge. In any Contract Year when a Contract
is surrendered for its full value on other than the Contract Anniversary, the
Annual Contract Charge will be deducted at the time of such surrender. If a
fixed annuity payment or a variable annuity payment is selected, then the
Annual Contract Charge will be assessed and deducted in equal installments from
each annuity payment. When more than one annuity is selected, then a separate
Annual Contract Charge will be assessed against each annuity.


WAIVER OF CHARGES

   
     WAIVER OF ANNUAL CONTRACT CHARGE -- ReliaStar New York reserves the right
to waive the Annual Contract Charge where the cumulative purchase payments,
less any cumulative partial surrenders, exceed $50,000. ReliaStar New York
reserves the right to reinstate the Annual Contract Charge on Contracts
previously qualifying for the waiver, if the cumulative purchase payments, less
any cumulative partial surrenders, equals or falls below $50,000 or if
ReliaStar New York withdraws the waiver of the Charge. ReliaStar New York also
reserves the right to waive the Annual Contract Charge for Contracts with
initial premium of $1 million or more.

     ReliaStar New York will not waive the Annual Contract Charges assessed and
deducted from annuity payments.
    

                                       17
<PAGE>

   
     WAIVER OF SURRENDER CHARGE -- Under certain circumstances as defined in
the Contract and the Rider related to the provisions below, beginning one year
after the effectiveness of the Rider ReliaStar New York will permit the
Contract Owner to access his or her money in the Contract. ReliaStar New York
will permit a full or partial surrender without a surrender charge if and so
long as the Contract Owner is disabled.

     These waivers are subject to the specific provisions of the Riders and may
not be available in all states.
    


MORTALITY RISK PREMIUM
     The variable annuity payments made to Annuitants will vary in accordance
with the investment performance of the Sub-Accounts selected by the Owner.
However, they will not be affected by the mortality experience (death rate) of
persons receiving annuity payments from the Variable Account. ReliaStar New
York assumes this "mortality risk" and has guaranteed the annuity rates
incorporated in the Contract, which cannot be changed.

     To compensate ReliaStar New York for assuming this mortality risk and the
mortality risk that Beneficiaries of Annuitants dying before the Annuity
Commencement Date may receive amounts in excess of the then current Contract
Value (see "Death Benefit Before the Annuity Commencement Date"), ReliaStar New
York deducts a Mortality Risk Premium from the Variable Account Contract Value.
The deduction is made daily in an amount that is equal to an annual rate of
0.85% of the daily Contract Values under the Variable Account.

   
     For Contracts with initial premium of $1 million or more an amount equal
to 0.05% of the daily Variable Account Contract Values is waived and
re-credited to the Contract on the Contract Anniversary. Re-credited amounts
are applied as follows:

     o Before annuity payments start, such amounts are used to purchase
       additional Sub-Account Accumulation Units.

     o After annuity payments start, such amounts are included in the amount of
       the next annuity payment.

     ReliaStar New York may not change the rate charged for the Mortality Risk
Premium under any Contract.
    


EXPENSE RISK PREMIUM
   
     ReliaStar New York will not increase charges for administrative expenses
regardless of its actual expenses. To compensate ReliaStar New York for
assuming this expense risk, ReliaStar New York deducts an Expense Risk Premium
from the Variable Account Contract Value. The deduction is made daily in an
amount that is equal to an annual rate of 0.40% of the daily Variable Account
Contract Values.

     ReliaStar New York may not change the rate of the Expense Risk Premium
under any Contract.
    


ADMINISTRATION CHARGE
     ReliaStar New York deducts a daily Administration Charge from the Variable
Account Contract Value in an amount equal to an annual rate of 0.15% of the
daily Contract Values under the Variable Account. This charge is deducted to
reimburse ReliaStar New York for the cost of providing administrative services
under the Contracts and the Variable Account. ReliaStar New York may not change
the rate of the Administration Charge under any Contract.


PREMIUM AND OTHER TAXES
   
     Various states and other governmental entities levy a premium tax,
currently ranging up to 3.50%, on annuity contracts issued by insurance
companies. If the Owner of the Contract lives in a governmental jurisdiction
that levies such a tax, ReliaStar New York will pay the taxes when due and
reserves the right to deduct the amount of the tax either from purchase
payments as they are received or from the Contract Value at the Annuity
Commencement Date (immediately before the Contract Value is applied to an
Annuity Form) as permitted or required by applicable law.
    

     Premium tax rates are subject to change from time to time by legislative
and other governmental action. The timing of tax levies also varies from one
taxing authority to another. Consequently, in many cases the purchaser of a
Contract will not be able to accurately determine the premium tax applicable to
the Contract. ReliaStar New York reserves the right to deduct charges for any
other tax or economic burden resulting from the application of the tax laws
that it determines to be applicable to the Contract.


   
GENERAL: REDUCTION OR WAIVER OF CHARGES OR MIMIMUM PURCHASE PAYMENTS
    
     Any of the charges under the Contract, as well as the minimum purchase
payment requirements set forth in this Prospectus, may be reduced due to
special circumstances that result in lower sales, administrative or mortality
expenses. For example, special circumstances may exist in connection with group
or sponsored arrangements, sales to ReliaStar New York's policy and Contract
Owners or those of affiliated insurance companies, or sales to employees or
clients of ReliaStar New York or its affiliates. The amount of any reductions
will reflect the reduced sales effort and administrative costs resulting from,
or


                                       18
<PAGE>

the different mortality experience expected as a result of, the special
circumstances. Reductions will not be unfairly discriminatory against any
person, including the affected policy or Contract owners and owners of all
other contracts funded by the Variable Account.


EXPENSES OF THE INVESTMENT FUNDS
     There are fees deducted from and expenses paid out of the assets of the
Investment Funds that are described in the accompanying prospectuses for the
Funds.


                                       19
<PAGE>

                        ADMINISTRATION OF THE CONTRACTS

     ReliaStar New York assumes the responsibilities of performing certain
administrative functions relating to the Contracts and the Variable Account.
These functions include, among other things, maintaining the books and records
of the Variable Account and the Sub-Accounts, and maintaining records of the
name, address, taxpayer identification number, Contract number, type of
Contract issued to each Owner, Contract Value and other pertinent information
necessary to the administration and operation of the Contracts.


                                 THE CONTRACTS

   
     The Contracts are designed for sale as non-qualified contracts and also
for retirement plans which may be Qualified Plans. A single purchase payment
can be made for a deferred annuity, or subsequent purchase payments can be made
up to the maximum level of funding set forth below. The minimum amount
ReliaStar New York will accept as an initial purchase payment is $5,000 for
Non-Qualified Contracts and $2,000 for Qualified Contracts. ReliaStar New York
may choose not to accept any subsequent purchase payment for a Non-Qualified
Contract if it is less than $500 and for a Qualified Contract if it is less
than $200. ReliaStar New York may also choose not to accept any subsequent
purchase payment if the purchase payment together with the Contract Value at
the next Valuation Date exceeds $1,000,000. Any purchase payment not accepted
by ReliaStar New York will be refunded. Contracts with an initial premium of $1
million or more contain a number of specialized provisions, as outlined in this
Prospectus. These provisions may be more or less advantageous than provisions
applicable to Contracts with less than $1 million of initial premium. ReliaStar
New York reserves the right to accept smaller or larger initial and subsequent
purchase payments in connection with special circumstances, such as sales
through group or sponsored arrangements.
    


ALLOCATION OF PURCHASE PAYMENTS

     Purchase payments can be allocated by the Owner in up to 17 of the
available Sub-Accounts of the Variable Account selected and/or to the Fixed
Account. (See Appendix A). Any purchase payment or portion thereof for which no
allocation election is made will be returned to the Owner.

     The initial purchase payment will be allocated not later than two business
days after receipt, if the application and all information necessary for
processing the Contract are complete. ReliaStar New York may retain purchase
payments for up to five business days while attempting to complete an
incomplete application. If the application cannot be made complete within this
period, the applicant will be informed of the reasons for the delay and the
purchase payment will be returned immediately. Once the completed application
is received, the payment must be allocated within two business days. ReliaStar
New York will make inquiry to discover any missing information related to
subsequent payments. For any subsequent purchase payments, the payments will be
credited at the Sub-Account Accumulation Unit Value next determined after
receipt of the purchase payment.

     Upon allocation to Sub-Accounts of the Variable Account, a purchase
payment is converted into Accumulation Units of the Sub-Account. The amount of
the purchase payment allocated to a particular Sub-Account is divided by the
value of an Accumulation Unit for the Sub-Account to determine the number of
Accumulation Units of the Sub-Account to be held in the Variable Account with
respect to the Contract. The net investment results of each Sub-Account vary
primarily with the investment performance of the Investment Fund whose shares
are held in the Sub-Account.

     An Investment Fund may impose a minimum purchase requirement. If that
minimum purchase requirement exceeds the aggregate of all purchase payments
received by ReliaStar New York, less any redemption of Investment Fund shares
resulting from transfers or surrenders, on any given day that are to be applied
to a Sub-Account for the purchase of shares of such Investment Fund, such
purchase payments will be refunded.


SUB-ACCOUNT ACCUMULATION UNIT VALUE

     The Unit Value for a Sub-Account on any Valuation Date is equal to the
previous Unit Value multiplied by the Net Investment Factor for that
Sub-Account for the Valuation Period ending on that Valuation Date. The value
of each Sub-Account Accumulation Unit will vary up or down according to a Net
Investment Factor, which is primarily based on the investment performance of
the applicable Investment Fund. Investment Fund shares in the Sub-Accounts will
be valued at their net asset value.


                                       20
<PAGE>

     Dividend and capital gain distributions from an Investment Fund will be
automatically reinvested in additional shares of such Investment Fund and
allocated to the appropriate Sub-Account. The number of Sub-Account
Accumulation Units does not increase because of the additional shares, but the
Accumulation Unit value may increase.


NET INVESTMENT FACTOR

     The Net Investment Factor is an index number which reflects charges under
the Contract and the investment performance during a Valuation Period of the
Investment Fund whose shares are held in the particular Sub-Account. If the Net
Investment Factor is greater than one, the value of a Sub-Account Accumulation
Unit has increased. If the Net Investment Factor is less than one, the value of
a Sub-Account Accumulation Unit has decreased. The Net Investment Factor is
determined by dividing (1) by (2) then subtracting (3) from the result, where:

   (1) is the net result of:
      (a) the net asset value per share of the Investment Fund shares held in
          the Sub-Account, determined at the end of the current Valuation
          Period, plus
      (b) the per share amount of any dividend or capital gain distributions
          made on the Investment Fund shares held in the Sub-Account during the
          current Valuation Period, plus or minus
      (c) a per share charge or credit for any taxes reserved for which
          ReliaStar New York determines to have resulted from the investment
          operations of the Sub-Account and to be applicable to the Contract;

     (2) is the net result of:
      (a) the net asset value per share of the Investment Fund shares held in
          the Sub-Account, determined at the end of the last prior Valuation
          Period, plus or minus
      (b) a per share charge or credit for any taxes reserved for during the
          last prior Valuation Period which ReliaStar New York determines to
          have resulted from the investment operations of the Sub-Account and
          to be applicable to the Contract; and

     (3) is a factor representing the Mortality Risk Premium, the Expense Risk
         Premium and the Administration Charge deducted from the Sub-Account 
         which factor is equal, on an annual basis, to 1.40% of the daily net 
         asset value of the Sub-Account.


DEATH BENEFIT BEFORE THE ANNUITY COMMENCEMENT DATE

   
     If the Owner, including any joint Owner, dies before the Annuity
Commencement Date, the Beneficiary will be entitled to receive the Death
Benefit. For this purpose the Death Benefit for Contracts with less than $1
million of initial premium will be:

   (1) if any Owner (including the Annuitant) dies on or before the first day
       of the month following the Owner's 85th birthday, the greater of (i) the
       Contract Value on the Death Benefit Valuation Date, or (ii) the sum of
       the purchase payments received by ReliaStar Life under the Contract to
       the Death Benefit Valuation Date, less any surrender payments previously
       made by ReliaStar Life; or (iii) the Contract Value on the Specified
       Contract Anniversary (immediately preceding the Owner's death), plus any
       Purchase Payments and reduced by any surrender payments since that
       anniversary;

   (2) if any Owner (including the Annuitant) dies after the first day of the
       month following the Owner's 85th birthday, the Contract Value on the
       Death Benefit Valuation Date.

     The Death Benefit for Contracts with $1 million of initial premium or more
will be the Contract Value minus surrender charges.
    

     If a single sum is requested, it will be paid within seven days after the
Death Benefit Valuation Date. If an Annuity Form is requested, it may be any
Annuity Form permitted by Section 72(s) of the Code and which ReliaStar New
York is willing to issue. An Annuity Form selection must be in writing and must
be received by ReliaStar New York within 60 days after the date of the Owner's
death, otherwise the Death Benefit as of the Death Benefit Valuation Date will
be paid in a single sum to the Beneficiary and the Contract will be canceled.

     If the only Beneficiary is the Owner's surviving spouse, such spouse may
continue the Contract as the Owner, and then (1) select a single sum payment,
or (2) select any Annuity Form which does not exceed such spouse's life
expectancy.


                                       21
<PAGE>

     If the Beneficiary elects to receive annuity payments under an Annuity
Form, the amount and duration of payments may vary depending on the Annuity
Form selected and whether fixed and/or variable annuity payments are requested.
(See "Annuity Provisions.")


DEATH BENEFIT AFTER THE ANNUITY COMMENCEMENT DATE

     If the Annuitant dies after the Annuity Commencement Date, the Death
Benefit, if any, shall be as stated in the Annuity Form in effect.


SURRENDER (REDEMPTION)

   
     If a written request is received by ReliaStar New York from the Owner
before the Annuity Commencement Date, all or part of the Contract Value will be
paid to the Owner after deducting any applicable surrender charge and taxes.
(See "Surrender Charge (Contingent Deferred Sales Charge).") Partial surrenders
must be at least $500. No partial surrender can cause the Contract Value to
fall below $1,000. If a total surrender occurs other than on a Contract
Anniversary the Annual Contract Charge will be deducted from the Contract Value
before the surrender payment is made.

     Surrenders must be consented to by each collateral assignee. ReliaStar New
York reserves the right to require that surrenders in excess of $50,000 be
signature guaranteed by a member firm of the New York, American, Boston,
Midwest, Philadelphia, or Pacific Stock Exchange, or by a commercial bank (not
a savings bank) which is a member of the Federal Deposit Insurance Corporation,
or, in certain cases, by a member firm of the National Association of
Securities Dealers, Inc. that has entered into an appropriate agreement with
ReliaStar New York.
    

     ReliaStar New York may require that the Contract be returned before a
surrender takes place. A surrender will take place on the next Valuation Date
after the requirements for surrender are completed and payment will be made
within seven days after such Valuation Date. Unless the Owner requests a
partial surrender to be made from the Fixed Account or particular Sub-Accounts,
a partial surrender will be taken proportionately from the Fixed Account and
all Sub-Accounts on a basis that reflects their proportionate percentage of the
Contract Value.

   
     ReliaStar New York reserves the right to limit the number of partial
surrenders, and to assess a processing fee not to exceed the lesser of 2.00% of
the partial surrender amount or $25. No processing fee will be charged in
connection with total surrenders.
    

     If the Contract Value after all charges is less than $1,000, ReliaStar New
York can cancel the Contract on any Contract Anniversary, or if such Contract
Anniversary is not a Valuation Date, on the next Valuation Date thereafter, by
paying to the Owner the Contract Value as of such Valuation Date.

   
     If the Contract is purchased as a "tax-sheltered annuity" under Section
403(b) of the Internal Revenue Code (the "Code"), it is subject to certain
restrictions on redemption imposed by Section 403(b)(11) of the Code. (See
"Tax-Sheltered Annuities.")
    

     Surrender payments may be taxable and in addition may be subject to a 10%
tax penalty if before age 59 1/2. Consideration should be given to the tax
implications of a surrender before making a surrender request, including a
surrender in connection with a Qualified Plan.


SYSTEMATIC WITHDRAWALS

   
     Systematic Withdrawals, which are a specialized form of Partial Surrenders
(See "Surrender (Redemption)."), are offered for both Qualified Plan Contracts
and for Non-Qualified Contracts. The Owner may elect to take Systematic
Withdrawals from Sub-Accounts by surrendering a specified dollar amount or
percentage of cumulative purchase payments on a monthly, quarterly, semi-annual
or annual basis. Systematic Withdrawals can be taken from Variable Account
Contract Value and/or Fixed Account Contract Value, but are limited annually to
10.00% of total cumulative purchase payments made under the Contract. A
Surrender Charge will be imposed on the amount of any Systematic Withdrawal,
which is not a Free Surrender. (See "Surrender Charge (Contingent Deferred
Sales Charge).") Systematic Withdrawals can be discontinued by the Owner at any
time by notifying ReliaStar New York in writing.

     ReliaStar New York reserves the right to modify or discontinue offering
Systematic Withdrawals, however, any such modification or discontinuation will
not affect any Systematic Withdrawal programs already commenced. While
ReliaStar New York does not currently charge a processing fee for Partial
Surrenders under this program, it reserves the right to charge a processing fee
not to exceed the lesser of 2.00% of the Systematic Withdrawal payment or $25.
    


                                       22
<PAGE>

   
     Systematic Withdrawals may be subject to tax, including a penalty tax, and
you should consult with your tax advisor before requesting any Systematic
Withdrawal. (See "Taxation of Annuities.")
    

     Contract Owners interested in participating in the Systematic Withdrawal
program can obtain a separate application form and full information about the
program and its restrictions from their registered representative.


TRANSFERS

   
     Before the Annuity Commencement Date, the Owner can transfer amounts
between Sub-Accounts or from the Sub-Accounts to the Fixed Account. Subject to
certain restrictions, amounts can also be transferred from the Fixed Account to
the Sub-Accounts. Currently, there are four methods by which transfers may be
made: in writing, by telephone or fax, by Dollar Cost Averaging and by
Portfolio Rebalancing.
    

     WRITTEN TRANSFERS

   
     Before the Annuity Commencement Date -- Before the Annuity Commencement
Date the Owner may request a transfer in writing, subject to any conditions or
charges the Investment Funds whose shares are involved may impose, of all or
part of a Sub-Account's value to other Sub-Accounts or to the Fixed Account.
The transfer will be made on the first Valuation Date after the request for
such a transfer is received by ReliaStar New York. Before the Annuity
Commencement Date, transfers may also be made from the Fixed Account to the
Variable Account, provided, that

   o transfers may only be made during the period starting 30 days before and
     ending 30 days after the Contract Anniversary, and only one transfer may
     be made during each such period,

   o no more than 50.00% of the Fixed Account Contract Value may be the
     subject of any such transfer (unless the balance, after such transfer,
     would be less than $1,000, in which case the full Fixed Account Contract
     Value may be transferred), and

   o such transfer must involve at least $500 (or the total Fixed Account
     Contract Value, if less).

       Currently, there is no charge for such a transfer, other than those that
    may be made by the Funds. ReliaStar New York reserves the right, however,
    to charge a transfer fee not to exceed $25 per transfer and to limit the
    number of transfers made by the Owner.

     After the Annuity Commencement Date -- After the Annuity Commencement
Date, an Annuitant who has selected Variable Annuity Payments can request
transfer of Annuity Unit values in the same manner and subject to the same
requirements as for an Owner-transfer of Sub-Account Accumulation Unit values.
However, no transfers can be made to the Fixed Account after the Annuity
Commencement Date.

     No transfers may be made from the Fixed Account after the Annuity
Commencement Date.
    

     The conditions applicable to Written Transfers also apply to Telephone/Fax
Transfers, Dollar Cost Averaging Transfers, and Portfolio Rebalancing.

   
     TELEPHONE/FAX INSTRUCTIONS -- An Owner is allowed to enter the following
types of instructions either by telephone or by fax if a telephone/fax
instruction authorization form is completed:

     o transfers between funds,

     o surrenders,

     o changes of allocations among fund options,

     o change of source funds for systematic withdrawals, and

     o change of source funds for variable annuitization payouts.

     If you complete the telephone/fax form, you agree that ReliaStar New York
will not be liable for any loss, liability, cost or expense when it acts in
accordance with the telephone/fax instructions received. If a telephone/fax
transaction, is later determined not to have been made by you or was made
without your authorization, and a loss results, you bear the risk of this loss.
Any fax requests are considered telephone requests and are bound by the
conditions in the telephone/fax authorization form. Any fax request should
include your name, daytime telephone number, Contract number and the names of
the Sub-Accounts from which and to which money will be transferred or withdrawn
and the allocation percentage. ReliaStar New York will employ reasonable
procedures to confirm that instructions communicated by telephone are genuine.
In the event ReliaStar
    


                                       23
<PAGE>

New York does not employ such procedures, it may be liable for any losses due
to unauthorized or fraudulent instructions. Such procedures may include, among
others, requiring forms of personal identification prior to acting upon
telephone instructions, providing written confirmation of such instructions
and/or tape recording telephone instructions.

     DOLLAR COST AVERAGING TRANSFERS -- You can direct ReliaStar New York to
automatically transfer a fixed dollar amount or a specified percentage of
Sub-Account Value to any one or more other Sub-Accounts or to the Fixed
Account. The minimum transfer amount is $100. No transfers from the Fixed
Account are permitted under this service. Transfers may be made on a monthly,
quarterly, semi-annual or annual basis. This service is intended to allow you
to utilize "Dollar Cost Averaging," a long-term investment method which
provides for regular, level investments over time. ReliaStar New York makes no
guarantees that Dollar Cost Averaging will result in a profit or protect
against loss.

   
     If you are using the Dollar Cost Averaging Services, it will be
discontinued immediately if: (1) you make a written request to discontinue this
service; (2) we receive a request to begin a Portfolio Rebalancing service; (3)
the specified transfer amount from any Sub-Account is more than the
Accumulation Value in that Sub-Account; or (4) it is 36 months after the Dollar
Cost Averaging start date.
    

     Contract Owners interested in Dollar Cost Averaging can obtain an
application form and full information concerning this service and its
restrictions from their registered representatives.

     ReliaStar New York reserves the right to discontinue, modify, or suspend
this service. Any such modification or discontinuation would not affect Dollar
Cost Averaging transfer programs already commenced. Although ReliaStar Life
currently charges no fees for transfers made under the Dollar Cost Averaging
program, it reserves the right to charge a processing fee for Dollar Cost
Averaging transfers not to exceed $25 per transfer.

     PORTFOLIO REBALANCING SERVICE -- You may request this service if your
Contract Value, is at least $25,000. If you request this service, you direct us
to automatically make periodic transfers to maintain your specified percentage
allocation among Sub-Accounts of the Variable Account. You may also have your
allocation of future premium payments changed to be equal to this specified
percentage allocation. Transfers made under this service may be made on a
quarterly, semi-annual, or annual basis. This service is intended to maintain
the allocation you have selected consistent with your personal objectives.

   
     The Portfolio Rebalancing service will be discontinued at the earliest of
one of the following events: (1) at the termination date selected by you; (2)
you make a written request to discontinue this service; (3) we receive a
request to begin a Dollar Cost Averaging service; (4) we receive a request to
transfer all of the Accumulation Value from the participating rebalancing
Sub-Accounts; (5) we receive a request to change the allocation of future net
premiums; or (6) the Contract Value falls below $10,000.
    

     Contract Owners interested in Portfolio Rebalancing can obtain an
application form and full information concerning this service and its
restrictions from their registered representatives. ReliaStar New York reserves
the right to discontinue, modify, or suspend this service. Although ReliaStar
New York currently charges no fees for transfers made under the Portfolio
Rebalancing program, it reserves the right to charge a processing fee for
Portfolio Rebalancing transfers not to exceed $25 per transfer.


ASSIGNMENTS

     If the Contract is issued pursuant to or in connection with a Qualified
Plan, it cannot be sold, transferred, pledged or assigned to any person or
entity other than ReliaStar New York. In other circumstances, an assignment of
the Contract is permitted, but only before the Annuity Commencement Date, by
giving ReliaStar New York the original or a certified copy of the assignment.
ReliaStar New York shall not be bound by any assignment until it is actually
received by ReliaStar New York and shall not be responsible for the validity of
any assignment. Any payments made or actions taken by ReliaStar New York before
ReliaStar New York actually receives any assignment shall not be affected by
the assignment.


CONTRACT OWNER AND BENEFICIARIES

     Unless someone else is named as the Owner in the application for the
Contract, the applicant is the Owner of the Contract and before the Annuity
Commencement Date may exercise all of the Owner's rights under the Contract. No
more than two (2) natural persons may be named as Owner.

     The Owner may name a Beneficiary and a Successor Beneficiary. In the event
an Owner dies before the Annuity Commencement Date, the Beneficiary shall
receive a Death Benefit as provided in the Contract. In the event an Owner dies
on or after the


                                       24
<PAGE>

Annuity Commencement Date, the Beneficiary, if the Annuity Form in effect at
the Owner's death so provides, may continue receiving payments, be paid a lump
sum, or be paid nothing. If the Beneficiary or Successor Beneficiary is not
living on the date payment is due or if no Beneficiary or Successor Beneficiary
has been named, the Owner's estate will receive the applicable proceeds.

     A person named as an Annuitant, a Beneficiary or a Successor Beneficiary
shall not be entitled to exercise any rights relating to the Contract or to
receive any payments or settlements under the Contract or any Annuity Form,
unless such person is living on the earlier of (a) the day due proof of death
of the Owner, the Annuitant or the Beneficiary, whichever is applicable, is
received by ReliaStar New York or (b) the tenth day after the death of the
Owner, the Annuitant or the Beneficiary, whichever is applicable.

     Unless different arrangements have been made with ReliaStar New York by
the Owner, if more than one Beneficiary is entitled to payments from ReliaStar
New York the payments shall be in equal shares.

     Before the Annuity Commencement Date, the Owner may change the Annuitant,
the Beneficiary or the Successor Beneficiary by giving ReliaStar New York
written notice of the change, but the change shall not be effective until
actually received by ReliaStar New York. Upon receipt by ReliaStar New York of
a notice of change, it will be effective as of the date it was signed but shall
not affect any payments made or actions taken by ReliaStar New York before
ReliaStar New York received the notice, and ReliaStar New York shall not be
responsible for the validity of any change.


CONTRACT INQUIRIES

   
     Inquiries regarding a Contract may be made by writing to ReliaStar Life
Insurance Company of New York, 1000 Woodbury Road, Suite 102, P.O Box 9004,
Woodbury, New York 11797, or by calling 1-800-621-3750.
    


                              ANNUITY PROVISIONS

ANNUITY COMMENCEMENT DATE

   
     The Owner selects the Annuity Commencement Date, which must be the first
day of a month, when making application for the Contract. The date will be the
first day of the month following the Annuitant's 75th birthday unless an
earlier or later date has been selected by the Owner. For Contracts with $1
million or more of initial premium, the Annuity Commencement Date may be the
later of the Annuitant's 85th birthday or 10 years after the Contract issue
date. The Owner may change an Annuity Commencement Date selection by written
notice received by ReliaStar New York at least 30 days before both the Annuity
Commencement Date currently in effect and the New Annuity Commencement Date.
The new date selected must satisfy the requirements for an Annuity Commencement
Date. If the Annuity Commencement Date selected by the Owner does not occur on
a Valuation Date at least two years after the date on which the Contract was
issued, ReliaStar New York reserves the right to adjust the Annuity
Commencement Date to the first Valuation Date after the Annuity Commencement
Date selected by the Owner which is at least two years after the Contract issue
date. If the Annuity Commencement Date occurs before the second Contract
Anniversary, ReliaStar New York may deduct Surrender Charges. (See "Surrender
Charge (Contingent Deferred Sales Charge).")
    


ANNUITY FORM SELECTION

     The Owner may select a Variable Annuity Form, a Fixed Annuity Form, or
both, with payments starting at the Annuity Commencement Date when making
application for the Contract. Thereafter, the Owner may change the Annuity
Form(s) by written notice received by ReliaStar New York before the Annuity
Commencement Date. If no election has been made before the Annuity Commencement
Date, ReliaStar New York will apply the Fixed Account Contract Value to provide
a Fixed Annuity and the Variable Account Contract Value to provide a Variable
Annuity, both in the form of a Life Annuity with Payments Guaranteed for 10
years (120 months), which shall be automatically effective.


ANNUITY FORMS

     Variable Annuity Payments and Fixed Annuity Payments are available in any
of the following Annuity Forms:

   
     LIFE ANNUITY -- An annuity payable on the first day of each month during
the Annuitant's life, starting with the first payment due according to the
Contract. Payments cease with the payment made on the first day of the month in
which the Annuitant's death occurs. IT WOULD BE POSSIBLE UNDER THIS ANNUITY
FORM FOR THE ANNUITANT TO RECEIVE ONLY ONE PAYMENT IF HE OR SHE DIED BEFORE THE
SECOND ANNUITY PAYMENT, ONLY TWO PAYMENTS IF HE OR SHE DIED BEFORE THE THIRD
ANNUITY PAYMENT, ETC.
    


                                       25
<PAGE>

     LIFE ANNUITY WITH PAYMENTS GUARANTEED FOR 10 YEARS (120 MONTHS) OR 20
YEARS (240 MONTHS) -- An annuity payable on the first day of each month during
the Annuitant's life, starting with the first payment due according to the
Contract. If the Annuitant receives all of the guaranteed payments, payments
will continue thereafter but cease with the payment made on the first day of
the month in which the Annuitant's death occurs. If all of the guaranteed
payments have not been made before the Annuitant's death, the unpaid
installments of the guaranteed payments will be continued to the Beneficiary.

   
     JOINT AND FULL SURVIVOR ANNUITY -- An annuity payable on the first day of
each month during the Annuitant's life and the life of a named person (the
"Joint Annuitant"), starting with the first payment due according to the
Contract. Payments will continue while either the Annuitant or the Joint
Annuitant is living and cease with the payment made on the first day of the
month in which the death of the Annuitant or the Joint Annuitant, whichever
lives longer, occurs. THERE IS NO MIMIMUM NUMBER OF PAYMENTS GUARANTEED UNDER
THIS ANNUITY FORM. PAYMENTS CEASE UPON THE DEATH OF THE LAST SURVIVOR OF THE
ANNUITANT AND THE JOINT ANNUITANT REGARDLESS OF THE NUMBER OF PAYMENTS
RECEIVED.
    

     ReliaStar New York also has other annuity forms available and information
about them can be obtained by writing to ReliaStar New York.


FREQUENCY AND AMOUNT OF ANNUITY PAYMENTS

     Annuity payments will be paid as monthly installments, unless the
Annuitant and ReliaStar New York agree to a different payment schedule.
However, if the Contract Value at the Annuity Commencement Date is less than
$2,000, ReliaStar New York may pay the Contract Value in a single sum and the
Contract will be canceled. Also if a monthly payment would be or become less
than $50, ReliaStar New York may change the frequency of payments to intervals
that will result in payments of at least $50 each.


ANNUITY PAYMENTS

     The amount of the first fixed annuity payment is determined by applying
the Contract Value to be used for a fixed annuity at the Annuity Commencement
Date to the annuity table in the Contract for the fixed Annuity Form selected.
The table shows the amount of the initial annuity payment for each $1,000
applied and all subsequent payments shall be equal to this amount. The amount
of the first variable annuity payment is determined by applying the Contract
Value to be used for a variable annuity at the Annuity Commencement Date to the
annuity table in the Contract for the Annuity Form selected.

   
     ReliaStar New York may, as of the Annuity Commencement Date, offer for
sale a single premium immediate annuity contract. If so, the amount of the
Fixed Annuity Payments will not be less than that which would be provided if a
single premium immediate annuity contract then offered by us to Annuitants in
the same class were to be purchased with the greater of:

     o the surrender value of Contract; or

     o 95% of the Contract Value of the Contract.

     Subsequent variable annuity payments vary in amount in accordance with the
investment performance of the applicable Sub-Account. Assuming annuity payments
are based on the unit values of a single Sub-Account, the dollar amount of the
first annuity payment, determined as set forth above, is divided by the
Sub-Account Annuity Unit Value as of the Annuity Commencement Date to establish
the number of Variable Annuity Units representing each annuity payment. This
number of Variable Annuity Units remains fixed during the annuity payment
period. The dollar amount of the second and subsequent payments is not
predetermined and may change from month to month. The dollar amount of the
second and each subsequent payment is determined by multiplying the fixed
number of Variable Annuity Units by the Sub-Account Annuity Unit Value for the
Valuation Period with respect to which the payment is due. If the monthly
payment is based upon the Annuity Unit Values of more than one Sub-Account, the
foregoing procedure is repeated for each applicable Sub-Account and the sum of
the payments based on each Sub-Account is the amount of the monthly annuity
payment.

     The Annual Contract Charge is deducted in equal installments from each
annuity payment. When a fixed annuity payment is made in conjunction with a
variable annuity payment, an Annual Contract Charge is assessed against each
type of payment and is deducted in equal installments from each annuity
payment. Premium taxes payable to any governmental entity will be charged
against the Contracts. (See "Premium and Other Taxes.")
    

     The annuity tables in the Contracts are based on the annuity mortality
table as defined in the Contract.

                                       26
<PAGE>

     ReliaStar New York guarantees that the dollar amount of each variable
annuity payment after the first payment will not be affected by variations in
expenses (including those related to the Variable Account) or in mortality
experience from the mortality assumptions used to determine the first payment.


SUB-ACCOUNT ANNUITY UNIT VALUE

   
     The Sub-Account Annuity Unit Value for any Valuation Period is determined
by multiplying the Sub-Account Annuity Unit Value for the immediately preceding
Valuation Period by the Net Investment Factor for the Sub-Account for the
Valuation Period for which the Sub-Account Annuity Unit Value is being
calculated, and multiplying the result by an interest factor to neutralize the
assumed investment rate of 4.00% per annum built into the annuity tables
contained in the Contracts. (See "Net Investment Factor.")
    


ASSUMED INVESTMENT RATE

     An assumed investment rate is built into the annuity tables contained in
the Contracts. If the actual net investment rate on the assets of the Variable
Account is the same as the assumed investment rate, variable annuity payments
will remain level. If the actual net investment rate exceeds the assumed
investment rate, variable annuity payments will increase and conversely, if it
is less than the assumed investment rate the payments will decrease.


                              FEDERAL TAX STATUS

INTRODUCTION

   
     THIS DISCUSSION IS GENERAL AND NOT INTENDED AS TAX ADVICE. The discussion
is not intended to address the tax consequences resulting from all of the
situations in which a person may be entitled to or may receive a distribution
under the Contract.

     The Contract may be purchased on a non-qualified basis ("Non-Qualified
Contract") or purchased and used in connection with plans qualifying for
favorable tax treatment ("Qualified Contract"). The Qualified Contract is
designed for use by individuals whose premium payments are comprised solely of
proceeds from and/or contributions under retirement plans which are intended to
qualify as plans entitled to special income tax treatment under Sections
401(a), 403(b), 408, or 408A of the Internal Revenue Code (the "Code").

     The ultimate effect of Federal income taxes on the amounts held under a
Contract, or annuity payments, and on the economic benefit to the Owner, the
Annuitant, or the Beneficiary depends on the age and tax and employment status
of the individual concerned, on the type of retirement plan and on ReliaStar
Life's tax status. In addition, certain requirements must be satisfied in
purchasing a Qualified Contract with proceeds from a tax-qualified plan and
receiving distributions from a Qualified Contract in order to continue
receiving favorable tax treatment.

     The following discussion assumes that Qualified Contracts are purchased
with proceeds from and/or contributions under retirement plans that qualify for
the intended special Federal income tax treatment.

     Purchasers of Qualified Contracts should seek competent legal and tax
advice regarding the suitability of a Contract for their situation, the
applicable requirements, and the tax treatment of the rights and benefits of a
Contract.

     The discussion is based on ReliaStar New York's understanding of Federal
Income Tax Laws as currently interpreted. No representation is made regarding
the likelihood of the continuation of the present Federal Income Tax Laws or
the current interpretation by the Internal Revenue Service ("IRS").

     No attempt is made to consider any applicable state or other tax laws.
    


TAX STATUS OF THE CONTRACT

     DIVERSIFICATION REQUIREMENTS

     Section 817(h) of the Code provides that separate account investments
underlying a contract must be "adequately diversified" in accordance with
Treasury regulations in order for the contract to qualify as an annuity
contract under Section 72 of the Code. The Variable Account, through each of
the Investment Funds, intends to comply with the diversification requirements
prescribed in regulations under Section 817(h) of the Code, which affect how
the assets in the various Sub-Accounts may be invested. Although ReliaStar New
York does not have control over the Investment Funds in which the Variable
Account invests, ReliaStar New York expects that each Investment Fund in which
the Variable Account owns shares will meet the diversification requirements and
that the Contract will be treated as an annuity contract under the Code.

     The Treasury has also announced that the diversification regulations do
not provide guidance concerning the extent to which Owners may direct their
investments to particular Sub-Accounts of a variable account or how
concentrated the investments


                                       27
<PAGE>

of the Investment Funds underlying a variable account may be. The number of
underlying investment options available under a variable product may also be
relevant in determining whether the product qualifies for the desired tax
treatment. It is possible that if additional rules, regulations or guidance in
this regard are issued, the Contract may need to be modified to comply with
such additional rules or guidance. For these reasons, ReliaStar New York
reserves the right to modify the Contract as necessary to attempt to prevent
the Owner from being considered the owner of the assets of the Investment Funds
or otherwise to qualify the Contract for favorable tax treatment.


     REQUIRED DISTRIBUTIONS

   
     NON-QUALIFIED CONTRACTS -- In order to be treated as an annuity contract
for Federal income tax purposes, Section 72(s) of the Code requires any
Non-Qualified Contract to provide that: (a) if any Owner dies on or after the
Annuity Commencement Date but prior to the time the entire interest in the
Contract has been distributed, the remaining portion of such interest will be
distributed at least as rapidly as under the method of distribution being used
as of the date of that Owner's death; and (b) if any Owner dies prior to the
Annuity Commencement Date, the entire interest in the Contract will be
distributed within five years after the date of the Owner's death. These
requirements will be considered satisfied as to any portion of the Owner's
interest which is payable to or for the benefit of a "designated Beneficiary"
and which is distributed over the life of such Beneficiary or over a period not
extending beyond the life expectancy of that Beneficiary, provided that such
distributions begin within one year of that Owner's death. The Owner's
"designated Beneficiary" is the person designated by such Owner as a
Beneficiary and to whom ownership of the Contract passes by reason of death and
must be a natural person. However, if the Owner's "designated Beneficiary" is
the surviving spouse of the Owner, the Contract may be continued with the
surviving spouse as the new Owner. If the Owner is not an individual, any
change in the primary Annuitant is treated as a change of Owner for tax
purposes.
    

     The Non-Qualified Contracts contain provisions which are intended to
comply with the requirements of Section 72(s) of the Code, although no
regulations interpreting these requirements have yet been issued. ReliaStar New
York intends to review such provisions and modify them if necessary to assure
that they comply with the requirements of Code Section 72(s) when clarified by
regulation or otherwise. Other rules may apply to Qualified Contracts.


TAXATION OF ANNUITIES

     IN GENERAL

     Section 72 of the Code governs taxation of annuities in general. ReliaStar
New York believes that an Owner who is a natural person generally is not taxed
on increases in the value of a Contract until distribution occurs by
withdrawing all or part of the Contract Value (e.g., partial surrenders and
complete surrenders) or as annuity payments under the Annuity Form selected.
For this purpose, the assignment, pledge, or agreement to assign or pledge any
portion of the Contract Value (and in the case of a Qualified Contract, any
portion of an interest in the qualified plan) generally will be treated as a
distribution. The taxable portion of a distribution (in the form of a single
sum payment or annuity) is taxable as ordinary income.

     The Owner of any annuity contract who is not a natural person generally
must include in income any increase in the excess of the net surrender value
over the "investment in the contract" during the taxable year. ReliaStar New
York restricts ownership of Non-Qualified Contracts to no more than two natural
persons.


                                       28
<PAGE>

     The following discussion generally applies to Contracts owned by natural
 persons.


   
     SURRENDERS

     QUALIFIED CONTRACTS -- In the case of a full surrender under a Qualified
or Non-Qualified Contract, the amount received generally will be taxable only
to the extent it exceeds the "investment in the contract."

     NON-QUALIFIED CONTRACTS -- In the case of a surrender from a Non-Qualified
Contract before the Annuity Commencement Date, under Code Section 72(e) amounts
received are generally first treated as taxable income to the extent that the
Contract Value exceeds the "investment in the contract" at that time. Any
additional amount surrendered is not taxable.

     In the case of a surrender from a Qualified Contract, under Section 72(e)
of the Code a ratable portion of the amount received is taxable, generally
based on the ratio of the "investment in the contract" to the participant's
total accrued benefit or balance under the retirement plan. The "investment in
the contract" generally equals the portion, if any, of any premium payments
paid by or on behalf of any individual under a Contract which was not excluded
from the individual's gross income. For Contracts issued in connection with
qualified plans, the "investment in the contract" can be zero. Special tax
rules may be available for certain distributions from Qualified Contracts.

     A Federal penalty tax may apply to certain surrenders. (See "Penalty Tax
on Certain Distributions.")
    


     ANNUITY PAYMENTS

     Although tax consequences may vary depending on the Annuity Form selected
under the Contract, in general, only the portion of the Annuity Payment that
represents the amount by which the Contract Value exceeds the investment in the
Contract will be taxed. For variable annuity payments, the taxable portion is
generally determined by an equation that establishes a specific dollar amount
of each payment that is not taxed. The dollar amount is determined by dividing
the investment in the contract by the total number of expected periodic
payments. However, the entire distribution will be taxable once the recipient
has recovered the amount of his or her investment in the contract. For fixed
annuity payments, in general, there is no tax on the portion of each payment
which represents the same ratio that the investment in the contract bears to
the total expected value of the annuity payments for the term of the payments;
however, the remainder of each annuity payment is taxable until the recovery of
the investment in the Contract, and thereafter the full amount or each annuity
payment is taxable.


TAXATION OF DEATH BENEFIT PROCEEDS

     Amounts may be distributed from a Contract because of the death of an
Owner or an Annuitant. Generally, such amounts are includible in the income of
the recipient as follows: (i) if distributed in a lump sum, they are taxed in
the same manner as a full surrender of the contract; or (ii) if distributed
under a payment option, they are taxed in the same way as annuity payments.


PENALTY TAX ON CERTAIN DISTRIBUTIONS

   
     In the case of a distribution pursuant to a Non-Qualified Contract, a
Federal penalty equal to 10.00% of the amount treated as taxable income may be
imposed. In general, however, there is no penalty on distributions:

     o  made on or after the taxpayer reaches age 59 1/2;

     o  made on or after the death of the holder (a holder is considered an
        Owner) (or if the holder is not an individual, the death of the primary
        annuitant);

     o  attributable to the taxpayer's becoming disabled;

     o  a part of a series of substantially equal periodic payments (not less
        frequently than annually) for the life (or life expectancy) of the
        taxpayer or the joint lives (or joint life expectancies) of the taxpayer
        and his or her designated beneficiary;

     o  made under an annuity contract that is purchased with a single premium
        when the annuity starting date is no later than a year from purchase of
        the annuity and substantially equal periodic payments are made, not less
        frequently than annually, during the annuity period; and

     o  made under certain annuities issued in connection with structured
        settlement agreements.
    

     Other tax penalties may apply to certain distributions under a Qualified
Contract, as well as to certain contributions to, loans from, and other
circumstances, applicable to the Qualified Plan of which the Qualified Contract
is part.


                                       29
<PAGE>

POSSIBLE CHANGES IN TAXATION

     Although the likelihood of legislative changes is uncertain, there is
always the possibility that the tax treatment of the Policy could change by
legislation or other means (such as IRS regulations, revenue rulings, judicial
decisions, etc.). Moreover, it is also possible that any change could be
retroactive (that is, effective prior to the date of the change). You should
consult a tax adviser with respect to legislative developments and their effect
on the Policy.


TRANSFERS, ASSIGNMENTS OR EXCHANGES OF A CONTRACT

     A transfer of ownership or assignment of a Contract, the designation of an
Annuitant, Payee or other Beneficiary who is not also the Owner, or the
exchange of a Contract may result in certain tax consequences to the Owner that
are not discussed herein. An Owner contemplating any such transfer, assignment,
or exchange of a Contract should contact a competent tax adviser with respect
to the potential tax effects of such a transaction.


WITHHOLDING

     Pension and annuity distributions generally are subject to withholding for
the recipient's Federal income tax liability at rates that vary according to
the type of distribution and the recipient's tax status. Recipients, however,
generally are provided the opportunity to elect not to have tax withheld from
distributions. Effective January 1, 1993, distributions from certain qualified
plans are generally subject to mandatory withholding. Withholding for Contracts
issued to retirement plans established under Section 401 of the Code is the
responsibility of the plan trustee.


MULTIPLE CONTRACTS

   
     Section 72(e)(11) of the Code treats non-qualified deferred annuity
contracts issued by ReliaStar New York (or its affiliates) to the same Owner
during any calendar year as one annuity contract for purposes of determining
the amount includible in gross income under Code Section 72(e). The effects of
this rule are not yet clear; however, it could affect the time when income is
taxable and the amount that might be subject to the 10.00% penalty tax
described above. In addition, the Treasury Department has specific authority to
issue regulations that prevent the avoidance of Section 72(e) through the
serial purchase of annuity contracts or otherwise. There may also be other
situations in which the Treasury may conclude that it would be appropriate to
aggregate two or more annuity contracts purchased by the same Owner.
Accordingly, an Owner should consult a competent tax adviser before purchasing
more than one annuity contract.
    


TAXATION OF QUALIFIED PLANS

     The Contracts are designed for use with several types of Qualified Plans.
The tax rules applicable to participants in these Qualified Plans vary
according to the type of plan and the terms of the plan itself. Favorable tax
treatment may be available for certain types of contributions and
distributions. Adverse tax consequences can result from contributions in excess
of specified limits; distributions prior to age 59 1/2 (subject to certain
exceptions); distributions that do not conform to specified commencement and
minimum distribution rules; aggregate distributions in excess of a specified
annual amount; and in other specified circumstances. Therefore, no attempt is
made to provide more than general information about the use of the Contracts
with the various types of Qualified Plans. Contract Owners, the Annuitants, and
Beneficiaries are cautioned that the rights of any person to any benefits under
these Qualified Plans will be subject to the terms and conditions of the plans
themselves, regardless of the terms and conditions of the Contracts issued in
connection with the plans. ReliaStar New York is not bound by the terms and
conditions of such plans to the extent such terms contradict the Contract,
unless ReliaStar New York consents. Brief descriptions follow of the various
types of Qualified Plans in connection with a Contract.


     PENSION AND PROFIT SHARING PLANS

     Section 401(a) of the Code permits employers and self-employed persons to
establish various types of retirement plans for employees. Such retirement
plans may permit the purchaser of the Contract to provide benefits under the
plans. Persons intending to use the Contract with such plans should seek
competent advice.


     INDIVIDUAL RETIREMENT ANNUITIES

   
     Section 408 and 408A of the Code permits eligible individuals to
contribute to an individual retirement program known as an "Individual
Retirement Annuity" or "IRA." All IRAs are subject to limits on the amount that
may be contributed, the persons who are eligible, and on the time when
distributions may commence.

     TRADITIONAL IRAs -- Section 408 governs "traditional" IRAs. Subject to
certain income limits, contributions to a traditional IRA may be tax
deductible. Distributions from a traditional IRA, if attributable to deductible
contributions, are
    


                                       30
<PAGE>

generally subject to income tax. Distributions must begin in the year the
Contract owner reaches age 70 1/2 for the traditional IRA, but not for the Roth
IRA (see below). Distributions from certain other types of qualified retirement
plans may be "rolled over" on a tax-deferred basis into a traditional IRA.

   
     ROTH IRAs -- Section 408A of the Code permits individuals to contribute to
a special type of IRA called a Roth IRA. The IRA must be designated as a "Roth
IRA" at the time it is established, in accordance with IRS rules. Contributions
to a Roth IRA are not deductible. If certain conditions are met, qualified
distributions from a Roth IRA are tax free. Subject to special limitations, a
distribution from a traditional IRA or another Roth IRA may be rolled over to a
Roth IRA.
    

     Sales of a Contract for use with traditional or Roth IRAs may be subject
to special requirements of the IRS. The IRS has not reviewed the contract for
qualification as an IRA, and has not addressed in a ruling of general
applicability whether a death benefit provision such as the provision in the
Contract comports with IRS qualification requirements.


     TAX SHELTERED ANNUITIES

     Section 403(b) of the Code allows employees of certain Section 501(c)(3)
organizations and public schools to exclude from their gross income the
premiums paid, within certain limits, on a Contract that will provide an
annuity for the employee's retirement. Code section 403(b)(11) restricts the
distribution under Code section 403(b) annuity contracts of elective
contributions and earnings on those contributions; and Distribution may only
occur upon death of the employee, attainment of age 59 1/2, separation from
service, disability, or financial hardship. In addition, income attributable to
elective contributions may not be distributed in the case of hardship.


POSSIBLE CHARGE FOR RELIASTAR NEW YORK'S TAXES

     At the present time, ReliaStar New York makes no charge to the
Sub-Accounts for any Federal, state, or local taxes that ReliaStar New York
incurs which may be attributable to such Sub-Accounts or to the Contracts.
ReliaStar New York, however, reserves the right in the future to make a charge
for any such tax laws that it determines to be properly attributable to the
Sub-Accounts or the Contracts.


OTHER TAX CONSEQUENCES

     As noted above, the foregoing comments about the Federal tax consequences
under these Contracts are not exhaustive, and special rules are provided with
respect to other tax situations not discussed in this Prospectus. Further, the
Federal income tax consequences discussed herein reflect ReliaStar New York's
understanding of current law and the law may change. Federal estate and state
and local estate, inheritance, and other tax consequences of ownership or
receipt of distributions under a Contract depend on the individual
circumstances of each Owner or recipient of the distribution. A competent tax
adviser should be consulted for further information.


                             VOTING OF FUND SHARES

     As long as the Variable Account is registered as a unit investment trust
under the Investment Company Act of 1940 and the assets of the Variable Account
are allocated to Sub-Accounts that are invested in Investment Fund shares, the
Investment Fund shares held in the Sub-Accounts will be voted by ReliaStar New
York in accordance with instructions received from the person having voting
interests under the Contracts as described below. If ReliaStar New York
determines pursuant to applicable law or regulation that Investment Fund shares
held in the Sub-Accounts and attributable to the Contracts need not be voted
pursuant to instructions received from persons otherwise having the voting
interests, then ReliaStar New York may vote such Investment Fund shares held in
the Sub-Accounts in its own right.

     Before the Annuity Commencement Date, the Owner shall have the voting
interest with respect to the Investment Fund shares attributable to the
Contract. On and after the Annuity Commencement Date, the person then entitled
to receive annuity payments shall have the voting interest with respect to the
Investment Fund shares. Such voting interest will generally decrease during the
annuity payout period.

     Any Investment Fund shares held in the Variable Account for which we do
not receive timely voting instructions, or which are not attributable to
Contract Owners, will be voted by us in proportion to the instructions received
from all Contract Owners having a voting interest in the Investment Fund. Any
Investment Fund shares held by us or any of our affiliates in general accounts
will, for voting purposes, be allocated to all separate accounts having voting
interests in the Investment Fund in proportion to each account's voting
interest in the respective Investment Fund and will be voted in the same manner
as are the respective account's vote.


                                       31
<PAGE>

     All Investment Fund proxy material will be sent to persons having voting
interests together with appropriate forms which may be used to give voting
instructions. Persons entitled to voting interests and the number of votes
which they may cast shall be determined as of a record date, to be selected by
ReliaStar New York, not more than 90 days before the meeting of the applicable
Fund.

     Persons having voting interests under the Contracts as described above
will not, as a result thereof, have voting interests with respect to meetings
of the stockholders of ReliaStar New York.


                         DISTRIBUTION OF THE CONTRACTS

   
     The Contracts will be sold by licensed insurance agents in those states
where the Contracts can be lawfully sold. Such agents will be registered
representatives of broker-dealers registered under the Securities Exchange Act
of 1934 who are members of the National Association of Securities Dealers, Inc.
The Contracts will be distributed by the General Distributor, Washington Square
Securities, Inc., 20 Washington Avenue South, Minneapolis, Minnesota 55401,
which is an affiliate of ReliaStar New York. Commissions and other distribution
compensation will be paid by ReliaStar New York. Generally such payments will
not exceed 7.50% of the purchase payments. In some cases a trail commission
based on the Contract Value may also be paid.
    


                                  REVOCATION

     The Contract Owner may revoke the contract at any time between the date of
Application and the date 10 days after receipt of the Contract and receive a
refund of the Contract Value unless otherwise required by state and/or federal
law. All Individual Retirement Annuity refunds will be for a return of purchase
payments. In order to revoke the Contract, it must be mailed or delivered to
the mailing address shown below or the agent through whom it was purchased.
Mailing or delivery must occur on or before 10 days after receipt of the
Contract for revocation to be effective. In order to revoke the Contract
written notice must be mailed or delivered to:

               ReliaStar Life Insurance Company of New York
               1000 Woodbury Road
               Suite 102
               P.O. Box 9004
               Woodbury, New York 11797

     The liability of the Variable Account under this provision is limited to
the Contract Value in each Sub-Account on the date of revocation. Any
additional amounts refunded to the Contract Owner will be paid by ReliaStar New
York.


                               REPORTS TO OWNERS

   
     ReliaStar New York will mail to the Contract Owner, at the last known
address of record at the home office of ReliaStar New York, at least annually
after the first Contract Year, a report containing such information as may be
required by any applicable law or regulation and a statement showing the
Contract Value.
    


                            PREPARING FOR YEAR 2000

     Like all financial services providers, ReliaStar New York utilizes systems
that may be affected by Year 2000 transition issues and it relies on service
providers, including the Funds, that also may be affected. ReliaStar New York
has developed, and is in the process of implementing, a Year 2000 transition
plan, and is confirming that its service providers are also so engaged. The
resources that are being devoted to this effort are substantial. It is
difficult to predict with precision whether the amount of resources ultimately
devoted, or the outcome of these efforts, will have any negative impact on
ReliaStar New York. However, as of the date of this prospectus, it is not
anticipated that Contract owners will experience negative effects on their
investment, or on the services provided in connection therewith, as a result of
Year 2000 transition implementation. ReliaStar New York currently anticipates
that its systems will be Year 2000 compliant on or about January 1, 1999, but
there can be no assurance that it will be successful, or that interaction with
other service providers will not impair ReliaStar New York's services at that
time.


                                       32
<PAGE>

                               LEGAL PROCEEDINGS

     ReliaStar New York and its affiliates, like other life insurance
companies, are involved in lawsuits, which may include class action lawsuits.
In some class action and other lawsuits involving insurers, substantial damages
have been sought and/or material settlement payments have been made. Although
the outcome of any litigation cannot be predicted with certainty, ReliaStar New
York believes that at the present time there are no pending or threatened
lawsuits that are reasonably likely to have a material adverse impact on the
Variable Account or upon ReliaStar New York.


                       FINANCIAL STATEMENTS AND EXPERTS

   
     The annual financial statements of ReliaStar Life Insurance Company of New
York, which are incorporated by reference in the Statement of Additional
Information, have been audited by Deloitte & Touche LLP, independent auditors,
as stated in their reports which are incorporated by reference and have been so
incorporated by reference in reliance upon the reports of such firm given upon
their authority as experts in accounting and auditing.
    

     No financial statements are available for the Variable Account because it
did not commence operations until after December 31, 1997.


                              FURTHER INFORMATION

     A Registration Statement under the Securities Act of 1933 has been filed
with the Securities and Exchange Commission with respect to the contracts
described herein. The Prospectus does not contain all of the information set
forth in the Registration Statement and exhibits thereto, to which reference is
hereby made for further information concerning the Variable Account, ReliaStar
New York and the Contracts. The information so omitted may be obtained from the
Commission's principal office in Washington, D.C., upon payment of the fee
prescribed by the Commission, or examined there without charge. Statements
contained in this Prospectus as to the provisions of the Contracts and other
legal documents are summaries, and reference is made to the documents as filed
with the Commission for a complete statement of the provisions thereof.

   
     INFORMATION ABOUT THE FIXED ACCOUNT CAN BE FOUND IN APPENDIX A, ON PAGE
A-1, AND CONDENSED FINANCIAL INFORMATION CAN BE FOUND IN APPENDIX B, ON PAGE
B-1.
    


                                       33
<PAGE>

                      STATEMENT OF ADDITIONAL INFORMATION

                               TABLE OF CONTENTS



   
<TABLE>
<CAPTION>
                                            PAGE
                                           ------
<S>                                        <C>
Introduction ............................. SAI-2
Administration of the Contracts .......... SAI-2
Custody of Assets ........................ SAI-2
Independent Auditors ..................... SAI-2
Distribution of the Contracts ............ SAI-2
Calculation of Yield and Return .......... SAI-2
Financial Statements ..................... SAI-9
</TABLE>
    

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

   
If you would like to receive a copy of the ReliaStar Life Insurance Company of
New York Variable Annuity Separate Account II Statement of Additional
Information, please call 1-800-621-3750 or return this request to:
    

RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK
1000 WOODBURY ROAD
SUITE 102
P.O. BOX 9004
WOODBURY, NEW YORK 11797

- --------------------------------------------------------------------------------
Your name



- --------------------------------------------------------------------------------
Address



- --------------------------------------------------------------------------------
City                                       State              Zip



   
Please send me a copy of the ReliaStar Life Insurance Company of New York
Variable Annuity Separate Account II Statement of Additional Information.
    


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


   
     NO PERSON IS AUTHORIZED TO GIVE ANY INFORMATION OR TO MAKE ANY
REPRESENTATIONS OTHER THAN THOSE CONTAINED IN THIS PROSPECTUS OR ACCOMPANYING
INVESTMENT FUND PROSPECTUSES AND, IF GIVEN OR MADE, SUCH INFORMATION OR
REPRESENTATIONS MUST NOT BE RELIED UPON AS HAVING BEEN AUTHORIZED. THIS
PROSPECTUS DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN OFFER
TO BUY ANY SECURITIES OTHER THAN THE REGISTERED SECURITIES TO WHICH IT RELATES.
THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFER OR SOLICITATION IN ANY
CIRCUMSTANCES IN WHICH SUCH OFFER OR SOLICITATION WOULD BE UNLAWFUL.
    


                                       34
<PAGE>

   
                                  APPENDIX A

                               THE FIXED ACCOUNT

     CONTRIBUTIONS UNDER THE FIXED PORTION OF THE CONTRACT AND TRANSFERS TO THE
FIXED PORTION BECOME PART OF THE GENERAL ACCOUNT OF RELIASTAR NEW YORK (THE
"FIXED ACCOUNT"), WHICH SUPPORTS INSURANCE AND ANNUITY OBLIGATIONS. INTERESTS
IN THE FIXED ACCOUNT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933
("1933 ACT") NOR IS THE FIXED ACCOUNT REGISTERED AS AN INVESTMENT COMPANY UNDER
THE INVESTMENT COMPANY ACT OF 1940 ("1940 ACT"). ACCORDINGLY, NEITHER THE FIXED
ACCOUNT NOR ANY INTEREST THEREIN ARE GENERALLY SUBJECT TO THE PROVISIONS OF THE
1933 OR 1940 ACT AND RELIASTAR NEW YORK HAS BEEN ADVISED THAT THE STAFF OF THE
SECURITIES AND EXCHANGE COMMISSION HAS NOT REVIEWED THE DISCLOSURES IN THIS
PROSPECTUS WHICH RELATE TO THE FIXED PORTION OF THE CONTRACT. DISCLOSURES
REGARDING THE FIXED PORTION OF THE ANNUITY CONTRACT AND THE FIXED ACCOUNT,
HOWEVER, MAY BE SUBJECT TO CERTAIN GENERALLY APPLICABLE PROVISIONS OF THE
FEDERAL SECURITIES LAWS RELATING TO THE ACCURACY AND COMPLETENESS OF STATEMENTS
MADE IN PROSPECTUSES.
    

     The Fixed Account is made up of all of the general assets of ReliaStar New
York other than those allocated to any separate account. Purchase payments will
be allocated to the Fixed Account as elected by the Owner at the time of
purchase or as subsequently changed. ReliaStar New York will invest the assets
of the Fixed Account in those assets chosen by ReliaStar New York and allowed
by applicable law.

   
     ReliaStar New York guarantees that it will credit interest at a rate of
not less than 3.00% per year, compounded annually, to amounts allocated to the
Fixed Account under the Contract. ReliaStar New York may credit interest at a
rate in excess of 3.00% per year; however, ReliaStar New York is not obligated
to do so. ANY INTEREST CREDITED TO AMOUNTS ALLOCATED TO THE FIXED ACCOUNT IN
EXCESS OF 3.00% PER YEAR WILL BE DETERMINED IN THE SOLE DISCRETION OF RELIASTAR
NEW YORK. THE OWNER ASSUMES THE RISK THAT INTEREST CREDITED TO FIXED ACCOUNT
ALLOCATIONS MAY NOT EXCEED THE MINIMUM GUARANTEE OF 3.00% FOR ANY GIVEN YEAR.
    


                                      A-1
<PAGE>

                                  APPENDIX B

          PERFORMANCE INFORMATION AND CONDENSED FINANCIAL INFORMATION

PERFORMANCE INFORMATION

     From time to time, ReliaStar New York may advertise or include in sales
literature yields, effective yields, and total returns for the available
Sub-Accounts. THESE FIGURES ARE BASED ON HISTORICAL EARNINGS AND DO NOT
INDICATE OR PROJECT FUTURE PERFORMANCE. ReliaStar New York may, from time to
time, also disclose yield and total returns for the portfolios of the
Investment Funds, including such disclosure for periods prior to the dates the
Sub-Accounts commenced operations. Each Sub-Account may, from time to time,
advertise or include in sales literature performance relative to certain
performance rankings and indices compiled by independent organizations. More
detailed information as to the calculation of performance information, as well
as comparisons with unmanaged market indices, appears in the Statement of
Additional Information.

     Yields, effective yields and total returns for the Sub-Accounts are based
on the investment performance of the corresponding portfolios of the Investment
Funds. The performance in part reflects the Investment Funds' expenses. See the
prospectuses for the Investment Funds.

     The yield of the Sub-Account investing in Fidelity's VIP Money Market
Portfolio refers to the annualized income generated by an investment in the
Sub-Account over a specified seven-day period. The yield is calculated by
assuming that the income generated for that seven-day period is generated each
seven-day period over a 52-week period and is shown as a percentage of the
investment. The effective yield is calculated similarly but, when annualized,
the income earned by an investment in the Sub-Account is assumed to be
reinvested. The effective yield will be slightly higher than the yield because
of the compounding effect of this assumed reinvestment.

     The yield of a Sub-Account (except the Money Market Sub-Account investing
in Fidelity's VIP Money Market Portfolio) refers to the annualized income
generated by an investment in the Sub-Account over a specified 30-day or
one-month period. The yield is calculated by assuming that the income generated
by the investment during that 30-day or one-month period is generated each
period over a 12-month period and is shown as a percentage of the investment.

     When a Sub-Account has been in operation for one, five, and ten years,
respectively, the total return for these periods will be provided. For periods
prior to the date the Sub-Account commenced operations, performance information
for Contracts funded by the Sub-Accounts will be calculated based on the
performance of the Investment Funds' portfolios and the assumption that the
Sub-Accounts were in existence for the same periods as those indicated for the
Investment Funds' portfolios, with the level of Contract charges that were in
effect at the inception of the Sub-Accounts for the Contracts. Advertising and
sales literature may also compare the performance of each Sub-Account to the
Standard & Poor's Composite Index of 500 Stocks, a widely used measure of stock
performance. This unmanaged index assumes the reinvestment of dividends but
does not reflect any "deduction" for the expense of operating or managing an
investment portfolio. Other independent ranking services and indices may also
be used as a source of performance comparison.

     Yields, effective yields and total returns for the Sub-Accounts are based
on the investment performance of the corresponding portfolios of the Investment
Funds. The performance in part reflects the Investment Funds' expenses. See the
prospectuses for the Investment Funds.

     ReliaStar New York may also report other information including the effect
of tax-deferred compounding on a Sub-Account's investment returns, or returns
in general, which may be illustrated by tables, graphs or charts.


SUB-ACCOUNT ACCUMULATION UNIT VALUES

     The value of Sub-Account Accumulation Units will vary up or down depending
upon performance of the applicable Fund and will be computed based upon an
initial unit value established as of the date of this Prospectus.


                                      B-1
<PAGE>

                      STATEMENT OF ADDITIONAL INFORMATION
                                ---------------
             INDIVIDUAL DEFERRED VARIABLE/FIXED ANNUITY CONTRACTS

                                   ISSUED BY


                      RELIASTAR LIFE INSURANCE COMPANY OF
                 NEW YORK VARIABLE ANNUITY SEPARATE ACCOUNT II

                                      AND


                 RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK



   
     This Statement of Additional Information is not a Prospectus, but should
be read in conjunction with the Prospectus, dated December 31, 1998 (the
"Prospectus") relating to the Individual Deferred Variable/Fixed Annuity
Contracts issued by ReliaStar Life Insurance Company of New York Variable
Annuity Separate Account II (the "Variable Account") and ReliaStar Life
Insurance Company of New York ("ReliaStar New York") (formerly known as
ReliaStar Bankers Security Life Insurance Company). Much of the information
contained in this Statement of Additional Information expands upon subjects
discussed in the Prospectus. A copy of the Prospectus may be obtained from
Washington Square Securities, Inc., 20 Washington Avenue South, Minneapolis,
Minnesota 55401.
    

     Capitalized terms used in this Statement of Additional Information that
are not otherwise defined herein shall have the meanings given to them in the
Prospectus.


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

                               TABLE OF CONTENTS



   
<TABLE>
<CAPTION>
                                            PAGE
                                           ------
<S>                                        <C>
Introduction ............................. SAI-2
Administration of the Contracts .......... SAI-2
Custody of Assets ........................ SAI-2
Independent Auditors ..................... SAI-2
Distribution of the Contracts ............ SAI-2
Calculation of Yield and Return .......... SAI-2
Financial Statements ..................... SAI-9
</TABLE>
    

                                ---------------
   
  The date of this Statement of Additional Information is December 31, 1998.
 
    


                                     SAI-1
<PAGE>

                                 INTRODUCTION

   
     The Individual Deferred Variable/Fixed Annuity Contracts described in the
Prospectus are flexible purchase payment contracts. The Contracts are sold both
as Non-Qualified contracts and/or in connection with retirement plans which may
qualify for special Federal tax treatment under the Internal Revenue Code. (See
"Federal Tax Status" on page 27 of the Prospectus.) Annuity payouts under the
Contracts are deferred until a selected later date.
    

     Purchase payments may be allocated to one or more of the available
Sub-Accounts of the Variable Account, a separate account of ReliaStar New York,
and/or to the Fixed Account (which is the general account of ReliaStar New
York). Purchase payments allocated to one or more of the available Sub-Accounts
of the Variable Account, as selected by the Contract Owner, will be invested in
shares at net asset value of one or more of a group of investment funds (the
"Investment Funds").


                        ADMINISTRATION OF THE CONTRACTS

     ReliaStar New York performs certain administrative functions
("Administrative Functions") relating to the Contracts and the Variable Account
in Minneapolis, Minnesota. These functions include, among other things,
maintaining the books and records of the Variable Account and the Sub-Accounts,
and maintaining records of the name, address, taxpayer identification number,
Contract number, type of Contract issued to each Owner, Contract Value and
other pertinent information necessary to the administration and operation of
the Contracts. ReliaStar New York receives no payment for performing any of the
Administrative Functions.


                               CUSTODY OF ASSETS

     ReliaStar New York maintains custody of the assets of the Variable
Account.


                             INDEPENDENT AUDITORS

   
     The annual financial statements of ReliaStar Life Insurance Company of New
York, which are incorporated by reference in this Statement of Additional
Information, have been audited by Deloitte & Touche LLP, independent auditors,
as stated in their reports which are incorporated by reference herein, and have
been so incorporated by reference in reliance upon the reports of such firm
given upon their authority as experts in accounting and auditing.
    

     The Variable Account had no assets as of December 31, 1997, and therefore,
no financial statements for the year ended December 31, 1997 are included.


                         DISTRIBUTION OF THE CONTRACTS

     The Contracts will be distributed by the General Distributor, Washington
Square Securities, Inc. ("WSSI"), which is a direct wholly-owned subsidiary of
ReliaStar Financial Corp. and is an affiliate of ReliaStar New York. The
Contracts will be sold by licensed insurance agents in those states where the
Contracts can be lawfully sold. Such agents will be registered representatives
of broker-dealers registered under the Securities Exchange Act of 1934 who are
members of the National Association of Securities Dealers, Inc.

     As of December 31, 1997, WSSI was not paid any fees by the Company in
connection with distribution of the Contracts.

     No deduction for a sales charge is made from the purchase payments for the
Contracts. However, if part or all of a Contract's value is surrendered,
surrender charges (which may be deemed to be contingent deferred sales charges)
may be made by ReliaStar New York. The method used to determine the amount of
such charge is described in the Prospectus under the heading "Charges Made By
ReliaStar New York -- Surrender Charge (Contingent Deferred Sales Charge)."


                        CALCULATION OF YIELD AND RETURN

     CURRENT YIELD AND EFFECTIVE YIELD. Current yield and effective yield will
be calculated only for the VIP Money Market Portfolio Sub-Account.

     The current yield is based on a seven-day period (the "base period") and
is calculated by determining the "net change in value" on a hypothetical
account having a balance of one Accumulation Unit at the beginning of the
period, dividing the net change in account value by the value of the account at
the beginning of the base period to obtain the base period return, and
multiplying the base period return by 365/7 with the resulting yield figure
carried to the nearest hundredth of one percent. The effective yield is
computed in a similar manner, except that the base period return is compounded
by adding 1, raising the sum to a power equal to 365 divided by 7, and
subtracting 1 from the result, according to the following formula:

                                            365/7
                                  ------------------------------
              EFFECTIVE YIELD  =  [(Base Period Return + 1)] - 1

                                     SAI-2
<PAGE>

     Net changes in value of a hypothetical account will include net investment
income of the account (accrued daily dividends as declared by the VIP Money
Market Portfolio, less daily expense and contract charges to the account) for
the period, but will not include realized or unrealized gains or losses on its
underlying fund shares.

     The VIP Money Market Portfolio Sub-Account's yield and effective yield
will vary in response to any fluctuations in interest rates and expenses of the
Sub-Account.

   
     Assuming that the Sub-Account investing in the VIP Money Market Portfolio
was then in existence, the yield and effective yield of the Sub-Account for the
seven-day period ending December 31, 1997 would have been as follows:
    


<TABLE>
<S>                  <C>
  YIELD:             4.09%
  EFFECTIVE YIELD:   4.17%
</TABLE>

     STANDARDIZED YIELD. A standardized yield computation may be used for bond
Sub-Accounts. The yield quotation will be based on a recent 30 day (or one
month) period, and is computed by dividing the net investment income per
Accumulation Unit earned during the period by the maximum offering price on the
last day of the period according to the following formula:

                         YIELD = 2 [( a - b + 1)6 - 1]
                                 ---------------------
                                           cd

       Where:
             a  =  net investment earned during the period by the Fund or
                   Portfolio attributable to shares owned by the Sub-Account.

             b  =  expenses accrued for the period (net of reimbursements).

             c  =  the average daily number of Accumulation Units outstanding
                   during the period.

             d  =  the maximum offering price per Accumulation Unit on the last
                   day of the period.

     Yield on each Sub-Account is earned from dividends declared and paid by
the underlying Fund or Portfolio, which are automatically reinvested in Fund or
Portfolio shares.

     AVERAGE ANNUAL TOTAL RETURNS. From time to time, sales literature or
advertisements may also quote average annual total returns for one or more of
the Sub-Accounts for various periods of time.

     Average annual total returns represent the average annual compounded rates
of return that would equate an initial investment of $1,000 under a Contract to
the redemption value of that investment as of the last day of each of the
periods. The ending date for each period for which total return quotations are
provided will be for the most recent month-end practicable, considering the
type and media of the communication and will be stated in the communication.

     Average annual total returns will be calculated using Sub-Account unit
values which ReliaStar New York calculates on each Valuation Date based on the
performance of the Sub-Account's underlying Portfolio, the deductions for the
Mortality and Expense Risk Premiums, the Administration Charge, and the Annual
Contract Charge. The calculation assumes that the Annual Contract Charge is $30
per year per Contract deducted at the end of each Contract Year. For purposes
of calculating average annual total return, an average per dollar Annual
Contract Charge attributable to the hypothetical account for the period is
used. The calculation also assumes surrender of the Contract at the end of the
period for the return quotation. Total returns will therefore reflect a
deduction of the Surrender Charge for any period less than six years. The total
return will then be calculated according to the following formula:

                 TR    =  ((ERV/P) 1/N) - 1

                 Where:

                 TR    =  The average annual total return net of Sub-Account
                          recurring charges.

                 ERV   =  the ending redeemable value (net of any applicable
                          surrender charge) of the hypothetical account at the 
                          end of the period.

                 P     =  a hypothetical initial payment of $1,000.

                 N     =  the number of years in the period.


                                     SAI-3
<PAGE>

     Such average annual total return information for the Sub-Accounts is as
follows:



   
<TABLE>
<CAPTION>
                                                               FOR THE 1-YEAR   FOR THE 5-YEAR
                                                                PERIOD ENDED     PERIOD ENDED
SUB-ACCOUNT                                                       12/31/97         12/31/97
- ------------------------------------------------------------- ---------------- ----------------
<S>                                                           <C>              <C>
Alger American Growth Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Alger American MidCap Growth Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Alger American Small Capitalization Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Fidelity VIP Equity-Income Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Fidelity VIP Growth Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Fidelity VIP High Income Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Fidelity VIP II Contrafund Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Fidelity VIP II Index 500 Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Fidelity VIP II Investment Grade Bond Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Janus Aggressive Growth Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Janus Growth Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Janus International Growth Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Janus Worldwide Growth Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Neuberger Berman Advisers Management Trust Limited Maturity
 Bond Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Neuberger Berman Advisers Management Trust Partners Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Neuberger Berman Advisers Management Trust Socially
 Responsive Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Northstar Galaxy Trust Emerging Growth Portfolio*
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Northstar Galaxy Trust Growth + Value Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Northstar Galaxy Trust High Yield Bond Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Northstar Galaxy Trust International Value Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Northstar Galaxy Trust Multi-Sector Bond Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
OCC Equity Portfolio**
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
OCC Global Equity Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
OCC Managed Portfolio**
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
OCC Small Cap Portfolio**
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Putnam VT Growth and Income Fund
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Putnam VT New Opportunities Fund
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Putnam VT Voyager Fund
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A



<CAPTION>
                                                               FOR THE 10-YEAR     FOR THE PERIOD FROM
                                                                 PERIOD ENDED     DATE OF INCEPTION OF
SUB-ACCOUNT                                                        12/31/97      SUB-ACCOUNT TO 12/31/97
- ------------------------------------------------------------- ----------------- ------------------------
<S>                                                           <C>               <C>
Alger American Growth Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Alger American MidCap Growth Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Alger American Small Capitalization Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Fidelity VIP Equity-Income Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Fidelity VIP Growth Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Fidelity VIP High Income Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Fidelity VIP II Contrafund Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Fidelity VIP II Index 500 Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Fidelity VIP II Investment Grade Bond Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Janus Aggressive Growth Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Janus Growth Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Janus International Growth Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Janus Worldwide Growth Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Neuberger Berman Advisers Management Trust Limited Maturity
 Bond Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Neuberger Berman Advisers Management Trust Partners Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Neuberger Berman Advisers Management Trust Socially
 Responsive Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Northstar Galaxy Trust Emerging Growth Portfolio*
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Northstar Galaxy Trust Growth + Value Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Northstar Galaxy Trust High Yield Bond Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Northstar Galaxy Trust International Value Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Northstar Galaxy Trust Multi-Sector Bond Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
OCC Equity Portfolio**
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
OCC Global Equity Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
OCC Managed Portfolio**
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
OCC Small Cap Portfolio**
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Putnam VT Growth and Income Fund
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Putnam VT New Opportunities Fund
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Putnam VT Voyager Fund
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
</TABLE>
    

     From time to time, sales literature or advertisements may quote average
annual total returns for periods prior to the date the Sub-Accounts commenced
operations. Such performance information for the Sub-Accounts will be
calculated based on the performance of the Portfolios and the assumption that
the Sub-Accounts were in existence for the same periods as those indicated for
the Portfolios, with the level of Contract charges currently in effect.


                                     SAI-4
<PAGE>

     Such average annual total return information for the Sub-Accounts is as
follows:



   
<TABLE>
<CAPTION>
                                                                FOR THE 1-YEAR     FOR THE 5-YEAR
                                                                 PERIOD ENDED       PERIOD ENDED
SUB-ACCOUNT                                                        12/31/97           12/31/97
- ------------------------------------------------------------- ------------------ ------------------
<S>                                                           <C>                <C>
Alger American Growth Portfolio
 (Portfolio Inception: 1/9/89) ..............................        18.53%             17.20%
Alger American MidCap Growth Portfolio
 (Portfolio Inception: 5/3/93) ..............................         7.94%             N/A
Alger American Small Capitalization Portfolio
 (Portfolio Inception: 9/21/88) .............................         4.38%             10.55%
Fidelity VIP Equity-Income Portfolio
 (Portfolio Inception: 10/9/86) .............................        20.86%             18.05%
Fidelity VIP Growth Portfolio
 (Portfolio Inception: 10/9/86) .............................        16.30%             15.92%
Fidelity VIP High Income Portfolio
 (Portfolio Inception: 9/19/85) .............................        10.56%             11.84%
Fidelity VIP II Contrafund Portfolio
 (Portfolio Inception: 1/3/95) ..............................        16.95%             N/A
Fidelity VIP II Index 500 Portfolio
 (Portfolio Inception: 8/27/92) .............................        25.39%             17.82%
Fidelity VIP II Investment Grade Bond Portfolio
 (Portfolio Inception: 12/5/88) .............................         2.08%              4.98%
Janus Aggressive Growth Portfolio
 (Portfolio Inception: 9/13/93) .............................         5.63%             N/A
Janus Growth Portfolio
 (Portfolio Inception: 9/13/93) .............................        15.57%             N/A
Janus International Growth Portfolio
 (Portfolio Inception: 5/2/94) ..............................        11.39%             N/A
Janus Worldwide Growth Portfolio
 (Portfolio Inception: 9/13/93) .............................        14.99%             N/A
Neuberger Berman Advisers Management Trust Limited Maturity
 Bond Portfolio
 (Portfolio Inception: 9/10/84) .............................        -0.21%              3.48%
Neuberger Berman Advisers Management Trust Partners Portfolio
 (Portfolio Inception: 3/22/94) .............................        23.96%             N/A
Neuberger Berman Advisers Management Trust Socially
 Responsive Portfolio
 (Portfolio Inception: 8/19/98) .............................        N/A                N/A
Northstar Galaxy Trust Emerging Growth Portfolio*
 (Portfolio Inception: 5/6/94) ..............................         8.54%             N/A
Northstar Galaxy Trust Growth + Value Portfolio
 (Portfolio Inception: 5/6/94) ..............................         7.59%             N/A
Northstar Galaxy Trust High Yield Bond Portfolio
 (Portfolio Inception: 5/6/94) ..............................         3.19%             N/A
Northstar Galaxy Trust International Value Portfolio
 (Portfolio Inception: 8/8/97) ..............................        N/A                N/A
Northstar Galaxy Trust Multi-Sector Bond Portfolio (Portfolio
 Inception: 5/6/94) .........................................         0.06%             N/A
OCC Equity Portfolio**
 (Portfolio Inception: 8/1/88) ..............................        19.40%             17.33%
OCC Global Equity Portfolio
 (Portfolio Inception: 3/1/95) ..............................         6.97%             N/A
OCC Managed Portfolio**
 (Portfolio Inception: 8/1/88) ..............................        15.13%             17.79%
OCC Small Cap Portfolio**
 (Portfolio Inception: 8/1/88) ..............................        15.08%             12.53%
Putnam VT Growth and Income Fund
 (Portfolio Inception: 2/1/88) ..............................        16.96%             16.77%
Putnam VT New Opportunities Fund
 (Portfolio Inception: 5/2/94) ..............................        16.11%             N/A
Putnam VT Voyager Fund
 (Portfolio Inception: 2/1/88) ..............................        19.29%             17.16%



<CAPTION>
                                                                FOR THE 10-YEAR     FOR THE PERIOD FROM DATE
                                                                  PERIOD ENDED        OF INCEPTION OF FUND
SUB-ACCOUNT                                                         12/31/97         PORTFOLIO TO 12/31/97
- ------------------------------------------------------------- ------------------- ---------------------------
<S>                                                           <C>                 <C>
Alger American Growth Portfolio
 (Portfolio Inception: 1/9/89) ..............................         N/A                     17.73%
Alger American MidCap Growth Portfolio
 (Portfolio Inception: 5/3/93) ..............................         N/A                     19.96%
Alger American Small Capitalization Portfolio
 (Portfolio Inception: 9/21/88) .............................         N/A                     17.54%
Fidelity VIP Equity-Income Portfolio
 (Portfolio Inception: 10/9/86) .............................         15.09%                  13.02%
Fidelity VIP Growth Portfolio
 (Portfolio Inception: 10/9/86) .............................         15.53%                  13.92%
Fidelity VIP High Income Portfolio
 (Portfolio Inception: 9/19/85) .............................         11.20%                  10.85%
Fidelity VIP II Contrafund Portfolio
 (Portfolio Inception: 1/3/95) ..............................         N/A                     25.39%
Fidelity VIP II Index 500 Portfolio
 (Portfolio Inception: 8/27/92) .............................         N/A                     17.82%
Fidelity VIP II Investment Grade Bond Portfolio
 (Portfolio Inception: 12/5/88) .............................         N/A                      6.73%
Janus Aggressive Growth Portfolio
 (Portfolio Inception: 9/13/93) .............................         N/A                     17.01%
Janus Growth Portfolio
 (Portfolio Inception: 9/13/93) .............................         N/A                     15.46%
Janus International Growth Portfolio
 (Portfolio Inception: 5/2/94) ..............................         N/A                     16.79%
Janus Worldwide Growth Portfolio
 (Portfolio Inception: 9/13/93) .............................         N/A                     20.70%
Neuberger Berman Advisers Management Trust Limited Maturity
 Bond Portfolio
 (Portfolio Inception: 9/10/84) .............................          5.53%                   6.62%
Neuberger Berman Advisers Management Trust Partners Portfolio
 (Portfolio Inception: 3/22/94) .............................         N/A                     21.71%
Neuberger Berman Advisers Management Trust Socially
 Responsive Portfolio
 (Portfolio Inception: 8/19/98) .............................         N/A                     N/A
Northstar Galaxy Trust Emerging Growth Portfolio*
 (Portfolio Inception: 5/6/94) ..............................         N/A                     11.70%
Northstar Galaxy Trust Growth + Value Portfolio
 (Portfolio Inception: 5/6/94) ..............................         N/A                     15.27%
Northstar Galaxy Trust High Yield Bond Portfolio
 (Portfolio Inception: 5/6/94) ..............................         N/A                      9.52%
Northstar Galaxy Trust International Value Portfolio
 (Portfolio Inception: 8/8/97) ..............................         N/A                     -4.74%
Northstar Galaxy Trust Multi-Sector Bond Portfolio (Portfolio
 Inception: 5/6/94) .........................................         N/A                      7.48%
OCC Equity Portfolio**
 (Portfolio Inception: 8/1/88) ..............................         N/A                     15.89%
OCC Global Equity Portfolio
 (Portfolio Inception: 3/1/95) ..............................         N/A                     14.01%
OCC Managed Portfolio**
 (Portfolio Inception: 8/1/88) ..............................         N/A                     18.63%
OCC Small Cap Portfolio**
 (Portfolio Inception: 8/1/88) ..............................         N/A                     13.82%
Putnam VT Growth and Income Fund
 (Portfolio Inception: 2/1/88) ..............................         N/A                     14.98%
Putnam VT New Opportunities Fund
 (Portfolio Inception: 5/2/94) ..............................         N/A                     20.28%
Putnam VT Voyager Fund
 (Portfolio Inception: 2/1/88) ..............................         N/A                     16.40%
</TABLE>
    

     ReliaStar New York may also disclose average annual total returns for the
Investment Fund's Portfolios since their inception, including such disclosure
for periods prior to the date the Variable Account commenced operations.


                                     SAI-5
<PAGE>

     Such average annual total return information for the Portfolios of the
Investment Funds is as follows:



   
<TABLE>
<CAPTION>
                                                       FOR THE 1-YEAR     FOR THE 5-YEAR
                                                        PERIOD ENDED       PERIOD ENDED
SUB-ACCOUNT                                               12/31/97           12/31/97
- ---------------------------------------------------- ------------------ ------------------
<S>                                                  <C>                <C>
Alger American Growth Portfolio
 (Portfolio Inception: 1/9/89) .....................        25.75%             19.28%
Alger American MidCap Growth Portfolio
 (Portfolio Inception: 5/3/93) .....................        15.01%             N/A
Alger American Small Capitalization Portfolio
 (Portfolio Inception: 9/21/88) ....................        11.39%             12.65%
Fidelity VIP Equity-Income Portfolio
 (Portfolio Inception: 10/9/86) ....................        28.11%             20.14%
Fidelity VIP Growth Portfolio
 (Portfolio Inception: 10/9/86) ....................        23.48%             18.00%
Fidelity VIP High Income Portfolio
 (Portfolio Inception: 9/19/85) ....................        17.67%             13.94%
Fidelity VIP II Contrafund Portfolio
 (Portfolio Inception: 1/3/95) .....................        24.14%             N/A
Fidelity VIP II Index 500 Portfolio
 (Portfolio Inception: 8/27/92) ....................        32.70%             19.91%
Fidelity VIP II Investment Grade Bond Portfolio
 (Portfolio Inception: 12/5/88) ....................         9.06%              7.11%
Janus Aggressive Growth Portfolio
 (Portfolio Inception: 9/13/93) ....................        12.66%             N/A
Janus Growth Portfolio
 (Portfolio Inception: 9/13/93) ....................        22.75%             N/A
Janus International Growth Portfolio
 (Portfolio Inception: 5/2/94) .....................        18.51%             N/A
Janus Worldwide Growth Portfolio
 (Portfolio Inception: 9/13/93) ....................        22.15%             N/A
Neuberger Berman Advisers Management Trust Limited
 Maturity Bond Portfolio
 (Portfolio Inception:9/10/84) .....................         6.74%              5.63%
Neuberger Berman Advisers Management Trust Partners
 Portfolio
 (Portfolio Inception: 3/22/94) ....................        31.25%             N/A
Neuberger Berman Advisers Management Trust Socially
 Responsive Portfolio
 (Portfolio Inception: 8/19/98) ....................        N/A                N/A
Northstar Galaxy Trust Emerging Growth Portfolio*
 (Portfolio Inception: 5/6/94) .....................        15.62%             N/A
Northstar Galaxy Trust Growth + Value Portfolio
 (Portfolio Inception: 5/6/94) .....................        14.65%             N/A
Northstar Galaxy Trust High Yield Bond Portfolio
 (Portfolio Inception: 5/6/94) .....................        12.06%             N/A
Northstar Galaxy Trust International Value Portfolio
 (Portfolio Inception: 8/8/97) .....................        N/A                N/A
Northstar Galaxy Trust Multi-Sector Bond Portfolio
 (Portfolio Inception: 5/6/94) .....................         9.07%             N/A
OCC Equity Portfolio**
 (Portfolio Inception: 8/1/88) .....................        27.26%             19.54%
OCC Global Equity Portfolio
 (Portfolio Inception: 3/1/95) .....................        14.10%             N/A
OCC Managed Portfolio**
 (Portfolio Inception: 8/1/88) .....................        22.77%             19.97%
OCC Small Cap Portfolio**
 (Portfolio Inception: 8/1/88) .....................        22.24%             14.62%
Putnam VT Growth and Income Fund
 (Portfolio Inception: 2/1/88) .....................        24.15%             18.86%
Putnam VT New Opportunities Fund
 (Portfolio Inception: 5/2/94) .....................        23.29%             N/A
Putnam VT Voyager Fund
 (Portfolio Inception: 2/1/88) .....................        26.52%             19.25%



<CAPTION>
                                                       FOR THE 10-YEAR     FOR THE PERIOD FROM DATE
                                                         PERIOD ENDED        OF INCEPTION OF FUND
SUB-ACCOUNT                                                12/31/97         PORTFOLIO TO 12/31/97
- ---------------------------------------------------- ------------------- ---------------------------
<S>                                                  <C>                 <C>
Alger American Growth Portfolio
 (Portfolio Inception: 1/9/89) .....................         N/A                     19.43%
Alger American MidCap Growth Portfolio
 (Portfolio Inception: 5/3/93) .....................         N/A                     22.09%
Alger American Small Capitalization Portfolio
 (Portfolio Inception: 9/21/88) ....................         N/A                     19.23%
Fidelity VIP Equity-Income Portfolio
 (Portfolio Inception: 10/9/86) ....................         16.75%                  14.66%
Fidelity VIP Growth Portfolio
 (Portfolio Inception: 10/9/86) ....................         17.20%                  15.56%
Fidelity VIP High Income Portfolio
 (Portfolio Inception: 9/19/85) ....................         12.81%                  12.45%
Fidelity VIP II Contrafund Portfolio
 (Portfolio Inception: 1/3/95) .....................         N/A                     28.17%
Fidelity VIP II Index 500 Portfolio
 (Portfolio Inception: 8/27/92) ....................         N/A                     19.87%
Fidelity VIP II Investment Grade Bond Portfolio
 (Portfolio Inception: 12/5/88) ....................         N/A                      8.29%
Janus Aggressive Growth Portfolio
 (Portfolio Inception: 9/13/93) ....................         N/A                     19.21%
Janus Growth Portfolio
 (Portfolio Inception: 9/13/93) ....................         N/A                     17.66%
Janus International Growth Portfolio
 (Portfolio Inception: 5/2/94) .....................         N/A                     19.31%
Janus Worldwide Growth Portfolio
 (Portfolio Inception: 9/13/93) ....................         N/A                     22.90%
Neuberger Berman Advisers Management Trust Limited
 Maturity Bond Portfolio
 (Portfolio Inception:9/10/84) .....................          7.07%                   8.17%
Neuberger Berman Advisers Management Trust Partners
 Portfolio
 (Portfolio Inception: 3/22/94) ....................         N/A                     24.18%
Neuberger Berman Advisers Management Trust Socially
 Responsive Portfolio
 (Portfolio Inception: 8/19/98) ....................         N/A                     N/A
Northstar Galaxy Trust Emerging Growth Portfolio*
 (Portfolio Inception: 5/6/94) .....................         N/A                     14.25%
Northstar Galaxy Trust Growth + Value Portfolio
 (Portfolio Inception: 5/6/94) .....................         N/A                     17.80%
Northstar Galaxy Trust High Yield Bond Portfolio
 (Portfolio Inception: 5/6/94) .....................         N/A                     12.61%
Northstar Galaxy Trust International Value Portfolio
 (Portfolio Inception: 8/8/97) .....................         N/A                      1.30%
Northstar Galaxy Trust Multi-Sector Bond Portfolio
 (Portfolio Inception: 5/6/94) .....................         N/A                     10.65%
OCC Equity Portfolio**
 (Portfolio Inception: 8/1/88) .....................         N/A                     17.62%
OCC Global Equity Portfolio
 (Portfolio Inception: 3/1/95) .....................         N/A                     17.08%
OCC Managed Portfolio**
 (Portfolio Inception: 8/1/88) .....................         N/A                     20.38%
OCC Small Cap Portfolio**
 (Portfolio Inception: 8/1/88) .....................         N/A                     15.46%
Putnam VT Growth and Income Fund
 (Portfolio Inception: 2/1/88) .....................         N/A                     16.64%
Putnam VT New Opportunities Fund
 (Portfolio Inception: 5/2/94) .....................         N/A                     22.78%
Putnam VT Voyager Fund
 (Portfolio Inception: 2/1/88) .....................         N/A                     18.08%
</TABLE>
    

                                      SAI-6
<PAGE>

     OTHER TOTAL RETURNS. From time to time, sales literature or advertisements
may quote average annual total returns for the Sub-Accounts that do not reflect
the Surrender Charge. Such performance information may quote average annual
total returns for periods during which the Sub-Accounts were operating and for
periods prior to the date the Sub-Accounts commenced operations. These returns
are calculated in exactly the same way as average annual total returns
described above, except that the ending redeemable value of the hypothetical
account for the period is replaced with an ending value for the period that
does not take into account any charges on amounts surrendered or withdrawn.
Such information is as follows:


             RETURNS SINCE DATE SUB-ACCOUNTS COMMENCED OPERATIONS

   
<TABLE>
<CAPTION>
                                                               FOR THE 1-YEAR   FOR THE 5-YEAR
                                                                PERIOD ENDED     PERIOD ENDED
SUB-ACCOUNT                                                       12/31/97         12/31/97
- ------------------------------------------------------------- ---------------- ----------------
<S>                                                           <C>              <C>
Alger American Growth Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Alger American MidCap Growth Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Alger American Small Capitalization Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Fidelity VIP Equity-Income Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Fidelity VIP Growth Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Fidelity VIP High Income Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Fidelity VIP II Contrafund Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Fidelity VIP II Index 500 Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Fidelity VIP II Investment Grade Bond Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Janus Aggressive Growth Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Janus Growth Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Janus International Growth Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Janus Worldwide Growth Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Neuberger Berman Advisers Management Trust Limited Maturity
 Bond Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Neuberger Berman Advisers Management Trust Partners Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Neuberger Berman Advisers Management Trust Socially
 Responsive Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Northstar Galaxy Trust Emerging Growth Portfolio*
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Northstar Galaxy Trust Growth + Value Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Northstar Galaxy Trust High Yield Bond Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Northstar Galaxy Trust International Value Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Northstar Galaxy Trust Multi-Sector Bond Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
OCC Equity Portfolio**
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
OCC Global Equity Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
OCC Managed Portfolio**
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
OCC Small Cap Portfolio**
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Putnam VT Growth and Income Fund
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Putnam VT New Opportunities Fund
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A
Putnam VT Voyager Fund
 (Sub-Account Inception: 12/31/98) ..........................       N/A              N/A



<CAPTION>
                                                               FOR THE 10-YEAR     FOR THE PERIOD FROM
                                                                 PERIOD ENDED     DATE OF INCEPTION OF
SUB-ACCOUNT                                                        12/31/97      SUB-ACCOUNT TO 12/31/97
- ------------------------------------------------------------- ----------------- ------------------------
<S>                                                           <C>               <C>
Alger American Growth Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Alger American MidCap Growth Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Alger American Small Capitalization Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Fidelity VIP Equity-Income Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Fidelity VIP Growth Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Fidelity VIP High Income Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Fidelity VIP II Contrafund Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Fidelity VIP II Index 500 Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Fidelity VIP II Investment Grade Bond Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Janus Aggressive Growth Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Janus Growth Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Janus International Growth Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Janus Worldwide Growth Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Neuberger Berman Advisers Management Trust Limited Maturity
 Bond Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Neuberger Berman Advisers Management Trust Partners Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Neuberger Berman Advisers Management Trust Socially
 Responsive Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Northstar Galaxy Trust Emerging Growth Portfolio*
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Northstar Galaxy Trust Growth + Value Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Northstar Galaxy Trust High Yield Bond Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Northstar Galaxy Trust International Value Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Northstar Galaxy Trust Multi-Sector Bond Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
OCC Equity Portfolio**
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
OCC Global Equity Portfolio
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
OCC Managed Portfolio**
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
OCC Small Cap Portfolio**
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Putnam VT Growth and Income Fund
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Putnam VT New Opportunities Fund
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
Putnam VT Voyager Fund
 (Sub-Account Inception: 12/31/98) ..........................       N/A                   N/A
</TABLE>
    

                                      SAI-7
<PAGE>

   RETURNS INCLUDING PERIOD PRIOR TO DATE SUB-ACCOUNTS COMMENCED OPERATIONS

   
<TABLE>
<CAPTION>
                                                       FOR THE 1-YEAR     FOR THE 5-YEAR
                                                        PERIOD ENDED       PERIOD ENDED
SUB-ACCOUNT                                               12/31/97           12/31/97
- ---------------------------------------------------- ------------------ ------------------
<S>                                                  <C>                <C>
Alger American Growth Portfolio
 (Portfolio Inception: 1/9/89) .....................        23.93%             17.57%
Alger American MidCap Growth Portfolio
 (Portfolio Inception: 5/3/93) .....................        13.34%             N/A
Alger American Small Capitalization Portfolio
 (Portfolio Inception: 9/21/88) ....................         9.78%             11.03%
Fidelity VIP Equity-Income Portfolio
 (Portfolio Inception: 10/9/86) ....................        26.26%             18.42%
Fidelity VIP Growth Portfolio
 (Portfolio Inception: 10/9/86) ....................        21.70%             16.31%
Fidelity VIP High Income Portfolio
 (Portfolio Inception: 9/19/85) ....................        15.96%             12.30%
Fidelity VIP II Contrafund Portfolio
 (Portfolio Inception: 1/3/95) .....................        22.35%             N/A
Fidelity VIP II Index 500 Portfolio
 (Portfolio Inception: 8/27/92) ....................        30.79%             18.19%
Fidelity VIP II Investment Grade Bond Portfolio
 (Portfolio Inception: 12/5/88) ....................         7.48%              5.56%
Janus Aggressive Growth Portfolio
 (Portfolio Inception: 9/13/93) ....................        11.03%             N/A
Janus Growth Portfolio
 (Portfolio Inception: 9/13/93) ....................        20.97%             N/A
Janus International Growth Portfolio
 (Portfolio Inception: 5/2/94) .....................        16.79%             N/A
Janus Worldwide Growth Portfolio
 (Portfolio Inception: 9/13/93) ....................        20.39%             N/A
Neuberger Berman Advisers Management Trust Limited
 Maturity Bond Portfolio
 (Portfolio Inception: 9/10/84) ....................         5.19%              4.10%
Neuberger Berman Advisers Management Trust Partners
 Portfolio
 (Portfolio Inception: 3/22/94) ....................        29.36%             N/A
Neuberger Berman Advisers Management Trust Socially
 Responsive Portfolio
 (Portfolio Inception: 8/19/98) ....................        N/A                N/A
Northstar Galaxy Trust Emerging Growth Portfolio*
 (Portfolio Inception: 5/6/94) .....................        13.94%             N/A
Northstar Galaxy Trust Growth + Value Portfolio
 (Portfolio Inception: 5/6/94) .....................        12.99%             N/A
Northstar Galaxy Trust High Yield Bond Portfolio
 (Portfolio Inception: 5/6/94) .....................         8.59%             N/A
Northstar Galaxy Trust International Value Portfolio
 (Portfolio Inception: 8/8/97) .....................        N/A                N/A
Northstar Galaxy Trust Multi-Sector Bond Portfolio
 (Portfolio Inception: 5/6/94) .....................         5.46%             N/A
OCC Equity Portfolio**
 (Portfolio Inception: 8/1/88) .....................        24.80%             17.70%
OCC Global Equity Portfolio
 (Portfolio Inception: 3/1/95) .....................        12.37%             N/A
OCC Managed Portfolio**
 (Portfolio Inception: 8/1/88) .....................        20.53%             18.16%
OCC Small Cap Portfolio**
 (Portfolio Inception: 8/1/88) .....................        20.48%             12.97%
Putnam VT Growth and Income Fund
 (Portfolio Inception: 2/1/88) .....................        22.36%             17.16%
Putnam VT New Opportunities Fund
 (Portfolio Inception: 5/2/94) .....................        21.51%             N/A
Putnam VT Voyager Fund
 (Portfolio Inception: 2/1/88) .....................        24.69%             17.54%



<CAPTION>
                                                       FOR THE 10-YEAR     FOR THE PERIOD FROM DATE
                                                         PERIOD ENDED        OF INCEPTION OF FUND
SUB-ACCOUNT                                                12/31/97         PORTFOLIO TO 12/31/97
- ---------------------------------------------------- ------------------- ---------------------------
<S>                                                  <C>                 <C>
Alger American Growth Portfolio
 (Portfolio Inception: 1/9/89) .....................         N/A                     17.73%
Alger American MidCap Growth Portfolio
 (Portfolio Inception: 5/3/93) .....................         N/A                     20.35%
Alger American Small Capitalization Portfolio
 (Portfolio Inception: 9/21/88) ....................         N/A                     17.54%
Fidelity VIP Equity-Income Portfolio
 (Portfolio Inception: 10/9/86) ....................         15.09%                  13.02%
Fidelity VIP Growth Portfolio
 (Portfolio Inception: 10/9/86) ....................         15.53%                  13.92%
Fidelity VIP High Income Portfolio
 (Portfolio Inception: 9/19/85) ....................         11.20%                  10.85%
Fidelity VIP II Contrafund Portfolio
 (Portfolio Inception: 1/3/95) .....................         N/A                     26.34%
Fidelity VIP II Index 500 Portfolio
 (Portfolio Inception: 8/27/92) ....................         N/A                     18.15%
Fidelity VIP II Investment Grade Bond Portfolio
 (Portfolio Inception: 12/5/88) ....................         N/A                      6.73%
Janus Aggressive Growth Portfolio
 (Portfolio Inception: 9/13/93) ....................         N/A                     17.50%
Janus Growth Portfolio
 (Portfolio Inception: 9/13/93) ....................         N/A                     15.97%
Janus International Growth Portfolio
 (Portfolio Inception: 5/2/94) .....................         N/A                     17.59%
Janus Worldwide Growth Portfolio
 (Portfolio Inception: 9/13/93) ....................         N/A                     21.15%
Neuberger Berman Advisers Management Trust Limited
 Maturity Bond Portfolio
 (Portfolio Inception: 9/10/84) ....................          5.53%                   6.62%
Neuberger Berman Advisers Management Trust Partners
 Portfolio
 (Portfolio Inception: 3/22/94) ....................         N/A                     22.39%
Neuberger Berman Advisers Management Trust Socially
 Responsive Portfolio
 (Portfolio Inception: 8/19/98) ....................         N/A                     N/A
Northstar Galaxy Trust Emerging Growth Portfolio*
 (Portfolio Inception: 5/6/94) .....................         N/A                     12.60%
Northstar Galaxy Trust Growth + Value Portfolio
 (Portfolio Inception: 5/6/94) .....................         N/A                     16.11%
Northstar Galaxy Trust High Yield Bond Portfolio
 (Portfolio Inception: 5/6/94) .....................         N/A                     10.48%
Northstar Galaxy Trust International Value Portfolio
 (Portfolio Inception: 8/8/97) .....................         N/A                      0.66%
Northstar Galaxy Trust Multi-Sector Bond Portfolio
 (Portfolio Inception: 5/6/94) .....................         N/A                      8.49%
OCC Equity Portfolio**
 (Portfolio Inception: 8/1/88) .....................         N/A                     15.89%
OCC Global Equity Portfolio
 (Portfolio Inception: 3/1/95) .....................         N/A                     15.25%
OCC Managed Portfolio**
 (Portfolio Inception: 8/1/88) .....................         N/A                     18.63%
OCC Small Cap Portfolio**
 (Portfolio Inception: 8/1/88) .....................         N/A                     13.82%
Putnam VT Growth and Income Fund
 (Portfolio Inception: 2/1/88) .....................         N/A                     14.98%
Putnam VT New Opportunities Fund
 (Portfolio Inception: 5/2/94) .....................         N/A                     21.02%
Putnam VT Voyager Fund
 (Portfolio Inception: 2/1/88) .....................         N/A                     16.40%
</TABLE>
    

- ---------

                                     SAI-8
<PAGE>

   
 * The Northstar Galaxy Trust Emerging Growth Portfolio (formerly the Northstar
   Galaxy Trust Income and Growth Portfolio) opearated under an investment
   objective of seeking income balanced with capital appreciation from
   inception through November 8, 1998, when the investment objective was
   modified to seeking long-term capital appreciation.
** On September 16, 1994, an investment company then called Quest for Value
   Accumulation Trust (the "Old Trust") was effectively divided into two
   investment funds, the Old Trust and the present OCC Accumulation Trust (the
   "Trust") at which time the Trust commenced operations. The total net assets
   for the Equity, Managed, and Small Cap Portfolios immediately after the
   transaction were $86,789,755, $682,601,380, and $139,812,573, respectively,
   with respect to the Old Trust and for the Equity, Managed, and Small Cap
   Portfolios, $3,764,598, $51,345,102, and $8,129,274, respectively with
   respect to the Trust. For the period prior to September 14, 1994, the
   performance figures for each of the Equity, Managed, and Small Cap
   Portfolios reflect the performance of the corresponding Portfolios of the
   Old Trust.
    
     The Investment Funds have provided the total return information for the
Portfolios, including the Portfolio total return information used to calculate
the total returns of the Sub-Accounts for periods prior to the inception of the
Sub-Accounts. The Alger American Fund, Fidelity's Variable Insurance Products
Fund, Fidelity's Variable Insurance Products Fund II, Janus Aspen Series,
Neuberger&Berman Advisers Management Trust, OCC Accumulation Trust, and Putnam
Variable Trust are not affiliated with ReliaStar New York.

     ReliaStar New York may disclose Cumulative Total Returns in conjunction
with the standard formats described above. The Cumulative Total Returns will be
calculated using the following formula:

                 CTR   =  ERV/P - 1

                 Where:

                 CTR   =  the Cumulative Total Return net of Sub-Account
                          recurring charges for the period.

                 ERV   =  the ending redeemable value of the hypothetical
                          investment at the end of the period.

                 P     =  a hypothetical single payment of $1,000.

     EFFECT OF THE ANNUAL CONTRACT CHARGE ON PERFORMANCE DATA. The Contract
provides for a $30 Annual Contract Charge to be deducted annually at the end of
each Contract Year, from the Sub-Accounts and the Fixed Account based on the
proportion that the value of each such account bears to the total Contract
Value. For purposes of reflecting the Annual Contract Charge in yield and total
return quotations, the annual charge is converted into an annual charge per
$1,000 invested based on the Annual Contract Charges collected from the average
total assets of the Variable Account and Fixed Account during the calendar year
ending December 31, 1997.

     COMPARATIVE ADVERTISING. In advertising and sales literature, the
performance of each Sub-Account may be compared to the performance of other
variable annuity issuers in general or to the performance of particular types
of variable annuities investing in mutual funds, or investment series of mutual
funds with investment objectives similar to each of the Sub-Accounts. Lipper
Analytical Services, Inc. ("Lipper") and the Variable Annuity Research Data
Service ("VARDS") are independent services which monitor and rank the
performance of variable annuity issuers in each of the major categories of
investment objectives on an industry-wide basis.

     Lipper's rankings include variable life insurance issuers as well as
variable annuity issuers. VARDS rankings compare only variable annuity issuers.
The performance analyses prepared by Lipper and VARDS each rank such issuers on
the basis of total return, assuming reinvestment of distributions, but do not
take sales charges, redemption fees or certain expense deductions at the
separate account level into consideration. In addition, VARDS prepares risk
adjusted rankings, which consider the effects of market risk on total return
performance. This type of ranking provides data as to which funds provide the
highest total return within various categories of funds defined by the degree
of risk inherent in their investment objectives.


                             FINANCIAL STATEMENTS

     The Variable Account had no assets as of December 31, 1997, and therefore
no financial statements for the year ended December 31, 1997 are included.

   
     ReliaStar New York's statements of financial condition as of December 31,
1997 and 1996, and the related statements of operations, shareholder's equity
and cash flows for the years ended December 31, 1997 and 1996 which are
incorporated by reference in this Statement of Additional Information, should
be considered only as bearing on ReliaStar New York's ability to meet its
obligations under the Contracts. They should not be considered as bearing on
the investment performance of the assets held in the Variable Account.
    


                                     SAI-9
<PAGE>

   
                 RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK
            (A WHOLLY-OWNED SUBSIDIARY OF RELIASTAR FINANCIAL CORP.)
    
                         INDEPENDENT AUDITORS' REPORT*
                                BALANCE SHEETS*
                             STATEMENTS OF INCOME*
                      STATEMENTS OF SHAREHOLDER'S EQUITY*
                           STATEMENTS OF CASH FLOWS*
                         NOTES TO FINANCIAL STATEMENTS*
                               DECEMBER 31, 1997
- ---------
   
* Incorporated by reference to Depositor's Form S-6 Registration Statement of
  ReliaStar Life Insurance Company of New York Variable Life Separate Account
  I, File No. 333-19123, filed April 27, 1998.
    


                                     SAI-10
<PAGE>

                                    PART C.

                               OTHER INFORMATION

ITEM 24. FINANCIAL STATEMENTS AND EXHIBITS

(a) Financial Statements:

     Part A: None

     Part B: ReliaStar Life Insurance Company of New York Variable Annuity
     Separate Account II

     None


     RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK (1)
     Independent Auditors' Report
     Balance Sheets December 31, 1997 and 1996
     Statements of Income, Years Ended December 31, 1997 and 1996
     Statements of Shareholders' Equity, Years Ended December 31, 1997 and 1996
     Statements of Cash Flows, Years Ended December 31, 1997 and 1996
     Notes to Financial Statements


(b) Exhibits:

   
<TABLE>
<S>            <C>
1. Resolution of the Board of Directors of ReliaStar New York Insurance Company of New York ("Depositor")
   authorizing the establishment of ReliaStar Life Insurance Company of New York Variable Annuity Separate Account
   II ("Registrant"). (6)

2. Not Applicable.

3. (a)   Form of General Distributor Agreement between Depositor and Washington Square Securities, Inc. ("WSSI").
   (b)   Forms of agreements between Depositor and broker-dealers with respect to the sale of Contracts.
   (c)   Form of Broker-Dealer Agency Compensation Schedule.

4. (a)   Form of Contract.
   (b)   Form of Code Section 403(b) Endorsement.
   (c)   Form of Qualified Plan Endorsement.
   (d)   Form of Individual Retirement Annuity Endorsement.
   (e)   Form of Variable Annuity Endorsement.
   (f)   Form of Roth Individual Retirement Annuity Endorsement.
   (g)   Form of Death Benefit and Owner Amendment.
   (h)   Form of Waiver of Surrender Charge Rider.
   (i)   Form of Waiver of Annual Contract Charge Rider.

5. Form of Contract Application.

6. (a)   Amended Articles of Incorporation of Depositor. (3)
   (b)   Amended Bylaws of Depositor. (3)

7. Not Applicable.

8. (a)   Form of Participation Agreement by and between Depositor and Fred Alger Management, Inc. (5)
   (b)   Form of Amendment No. 1 to Participation Agreement by and between Depositor and Fred Alger Management,
         Inc.
   (c)   Form of Service Agreement by and between Depositor and Fred Alger Management, Inc. (5)
   (d)   Participation Agreement among Depositor and Fidelity's Variable Insurance Products Fund and Fidelity
         Distributors Corporation and Form of Amendment No. 1. (4)
</TABLE>
    

                                      C-1
<PAGE>


   
<TABLE>
<S>        <C>
 (e)       Form of Amendment Nos. 2 and 3 to Participation Agreement among Depositor and Fidelity's Variable
           Insurance Products Fund and Fidelity Distributors Corporation. (5)
 (f)       Form of Amendment No. 4 to Participation Agreement among Depositor and Fidelity's Variable Insurance
           Products Fund and Fidelity Distributors Corporation.
 (g)       Participation Agreement among Depositor and Fidelity's Variable Insurance Products Fund II and Fidelity
           Distributors Corporation and From of Amendment No. 1. (4)
 (h)       Form of Amendment Nos. 2 and 3 to Participation Agreement among Depositor and Fidelity's Variable
           Insurance Products Fund II and Fidelity Distributors Corporation. (5)
 (i)       Form of Amendment No. 4 to Participation Agreement among Depositor and Fidelity's Variable Insurance
           Products Fund II and Fidelity Distributors Corporation.
 (j)       Form of Service Contract with Fidelity Distributors Corporation. (2)
 (k)       Form of Service Agreement with Fidelity Investments Institutional Operations Company, Inc. (2)
 (l)       Form of Participation Agreement by and between Depositor and Janus Aspen Series. (5)
 (m)       Form of Amendment No. 1 to Participation Agreement by and between Depositor and Janus Aspen Series.
 (n)       Form of Service Agreement by and between Depositor and Janus Aspen Series. (5)
 (o)       Form of Participation Agreement by and among Depositor, Neuberger Berman Advisers Management Trust,
           Advisers Managers Trust and NBMI. (5)
 (p)       Form of Amendment No. 1 to Participation Agreement by and among Depositor, Neuberger Berman Advisers
           Management Trust, Advisers Managers Trust and NBMI.
 (q)       Form of Service Agreement by and between Depositor and Neuberger Berman Management Inc. (5)
 (r)       Form of Participation Agreement by and between Depositor and OpCap Advisors. (5)
 (s)       Form of Amendment No. 1 to Agreement by and between Depositor and OpCap Advisors.
 (t)       Form of Service Agreement by and between Depositor and OpCap Advisors. (5)
 (u)       Form of Participation Agreement among Depositor and Putnam Variable Trust and Putnam Mutual Funds Corp.
           and Form of Amendment No. 1. (2)
 (v)       Form of Amendment No. 2 to Participation Agreement among Depositor and Putnam Variable Trust and
           Putnam Mutual Funds Corp.
 (w)       Form of Management Services Agreement by and between Depositor and ReliaStar Life Insurance
           Company. (4)
 9. Consent and Opinion of Stewart D. Gregg as to the legality of the securities being registered.
10. Independent Auditors' Consent of Deloitte & Touche LLP.
11. Not Applicable.
12. Not Applicable.
13. Schedules for Computation of Performance Quotations. (7)
</TABLE>
    

 

                                      C-2
<PAGE>

   
 14. Powers of Attorney for Stephen A. Carb, Richard R. Crowl, John H.
     Flittie, Wayne R. Huneke, Kenneth U. Kuk, James R. Miller, Fioravante G.
     Perotta, Robert C. Salipante, John G. Turner, Charles B. Updike, Ross M.
     Weale, James C. Cochran, Roger D. Roenfeldt, and William D. Bonneville.
     (6)

     Powers of Attorney for R. Michael Conley, Ambassador Ulrie Haynes, Jr.,
     Mark S. Jordahl, and James R. Gelder.
    
- ---------
   
(1) Incorporated by reference to Depositor's Form S-6 Registration Statement of
    ReliaStar Life Insurance Company of New York Variable Life Separate
    Account I, File No. 333-19123, filed April 27, 1998.
    

(2) Incorporated by reference to Depositor's Form S-6 Registration Statement of
    ReliaStar Life Insurance Company of
    New York Variable Life Separate Account I, File No. 333-19123, filed May
    9, 1997.

(3) Incorporated by reference to Depositor's Form S-6 Registration Statement of
    ReliaStar Life Insurance Company of
    New York Variable Life Separate Account I, File No. 333-47527, filed March
    6, 1998.

(4) Incorporated by reference to Depositor's Form S-6 Registration Statement of
    ReliaStar Life Insurance Company of
    New York Variable Life Separate Account I, File No. 333-19123, filed
    December 31, 1996.

(5) Incorporated by reference to Depositor's Form S-6 Registration Statement of
    ReliaStar Life Insurance Company of
    New York Variable Life Separate Account I, File No. 333-19123, filed
    August 1, 1997.

   
(6) Incorporated by reference to Registrant's Form N-4 Registration Statement,
    File No. 333-61879, filed August 20, 1998.

(7) To be filed by Post-Effective Amendment.
    


ITEM 25. DIRECTORS AND OFFICERS OF THE DEPOSITOR


   
<TABLE>
<CAPTION>
NAME AND PRINCIPAL BUSINESS ADDRESS   POSITIONS AND OFFICES WITH DEPOSITOR
- ------------------------------------- ----------------------------------------------------
<S>                                   <C>
Stephen A. Carb                       Director
Carb, Luria, Glassner, Cook & Kufeld
521 Fifth Avenue -- 9th Floor
New York , NY 10017
R. Michael Conley                     Director
2910 Holly Lane
Plymouth, MN 55447
Richard R. Crowl                      Director, Senior Vice President and General Counsel
20 Washington Avenue South
Minneapolis, MN 55401
John H. Flittie                       Director and Vice Chairman
20 Washington Avenue South
Minneapolis, MN 55401
Ambassador Ulrie Haynes, Jr.          Director
Executive Dean, Univ Int'l Relations
Hofstra University
145 Hofstra University
Hempstead, NY 11549-1450
Wayne R. Huneke                       Director and Vice President
20 Washington Avenue South
Minneapolis, MN 55401
</TABLE>
    

                                      C-3
<PAGE>


   
<TABLE>
<CAPTION>
NAME AND PRINCIPAL BUSINESS ADDRESS   POSITIONS AND OFFICES WITH DEPOSITOR
- ------------------------------------- -------------------------------------------------------
<S>                                   <C>
Mark S. Jordahl                       Director, Vice President and Assistant Treasurer
20 Washington Avenue South
Minneapolis, MN 55401
Kenneth U. Kuk                        Director and Vice President
20 Washington Avenue South
Minneapolis, MN 55401
James R. Miller                       Director and Vice President
20 Washington Avenue South
Minneapolis, MN 55401
Fioravante B. Perrotta                Director
13 Clark Land
Essex, CT 06426
Robert C. Salipante                   Director, President and Chief Executive Officer
20 Washington Avenue South
Minneapolis, MN 55401
John G. Turner                        Director and Chairman
20 Washington Avenue South
Minneapolis, MN 55401
Charles B. Updike                     Director
Schoeman, Marsh & Updike
60 East 42nd Street
New York, NY 10165-0048
Ross M. Weale                         Director
56 Cove Road
Salem, NY 10590
James G. Cochran                      Executive Vice President
4601 Fairfax Drice
Arlington, VA 22203
James R. Gelder                       Executive Vice President
20 Security Drive
Avon, CT 06001
Roger D. Roenfeldt                    Executvie Vice President and Chief Operating Officer
1000 Woodbury Road, Suite 102
Woodbury, NY 11797
William D. Bonneville                 Senior Vice President and Chief Administrative Officer
1000 Woodbury Road, Suite 102
Woodbury, NY 11797
Chris D. Schreier                     Treasurer and Controller
20 Washington Avenue South
Minneapolis, MN 55401
</TABLE>
    

                                      C-4
<PAGE>


<TABLE>
<CAPTION>
NAME AND PRINCIPAL BUSINESS ADDRESS   POSITIONS AND OFFICES WITH DEPOSITOR
- ------------------------------------- -------------------------------------
<S>                                   <C>
Susan M. Bergen                       Secretary
20 Washington Avenue South
Minneapolis, MN 55401
</TABLE>

ITEM 26. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH THE DEPOSITOR OR
REGISTRANT

     Registrant is a separate account of Depositor, established by the Board of
Directors of Depositor on June 15, 1998 pursuant to the laws of the State of
New York. Depositor is a direct, wholly-owned subsidiary of ReliaStar Financial
Corp., a Delaware Corporation.

   
     ReliaStar Financial Corp., the Parent Company ("RLR"), owns directly or
indirectly, capital stock of subsidiary companies as follows as of December 1,
1998 (second and third tier subsidiaries are listed, indented, directly below
their parent company):
    



   
<TABLE>
<CAPTION>
                                                                    OWNER AND
COMPANY                                                             PERCENTAGE
- ------------------------------------------------------------------- --------------------
<S>                                                                 <C>
      ReliaStar Life Insurance Company ("RLIC")                     RLR-100%
        Northern Life Insurance Company ("NLIC")                    RLIC-100%
         Norlic, Inc.                                               NLIC-100%
        ReliaStar United Services Life Insurance Company ("RUSL")   RLIC-100%
         Security-Connecticut Life Insurance Company ("SCL")        RUSL-100%
          ReliaStar Life Insurance Company of New York ("RLNY")     SCL-100%
            North Atlantic Life Agency, Inc.                        RLNY-100%
         Delaware Administrators, Inc.                              RUSL-100%
        NWNL Benefits Corporation ("NBC")                           RLIC-100%
         NWNL Health Management Corp.                               NBC-100%
         Select Care Health Network, Inc.                           NBC-50%
        ReliaStar Reinsurance Group (UK), Ltd.                      RLIC-100%
      ReliaStar Investment Research, Inc.                           RLR-100%
      Washington Square Securities, Inc.                            RLR-100%
      Northstar Holding, Inc. ("NI")                                RLR-100%
        Northstar Investment Management Corp.                       NI-100%
        Northstar Distributors, Inc. ("NDI")                        NI-100%
         Northstar Funding, Inc.                                    NDI-100%
        Northstar Administrators Corporation                        NI-100%
      IB Holdings, Inc. ("IB")                                      RLR-100%
        International Risks, Inc.                                   IB-100%
        Northeastern Corporation                                    IB-100%
        The New Providence Insurance Company, Limited               IB-100%
      Successful Money Management Seminars, Inc. ("SMMS")           RLR-100%
      PrimeVest Financial Services, Inc. ("PVF")                    RLR-100%
        PrimeVest Insurance Agency of Alabama, Inc.                 PVF-100%
        PrimeVest Insurance Agency of New Mexico, Inc.              PVF-100%
        PrimeVest Insurance Agency of Ohio, Inc.
         Class A                                                    Robert Chapman-100%
         Class B                                                    PVF-100%
        Branson Insurance Agency, Inc.                              PVF-100%
        Granite Investment Services, Inc.                           PVF-100%
      Arrowhead, Ltd.                                               RLR-100%
      ReliaStar Payroll Agent, Inc.                                 RLR-100%
      RelaStar Bancshares, Inc. ("RBS")                             RLR-100%
        ReliaStar Bank ("RB")                                       RBS-100%
         ReliaStar Investment Services, Inc.                        RB-100%
      ReliaStar Managing Underwriters, Inc.                         RLR-100%
</TABLE>
    

                                      C-5
<PAGE>

ITEM 27. NUMBER OF CONTRACT OWNERS
   
     As of November 30, 1998 there were no owners of the Contracts.
    


ITEM 28. INDEMNIFICATION
     Reference is hereby made to Section 5.01 of Depositor's Bylaws, filed as
an Exhibit to this Registration Statement. The Bylaws of Depositor mandate
indemnification by Depositor of its directors, officers and certain others,
including directors, officers, employees and agents of Management, under
certain conditions. Section 4.01 of the Bylaws mandates indemnification by
Management of its directors and officers under certain conditions. Insofar as
indemnification for liabilities arising under the Securities Act of 1933 may be
permitted to directors, officers and controlling persons of Depositor or
Management, pursuant to the foregoing provisions or otherwise, Depositor and
Management have 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 Depositor
of expenses incurred or paid by a director or officer or controlling person of
Depositor or Management in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person of
Depositor or Management in connection with the securities being registered,
Depositor or Management, as the case may be, 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 of whether or not such indemnification
by it is against public policy as expressed in the Act and will be governed by
the final adjudication of such issue.

     An insurance company blanket bond is maintained providing $25,000,000
coverage for Depositor and Management, subject to a $500,000 deductible.


ITEM 29. PRINCIPAL UNDERWRITERS
     (a) WSSI is the principal underwriter of the Contracts. WSSI is also the
distributor and underwriter of variable life contracts issued by ReliaStar Life
Insurance Company of New York through ReliaStar Life Insurance Company of New
York Variable Life Separate Account I and of variable annuity contracts issued
by ReliaStar Life Insurance Company of New York through Separate Accounts M, P,
and Q. WSSI also acts as distributor of (i) USLICO Series Fund, which funds
variable life insurance policies of related companies; (ii) variable life
insurance policies and variable annuity contracts issued by the Company's
affiliate, ReliaStar Life Insurance Company; and (iii) variable annuity
contracts issued by the Company's affiliate, Northern Life Insurance Company.

     (b) The directors and officers of WSSI are as follows:



   
<TABLE>
<CAPTION>
NAME                    POSITIONS AND OFFICES WITH WSSI
- ----------------------- ------------------------------------------------------
<S>                     <C>
John H. Flittie         Director and Chairman
Anne W. Dowdle          Director
Michael J. Dubes        Director
James R. Gelder         Director
Wayne R. Huneke         Director
Robert C. Salipante     Director
Jeffrey A. Montgomery   President and Chief Operating Officer
Kenneth S. Cameranesi   Executive Vice President and Chief Operations Officer
Gene Grayson            Vice President-National Sales & Marketing
Susan M. Bergen         Secretary
Margaret B. Wall        Treasurer and Chief Financial Officer
David R. Braun          Assistant Vice President
Karin Callanan          Assistant Vice President
Timothy J. Lyle         Assistant Vice President and Chief Compliance Officer
Loralee A. Renelt       Assistant Secretary
Allen L. Kidd           Assistant Secretary
</TABLE>
    

     The principal business address of each of the foregoing executive officers
is 20 Washington Avenue South, Minneapolis, Minnesota 55401, except for the
following individuals whose principal business addresses are listed after their
respective names: Michael J. Dubes, 1110 3rd Avenue, Seattle, Washington 98101;
James R. Gelder, 20 Security Drive, Avon, Connecticut 06001, Allen L. Kidd, 222
North Arch Road, Richmond, Virginia 23236.

     (c) For the year ended December 31, 1997, WSSI received no fees in
connection with distribution of the Contracts.

                                      C-6
<PAGE>

ITEM 30. LOCATION OF ACCOUNTS AND RECORDS

     The accounts and records of Registrant are located at the offices of
Depositor at 1000 Woodbury Road, Suite 102, Woodbury, New York 11797.


ITEM 31. MANAGEMENT SERVICES

     Not applicable.


ITEM 32. UNDERTAKINGS

     Registrant will file a post-effective amendment to this Registration
Statement as frequently as is necessary to ensure that the audited financial
statements in this Registration Statement are never more than 16 months old for
so long as payments under the Contracts may be accepted.

     Registrant will include either (1) as part of any application to purchase
a Contract offered by the Prospectus, a space that an applicant can check to
request a Statement of Additional Information, or (2) a postcard or similar
written communication affixed to or included in the Prospectus that the
applicant can remove to send for a Statement of Additional Information.

     Registrant will deliver any Statement of Additional Information and any
financial statements required to be made available under this form promptly
upon written or oral request.

     The Depositor and the Registrant rely on a no-action letter issued by the
Division of Investment Management to the American Council of New York Insurance
on November 28, 1988 and represent that the conditions enumerated therein have
been or will be complied with.

   
     The Depositor represents that the fees and charges deducted under the
Contract in the aggregate are reasonable in relation to the services rendered,
the expenses expected to be incurred, and the risks assumed by ReliaStar New
York.
    


                                      C-7

<PAGE>

                                   SIGNATURES

      As required by the Securities Act of 1933 and the Investment Company Act
of 1940, Registrant has caused this Pre-effective Amendment No. 1 to the
Registration Statement to be signed on its behalf, in the City of Minneapolis
and State of Minnesota on this 28th day of December, 1998.

                               ReliaStar Life Insurance Company of New York
                               Variable Annuity Separate Account II
                                           (Registrant)

                               By:  ReliaStar Life Insurance Company of New York
                                           (Depositor)

                               By:      /s/ Robert C. Salipante
                                     ------------------------------------
                                           Robert C. Salipante
                                     Chief Executive Officer and President

      As required by the Securities Act of 1933 and the Investment Company Act
of 1940, Depositor has caused this Pre-effective Amendment No. 1 to the
Registration Statement to be signed on its behalf, in the City of Minneapolis
and State of Minnesota on this 28th day of December, 1998.

                               By:  ReliaStar Life Insurance Company of New York
                                           (Depositor)

                               By:      /s/ Robert C. Salipante          
                                     -------------------------------------
                                           Robert C. Salipante
                                     Chief Executive Officer and President

      As required by the Securities Act of 1933, this Pre-effective Amendment
No. 1 to the Registration Statement has been signed on this 28th day of
December, 1998 by the following directors and officers of Depositor in the
capacities indicated:

/s/         Robert C. Salipante           Chief Executive Officer and President 
- ----------------------------------------
            Robert C. Salipante

/s/         Chris D. Schreier             Treasurer and Controller
- ----------------------------------------
            Chris D. Schreier

<TABLE>
<CAPTION>
<S>                  <C>                 <C>                 <C>
Stephen A. Carb      Wayne R. Huneke     Robert C. Salipante James C. Cochran
R. Michael Conley    Mark S. Jordahl     John G. Turner      James R. Gelder
Richard R. Crowl     Kenneth U. Kuk      Charles B. Updike   Roger D. Roenfeldt
John H. Flittie      James R. Miller     Ross M. Weale       William D. Bonneville
Ambassador Ulrie     Fioravante G.
  Haynes               Perotta
</TABLE>

      Stewart D. Gregg, by signing his name hereto, does hereby sign this
document on behalf of each of the above-named directors and officers of
ReliaStar Life Insurance Company of New York pursuant to powers of attorney duly
executed by such persons.

                                          /s/ Stewart D Gregg           
                                    ----------------------------------
                                    Stewart D. Gregg, Attorney-In-Fact

<PAGE>

                                 EXHIBIT INDEX



   
<TABLE>
<CAPTION>
 EXHIBIT NO.                                          DESCRIPTION
- -------------   --------------------------------------------------------------------------------------
<S>             <C>
  EX-99.3a      Form of General Distributor Agreement between Depositor and Washington Square
                Securities, Inc. ("WSSI").
  EX-99.3b      Forms of agreements between Depositor and broker-dealers with respect to the sale of
                Contracts.
  EX-99.3c      Form of Broker-Dealer Agency Compensation Schedule.
  EX-99.4a      Form of Contract.
  EX-99.4b      Form of Code Section 403(b) Endorsement.
  EX-99.4c      Form of Qualified Plan Endorsement.
  EX-99.4d      Form of Individual Retirement Annuity Endorsement.
  EX-99.4e      Form of Variable Annuity Endorsement.
  EX-99.4f      Form of Roth Individual Retirement Annuity Endorsement.
  EX-99.4g      Form of Death Benefit and Owner Amendment.
  EX-99.4h      Form of Waiver of Surrender Charge Rider.
  EX-99.4i      Form of Partial Waiver of Surrender Charge Rider.
  EX-99.5       Form of Contract Application.
  EX-99.8b      Form of Amendment No. 1 to Participation Agreement by and between Depositor and
                Fred Alger Management, Inc.
  EX-99.8f      Form of Amendment No. 4 to Participation Agreement among Depositor and
                Fidelity's Variable Insurance Products Fund and Fidelity Distributors Corporation.
  EX-99.8i      Form of Amendment No. 4 to Participation Agreement among Depositor and
                Fidelity's Variable Insurance Products Fund II and Fidelity Distributors Corporation.
  EX-99.8m      Form of Amendment No. 1 to Participation Agreement by and between Depositor and
                Janus Aspen Series.
  EX-99.8p      Form of Amendment No. 1 to Participation Agreement by and among Depositor,
                Neuberger Berman Advisers Management Trust, Advisers Managers Trust and NBMI.
  EX-99.8s      Form of Amendment No. 1 to Agreement by and between Depositor and OpCap
                Advisors.
  EX-99.8v      Form of Amendment No. 2 to Participation Agreement among Depositor and Putnam
                Variable Trust and Putnam Mutual Funds Corp.
  EX-99.9       Consent and Opinion of Stewart D. Gregg as to the legality of the securities being
                registered.
  EX-99.10      Independent Auditors' Consent of Deloitte & Touche LLP.
  EX-99.14      Powers of Attorney for R. Michael Conley, Ambassador Ulrie Haynes, Jr., Mark S.
                Jordahl, and James R. Gelder.
</TABLE>
    




                             DISTRIBUTION AGREEMENT

     AGREEMENT made this _______ day of December, 1998, between ReliaStar Life
Insurance Company of New York, a New York corporation, (ReliaStar) on its own
behalf and on behalf of the separate accounts of ReliaStar as set forth in
Exhibit A (Variable Account) and Washington Square Securities, Inc. (WSSI) which
is a member of the National Association of Securities Dealers, Inc. (NASD) and
is registered as a broker-dealer with the Securities and Exchange Commission
pursuant to the Securities Exchange Act of 1934 (the "1934 Act").

     WHEREAS, ReliaStar sells variable life insurance and variable annuity
contracts (Contracts), assets for which are allocated to a Variable Account.
ReliaStar proposes to accept premium payments on existing Contracts and to sell
additional Contracts pursuant to the effectiveness of Registration Statements
relating to the Contracts and Variable Account filed with the Securities and
Exchange Commission pursuant to the Securities Act of 1933, as amended (the
"1933 Act"); and

     WHEREAS, each Variable Account is registered as a unit investment trust
under the Investment Company Act of 1940 (the "1940 Act"); and

     WHEREAS, WSSI is an affiliate of ReliaStar, and ReliaStar desires to retain
WSSI as the General Distributor and Principal Underwriter to distribute and sell
to the public the Contracts issued by ReliaStar and WSSI is willing to render
such services.

     NOW, THEREFORE, in consideration of the mutual promises and covenants
hereinafter set forth, the parties agree as follows:

1.   PRINCIPAL UNDERWRITER.

ReliaStar hereby appoints WSSI, during the term of this Agreement, subject to
the registration requirements of the 1933 Act and the 1940 Act to be the General
Distributor and Principal Underwriter for the sale of Contracts to the public in
each state and other jurisdictions in which the contracts may be lawfully sold.
WSSI shall offer the Contracts for sale and distribution at prices by ReliaStar,
through its own representatives and through other broker dealers contracted
under a Selling Agreement as described in Paragraph 2 of this Agreement.

<PAGE>

2.   SELLING AGREEMENTS.

WSSI is hereby authorized to enter into separate written agreements, on such
terms and conditions as WSSI and ReliaStar determine are not inconsistent with
this Agreement, with other broker-dealers that agree to participate as a
broker-dealer in the distribution of the Contracts and to use their best efforts
to solicit applications for Contracts. Any such broker-dealer (hereinafter
"Broker"), shall be registered as a broker-dealer under the 1934 Act and shall
be a member of the NASD. ReliaStar shall undertake to appoint Broker's qualified
agents or representatives as life insurance agents of ReliaStar, provided that
ReliaStar reserves the right to refuse to appoint any proposed representative or
agent, or once appointed, to terminate such appointment.

3.   SUITABILITY.

ReliaStar desires to ensure that Contracts will be sold to purchasers for whom
the Contract will be suitable. WSSI shall take reasonable steps to ensure that
the registered representatives of WSSI shall not make recommendations to an
applicant to purchase a Contract in the absence of reasonable grounds to believe
the purchase of the Contract is suitable for such applicant, and shall impose
similar obligations upon Brokers.

4.   CONFORMITY WITH REGISTRATION STATEMENT AND APPROVED SALES MATERIALS.

In performing its duties as General Distributor, WSSI will act in conformity
with the Prospectus and with the instructions and directions of ReliaStar, the
requirements of the 1933 Act, the 1940 Act, the 1934 Act, and all other
applicable federal and state laws and regulations. WSSI shall not give any
information nor make any representations, concerning any aspect of the Contract
or of ReliaStar's operations to any persons or entity unless such information or
representations are contained in the Registration Statement and the pertinent
prospectus filed with the Securities and Exchange Commission, or are contained
in sales or promotional literature approved by ReliaStar. WSSI will not use and
will take reasonable steps to ensure by representatives will not use any sales
promotion material and advertising which has not been previously approved by
ReliaStar. WSSI shall impose similar obligations upon Brokers contracted under a
Selling Agreement as described in Paragraph 2 of this Agreement.


                                       2
<PAGE>

5.   APPLICATIONS.

Completed applications for Contracts solicited by WSSI through its agents or
representatives shall be transmitted directly to ReliaStar. All payments under
the Contracts shall be made by check payable to ReliaStar or by other method
acceptable to ReliaStar, and if received by WSSI, shall be held at all times in
a fiduciary capacity and remitted promptly to ReliaStar.

6.   STANDARD OF CARE.

WSSI shall be responsible for exercising reasonable care in carrying out the
provisions of this Agreement.

7.   RECORDS AND REPORTS.

ReliaStar shall maintain and preserve such records as are required of it, WSSI
and the Variable Account, by applicable laws and regulations with regard to the
offer and sale of variable life insurance. The books, accounts, and records of
ReliaStar, the Variable Account and WSSI shall be maintained by ReliaStar so as
to clearly and accurately disclose the nature and details of the transactions.
ReliaStar, the Variable Account and WSSI shall be maintained by ReliaStar so as
to clearly and accurately disclose the nature and details of the transactions.
ReliaStar agrees that it will maintain and preserve all such records in
conformity with the requirements of the 1934 Act, to the extent such
requirements are applicable to variable life insurance. ReliaStar further agrees
that all such records shall be and are maintained and held in conformity with
the 1934 Act and said records are and shall remain at all times available to
WSSI.

8.   COMPENSATION.

ReliaStar shall arrange for the payment of commissions to those Brokers that
sell Contracts under agreements entered into pursuant to Section 2, hereof, and
to wholesalers that solicit brokers to sell Contracts under agreements entered
into pursuant to Section 2, hereof, in amounts as may be agreed to by ReliaStar
and WSSI specified in such written agreements.

9.   INVESTIGATION AND PROCEEDINGS.

WSSI and ReliaStar agree to cooperate fully in any regulatory investigation or
proceeding or judicial proceeding arising in connection with the contracts
distributed under this Agreement. WSSI further agrees to furnish regulatory
authorities with any information or reports in connection with such services
which may be requested in order to ascertain whether the operations of ReliaStar
and the Variable Account are being conducted in a manner consistent with
Applicable laws and regulations. WSSI and ReliaStar further agree to cooperate
fully in any securities regulatory investigation or proceeding with respect to
ReliaStar, WSSI, their affiliates and their agents or representatives to the
extent
                                       3

<PAGE>

that such investigation or proceeding is in connection with Contracts
distributed under this Agreement. Without limiting the foregoing:

     (a)  WSSI will be notified promptly of any customer complaint or notice of
          any regulatory investigation or proceeding or judicial proceeding
          received by ReliaStar with respect to WSSI or any agent or
          representative of a Broker which may affect ReliaStar's issuance of
          any Contract sold under this Agreement; and

     (b)  WSSI will promptly notify ReliaStar of any customer complaint or
          notice of any regulatory investigation or proceeding received by WSSI
          or its affiliates with respect to WSSI or any agent or representative
          a Broker in connection with any Contract distributed under this
          Agreement or any activity in connection with any such Contract.

10.  EMPLOYEES.

WSSI will not employ in any material connection with the handling of the
Variable Accounts assets any person who, to the knowledge of WSSI:

     (a)  in the last 10 years has been convicted of any felony or misdemeanor
          arising out of conduct involving embezzlement, fraudulent conversion,
          or misappropriation of funds or securities, or involving violations of
          Section 1341, 1342, or 1343 of Title 18, United States Code; or

     (b)  within the last 10 years has been found by any state regulatory
          authority to have violated or has acknowledged violation of any
          provision of any state insurance law involving fraud, deceit, or
          knowing misrepresentation; or

     (c)  within the last 10 years has been found by any federal or state
          regulatory authorities to have violated or have acknowledge violation
          of any revision of federal or state securities laws involving fraud,
          deceit, or knowing misrepresentation.


                                       4
<PAGE>

11.  TERMINATION.

This Agreement may be terminated at any reason, for any either party on 60 days'
written notice to the other party, without the payment of any penalty. Upon
termination of this Agreement, all authorizations, rights and obligations shall
cease except the obligation to settle accounts hereunder, including commissions
on purchase payments subsequently received for Contracts in effect at time of
termination, and the agreements contained in Sections 8 and 9 hereof.

12.  ASSIGNMENT.

This agreement is not assignable by either party.

13.  REGULATION.

This agreement shall be subject to the provisions of the 1940 Act and the 1934
Act and the rules, regulations and rulings thereunder, and of the applicable
rules and regulations of the NASD, and applicable state insurance law and other
applicable law, from time to time in effect, and the terms hereof shall be
interpreted and construed in accordance therewith.

14.  NOTICES.

Notices of any kind to be given to WSSI by ReliaStar or the Variable Account
shall be in writing and shall be duly given if mailed, first class postage
prepaid, or delivery to the President of WSSI at 20 Washington Avenue South,
Minneapolis, MN 55401, or at such other address or to such individual as shall
be specified by WSSI. Notices of any kind to be given to ReliaStar or the
Variable Account shall be in writing and shall be duly given if mailed, first
class postage prepaid, or delivered to them at 1000 Woodbury Road, Woodbury,
New York 11797, Attention: Senior Vice President, Individual Insurance Division,
or at such other address or to such individual as shall be specified by
ReliaStar.

15.  SEVERABILITY.

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

16.  GOVERNING LAW.

This Agreement shall be construed and enforced in accordance with and governed
by the laws of the State of New York.

                                       5
<PAGE>

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

                                        RELIASTAR LIFE INSURANCE COMPANY
                                        OF NEW YORK

                                        By:   /s/ Richard R. Crowl
                                             ----------------------------------

                                        Name: Richard R. Crowl

                                        Title: Senior Vice President and 
                                               General Counsel


                                        WASHINGTON SQUARE SECURITIES, INC.

                                        By:   /s/ Timothy J. Lyle
                                             ----------------------------------

                                        Name: Timothy J. Lyle

                                        Title: Assistant Vice President and 
                                               Chief Compliance Officer


                                       6
<PAGE>
                                   EXHIBIT A

                                   CONTRACTS

                                             Form Number of Contract
Name of Variable Account                     Funded by Variable Account
- --------------------------------------       ----------------------------------
ReliaStar Life Insurance Company of          ORD 75-34 and state exceptions
New York Variable Annuity Funds A, B
C

ReliaStar Life Insurance Company of          ORD 75-32 and state exceptions
New York Variable Annuity Funds D, E,
F, G, H, I

ReliaStar Life Insurance Company of          ORD-80-1924 and state
New York Variable Annuity Fund M             exceptions

ReliaStar Life Insurance Company of          B-ORD-1928-90 and state
New York Variable Annuity Funds P &          exceptions
Q

ReliaStar Life Insurance Company of          Level premium policies
New York Variable Life Separate              VL82-1195, VL84-1103, 
Account I                                    VL84-1102; single premium
                                             policy VL84-1101; and state
                                             exceptions

ReliaStar Life Insurance Company of          85-251 and 85-438
New York Variable Life Separate
Account I

ReliaStar Life Insurance Company of          85-499
New York Variable Annuity Separate 
Account II


                                                                   EXHIBIT 99.3B
                     FORM OF BROKER DEALER SELLING AGREEMENT

                                                                             "C"

                              BROKER DEALER AGENCY
                                SELLING AGREEMENT
                             FOR VARIABLE CONTRACTS

      This Agreement is made among the following three parties:

      1.    ReliaStar Life Insurance Company of New York
            1000 Woodbury Road
            Suite 102
            P.O. Box 9004
            Woodbury, New York  11797
            a New York domiciled stock life insurance company (hereinafter
            "Insurer"); and,

      2.    Washington Square Securities, Inc.
            20 Washington Avenue South
            Minneapolis, Minnesota  55401-1900
            an affiliate of Insurer, registered as a broker-dealer with the
            Securities and Exchange Commission ("SEC") and a member of the
            National Association of Securities Dealers, Inc. ("NASD")
            (hereinafter "General Distributor"); and,

      3.    
            ------------------------------

            ------------------------------
                        Street

            ------------------------------
            City        State       ZIP
            registered as a broker-dealer with the SEC and a member of the NASD
            and licensed as an insurance agency (hereinafter "Broker-Dealer").

Recitals:

      Whereas, Broker-Dealer is licensed as an insurance agency in order to
satisfy state insurance law requirements with respect to the sale of variable
insurance products which are registered securities with the SEC.

      Whereas, the parties wish to enter into an agreement for the distribution
of Variable Contracts by Broker-Dealer; and
<PAGE>

      Whereas, Insurer has appointed General Distributor as principal
underwriter and distributor (as those terms are defined by the Investment
Company Act of 1940) of the Variable Contracts and has authorized General
Distributor to enter into selling agreements with registered broker-dealers for
the solicitation and sale of Variable Contracts; and,

      Whereas, Insurer and General Distributor propose to have Broker-Dealer's
registered representatives who are licensed as life insurance/variable contract
agents in appropriate jurisdictions ("Representatives") solicit and sell
Variable Contracts and,

      Whereas, Insurer and General Distributor propose to have Broker-Dealer
provide certain supervisory and administrative services as hereinafter described
with respect to the solicitation and sales of Variable Contracts.

      NOW THEREFORE, in consideration of the premises and the mutual covenants
hereinafter set forth, the parties now agree as follows:


1.    Variable Contracts

            In this Agreement, the words "Variable Contract" shall mean those
      variable life insurance policies and variable annuity contracts identified
      in Section 1 of the Compensation Schedule attached hereto, and as may
      hereafter be amended.

            Insurer may in its sole discretion and without notice to Broker
      Dealer, suspend sales of any Variable Contracts or amend any policies or
      contracts evidencing such Variable Contracts if, in Insurer's opinion,
      such suspension or amendment is: (1) necessary for compliance with
      federal, state, or local laws, regulations, or administrative order(s);
      or, (2) necessary to prevent administrative or financial hardship to
      Insurer. In all other situations, Insurer shall provide 30 days notice to
      Broker Dealer prior to suspending sales of any Variable Contracts or
      amending any policies or contracts evidencing such Variable Contracts.

            Insurer may issue and propose additional or successor products, in
      which event Broker Dealer will be informed of the product and its related
      Commission Schedule. If Broker Dealer does not agree to distribute such
      product (s), it must notify Insurer in writing within 30 days of receipt
      of the Commission Schedule for such product(s). If Broker Dealer does not
      indicate disapproval of the new product(s) or the terms contained in the
      related Commission Schedule, Broker Dealer will be deemed to have thereby
      agreed to distribute such product(s) and agreed to the related Commission
      Schedule which shall be attached to and made a part of this Agreement.


                                       2
<PAGE>

2.    Agency Appointment

      On the effective date, Insurer and General Distributor appoint Broker
      Dealer and Broker Dealer accepts the appointment to solicit sales of and
      to sell Variable Contracts, pursuant to the terms of this Agreement.


3.    Duties of Broker Dealer

      (a) Supervision of Representatives. Broker Dealer shall have full
      responsibility for the training and supervision of all Representatives who
      are engaged directly or indirectly in the offer or sale of the Variable
      Contracts, and all such persons shall be subject to the control of Broker
      Dealer with respect to such persons' securities regulated activities in
      connection with the Variable Contracts. Broker Dealer will cause the
      Representatives to be trained in the sale of the Variable Contracts, will
      cause such Representatives to qualify under applicable federal and state
      laws to engage in the sale of the Variable Contracts; will cause such
      Representatives to be registered representatives of Broker Dealer before
      such Representatives engage in the solicitation of applications for the
      Variable Contracts; and will cause such Representatives to limit
      solicitation of applications for the Variable Contracts to jurisdictions
      where Insurer has authorized such solicitation. Broker Dealer shall cause
      such Representatives' qualifications to be certified to the satisfaction
      of General Distributor and shall notify General Distributor if any
      Representative ceases to be a registered representative of Broker Dealer
      or ceases to maintain the proper licensing required for the sale of the
      Variable Contracts. All parties shall be liable for their own negligence
      and misconduct under this paragraph.

      (b) Representatives Insurance Compliance. Broker Dealer, prior to allowing
      its Representatives to solicit for sales or sell the Variable Contracts,
      shall require such Representatives to be validly insurance licensed,
      registered and appointed by Insurer as a variable contract/life insurance
      agent in accordance with the jurisdictional requirements of the place
      where the solicitations and sales take place as well as the solicited
      person's or entity's place of residence.

            Broker Dealer shall assist Insurer in the appointment of
      Representatives under the applicable insurance laws to sell Variable
      Contracts. Broker Dealer shall fulfill all Insurer requirements in
      conjunction with the submission of licensing/appointment papers for all
      applicants as insurance agents of Insurer. All such licensing/appointment
      papers shall be submitted to Insurer or its designee by Broker Dealer.
      Notwithstanding such submission, Insurer shall have sole discretion to
      appoint, refuse to appoint, discontinue, or terminate the appointment of
      any Representative as an insurance agent of Insurer.



                                       3
<PAGE>

      (c) Compliance with NASD Conduct Rules and Federal and State Securities
      Laws. Broker Dealer shall fully comply with the requirements of the
      National Association of Securities Dealers, Inc., the Securities Exchange
      Act of 1934 and all other applicable federal and state laws. In addition,
      Broker Dealer will establish and maintain such rules and procedures as may
      be necessary to cause diligent supervision of the securities activities of
      the Representatives as required by applicable law or regulation. Upon
      request by General Distributor, Broker Dealer shall furnish such records
      as may be necessary to establish such diligent supervision.

      (d) Notice of Representative's Noncompliance. In the event a
      Representative fails or refuses to submit to supervision of Broker Dealer
      or otherwise fails to meet the rules and standards imposed by Broker
      Dealer on its Representatives, Broker Dealer shall advise General
      Distributor of this fact and shall immediately notify such Representative
      that he or she is no longer authorized to sell the Variable Contracts and
      Broker Dealer shall take whatever additional action may be necessary to
      terminate the sales activities of such Representative relating to such
      contracts and policies.

      (e) Prospectuses, Sales Promotion Material and Advertising. Broker-Dealer
      shall be provided, without any expense to Broker Dealer, with prospectuses
      relating to the Variable Contracts and such other supplementary sales
      material as General Distributor determines is necessary or desirable for
      use in connection with sales of the Variable Contracts.

            No sales promotion materials or any advertising relating to the
      Variable Contracts, including without limitation generic advertising
      material which does not refer to Insurer by name, shall be used by Broker
      Dealer unless the specific item has been approved in writing by General
      Distributor prior to such use.

            In addition, Broker Dealer shall not print, publish or distribute
      any advertisement, circular or any document relating to Insurer unless
      such advertisement, circular or document shall have been approved in
      writing by Insurer prior to such use.

            Upon termination of this Agreement, all prospectuses, sales
      promotion material, advertising, circulars, documents and software
      relating to the sales of Insurer's contracts shall be promptly turned over
      to Insurer free from any claim or retention of rights by the Broker
      Dealer.


                                       4
<PAGE>

            Insurer represents that the prospectus and registration statement
      relating to the Variable Contracts contain no untrue statements of
      material fact or omission to state material fact, the omission of which
      makes any statement contained in the prospectus and registration statement
      misleading. Insurer agrees to indemnify Broker Dealer from and against any
      claims, liabilities and expenses which may be incurred under the
      Securities Act of 1933, the Investment Company Act of 1940, common law or
      otherwise arising out of a breach of the agreement in this paragraph.

            Broker Dealer agrees to hold harmless and indemnify Insurer and
      General Distributor against any and all claims, liabilities and expenses
      which Insurer or General Distributor may incur from liabilities arising
      out of or based upon any alleged or untrue statement other than statements
      contained in the registration statement, prospectus or approved sales
      material of any Variable Contract.

            In accordance with the requirements of the laws of the several
      states, Broker Dealer shall maintain complete records indicating the
      manner and extent of distribution of any such solicitation material, shall
      make such records and files available to staff of Insurer or its
      designated agent in field inspections and shall make such material
      available to personnel of state insurance departments, the NASD or other
      regulatory agencies, including the SEC, which have regulatory authority
      over Insurer or General Distributor. Broker Dealer holds Insurer, General
      Distributor and their affiliates harmless from any liability arising from
      the use of any material which either (a) has not been specifically
      approved by Insurer in writing, or (b) although previously approved, has
      been disapproved, in writing, for further use.

      (f) Securing Applications. All applications for Variable Contracts shall
      be made on application forms supplied by Insurer and all payments
      collected by Broker Dealer or any Representative thereof shall be remitted
      promptly in full, together with such application forms and any other
      required documentation, directly to Insurer at the address indicated on
      such application or to such other address as Insurer may, from
      time-to-time, designate in writing. Broker Dealer shall review all such
      applications for accuracy and completeness. Checks or money orders in
      payment on any such Variable Contract shall be drawn to the order of
      "ReliaStar Life Insurance Company." All applications are subject to
      acceptance or rejection by Insurer at its sole discretion. All records or
      information obtained hereunder by Broker Dealer shall not be disclosed or
      used except as expressly authorized herein, and Broker Dealer will keep
      such records and information confidential, to be disclosed only as
      authorized or if expressly required by federal or state regulatory
      authorities.


                                       5
<PAGE>

      (g) Collection of Purchase Payments. Broker Dealer agrees that all money
      or other consideration tendered with or in respect of any application for
      a Variable Contract and the Variable Contract when issued is the property
      of Insurer and shall be promptly remitted in full to Insurer without
      deduction or offset for any reason, including by way of example but not
      limitation, any deduction or offset for compensation claimed by Broker
      Dealer.

      (h) Policy Delivery. Insurer will transmit Variable Contracts to Broker
      Dealer for delivery to policyowners. Broker Dealer hereby agrees to
      deliver all such Variable Contracts to Policyowners within ten (10) days
      of their receipt by Broker Dealer from Insurer. Broker Dealer agrees to
      indemnify and hold harmless Insurer for any and all losses caused by
      Broker Dealer's failure to perform the undertakings described in this
      paragraph. Broker Dealer hereby authorizes Insurer to set off any amount
      it owes Insurer under this paragraph against any and all amounts otherwise
      payable to Broker Dealer by Insurer.

      (i) Fidelity Bond. Broker Dealer represents that all directors, officers,
      employees and Representatives of Broker Dealer who are licensed pursuant
      to this Agreement as Insurer's agents for state insurance law purposes or
      who have access to funds of Insurer, including but not limited to funds
      submitted with applications for the Variable Contracts, or funds being
      returned to owners, are and shall be covered by a blanket fidelity bond,
      including coverage for larceny and embezzlement, issued by a reputable
      bonding company. This bond shall be maintained by Broker Dealer at Broker
      Dealer's expense. Such bond shall be, at least, of the form, type and
      amount required under the NASD Conduct Rules. Insurer may require
      evidence, satisfactory to it, that such coverage is in force and Broker
      Dealer shall give prompt written notice to Insurer of any notice of
      cancellation or change of coverage.

            Broker Dealer assigns any proceeds received from the fidelity
      bonding company to Insurer to the extent of Insurer's loss due to
      activities covered by the bond. If there is any deficiency amount, whether
      due to a deductible or otherwise, Broker Dealer shall promptly pay Insurer
      such amount on demand and Broker Dealer hereby indemnifies and holds
      harmless Insurer from any such deficiency and from the costs of collection
      thereof (including reasonable attorneys' fees).


                                       6
<PAGE>

4.    Compensation

      (a) Variable Contracts. Insurer, on behalf of General Distributor, shall
      pay a dealer concession to Broker Dealer on all sales of Variable
      Contracts through its Representatives, in accordance with the form of the
      Compensation Schedule attached hereto, which is in effect when purchase
      payment on such Variable Contracts are received by Insurer. Dealer
      concessions will be paid as a percentage of premiums received in cash or
      other legal tender and accepted by Insurer on applications obtained by
      Broker Dealer's Representatives unless otherwise indicated in Compensation
      Schedule A. Upon termination of this Agreement, all compensation payable
      hereunder shall cease; however, Broker Dealer shall continue to be liable
      for any chargebacks or for any other amounts advanced by or otherwise due
      Insurer hereunder.

            Insurer will pay all such Compensation to the Broker Dealer. Broker
      Dealer agrees to hold Insurer and General Distributor harmless from all
      claims of its Representatives for compensation in respect of
      Representative's sales of Variable Contracts.

      (b) Commission Statements. Broker Dealer will be provided with copies of
      its Representatives' commission statements together with Broker Dealer's
      own commission statement for each commission payment period in which
      commissions are payable. Broker Dealer agrees that, except as to clerical
      errors and material undisclosed facts, if any, such statements constitute
      a complete and accurate statement of the commission account unless written
      notice is provided to Insurer within 120 days after the date of the
      statement, which notice specifically sets forth the objections or
      exceptions thereto.

      (c) Compensation Schedules. The initial Compensation Schedule is attached.

            Insurer and General Distributor reserve the right to change, amend,
      or cancel any Compensation Schedule as to business produced after such
      change by mailing notice of such change in the form of a new Compensation
      Schedule to Broker Dealer. Such change shall be effective, unless
      otherwise specified, ten (10) days after the notice is mailed.

      (d) Rights of Rejection and Settlement. Insurer reserves the right to
      reject any and all applications and collections submitted, to discontinue
      writing any form of policy, to take possession of and cancel any policy
      and return the premium or any part of it, and to make any compromise
      settlement in respect of a policy. Broker Dealer will not be entitled to
      receive or retain any compensation on premiums or parts of premiums
      Insurer does not receive and retain because of such rejection,
      discontinuance, cancellation, or compromise settlement. If


                                       7
<PAGE>

      compensation has been paid to which Broker Dealer is not entitled, any
      amount credited will be charged back, and if the account balance is
      insufficient to cover the credited amount, Broker Dealer as applicable
      agrees to promptly repay the credited amount.


5.    Termination

      This Agreement may be terminated, without cause, by any party upon thirty
      (30) days prior written notice; and may be terminated, for failure to
      perform satisfactorily or other cause, by any party immediately; and shall
      be terminated if Broker Dealer ceases to be registered as a broker dealer
      under the Securities Exchange Act of 1934 and a member of the NASD or, if
      Broker Dealer ceases to maintain its insurance agent license(s) in good
      standing in the jurisdictions in which it conducts business.


6.    Arbitration

      Any dispute, claim or controversy arising out of or in connection with
      this Agreement shall be submitted to arbitration pursuant to the NASD's
      arbitration facilities. If the subject matter of the dispute, claim or
      controversy is not within the scope of matters which may arbitrated
      through the NASD arbitration facilities, then such dispute, claim or
      controversy shall, upon the written request of any party, be submitted to
      three arbitrators, one to be chosen by each party, and the third by the
      two so chosen. If either party refuses or neglects to appoint an
      arbitrator within thirty (30) days after the receipt of the written notice
      from the other party requesting it to do so, the requesting party may
      appoint two arbitrators. If the two arbitrators fail to agree in the
      selection of a third arbitrator within thirty (30) days of their
      appointment, each of them shall name two, of whom the other shall decline
      one and the decision shall be made by drawing lots. All arbitrators shall
      be active or retired executive officers of insurance companies not under
      the control of any party to this Agreement. Each party shall submit its
      case to the arbitrators within thirty (30) days of the appointment of the
      third arbitrator. The arbitration shall be held in Minneapolis, Minnesota
      at the times agreed upon by the arbitrators. The decision in writing of
      any two arbitrators, when filed with the parties hereto shall be final and
      binding on both parties. Judgment may be entered upon the final decision
      of the arbitrators in any court having jurisdiction. Each party shall bear
      the expense of its own arbitrator and shall jointly and equally bear with
      the other party the expense of the third arbitrator and of the
      arbitration.




                                       8
<PAGE>

7.    General Provisions

      (a) Additions, Amendments, Modifications & Waivers. This Agreement shall
      not be effective until approved by Insurer and General Distributor.
      Insurer and General Distributor reserve the right to amend this Agreement
      at any time, and the submission of an application for the purchase of a
      Variable Contract by Broker Dealer after notice of any such amendment has
      been sent shall constitute Broker Dealer's agreement to any such
      amendment. No additions, amendments or modifications of this Agreement or
      any waiver of any provision will be valid unless approved, in writing, by
      one of Insurer's duly authorized officers. In addition, no approved waiver
      of any default, or failure of performance by Broker Dealer will affect
      Insurer's or General Distributor's rights with respect to any later
      default or failure of performance.

      (b) Independent Contractor Relationship. This Agreement does not create
      the relationship of employer and employee between the parties to this
      Agreement. Insurer and General Distributor are independent contractors
      with respect to Broker Dealer and its Representatives.

      (c) Assignments. Broker Dealer will not assign or transfer, either wholly
      or partially, this Agreement or any of the benefits accrued or to accrue
      under it, without the written prior consent of a duly authorized officer
      of the Insurer and General Distributor.

      (d) Service of Process. If Broker Dealer receives or is served with any
      notice or other paper concerning any legal action against Insurer or
      General Distributor, Broker Dealer agrees to notify Insurer immediately
      (in any event not later than the first business day after receipt) by
      telephone and further agrees to transmit any papers that are served or
      received by facsimile to (612) 342-7531 and by overnight mail to Insurer's
      Office of General Counsel.

      (e) Severability. It is understood and agreed by the parties to this
      Agreement that if any part, term or provision of this Agreement is held to
      be invalid or in conflict with any law or regulation, the validity of the
      remaining portions or provisions will not be affected, and the parties'
      rights and obligations will be construed and enforced as if this Agreement
      did not contain the particular part, term or provision held to be invalid.

      (f) Governing Law. It is agreed by the parties to this Agreement that the
      Agreement and all of its provisions will be governed by the laws of the
      State of Minnesota.


                                       9
<PAGE>

      (g) Limitations. No party other than Insurer shall have the authority on
      behalf of Insurer to make, alter, or discharge any policy, contract, or
      certificate issued by Insurer, to waive any forfeiture or to grant,
      permit, nor extend the time for making any payments nor to guarantee
      earnings or rates, nor to alter the forms which Insurer may prescribe or
      substitute other forms in place of those prescribed by Insurer, nor to
      enter into any proceeding in a court of law or before a regulatory agency
      in the name of or on behalf of Insurer, nor to open any bank account in
      the full legal name of Insurer, any derivation thereof or any tradename
      thereof.


8.    Territory

            Broker Dealer's territory is limited geographically to those
      jurisdictions in which the Variable Contracts may lawfully be offered,
      provided that Broker Dealer's right to solicit sales of and to sell the
      Variable Contracts in such jurisdictions is not exclusive.


9.    Effective Date

      This Agreement shall be effective ________________, 199__.

IN WITNESS WHEREOF, we set our hands this ____ day of _________________. 199__.


INSURER:                                                                   
                                         BROKER DEALER:
RELIASTAR LIFE INSURANCE                 
COMPANY OF NEW YORK                      _______________________________

By: ______________________________       By:____________________________

Title: ____________________________      Title: __________________________

GENERAL DISTRIBUTOR:                                                    

WASHINGTON SQUARE                                           
SECURITIES, INC.                                                 

By: ______________________________                                 

Title:_____________________________                           


                                       10
<PAGE>

                                                                             "D"

                              BROKER DEALER AGENCY
                                SELLING AGREEMENT
                             FOR VARIABLE CONTRACTS


      This Agreement is made among the following four parties:

      1.    ReliaStar Life Insurance Company of New York
            1000 Woodbury Road
            Suite 102
            P.O. Box 9004
            Woodbury, New York  11797
            a New York domiciled stock life insurance company (hereinafter
            "Insurer"); and,

      2.    Washington Square Securities, Inc.
            20 Washington Avenue South
            Minneapolis, Minnesota  55401-1900
            an affiliate of Insurer, registered as a broker-dealer with the
            Securities and Exchange Commission ("SEC") and a member of the
            National Association of Securities Dealers, Inc. ("NASD")
            (hereinafter "General Distributor"); and,

      3.    
            ------------------------------

            ------------------------------
                        Street

            ------------------------------
            City        State       ZIP
            registered as a broker-dealer with the SEC and a member of the NASD
            (hereinafter "Broker-Dealer"); and,

      4.    
            ------------------------------

            ------------------------------
                        Street

            ------------------------------
            City        State       ZIP
            an affiliate of Broker-Dealer and a licensed insurance agency
            (hereinafter "Agency").


                                       11
<PAGE>

Recitals:

      Whereas, Broker-Dealer has become affiliated with Agency in order to
satisfy state insurance law requirements with respect to the sale of variable
insurance products which are registered securities with the SEC.

      Whereas, the parties wish to enter into an agreement for the distribution
of Variable Contracts by Broker-Dealer and Agency; and

      Whereas, Insurer has appointed General Distributor as principal
underwriter and distributor (as those terms are defined by the Investment
Company Act of 1940) of the Variable Contracts and has authorized General
Distributor to enter into selling agreements with registered broker-dealers for
the solicitation and sale of Variable Contracts; and,

      Whereas, Insurer and General Distributor propose to have Broker-Dealer's
registered representatives who are affiliated with Agency and who are licensed
as life insurance/variable contract agents in appropriate jurisdictions
("Representatives") solicit and sell Variable Contracts; and,

      Whereas, Insurer and General Distributor propose to have Broker-Dealer
provide certain supervisory and administrative services as hereinafter described
with respect to the solicitation and sales of Variable Contracts; and,

      NOW THEREFORE, in consideration of the premises and the mutual covenants
hereinafter set forth, the parties now agree as follows:


1.    Variable Contracts

            In this Agreement, The words "Variable Contract" shall mean those
      variable life insurance policies and variable annuity contracts identified
      in Section 1 of the Compensation Schedule attached hereto, and as may
      hereafter be amended.

            Insurer may in its sole discretion and without notice to Broker
      Dealer, suspend sales of any Variable Contracts or amend any policies or
      contracts evidencing such Variable Contracts if, in Insurer's opinion,
      such suspension or amendment is: (1) necessary for compliance with
      federal, state, or local laws, regulations, or administrative order(s);
      or, (2) necessary to prevent administrative or financial hardship to
      Insurer. In all other situations, Insurer shall provide 30 days notice to
      Broker Dealer prior to suspending sales of any Variable Contracts or
      amending any policies or contracts evidencing such Variable Contracts.



                                       12
<PAGE>

            Insurer may issue and propose additional or successor products, in
      which event Broker Dealer will be informed of the product and its related
      Commission Schedule. If Broker Dealer does not agree to distribute such
      product (s), it must notify Insurer in writing within 30 days of receipt
      of the Commission Schedule for such product(s). If Broker Dealer does not
      indicate disapproval of the new product(s) or the terms contained in the
      related Commission Schedule, Broker Dealer will be deemed to have thereby
      agreed to distribute such product(s) and agreed to the related Commission
      Schedule which shall be attached to and made a part of this Agreement.


2.    Agency Appointments

      On the effective date, Insurer and General Distributor appoint Broker
      Dealer and its affiliated Agency and Broker Dealer and Agency accept the
      appointment to solicit sales of and to sell Variable Contracts only,
      pursuant to the terms of this Agreement.


3.    Duties of Broker Dealer

      (a) Supervision of Representatives. Broker Dealer shall have full
      responsibility for the training and supervision of all Representatives who
      are engaged directly or indirectly in the offer or sale of the Variable
      Contracts, and all such persons shall be subject to the control of Broker
      Dealer with respect to such persons' securities regulated activities in
      connection with the Variable Contracts. Broker Dealer will cause the
      Representatives to be trained in the sale of the Variable Contracts, will
      cause such Representatives to qualify under applicable federal and state
      laws to engage in the sale of the Variable Contracts; will cause such
      Representatives to be registered representatives of Broker Dealer before
      such Representatives engage in the solicitation of applications for the
      Variable Contracts; and will cause such Representatives to limit
      solicitation of applications for the Variable Contracts to jurisdictions
      where Insurer has authorized such solicitation. Broker Dealer shall cause
      such Representatives' qualifications to be certified to the satisfaction
      of General Distributor and shall notify General Distributor if any
      Representative ceases to be a registered representative of Broker Dealer
      or ceases to maintain the proper licensing required for the sale of the
      Variable Contracts. All parties shall be liable for their own negligence
      and misconduct under this paragraph.

      (b) Representatives Insurance Compliance. Broker Dealer, prior to allowing
      its Representatives to solicit for sales or sell the Variable Contracts,
      shall require such representatives to be validly insurance licensed,
      registered and appointed by Insurer as a variable contract agent in
      accordance with the jurisdictional


                                       13
<PAGE>

      requirements of the place where the solicitations and sales take place as
      well as the solicited person's or entity's place of residence.

            Broker Dealer and Agency shall assist Insurer in the appointment of
      Representatives under the applicable insurance laws to sell the Variable
      Contracts. Broker Dealer shall fulfill all Insurer requirements in
      conjunction with the submission of licensing/appointment papers for all
      applicants as insurance agents of Insurer. All such licensing/appointment
      papers shall be submitted to Insurer or its designee by Broker Dealer.
      Notwithstanding such submission, Insurer shall have sole discretion to
      appoint, refuse to appoint, discontinue, or terminate the appointment of
      any Representative as an insurance agent of Insurer.

      (c) Compliance with NASD Conduct Rules and Federal and State Securities
      Laws. Broker Dealer shall fully comply with the requirements of the
      National Association of Securities Dealers, Inc., the Securities Exchange
      Act of 1934 and all other applicable federal and state laws. In addition,
      Broker Dealer will establish and maintain such rules and procedures as may
      be necessary to cause diligent supervision of the securities activities of
      the Representatives as required by applicable law or regulation. Upon
      request by General Distributor, Broker Dealer shall furnish such records
      as may be necessary to establish such diligent supervision.

      (d) Notice of Representative's Noncompliance. In the event a
      Representative fails or refuses to submit to supervision of Broker Dealer
      or otherwise fails to meet the rules and standards imposed by Broker
      Dealer on its Representatives, Broker Dealer shall advise General
      Distributor of this fact and shall immediately notify such Representative
      that he or she is no longer authorized to sell the Variable Contracts and
      Broker Dealer shall take whatever additional action may be necessary to
      terminate the sales activities of such Representative relating to the
      Variable Contracts.

      (e) Prospectuses, Sales Promotion Material and Advertising. Broker-Dealer
      shall be provided, without any expense to Broker Dealer, with prospectuses
      relating to the Variable Contracts and such other supplementary sales
      material as General Distributor determines is necessary or desirable for
      use in connection with sales of the Variable Contracts.

            No sales promotion materials or any advertising relating to the
      Variable Contracts, including without limitation generic advertising
      material which does not refer to Insurer by name, shall be used by Broker
      Dealer or Agency unless the specific item has been approved in writing by
      General Distributor prior to such use.



                                       14
<PAGE>

            In addition, neither Broker Dealer nor Agency shall print, publish
      or distribute any advertisement, circular or any document relating to
      Insurer unless such advertisement, circular or document shall have been
      approved in writing by Insurer prior to such use.

            Upon termination of this Agreement, all prospectuses, sales
      promotion material, advertising, circulars, documents and software
      relating to the sales of the Variable Contracts shall be promptly turned
      over to Insurer free from any claim or retention of rights by the Broker
      Dealer or Agency.

            Insurer represents that the prospectus and registration statement
      relating to the Variable Contracts contain no untrue statements of
      material fact or omission to state material fact, the omission of which
      makes any statement contained in the prospectus and registration statement
      misleading. Insurer agrees to indemnify Broker Dealer from and against any
      claims, liabilities and expenses which may be incurred under the
      Securities Act of 1933, the Investment Company Act of 1940, common law or
      otherwise arising out of a breach of the agreement in this paragraph.

            Broker Dealer and Agency agree to hold harmless and indemnify
      Insurer and General Distributor against any and all claims, liabilities
      and expenses which Insurer or General Distributor may incur from
      liabilities arising out of or based upon any alleged or untrue statement
      other than statements contained in the registration statement, prospectus
      or approved sales material of any Variable Contract.

            In accordance with the requirements of the laws of the several
      states, Broker Dealer and Agency shall maintain complete records
      indicating the manner and extent of distribution of any such solicitation
      material, shall make such records and files available to staff of Insurer
      or its designated agent in field inspections and shall make such material
      available to personnel of state insurance departments, the NASD or other
      regulatory agencies, including the SEC, which have regulatory authority
      over Insurer or General Distributor. Broker Dealer and Agency, jointly and
      severally hold Insurer, General Distributor and their affiliates harmless
      from any liability arising from the use of any material which either (a)
      has not been specifically approved in writing, or (b) although previously
      approved, has been disapproved, in writing, for further use.

      (f) Securing Applications. All applications for Variable Contracts shall
      be made on application forms supplied by Insurer and all payments
      collected by Broker Dealer or any Representative thereof shall be remitted
      promptly in full, together with such application forms and any other
      required documentation, directly to Insurer at the address indicated on
      such application or to such other address as Insurer may, from
      time-to-time, designate in writing. Broker Dealer shall review all such
      applications for accuracy and completeness. Checks or


                                       15
<PAGE>

      money orders in payment on any such Variable Contract shall be drawn to
      the order of "ReliaStar Life Insurance Company." All applications are
      subject to acceptance or rejection by Insurer at its sole discretion. All
      records or information obtained hereunder by Broker Dealer shall not be
      disclosed or used except as expressly authorized herein, and Broker Dealer
      will keep such records and information confidential, to be disclosed only
      as authorized or if expressly required by federal or state regulatory
      authorities.

      (g) Collection of Purchase Payments. Broker Dealer agrees that all money
      or other consideration tendered with or in respect of any application for
      a Variable Contract and the Variable Contract when issued is the property
      of Insurer and shall be promptly remitted in full to Insurer without
      deduction or offset for any reason, including by way of example but not
      limitation, any deduction or offset for compensation claimed by Broker
      Dealer.

      (h) Policy Delivery. Insurer will transmit Variable Contracts to Broker
      Dealer for delivery to Policyowners. Broker Dealer hereby agrees to
      deliver all such Variable Contracts to Policyowners within ten (10) days
      of their receipt by Broker Dealer from Insurer. Broker Dealer agrees to
      indemnify and hold harmless Insurer for any and all losses caused by
      Broker Dealer's failure to perform the undertakings described in this
      paragraph. Broker Dealer hereby authorizes Insurer to set off any amount
      it owes Insurer under this paragraph against any and all amounts otherwise
      payable to Broker Dealer by Insurer.

      (i) Fidelity Bond. Broker Dealer represents that all directors, officers,
      employees and Representatives of Broker Dealer who are licensed pursuant
      to this Agreement as Insurer's agents for state insurance law purposes or
      who have access to funds of Insurer, including but not limited to funds
      submitted with applications for the Variable Contracts or funds being
      returned to owners, are and shall be covered by a blanket fidelity bond,
      including coverage for larceny and embezzlement, issued by a reputable
      bonding company. This bond shall be maintained by Broker Dealer at Broker
      Dealer's expense. Such bond shall be, at least, of the form, type and
      amount required under the NASD Conduct Rules. Insurer may require
      evidence, satisfactory to it, that such coverage is in force and Broker
      Dealer shall give prompt written notice to Insurer of any notice of
      cancellation or change of coverage.

            Broker Dealer assigns any proceeds received from the fidelity
      bonding company to Insurer to the extent of Insurer's loss due to
      activities covered by the bond. If there is any deficiency amount, whether
      due to a deductible or otherwise, Broker Dealer shall promptly pay Insurer
      such amount on demand and Broker Dealer hereby indemnifies and holds
      harmless Insurer from any such deficiency and from the costs of collection
      thereof (including reasonable attorneys' fees).


                                       16
<PAGE>

4.    Compensation

      (a) Variable Contracts. Insurer, on behalf of General Distributor, shall
      pay a dealer concession to Broker Dealer on all sales of Variable
      Contracts through such Representatives, in accordance with the form of the
      Compensation Schedule attached hereto, which is in effect when purchase
      payment on such Variable Contracts are received by Insurer. Dealer
      concessions will be paid as a percentage of premiums received in cash or
      other legal tender and accepted by Insurer on applications obtained by
      Broker Dealer's Representatives unless otherwise indicated in Compensation
      Schedule A. Upon termination of this Agreement, all compensation payable
      hereunder shall cease; however, Broker Dealer shall continue to be liable
      for any chargebacks or for any other amounts advanced by or otherwise due
      Insurer hereunder.

            Insurer will pay all such Compensation to and in the name of Broker
      Dealer or its affiliated Agency. Broker Dealer agrees to hold Insurer and
      General Distributor harmless from all claims of its Representatives for
      compensation in respect of such Representative's sales of Variable
      Contracts.

      (b) Commission Statements. Broker Dealer will be provided with copies of
      its Representatives' commission statements together with Broker Dealer's
      own commission statements for each commission payment period in which
      commissions are payable. Broker Dealer agrees that, except as to clerical
      errors and material undisclosed facts, if any, such statements constitutes
      a complete and accurate statement of the commission account unless written
      notice is provided to Insurer within 120 days after the date of the
      statement, which notice specifically sets forth the objections or
      exceptions thereto.

      (c) Compensation Schedules. The initial Compensation Schedule is attached.

            Insurer and General Distributor reserve the right to change, amend,
      or cancel any Compensation Schedule as to business produced after such
      change by mailing notice of such change in the form of a new Compensation
      Schedule to Broker Dealer. Such change shall be effective, unless
      otherwise specified, ten (10) days after the notice is mailed.

      (d) Rights of Rejection and Settlement. Insurer reserves the right to
      reject any and all applications and collections submitted, to discontinue
      writing any form of policy, to take possession of and cancel any policy
      and return the premium or any part of it, and to make any compromise
      settlement in respect of a policy. Broker Dealer will not be entitled to
      receive or retain any compensation on premiums or parts of premiums
      Insurer does not receive and retain because of such rejection,
      discontinuance, cancellation, or compromise settlement. If compensation
      has been paid to which Broker Dealer is not entitled, any amount


                                       17
<PAGE>

      credited will be charged back, and if the account balance is insufficient
      to cover the credited amount, Broker Dealer as applicable agrees to
      promptly repay the credited amount.


5.    Termination

      This Agreement may be terminated, without cause, by any party upon thirty
      (30) days prior written notice; and may be terminated, for failure to
      perform satisfactorily or other cause, by any party immediately; and shall
      be terminated if Broker Dealer ceases to be registered as a broker dealer
      under the Securities Exchange Act of 1934 and a member of the NASD or, if
      Agency ceases to maintain its insurance agent license(s) in good standing
      in the jurisdictions in which it conducts business.


6.    Arbitration

      Any dispute, claim or controversy arising out of or in connection with
      this Agreement shall be submitted to arbitration pursuant to the NASD's
      arbitration facilities. If the subject matter of the dispute, claim or
      controversy is not within the scope of matters which may arbitrated
      through the NASD arbitration facilities, then such dispute, claim or
      controversy shall, upon the written request of any party, be submitted to
      three arbitrators, one to be chosen by each party, and the third by the
      two so chosen. If either party refuses or neglects to appoint an
      arbitrator within thirty (30) days after the receipt of the written notice
      from the other party requesting it to do so, the requesting party may
      appoint two arbitrators. If the two arbitrators fail to agree in the
      selection of a third arbitrator within thirty (30) days of their
      appointment, each of them shall name two, of whom the other shall decline
      one and the decision shall be made by drawing lots. All arbitrators shall
      be active or retired executive officers of insurance companies not under
      the control of any party to this Agreement. Each party shall submit its
      case to the arbitrators within thirty (30) days of the appointment of the
      third arbitrator. The arbitration shall be held in Minneapolis, Minnesota
      at the times agreed upon by the arbitrators. The decision in writing of
      any two arbitrators, when filed with the parties hereto shall be final and
      binding on both parties. Judgment may be entered upon the final decision
      of the arbitrators in any court having jurisdiction. Each party shall bear
      the expense of its own arbitrator and shall jointly and equally bear with
      the other party the expense of the third arbitrator and of the
      arbitration.


                                       18
<PAGE>

7.    General Provisions

      (a) Additions, Amendments, Modifications & Waivers. This Agreement shall
      not be effective until approved by Insurer and General Distributor.
      Insurer and General Distributor reserve the right to amend this Agreement
      at any time, and the submission of an application for the purchase of a
      Variable Contract by either Broker Dealer or Agency after notice of any
      such amendment has been sent shall constitute Broker Dealer's or Agency's,
      as applicable, agreement to any such amendment. No additions, amendments
      or modifications of this Agreement or any waiver of any provision will be
      valid unless approved, in writing, by one of Insurer's duly authorized
      officers. In addition, no approved waiver of any default, or failure of
      performance by Broker Dealer or Agency will affect Insurer's or General
      Distributor's rights with respect to any later default or failure of
      performance.

      (b) Independent Contractor Relationship. This Agreement does not create
      the relationship of employer and employee between the parties to this
      Agreement. Insurer and General Distributor are independent contractors
      with respect to Broker Dealer, its Representatives, Agency and its Agents.

      (c) Assignments. Neither Broker Dealer nor Agency will assign or transfer,
      either wholly or partially, this Agreement or any of the benefits accrued
      or to accrue under it, without the written prior consent of a duly
      authorized officer of the Insurer and General Distributor.

      (d) Service of Process. If Broker Dealer or Agency receives or is served
      with any notice or other paper concerning any legal action against Insurer
      or General Distributor, Broker Dealer or Agency agrees to notify Insurer
      immediately (in any event not later than the first business day after
      receipt) by telephone and transmit any papers that are served or received
      by facsimile to (612) 342-7531 and by overnight mail to Insurer's Office
      of General Counsel.

      (e) Severability. It is understood and agreed by the parties to this
      Agreement that if any part, term or provision of this Agreement is held to
      be invalid or in conflict with any law or regulation, the validity of the
      remaining portions or provisions will not be affected, and the parties'
      rights and obligations will be construed and enforced as if this Agreement
      did not contain the particular part, term or provision held to be invalid.

      (f) Governing Law. It is agreed by the parties to this Agreement that the
      Agreement and all of its provisions will be governed by the laws of the
      State of Minnesota.



                                       19
<PAGE>

      (g) Limitations. No party other than Insurer shall have the authority on
      behalf of Insurer to make, alter, or discharge any policy, contract, or
      certificate issued by insurer, to waive any forfeiture or to grant,
      permit, nor extend the time for making any payments nor to guarantee
      earnings or rates, nor to alter the forms which Insurer may prescribe or
      substitute other forms in place of those prescribed by Insurer, nor to
      enter into any proceeding in a court of law or before a regulatory agency
      in the name of or on behalf of Insurer, nor to open any bank account in
      the full legal name of Insurer, any derivation thereof or any tradename
      thereof.


8.    Territory

            Broker Dealer's territory is limited geographically to those
      jurisdictions in which the Variable Contracts may lawfully be offered,
      provided that Broker Dealer's right to solicit sales of and to sell the
      Variable Contracts in such jurisdictions is not exclusive.


9.    Effective Date

      This Agreement shall be effective ________________, 199__.

IN WITNESS WHEREOF, we set our hands this ____ day of _________________. 199__.


INSURER:                                                                    
                                         BROKER DEALER:
RELIASTAR LIFE INSURANCE                 
COMPANY OF NEW YORK                      _______________________________

By: ______________________________       By:____________________________

Title: ____________________________      Title: __________________________

GENERAL DISTRIBUTOR:                                                     
                                         AGENCY:
WASHINGTON SQUARE                        
SECURITIES, INC.                         __________________________________

By: ______________________________       By: ______________________________

Title:_____________________________      Title: _____________________________


                                       20


                                   SCHEDULE A


                    BROKER DEALER AGENCY COMPENSATION SCHEDULE
                   FOR RELIASTAR INSURANCE COMPANY OF NEW YORK
                               VARIABLE CONTRACTS

                         EFFECTIVE _____________________


                                        I


This Compensation Schedule shall be used to determine compensation payable to
the Broker Dealer under the Broker Dealer Agency Selling Agreement for Variable
Contracts through Broker Dealer from the Effective Date of this Schedule until
it is suspended, canceled, changed or replaced.

This Schedule is applicable to the following Variable Contracts:

1.    Flexible Premium Variable Life Insurance Policy 85-251 (Select*Life NY)

Broker Dealer shall be paid a total dealer concession according to the following
schedule:

                                                    Issue Ages 0 - 75
                                                    -----------------
                 1st Year                                99.00%
                 Excess Premium (1st Year)                1.50%
                 Renewal Commissions                      1.50%
                 Asset Based(1)                            .60%

(1) Asset Based commissions, per policy, are based on the average of the twelve
monthly Accumulation Values (net of loaned accumulation values) measured at the
end of the Policy Month. The Asset Based Commissions are payable at the end of
each Policy Year when that average is greater than or equal to $5,000.00. It
will be paid concurrently with the first pay period immediately following the
Policy Anniversary.

2.    Survivorship Flexible Premium Variable Life Insurance Policy 85-438
      (SVUL NY)

Broker-Dealer shall be paid a total dealer concession according to the following
schedule:


<PAGE>


                                                    Issue Ages 20 - 85
                                                    ------------------
                 1st Year(2)                             81.00%
                 Excess Premium (1st Year)                3.60%
                 Basic Renewal Commissions                2.00%
                 Lifetime Renewal Commissions             0.00%
                 Asset Based(3)                           0.10%

(2) A portion of the 1st Year dealer concession paid on the SVUL NY may be
charged back on any policy that lapses before the end of the third policy year.

(3) Asset Based commissions, per policy, are based on the average of the twelve
monthly Accumulation Values (net of loaned accumulation values) measured at the
end of the Policy Month. The Asset Based Commissions are payable at the end of
each Policy Year when that average is greater than or equal to $5,000.00. It
will be paid concurrently with the first pay period immediately following the
Policy Anniversary.

3.    Flexible Purchase Payment Variable Annuity Contract 85-499
      (Select*Annuity NY)

Broker-Dealer shall be paid a total dealer concession according to the following
schedule:

ReliaStar has five commission schedules on Select*Annuity NY. Schedule A pays
all commissions as a percentage of premiums paid. Representatives may select on
a policy by policy basis which commission schedule they desire by marking on the
application. If the representative does not select an option, commissions will
default to Schedule A, full front end commissions.


      Commission Schedule A:

      Total Cumulative(4)        Ages 0-75 Dealer       Ages 76-85 Dealer
      Premium From Issue            Concession              Concession
      ------------------            ----------              ----------
      $     0 -  4,999                 4.0%                    2.4%
      $ 5,000 -  9,999                 5.0%                    3.0%
      $10,000 - 49,999                 6.5%                    3.9%
      $50,000 and up                   6.75%                   4.1%


<PAGE>

      Commission Schedule B:

      Total Cumulative(4)        Ages 0-75 Dealer       Ages 76-85 Dealer
      Premium From Issue            Concession              Concession
      ------------------            ----------              ----------
      $     0 - 4,999                  3.0%                     1.4%
      $ 5,000 - 9,999                  4.0%                     2.0%
      $10,000 +                        5.0%                     2.6%

                  Annual Dealer Concession Trail
      Year        (as a % of Contract Value)(5)
      ----        -----------------------------
        1                     .00%
        2-6                   .20%
        7+                    .40%

Commission Schedule C ($10,000 and up):

      Total Cumulative(4)        Ages 0-75 Dealer       Ages 76-85 Dealer
      Premium From Issue            Concession              Concession
      ------------------            ----------              ----------
      calendar year 1                 3.25%                   2.00%
      calendar year 2-6               1.25%                   1.00
      calendar year 7+                0                       0

                  Annual Dealer Concession Trail
      Year        (as a % of Contract Value)(5)
      ----        -----------------------------
        1                     .00%
        2-6                   .20%
        7+                   1.00%


Commission Schedule D ($10,000 and up):

      Ages 0-75 Dealer        Ages 76-85 Dealer
          Concession              Concession
          ----------              ----------
            3.25%                    2.0%

                  Annual Dealer Concession Trail
                  (as a % of Contract Value)(5)
                  -----------------------------
                        .50% all years 2+

<PAGE>

Commission Schedule E:  ($10,000 and up):

       Ages 0-75 Dealer        Ages 76-85 Dealer
          Concession               Concession
          ----------               ----------
             2.00%                    1.00%

                  Annual Dealer Concession Trail
                   (as a % of Contract Value)(5)
                   -----------------------------
                        .75% all years 2+


(4) First premium that brings Cumulative Premium into the next tier will receive
the next tier's rate. Commissions paid on earlier premiums will not be adjusted.

(5) Trail commissions will be calculated at the end of each calendar quarter
based on the Contract Value at the time. To be eligible, the contract must have
completed the 15th Contract Month and Commission Schedule B, C, D or E must have
been selected on the application. The trail commission will be paid for eligible
contracts within the next two pay periods immediately following the end of the
calendar quarter. Contract Months and Contract Years are measured form the
Contract Issue Date.


                                       II


                  GENERAL RULES PERTAINING TO VARIABLE CONTRACTS

1.    Change of Dealer Authorization. No compensation of any kind shall be
      payable in respect of Variable Contracts following Insurer's or General
      Distributor's receipt of a change of dealer authorization applicable to
      such Variable contract.

2.    Change in Representative's Status. Broker Dealer agrees that in the event
      a Representative ceases to be an associated person of Broker Dealer or
      ceases to be validly licensed or registered, Broker Dealer shall not
      receive any compensation based on any Variable Contract, its values or on
      premiums or purchase payments thereafter received by ReliaStar Insurance
      Company of New York and/or WSSI from such former Representative's
      customers. Provided, however, if within 60 days after such Representative
      ceases to be a representative of Broker Dealer, Broker Dealer designates
      another registered representative of Broker Dealer to service the former
      Representative's business, the compensation not paid shall be payable to
      Broker Dealer. If an assigned Representative's replacement is not
      designated within such 60 day period, Broker Dealer may not thereafter
      designate a replacement Representative for such Variable contracts and
      shall not be entitled to such compensation.

<PAGE>

3.    Exclusive Compensation. Broker Dealer agrees that no compensation of any
      kind other than as described herein is payable by Insurer or General
      Distributor in respect of Broker Dealer's sales of Variable Contracts.

4.    Vesting. First year commissions and Basic Renewal commissions in respect
      of Variable Contracts issued after the effective date and prior to the
      termination date of Broker Dealer's appointment are vested in Broker
      Dealer and will be paid to Broker Dealer as and when the related premium
      is received by the issuer and applied to the Variable Contract issued, and
      provided, however, that no First Year commissions or Basic Renewal
      Commissions (Policy years 2 through 10), including those on cost of living
      or any other policy increases, will be paid after Broker Dealer's
      appointment has been terminated for more than ten years.

5.    Replacement Business. If any policy is issued to replace a policy
      previously issued by Insurer or an affiliate, commissions will accrue only
      if and to the extent that Insurer's established practices provide for
      commissions on such replacements.

6.    Commissions. Commissions shall accrue on Variable Contracts issued as and
      when premiums are received by Insurer and applied as premiums due or
      payable on such policies, except as Insurer's practices may otherwise
      provide.

7.    Charge-backs. In any case, where Insurer has credited a commission to
      Broker Dealer on the basis of a premium on a Variable Contract issued and
      the premium is returned to the purchaser Insurer will charge back such
      commissions.

8.    Additional Benefits and Riders. Commissions will be credited based on
      premiums for additional benefits (for example, waiver of premium and term
      riders) added at issue of a policy at the same rate as applied to the base
      policy premium.



FLEXIBLE PURCHASE PAYMENT INDIVIDUAL DEFERRED RETIREMENT ANNUITY

Variable and/or Fixed Accumulation

Variable and/or Fixed Dollar Annuity Payments

Non-Participating

Notice

Annuity payments and accumulation values provided by this contract, when based
on the investment experience of the variable account, are variable and are not
guaranteed as to dollar amount. So that the dollar amount of variable annuity
payments will not decrease, the assets of the Variable Account must earn an
annual net rate of investment return of 4%. This is equal to a 5.4% gross
investment return less the Maturity Risk Premium, Expense Risk Charge, and
Administrative Charge totaling 1.4%.

Right to Return Contract

Please read this contract carefully. If you do not want it, you may return it to
us or your agent within 10 days after you receive it and ask us to cancel it. As
soon as you return it, we will consider it void from the start and refund the
Contract Value as of the next Valuation Date after receiving your request.
However, if applicable law so requires, the full amount of any Purchase Payments
we receive will be refunded.

Index

Age and Sex                                 11
Annuitant                                    A
Annuity Benefits                            13
Annuity Forms                               15
Claims                                      17
Contract Data Page                           A
Contract Owner and Beneficiary              11
Death Benefit                               10
Definitions                                2-4
Fixed Account                                4
Fixed Annuity Payments                      13
General Provisions                          11
Purchase Payments                            4
Surrenders                                   8
Termination                                 12
Transfers                                    8
Variable Account                             4
Variable Annuity Payments                   14
<PAGE>

Additional benefits, if any, are listed on the Contract Data Page and follow
page 2. Additional restrictions, if any, follow page 2.

[logo]

ReliaStar Life Insurance Company of New York
1000 Woodbury Road, Suite 102
P.O. Box 9004
Woodbury, New York 11797

ReliaStar Life Insurance Company of New York (we, us, our) will make payments to
the Annuitant starting on the Annuity Commencement Date as stated in this
Contract. We will pay the Death Benefit if an Owner dies before the Annuity
Commencement Date.

We issue this Contract in consideration of the Application and the Purchase
Payments we receive.

Executed at our Home Office

Robert C. Salipante   President
/s/ Robert C. Salipante

Susan M. Bergen   Secretary
/s/ Susan M. Bergen

Page 1

The Contract

Read this contract carefully. This contract states, in detail, all of the rights
and obligations of both you and us. The entire contract is:

This contract.

Plus all applications, rider, endorsements and amendments at the time of issue.

Plus all applications, riders, endorsements, amendments and Contract Data Pages
agreed upon later.

Changes

Contract changes must be in writing and signed by our President or Secretary, or
one of our Vice Presidents or Assistant Secretaries. No other agent or person
may alter or change the terms or conditions of this Contract.


<PAGE>

Definitions

Annuitant

The person you name to receive annuity payment and whose life determines the
annuity benefits payable. The Annuitant is shown on the Contract Data Page.

Annuity Commencement Date

The date on which the annuity payments begin. The Annuity Commencement Date is
as shown on the Contract Data Page unless changed as provided by this Contract.

Beneficiary

The person(s) you name to receive:

1.
The Death Benefit if you die before the Annuity Commencement Date and a Death
Benefit is payable under the terms of this contract.

2.
The balance of the annuity payments, if any, under the Annuity Form in effect at
the Annuitant's death.

Code

The Internal Revenue Code of 1986, as amended.

Contract Anniversary

The same day and month as the Issue Date each year that this Contract remains in
force.

Contract Value

The sum of the Variable Account Contract Value plus the Fixed Account Contract
Value on a Valuation Date.

Contract Year

Each 12 month period starting with the Issue Date and each Contract Anniversary
after that.

Death Benefit Valuation Date

The Death Benefit Valuation Date is the Valuation Date next following the date
we receive:


<PAGE>

1.
Proof of death; and,

2.
A written request from the Beneficiary for a single sum payment or an Annuity
Form permitted by Section 72(s) of the Code which we approve.

Page 2

- --------------------------------------------------------------------------------
Contract Data Page                                               Date
Printed
Contract Number         1234567890                               
       JANUARY 30, 1998
Contract Information:     Owner:  John Doe
                          Annuitant:  John Doe
                          Age of Annuitant:  35
                          Sex of Annuitant:  Male
- --------------------------------------------------------------------------------
                          Issue Date:  JANUARY 19, 1998
                          Initial Purchase Payment:  $175,000
                          Annuity Commencement Date:  OCTOBER 31, 2037
- --------------------------------------------------------------------------------

Purchase Payments
                  Minimum Initial Purchase Payment Non-qualified   $5,000
                                                        Qualified         $2,000
                  Minimum Subsequent Payment            Non-qualified     $  500
                                                        Qualified         $  200

                  Purchase payments are allocated to the fixed Account and the
                  Variable Account as shown below unless changed as provided in
                  this Contract.

                  Purchase payments allocated to the Variable Account are used
                  by the Sub-Accounts to purchase at net asset value, shares of
                  the following Mutual Funds:
<TABLE>
<CAPTION>
<S>     <C>   
Mutual Funds                   Abbreviation       Initial      Mutual Funds                  Abbreviation    Initial
                                                Allocation                                                  Allocation

Fixed Account                      SFA             0.0         Neuberger&Berman                  
                                                                 Advisers Management             
The Alger American Fund                                          Trust                           
Growth Portfolio                   AGR             0.0         Limited Maturity Bond             
Midcap Growth Portfolio            AMG             0.0           Portfolio                        NLM          0.0
Small Capitalization Portfolio     ASC             0.0         Partners Portfolio                 NPP          0.0
                                                               Socially Responsive Portfolio      NSR          0.0
Fidelity Variable Insurance                                                                                          
Products Fund (VIP)                                            Northstar Galaxy Trust           
VIP Equity Income Portfolio        FEI            20.0         Growth + Value Portfolio           NGF          0.0
VIP Growth Portfolio               FGP            20.0         High Yield Bond Portfolio          NHY          0.0
VIP High Income Portfolio          FHI             0.0         Emerging Growth Portfolio          NIG          0.0
VIP Money Market Portfolio         FMM             0.0         International Value Portfolio      NIV          0.0
<PAGE>

Fidelity Variable Insurance                                    OCC Accumulation Trust                                  
Products Fund II (VIP II)                                      Equity Portfolio                   OEP          0.0
VIP II Contrafund Portfolio        FCF             0.0         Global Equity Portfolio            OGE          0.0
VIP II Index 500 Portfolio         FIN            20.00        Managed Portfolio                  OMP          0.0
VIP II Investment Grade Bond                                   Small Cap Portfolio                OSC          0.0    
  Portfolio                        FIG             0.0         
                                                               Putnam Variable Trust             
Janus Aspen Series                                             Putnam VT Growth & Income                       
Aggressive Growth Portfolio        JAG             0.0           Fund                             PGI         20.00
Growth Portfolio                   JGP             0.0         Putnam VT Voyager Income                               
International Growth Portfolio     JIG             0.0           Fund                             PVY         20.00   
Worldwide Growth Portfolio         JWG             0.0                                           

            Total Allocation                                                                                  100%
- -------------------------------------------------------------------------------------------------------------------
</TABLE>
Fixed Account Initial Interest Rate
This rate is guaranteed until the end of the current calendar year for all
purchase payments and transfers credited to the Fixed Account while this rate
and guarantees are in effect.
Form Numbers: [
]

Page A


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


Surrenders



                            TABLE OF SURRENDER CHARGES

        Contract Year of total/partial                       Surrender Charge
           surrender minus Contract                          as percentage of
           Year of Purchase Payment                        each Purchase Payment
                     0-1                                            6%
                     2-3                                            5%
                     4-5                                            4%
                  6 & later                                         0%

Percentage of Free Surrender:                                       10%
Minimum Amount of Partial Surrender:                              $500.00
Maximum Amount of a Partial Surrender:                       The Contract Value
                                                             cannot fall below
                                                                  $1,000

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

Other Charges (Annual Basis)

            Mortality Risk Premium:            .85% of the daily net asset value

            Expense Risk Premium:              .40% of the daily net asset value
<PAGE>

            Administration Charge:             .15% of the daily net asset value

            Annual Contract Charge:            $30

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

Amount of Death Benefit

                                              Consecutive six year anniversary
            Specified Contract Anniversary:   dates measured from the Issue Date

Page B


Definitions (CONTINUED)

Fixed Account

An account under this Contract that guarantees both principal and interest.
Fixed Account Contract Values are held in our General Account which is composed
of all our assets other than those in our Separate Accounts. We have complete
ownership and control of the assets in the General Account.

Owner (You, Your)

The person(s) named on the Contract Data Page to hold this Contract and to
exercise all rights and privileges under it. This Contract may be owned by one,
but no more than two, natural person(s) only, except when it is held under a
retirement plan described in Section 401(a) or 403(a), or a program described in
Section 403(b) of the Code. The Annuitant owns this Contract unless another
owner is named as provided for in this Contract. You may change the Owner of
this Contract by sending us written notice.

Sub-Account

A subdivision of the Variable Account. Each Sub-Account's assets are invested
exclusively in one of the investment funds we make available for investment
under this Contract. The Sub-Accounts available on the Issue Date, and the
percentage of Purchase Payments you have allocated to each Sub-Account is shown
on the Contract Data Page.

Sub-Account Accumulation Unit

A unit of measure used to determine the Variable Account Contract Value before
annuity payments start.

Successor Beneficiary
<PAGE>

The person you name to become the Beneficiary if the Beneficiary dies.

Valuation Date

The close of the market each day that the New York Stock Exchange is open for
trading and trading has not been suspended by the Securities and Exchange
Commission.

Valuation Period

The period of time between a Valuation Date and the next Valuation Date.

Variable Account

A separate investment account of ours which has been established under the State
of New York insurance laws and is divided into Sub-Accounts. Any change in the
investment policy of the Variable Account must be approved by the Superintendent
of Insurance of the State of New York.

Variable Annuity

A series of periodic payments to the Annuitant which will vary in amount based
on the investment performance of the Variable Account Sub-Accounts under this
Contract.

Variable Annuity Unit

A unit of measure used to determine the amount of an annuity payment after the
first annuity payment under a Variable Annuity.

3

Definitions (CONTINUED)

We, Us, Our

ReliaStar Life Insurance Company of New York.

Written, In Writing

A written request or notice, signed and dated, and received at an address
designated by us. The form and content of the request must be acceptable to us.

Purchase Payments

Purchase Payments


<PAGE>

You may make Purchase Payments any time before the Annuity Commencement Date
while the Contract is inforce. Purchase Payments must equal at least the
applicable minimum Purchase Payment as shown on the Contract Data Page. We may
choose not to accept an additional Purchase Payment if it is less than the
minimum, or if the additional Purchase Payment plus the Contract Value at the
next Valuation Date exceeds $1,000,000.

Allocation of Purchase Payments

You specified the initial allocation of Purchase Payments on your application
for this Contract. Your allocation is shown on the Contract Data Page. The
percentage allocation between the accounts may be changed at any time by written
notice. Changes in allocations of Sub-Account funds are subject to any
limitations imposed by such funds. The only fee for such changes will be the
charges, if any, imposed by the investments funds. Changes in the allocation
will not be effective until the date we receive your notice and will only affect
 Purchase Payments we receive after that date. The allocation may be 100% to any
account or may be divided between the accounts in whole percentage points
totaling 100%.

Fixed Account

Purchase Payments will be allocated to the Fixed Account in the whole
percentages you have specified. We credit interest to the Fixed Account Contract
Value at rates we determine from time to time. We will never credit less than 3%
per year. The Fixed Account Interest Rate applicable to the initial purchase
payment is shown on the Contract Data Page and is guaranteed until December 31
next following receipt of the initial Purchase Payment.

Fixed Account Contract Value

The Fixed Account Contract Value on any Valuation Date is:

1.
The sum of your Purchase Payments allocated to the Fixed Account.

2.
Plus any transfers from the Variable Account.

3.
Plus interest credited as specified above.

4.

<PAGE>

Minus any partial surrenders, Surrender Charges, and Annual Contract Charges
applicable to the Fixed Account.

5.
Minus any transfers to the Variable Account.

Variable Account

The Variable Account is registered with the Securities and Exchange Commission
as a unit investment trust under the Investment Company Act of 1940. We have
complete ownership and control of the assets in the Variable Account, but these
assets are held separately from our other assets and are not part of our General
Account.

The portion of the assets of the Variable Account equal to the reserves and
other contract liabilities of the Variable Account will not be charged with
liabilities incurred in any other business that we may 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 liabilities. The income, if any,
and gains and losses, realized or unrealized, of the Variable Account will be
credited to or charged against the amount allocated to the Variable Account, in
accordance with the contracts supported by the Variable Account, without regard
to the other income, gains, or losses of the Company.

4

Variable Account (CONTINUED)

Sub-Accounts

The Variable Account is divided into Sub-Accounts, some of which are available
under this Contract. Each Sub-Account that is made available under this Contract
invests in shares of a corresponding series of a designated investment fund, as
set forth on the Contract Data Page. Shares of a series will be purchased and
redeemed for a Sub-Account at their net asset value. Any amount of income,
dividends, and gains distributed from shares of a series will be reinvested in
additional shares of that series at its net asset value. The investment fund
prospectuses define the net asset value and describe the investment funds.

The dollar amounts of values and benefits of this Contract provided by the
Variable Account depend on the investment performance of the investment funds in
which your selected Sub-Accounts are invested. We do not guarantee the
investment

<PAGE>

performance of the investment funds. You bear the full investment risk for
amounts applied to the selected Sub-Accounts.

An investment fund may impose a minimum purchase requirement. If your Purchase
Payment plus all other Purchase Payments we receive to be allocated to the
Sub-Account for purchase of shares in that investment fund on a given day less
any redemption of such shares resulting from transfers or surrenders on that day
do not meet the minimum, we will refund your Purchase Payment.

Purchase Payments allocated to a Sub-Account may be unable to be invested in
shares of a selected investment fund because:

1.
shares are not being offered for sale by the investment fund, or

2.
In the judgment of our management, further investment in such investment fund
shares would be inappropriate in view of the purposes of this Contract.

If we are unable to invest your Purchase Payment as you have specified, we will
return it to you. You may then direct allocation of the Purchase Payments to a
different Sub-Account. The new allocation will be effective on the next
Valuation Date after we receive your request.

Sub-Account Accumulation Units

Purchase Payments received under this Contract and allocated to, and any amounts
transferred to, the Variable Account will be credited in the form of Sub-Account
Accumulation Units. The number of Sub-Account Accumulation Units credited is
found by dividing the amount of the Purchase Payment allocated to, or any amount
transferred to, the Sub-Account by the Sub-Account Accumulation Unit Value on
the next Valuation Date. The number of Sub-Account Accumulation Units canceled
upon surrender or transfer from a Sub-Account is determined by dividing the
amount surrendered or transferred by the Sub-Account Accumulation Unit Value on
the next Valuation Date.

The Unit Value for a Sub-Account on any Valuation Date is equal to the previous
Unit Value multiplied by the Net Investment Factor for that Sub-Account for the
Valuation Period ending on that Valuation Date.

5

Variable Account (CONTINUED)
<PAGE>

Variable Account Contract Value

The Variable Account Contract Value is the total of the values of your interest
in each Sub-Account, which for each Sub-Account is equal to:

1.
The number of Sub-Account Accumulation Units.

2.
Times the Sub-Account Accumulation Unit Value.

The Variable Account Contract Value will vary from Valuation Date to Valuation
Date reflecting the total value of your interest in the Sub-Accounts.

Net Investment Factor

The Net Investment Factor is an index number which reflects charges to this
Contract and the investment performance during a Valuation Period of the
investment fund in which a Sub-Account is invested. If the Net Investment Factor
is greater than one, the Sub-Account Accumulation Unit Value has increased. If
the Net Investment Factor is less than one, the Sub-Account Accumulation Unit
Value has decreased. The Net Investment Factor for a Sub-Account is determined
by dividing (1) by (2) and then subtracting (3) from the result, where:

1.
Is the net result of:

a.
The net asset value per share of the investment fund shares held in the
Sub-Account, determined at the end of the current Valuation Period.

b.
Plus the per share amount of any dividend or capital gain distributions made on
the investment fund shares held in the Sub-Account during the current Valuation
Period.

c.
Plus or minus a per share charge or credit for any taxes reserved for which we
determine to have resulted from the investment operations of the Sub-Account and
to be applicable to this Contract.

2. Is the net result of: 

<PAGE>

a.
The net asset value per share of the investment fund shares held in the
Sub-Account, determined at the end of the last prior Valuation Period.

b.
Plus or minus a per share charge or credit for any taxes reserved for the last
prior Valuation Period which we determine to have resulted from the investment
operations of the Sub-Account and to be applicable to this Contract.

3.
Is a factor representing the Mortality Risk Premium, the Expense Risk Charge,
and the Administrative Charge which are shown on an annual basis on the Contract
Data Page.

Mortality Risk Premium

The Mortality Risk Premium pays us for assuming the mortality risk under this
Contract. This charge is included in the Net Investment Factor and is shown on
the Contract Data Page.

6

Expense Risk Charge

The Expense Risk Charge pays us for guaranteeing that we will not increase the
Annual Contract Charge or the Administrative Charge even though our cost of
administering this Contract and the accounts may increase. This Expense Risk
Charge is included in the Net Investment Factor and is shown on the Contract
Data Page.

Variable Account (CONTINUED)

Administrative Charge and Annual Contract Charge

The Administrative Charge and the Annual Contract Charge shown on the Contract
Data Page pay us for the administrative expenses of the Contract.

The Administrative Charge is included in the Net Investment Factor.

The Annual Contract Charge will be deducted from the Contract Value on each
Contract Anniversary before the Annuity Commencement Date. We may not increase
the Annual Contract Charge. We make the deduction from the Fixed Account and the
Variable Account on a basis that reflects each account's proportionate
percentage of the Contract Value. If you request a

<PAGE>

total surrender of this Contract on other than the Contract Anniversary, the
Annual Contract Charge will be deducted at the time of the surrender.

On or after the Annuity Commencement Date, if we provide a Fixed Annuity we will
deduct 1/12th of the Annual Contract Charge from each monthly Fixed Annuity
Payment; if we provide a Variable Annuity, we will deduct 1/12th of the Annual
Contract Charge from each monthly Variable Annuity Payment. If either form of
annuity payment is paid other than monthly, the deduction for the Annual
Contract Charge will be adjusted pro rata. The amount will be deducted from each
Fixed Annuity Payment and also will be deducted from each Variable Annuity
Payment.

Premium and Other Taxes

We may also deduct any applicable premium taxes levied by any unit of
government. We may, at our discretion, deduct premium taxes from purchase
payments upon receipt or deduct premium taxes from the Contract Value at a later
date. We reserve the right to deduct charges for any other tax or economic
burden resulting from the application of any tax
 laws that we determine to be applicable to the Contract.

Reserved Rights

We reserve the right, if permitted by law and subject to the approval of the
Superintendent
 of Insurance of the State of New York, to:

1.
Create new variable accounts;

2.
Combine variable accounts, including the Variable Account;

3.
Remove, add or combine Sub-Accounts and make the new Sub-Accounts available to
Contract Owners at our discretion;

4.
Substitute shares of other investment funds or series thereof for those of the
investment funds and series made available under the Contract;

5.
Transfer assets of the Variable Account, which we determine to be associated
with the class of contracts to which this Contract belongs, to another variable
account (if this type of transfer is made, the term "Variable Account" as used
in this Contract will

<PAGE>

then mean the variable account to which the assets were transferred);

6.
Deregister the Variable Account under the Investment Company Act, of 1940, if
registration is no longer required;

7.
Make any changes required by the Investment Company Act of 1940;

8.
Operate the Variable Account as a managed investment company under the
Investment Company Act of 1940, or any other form permitted by law; and

9.
Restrict or eliminate any voting privileges of Contract Owners or other persons
who have voting privileges as to the Variable Account.

7

Transfers

You may transfer Contract Value among Sub-Accounts, from one or more
Sub-Accounts to the Fixed Account, and from the Fixed Account to one or more
Sub-Accounts, subject to certain limitations. We make a transfer on the next
Valuation Date after we receive your written instructions requesting the
transfer. Transfer requests may also be made according to automated transfer
procedures that are then currently in effect, if any. Transfers are subject to
any charge imposed by the investment funds invested in by the Sub-Accounts
involved in the transfer. We reserve the right to impose a charge of up to $25
for each transfer and to limit the number of transfers you can make. All
transfers are subject to any conditions the investment fund whose shares are
involved may impose.

Transfers from the Fixed Account

Before the Annuity Commencement Date, you may request in writing the transfer of
part of the Fixed Account Contract Value to the Variable Account under the
following conditions:

1.
You may only make the transfer in the transfer period starting 30 days before
and ending 30 days after each Contract Anniversary. Only one transfer is allowed
during the transfer period.

2.

<PAGE>

The request to transfer must be received by us no more than 30 days before the
start of the transfer period and not later than the end of the transfer period.

3.
No more than 50% of the Fixed Account Contract Value may be transferred unless
the Fixed Account Contract Value would be less than $1,000 after the transfer,
in which case the full Fixed Account Contract Value may be transferred.

4.
You must transfer at least $500 or the total Fixed Account Contract Value, if
less.


No transfers from the Fixed Account may be made after the Annuity Commencement
Date.

All Other Transfers

Before the Annuity Commencement Date, you may request in writing the transfer of
all or part of a Sub-Account's value to other Sub-Accounts or to the Fixed
Account. To accomplish the transfer, appropriate Sub-Account Accumulation Units
will be redeemed and their value will be reinvested in other Sub-Accounts, or
reallocated to the Fixed Account as directed in your request.

After the Annuity Commencement Date, the Annuitant may request in writing the
transfer of the value of the Sub-Account Variable Annuity Units in the same
manner and subject to the same requirements as for a transfer of the value of
the Sub-Account Accumulation Units.

No transfers to the Fixed Account may be made after the Annuity Commencement
Date.

Surrenders

At any time prior to the Annuity Commencement Date and during the lifetime of
the Annuitant, you may surrender all or part of this Contract by sending us a
written request.

Surrenders will be taken first from Purchase Payments on a first-in, first-out
basis, then from Contract Earnings.

Total Surrender

Any time prior to the Annuity Commencement Date and during the lifetime of the
Annuitant, you may surrender this Contract by sending us a written request. The
amount payable on surrender is:


<PAGE>

1.
The Contract Value on the Valuation Date next following our receipt of your
request.
2.
Minus the Annual Administrative Charge if the surrender does not occur on a
Contract Anniversary.

3.
Minus any Surrender Charges.

4.
Minus any premium and other taxes.

Upon payment of the above surrender amount, this Contract is terminated and we
have no further obligation under this Contract.

8

Surrenders (CONTINUED)

Partial Surrender

At any time prior to the Annuity Commencement Date and during the lifetime of
the Annuitant, you may surrender a portion of the Fixed Account Contract Value
and/or the Variable Account Contract Value by sending us a written request. We
reserve the right to impose a charge of up to $25 for each partial surrender and
to limit the number of partial
 surrenders you can make.

You must request to surrender an amount equal to at least the minimum amount
shown on the Contract Data Page.

The requested amount of the partial surrender may not exceed the amount payable
under a total surrender.

The partial surrender may not cause the remaining contract value to fall below
the amount shown on the Contract Data Page.

We will surrender Sub-Account Accumulation Units from the Variable Account,
and/or dollar amount from the Fixed Account, so that the total amount
surrendered equals the sum of the following:

1.
The dollar amount of your partial surrender request.

2.
Plus any Surrender Charges.

3.
Plus any premium and other taxes.

If you do not specify the accounts from which 

<PAGE>

surrender is to be made, surrender will be made from the Fixed Account and the
Sub-Accounts of the Variable Account in the same proportion your interest in
each account bears to the Contract Value. Partial surrenders will be made as of
the Valuation Date next following our receipt of your request.

Surrender Charges

Order of Surrender

For purposes of determining Surrender Charges, the Contract Value is divided
into the following categories:


1.
New Purchase Payments - Purchase Payments we have received and that still may
have a Surrender Charge applied as shown on the Contract Data Page.

2.
Old Purchase Payments - Purchase Payments not defined as New Purchase Payments.

3.
Contract Earnings - The Contract Value at any Valuation Date minus the sum of
the New Purchase Payments and Old Purchase Payments.

Surrenders will be taken from the funds available in the following order:

1.
Old Purchase Payments, until exhausted.

2.
New Purchase Payments, until exhausted.

3.
Contract Earnings.

Free Surrender

During any Contract Year, surrenders taken from the following amounts are not
subject to a Surrender Charge:

1.
Old Purchase Payments not already surrendered.

2.

<PAGE>

The Percentage of Free Surrender shown on the Contract Data Page multiplied by
all New Purchase Payments. However, this applies only to the first surrender
made in each contract year after the first Contract Year.

3.
Contract Earnings.

Amount of Surrender Charge

Total Surrender

The Surrender Charge for a total surrender is found by multiplying the amount of
each New Purchase Payment, surrendered and not eligible for a Free Surrender, by
the applicable Surrender Charge percentage shown on the Contract Data Page.

9

Amount of Surrender Charge (CONTINUED)

Partial Surrender

The Surrender Charge for a partial surrender is found by dividing (1) by (2) and
multiplying the result by (3), for each New Purchase Payment to be surrendered,
where:

1.
Is the amount of the New Purchase Payment to be surrendered and not eligible for
a Free Surrender.

2.
Is one minus the applicable Surrender Charge percentage shown on the Contract
Data Page.

3.
Is the applicable Surrender Charge percentage shown on the Contract Data Page.

The Surrender Charge will be deducted proportionately from the Fixed Account
and/or the Sub-Accounts from which the surrender is taken.

In computing surrenders, any portion of a Surrender Charge that is deducted from
the remaining Contract Value will be deemed a part of the surrender.

General Surrender Provisions
<PAGE>

The amount surrendered, minus any charges, will normally be paid to you within 7
days of:

1.
Receipt of your written request, and

2.
Receipt of your contract, if required.

We have the right to defer payment of surrenders from the Fixed Account for up
to 6 months from the date we receive your request.

No surrenders are allowed on or after the Annuity Commencement Date.

Death Benefit Before the Annuity Commencement Date

Death of Owner

When an Owner, including any Joint Owner, dies before the Annuity Commencement
Date we pay the Death Benefit to the Beneficiary (otherwise to the Successor
Beneficiary, otherwise to the estate of the deceased Owner) in a lump sum within
5 years of the Owner's death, unless the person designated to receive the Death
Benefit requests an Annuity Form permitted by Section 72(s) of the Code, within
60 days of the date of death and we approve it.

If the Owner has designated the Owner's spouse as sole Beneficiary, the Contract
continues in the name of the surviving spouse who becomes the Owner and may
exercise all rights and privileges hereunder.

Death of Annuitant When Annuitant is not Owner

When someone other than the Annuitant owns this Contract, and the Annuitant dies
before the Annuity Commencement Date while this Contract is inforce, the Owner
must designate a successor Annuitant within 60 days of the date of the
Annuitant's death, otherwise the Owner becomes the Annuitant.

Amount of Death Benefit

The amount of the Death Benefit is defined as follows:

1.
If an Owner (including the Annuitant) dies on or before the first day of the
month following such Owner's 85th birthday, the greatest of:

a.

<PAGE>

The Contract Value on the Death Benefit Valuation Date; or

b.
The sum of the Purchase Payments we received under this Contract, minus the
amount of all partial surrenders; or

c.
The Contract Value on the Specified Contract Anniversary (immediately preceding
the Owner's death) shown on the Contract Data Page, plus any Purchase Payments
and less any partial surrenders since that anniversary.

2.
If an Owner (including the Annuitant) dies after the first day of the month
following such Owner's 85th birthday, the Contract Value on the Death Benefit
Valuation Date.

10

Death Benefit Before the Annuity Commencement Date (CONTINUED)

Payment of Death Benefit If the Beneficiary elects a single sum payment of the
Death Benefit, we will make payment within 7 days after the Death Benefit
Valuation Date. If an Annuity Form is requested, it may be any Annuity Form that
could have been selected under the Annuity Benefits Section of this Contract and
which is permitted by Section 72(s) of the Code.

If an Annuity Form is not requested within 60 days after the date of death, the
Death Benefit will be paid in a single sum to the Beneficiary and this Contract
will end.

Death Benefit On or After the Annuity Commencement Date

When the Annuitant dies, on or after the Annuity Commencement Date, we will pay
the Beneficiary, in a lump sum, the value of the remaining proceeds, if any,
under the Annuity Form in effect.

Payment to Beneficiary

The Death Benefit is paid to the Beneficiary, if any. If there is more than one
Beneficiary, each receives an equal share, unless you have requested another
method in writing.

Contract Owner

As Owner, you may exercise all of the rights and duties under this Contract
before the Annuity Commencement Date.
<PAGE>

Before the Annuity Commencement Date and while the Annuitant is living, you may
name or change a Beneficiary, a Successor Beneficiary, or Annuitant by giving us
written notice of the change. We are not responsible for the validity of any
change. A change will take effect as of the date it is signed but will not
affect any payments we make or action we take before receiving your notice. We
need the consent of any irrevocably named per son before making a requested
change.

General Provisions

Age and Sex

If age or sex affects payments or benefits under this Contract, we may require
satisfactory proof of correct age or sex at any time. If we have made
overpayments because of incorrect age or sex information, or any error or
miscalculation, we will deduct the overpayment together with an interest charge
of 6% per annum from the next payment or payments due. We add underpayments with
interest credited at 6% per annum to the next payment. :subhead.

Amendment

We reserve the right to amend this Contract in order to include any future
changes relating to this Contract's remaining qualified for treatment as an
annuity contract under the following:

1.
The Code.

2.
Internal Revenue Service rulings and regulations.

3.

Any requirements imposed by the Internal Revenue Service.

We will promptly send you a copy of any amendments.

11

General Provisions (CONTINUED)

Assignment

This Contract may be assigned before the Annuity Commencement Date. You may
assign all rights under this Contract by giving us the original or a certified
copy of the assignment. We are not 

<PAGE>

responsible for the validity of any assignment. We are not bound by any
assignment until we receive it.

All collateral assignees must consent to any surrender. We may require that this
Contract be returned to our Home Office prior to making payment.

Disclaimer

We are not liable for the tax or tax penalties you owe resulting from failure to
comply with the requirements of the Code, Regulations and Rulings imposed on
this Contract.

Incontestability

This Contract is incontestable from the Issue Date.

Payments and Settlements

All payments and settlements we make are payable at our Home Office. We may
require that this Contract be returned before payments and settlements are made.

Proof of Death

We accept any of the following as proof of death:

1.
A copy of a certified death certificate.

2.
A copy of a certified decree of a court of competent jurisdiction as to the
finding of death.

3.
Any other proof satisfactory to us.

Protection of Proceeds

Payments we make under this Contract may not be assigned before they are due
and, except as permitted by law, are not subject to claims of creditors or legal
process.

Reports

We will send you a report showing the Contract Value at least once each year.

State Laws
<PAGE>
This Contract is governed by the law of the state in which it is delivered. The
values and benefits of this Contract are at least equal to those required by
such state.

Termination

This Contract ends when:

1.
It is surrendered for its full value, or

2.
The Death Benefit is paid, whichever occurs first.

If the Contract Value is less than $1,000, we may cancel this Contract on any
Contract Anniversary which is a Valuation Date or on the next Valuation Date if
the Contract Anniversary is not a Valuation Date. This cancellation is
considered a total surrender of this Contract, subject to the Surrender Charges
and Annual Administrative Charges.

12

Annuity Benefits

Application of Contract Value

On the Annuity Commencement Date, we apply the Fixed Account Contract Value to
provide a Fixed Annuity, and the Variable Account Contract Value to provide a
Variable Annuity, unless you tell us to do otherwise in writing. If the Contract
Value on the Annuity Commencement Date is less than $2,000, we may pay the
Contract Value in a single sum and cancel this Contract. If the Annuity
Commencement Date is more than two years from the Policy Date, we will not
subtract any Surrender Charges. We reserve the right to deduct applicable
premium and other taxes levied by any unit of government from the Contract Value
on the Annuity Commencement Date.

Annuity Commencement Date

You specified the Annuity Commencement Date for this Contract in the
application. It is the date on which annuity payments are to start. The date
will be the first day of the month following the Annuitant's 75th birthday
unless you select another date. If a later date is selected, we must agree to
it. You may change the Annuity Commencement Date at any time if we receive
written notice at least 30 days before both the current Annuity Commencement
Date and the new Annuity Commencement Date. 

<PAGE>

If the Annuity Commencement Date does not occur on a Valuation Date that is at
least two years after the Issue Date, we reserve the right to change the Annuity
Commencement Date to the first Valuation Date that is at least two years after
the Issue Date.

Frequency and Amount of Payments

Annuity payments will be made monthly unless we agree to a different payment
schedule. We reserve the right to change the frequency of either a Fixed Annuity
Payment or a Variable Annuity Payment so that each payment will be at least $50.

Fixed Annuity Payments

Fixed Annuity Payments start on the Annuity Commencement Date. The amount of the
first monthly payment for the Annuity Form selected, before the deduction of any
portion of the Annual Contract Charge, is shown on the Annuity Tables of this
Contract for each $1,000 of Contract Value applied. The monthly portion of the
Annual Contract Charge is deducted from the amount of each Fixed Annuity
Payment.

We may, as of the Annuity Commencement Date, offer for sale a single premium
immediate annuity contract. If so, the amount of the Fixed Annuity Payments will
not be less than that which would be provided if a single premium immediate
annuity contract then offered by us to Annuitant's in the same class were to be
purchased with the greater of:

1.
The surrender value of this Contract; or

2.
95% of the Contract Value of this Contract.

The dollar amount of any payments after the first payment are fixed during the
entire period of annuity payments, according to the provisions of the Annuity
Form selected.

13

Variable Annuity Payments

Sub-Account Variable Annuity Units

Unless you request otherwise in writing, we convert the Sub-Account Accumulation
Units applicable to this Contract into Sub-Account Variable Annuity Units at the
Variable Annuity Unit Value on the Annuity Commencement Date. The number of
Sub-Account Variable Annuity Units remains constant, as long as an annuity
remains in force and allocation among t

<PAGE>

he Sub-Accounts has not changed.

The Unit Value for a Sub-Account on any Valuation Date is equal to the previous
Unit Value multiplied by the Net Investment Factor for that Sub-Account for the
Valuation Period ending on that Valuation Date, with an offset for the 4%
assumed interest rate used in the Annuity Tables of this Contract.

Variable Annuity Payments

Variable Annuity Payments start on the Annuity Commencement Date. The amount of
the first monthly payment for the Annuity Form selected, before the deduction of
any monthly portion of the Annual Contract Charge, is shown on the Annuity
Tables of this Contract for each $1,000 of Contract Value applied.

Payments after the first payment will vary in amount and are determined on the
first Valuation Date of each subsequent month. If the monthly payment under the
Annuity Form selected is based on the Variable Annuity Unit Value of a single
Sub-Account, the monthly payment is found by:

1.
Multiplying the Sub-Account Variable Annuity Unit Value on the Valuation Date
next prior to the payment date by the Net Investment Factor for the Sub-Account
for the Valuation Period that ends on the payment date;

2.
Multiplying the result in 1. by a factor that offsets the 4% assumed interest
rate, producing the current value of the Sub-Account Variable Annuity Unit; and

3.
Multiplying the result of 2. by the number of Variable Annuity Units under this
Contract in the Sub-Account.

If the monthly payment under the Annuity Form selected is based upon Variable
Annuity Unit Values of more than one Sub-Account, the above procedure is
repeated for each applicable Sub-Account. The sum of these payments is the total
Variable Annuity Payment.

The monthly portion of the Annual Contract Charge will then be deducted from the
total Variable Annuity Payment.

We guarantee that the amount or each payment after the first payment will not be
affected by variations in expense or mortality experience.

14
<PAGE>

Optional Annuity Forms

You may select an Annuity Form or change a previous selection. The selection or
change must be in writing and received by us at least 15 days before the Annuity
Commencement Date. If no Annuity Form selection is in effect on the Annuity
Commencement Date, we automatically apply Option 2, with payments guaranteed for
10 years.

The following options are available for the Fixed Annuity Payment and the
Variable Annuity Payment:

1.
Life Annuity - Payments are made as of the first Valuation Date of each month
during the Annuitant's life, starting with the Annuity Commencement Date. No
payments will be made after the Annuitant dies.

2.
Life Annuity with Payments Guaranteed for 10 Years or 20 Years - Payments are
made as of the first Valuation Date of each month starting on the Annuity
Commencement Date. Payments will continue as long as the Annuitant lives. If the
Annuitant dies before all of the guaranteed payments have been made, we will pay
the value of the unpaid installments of the guaranteed payments to the
Beneficiary in a single sum.

3.
Joint and Full Survivor Annuity - Payments are made as of the first Valuation
Date of each month starting with the Annuity Commencement Date. Payments will
continue as long as either the Annuitant or the Joint Annuitant is alive. No
payments will be made after both the Annuitant and the Joint Annuitant have
died.

4.
Other Annuity Forms - We have other Annuity Forms available and information
about them can be obtained by writing us.

The Annuity Tables show the amount of the first annuity payment, before the
deduction of any portion of the Annual Contract Charge, due on the Annuity
Commencement Date for each $1,000 of Contract Value applied under options 1, 2,
and 3.

15

Annuity Tables

Life Annuity - Initial Monthly Annuity Payment Per $1,000 Applied

Annuitant's         Male                      Female
Attained Age  Guaranteed Period          Guaranteed Period
<PAGE>

Nearest             120      240               120      240
Birthday    None   Months   Months     None   Months   Months
           --------------------------------------------------
40         $4.16   $4.15     $4.11    $3.96   $3.95     $3.93
41          4.20    4.18      4.14     3.99    3.98      3.96
42          4.24    4.23      4.18     4.02    4.01      3.99
43          4.29    4.27      4.21     4.06    4.05      4.02
44          4.33    4.31      4.25     4.09    4.08      4.06
45          4.38    4.36      4.29     4.13    4.12      4.09
46          4.44    4.41      4.33     4.17    4.16      4.13
47          4.49    4.46      4.38     4.21    4.20      4.16
48          4.55    4.52      4.42     4.26    4.24      4.20
49          4.61    4.57      4.47     4.30    4.29      4.24
50          4.67    4.63      4.52     4.35    4.34      4.28
51          4.74    4.70      4.57     4.40    4.39      4.33
52          4.81    4.76      4.62     4.46    4.44      4.37
53          4.88    4.83      4.67     4.52    4.49      4.42
54          4.96    4.90      4.73     4.58    4.55      4.47
55          5.04    4.97      4.78     4.64    4.61      4.52
56          5.13    5.05      4.84     4.71    4.68      4.58
57          5.22    5.13      4.90     4.78    4.75      4.63
58          5.31    5.22      4.96     4.86    4.82      4.69
59          5.42    5.31      5.02     4.94    4.89      4.75
60          5.52    5.41      5.08     5.03    4.97      4.81
61          5.64    5.51      5.14     5.12    5.06      4.87
62          5.76    5.62      5.20     5.22    5.15      4.94
63          5.90    5.73      5.27     5.32    5.24      5.00
64          6.04    5.85      5.33     5.43    5.34      5.07
65          6.19    5.98      5.39     5.55    5.45      5.14
66          6.36    6.11      5.45     5.68    5.56      5.21
67          6.53    6.25      5.51     5.81    5.68      5.27
68          6.72    6.39      5.56     5.96    5.80      5.34
69          6.92    6.54      5.62     6.11    5.94      5.41
70          7.14    6.69      5.66     6.28    6.08      5.48
71          7.37    6.85      5.71     6.46    6.22      5.54
72          7.61    7.01      5.75     6.65    6.38      5.60
73          7.88    7.18      5.79     6.86    6.54      5.66
74          8.16    7.35      5.83     7.09    6.71      5.71
75          8.46    7.52      5.86     7.33    6.88      5.76



Joint and Survivor - Initial Monthly Annuity Payment Per $1,000 Applied
               Annuitants' Attained Ages Nearest Birthday

                                Female Age
Male Age        50        55        60         65          70

   50         $4.08     $4.15     $4.21      $4.25       $4.29

<PAGE>

   55          4.20      4.30      4.39       4.47        4.53
   60          4.30      4.45      4.59       4.71        4.81
   65          4.40      4.60      4.80       4.99        5.16
   70          4.48      4.72      4.99       5.27        5.54

The above tables are based on the 1983 Individual Annuity Mortality Table, set
back 3 years, with interest at 4%. Annuity payments for age(s) not shown above
are available upon request.

16

FLEXIBLE PURCHASE PAYMENT INDIVIDUAL DEFERRED RETIREMENT ANNUITY

Variable and/or Fixed Accumulation

Variable and/or Fixed Dollar Annuity

Non-Participating

Notice

To make Purchase Payments, make a claim, or exercise your rights under this
Contract, please write to us at the address below and include your Contract
Number:

[logo]

ReliaStar Life Insurance Company of New York
1000 Woodbury Road, Suite 102
P.O. Box 9004
Woodbury, New York 11797

Page 17



Code Section 403(b) Endorsement

This Endorsement amends the Flexible Premium Individual Deferred Retirement
Annuity Contract (Contract) to which it is attached. This Contract is issued in
connection with a tax sheltered annuity plan described in Section 403(b) of the
Code.

General Provisions

The following provisions apply to and replace any contrary Contract provisions.
You are responsible for determining that Purchase Payments and distributions
under this Contract comply with the following provisions.

Nontransferable

This Contract may not be transferred, sold assigned, discounted or pledged
either as collateral for a loan or security for the performance of an obligation
or for any other purpose, to any person other than us.

Owner

The Annuitant will be the sole Owner.

Annuity Commencement Date

The Annuity Commencement Date is the date the entire interest (value of the
annuity) of the Owner will be distributed or commence to be distributed. The
Annuity Commencement Date shall not be later than the Required Beginning Date.
The Required Beginning Date is April 1 of the calendar year following the
calendar year in which the Owner attains age 70 1/2 provided, however, that if
this Contract is issued in connection with a government or church sponsored
tax-sheltered annuity plan, the Required Beginning Date shall be April 1 of the
calendar year following the later of the calendar year in which the Owner
retires or attains age 70 1/2.

Purchase Payments :p.Purchase Payments made pursuant to a salary reduction
agreement in connection with the plan under which this Contract is purchased may
not in any taxable year exceed the amount specified in Code Section 402(g)(4).

Effect of Law and Plan Documents

This Contract shall be subject to and interpreted in conformity with the
provisions, terms and conditions of the tax-sheltered annuity plan document of
which this Contract is a part, if any, and with the terms and conditions of
section 403(b) of the Code,

<PAGE>
the regulations thereunder, and other applicable law (including without
limitation the Employee Retirement Income Security Act of 1974, as amended, if
applicable), as determined by the plan administrator or other designated plan
fiduciary or, if none, the Owner.

[logo]

ReliaStar Life Insurance Company of New York
1000 Woodbury Road, Suite 102
P.O. Box 9004
Woodbury, New York 11797

Executed at our Home Office

Robert C. Salipante     President
/s/ Robert C. Salipante

Susan M. Bergen     Secretary
/s/ Susan M. Bergen

1

General Provisions

Disclaimer

We shall be under no obligation either:

1.
To determine whether any Purchase Payment, distribution or transfer under the
Contract complies with the provisions, terms and conditions of such plan or with
applicable law; or

2.
To administer such plan, including, without limitation, any provisions required
by the Retirement Equity Act of 1984.

Reserved Rights

1.
Notwithstanding any provision to the contrary in this Contract or the
tax-sheltered annuity plan of which this Contract is a part, if any, we reserve
the right to amend or modify this Contract or Endorsement to the extent
necessary to comply with any law, regulations, ruling or other requirement
necessary to establish or maintain the tax advantages, protections or benefits
available to such tax-sheltered annuity under Code Section 403(b) and other
applicable law. 

<PAGE>

2.
Except as otherwise set forth above, this Endorsement is subject to the
exclusions, definitions and provisions of the Contract.

Required Distributions

1.
With respect to any amount which becomes payable under the Contract during the
lifetime of the Owner, such payment shall commence on or before the Required
Beginning Date and shall be payable in substantially equal amounts, no less
frequently than annually. The entire interest in the Contract shall be
distributed in the following manner:

a.
In one lump sum;

b.
Over the life of the Owner;

c.
Over the lives of the Owner and his or her designated Beneficiary;

d.
Over a period certain not exceeding the life expectancy of the Owner; or

e.
Over the joint and last survivor expectancy of Owner and his or her designated
Beneficiary.

If the Owner's entire interest is to be distributed in other than one lump sum,
then the amount to be distributed each year (commencing with the Required
Beginning Date and each year thereafter) shall be determined in accordance with
Code Section 403(b)(10) and the regulations thereunder.

2.
If the Owner dies after distribution of his or her interest has commenced, the
remaining portion of such interest will continue to be distributed at least as
rapidly as under the method of distribution being used immediately preceding the
Owner's death.

3.
If the Owner dies before distribution has commenced, the entire interest shall
be distributed no later than December 31 of the calendar year in which the fifth
anniversary of the Owner's death occurs. However, proceeds which are payable to
a Beneficiary who is a natural person may be distributed in substantially equal
<PAGE>

installments over the lifetime of the Beneficiary or a period certain not
exceeding the life expectancy of the Beneficiary provided such distribution
commences not later than December 31 of the calendar year following the calendar
year in which the Owner's death occurred. If the Beneficiary is the surviving
spouse of the Owner, the Beneficiary may elect not later than December 31 of the
calendar year in which the fifth anniversary of the Owner's death occurs to
receive equal or substantially equal payments over the life or life expectancy
of the surviving spouse commencing at any date prior to the date on which the
Owner would have attained age 70 1/2. Payments shall be calculated in accordance
with Code Section 403(b)(10) and the regulations thereunder.

For the purposes of requirements 3, 4 and 5, any amount paid to a child of an
Owner shall be treated as if it had been paid to the surviving spouse if the
remainder of the interest becomes payable to the surviving spouse when the child
reaches the age of majority.

2

Required Distributions (CONTINUED)

4.
If the Owner's spouse is not the named Beneficiary, the method of distribution
selected will assure that at least 50% of the present value of the amount
available for distribution is paid within the life expectancy of the Owner and
that such method of distribution complies with the requirements of Code Section
403(b)(10) and the regulations thereunder.

5.
For purposes of the foregoing provisions, life expectancy and joint and last
survivor expectancy shall be determined by use of the expected return multiples
in Tables V and VI of Treasury Regulation Section 1.72-9 in accordance with Code
Section 403(b)(10) and the regulations thereunder. In the case of distributions
under paragraph 4 of this Endorsement, the Owner's life expectancy or, if
applicable, the joint and last survivor expectancy of the Owner and his or her
Beneficiary, will be initially determined on the basis of attained ages in the
year the Owner reaches age 70 1/2. In the case of distribution under paragraph 2
of this Endorsement, life expectancy shall be initially determined on the basis
of the Beneficiary's attained age in the year distributions are required to
commence. Un less the Owner (or Owner's spouse) elects otherwise prior to the
date distributions are required to commence, the Owner's life expectancy and, if
applicable, the Owner's spouse's life expectancy shall be recalculated annually
based on attained ages

<PAGE>

in the year for which the required distribution is being determined. The life
expectancy of a nonspouse Beneficiary shall not be recalculated. :p.In the case
of a distribution other than in the form of life income or joint life income,
the annual distribution required to be made by the Required Beginning Date is
for the calendar year in which the Owner reached age 70 1/2. Annual payments for
subsequent years, including the year in which the Required Beginning Date
occurs, must be made by December 31 of the year. The amount distributed for each
year shall equal or exceed the annuity value as of the close of business on
December 31 of the preceding year, divided by the applicable life expectancy or
joint and last survivor expectancy.

6.
Distributions shall not be made prior to the date the Owner attains age 59 1/2,
separates from service, dies, becomes disabled or incurs a hardship within the
meaning of Code Section 403(b)(11), to the extent such distribution is
attributable to:

a.
Purchase Payments made pursuant to a salary reduction agreement (except to the
extent attributable to assets held as of the close of the last year beginning
before January 1, 1989); or

b.
Amounts transferred to this Contract from a contract or account that was subject
to such conditions.

In the event of hardship, income attributable to such Purchase Payments or
amounts shall not be distributed.

7.
The Owner or the Owner's surviving spouse as Beneficiary or the Owner's former
spouse as alternate payee under a qualified domestic order within the meaning of
Code Section 414(q), as applicable (the "Distributee"), may elect, at the time
and in the manner we prescribe, to have any portion of an eligible rollover
distribution with respect to the Distributee's interest in the Contract paid
directly by the Company as a direct rollover to an individu al retirement
account described in Code Section 408(a), an individual retirement annuity
described in Section 408(b) or (except in the case of a surviving spouse as
Beneficiary) another annuity described in Code Section 403(b) specified by the
Distributee that accepts direct rollovers. An eligible rollover distribution is
any distribution of all or any portion of the balance to the credit of the
Distributee, other than:

a.

<PAGE>

Any distribution that is one of a series of substantially equal periodic
payments (not less frequently than annually) made for the life or life
expectancy of the Distributee or for the joint lives or life expectancies of the
Distributee and his or her Beneficiary or for a specified period of ten years or
more;

b.
Any distribution to the extent it is a required minimum distribution under Code
Section 403(b)(10); and :li.The portion of any distribution that is not
includible in gross income.

This provision shall be interpreted in accordance with Code Section 403(b)(10)
and the regulations thereunder.

3



Qualified Plan Endorsement

This Endorsement amends the Flexible Premium Individual Deferred Retirement
Annuity Contract (Contract) to which it is attached. This Contract is issued to
or purchased by the trustee of a pension or profit-sharing plan intended to
qualify under Section 401(a) of the Code.

General Provisions

The following provisions apply to and replace any contrary Contract provisions.

Nontransferable

Except as allowed by the qualified pension or profit-sharing plan of which this
Contract is a part, the Contract may not be transferred, sold, assigned,
discounted or pledged, either as collateral for a loan or as security for the
performance of an obligation or for any other purpose, to any person other than
us.

Effect of Plan Documents

This Contract shall be subject to the provisions, terms and conditions of the
qualified pension or profit-sharing plan of which the Contract is a part. Any
payment, distribution or transfer under this Contract shall comply with the
provisions, terms and conditions of such plan as determined by the plan
administrator, trustee or other designated plan fiduciary.

Disclaimer

We shall be under no obligation either:

1.
To determine whether any such payment, distribution or transfer complies with
the provisions, terms and conditions of such plan or with applicable law; or

2.
To administer such plan, including, without limitation, any provisions required
by the Retirement Equity Act of 1984.

Reserved Rights

Notwithstanding any provision to the contrary in this Contract or the qualified
pension or profit-sharing plan

<PAGE>

of which this Contract is a part, we reserve the right to amend or modify this
Contract or Rider to the extent necessary to comply with any law, regulation,
ruling or other requirement deemed by the Company to be necessary to establish
or maintain the qualified status of such pension or profit-sharing plan.

Except as otherwise set forth above, this Endorsement is subject to the
exclusions, definitions, and provisions of the Contract.

[logo]

ReliaStar Life Insurance Company of New York
1000 Woodbury Road, Sute 102
P.O. Box 9004
Woodbury, New York 11797

Executed at our Home Office

Robert C. Salipante     President
/s/ Robert C. Salipante

Susan M. Bergen     Secretary
/s/ Susan M. Bergen

1



Individual Retirement Annuity Endorsement

This Endorsement amends the Flexible Premium Individual Deferred Retirement
Annuity (Contract) to which it is attached in order to qualify it as an
individual retirement annuity under Section 408(b) of the Code. The Contract,
including this Endorsement, also may be used in conjunction with a Simplified
Employee Pension (SEP) under Code Section 408(k). The following provisions apply
and replace any contrary provisions of the Contract.

Nontransferable

You will be the Owner. The Contract is not transferable or assignable (other
than pursuant to a divorce decree in accordance with applicable law) and is
established for the exclusive benefit of you and your beneficiaries. It may not
be transferred, sold, assigned, alienated, or pledged as collateral for a loan
or as security.

Nonforfeitable

Your entire interest in the Contract will be nonforfeitable.

Payments

Purchase Payments will be in cash or a cash equivalent. The following Purchase
Payments will be accepted under this Contract:

1.
Rollover contributions described in Sections 402(c), 403(a)(4),
403(b)(8) and 408 (d)(3) of the Code;

2.
Amounts transferred from another individual retirement account or
annuity;

3.
Contributions pursuant to a SEP as provided in Section 408(k) of the
Code;

4.
Other premium payments in an amount not in excess of $2,000 for any year.

You have the sole responsibility for determining whether any Purchase Payment
meets applicable income tax requirements. If you make a Purchase Payment greater
than

<PAGE>

that permitted by the Code, you may make a written request to withdraw the
excess pursuant to the Code, subject to applicable Contract Surrender Charges
and tax penalties. :p.This Contract does not require fixed premium payments. Any
refund of premiums (other than those attributable to excess contributions) will
be applied before the close of the calendar year following the year of the
refund toward the payment of additional premiums or the purchase of additional
benefits.

[logo]

ReliaStar Life Insurance Company of New York
1000 Woodbury Road, Suite 102
P.O. Box 9004
Woodbury, New York 11797

Executed at our Home Office

Robert C. Salipante     President
/s/ Robert C. Salipante

Susan M. Bergen     Secretary
/s/ Susan M. Bergen

1

Required Distributions

Your entire Contract value will be distributed or commence to be distributed to
you no later than April 1 of the calendar year following the calendar year in
which you attain age 70 1/2 (Required Beginning Date). You have the sole
responsibility for requesting a distribution that complies with this Endorsement
and applicable law.

With respect to any amount which becomes payable under the Contract during your
lifetime, such payment will be payable in equal amounts, no less frequently than
annually. Payments will be made:

1.
In a lump sum; or

2.
Over your life; or

3.
Over the lives of you and your designated Beneficiary; or
<PAGE>

4.
Over a period certain not exceeding your life expectancy; or

5.
Over a period certain not exceeding the joint and last survivor expectancy of
you and your designated Beneficiary.

Payments must be nonincreasing or may increase only as provided in Q&A F-3 of
Proposed Treasury Regulations Section 1.401(a) (9)-1. If your entire interest is
to be distributed in other than a lump sum, the minimum amount to be distributed
each year (commencing with the calendar year following the calendar year in
which you attain age 70 1/2 and each year thereafter) will be determined in
accordance with Code Section 408(b)(3) and the regulations thereunder. We permit
partial surrenders if necessary to fund these required distributions prior to
the Annuity Commencement Date. Partial surrenders are subject to Contract
Surrender Charges.

Death Benefit

If you die after distribution of your interest has commenced, the remaining
portion of such interest will continue to be distributed at least as rapidly as
under the method of distribution being used prior to your death (pursuant to the
Annuity Form in effect, if you die after the Annuity Commencement Date).

If you die before distribution has begun, the entire interest must be
distributed no later than December 31 of the calendar year in which the fifth
anniversary of your death occurs. However, proceeds which are payable to a named
Beneficiary who is a natural person may be distributed in equal installments
over the lifetime of the Beneficiary or a period certain not exceeding the life
expectancy of the Beneficiary provided such distribution begins not later than
December 31 of the calendar year immediately following the calendar year in
which your death occurred. If the Beneficiary is your surviving spouse, the
Beneficiary may elect not later than December 31 of the calendar year in which
the fifth anniversary of your death to receive equal or substantially equal
payments over the life or life expectancy of the surviving spouse commencing at
any date prior to the date on which you would have attained age 70 1/2.
<PAGE>

All distributions will be made in accordance with the requirements of Code
section 401(a)(9) including the incidental death benefit requirements of Code
section 401(a)(9)(G) and the regulations thereunder, including the minimum
distribution incidental
 benefit requirement.

Nothwithstanding any provision of this Endorsement to the contrary, the
distribution of an individual's interest will be made in accordance with the
minimum distribution requirements of Code sections 408(a)(6) or 408(b)(3) and
the regulations thereunder, including the incidental death benefit provisions of
section 1.401(a)(9)-2 of the proposed regulations, all of which are herein
incorporated by reference.

An individual may satisfy the minimum distribution requirements under Code
sections 408(a)(6) and 408(b)(3) by receiving a distribution from one IRA that
is equal to the amount required to satisfy the minimum distribtuion requirements
for 2 or more IRAs. For this purpose, the Owner of 2 or more IRAs may use the
'alternative method' described in Notice 88-38, 1988-1 C.B. 524, to satisfy the
minimum distribution requirements described above.

For the purposes of this requirment, any amount paid to any of your children
will be treated as if it had been paid to your surviving spouse if the remainder
of the interest becomes payable to the surviving spouse when the child reaches
the age of majority. :p.If you die before the Annuity Commencement Date, no
additional Purchase Payments will be accepted under this Contract after your
death unless the sole Beneficiary is your surviving spouse.

2

Distribution Provisions

For purposes of the foregoing provisions life expectancy and joint and last
survivot expectancy will be determined by use of the expected return mutliples
in Tables V and VI of Treasury Regulation Section 1.72-9 in accordance with Code
Section 408(b)(3) a nd the regulations thereunder. In the case of Required
Distributions, life expectancy will be initially determined on the basis of your
attained ages in the year you reach 70 1/2. In the case of Death Benefits, life
<PAGE>

expectancy will be initially determined on the basis of your Beneficiary's
attained age in the year distributions are required to commence. Unless you (or
your spouse) elect otherwise prior to the time distributions are required to
commence, your life expectancy and, if applicable, your spouse's life expectancy
will be recalculated annually based on your attained ages in the year for which
the required distribution is being detemined.

The life expectancy of a nonspouse Beneficiary will not be recalculated.
Instead, life expectancy will be calculated using the attained age of such
beneficiary during the calendar year in which the beneficiary attains age 70
1/2, and payments for subsequent years will be calculated based on such life
expectancy reduced by one for each calendar year which has elapsed since the
calendar year life expectancy was first calculated.

Amendment to Conform to Law

We reserve the right to amend this Contract, or any Endorsement to this
Contract, at any time without your consent if the amendment is necessary for the
Contract to comply with c hanges in the Code or with any other applicable
federal or state law, rule, or regulation.

Reports

We make information reports to the Internal Revenue Service and to you as
prescribed by the Internal Revenue Service. You agree to provide us at your
expense with any information we need to prepare these reports. We send an annual
calendar year report (Form 5498) to your latest address shown in our files. The
report will show the Contract Values required to be reported by the Code.

Discontinuance

We may stop accepting Purchase Payments as of the date on which the Contract no
longer meets Code requirements. We may return Purchase Payments in excess of
those allowed to you without regard to Contract provisions affecting surrenders.

Disclaimer

We are not liable for any tax or tax penalties you or your Beneficiary may owe
resulting from failure to comply 

<PAGE>

with requirements imposed by the Code or by any other applicable federal or
state law, rule or regulation.

Effective Date

This Endorsement is effective as of the Contract Date.

General Provisions

This Endorsement is subject to all the exclusions, definitions and provisions of
the Contract which are not inconsistent herewith. In the event of conflict, this
Endorsement overrides the Contract.

3



Variable Annuity Endorsement

This Endorsement amends the Flexible Premium Individual Deferred Retirement
Annuity Contract (Contract) to which it is attached.
- -----------------------------------------------------------------------
                                UNISEX
- -----------------------------------------------------------------------
Annuitant's                          Annuitant's
Attained Age    Guaranteed Period    Attained Age    Guaranteed Period
  Nearest             120      240     Nearest             120      240
 Birthday     None   Months   Months  Birthday     None   Months   Months
             -----------------------              -----------------------
   40         $4.01  $4.00    $3.98      58        $4.98  $4.92    $4.76
   41          4.04   4.04     4.01      59         5.06   5.00     4.82
   42          4.08   4.07     4.04      60         5.15   5.09     4.88
   43          4.12   4.11     4.07      61         5.25   5.18     4.95
   44          4.15   4.14     4.11      62         5.36   5.27     5.01
   45          4.20   4.18     4.14      63         5.47   5.37     5.08
   46          4.24   4.23     4.18      64         5.59   5.48     5.14
   47          4.28   4.27     4.22      65         5.71   5.59     5.21
   48          4.33   4.31     4.26      66         5.85   5.70     5.27
   49          4.38   4.36     4.30      67         5.99   5.83     5.34
   50          4.43   4.41     4.35      68         6.15   5.96     5.41
   51          4.49   4.47     4.39      69         6.32   6.09     5.47
   52          4.55   4.52     4.44      70         6.49   6.24     5.53
   53          4.61   4.58     4.49      71         6.68   6.39     5.59
   54          4.68   4.64     4.54      72         6.89   6.54     5.64
   55          4.74   4.71     4.59      73         7.11   6.71     5.70
   56          4.82   4.78     4.65      74         7.35   6.88     5.74
   57          4.89   4.85     4.70      75         7.61   7.05     5.79

 Joint and Survivor - Initial Monthly Annuity Payment Per $1,000 Applied
               Annuitants' Attained Ages Nearest Birthday

                                Unisex Age
Unisex Age     50       55       60       65       70
             ---------------------------------------------
   50        $4.02    $4.10    $4.17    $4.23    $4.28
   55         4.10     4.22     4.32     4.42     4.49
   60         4.17     4.32     4.48     4.62     4.75
   65         4.23     4.42     4.62     4.83     5.03
   70         4.28     4.49     4.75     5.03     5.32

The above tables are based on the 1983 Individual Annuity Mortality Table, set
back 3 years, with interest at 4%. Annuity payments for age(s) not shown above
are available upon request.

[logo]

ReliaStar Life Insurance Company of New York
1000 Woodbury Road, Suite 102
<PAGE>

P.O. Box 9004
Woodbury, New York 11797

Executed at our Home Office

Robert C. Salipante     President
/s/ Robert C. Salipante

Susan M. Bergen     Secretary
/s/ Susan M. Bergen

1



Roth Individual Retirement Annuity Endorsement

This Endorsement amends the Flexible Premium Individual Deferred Retirement
Annuity (Contract) to which it is attached in order to qualify it as a Roth IRA
under Section 408A of the Internal Revenue Code of 1986, as amended (Code). The
following provisions apply and replace any contrary provisions of the Contract.

Nontransferable

You will be the Owner. The Contract is not transferable or assignable (other
than pursuant to a divorce decree in accordance with applicable law) and is
established for the exclusive benefit of you and your beneficiaries. It may not
be transferred, sold, assigned, alienated, or pledged as collateral for a loan
or as security.

Nonforfeitable

Your entire interest in the Contract will be nonforfeitable.

Purchase Payments

Purchase Payments will be in cash or a cash equivalent. The following Purchase
Payments will be accepted under this Contract:

1.
Qualified rollover contributions described in Section 408A(d)(3) and 408A(e) of
the Code; or

2.
Other premium payments in an amount not in excess of the lesser of $2,000 or
100% of your and your spouse's compensation for any year. The $2,000 limit is
gradually reduced to $0 between certain levels of adjusted gross income (AGI).
For a single annuitant, the $2,000 annual contribution is phased out between AGI
of $95,000 and $110,000; for a married annuitant who files jointly, between AGI
of $150,000 and $160,000; and for a married annuitant who files separately,
between $0 and $10,000. In the case of a conversion, we will not accept IRA
Conversion Contributions in a tax year if the annuitant's AGI for that tax year
exceeds $100,000 or if the annuitant is married and files a separate return.
Adjusted gross income is defined in section 408A(c)(3) and does not include IRA
Conversion Contributions.

You have the sole responsibility for determining whether any Purchase Payment
meets applicable income tax requirements. Contributions to other Roth IRAs or
traditional IR As reduce your permissible contribution on a dollar-for-dollar
basis. Contributions for any tax year may be reduced or limited

<PAGE>

depending on your income, or, if filing jointly, your income and your spouse's
income. If you make a Purchase Payment greater than that permitted by the Code,
you may make a written request to withdraw the excess pursuant to the Code,
subject to applicable Contract Surrender Charges and tax penalties.

This Contract does not require fixed premium payments. Any refund of premiums
(other than those attributable to excess contributions) will be applied before
the close of the calendar year following the year of the refund toward the
payment of additional premiums or the purchase of additional benefits.

[logo]

ReliaStar Life Insurance Company of New York
1000 Woodbury Road, Suite 102
P.O. Box 9004
Woodbury, New York 11797

Executed at our Home Office

Robert C. Salipante     President
/s/ Robert C. Salipante

Susan M. Bergen     Secretary
/s/ Susan M. Bergen

1

Death Benefit

If you die before distribution has begun, the entire interest must be
distributed to your beneficiary no later than December 31 of the calendar year
in which the fifth anniversary of your death occurs. However, proceeds which are
payable to a named Beneficiary who is a natural person may be distributed in
equal installments over the lifetime of the Beneficiary or a period certain not
exceeding the life expectancy of the Beneficiary provided such distribution
begins not later than December 31 of the calendar year immediately following the
calendar year in which your death occurred. Life expectancy is computed using
the expected return multiples in Table V of section 1.72-9 of the Income Tax
Regulation.

If the Beneficiary is your surviving spouse, the Beneficiary may elect not later
than December 31 of the calendar year in which the fifth anniversary of your
death occurs to become the annuitant and receive equal or substantially equal
payments over

<PAGE>

the life or life expectancy of the surviving spouse commencing at any date prior
to the date on which you would have attained age 70 1/2.

All distributions will be made in accordance with the requirements of Code
section 408A and the regulations thereunder.

If you die before the Annuity Commencement Date, no additional Purchase Payments
will be accepted under this Contract after your death unless the sole
Beneficiary is your surviving spouse.

Distribution Provisions

In the case of Death Benefits, life expectancy will be initially determined on
the basis of your Beneficiary's attained age in the year distributions are
required to commence. Unless you (or your spouse) elect otherwise prior to the
time distributions are required to commence, your life expectancy and, if
applicable, your spouse's life expectancy will be recalculated annually based on
your attained ages in the year for which the required distribution is being
determined. :p.You may be subject to tax penalties under the Code on any
distribution unless you have satisfied the five year holding period requirement
specified under the Code and:

1.
Have attained age 59 1/2 or older;

2.
Become disabled as defined by the Code;

3.
The entire interest in this contract is received and invested in a similar plan
which is entitled to similar tax treatment under the Code; or

4.
The distribution qualifies for another exemption from federal income tax
pursuant to the Code.

Amendment to Conform to Law

We reserve the right to amend this Contract, or any Endorsement to this
Contract, at any time without your consent if the amendment is necessary for the
Contract to comply with changes in the Code or with any other applicable federal
or state law, rule, or regulation.

Reports
<PAGE>

We make information reports to the Internal Revenue Service and to you as
prescribed by the Internal Revenue Service. You agree to provide us at your
expense with any information we need from you to prepare these reports. We send
an annual calendar year report (Form 5498) to your latest address shown in our
files. The report will show the Contract Values required to be reported by the
Code.

Discontinuance

We may stop accepting Purchase Payments as of the date on which the Contract no
longer meets Code requirements. We may return Purchase Payments in excess of
those allowed to you without regard to Contract provisions affecting surrenders.

Disclaimer

We are not liable for any tax or tax penalties you or your Beneficiary may owe
resulting from failure to comply with requirements imposed by the Code or by any
other applicable federal or state law, rule or regulation.

Effective Date

This Endorsement is effective as of the Contract Date.

General Provisions

This Endorsement is subject to all the exclusions, definitions and provisions of
the Contract which are not inconsistent herewith. In the event of conflict, this
Endorsement overrides the Contract.

2



Death Benefit and Owner Amendment

This amendment is a part of the contract to which it is attached. If not shown
below, the Amendment Data is shown on the Contract Data Page. In the case of a
conflict with any provisions in the Contract, the provisions of this amendment
will control.

Amendment Data

Base Policy Number
Amendment Issue Date
Amendment Effective Date

The Amount of Death Benefit section of the Death Benefit Before the Annuity
Commencement Date provision is changed to read as follows:

Amount of Death Benefit

The amount of the Death Benefit is defined as follows:

1.
If an Owner dies on or before the first day of the month following such Owner's
85th birthday, the Death Benefit is the greatest of:

a.
The Contract Value on the Death Benefit Valuation Date, or

b.
The Adjusted Purchase Payment Total, or

c.
The Reset Death Benefit.

2.
If an Owner dies after the first day of the month following such Owner's 85th
birthday, the Death Benefit is the Contract Value on the Death Benefit Valuation
Date.

The Adjusted Purchase Payment Total is defined as follows. The initial Adjusted
Purchase Payment Total is equal to the amount of the first Purchase Payment we
receive. The Adjusted Purchase Payment Total is increased by the amount of each
subsequent Purchase Payment. For each Partial Surrender, the Adjusted Purchase
Payment 

<PAGE>

Total is reduced by multiplying by the fraction A divided by B, (A/B), where:

A. Is the Contract Value immediately after the Partial Surrender, and

B. Is the Contract Value immediately before the Partial Surrender.

The Reset Death Benefit is defined as follow. On the Reset Contract Anniversary,
the Re set Death Benefit is equal to the Contract Value. The Reset Death Benefit
is increased by the amount of each Purchase Payment made after the Reset
Contract Anniversary. For each Partial Surrender taken after the Reset Contract
Anniversary, the Reset Death Benefit is reduced by multiplying by the fraction A
divided by B, (A/B), where:

A. Is the Contract Value immediately after the Partial Surrender, and

B. Is the Contract Value immediately before the Partial Surrender.

The Reset Contract Anniversary is defined as the latest Specified Contract
Anniversary before the death of an Owner. Specified Contract Anniversary is
defined on the Contract Data Page.

The last sentence of the definition of Owner in the Definitions section is
changed to read as follows:

You may make a request to change the Owner of this Contract by sending us
written notice. We reserve the right to deny a request to change the Owner,
unless we receive written proof, satisfactory to us, that each proposed Owner is
insurable.

[logo]

ReliaStar Life Insurance Company of New York
1000 Woodbury Road, Suite 102
P.O. Box 9004
Woodbury, New York 11797

Executed at our Home Office

Robert C. Salipante     President
/s/ Robert C. Salipante
<PAGE>

Susan M. Bergen     Secretary
/s/ Susan M. Bergen

1



Waiver of Surrender Charge Rider

This Rider is a part of the Contract to which it is attached. If not shown
below, the Rider Data is shown on the Policy Data Page.

Rider Data

Base Policy Number
Rider Issue Date
Rider Effective Date
Rider Charge

TOTAL OR PARTIAL SURRENDERS MAY BE SUBJECT TO INCOME TAXES AND A 10% TAX
PENALTY. YOU SHOULD CONSULT YOUR TAX ADVISOR BEFORE MAKING A SURRENDER.

Benefits

Waiver of Surrender Charge for Disability

The Surrender Charge will be waived for total or partial surrenders made while
the Owner is disabled if:

1.
The Owner is, due to injury or disease, unable to engage in any  occupation for
remuneration or profit;

2.
The disability as defined in 1 above lasts for a period of at least 90 days;

3.
The Owner became disabled as defined in 1 above more than one year after the
Rider Effective Date;

4.
The disabled Owner as defined in 1 above has not yet reached age 65; and

5.
The Owner submits a written certification of disability as defined in 1 above
from a licensed physician prior to receiving the total or partial surrender.

The proof required by us for this benefit shall include, but not be limited to,
written certification from a licensed physician performing within the scope of
his or her license. The licensed physician must not be the Owner, the Annuitant,
or the spouse, parent or child of the Owner or Annuitant.
<PAGE>

General Provisions

The charge for this Rider, as shown in the Rider Data, will be deducted from the
Contract Value.

Surrenders will be processed as described in the Contract. Any Contingent
Deferred Sales Charge which is not waived by the terms of this Rider will remain
in effect.

All Contract provisions apply to this Rider unless changed by this Rider.

[logo]

ReliaStar Life insurance Company of New York
1000 Woodbury Road, Suite 102
P.O. Box 9004
Woodbury, New York 11797

Executed at our Home Office

Robert C. Salipante     President
/s/ Robert C. Salipante

Susan M. Bergen     Secretary
/s/ Susan M. Bergen

1



Waiver of Annual Contract Charge Rider

This rider is a part of the contract to which it is attached. If not shown
below, the Rider Data is shown on the Policy Data Page. In the case of a
conflict with any provisions in the Contract, the provisions of this rider will
control.

Rider Data

Base Policy Number
Rider Issue Date
Rider Effective Date

Waiver of Annual Contract Charge

We may, at our discretion, waive the Annual Contract Charge as shown on the
Contract Data Page. We would not waive the Annual Contract Charge unless the
amount of net cumulative Purchase Payments exceeds $50,000. The amount of net
cumulative Purchase Payments is the sum of all Purchase Payments less all
Partial Surrenders and less all amounts applied to provide a fixed annuity or
variable annuity. We will not waive the portions of the Annual Contract Charges
that are deducted from each Fixed or Variable Annuity payment

[logo]

ReliaStar Life Insurance Company of New York
1000 Woodbury Road, Sute 102
P.O. Box 9004
Woodbury, New York  11797

Executed at our Home Office

Robert C. Salipante     President
/s/ Robert C. Salipante

Susan M. Bergen     Secretary
/s/ Susan M. Bergen

1



VARIABLE ANNUITY APPLICATION

[logo]
ReliaStar Life Insurance Company of New York
1000 Woodbury Road, Suite 102
P.O. Box 9004, Woodbury, New York 11797
<TABLE>
<CAPTION>
<S>     <C>   
1. ANNUITANT          Social Security number     Birth Date (mo., day, yr.)          Sex             Occupation

    Address                   City                                                   State           Zip


2. OWNER                                         Birth Date (mo., day, yr.)          Tax I.D. or Social Security no.

    Address                   City                                                   State           Zip


3. BENEFICIARY                                   Birth Date (mo., day, yr.)          Relationship


4. SUCCESSOR BENEFICIARY                         Birth Date (mo., day, yr.)          Relationship 
</TABLE>

5. PURCHASE PAYMENT

An initial purchase payment of $____ is attached (must be $5,000 or more for
nonqualified and must be $2,000 or more for qualified). Please check this 
box [ ] if you would like information for making future purchase payments by 
bank draft.

6. PURCHASE PAYMENT ALLOCATION 
____% Fixed Account (SFA) 
THE ALGER AMERICAN FUND
____% Growth Portfolio (AGR) 
____% Midcap Growth Portfolio (AMG)
____% Small Capitalization Portfolio (ASC)
FIDELITY VARIABLE INSURANCE PRODUCTS FUND 
____% VIP Equity Income Portfolio (FEI) 
____% VIP Growth Portfolio (FGP)
____% VIP High Income Portfolio (FHI) 
____% VIP Money Market Portfolio (FMM)
FIDELITY VARIABLE INSURANCE PRODUCTS FUND II 
____% VIP II Contrafund Portfolio (FCF) 
____% VIP II Index 500 Portfolio (FIN) 
____% VIP II Investment Grade Bond Portfolio (FIG) 
JANUS ASPEN SERIES 
____% Aggressive Growth Portfolio (JAG) 
____% Growth Portfolio (JGP) 
____% International Growth Portfolio (JIG) 
____% Worldwide Growth Portfolio (JWG) 
NEUBERGER&BERMAN ADVISERS MANAGEMENT TRUST
____% Limited Maturity Bond Portfolio (NLM) 
____% Partners Portfolio (NPP) 
____% Socially Responsive Portfolio (NSR) 
NORTHSTAR GALAXY TRUST 
____% Growth + Value Portfolio (NGF) 

<PAGE>

____% High Yield Bond Portfolio (NHY)
____% Emerging Growth Portfolio (NGI)
____% International Value Portfolio (NIV)
OCC ACCUMULATION TRUST 
____% Equity Portfolio (OEP) 
____% Global equity Portfolio (OGE) 
____% Managed Portfolio (OMP) 
____% Small Cap Portfolio (OSC)
PUTNAM VARIABLE TRUST
____% Putnam VT Growth & income Fund (PGI) 
____% Putnam VT Voyager Income Fund (PVY) 
OTHER INVESTMENT COMPANIES/FUNDS 
Specify both the investment company and fund names.
- ----% -------------------------------------------
- ----% -------------------------------------------
- ----% -------------------------------------------
- ----% -------------------------------------------
100% TOTAL

Allocation affects all future payments until changed by you

We reserve the right to limit your participation to a total of seventeen
Sub-Accounts over the lifetime of your Contract. Upon participation in the
seventeenth Sub-Account, you would be able to allocate premiums to and transfer
within the 17 Sub-Accounts already used and which are still available, but you
could not participate in any other Sub-Accounts.

7. PLAN TYPE This contract will fund the following type of plan: 
[ ] IRA [ ] 403(b) [ ] SEP-IRA [ ] Nonqualified 
[ ] 401(a) [ ] 408A [ ] Other ______________________ 
Attach appropriate adoption agreements.

8. ANNUITY COMMENCEMENT DATE
The first day of __________________(mo.), __________(yr.).

9. REPLACEMENT
Will the annuity applied for replace or change existing annuity or life
insurance? (If yes, list company, policy number and amount.)
[ ] Yes [ ] No
- ----------------------------------------------------
- ----------------------------------------------------

10. ANNUITY FORM SELECTION 
[ ] Life annuity
[ ] Life annuity with payments guaranteed for [ [ 10 years or [ ] 20 years 
[ ] Joint and full survivor annuity
      Joint annuitant ____________________________________
      Birth date __________  Relationship ___________________

If annuity form has not been selected by the annuity commencement date, the life
annuity with payments guaranteed for 10 years will be automatically effective.

NY43843-1

11. PROSPECTUS

<PAGE>
Did the Owner receive the variable annuity prospectus describing the contract?
[ ] Yes    [ ] No
If yes, which prospectus was delivered?
[ ] 47246 & NY45523                Date of prospectus ________(mo.) ______(yr.).
[ ] Other - Form number __________ Date of prospectus ________(mo.) ______(yr.).

12. Does the Owner consent to delivery of prospectuses, prospectus supplements,
statements of additional information, transactional confirmation and periodic
statements in one or more of the following forms? (Check all that apply.)
[ ] 3.5" Floppy Disk
[ ] CD-ROM
[ ] Internet Website
[ ] E-Mail, and my e-mail address is ________________________________________.

This consent is valid until revoked by the Owner in writing. The Owner
understands that ReliaStar Life Insurance Company of New York may choose to
discontinue delivery of the above types at any time and may choose to deliver a
paper version.

13. Does the Owner consent to eliminate duplicate mailings of identical
documents to the same household if they have more than one ReliaStar Life
Insurance Company of New York contract? [ ] Yes [ ] No

Under penalties of perjury, I certify that the taxpayer identification number
above is correct. I also certify that (check one): 
[ ] The IRS has not notified me that I am currently subject to backup
    withholding; or
[ ] I am exempt from backup withholding; or 
[ ] I am currently subject to backup withholding.

I hereby represent my answers to the above questions to be correct and true to
the best of my knowledge and belief and agree that this application will be a
part of the annuity contract issued by ReliaStar Life insurance Company of New
York. I UNDERSTAND THAT ANNUITY PAYMENTS AND ACCUMULATION VALUES, WHEN BASED
UPON THE INVESTMENT EXPERIENCE OF A VARIABLE ACCOUNT, ARE VARIABLE AND ARE NOT
GUARANTEED AS TO DOLLAR AMOUNT. RECEIPT OF THE VARIABLE ANNUITY PROSPECTUS IS
HEREBY ACKNOWLEDGED.

Signature of applicant           Date                                 Location

Signature of owner if other than applicant

- --------------------------------------------------------------------------------
FOR AGENT ONLY

AGENT'S REPLACEMENT QUESTION
To the best of your knowledge and belief, will the proposed insurance or annuity
replace or change any existing annuity or life insurance?
[ ] Yes    [ ] No  If "yes," explain.

CONTRACT TYPE [ ] A [ ] B [ ] C If no box is checked, A will be in effect.

Witnessed by (signature of selling agent) Selling agent name and number (Please
print.)

PREMIUM BILLING INFORMATION
Mode of Payments (Check one box)
[ ] Single Premium [ ] Semi-Annual [ ] Monthly (List bill contracts only)\ [ ]
Annual [ ] Quarterly [ ] Monthly -- Pre-Authorized Check 
<PAGE>

Payment Amount Attached         Modal Payment Amount       Annual Payment Amount
$                               $                          $

[ ] Add to Existing List Bill Number _____________________
[ ] Begin New List Bill for the Plan
    Send bill to:
       Plan Name
       Plan Address
City                                                       State             Zip

Agent:  Please make check payable to ReliaStar Life Insurance Company of New
York and forward application to your broker/dealer.

FOR BROKER/DEALER ONLY

Dealer's name                          Authorized signature (if applicable)

BROKER/DEALER ONLY:  MAIL VARIABLE ANNUITY APPLICATION AND CHECK TO:

RELIASTAR LIFE INSURANCE
COMPANY OF NEW YORK
1000 WOODBURY ROAD, SUITE 102
P.O. BOX 9004
WOODBURY, NEW YORK 11797

NY43843-2


                         DECEMBER __, 1998 AMENDMENT TO
                             PARTICIPATION AGREEMENT
                                      AMONG
                            THE ALGER AMERICAN FUND,
                   FRED ALGER & COMPANY, INCORPORATED, and
                 RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK

      This is an amendment to the Participation Agreement dated August 8, 1997
("Agreement") among The Alger American Fund, Fred Alger & Company Incorporated
and ReliaStar Life Insurance Company of New York (formerly ReliaStar Bankers
Security Life Insurance Company) ("the Company").

      Schedule A to the Agreement is hereby amended to add the following
separate account of the Company:

      -     ReliaStar Life Insurance Company of New York Variable Annuity
Separate                Account II

      Schedule A, as amended, is attached hereto and hereby made a part of the
Agreement.

      IN WITNESS WHEREOF, the parties have caused their duly authorized officers
to execute this Amendment to the Agreement as of December __, 1998.

                                    THE ALGER AMERICAN FUND

                                    By:____________________________

                                    Name:__________________________

                                    Title:___________________________


                                    FRED ALGER & COMPANY, INCORPORATED

                                    By:_____________________________

                                    Name:___________________________

                                    Title:____________________________


                                    RELIASTAR LIFE INSURANCE COMPANY
                                    OF NEW YORK

                                    By:_____________________________

                                    Name:___________________________

                                    Title:____________________________


                                                                   
                                     Form of

                                 Amendment No. 4


Amendment to the Participation Agreement among ReliaStar Life Insurance Company
of New York (formerly ReliaStar Bankers Security Life Insurance Company) (the
"Company"), Variable Insurance Products Fund (the "Fund") and Fidelity
Distributors Corporation (the "Underwriter") dated March 9, 1995 (the
Agreement").

1) Schedule A is hereby revised as follows:

<TABLE>
<CAPTION>
                                         Schedule A


Name of Separate Account      Policy Form Numbers of Contracts          Fidelity Fund/Initial Class
and Date Established by       Funded by Separate Account                ---------------------------
Board of Directors            --------------------------
- ------------------
<S>                           <C>                                       <C>

ReliaStar Life Insurance      85-499                                    VIP Equity-Income Portfolio
Company of New York                                                     VIP Growth Portfolio
Variable Annuity Separate                                               VIP High Income Portfolio
Account II                                                              VIP Money Market Portfolio

</TABLE>


IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed
in its name and on its behalf by its duly authorized representative as of
_______________, 199__.


RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK

By: _____________________________
Name:
Title:


VARIABLE INSURANCE PRODUCTS FUND

By: _____________________________
Name:  Robert C. Pozen
Title:    Senior Vice President


FIDELITY DISTRIBUTORS CORPORATION

By: _____________________________
Name:  Kevin J. Kelly
Title:    Vice President



                                                                   
                                    Form of

                                 Amendment No. 4


Amendment to the Participation Agreement among ReliaStar Life Insurance Company
of New York (formerly ReliaStar Bankers Security Life Insurance Company) (the
"Company"), Variable Insurance Products Fund II (the "Fund") and Fidelity
Distributors Corporation (the "Underwriter") dated March 9, 1995 (the
Agreement").

1) Schedule A is hereby revised as follows:

<TABLE>
<CAPTION>

                                         Schedule A


Name of Separate Account      Policy Form Numbers of Contracts       Fidelity Fund/Initial Class
and Date Established by       Funded by Separate Account             ---------------------------
Board of Directors            -------------------------- 
- ------------------
<S>                           <C>                                    <C>

ReliaStar Life Insurance      85-499                                 VIP II Contrafund Portfolio
Company of New York                                                  VIP II Index 500 Portfolio
Variable Annuity Separate                                            VIP II Investment Grade
Account II                                                           Bond Portfolio

</TABLE>


IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed
in its name and on its behalf by its duly authorized representative as of
_______________, 199__.


RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK

By: _____________________________
Name:
Title:


VARIABLE INSURANCE PRODUCTS FUND II

By: _____________________________
Name:  Robert C. Pozen
Title:    Senior Vice President


FIDELITY DISTRIBUTORS CORPORATION

By: _____________________________
Name:  Kevin J. Kelly
Title:    Vice President



                   AMENDMENT TO FUND PARTICIPATION AGREEMENT


      This Amendment to the Fund Participation Agreement ("Agreement") dated
August 8, 1997, between Janus Aspen Series, an open-end management investment
company organized as a Delaware business trust (the "Trust"), and ReliaStar Life
Insurance Company of New York, a New York life insurance company (the "Company")
is effective as of _______________, 1998.

                                    AMENDMENT

      For good and valuable consideration, the receipt of which is hereby
acknowledged, the parties agree to amend the Agreement as follows:

      1. Schedule A of this Agreement shall be deleted and replaced with the
attached Schedule A.

      2. All other terms of the Agreement shall remain in full force and effect.

      IN WITNESS WHEREOF, the parties have caused their duly authorized officers
to execute this Amendment as of the date and year first above written.



RELIASTAR LIFE INSURANCE COMPANY
OF NEW YORK


By:____________________________

Name:
Title:


JANUS ASPEN SERIES


By:____________________________

Name:
Title:

<PAGE>

                                   Schedule A
                    Separate Accounts and Associated Contracts


Name of Separate Account and the                      Contracts Funded
Date Established by Board of Directors                By Separate Account
- --------------------------------------                -------------------

ReliaStar Bankers Variable Life Separate
Account I

ReliaStar Life Insurance Company of New York          #85-499
Variable Annuity Separate Account II
Established June 15, 1998


                             AMENDMENT NO. 1 TO THE
                          FUND PARTICIPATION AGREEMENT

            This Amendment No. 1, dated as of December 1, 1998, among RELIASTAR
LIFE INSURANCE COMPANY OF NEW YORK (f/k/a ReliaStar Bankers Security Life
Insurance Company). ("LIFE COMPANY"), and NEUBERGER BERMAN ADVISERS MANAGEMENT
TRUST ("TRUST"), ADVISERS MANAGERS TRUST ("MANAGERS TRUST"), and NEUBERGER
BERMAN MANAGEMENT INC. ("NB MANAGEMENT"), is made to the Fund Participation
Agreement, dated as of August 8, 1997, among LIFE COMPANY, TRUST, MANAGERS TRUST
and NB MANAGEMENT (the "Agreement"). Terms defined in the Agreement are used
herein as therein defined.

            WHEREAS, the parties desire to amend Appendices A and B to the
Agreement to add one or more Portfolios and Series.

            NOW, THEREFORE, in consideration of the promises and mutual
covenants hereinafter contained, the parties agree as follows:

1.    Appendix A of the Agreement is hereby deleted and replaced with new
      Appendix A attached hereto.

2.    Appendix B of the Agreement is hereby deleted and replaced with new
      Appendix B attached hereto.

3.    Except as modified hereby, all other terms and conditions of the Agreement
      shall remain in full force and effect.

3.    This Amendment No. 1 may be executed in two or more  counterparts,  each
of which shall be deemed to be an original,  but all of which  together  shall
constitute one and the same First Amendment.


NEUBERGER BERMAN                         NEUBERGER BERMAN
ADVISERS MANAGEMENT TRUST                MANAGEMENT INC.

By:_______________________________       By:___________________________
Name:                                    Name:
Title:                                   Title:

ADVISERS MANAGERS TRUST                  RELIASTAR LIFE INSURANCE
                                         COMPANY OF NEW YORK

By: ___________________________          By: ___________________________
Name:                                    Name:
Title:                                   Title:

<PAGE>

                                   Appendix A
                                   ----------

<TABLE>
<CAPTION>
Neuberger Berman Advisers                       Corresponding Series of
Management Trust and its Series (Portfolios)    Advisers Managers Trust (Series)
- --------------------------------------------    --------------------------------
<S>                                             <C>
Balanced Portfolio                              AMT Balanced Investments

Growth Portfolio                                AMT Growth Investments

Guardian Portfolio                              AMT Guardian Investments

International Portfolio                         AMT International Investments

Limited Maturity Bond Portfolio                 AMT Limited Maturity Bond
Investments

Liquid Asset Portfolio                          AMT Liquid Asset Investments

Mid-Cap Growth Portfolio                        AMT Mid-Cap Growth Investments

Partners Portfolio                              AMT Partners Investments

Socially Responsive Portfolio                   AMT Socially Responsive Investments
</TABLE>

                                       2

<PAGE>


                                   Appendix B
                                   ----------

Separate Accounts                        Selected Portfolios
- -----------------                        -------------------

ReliaStar Life Insurance Company         Partners Portfolio
of New York Variable Life                Limited Maturity Bond Portfolio
Separate Account I                       Socially Responsive Portfolio

                                         Partners Portfolio
ReliaStar Life Insurance Company         Limited Maturity Bond Portfolio
of New York Variable Annuity             Socially Responsive Portfolio
Separate Account II

                         SEPTEMBER 1, 1998 AMENDMENT TO
                             PARTICIPATION AGREEMENT
                                      AMONG
                             OCC ACCUMULATION TRUST,
                              OCC DISTRIBUTORS, and
                 RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK


      This is an amendment to the August 8, 1997 Participation Agreement
("Agreement") among OCC Accumulation Trust, OCC Distributors and ReliaStar Life
Insurance Company of New York (formerly ReliaStar Bankers Security Life
Insurance Company).

      Schedule A to the Agreement is hereby amended to add the following
separate account of the Company:

      o ReliaStar Life Insurance Company of New York Variable Annuity Separate
Account II

      IN WITNESS WHEREOF, the parties have caused their duly authorized officers
to execute this Amendment to the Agreement as of September 1, 1998.


                                         OCC ACCUMULATION TRUST

                                         By:
                                               ---------------------------------

                                         Name:
                                                 -------------------------------

                                         Title:
                                                --------------------------------

                                         OCC DISTRIBUTORS

                                         By:
                                               ---------------------------------

                                         Name:
                                                 -------------------------------

                                         Title:
                                                --------------------------------

                                         RELIASTAR LIFE INSURANCE COMPANY OF
                                         NEW YORK

                                         By:
                                               ---------------------------------

                                         Name:
                                                 -------------------------------

                                         Title:
                                                --------------------------------

                                 AMENDMENT NO. 2


      Amendment to the Participation Agreement among ReliaStar Life Insurance
Company of New York (formerly ReliaStar Bankers Security Life Insurance
Company) (the "Company"), Putnam Variable Trust (the "Trust" ) and Putnam
Mutual Funds Corp. (the "Underwriter") dated January 16, 1997 (the
"Agreement").

1) Schedule A is hereby revised to read as follows:

                              SCHEDULE A
                              CONTRACTS
                              DECEMBER 23, 1998

1.    ReliaStar Life Insurance Company of New York Variable Life Separate
      Account I

(a)   Flexible Premium Variable Life Insurance Policy
            Contract Form Number: 85-251 and State Exceptions

(b)   Survivorship Flexible Premium Variable Life Insurance Policy
            Contract Form Number: 85-438

1.    ReliaStar Life Insurance Company of New York Variable Life Separate
      Account  II

(a)   Flexible Premium Variable Annuity Insurance Policy Contract
            Form Number: 85-499

<PAGE>

            IN WITNESS WHEREOF, each of the parties has caused this Amendment to
      be executed in its name and on its behalf by its duly authorized
      representative as of December 23, 1998.




                              ReliaStar Life Insurance Company of New York

                        By:   _________________________________

                        Name: _________________________________

                        Title:_________________________________


                              Putnam Variable Trust

                        By:   _________________________________

                        Name: _________________________________

                        Title:_________________________________


                              Putnam Mutual Funds Corp.

                        By:   _________________________________

                        Name: _________________________________

                        Title:_________________________________

ReliaStar Life Insurance Company
20 Washington Avenue South
Minneapolis, Minnesota  55401

December 28, 1998



ReliaStar Life Insurance Company of New York
1000 Woodbury Road, Suite 102
Woodbury, New York 11797

Madam/Sir:

In connection with the proposed registration under the Securities Act of 1933,
as amended, of individual variable annuity contracts (the "Contracts") issued by
ReliaStar Life Insurance Company of New York Variable Annuity Separate Account
II (the "Separate Account"), I have examined documents relating to the
establishment of the Separate Account by the Board of Directors of ReliaStar
Life Insurance Company of New York (the "Company") as a separate account for
assets applicable to variable annuity contracts, pursuant to New York Statutes
Section 4240, as amended, and the Pre-effective Amendment No. 1 to the
Registration Statement on Form N-4 (the "Registration Statement"), and I have
examined such other documents and have reviewed such matters of law as I deemed
necessary for this opinion, and I advise you that in my opinion:

      1.    The Separate Account is a separate account of the Company duly
            created and validly existing pursuant to the laws of the State of
            New York.

      2.    The contracts, when issued in accordance with the Prospectus
            constituting a part of the Registration Statement and upon
            compliance with applicable local law, will be legal and binding
            obligations of the Separate Account and the Company in accordance
            with their respective terms.

      3.    The portion of the assets held in the Separate Account equal to
            reserves and other contract liabilities with respect to the Separate
            Account are not chargeable with liabilities arising out of any other
            business the Company may conduct.

I consent to the filing of this opinion as an exhibit to the Registration
Statement and to the references to me wherever appearing therein.

Very truly yours,


/s/ Stewart D. Gregg                
- --------------------------
Stewart D. Gregg, Counsel

INDEPENDENT AUDITORS' CONSENT



Board of Directors and Contract Holders
ReliaStar Life Insurance Company of New York
  Variable Annuity Separate Account II



We consent to the incorporation by reference in this Pre-Effective Amendment No.
1 to the Registration Statement of Form N-4 (File No. 333-61879) of the
ReliaStar Life Insurance Company of New York Variable Annuity Separate Account
II filed under the Securities Act of 1933 and Amendment No. 1 to the
Registration Statement filed under the Investment Company Act of 1940,
respectively, of our report dated March 26, 1998 relating to the audit of the
statements of financial condition as of December 31, 1997 and 1996, and the
related statements of operations, shareholder's equity and cash flows for each
of the years then ended of the ReliaStar Life Insurance Company of New York
incorporated by reference in the Statement of Additional Information of such
Registration Statement, and the references to us under the heading "Financial
Statements and Experts" appearing in the Prospectus and under the headings
"Independent Auditors" and "Financial Statements" appearing in the Statement of
Additional Information, all of which are part of such Registration Statement.


/s/ Deloitte & Touche LLP

Minneapolis, Minnesota
December 28, 1998




                   RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK


                                POWER OF ATTORNEY
                             OF DIRECTOR AND OFFICER

      The undersigned director and/or officer of RELIASTAR LIFE INSURANCE
COMPANY OF NEW YORK, a New York corporation, does hereby make, constitute and
appoint RICHARD R. CROWL, MICHAEL S. FISCHER, STEWART D. GREGG, ROBERT B.
SAGINAW, and JEFFREY A. PROULX, and each or any one of them, the undersigned's
true and lawful attorneys-in-fact, with full power of substitution, for the
undersigned and in the undersigned's name, place and stead, to sign and affix
the undersigned's name as such director and/or officer of said Company to a
Registration Statement or Registration Statements, under the Securities Act of
1933 (1933 Act) and the Investment Company Act of 1940 (1940 Act) and any other
forms applicable to such registrations, and all amendments, including
post-effective amendments, thereto, to be filed by said Company with the
Securities and Exchange Commission, Washington, DC, in connection with the
registration under the 1933 and 1940 Acts, as amended, of variable annuity
contracts and accumulation units in the ReliaStar Life Insurance Company of New
York Variable Life Separate Account II ("Variable Account"), and to file the
same, with all exhibits thereto and other supporting documents, with said
Commission, granting unto said attorneys-in-fact, and each of them, full power
and authority to do and perform any and all acts necessary or incidental to the
performance and execution of the powers herein expressly granted.

      IN WITNESS WHEREOF, the undersigned has hereunto set the undersigned's
hand this 7th day of December, 1998.



                                    /s/ R. Michael Conley
                                    -----------------------------------------
                                    R. Michael Conley



<PAGE>


                   RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK


                                POWER OF ATTORNEY
                             OF DIRECTOR AND OFFICER

      The undersigned director and/or officer of RELIASTAR LIFE INSURANCE
COMPANY OF NEW YORK, a New York corporation, does hereby make, constitute and
appoint RICHARD R. CROWL, MICHAEL S. FISCHER, STEWART D. GREGG, ROBERT B.
SAGINAW, and JEFFREY A. PROULX, and each or any one of them, the undersigned's
true and lawful attorneys-in-fact, with full power of substitution, for the
undersigned and in the undersigned's name, place and stead, to sign and affix
the undersigned's name as such director and/or officer of said Company to a
Registration Statement or Registration Statements, under the Securities Act of
1933 (1933 Act) and the Investment Company Act of 1940 (1940 Act) and any other
forms applicable to such registrations, and all amendments, including
post-effective amendments, thereto, to be filed by said Company with the
Securities and Exchange Commission, Washington, DC, in connection with the
registration under the 1933 and 1940 Acts, as amended, of variable annuity
contracts and accumulation units in the ReliaStar Life Insurance Company of New
York Variable Life Separate Account II ("Variable Account"), and to file the
same, with all exhibits thereto and other supporting documents, with said
Commission, granting unto said attorneys-in-fact, and each of them, full power
and authority to do and perform any and all acts necessary or incidental to the
performance and execution of the powers herein expressly granted.

      IN WITNESS WHEREOF, the undersigned has hereunto set the undersigned's
hand this 4th day of December, 1998.



                                    /s/ Ulric Haynes, Jr.
                                    -----------------------------------------
                                    Ambassador Ulric Haynes, Jr.



<PAGE>



                   RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK


                                POWER OF ATTORNEY
                             OF DIRECTOR AND OFFICER

      The undersigned director and/or officer of RELIASTAR LIFE INSURANCE
COMPANY OF NEW YORK, a New York corporation, does hereby make, constitute and
appoint RICHARD R. CROWL, MICHAEL S. FISCHER, STEWART D. GREGG, ROBERT B.
SAGINAW, and JEFFREY A. PROULX, and each or any one of them, the undersigned's
true and lawful attorneys-in-fact, with full power of substitution, for the
undersigned and in the undersigned's name, place and stead, to sign and affix
the undersigned's name as such director and/or officer of said Company to a
Registration Statement or Registration Statements, under the Securities Act of
1933 (1933 Act) and the Investment Company Act of 1940 (1940 Act) and any other
forms applicable to such registrations, and all amendments, including
post-effective amendments, thereto, to be filed by said Company with the
Securities and Exchange Commission, Washington, DC, in connection with the
registration under the 1933 and 1940 Acts, as amended, of variable annuity
contracts and accumulation units in the ReliaStar Life Insurance Company of New
York Variable Life Separate Account II ("Variable Account"), and to file the
same, with all exhibits thereto and other supporting documents, with said
Commission, granting unto said attorneys-in-fact, and each of them, full power
and authority to do and perform any and all acts necessary or incidental to the
performance and execution of the powers herein expressly granted.

      IN WITNESS WHEREOF, the undersigned has hereunto set the undersigned's
hand this 4th day of December, 1998.



                                 /s/ Mark S. Jordahl
                                 ------------------------------------------
                                 Mark S. Jordahl



<PAGE>


                   RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK


                                POWER OF ATTORNEY
                             OF DIRECTOR AND OFFICER

      The undersigned director and/or officer of RELIASTAR LIFE INSURANCE
COMPANY OF NEW YORK, a New York corporation, does hereby make, constitute and
appoint RICHARD R. CROWL, MICHAEL S. FISCHER, STEWART D. GREGG, ROBERT B.
SAGINAW, and JEFFREY A. PROULX, and each or any one of them, the undersigned's
true and lawful attorneys-in-fact, with full power of substitution, for the
undersigned and in the undersigned's name, place and stead, to sign and affix
the undersigned's name as such director and/or officer of said Company to a
Registration Statement or Registration Statements, under the Securities Act of
1933 (1933 Act) and the Investment Company Act of 1940 (1940 Act) and any other
forms applicable to such registrations, and all amendments, including
post-effective amendments, thereto, to be filed by said Company with the
Securities and Exchange Commission, Washington, DC, in connection with the
registration under the 1933 and 1940 Acts, as amended, of variable annuity
contracts and accumulation units in the ReliaStar Life Insurance Company of New
York Variable Life Separate Account II ("Variable Account"), and to file the
same, with all exhibits thereto and other supporting documents, with said
Commission, granting unto said attorneys-in-fact, and each of them, full power
and authority to do and perform any and all acts necessary or incidental to the
performance and execution of the powers herein expressly granted.

      IN WITNESS WHEREOF, the undersigned has hereunto set the undersigned's
hand this 4th day of December, 1998.



                                 /s/ James R. Gelder
                                 ----------------------------------------------
                                 James R. Gelder


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