AMERICAN SKANDIA LIFE ASSURANCE CORP UAR ACCT B CLASS 7
N-4, 1999-12-29
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     FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON DECEMBER 29, 1999

REGISTRATION NO. 333-[         ]          INVESTMENT COMPANY ACT NO. 811-09705

================================================================================
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM N-4
             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
                                     AND/OR
         REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940

         AMERICAN SKANDIA LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B
                             (CLASS 7 SUB-ACCOUNTS)
                           (Exact Name of Registrant)

                   AMERICAN SKANDIA LIFE ASSURANCE CORPORATION
                               (Name of Depositor)

                 ONE CORPORATE DRIVE, SHELTON, CONNECTICUT 06484
              (Address of Depositor's Principal Executive Offices)

                                 (203) 926-1888
                         (Depositor's Telephone Number)

                    M. PRISCILLA PANNELL, CORPORATE SECRETARY
                 ONE CORPORATE DRIVE, SHELTON, CONNECTICUT 06484
               (Name and Address of Agent for Service of Process)

                                    Copy To:
                            T. RICHARD KENNEDY, ESQ.
                                 GENERAL COUNSEL
         ONE CORPORATE DRIVE, SHELTON, CONNECTICUT 06484 (203) 925-6922

                Approximate Date of Proposed Sale to the Public:

MAY 1,  2000 OR AS SOON AS  PRACTICABLE  FOLLOWING  THE  EFFECTIVE  DATE OF THIS
REGISTRATION STATEMENT.

It is proposed that this filing become effective: (check appropriate space)

 __ immediately upon filing pursuant to paragraph (b) of Rule 485
 __ on  __________ pursuant to paragraph (b) of Rule 485
 __ 60 days after filing pursuant to paragraph (a) (i) of Rule 485
 __ on ___________pursuant to paragraph (a) (i) of Rule 485
 __ 75 days after filing pursuant to paragraph (a) (ii) of Rule 485
 __ on ______________pursuant to paragraph (a)(ii) 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.
================================================================================
        CALCULATION OF REGISTRATION FEE UNDER THE SECURITIES ACT OF 1933
<TABLE>
<CAPTION>

                                                          PROPOSED               PROPOSED
                                                          MAXIMUM                 MAXIMUM

                                    AMOUNT                OFFERING              AGGREGATE               AMOUNT OF

        TITLE OF SECURITIES          TO BE                 PRICE                 OFFERING             REGISTRATION
          TO BE REGISTERED        REGISTERED              PER UNIT                 PRICE                   FEE

- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                                     <C>                                               <C>

   American Skandia Life Assurance

    Corporation Annuity Contracts Indefinite*            Indefinite*                                       $0

====================================================================================================================================
          *Pursuant to Rule 24f-2 of the Investment Company Act of 1940

- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
Registrant has registered an indefinite number or amount of securities under the
Securities Act of 1933 pursuant to Rule 24f-2 of the  Investment  Company Act of
1940.  The Rule 24f-2  Notice for  Registrant's  fiscal  year 1999 will be filed
within 90 days of the close of the fiscal year.

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  BECOMES EFFECTIVE IN ACCORDANCE WITH THE PROVISIONS OF 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.

- --------------------------------------------------------------------------------
VIA-T (Class 7)







VIA-T n4 cr
<TABLE>
<CAPTION>
                                           CROSS REFERENCE SHEET PURSUANT TO RULE 495(a)

<S>           <C>                                                 <C>                            <C>
              N-4 Item No.                                                                       Prospectus Heading

1.            Cover Page                                                                                 Cover Page

2.            Definitions                                                                         Glossary of Terms

3.            Synopsis or Highlights                              What are Some of the Key Features of the Annuity?
                                                                   Highlights, Summary of Contract Fees and Charges

4.            Condensed Financial Information                                                        Not Applicable

5.            General Description of Registrant, Depositor                                 Who Is American Skandia?
              and Portfolio Companies                                                   What Are Separate Accounts?

6.            Deductions                                                      Summary of Contract Fees and Charges,
                                                                                                   Fees and Charges

7.            General Description of Variable Annuity Contracts                 Highlights, Purchasing Your Annuity

8.            Annuity Period                                            Managing Your Annuity, Access to Cash Value

9.            Death Benefit                                                                        Annuity Benefits

10.           Purchases and Contract Value                           Purchasing Your Annuity, Managing Your Annuity
                                                                                               Access to Cash Value

11.           Redemptions                                                                      Access to Cash Value

12.           Taxes                                                                              Tax Considerations

13.           Legal Proceedings                                                                      Not Applicable

14.           Table of Contents of the Statement of Additional Information                   Available Information,
                                                                Contents of the Statement of Additional Information

                                                                                                        SAI Heading

15.           Cover Page                                                        Statement of Additional Information

16.           Table of Contents                                                                   Table of Contents

17.           General Information and History                       General Information Regarding American Skandia
                                                                                         Life Assurance Corporation

18.           Services                                                                         Independent Auditors,
                                                                                                      Legal Experts

19.           Purchase of Securities Being Offered                Noted in Prospectus under Purchasing Your Annuity
                                                                                          and Managing Your Annuity

20.           Underwriters                                                                    Principal Underwriter

                                                            (Continued)


                                           CROSS REFERENCE SHEET PURSUANT TO RULE 495(a)

              N-4 Item No.                                                                             SAI Headings

21.           Calculation of Performance Data                                       Calculation of Performance Data

22.           Annuity Payments                                       Noted in Prospectus under Access to Cash Value

23.           Financial Statements                                                                       Appendix A

                                                                                                     Part C Heading

24.           Financial Statements and Exhibits                                                Financial Statements
                                                                                                       and Exhibits

25.           Directors and Officers of the Depositor                           Noted in Prospectus under Executive
                                                                                             Officers and Directors

26.           Persons Controlled by or Under                                               Persons Controlled By or
              Common Control with the                                                 Under Common Control with the
              Depositor or Registrant                                                       Depositor or Registrant

27.           Number of Contractowners                                                     Number of Contractowners

28.           Indemnification                                                                       Indemnification

29.           Principal Underwriters                                                         Principal Underwriters

30.           Location of Accounts and Records                                                 Location of Accounts
                                                                                                        and Records

31.           Management Services                                                               Management Services

32.           Undertakings                                                                             Undertakings
</TABLE>







VIA (Class 7





                                     AMERICAN SKANDIA LIFE ASSURANCE CORPORATION
                                 One Corporate Drive, Shelton, Connecticut 06484

This  Prospectus  describes a single  premium  variable  immediate  annuity (the
"Annuity")  offered by American  Skandia Life Assurance  Corporation  ("American
Skandia",  "we",  "our" or "us").  The Annuity  may be offered as an  individual
annuity contract or as an interest in a group annuity. This Prospectus describes
the  important  features  of the  Annuity  and what you should  consider  before
purchasing the Annuity. A Statement of Additional  Information is also available
from us,  without  charge,  upon your request.  The CONTENTS OF THE STATEMENT OF
ADDITIONAL  INFORMATION  ARE DESCRIBED ON PAGE __. THE ANNUITY OR CERTAIN OF ITS
INVESTMENT  OPTIONS  MAY NOT BE  AVAILABLE  IN ALL  STATES.  VARIOUS  RIGHTS AND
BENEFITS MAY DIFFER BETWEEN STATES TO MEET APPLICABLE  LAWS AND/OR  REGULATIONS.
Certain  capitalized terms are either defined in the Glossary of Terms or in the
context of the particular section of this Prospectus.

WHY WOULD I CHOOSE TO PURCHASE THIS ANNUITY?

This  Annuity  is  frequently  used for  retirement  planning.  It is  generally
intended to be used to "roll-over" existing funds from an IRA, SEP-IRA, Roth IRA
or a Tax  Sheltered  Annuity  (or  403(b)).  This  Annuity  may  also be used in
connection with  retirement  plans that do not qualify under the sections of the
Code  noted  above.  This  Annuity  also  may be  used  as an  annuitization  or
settlement  option under any deferred annuity or life insurance policy issued by
American  Skandia.  This Annuity  allows you to invest your money in a number of
variable investment options while receiving monthly payments from this Annuity.

WHAT ARE SOME OF THE KEY FEATURES OF THIS ANNUITY?

- -     One premium.
- -     Monthly payments that may increase, decrease, or remain the same.
- -     First payment within 60 days of the date of issue.
- -     Monthly  payments over the life of the Annuitant or for a certain  period,
      or for life with a certain period.
- -     Several  variable  investment   options.   Each  investment  option  is  a
      Sub-Account  of  American  Skandia  Life  Assurance  Corporation  Variable
      Account B (Class 7) and invests in a corresponding  underlying mutual fund
      portfolio. Currently, portfolios of the American Skandia Trust, Montgomery
      Variable Series, Wells Fargo Variable Trust, Rydex Variable Trust, INVESCO
      Variable  Investment Funds,  Inc.,  Evergreen  Variable Annuity Trust, and
      ProFund VP are offered as investment options.
- -     Death Benefit and  Settlement  options.  After an Annuitant's  death,  the
      Annuity may provide Annuity Payments,  or,  alternatively,  a lump sum, to
      the Beneficiary(ies), if a certain period was selected.
- -     Tax-free  transfers  between  investment  options.  We also offer  several
      programs that enable you to manage your Contract  Value as your  financial
      needs and investment performance change.

HOW DO I PURCHASE THIS ANNUITY?

We sell this Annuity through licensed,  registered financial  professionals.  We
may  require  that you submit  certain  forms to us before we issue an  Annuity,
including  evidence of the age of the Annuitant(s).  The minimum Premium payment
is $35,000. We may allow a lower minimum Premium payment if this Annuity is used
as an  annuitization  or  settlement  option  from a deferred  annuity or a life
insurance  policy issued by American  Skandia.  No Annuitant may be greater than
age 85 on the issue date of this Annuity.

- --------------------------------------------------------------------------------
THIS  ANNUITY IS NOT A DEPOSIT OR AN  OBLIGATION  OF, OR ISSUED,  GUARANTEED  OR
ENDORSED BY, ANY BANK, IS NOT INSURED OR GUARANTEED BY THE U.S. GOVERNMENT,  THE
FEDERAL DEPOSIT INSURANCE  CORPORATION  (FDIC), THE FEDERAL RESERVE BOARD OR ANY
OTHER AGENCY.  AN INVESTMENT IN THIS ANNUITY INVOLVES CERTAIN  INVESTMENT RISKS,
INCLUDING POSSIBLE LOSS OF PRINCIPAL.

THESE  SECURITIES  HAVE NOT BEEN APPROVED OR  DISAPPROVED  BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE COMMISSION OR
ANY STATE  SECURITIES  COMMISSION  PASSED UPON THE  ACCURACY OR ADEQUACY OF THIS
PROSPECTUS.  ANY  REPRESENTATION TO THE CONTRARY IS A CRIMINAL  OFFENSE.  PLEASE
READ THIS PROSPECTUS AND THE CURRENT PROSPECTUS FOR THE UNDERLYING MUTUAL FUNDS.
KEEP THEM FOR FUTURE REFERENCE.
- --------------------------------------------------------------------------------

                  FOR FURTHER INFORMATION CALL 1-800-752-6342.

Prospectus Dated: [DATE], XXXX
Statement of Additional Information Dated: [DATE], XXXX
VIAT-PROS- (XX/XXXX)                                                    VIATPROS
<PAGE>





<TABLE>
<CAPTION>
TABLE OF CONTENTS

<S>                                                                                                                              <C>
GLOSSARY OF TERMS..................................................................................................................4

SUMMARY OF CONTRACT FEES AND CHARGES...............................................................................................6

HIGHLIGHTS.........................................................................................................................8

   WHAT IS AN IMMEDIATE ANNUITY?...................................................................................................8
   WHAT IS A VARIABLE IMMEDIATE ANNUITY?...........................................................................................8
   HOW DOES THIS VARIABLE IMMEDIATE ANNUITY GENERALLY DIFFER FROM SYSTEMATIC WITHDRAWAL PROGRAMS?..................................8

INVESTMENT OPTIONS.................................................................................................................8

   WHAT ARE THE INVESTMENT OBJECTIVES AND POLICIES OF THE PORTFOLIOS?..............................................................8

FEES AND CHARGES..................................................................................................................16

   WHAT ARE THE ANNUITY FEES AND CHARGES?.........................................................................................16
   WHAT CHARGES ARE DEDUCTED BY THE SEPARATE ACCOUNT?.............................................................................17

PURCHASING YOUR ANNUITY...........................................................................................................17

   WHAT ARE THE REQUIREMENTS FOR PURCHASING THE ANNUITY?..........................................................................17
   WHAT ARE MY PAYOUT OPTIONS?......................................................................................................
   MAY I RETURN THE ANNUITY IF I CHANGE MY MIND?..................................................................................18

MANAGING YOUR ANNUITY.............................................................................................................18

   ARE THERE RESTRICTIONS OR CHARGES ON TRANSFERS BETWEEN SUB-ACCOUNTS?...........................................................18
   MAY I AUTHORIZE MY FINANCIAL REPRESENTATIVE TO MANAGE MY ACCOUNT?..............................................................19
   DO YOU OFFER ANY AUTOMATIC REBALANCING PROGRAMS?...............................................................................19

ACCESS TO CASH VALUE..............................................................................................................19

   MAY I SURRENDER ALL OR PART OF MY ANNUITY?.....................................................................................19
   WHAT IF MY CERTAIN PERIOD IS ZERO, MAY I STILL MAKE A FULL OR PARTIAL SURRENDER?...............................................20

ANNUITY BENEFITS..................................................................................................................20

   HOW DO WE CALCULATE YOUR ANNUITY PAYMENT?......................................................................................20
   MAY I CONVERT ANNUITY PAYMENTS TO FIXED PAYMENTS?..............................................................................20
   WHO RECEIVES THE ANNUITY PAYMENT?..............................................................................................21
   WHAT HAPPENS WHEN THE ANUITANT DIES?...........................................................................................21
   WHAT HAPPENS WHEN THE OWNER DIES?..............................................................................................21
   WHEN DO ANNUITY PAYMENTS FOR A BENEFICIARY START?..............................................................................21
   IF ANNUITY PAYMENTS ARE TO BE PAID TO A BENEFICIARY, WHAT DETERMINES THE ANNUITY PAYMENT EACH MONTH AND HOW LONG WILL THE ANNUITY
   PAYMENTS BE PAID TO THE BENEFICIARY?...........................................................................................21
   WHAT DOCUMENTATION IS REQUIRED TO RECEIVE ANNUITY PAYMENTS?....................................................................21
   PAYMENTS AND PAYEES............................................................................................................22

TAX CONSIDERATIONS................................................................................................................22

   WHAT ARE SOME OF THE FEDERAL TAX CONSIDERATIONS OF THIS ANNUITY?...............................................................22
   TAXATION OF AMERICAN SKANDIA AND THE SEPARATE ACCOUNT..........................................................................22
   HOW ARE IMMEDIATE ANNUITIES TREATED UNDER THE TAX CODE?........................................................................22
   HOW ARE ANNUITY PAYMENTS TAXED?................................................................................................23
   HOW ARE DISTRIBUTIONS OTHER THAN ANNUITY PAYMENTS TAXED?.......................................................................23
   ARE THERE TAX CONSIDERATIONS FOR TAX-QUALIFIED RETIREMENT PLANS OR QUALIFIED CONTRACTS?........................................24
   HOW ARE DISTRIBUTIONS FROM QUALIFIED CONTRACTS TAXED?..........................................................................24
   GENERAL TAX CONSIDERATIONS.....................................................................................................24

GENERAL INFORMATION...............................................................................................................25

   HOW WILL I RECEIVE STATEMENTS AND REPORTS?.....................................................................................25
   WHO IS AMERICAN SKANDIA?.......................................................................................................26
   WHAT ARE SEPARATE ACCOUNTS?....................................................................................................26
   MODIFICATION...................................................................................................................26
   WHAT IS THE LEGAL STRUCTURE OF THE PORTFOLIOS?.................................................................................27
   VOTING RIGHTS..................................................................................................................27
   MATERIAL CONFLICTS.............................................................................................................27
   TRANSFERS, ASSIGNMENTS OR PLEDGES..............................................................................................27
   DEFERRAL OF TRANSACTIONS.......................................................................................................27
   WHO DISTRIBUTES ANNUITIES OFFERED BY AMERICAN SKANDIA?.........................................................................28
   ADVERTISING....................................................................................................................28
   AVAILABLE INFORMATION..........................................................................................................29
   HOW TO CONTACT US..............................................................................................................29
   INDEMNIFICATION................................................................................................................30
   CONTENTS OF THE STATEMENT OF ADDITIONAL INFORMATION............................................................................30
</TABLE>


<PAGE>


GLOSSARY OF TERMS

Many terms used within this Prospectus are described  within the text where they
appear.

ANNUITANT is the person(s) upon whose life(s) the Annuity is issued,  if Annuity
Payments are payable for life.

ANNUITY is the  contract(s)  or group  certificate(s)  offered  pursuant to this
Prospectus.

ANNUITY  FACTORS are factors we apply to determine  the Schedule of Units.  They
depend on the Benchmark Rate, any Certain Period,  the Annuitant's  attained age
and  where  permitted  by  law,  gender.  Annuity  Factors  reflect  assumptions
regarding  the  costs we  expect to bear in  guaranteeing  payments.  We may use
different factors for different classes of Annuities.

ANNUITY DATE is the date Annuity Payments are to begin.

ANNUITY  PAYMENT  AMOUNT is the dollar amount of each Annuity  Payment.  Annuity
Payment Amounts can vary each month.

ANNUITY PAYMENTS are the periodic payments due.

ANNUITY YEARS are continuous  12-month periods  commencing on the Issue Date and
each anniversary of the Issue Date.

BENCHMARK  RATE is an assumed  rate of return  used in  determining  the Annuity
Factors  and the  Schedule of Units.  We  currently  offer a range of  Benchmark
Rates. We may use different rates for different classes of purchasers.

BENEFICIARY(IES)  is the person(s) who may receive death  proceeds or guaranteed
payment under this Annuity when there is no longer a living Annuitant(s), if you
elect a Certain Period.  Unless otherwise  specified,  the Beneficiary refers to
all persons designated as such for your Annuity.

CASH VALUE is any amount available for surrender or as a lump sum death benefit.

CONTRACT  VALUE  is the  value of each  allocation  to a  Sub-Account,  plus any
credits and earnings and/or less any losses, distributions, and charges thereon.
Contract Value is determined  separately for each Sub-Account,  and then totaled
to determine  the  Contract  Value for your  Annuity.  For  Annuities  with life
contingencies  we may  periodically  add credits to your Contract Value from our
general  account to assure  adequate  Units are  available to make  payments for
life.

CERTAIN PERIOD is a fixed length of time that Annuity  Payments are due, whether
or not the  Annuitant is still alive.  Any Certain  Period is  determined at the
Issue Date.

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

INHERITANCE DATE is the date we receive,  at our office,  due proof satisfactory
to us of the Annuitant's death and all other requirements that enable us to make
payments for the benefit of a  Beneficiary,  if  applicable.  If there are joint
Annuitants,  the  Inheritance  Date  refers to the  death of the last  surviving
Annuitant.

ISSUE DATE is the effective date of your Annuity.

MONTHLY PROCESSING DATE is the date each month Annuity Payments are payable.  It
is the same day of the month as the Annuity Date.

NET INVESTMENT  PERFORMANCE  is the investment  performance of the Units in each
Sub-Account.

OWNER is  either  an entity or person  who may  exercise  the  ownership  rights
provided under the Annuity. If a certificate  representing  interests in a group
annuity contract is issued, the rights,  benefits,  and requirements of, and the
events  relating to, an Owner,  as described  in this  Prospectus,  will be your
rights  as  participant  in  such  group  annuity  contract.   Unless  otherwise
specified,  Owner refers to all persons or entities  designated as such for your
Annuity.

PORTFOLIO is a mutual fund or a series of a mutual fund in which the Sub-Account
where you have chosen to allocate your Contract Value invests. When you allocate
Contract Value to a Sub-Account,  you are a beneficial owner of Portfolio shares
and have a right to vote on matters that pertain to the Portfolio.

PREMIUM is cash consideration you give to us for certain rights, privileges, and
benefits in relation to our obligations under the Annuity.

SCHEDULE  OF UNITS is a schedule  which  specifies,  for each  Sub-Account,  the
number of Units  required  to fund the  Annuity's  benefits  as of each  Monthly
Processing Date.

SEPARATE  ACCOUNT is an account owned by us where we allocate assets in relation
to our obligations pursuant to the Annuity.

SUB-ACCOUNT is a division of a Separate Account where you chose to allocate your
Contract Value.

UNITS are the measure used to determine  benefits for a given  Sub-Account under
this Annuity.  When you choose a Sub-Account  the portion of the Net Premium you
allocate to that  investment  option,  or the portion of the Contract  Value you
transferred  into that  investment  option at some later date, is converted into
Units.

UNIT VALUE is the measure we use to determine the  performance of a Sub-Account.
It is the value of each Unit as of each  Valuation  Day.  It also  reflects  the
investment  experience  of the  Portfolio  minus any  insurance  charges and any
charges for taxes.

VALUATION DAY is any day the New York Stock  Exchange is open for trading or any
other day that the Securities and Exchange  Commission requires securities to be
valued.

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

"WE",  "US",  "OUR" OR "THE  COMPANY"  means  American  Skandia  Life  Assurance
Corporation.

"YOU" OR "YOUR" means the Owner.


<PAGE>


SUMMARY OF CONTRACT FEES AND CHARGES

Below is a summary  of the fees and  expenses  we charge for the  Annuity.  Some
charges are  assessed  directly  against your  Annuity  while other  charges are
deducted daily by us from the Separate Account.  The Separate Account charges an
asset-based  Insurance  Charge,  which is the  combination  of a  mortality  and
expense risk charge and a charge for administration of the Annuity.  We assess a
state tax charge (if applicable)  against your Premium at the time it is applied
to the Annuity. We may assess a Transfer Fee for transfers over a maximum number
per year.  Each Portfolio  assesses a charge for  investment  management and for
other expenses.  A summary is provided on the following page. The prospectus for
each  Portfolio  provides more detailed  information  about the expenses for the
Portfolios. All these fees and expenses are described in more detail within this
Prospectus.

<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
                            YOUR TRANSACTION EXPENSES

- ------------------------------------------------------------------------------------------------------------------------------------
- ------------------------------- ----------------------------------------------------------------- ----------------------------------
    <S>                         <C>                  <C>                                      <C>    <C>      <C>
                                                        AMOUNT DEDUCTED/
         FEE/EXPENSE                                 DESCRIPTION OF CHARGE                                    WHEN DEDUCTED
- ------------------------------- ----------------------------------------------------------------- ----------------------------------
- ------------------------------- ----------------------------------------------------------------- ----------------------------------
          Tax Charge            Currently ranges from 0% to 3 1/2%, depending on the applicable       At the time Premium is applied
                                          jurisdiction and usage of the Annuity
- ------------------------------- ----------------------------------------------------------------- ----------------------------------
- ------------------------------- ----------------------------------------------------------------- ----------------------------------
    Annual Maintenance Fee                                  None                                           Not Applicable

- ------------------------------- ----------------------------------------------------------------- ----------------------------------
         TRANSFER FEE                                     $10.00                               AFTER THE 12TH transfer each Annuity
                                                                                                                Year

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



- ------------------------------------------------------------------------------------------------------------------------------------
                       ANNUAL EXPENSES OF THE SUB-ACCOUNTS
      (as a percentage of the average daily net assets of the Sub-Accounts)

- ------------------------------- ----------------------------------------------------------------- ----------------------------------
   Mortality & Expense Risk
          Charge                                           1.10%
                                                                                                                  Daily
   Administration Charge                                   0.15%

 Total Annual Expenses of the           1.25% per year of the value of each Sub-Account
        Sub-Accounts*
- ------------------------------- ----------------------------------------------------------------- ----------------------------------
</TABLE>
* The  combination of the Mortality and Expense Risk Charges and  Administration
Charge is referred to as the "Insurance Charge" elsewhere in this prospectus.

- --------------------------------------------------------------------------------
                            PORTFOLIO ANNUAL EXPENSES

          (as a percentage of the average net assets of the Portfolios)

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

Below are the investment  management fees, other expenses,  and the total annual
expenses for each Portfolio as of June 30, 1999.  The total annual  expenses are
the sum of the  investment  management  fee and other  expenses.  Each figure is
stated as a percentage of the Portfolio's  average daily net assets. For certain
of the Portfolios,  a portion of the management fee is being waived and/or other
expenses are being partially reimbursed.  "N/A" indicates that no portion of the
management  fee and/or other  expenses is being waived  and/or  reimbursed.  Any
footnotes  about  expenses  appear after the list of all the  Portfolios.  Those
Portfolios  whose name  includes  the prefix  "AST" are  portfolios  of American
Skandia Trust. The Portfolio  information was provided by the Portfolios and has
not been  independently  verified by us. See the  prospectuses  or statements of
additional information of the Portfolios for further details.


<PAGE>




<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
                UNDERLYING MUTUAL FUND PORTFOLIO ANNUAL EXPENSES
    (as a percentage of the average net assets of the underlying Portfolios)

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

- -------------------------------------------- ---------------- ------------- --------------- -------------- -------------- ----------
                                               MANAGEMENT      OTHER          ESTIMATED     TOTAL Annual        Fee        Net
                                                  Fees          Expenses     Distribution     Portfolio    Waivers and     Annual
           UNDERLYING PORTFOLIO                                              and Service      Operating      Expense       Fund
                                                                               (12b-1)        Expenses     Reimbursement  Operating
                                                                               FEES (1)                                    Expenses

- --------------------------------------- ---------------- ------------- --------------- -------------- -------------- -------------
- --------------------------------------- ---------------- ------------- --------------- -------------- -------------- -------------
<S>                                                <C>           <C>             <C>             <C>             <C>          <C>
AST Founders Passport                              1.00%         0.30%             0%            1.30%           N/A          1.30%
AST T. Rowe Price International Equity             1.00%         0.25%             0%            1.25%           N/A          1.25%
AST AIM INTERNATIONAL EQUITY (2)                   0.87%         0.26%           0.14%           1.27%           N/A          1.27%
AST American Century International Growth          1.00%         0.65%             0%            1.65%           N/A          1.65%
AST MFS GLOBAL EQUITY(3)                           1.00%         0.48%           0.06%           1.54%           N/A          1.54%
AST Kemper Small-Cap Growth                        0.95%         0.60%           0.18%           1.73%          0.20%         1.53%
AST Lord Abbett Small Cap Value                    0.95%         0.36%             0%            1.31%           N/A          1.31%
AST T. Rowe Price Small Company Value              0.90%         0.21%             0%            1.11%           N/A          1.11%
AST NEUBERGER BERMAN MID-CAP GROWTH(4)             0.90%         0.17%           0.08%           1.15%           N/A          1.15%
AST NEUBERGER BERMAN MID-CAP VALUE(5)              0.90%         0.15%           0.19%           1.24%           N/A          1.24%
AST T. Rowe Price Natural Resources                0.90%         0.26%           0.07%           1.23%           N/A          1.23%
AST OPPENHEIMER LARGE-CAP GROWTH(6)                0.90%         0.22%           0.05%           1.17%           N/A          1.17%
AST Marsico Capital Growth                         0.90%         0.21%           0.06%           1.17%           N/A          1.17%
AST JanCap Growth                                  0.90%         0.14%           0.01%           1.05%          0.02%         1.03%
AST MFS GROWTH(7)                                  0.90%         0.24%           0.06%           1.20%           N/A          1.20%
AST Bankers Trust Managed Index 500                0.60%         0.26%             0%            0.86%          0.06%         0.80%
AST Cohen & Steers Realty                          1.00%         0.30%           0.07%           1.37%           N/A          1.37%
AST AMERICAN CENTURY INCOME & GROWTH (8)           0.75%         0.25%           0.05%           1.05%           N/A          1.05%
AST Lord Abbett Growth and Income                  0.75%         0.16%           0.08%           0.99%           N/A          0.99%
AST MFS GROWTH WITH INCOME(9)                      0.90%         0.23%           0.06%           1.19%           N/A          1.19%
AST INVESCO Equity Income                          0.75%         0.18%           0.04%           0.97%           N/A          0.97%
AST AIM Balanced                                   0.74%         0.26%           0.08%           1.08%           N/A          1.08%
AST American Century Strategic Balanced            0.85%         0.28%             0%            1.13%           N/A          1.13%
AST T. Rowe Price Asset Allocation                 0.85%         0.24%             0%            1.09%           N/A          1.09%
AST T. Rowe Price International Bond               0.80%         0.31%             0%            1.11%           N/A          1.11%
AST Federated High Yield                           0.75%         0.20%             0%            0.95%           N/A          0.95%
AST PIMCO Total Return Bond                        0.65%         0.18%             0%            0.83%           N/A          0.83%
AST PIMCO Limited Maturity Bond                    0.65%         0.21%             0%            0.86%           N/A          0.86%
AST Money Market                                   0.50%         0.16%             0%            0.66%          0.06%         0.60%

Montgomery   Variable   Series  -  Emerging        1.25%         0.56%            N/A            1.81%          0.06%         1.75%
Markets portfolio

WFVT Equity Income                                 0.55%         0.62%            N/A            1.17%          0.17%         1.00%

Rydex Variable Trust - Nova portfolio              0.74%         1.47%            N/A            2.21%          0.03%         2.18%
Rydex Variable Trust - Ursa portfolio              0.90%         1.57%            N/A            2.47%          0.17%         2.30%
Rydex Variable Trust - OTC portfolio               0.72%         1.24%            N/A            1.96%           N/A          1.96%

INVESCO VIF Technology                             0.75%         5.85%            N/A            6.60%          5.20%         1.40%
INVESCO VIF Health Sciences                        0.75%         3.57%            N/A            4.32%          3.05%         1.27%
INVESCO VIF FINANCIAL SERVICES(10)                 0.75%         0.59%            N/A            1.34%          0.09%         1.25%
INVESCO VIF TELECOMMUNICATIONS(10)                 0.75%         0.59%            N/A            1.34%          0.09%         1.25%
INVESCO VIF Dynamics                               0.60%         14.41%           N/A           15.01%         13.56%         1.45%

Evergreen VA Global Leaders                        0.95%         0.61%            N/A            1.56%          0.56%         1.00%
EVERGREEN VA SPECIAL EQUITY(11)                    1.45%         0.72%            N/A            2.17%          1.17%         1.00%

PROFUND VP EUROPE 30(12)                           0.75%         0.78%           0.25%           1.78%           N/A          1.78%
PROFUND VP SMALLCAP(12)                            0.75%         0.70%           0.25%           1.70%           N/A          1.70%
PROFUND VP ULTRAOTC(12)                            0.75%         0.66%           0.25%           1.66%           N/A          1.66%
- ----------------------------------------- ---------------- ------------- --------------- -------------- -------------- -------------
</TABLE>

1    American  Skandia  Trust (the  "Trust")  adopted a  Distribution  Plan (the
     "Distribution Plan") under Rule 12b-1 of the Investment Company Act of 1940
     to permit  an  affiliate  of the  Trust's  Investment  Manager  to  receive
     brokerage  commissions in connection with purchases and sales of securities
     held by Portfolios of the Trust,  and to use these  commissions  to promote
     the sale of shares of such  Portfolios.  The  staff of the  Securities  and
     Exchange  Commission  takes the position that commission  amounts  received
     under the Distribution Plan should be reflected as distribution expenses of
     the Portfolios.  The Portfolios would pay the same or comparable commission
     amounts irrespective of the Distribution Plan;  accordingly,  total returns
     for  the  Portfolios  are  not  expected  to  be  adversely  affected.  The
     Distribution Fee estimates are derived from data regarding each Portfolio's
     brokerage  transactions,  and the proportions of such transactions directed
     to selling dealers,  for the period ended June 30, 1999. However, it is not
     possible to determine  with accuracy  actual  amounts that will be received
     under the Distribution Plan. Such amounts will vary based upon the level of
     a Portfolio's brokerage activity,  the proportion of such activity directed
     under the Distribution Plan, and other factors.
2    Prior to May 3, 1999, the Investment  Manager had engaged Putnam Investment
     Management,  Inc. as Sub-Advisor for the Portfolio (formerly the AST Putnam
     Value Growth & Income portfolio).
3    This portfolio  commenced  operation on October 18, 1999.  "Other Expenses"
     are based on  estimated  amounts for the fiscal year  ending  December  31,
     1999.
4    Prior to May 1, 1998, the Investment Manager had engaged Berger Associates,
     Inc. as Sub-advisor for the Portfolio (formerly,  the Berger Capital Growth
     portfolio),  for a total  Investment  Management  fee payable at the annual
     rate of 0.75% of the average daily nets assets of the Portfolio.  As of May
     1,  1998,  the  Investment  Manager  engaged  Neuberger  Berman  Management
     Incorporated  as  Sub-advisor  for the  Portfolio,  for a total  Investment
     Management fee payable at the annual rate of 0.90% of the average daily net
     assets of the Portfolio. The Management Fee in the above chart reflects the
     current Investment Management fee payable to the Investment Manager.
5    Prior  to May  1,  1998,  the  Investment  Manager  had  engaged  Federated
     Investment  Counseling  as  Sub-advisor  for the Portfolio  (formerly,  the
     Federated Utility Income portfolio),  for a total Investment Management fee
     payable at the annual rate of 0.75% of the first $50 million of the average
     daily net assets of the  Portfolio,  plus .60% of the  Portfolio's  average
     daily  net  assets  in  excess  of $50  million.  As of May  1,  1998,  the
     Investment  Manager engaged  Neuberger  Berman  Management  Incorporated as
     Sub-advisor  for the  Portfolio,  for a  total  Investment  Management  fee
     payable at the annual rate of 0.90% of the average  daily net assets of the
     Portfolio.  The  Management  Fee in the above  chart  reflects  the current
     Investment Management fee payable to the Investment Manager.
6    Prior to December 31, 1998, the Investment  Manager had engaged  Robertson,
     Stephens & Company  Investment  Management,  L.P.  as  Sub-advisor  for the
     Portfolio  (formerly the Robertson Stephens Value + Growth portfolio),  and
     the total Investment  Management fee was at the annual rate of 1.00% of the
     average  daily net assets of the  Portfolio.  As of December 31, 1998,  the
     Investment  Manager engaged  OppenheimerFunds,  Inc. as Sub-advisor for the
     Portfolio,  and the Investment Management fee is payable at the annual rate
     of 0.90% of the first $1  billion  of the  average  daily net assets of the
     Portfolio,  plus .85% of the Portfolio's average daily net assets in excess
     of $1 billion.  The  Management Fee in the above chart reflects the current
     Investment Management fee payable to the Investment Manager.
7    These portfolios commenced operations on October 18, 1999. "Other Expenses"
     are based on  estimated  amounts for the fiscal year  ending  December  31,
     1999.
8    Prior to May 3, 1999, the Investment  Manager had engaged Putnam Investment
     Management,  Inc. as Sub-Advisor for the Portfolio (formerly the AST Putnam
     International Equity portfolio).
9    This portfolio  commenced  operation on October 18, 1999.  "Other Expenses"
     are based on  estimated  amounts for the fiscal year  ending  December  31,
     1999.
10   These portfolios  commenced operations on August 31, 1999. "Other Expenses"
     are estimated  amounts for the fiscal year ended December 31, 1999.
11   This portfolio commenced operations on September 30, 1999. "Other Expenses"
     are estimated amounts for the fiscal year ended December 31, 1999.
12   These portfolios commenced operations on October 18, 1999. "Other Expenses"
     are estimated amounts for the fiscal year ended December 31, 1999.



HIGHLIGHTS

WHAT IS AN IMMEDIATE ANNUITY?

An immediate  annuity  begins  making  periodic  payments to you within one year
after the Issue Date.  This Annuity begins making payments within 60 days of the
Issue date.

WHAT IS A VARIABLE IMMEDIATE ANNUITY?

A variable  immediate  annuity is an immediate  annuity where some or all of the
benefits  depend upon the  performance  of the  Sub-Accounts  and you assume the
investment risk of such investment performance.

HOW DOES THIS  VARIABLE  IMMEDIATE  ANNUITY  GENERALLY  DIFFER  FROM  SYSTEMATIC
WITHDRAWAL PROGRAMS?

This variable  immediate annuity offers a guarantee of income payments for life,
for a Certain  Period,  or for life and  Certain  Period.  This type of  annuity
contract is designed to  transfer to an  insurance  company  part of the risk at
outliving  one's  assets if a life payout  option is  selected.  Generally,  the
insurer  charges the  purchaser for taking on this risk of this  guarantee.  The
difference  between this type of annuity  contract  and a systematic  withdrawal
program is that this guarantee and the tax advantages  provided is not available
with a program of systematic withdrawals.

INVESTMENT OPTIONS

WHAT ARE THE INVESTMENT OBJECTIVES AND POLICIES OF THE PORTFOLIOS?

Each  variable  investment  option is a  Sub-Account  of American  Skandia  Life
Assurance  Corporation  Variable  Account  B (Class 7) (see  "What are  Separate
Accounts" for more detailed  information).  Each Sub-Account invests exclusively
in one Portfolio.  You should carefully read the prospectus for any Portfolio in
which you are interested.  The investment  manager for American Skandia Trust is
American Skandia Investment Services,  Inc. ("ASISI"), a company affiliated with
us. However,  a sub-advisor,  as noted below,  is engaged to conduct  day-to-day
investment decisions. Details about the investment objectives,  policies, risks,
costs and management of the Portfolios are found in the Portfolio  prospectuses.
There is no guarantee that any Portfolio will meet its investment objective. The
following  chart  classifies  each of the Portfolios  based on our assessment of
their  investment  style (as of the date of this  Prospectus).  The  chart  also
provides  a short  description  of each  Portfolio's  investment  objective  (in
italics) and a short, summary description of their key policies to assist you in
determining  which Portfolios may be of interest to you. The name of the advisor
or  sub-advisor  for  each  Portfolio  appears  next to the  description.  Those
Portfolios  whose name  includes  the prefix  "AST" are  Portfolios  of American
Skandia Trust.

<TABLE>
<CAPTION>
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
                                                                                                                      PORTFOLIO
      STYLE/                                        INVESTMENT OBJECTIVES/POLICIES                                     ADVISOR/
       TYPE                                                                                                          SUB-ADVISOR
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
<S>                 <C>                                                                                        <C>
CAPITAL             AST Money  Market:  seeks to  maximize  current  income  and                                      J.P. Morgan
PRESERVATION        maintain high levels of liquidity. The Portfolio attempts to                                       Investment
                    accomplish  its objective by  maintaining a  dollar-weighted                                    Management Inc.
                    average  maturity of not more than 90 days and by  investing
                    in securities  which have  effective  maturities of not more
                    than 397 days.
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
SHORT-TERM          AST PIMCO Limited  Maturity  Bond:  seeks to maximize  total                                  Pacific Investment
BOND                return  consistent with preservation  of capital and prudent                                       Management
                    investment  management.  The  Portfolio  will  invest  in  a                                         Company
                    diversified portfolio of fixed-income  securities of varying
                    maturities.  The average portfolio duration of the Portfolio
                    generally will vary within a one- to- three- year time frame
                    based on the Sub-advisor's forecast for interest rates.
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
LONG-TERM           AST PIMCO Total Return Bond:  seeks to maximize total return                                  Pacific Investment
BOND                consistent   with   preservation   of  capital  and  prudent                                       Management
                    investment  management.  The  Portfolio  will  invest  in  a                                        Company
                    diversified portfolio of fixed-income  securities of varying
                    maturities.  The average portfolio duration of the Portfolio
                    generally  will vary within a three- to six-year  time frame
                    based on the Sub-advisor's forecast for interest rates.
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
HIGH YIELD          AST  Federated  High  Yield:  seeks high  current  income by                                Federated Investment
BOND                investing  primarily  in a  diversified  portfolio  of fixed                                      Counseling
                    income securities. The Portfolio will invest at least 65% of
                    its assets in lower-rated  corporate fixed income securities
                    ("junk  bonds").  These fixed income  securities may include
                    preferred stocks, convertible securities, bonds, debentures,
                    notes,  equipment  lease  certificates  and equipment  trust
                    certificates.  A fund that invests  primarily in lower-rated
                    fixed income  securities will be subject to greater risk and
                    share price  fluctuation  than a typical  fixed income fund,
                    and may be subject  to an amount of risk that is  comparable
                    to or greater than many equity funds.
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
INTERNATIONAL       AST T. Rowe Price  International Bond: seeks to provide high                                Rowe Price-Fleming
BOND                current   income  and  capital   growth  by   investing   in                                International, Inc.
                    high-quality,    non   dollar-denominated   government   and
                    corporate  bonds  outside the United  States.  The Portfolio
                    will  invest  at least 65% of its  assets  in  high-quality,
                    non-U.S.  dollar denominated  government and corporate bonds
                    outside  the  United  States.   The  Sub-advisor  bases  its
                    investment decisions on fundamental market factors, currency
                    trends, and credit quality.  The Portfolio generally invests
                    in countries where the  combination of fixed-income  returns
                    and currency exchange rates appears  attractive,  or, if the
                    currency  trend  is   unfavorable,   where  the  Sub-advisor
                    believes  that the currency  risk can be  minimized  through
                    hedging.  The  Portfolio  may also  invest  up to 20% of its
                    assets in below  investment-grade,  high-risk  bonds  ("junk
                    bonds"), including bonds in default or those with the lowest
                    rating.
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
<PAGE>
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
                                                                                                                      PORTFOLIO
      STYLE/                                        INVESTMENT OBJECTIVES/POLICIES                                     ADVISOR/
       TYPE                                                                                                           SUB-ADVISOR
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
ASSET               AST T. Rowe Price  Asset  Allocation:  seeks a high level of                                   T. Rowe Price
ALLOCATION          total  return  by  investing   primarily  in  a  diversified                                  Associates, Inc.
                    portfolio  of  fixed  income  and  equity  securities.   The
                    Portfolio  normally invests  approximately  60% of its total
                    assets  in  equity   securities  and  40%  in  fixed  income
                    securities.   The  Sub-advisor   concentrates  common  stock
                    investments in larger, more established  companies,  but the
                    Portfolio may include small and medium-sized  companies with
                    good  growth  prospects.  The fixed  income  portion  of the
                    Portfolio   will  be  allocated   among   investment   grade
                    securities, high yield or "junk" bonds, foreign high quality
                    debt securities and cash reserves.
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
                    AST  American  Century  Strategic  Balanced:  seeks  capital                                   American Century
                    growth  and  current  income.  The  Sub-advisor  intends  to                                      Investment
                    maintain  approximately  60% of the  Portfolio's  assets  in                                   Management, Inc.
                    equity securities and the remainder in bonds and other fixed
                    income  securities.  Both the  Portfolio's  equity and fixed
                    income  investments  will  fluctuate  in value.  The  equity
                    securities  will fluctuate  depending on the  performance of
                    the companies that issued them,  general market and economic
                    conditions,   and  investor  confidence.  The  fixed  income
                    investments will be affected  primarily by rising or falling
                    interest rates and the credit quality of the issuers.

BALANCED            ---------------------------------------------------------------------------------------- -----------------------
                    AST  AIM  Balanced:  seeks  to  provide  a  well-diversified                                    A I M Capital
                    portfolio of stocks and bonds that will produce both capital                                   Management, Inc.
                    growth and current  income.  The Portfolio  attempts to meet
                    its objective by investing, normally, a minimum of 30% and a
                    maximum of 70% of its total assets in equity  securities and
                    a minimum of 30% and a maximum of 70% of its total assets in
                    non-convertible   debt  securities.   The  Sub-advisor  will
                    primarily  purchase equity  securities for growth of capital
                    and debt securities for income purposes.
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
REAL ESTATE         AST Cohen & Steers  Realty:  seeks to maximize  total return                                  Cohen & Steers
(REIT)              through investment in real estate securities.  The Portfolio                                Capital Management,
                    pursues  its   investment   objective   by   seeking,   with                                        Inc.
                    approximately  equal  emphasis,  capital  growth and current
                    income.  Under  normal  circumstances,  the  Portfolio  will
                    invest  substantially  all  of  its  assets  in  the  equity
                    securities  of real estate  companies,  i.e., a company that
                    derives  at least 50% of its  revenues  from the  ownership,
                    construction,  financing,  management or sale of real estate
                    or that has at least 50% of its assets in real estate.  Real
                    estate companies may include real estate  investment  trusts
                    or REITs.
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
EQUITY              AST INVESCO Equity  Income:  seeks high current income while                                   INVESCO Funds
INCOME              following  sound   investment   practices.   Capital  growth                                     Group, Inc.
                    potential is an additional, but secondary,  consideration in
                    the selection of portfolio  securities.  The Portfolio seeks
                    to achieve its  objective by investing  in  securities  that
                    will provide a relatively  high yield and stable  return and
                    that,  over a period  of  years,  may also  provide  capital
                    appreciation.  The  Portfolio  normally will invest at least
                    65%  of its  assets  in  dividend-paying  common  stocks  of
                    domestic and foreign issuers.
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
MANAGED             AST Bankers Trust Managed Index 500: seeks to outperform the                                   Bankers Trust
INDEX               Standard & Poor's 500 Composite  Stock Price Index (the "S&P                                       Company
                    500(R)")  through  stock  selection  resulting  in different
                    weightings  of common  stocks  relative  to the  index.  The
                    Portfolio  will  invest in the  common  stocks of  companies
                    included in the S&P 500(R).  The majority of the issues held
                    by the  Portfolio  will have neutral  weightings  to the S&P
                    500(R), but approximately 100 will be over-or under-weighted
                    relative to the index.
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
                    AST American  Century Income & Growth:  seeks capital growth                                   American Century
                    with current income as a secondary objective.  The Portfolio                                     Investment
                    invests  primarily in common stocks that offer potential for                                   Management, Inc.
                    capital  growth,  and may,  consistent  with its  investment
                    objective,  invest  in  stocks  that  offer  potential   for
                    current  income.  The  Sub-advisor  utilizes a  quantitative
                    management  technique  with a goal  of  building  an  equity
                    portfolio  that  provides  better  returns  than the S&P 500
                    Index  without  taking on  significant  additional  risk and
                    while  attempting  to create a  dividend  yield that will be
GROWTH              greater than the S&P 500 Index.
  &                 ---------------------------------------------------------------------------------------- -----------------------
INCOME              AST Lord Abbett Growth and Income: seeks long-term growth of                                Lord,  Abbett & Co.
                    capital  and  income  while  attempting  to avoid  excessive
                    fluctuations  in market value.  The Portfolio  normally will
                    invest in common  stocks (and  securities  convertible  into
                    common stocks).  The Sub-advisor  will take a value-oriented
                    approach, in that it will try to keep the Portfolio's assets
                    invested in securities that are selling at reasonable prices
                    in relation to their  value.  The stocks that the  Portfolio
                    will normally invest in are those of seasoned companies that
                    are  expected  to show  above-average  growth  and  that the
                    Sub-advisor believes are in sound financial condition.
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
<PAGE>
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
                                                                                                                      PORTFOLIO
      STYLE/                                        INVESTMENT OBJECTIVES/POLICIES                                     ADVISOR/
       TYPE                                                                                                           SUB-ADVISOR
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
GROWTH              AST MFS Growth with Income:  seeks reasonable current income                                    Massachusetts
  &                 and long-term capital growth and income. Under normal market                                 Financial Services
INCOME              conditions,  the Portfolio invests at least 65% of its total                                         Company
(Cont.)             assets in common  stocks  and  related  securities,  such as
                    preferred  stocks,  convertible  securities  and  depositary
                    receipts.   The  stocks  in  which  the  Portfolio   invests
                    generally will pay dividends. While the Portfolio may invest
                    in companies of any size, the Portfolio generally focuses on
                    companies  with  larger  market   capitalizations  that  the
                    Sub-advisor  believes have sustainable  growth prospects and
                    attractive valuations based on current and expected earnings
                    or cash flow.  The Portfolio may invest up to 20% of its net
                    assets in foreign securities.
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
NATURAL             AST T. Rowe Price Natural Resources: seeks long-term capital                                  T. Rowe Price
RESOURCES           growth primarily through the common stocks of companies that                                  Associates, Inc.
                    own or develop natural  resources (such as energy  products,
                    precious  metals,  and  forest  products)  and  other  basic
                    commodities.  The Portfolio  normally invests  primarily (at
                    least  65% of its  total  assets)  in the  common  stocks of
                    natural  resource  companies  whose  earnings  and  tangible
                    assets  could  benefit  from  accelerating  inflation.   The
                    Portfolio  looks  for  companies  that have the  ability  to
                    expand production, to maintain superior exploration programs
                    and production  facilities,  and the potential to accumulate
                    new resources.
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
                    AST  JanCap  Growth:  seeks  growth of  capital  in a manner                                    Janus Capital
                    consistent with the preservation of capital.  Realization of                                      Corporation
                    income is not a significant investment consideration and any
                    income realized on the Portfolio's  investments,  therefore,
                    will  be  incidental  to  the  Portfolio's  objective.   The
                    Portfolio  will pursue its objective by investing  primarily
                    in common stocks of companies that the Sub-advisor  believes
                    are  experiencing  favorable  demand for their  products and
                    services,  and which operate in a favorable  competitive and
                    regulatory  environment.  The Sub-advisor  generally takes a
                    "bottom  up"  approach  to  choosing   investments  for  the
                    Portfolio. In other words, the Sub-advisor seeks to identify
                    individual companies with earnings growth potential that may
   LARGE CAP        not be recognized by the market at large.
      GROWTH
                    ---------------------------------------------------------------------------------------- -----------------------
                    AST Marsico  Capital Growth:  seeks capital  growth.  Income                                   Marsico Capital
                    realization  is not an  investment  objective and any income                                   Management, LLC
                    realized on the Portfolio's investments,  therefore, will be
                    incidental to the Portfolio's objective.  The Portfolio will
                    pursue its objective by investing primarily in common stocks
                    of  larger,   more  established   companies.   In  selecting
                    investments  for  the  Portfolio,  the  Sub-advisor  uses an
                    approach  that combines  "top down"  economic  analysis with
                    "bottom  up"  stock  selection.   The  "top  down"  approach
                    identifies  sectors,  industries  and companies  that should
                    benefit from the trends the  Sub-advisor  has observed.  The
                    Sub-advisor   then  looks  for  individual   companies  with
                    earnings growth  potential that may not be recognized by the
                    market at large. This is called "bottom up" stock selection.
                    ---------------------------------------------------------------------------------------- -----------------------
                    AST MFS Growth:  seeks  long-term  capital growth and future                                  Massachusetts
                    income.  Under  normal  market  conditions,   the  Portfolio                                Financial Services
                    invests  at least 80% of its total  assets in common  stocks                                       Company
                    and   related   securities,   such  as   preferred   stocks,
                    convertible securities and depositary receipts, of companies
                    that the  Sub-advisor  believes  offer  better than  average
                    prospects for long-term  growth.  The  Sub-advisor  seeks to
                    purchase  securities of companies that it considers well-run
                    and poised for growth. The Portfolio may invest up to 30% of
                    its net assets in foreign securities.
                   ----------------------------------------------------------------------------------------- -----------------------
                    AST Oppenheimer  Large-Cap Growth: seeks capital growth. The                                OppenheimerFunds,
                    Portfolio  seeks its  investment  objective  by  emphasizing                                       Inc.
                    investment   in  common   stocks   issued   by   established
                    large-capitalization "growth companies" that, in the opinion
                    of the Sub-advisor,  have above average  earnings  prospects
                    but are selling at below normal prices.  At least 65% of the
                    Portfolio's  assets  normally  will be invested in companies
                    that have market  capitalizations  greater  than $3 billion,
                    and the  Portfolio  will  normally  maintain a median market
                    capitalization greater than $5 billion.
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
<PAGE>
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
                                                                                                                      PORTFOLIO
      STYLE/                                        INVESTMENT OBJECTIVES/POLICIES                                     ADVISOR/
       TYPE                                                                                                           SUB-ADVISOR
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
                    Wells Fargo Variable Trust - Equity Value:  seeks to provide                             Wells Fargo Bank, N.A.
                    investors with long-term  capital  appreciation by investing
                    primarily in equity securities, including common stocks, and
                    may invest in debt  instruments  that are  convertible  into
                    common stocks of both domestic and foreign companies. Income
                    generation is a secondary  consideration.  The Portfolio may
                    invest  in large,  well-established  companies  and  smaller
                    companies with market capitalization exceeding $50 million.
                    ---------------------------------------------------------------------------------------- -----------------------
                    AST Neuberger  Berman Mid-Cap Growth:  seeks capital growth.                                  Neuberger Berman
                    The  Portfolio  primarily  invests in the  common  stocks of                                     Management
                    mid-cap  companies,   i.e.,  companies  with  equity  market                                    Incorporated
                    capitalizations from $300 million to $10 billion at the time
                    of  investment.  The  Portfolio is normally  managed using a
                    growth-oriented  investment approach.  The Sub-advisor looks
                    for  fast-growing  companies  that  are in  new  or  rapidly
                    evolving industries.
 MID-CAP GROWTH     ---------------------------------------------------------------------------------------- -----------------------
                    AST Neuberger  Berman Mid-Cap Value:  seeks capital  growth.                                  Neuberger Berman
                    The  Portfolio  primarily  invests in the  common  stocks of                                      Management
                    mid-cap  companies.  Under  the  Portfolio's  value-oriented                                    Incorporated
                    investment approach,  the Sub-advisor looks for well-managed
                    companies  whose stock prices are  undervalued  and that may
                    rise in price before other  investors  realize  their worth.
                    Factors  that  the  Sub-advisor  may use to  identify  these
                    companies  include  strong  fundamentals,  including  a  low
                    price-to-earnings  ratio,  consistent cash flow, and a sound
                    track record through all phases of the market cycle.
                    ---------------------------------------------------------------------------------------- -----------------------
                    INVESCO  Variable   Investment   Funds  -  Dynamics:   seeks
                    securities  that will  increase in value over the long term.
                    The Portfolio  invests in a variety of securities  which are
                    believed  to  present  opportunities  for  capital  growth -                                 INVESCO Funds
                    primarily   common  stocks  of  companies   traded  on  U.S.                                   Group, Inc.
                    securities  exchanges,  as  well  as  over-the-counter.  The
                    Portfolio  also may  invest  in  preferred  stocks  and debt
                    instruments that are convertible into common stocks, as well
                    as in  securities  of foreign  companies.  In  general,  the
                    Portfolio  invests in  securities of companies in industries
                    that are  growing  globally  and  usually  avoids  stocks of
                    companies in cyclical,  mature or slow-growing industries or
                    economic sectors. The Portfolio seeks to invest in stocks of
                    leading  companies in attractive  markets or industries,  or
                    emerging  leaders  that  have  developed  a new  competitive
                    advantage.
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
                     AST  Kemper  Small-Cap  Growth:   seeks  maximum  growth  of                                Scudder Kemper
                    investors'  capital  from a  portfolio  primarily  of growth                               Investments, Inc.
    SMALL           stocks of smaller companies. At least 65% of the Portfolio's
 CAPITALIZATION     total  assets  normally  will  be  invested  in  the  equity
                    securities of smaller companies, i.e., those having a market
                    capitalization  of  $1.5  billion  or  less  at the  time of
                    investment,  many of which  would be in the early  stages of
                    their life cycle.  The Portfolio seeks  attractive areas for
                    investment  that arise from  factors  such as  technological
                    advances,  new marketing methods, and changes in the economy
                    and  population.  Because  of the  Portfolio's  focus on the
                    stocks  of  smaller  growth  companies,  investment  in  the
                    Portfolio  may involve  substantially  greater  than average
                    share price fluctuation and investment risk.

- ------------------- ---------------------------------------------------------------------------------------- -----------------------
<PAGE>
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
                                                                                                                      PORTFOLIO
      STYLE/                                        INVESTMENT OBJECTIVES/POLICIES                                     ADVISOR/
       TYPE                                                                                                           SUB-ADVISOR
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
                    AST Lord Abbett  Small Cap Value:  seeks  long-term  capital                                 Lord, Abbett & Co.
                    growth.  The  Portfolio  will  seek  its  objective  through
                    investments primarily in equity securities that are believed
                    to  be  undervalued  in  the   marketplace.   The  Portfolio
                    primarily seeks companies that are small-sized, based on the
                    value of their outstanding stock. Specifically, under normal
                    circumstances,  at least 65% of the Portfolio's total assets
                    will be invested in common  stocks  issued by smaller,  less
                    well-known  companies (with market  capitalizations  of less
                    than  $1  billion)  selected  on the  basis  of  fundamental
                    investment analysis.  The small capitalization  companies in
                    which the Portfolio  primarily invests may offer significant
                    appreciation potential. However, smaller companies may carry
                    more risk than larger companies.
      SMALL
 CAPITALIZATION
     (Cont.)        ---------------------------------------------------------------------------------------- -----------------------
                    AST T. Rowe  Price  Small  Company  Value:  seeks to provide                                  T. Rowe Price
                    long-term   capital   growth  by   investing   primarily  in                                 Associates, Inc.
                    small-capitalization  stocks that appear to be  undervalued.
                    The Portfolio will normally invest at least 65% of its total
                    assets  in stocks  and  equity-related  securities  of small
                    companies  ($1  billion  or less in market  capitalization).
                    Reflecting a value approach to investing, the Portfolio will
                    seek the stocks of companies  whose  current stock prices do
                    not appear to adequately  reflect their  underlying value as
                    measured  by  assets,   earnings,   cash  flow  or  business
                    franchises.  Investing in small companies  involves  greater
                    risk  of loss  than  is  customarily  associated  with  more
                    established companies.
                    ---------------------------------------------------------------------------------------- -----------------------
                    Evergreen  VA Special  Equity:  seeks  capital  growth.  The                                Meridian Investment
                    Portfolio  strives  to provide a return  greater  than broad                                      Company
                    stock market  indices such as the Russell  2000(R)  Index by
                    investing  principally in a diversified  portfolio of common
                    stocks of domestic  companies.  The  Portfolio's  investment
                    advisor  principally chooses companies which it expects will
                    experience  growth in  earnings  and  price,  and which have
                    small market  capitalizations  (under $1 billion) and medium
                    market capitalizations  (between $1 billion and $5 billion).
                    The Portfolio  may also invest in companies  that have large
                    market capitalizations (over $5 billion).
                    ---------------------------------------------------------------------------------------- -----------------------
                    ProFund VP  SmallCap:  seeks daily  investment  results that                             ProFund Advisors LLC
                    correspond to the  performance of the Russell 2000(R) Index.
                    The Portfolio  principally  invests in futures  contracts on
                    stock indexes and options on futures contracts and financial
                    instruments such as equity caps, collars, floors and options
                    on securities  and stock indexes of diverse,  widely traded,
                    small capitalization companies.  Additionally, the Portfolio
                    may invest in a combination of stocks that in the investment
                    advisor's  opinion  should  simulate  the  movement  of  the
                    Russell 2000(R) Index.
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
                    AST AIM  International  Equity:  seeks capital  growth.  The                                 A I M Capital
                    Portfolio   seeks  to  meet  its   objective  by  investing,                                Management, Inc.
                    normally,  at least 70% of its assets in  marketable  equity
                    securities  of  foreign  companies  that  are  listed  on  a
                    recognized  foreign  securities  exchange  or  traded  in  a
                    foreign over-the-counter market. The Portfolio will normally
                    invest in a diversified  portfolio that includes companies
                    from at least four  countries  outside  the  United  States,
                    emphasizing  counties  of  Western  Europe  and the  Pacific
                    Basin.
  INTERNATIONAL
      EQUITY
                    ---------------------------------------------------------------------------------------- -----------------------
                    AST American  Century  International  Growth:  seeks capital                                American Century
                    growth.  The Portfolio  will seek to achieve its  investment                                    Investment
                    objective by investing  primarily  in equity  securities  of                                 Management, Inc.
                    international  companies that the Sub-advisor  believes will
                    increase in value over time.  Under normal  conditions,  the
                    Portfolio  will  invest at least 65% of its assets in equity
                    securities of issuers from at least three countries  outside
                    of  the  United  States.   The  Sub-advisor  uses  a  growth
                    investment  strategy it developed  that looks for  companies
                    with  earnings  and revenue  growth.  The  Sub-advisor  will
                    consider  a number of other  factors  in  making  investment
                    selections,  including the  prospects for relative  economic
                    growth among  countries or regions,  economic and  political
                    conditions,  expected  inflation  rates,  currency  exchange
                    fluctuations and tax considerations.
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
<PAGE>
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
                                                                                                                      PORTFOLIO
      STYLE/                                        INVESTMENT OBJECTIVES/POLICIES                                     ADVISOR/
       TYPE                                                                                                           SUB-ADVISOR
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
                    AST Founders  Passport:  seeks capital growth. The Portfolio                                   Founders Asset
                    normally invests  primarily in securities  issued by foreign                                   Management  LLC
                    companies  that  have  market   capitalizations   or  annual
                    revenues  of  $1  billion  or  less.  These  securities  may
                    represent   companies  in  both   established  and  emerging
                    economies   throughout  the  world.  At  least  65%  of  the
                    Portfolio's  total  assets  normally  will  be  invested  in
                    foreign   securities   representing   a  minimum   of  three
                    countries.  Foreign  securities are generally  considered to
                    involve  more  risk  than  those  of  U.S.  companies,   and
                    securities of smaller companies are generally  considered to
                    be riskier than those of larger companies.
                    ---------------------------------------------------------------------------------------- -----------------------
                    AST MFS Global Equity:  seeks capital  growth.  Under normal                                   Massachusetts
                    market conditions, the Portfolio invests at least 65% of its                                Financial Services
                    total assets in common stocks and related  securities,  such                                       Company
                    as preferred  stock,  convertible  securities and depositary
                    receipts,  of U.S. and foreign issuers (including issuers in
                    developing  countries).  The  Portfolio  generally  seeks to
                    purchase  securities  of  companies  with  relatively  large
                    market capitalizations  relative to the market in which they
                    are traded.
                    ---------------------------------------------------------------------------------------- -----------------------
INTERNATIONAL       AST T. Rowe Price International  Equity:  seeks total return                               Rowe Price-Fleming
EQUITY              from  long-term  growth of capital and  income,  principally                               International, Inc.
(Cont.)             through   investments  in  common  stocks  of   established,
                    non-U.S.  companies.  Investments  may be  made  solely  for
                    capital appreciation or solely for income or any combination
                    of both  for the  purpose  of  achieving  a  higher  overall
                    return. The Sub-advisor expects to invest  substantially all
                    of the  Portfolio's  assets  (with  a  minimum  of  65%)  in
                    established  foreign companies.  Geographic  diversification
                    will  be  wide,  including  both  developed  and  developing
                    countries,  and  there  will  normally  be  at  least  three
                    different countries represented in the Portfolio.
                    ---------------------------------------------------------------------------------------- -----------------------
                    Evergreen VA Global Leaders: seeks to provide investors with                               Evergreen Asset
                    long-term capital growth.  The Portfolio normally invests at                               Management Corp.
                    least 65% of its assets in a  diversified  portfolio of U.S.
                    and non-U.S.  equity  securities of companies located in the
                    world's major industrialized  countries.  The Portfolio will
                    invest in no less than three  countries,  which may  include
                    the U.S.,  but may invest more than 25% of its total  assets
                    in one country.  The Portfolio  invests only in the best 100
                    companies,  which are  selected  by the  investment  advisor
                    based on qualitative and quantitative  criteria such as high
                    return on equity, consistent earnings growth and established
                    market presence.
                    ---------------------------------------------------------------------------------------- -----------------------
                    ProFund VP  Europe 30: seeks daily  investment results  that                             ProFund Advisors LLC
                    correspond to the  performance of the ProFunds Europe Index.
                    The ProFunds  Europe Index ("PEI") is a combined  measure of
                    European stock performance created by the investment advisor
                    from the leading  stock  indexes of Europe's  three  largest
                    economies  giving  equal  weight to each index each day. The
                    PEI averages the daily results of The Financial  Times Stock
                    Exchange 100, The Deutsche  Aktienindex and the CAC-40.  The
                    Portfolio  principally invests in futures contracts on stock
                    indexes  and  options on  futures  contracts  and  financial
                    instruments such as equity caps, collars, floors and options
                    on  securities  and stock  indexes of large  capitalization,
                    widely traded,  European  stocks.  The Portfolio  invests in
                    financial   instruments   with  values   that   reflect  the
                    performance of stocks of European companies.
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
EMERGING            Montgomery Variable Series - Emerging Markets: seeks capital                                Montgomery Asset
MARKETS             appreciation,  which  under  normal  conditions  it seeks by                                Management, L.P.
                    investing  at  least  65%  of its  total  assets  in  equity
                    securities  of  companies  in  countries   having   emerging
                    markets. Under normal conditions, investments are maintained
                    in at least six emerging  market  countries at all times and
                    no more than 35% of total  assets  are  invested  in any one
                    emerging market country.
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
<PAGE>
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
                                                                                                                      PORTFOLIO
      STYLE/                                        INVESTMENT OBJECTIVES/POLICIES                                     ADVISOR/
       TYPE                                                                                                          SUB-ADVISOR
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
- ------------------------------------------------------------------------------------------------------------------------------------
Sector funds generally  diversify their investments  across particular  economic
sectors.  However,  because  those  investments  are limited to a  comparatively
narrow segment of the economy,  sector funds are generally not as diversified as
most mutual  funds.  Sector funds tend to be more  volatile  than other types of
funds.  The value of fund  shares  may go up and down more  rapidly  than  other
funds.  Each sector of the economy may also have  different  regulatory or other
risk factors that can cause greater fluctuations in the share price. Please read
the  prospectus  for the  underlying  sector fund for further  details about the
risks of the particular sector of the economy.
- ------------------------------------------------------------------------------------------------------------------------------------
                    ---------------------------------------------------------------------------------------- -----------------------
                    INVESCO  Variable  Investment  Funds -  Financial  Services:
                    seeks capital  appreciation.  The Portfolio normally invests
                    at least  80% of its  assets  in the  equity  securities  of
                    companies  involved in the financial  services sector.  This                           INVESCO Funds Group, Inc.
                    sector   includes,   among  others,   banks   (regional  and
                    money-centers),  insurance  companies  (life,  property  and
                    casualty,  and multiline),  and investment and miscellaneous
                    industries    (asset   managers,    brokerage   firms,   and
                    government-sponsored agencies). The Investment Advisor seeks
                    companies  which it  believes  can grow their  revenues  and
                    earnings  regardless  of the  interest  rate  environment  -
                    although  securities prices of financial  services companies
                    generally are interest rate-sensitive.
                    ---------------------------------------------------------------------------------------- -----------------------
                    INVESCO Variable  Investment Funds - Health Sciences:  seeks
                    capital appreciation.  The Portfolio invests at least 80% of
                    its  assets  in the  equity  securities  of  companies  that
                    develop,  produce or distribute products or services related                           INVESCO Funds Group, Inc.
                    to  health  care.  These  industries  include,  but  are not
                    limited to, medical equipment or supplies,  pharmaceuticals,
                    health care facilities, and applied research and development
                    of new products or services. The investment advisor attempts
                    to   blend    well-established    healthcare    firms   with
                    faster-growing,  more dynamic health care  companies,  which
                    have new  products or are  increasing  their market share of
                    existing products.
SECTOR              ---------------------------------------------------------------------------------------- -----------------------
                    INVESCO Variable InvestmentFunds - Technology: seeks capital
                    appreciation. The Portfolio normally invests at least 80% of
                    its    assets in  the  equity  securities   of  companies
                    engaged in technology-related industries. These include, but                           INVESCO Funds Group, Inc.
                    are  not  limited  to,  communications,   computers,  video,
                    electronics,  oceanography,  office and factory  automation,
                    and robotics. A core portion of the Portfolio's holdings are
                    invested in  market-leading  technology  companies which the
                    investment  advisor  believes will maintain or improve their
                    market share regardless of overall conditions.
                    ---------------------------------------------------------------------------------------- -----------------------
                    INVESCO  Variable  Investment  Funds  -  Telecommunications:
                    seeks capital  appreciation.  The Portfolio normally invests
                    at least  80% of its  assets  in the  equity  securities  of
                    companies   that  are  primarily   engaged  in  the  design,
                    development,   manufacture,   distribution,   or   sale   of                           INVESCO Funds Group, Inc.
                    communications  services and  equipment,  and companies that
                    are  involved  in  developing,  constructing,  or  operating
                    communications infrastructure projects throughout the world,
                    or in supplying equipment or services to such companies. The
                    telecommunications  sector  includes  companies  that  offer
                    telephone  services,   wireless  communications,   satellite
                    communications,   television  and  movie   programming   and
                    broadcasting.  Normally,  the Portfolio will invest at least
                    65% of its assets in  companies  located  in at least  three
                    different  countries,   although  U.S.  issuers  will  often
                    dominate the holdings.
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
<PAGE>
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
                                                                                                                      PORTFOLIO
      STYLE/                                        INVESTMENT OBJECTIVES/POLICIES                                     ADVISOR/
       TYPE                                                                                                           SUB-ADVISOR
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
- ------------------------------------------------------------------------------------------------------------------------------------
The ProFund VP UltraOTC  portfolio and the Nova,  Ursa and OTC portfolios of the
Rydex  Variable  Trust are  available  to all  Owners,  except for  Owners  that
purchase the Optional  Guarantee Feature.  However,  it is recommended that only
those Owners who engage a financial advisor to allocate their funds in strategic
or tactical asset allocation  strategies invest in this portfolio.  There can be
no  assurance  that any  financial  advisor  will  successfully  predict  market
fluctuations.
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
                    ProFund VP  UltraOTC:  seeks daily  investment  results that                            ProFund Advisors LLC
                    correspond to twice (200%) the performance of the NASDAQ 100
                    Index(TM).  The  Portfolio  principally  invests  in futures
                    contracts on stock indexes and options on futures  contracts
                    and  financial  instruments  such as equity  caps,  collars,
                    floors and options on securities  and stock indexes of large
                    capitalization  companies. If the Portfolio is successful in
                    meeting its objective, it should gain approximately twice as
                    much as the growth  oriented  NASDAQ 100  Index(TM)when  the
                    prices of the  securities  in that index rise on a given day
                    and should lose approximately twice as much when such prices
                    decline on that day.
                    ---------------------------------------------------------------------------------------- -----------------------
                    Rydex  Variable  Trust - Nova:  seeks to provide  investment                          PADCO Advisors II, Inc.
                    returns that are 150% of the S&P 500  Composite  Stock Price
                    Index  by  investing  to a  significant  extent  in  futures
 STRATEGIC OR       contracts and options on securities,  futures  contracts and
 TACTICAL           stock  indexes.  If the  Portfolio  meets its  objective the
 ALLOCATION         value of its  shares  will tend to  increase  by 150% of the
                    value of any  increase in the S&P 500 Index.  However,  when
                    the  value of the S&P 500 Index  declines,  the value of its
                    shares  should  also  decrease  by 150% of the  value of any
                    decrease in the S&P 500 Index.
                    ---------------------------------------------------------------------------------------- -----------------------
                    Rydex  Variable  Trust - Ursa:  seeks to provide  investment                         PADCO Advisors II, Inc.
                    results that will inversely correlate (e.g. be the opposite)
                    to the  performance  of the S&P 500  Composite  Stock  Price
                    Index  by  investing  to a  significant  extent  in  futures
                    contracts and options on securities,  futures  contracts and
                    stock  indexes.  The Portfolio  will generally not invest in
                    the  securities  included  in  the  S&P  500  Index.  If the
                    Portfolio  meets its  objective the value of its shares will
                    tend to  increase  when the  value  of the S&P 500  Index is
                    decreasing.  However, when the value of the S&P 500 Index is
                    increasing,  the value of its shares  should  decrease by an
                    inversely proportional amount.
                    ---------------------------------------------------------------------------------------- -----------------------
                    Rydex  Variable  Trust - OTC:  seeks to  provide  investment                        PADCO Advisors II, Inc.
                    results that correspond to a benchmark for  over-the-counter
                    securities, currently the NASDAQ 100 Index(TM), by investing
                    principally in the securities of companies  included in that
                    Index.  The Portfolio  may also invest in other  instruments
                    whose  performance  is expected to correspond to that of the
                    Index,  and may engage in futures and options  transactions.
                    If the Portfolio meets its objective the value of its shares
                    will tend to increase  by the amount of the  increase in the
                    NASDAQ 100 Index(TM).  However, when the value of the NASDAQ
                    100  Index(TM)declines,  the value of its shares should also
                    decrease  by the amount of the  decrease in the value of the
                    Index(TM).
- ------------------- ---------------------------------------------------------------------------------------- -----------------------
"Standard & Poor's(R),"  "S&P(R),"  "S&P  500(R),"  "Standard & Poor's 500," and
"500" are trademarks of the McGraw-Hill  Companies,  Inc. and have been licensed
for use by American Skandia Investment Services, Incorporated and Bankers Trust.
The Portfolio is not sponsored,  endorsed, sold or promoted by Standard & Poor's
and Standard & Poor's makes no  representation  regarding  the  advisability  of
investing in the Portfolio.
</TABLE>

FEES AND CHARGES

WHAT ARE THE ANNUITY FEES AND CHARGES?

TAX CHARGES:  Several  states and some  municipalities  charge  premium taxes or
similar taxes on  annuities.  The amount of tax will vary from  jurisdiction  to
jurisdiction  and is subject to change.  Currently,  the state tax charge ranges
from 0% to 3 1/2%.  We will deduct the amount of any tax charge at the time your
Premium is applied to the Annuity.

We may assess a charge against the Sub-Accounts equal to any taxes, which may be
imposed upon the Separate Account.

TRANSFER FEE: You may make twelve (12) free transfers between  Sub-Accounts each
Annuity Year. We will charge $10.00 for each transfer  after the twelfth in each
Annuity Year.  Transfers made as part of a  rebalancing,  market timing or third
party  investment  advisory service will be subject to the transfer limit. For a
description  of these  programs  see "Do You  Offer  Any  Automatic  Rebalancing
Programs?"  However,  all transfers  made on the same day will be treated as one
(1) transfer.

WHAT CHARGES ARE DEDUCTED BY THE SEPARATE ACCOUNT?

INSURANCE  CHARGE: We deduct an Insurance Charge daily against the average daily
assets allocated to the Sub-Accounts.  The charge is equal to 1.25% on an annual
basis. This charge is for insurance benefits provided by the Annuity,  which may
include the risk that persons to whom we guarantee  Annuity  Payments  will live
longer  than our  assumptions.  The  charge  also  covers  administrative  costs
associated  with providing the Annuity  benefits,  including  preparation of the
contract, confirmation statements, annual account statements and annual reports,
legal and accounting  fees, as well as various related  expenses.  Finally,  the
charge  covers  the risk  that our  assumptions  about  the  administrative  and
non-mortality  expenses  under this Annuity are  incorrect.  We may increase the
portion of the Insurance Charge for administrative  costs. However, any increase
will only apply to an Annuity issued after the date of the increase.

We may reduce also the administrative costs portion of the Insurance Charge when
an Annuity is sold to  individuals  or a group of  individuals  in a manner that
reduces our administrative  expenses under the Annuity. In reducing this portion
of the  charge we  consider  among  other  things:  (a) the size and type of the
group;  (b) the number of  annuities  purchased  by an Owner;  (c) the amount of
Premium;  and/or (d) other transactions where administrative expenses are likely
to be reduced.  We will not discriminate  unfairly between Annuity purchasers if
and when we reduce the administration portion of the Insurance Charge.

PURCHASING YOUR ANNUITY

WHAT ARE THE REQUIREMENTS FOR PURCHASING THE ANNUITY?

PREMIUM  PAYMENT:  You must  make a  minimum  Premium  payment  of not less than
$35,000.  We may  allow  a lower  minimum  Premium  payment  if the  Annuity  is
purchased  as a  settlement  option or an  annuitization  option from a deferred
annuity  or a life  insurance  policy  issued by us.  Any  Premium  in excess of
$1,000,000 will require approval of our home office before issuing the Annuity.

We may require certain  information before we issue an Annuity,  including,  but
not limited to, evidence satisfactory to us of the age of each Annuitant.

Once we agree to issue an Annuity,  we invest  your Net Premium in the  Annuity.
The Net Premium is your Premium  minus any Tax Charges that may apply.  We apply
the Net Premium based on your  instructions  for allocating  your Contract Value
among one or more Sub-Accounts.

AGE  RESTRICTIONS:  If the Annuity is purchased with a life  contingency  payout
option,  the  Annuitant(s)  may not be greater than age 85 on the Issue Date. If
there is more than one Annuitant  named, no Annuitant may be greater than age 85
on the Issue Date.  If a Certain  Period only is selected we  currently  have no
maximum issue age restriction.

OWNER,  ANNUITANT,  AND  BENEFICIARY  DESIGNATIONS:  We require  you to name the
Owner(s), Annuitant(s) and Beneficiary(ies) for your Annuity.

- -      OWNER:  We assume the  Annuitant  is also the Owner  unless you  indicate
       otherwise.  Similarly,  if there are  joint  Annuitants,  we assume  each
       Annuitant  is a joint  Owner.  You may name  more than one Owner in which
       case all  ownership  rights are held  jointly.  You may name a contingent
       Owner.  Ownership  rights pass to such a contingent  Owner upon the death
       (or in the case of an entity,  the dissolution) of the Owner.  Unless you
       indicate  otherwise,  no rights  pass to any  contingent  Owner until the
       death (or dissolution) of all Owners.

       All ownership  rights pass to the Beneficiary as of the Inheritance  Date
       unless  you  instruct  us that  ownership  should  remain  with  any then
       surviving  Owners. If ownership rights vest in a Beneficiary and there is
       no prior irrevocable contingent Beneficiary designation, such Beneficiary
       may name a person or entity to receive any remaining Annuity Payments yet
       to be paid subsequent to such Beneficiary's death.

- -      ANNUITANT:  The  Annuitant is the person to whom we agree to make Annuity
       Payments.  If we are to make  Annuity  Payments  for life,  we makes such
       payments only during the life of the  Annuitant.  You may name one or two
       Annuitants. The Annuitant can be, but does not have to be, the Owner. You
       must name an Annuitant who is a natural person. The Annuitant designation
       cannot be changed once your Annuity is issued.

- -      BENEFICIARY: The Beneficiary(ies) is/are the person(s) or entity(ies) you
       name to receive any remaining  payments under the Annuity if there is any
       remaining Certain Period. You may name one or more primary  Beneficiaries
       and   one  or   more   contingent   Beneficiaries.   Payments   to   your
       Beneficiary(ies)  will be made in equal proportions  unless you notify us
       otherwise.  We will  make  payment  to a  contingent  Beneficiary  if the
       primary  Beneficiary dies before the Inheritance  Date. If no Beneficiary
       is alive  as of the  Inheritance  Date or you do not  make a  Beneficiary
       designation,  any remaining  Annuity Payments will be made to you or your
       estate.  Unless you indicate otherwise,  no rights pass to any contingent
       Beneficiary  until the death (or  dissolution) of all  Beneficiaries.  If
       Annuity  Payments are being made to a Beneficiary and the Beneficiary has
       not named a person  or entity to  receive  Annuity  Payments  during  any
       remaining  Certain  Period  subsequent  to his or her  death,  then  such
       Annuity Payments will be made to the  Beneficiary's  estate.  Beneficiary
       designations   can  be  changed   unless  the  Owner  requests  that  the
       designation be made irrevocable.

Your  choice of  Annuitant(s)  and  Beneficiary(ies)  can have  significant  tax
implications.  You should seek  competent  tax advice on the income,  estate and
gift tax implications of your designations.

WHAT ARE MY PAYOUT OPTIONS?

We may offer this Annuity with four different payout options.

- -      LIFE ONLY: Under this payout option,  we make Annuity Payments as long as
       the  Annuitant  is  living,  no matter  how long  that may be.  The final
       payment  will be the payment made  immediately  prior to the death of the
       Annuitant. No additional payments would be made after the Annuitant dies.
       It is  possible  that only one Annuity  Payment  would be made under this
       payout option.  This would happen if the Annuitant dies before the second
       Annuity Payment Date. No full or partial surrenders are permitted if this
       option is selected.

- -      CERTAIN ONLY: Under this payout option, we guarantee to make payments for
       a designated  number of years. The number of years CANNOT BE LESS THAN __
       OR MORE  THAN __.  If the  Annuitant  dies  prior to the last  guaranteed
       Payment Date, we will continue  Annuity  Payments to the  Beneficiary  as
       they  become due or pay the  present  value of the  remaining  guaranteed
       payments  in a lump sum to the  Beneficiary  when we receive due proof of
       the Annuitant's  death. If payments under this option are available,  the
       present  value of the remaining  guaranteed  payments is calculated as of
       the date we receive written notice of the Annuitant's  death,  using that
       Annuity's  Benchmark  Rate. No additional  Annuity  Payments will be made
       under this option after all the  guaranteed  payments  have been made. If
       this  option is  selected  full  surrenders  may be made from the Annuity
       prior to the last  guaranteed  Payment  Date. No partial  surrenders  are
       permitted if this option is selected.

- -      LIFE WITH CERTAIN PERIOD:  UNDER THIS PAYOUT OPTION, WE WILL MAKE ANNUITY
       PAYMENTS  FOR A SPECIFIED  PERIOD (__ OR __ YEARS) or for the life of the
       Annuitant,  whichever  is later.  The final  payment will be the later of
       either the last  guaranteed  Payment Date or the  scheduled  Payment Date
       immediately  prior to the Annuitant's  death. If the Annuitant dies prior
       to the  last  guaranteed  Payment  Date,  we will  make  payments  to the
       Beneficiary  when we  receive  due  proof of the  Annuitant's  death.  No
       additional  payments  will  be  made  if the  Annuitant  dies  after  all
       guaranteed  payments  have been  made.  Full or  partial  surrenders  are
       permitted if this option is selected.

- -      JOINT LIFE WITH CERTAIN PERIOD:  Under this payout option we will provide
       Annuity  Payments for a designated  period of yearS or for the Annuitants
       and Joint  Annuitants  lifetimes,  whichever  is later.  Full or  partial
       surrenders are permitted if this option is selected.

We may offer additional payout options in the future.

MAY I RETURN THE ANNUITY IF I CHANGE MY MIND?

(The right to return the  Annuity is  referred  to as the  "Free-Look"  right or
"right to cancel.")

If after purchasing your Annuity you change your mind and decide that you do not
want it,  you may  return it to us within a  certain  period of time  known as a
Free-Look  period.  Depending on the state in which you purchased  your Annuity,
the  Free-Look  period  may be ten (10)  days,  twenty-one  (21) days or longer,
measured  from the time that you received  your  Annuity.  If you exercise  your
Free-Look  right,  we will  refund  your  Contract  Value,  plus any Tax Charges
deducted. This amount may be higher or lower than your original Premium. Certain
states require that we return your current  Contract Value or the amount of your
initial Premium,  whichever is greater. The same rule applies to an Annuity that
is  purchased  as an IRA. In those  states  where we are  required to return the
greater of your Premium or Contract  Value, we will allocate your Contract Value
to the AST Money  Market  Sub-Account  during  the  Free-Look  period  and for a
reasonable additional amount of time to allow for delivery of your Annuity.

MANAGING YOUR ANNUITY

ARE THERE RESTRICTIONS OR CHARGES ON TRANSFERS BETWEEN SUB-ACCOUNTS?

You may make  transfers  between  Sub-Accounts.  Transfers  are not  subject  to
taxation. We currently limit the number of Sub-Accounts you can invest in at any
one  time to ten (10) or,  if  asset  allocation  is  required,  the  number  of
categories in the asset  allocation  model.  We may require a minimum of $500 in
any  Sub-Account  to which you allocate your  Contract  Value at the time of any
allocation  or  transfer.  If you  request a  transfer  and,  as a result of the
transfer, there would be less than $500 in the Sub-Account,  we may transfer the
remaining  Contract Value in the  Sub-Account  pro rata to the other  investment
options to which you transferred.

WE RETAIN THE RIGHT TO CHARGE $10.00 FOR EACH TRANSFER  AFTER THE TWELFTH (12TH)
in each  Annuity  Year,  including  transfers  made as part of any  rebalancing,
market  timing  or  third  party  investment  advisory  service  which  you have
authorized.  All  rebalancing  transfers  made  on the  same  day as  part of an
automatic  rebalancing  program are considered as one transfer when counting the
number of transfers each year towards the maximum of 12 free transfers.

We reserve the right to limit the number of  transfers  in any Annuity  Year for
all  existing  or new Owners.  We also  reserve the right to limit the number of
transfers in any Annuity Year or to refuse any transfer  request for an Owner or
certain Owners if: (a) we believe that excessive  trading or a specific transfer
request or group of transfer requests may have a detrimental effect on the share
prices  of  the  Portfolios;  or  (b) we are  informed  by  one or  more  of the
Portfolios that the purchase or redemption of shares must be restricted  because
of excessive  trading or a specific  transfer or group of transfers is deemed to
have a detrimental  effect on the share prices of affected  Portfolios.  Without
limiting  the above,  the most likely  scenario  where either of the above could
occur  would be if the  aggregate  amount  of a trade or  trades  represented  a
relatively large proportion of the total assets of a particular Portfolio. Under
such a circumstance,  we will process  transfers  according to our rules then in
effect and provide  notice if the  transfer  request  was denied.  If a transfer
request is denied, a new transfer request may be required.

MAY I AUTHORIZE MY FINANCIAL REPRESENTATIVE TO MANAGE MY ACCOUNT?

You may authorize your financial  representative  to decide on the allocation of
your  Contract  Value  and to make  financial  transactions  between  investment
options,  subject  to  our  rules.  However,  we can  suspend  or  cancel  these
privileges  at any  time.  We will  notify  you if we do.  We may  restrict  the
available investment options if you authorize a financial representative to make
transfers  for  you.  We do this so that  no  financial  representative  is in a
position to control  transfers of large  amounts of money for  multiple  clients
into or out of any of the Portfolios that have expressed  concern about movement
of a large proportion of a Portfolio's assets.

We may also  establish  different  "cut-off  times" by which we must receive all
financial transactions for certain Portfolios. Currently, only the portfolios of
Rydex Variable Trust and ProFund VP are subject to this  restriction.  Financial
transactions  involving a Rydex or ProFund Sub-Account must be received by us no
later than one (1) hour before close of the New York Stock  Exchange  (generally
3:00 p.m.  Eastern  time) to be processed on the current  Valuation  Day. If you
request a  transaction  involving  the purchase or redemption of units in one of
the Rydex or ProFund  Sub-Accounts after this time, we will deem your request as
received by us on the next Valuation Day.

We, or an affiliate  of ours,  may provide  administrative  support to financial
representatives   who  make   transfers   on  your   behalf.   These   financial
representatives  may be  firms  or  persons  who  also  are  appointed  by us as
authorized sellers of the Annuity. However, we do not offer you advice about how
to allocate your Contract Value. Any financial firm or representative you engage
to provide advice and/or make transfers for you is not acting on our behalf.  We
are not responsible for any recommendations such financial representatives make,
any market  timing or asset  allocation  programs  they  choose to follow or any
specific transfers they make on your behalf.

DO YOU OFFER ANY AUTOMATIC REBALANCING PROGRAMS?

Yes, we offer an automatic rebalancing program that can periodically  reallocate
your Contract Value among the  Sub-Accounts  you choose.  You can choose to have
your Contract Value  rebalance  quarterly,  semi-annually,  or annually.  On the
appropriate date, your Sub-Accounts are rebalanced to the allocation percentages
you request. If you request a transfer from or into any Sub-Account that is part
of the  automatic  rebalancing  program,  we will ask if you wish to change your
rebalancing  percentages as well, and will automatically  adjust the rebalancing
percentages in accordance with the transfer request unless we receive  alternate
instructions from you.

ACCESS TO CASH VALUE

MAY I SURRENDER ALL OR PART OF MY ANNUITY?

If an  Annuitant  is alive,  you may  surrender  all of the Annuity for its Cash
Value,  if any. You also may surrender a portion of your Annuity if your Annuity
is payable for life and a Certain Period,  as long as the Annuitant is alive and
the Cash Value  remaining  after the partial  surrender is at least $5,000.  The
Cash  Value,  if any,  is always less than the  Contract  Value.  If you elect a
partial surrender of the Annuity we will apply the surrender  pro-rata among all
Sub-Accounts  where  you  are  invested.  Such  partial  surrender  will  reduce
proportionately  all the Annuity's Contract and Cash Values, but will not effect
the  Certain  Period.  We may  request  evidence  satisfactory  to us  that  the
Annuitant is alive and other  information to process the surrender  request (see
"Requirements for Surrender").

Cash Value is determined by discounting  the value of future  Annuity  Payments.
The discount rate used may be higher than the Benchmark Rate but currently never
more than 2%. The discount rate applicable to your Annuity may depend on whether
Annuity  Payments are payable for life,  the  Annuitant's  age and gender (where
applicable), or the length of the Certain Period. The discount rate in effect on
the Issue Date is not subject to change.

You may elect to return the Annuity during the Free-Look period.  For additional
information about surrendering during the Free-Look period,  please refer to the
section entitled "May I return the Annuity if I change my mind?"

WHAT IF MY CERTAIN PERIOD IS ZERO, MAY I STILL MAKE A FULL OR PARTIAL SURRENDER?

No. If your  Annuity  has no  Certain  Period you may not make a full or partial
surrender because there is no Cash Value.

REQUIREMENTS FOR A SURRENDER:  We must receive at our Office:
(a) a request in writing;
(b) the Annuity; and
(c) necessary representations in writing regarding tax withholding.

ANNUITY BENEFITS

WHAT ARE THE BENEFITS OF THIS ANNUITY?

This  Annuity  provides  that  Annuity  Payments are payable for the life of the
Annuitant,  for a Certain Period, or for the life of the Annuitant and a Certain
Period.  This Annuity  terminates  when the Annuitant  dies,  the Certain Period
chosen  ends,  or upon the  Inheritance  Date if a lump  sum  death  benefit  is
payable.

HOW DO WE CALCULATE YOUR ANNUITY PAYMENT?

Any  portion  of your  Premium  allocated  to the  Sub-Accounts  will be used to
purchase  Units.  We will  determine  the number of Units  based on the  Premium
reduced by any Tax Charge,  the length of any Certain Period,  the payout option
selected,  and the Unit Value of the Sub-Accounts you initially  selected on the
Issue  Date.  The number of Units also will  depend on the  Annuitant's  age and
gender (where  permitted by law) if Annuity Payments are due for the life of the
Annuitant.  The number of Units  allocated to each  Sub-Account  will not change
unless you transfer among the Sub-Accounts or withdraw cash (if allowed).

We calculate  your Annuity  Payment  Amount on each Monthly  Processing  Date by
taking the number of Units  scheduled to be redeemed under the Schedule of Units
in each  Sub-Account and multiplying  them by the Unit Value of each Sub-Account
on such date. This calculation is performed for each Sub-Account, and the sum of
the  Sub-Account  calculations  will  equal the amount of your  Annuity  Payment
Amount.

The Unit Value in a particular  Sub-Account on any Valuation Day is equal to the
Unit  Value of that  Sub-Account  on the  immediately  preceding  Valuation  Day
multiplied by the Net Investment  Factor for that  Sub-Account for the Valuation
Period multiplied by the daily factor for the Valuation Period.

WHEN ARE ANNUITY PAYMENTS MADE?

Each Annuity Payment is payable monthly on the Annuity Payment Date. The initial
Annuity Payment will be on a date of your choice of THE 1ST THROUGH THE 28TH DAY
OF THE  CALENDAR  MONTH  FOLLOWING  THE 30TH day after  the  Issue  Date of this
Annuity.  This date will be the Annuity  Payment Date which may not change after
the Issue Date.

MAY I CONVERT ANNUITY PAYMENTS TO FIXED PAYMENTS?

Yes. You may convert to fixed Annuity Payments but only after two (2) years from
the Annuity's Issue Date. Before any Annuity Payment Date after this period, you
may make an irrevocable  election to convert to fixed Annuity  Payments.  If you
elect fixed  payments,  on each  Annuity  Payment  Date you will receive a fixed
amount  that  will not vary  with  investment  performance.  The  value of these
payments  depends on the Contract Value at the time of the conversion,  the then
current Certain Period,  the Annuitant's age and gender (where permitted by law)
if a life payout is selected,  and an assumed  interest rate of not less than 3%
per year. The subsequent  Annuity Payment Amount may be greater than,  equal to,
or less than the current  Annuity  Payment  Amount.  The  Certain  Period is not
effected by  conversion.  After you have  elected this option under this Annuity
you will not be permitted to make full or partial surrenders.

WHO RECEIVES THE ANNUITY PAYMENT?

We make Annuity  Payments to the Annuitant.  Subject to our rules, we may accept
your instructions to forward Annuity Payments to an alternate payee.

WHAT HAPPENS WHEN THE ANUITANT DIES?

As of the  Inheritance  Date, if an Certain Period exists,  we will make Annuity
Payments to the  Beneficiary  for the  remainder  of the CERTAIN  PERIOD.  AS AN
ALTERNATIVE,  A LUMP SUM CAN BE PAID TO THE  BENEFICIARY.  THERE IS NO GUARANTEE
THAT THERE WILL BE ANY CERTAIN PERIOD AFTER THE DATE OF DEATH, WHICH MEANS THERE
MAY BE NO AMOUNT DUE FOR THE  BENEFICIARY.  If there is no Certain  Period as of
the Inheritance Date, the Annuity terminates.

If the Annuitant dies before the Annuity Date, the Annuity will end and the Cash
Value will be payable as settlement to the Beneficiary(s) after we have received
all of our requirements to make settlement.

WHAT HAPPENS WHEN THE OWNER DIES?

If any Owner dies before the  Annuity  Date,  the Annuity  will end and the Cash
Value will be payable to the  Beneficiary(s)  after we have  received all of our
requirements to make settlement.

WHEN DO ANNUITY PAYMENTS FOR A BENEFICIARY START?

If Annuity Payments are to be paid to a Beneficiary, Annuity Payments will begin
as of the next Annuity Payment Date following the Inheritance  Date, or the Cash
Value can then be paid. No amounts are payable to a Beneficiary  until the death
of the last surviving Annuitant. Evidence satisfactory to us of the death of all
Annuitants must be provided before any amount becomes payable to a Beneficiary.

IF ANNUITY PAYMENTS ARE TO BE PAID TO A BENEFICIARY, WHAT DETERMINES THE ANNUITY
PAYMENT  EACH  MONTH  AND HOW LONG  WILL  THE  ANNUITY  PAYMENTS  BE PAID TO THE
BENEFICIARY?

We make  Annuity  Payments to the  Beneficiary  if a Certain Only or a Life with
Certain Period payout option has been selected.  We calculate the amount payable
each month in the same manner before and after the  Inheritance  Date if Annuity
Payments are payable to the Beneficiary. Annuity Payments payable to Beneficiary
are due over any  remaining  Certain  Period.  The Annuity  terminates  when the
Certain Period ends.

If  there  is a  Certain  Period  remaining  as of  the  Inheritance  Date,  the
Beneficiary may elect to receive the Cash Value instead of Annuity  Payments if,
before  the  Inheritance  Date,  you did not  elect,  in  writing,  to  prohibit
commutation  and all  Beneficiaries  agree in writing to such  commutation.  All
requirements  that would  otherwise apply for Annuity  Payments  payable for the
benefit  of  the  Beneficiary  will  apply  before  we pay a  Cash  Value  as an
alternative.

WHAT DOCUMENTATION IS REQUIRED TO RECEIVE ANNUITY PAYMENTS?

REQUIREMENTS  FOR ANNUITY PAYMENTS WHILE THE ANNUITANT IS ALIVE: We must receive
at our office necessary representations in writing regarding tax withholding. We
may also require, from time-to-time, evidence in writing satisfactory to us that
the Annuitant is alive.  We may withhold  Annuity  Payments until we receive our
requirements or until we receive in writing due proof  satisfactory to us of the
Annuitant's  death.  Such  withheld  Annuity  Payments will be maintained in our
general  account.  We will credit  interest of at least 3% per year,  compounded
yearly,  on each withheld  Annuity  Payment  unless  otherwise  required by law.
Should we  subsequently  receive the  applicable  requirements,  we will pay the
withheld  Annuity  Payments  plus any  interest  credited  in a lump sum for the
benefit of the applicable payee (see "Payments and Payees").

REQUIREMENTS FOR ANNUITY PAYMENTS PAYABLE TO THE BENEFICIARY: We must receive at
our Office:

(a) due proof  satisfactory to us in writing of the death of all Annuitants and,
if applicable, no Owner died before the Annuity Date;
(b) the Annuity; and
(c) all  representations,  in writing,  that we require or which are mandated by
applicable  law or regulation in relation to making  payments to a  Beneficiary,
including any required in relation to tax withholding.

Once Annuity  Payments begin to be paid to a Beneficiary,  we may require,  from
time-to-time,  evidence in writing  satisfactory to us that a natural person who
is a Beneficiary  is alive.  We may withhold  Annuity  Payments until we receive
such  requirements,  or until we receive in writing due proof satisfactory to us
of such  Beneficiary's  death.  We will credit interest of at least 3% per year,
compounded yearly, on each withheld Annuity Payment unless otherwise required by
law. Should we subsequently  receive our requirements,  we will pay the withheld
Annuity Payments plus any interest credited in a lump sum for the benefit of the
applicable payee (see "Payments and Payees").

PAYMENTS AND PAYEES

The payees of an Annuity Payment, Cash Value, or a partial or full surrender may
provide  us  with  an  account  at a  financial  institution  to  which  we  may
electronically  forward  such  payments.  Subject  to our  rules,  we may,  as a
convenience,  forward a payment for an Annuitant,  Owner,  or Beneficiary  (or a
person selected to receive remaining  Annuity Payments after such  Beneficiary's
death) to an account for the benefit of an alternate  person or entity.  We must
receive the request to forward  payments to such  alternate  person or entity in
writing from the person or entity that then has ownership rights.

We pay Annuity  Payments to the Annuitant  first  designated on any  application
unless you instruct us to forward Annuity Payments to any other named Annuitant.
We forward any partial or full  surrender  to the Owner  unless you  instruct us
otherwise.

Before  the  Inheritance  Date,  we may  split  Annuity  Payments  among all the
recipients  if requested by the Owner in writing.  We reserve the right to limit
the  number of  payees.  If a split  payment  has been  selected  and one of any
several  joint payees die but other joint payees  survive;  and we receive proof
satisfactory to us of such death, any subsequent  Annuity Payments will be split
pro rata among accounts for the surviving  payees.  Such split Annuity  Payments
can be terminated  by the Owner by forwarding a request to us in writing  before
the Inheritance Date.

Any amounts due on or after the  Inheritance  Date will be split among any named
Beneficiaries in accordance with the Beneficiary designation. However, currently
we will not accept an  instruction to pay part as a lump sum and part as Annuity
Payments.  We will pay the lump sum and our  liability  under the  Annuity  will
terminate  if no election is received in writing by us at our Office  before the
Inheritance  Date or if,  as of the  Inheritance  Date,  multiple  Beneficiaries
cannot agree as to whether  amounts are to be received as Annuity  Payments or a
lump sum (assuming some amount is owed).

TAX CONSIDERATIONS

WHAT ARE SOME OF THE FEDERAL TAX CONSIDERATIONS OF THIS ANNUITY?

Following is a brief summary of some of the federal tax considerations  relating
to this  Annuity.  Since  the tax  laws are  complex  and tax  consequences  are
affected by your individual circumstances, this summary of our interpretation of
the relevant tax laws is not comprehensive nor is it tax advice. You may wish to
consult a professional tax advisor for tax advice.

TAXATION OF AMERICAN SKANDIA AND THE SEPARATE ACCOUNT

The Separate  Account is taxed as part of American  Skandia  which is taxed as a
life insurance company under Subchapter L of the Code. Accordingly, the Separate
Account  is not  separately  taxed as a  "regulated  investment  company"  under
Subchapter M of the Code.  Investment  income and any realized  capital gains on
the assets of the Separate  Account are reinvested and are taken into account in
determining  the value of the Units.  As a result,  such  investment  income and
realized capital gains are  automatically  applied to increase reserve under the
Annuity.

Currently no taxes are due on interest,  dividends  and  short-term or long-term
capital gains earned by the Separate Account with respect to the Annuity.

HOW ARE IMMEDIATE ANNUITIES TREATED UNDER THE TAX CODE?

Section 72 of the Code governs the taxation of annuities in general. Taxation of
an immediate annuity is largely dependent upon whether it is used in a qualified
pension or profit  sharing  plan or other  retirement  arrangement  eligible for
special treatment under the Code.

Pursuant  to Section  72(s) of the Code,  an annuity  must  provide  for certain
required  distributions  after  the  date of death of the  Owner.  In  addition,
pursuant to Section 72(u) an annuity will be considered an immediate  annuity if
it is purchased with a single premium, Annuity Payments commence within one year
from the date of the  purchase,  and the Annuity  provides for a series of equal
payments no less frequently  than annually.  Based on our  understanding  of tax
law,  we  believe  that  the  Annuity  meets  these  requirements  and  would be
considered an immediate  annuity for the federal  income tax purposes  except as
otherwise noted below under "Special concerns regarding immediate annuities".

HOW ARE ANNUITY PAYMENTS TAXED?

DISTRIBUTIONS  FROM AN ANNUITY ARE TAXED AS  ORDINARY  INCOME AND NOT AS CAPITAL
GAINS.  Generally, a portion of each Annuity Payment is taxable as determined by
an IRS  formula  that  establishes  the ratio  between  the  "investment  in the
contract" and the total value of Annuity Payments to be made. This is called the
"exclusion ratio."

"Investment in the contract" is equal to the total Premium paid for the contract
minus any  previous  distributions  (or  portions  of  distributions)  from such
contract that were not includible in gross income.  "Investment in the contract"
may be  affected  by  whether  an annuity  was  purchased  as part of a tax-free
exchange of life insurance , endowment,  or annuity contracts under Section 1035
of the Code.

The portion of each Annuity Payment that represents "Investment in the contract"
is excluded from gross income.  When Annuity Payments cease because of the death
of the person upon whose life  payments  are based and, as of the date of death,
the amount of Annuity  Payments  excluded  from taxable  income by the exclusion
ratio does not exceed  the  "investment  in the  contract,"  then the  remaining
portion of  unrecovered  investment is allowed as a deduction in the tax year of
such death.

HOW ARE DISTRIBUTIONS OTHER THAN ANNUITY PAYMENTS TAXED?

Distributions considered to be "amounts not received as an annuity," including a
partial or full surrender or a lump sum alternative after the Annuitant's death,
are generally  treated as coming first from "income on the contract" and then as
a return of the "investment in the  contracts."  The amount of any  distribution
that is treated as receipt of "income on the  contracts"  is  includible  in the
raxpayer's  gross income and taxable in the year it is  received.  The amount of
the distribution  treated as a return of the "investment in the contract" is not
included  in gross  income.  "Income on the  contract"  for an annuity  would be
computed by subtracting from the value of all "related contracts" the taxpayer's
"investment in the contract" (which is an amount equal to total payments for the
contract less any previous  distributions or portions thereof from such contract
not included in gross  income).  "Investment in the contract" may be affected by
whether  an  annuity  was  purchased  as part  of a  tax-free  exchange  of life
insurance or annuity contracts under Section 1035 of the Code.

We believe that  "investment  in the contract" does not include the Premium paid
for "related contracts" under this Annuity. "Related contracts" mean all annuity
contracts or certificates (other than certain contracts owned in connection with
a tax-qualified retirement arrangement) for which the taxpayer is the beneficial
owner and which are issued by the same insurer  within the same  calendar  year,
irrespective  of the named  annuitants.  "Related  contracts" are treated as one
annuity  contract  when   determining  the  taxation  of  distributions   before
annuitization.  While it is clear that  "related  contracts"  include  contracts
prior to when annuity payments begin,  there is some  uncertainty  regarding the
manner in which the Internal Revenue Service would view "related contracts" when
one or more  contracts are immediate  annuities or are contracts  that have been
annuitized. We do not believe "related contracts" include immediate annuities or
annuities for which annuity payments have begun. If "related  contracts" include
immediate  annuities or annuities  for which annuity  payments have begun,  then
"related contracts" would have to be taken into consideration in determining the
taxable  portion of each  annuity  payment (as  outlined in the "How Are Annuity
Payments Taxed?" subsection above) as well as in determining the taxable portion
of  distributions  from an annuity or any  "related  contracts"  before  annuity
payments  have begun.  The  Internal  Revenue  Service  has not issued  guidance
clarifying  this issue as of the date of this  Prospectus.  We cannot  guarantee
that  immediate  annuities or annuities  for which  annuity  payments have begun
could not be deemed to be "related contracts". You are particularly cautioned to
seek advice from your own tax advisor on this matter.

SPECIAL CONCERNS REGARDING IMMEDIATE ANNUITIES: The Internal Revenue Service has
ruled that the 10% penalty  applicable to  "non-qualified"  immediate  annuities
will  apply to annuity  payments  under a contract  recognized  as an  immediate
annuity under state insurance law but not under Section 72 (u) of the Code in an
exchange  situation  where the Premium for the  exchanged  contract was paid, or
deemed to have been paid,  more than one year prior to the first annuity payment
payable  under  the  immediate  annuity;  and the  annuity  payments  under  the
immediate annuity do not meet the requirements of any other exception to the 10%
penalty.

We believe Annuity  Payments are not subject to the 10% penalty if they meet the
substantially   equal  payment   exception  under  Section  72(q)  (relating  to
non-qualified contracts) or 72(t) (relating to tax qualified retirement plans or
qualified contracts including individual retirement  annuities).  If these types
of  programs  provided  by us and other  insurance  companies  are deemed by the
Internal  Revenue Code not to meet the  substantially  equal  periodic  payments
exception in Section  72(q) or Section 72(t) of the Code and you do not meet any
of the other  exceptions  under the Code,  you may be subject to the 10% penalty
described above.

Distributions,  other than Annuity  Payments,  from the Annuity may be subject a
penalty equal to 10% plus interest, unless an exception applies.

SPECIAL RULES IN RELATION TO TAX-FREE EXCHANGES UNDER SECTION 1035: Section 1035
of the Code permits certain tax-free  exchanges of a life insurance,  annuity or
endowment  contract  for an  annuity.  If the  Annuity  is  purchased  through a
tax-free  exchange of a life insurance,  annuity or endowment  contract that was
purchased prior to August 14, 1982, then any distributions other than as annuity
payments will be considered to come:

- -      First,  from the amount of  "investment  in the  contract"  made prior to
       August 14, 1982 and exchanged into the annuity;
- -      Then,  from any  "income on the  contract"  that is  attributable  to the
       Premium payments made prior to August 14, 1982 (including  income on such
       original Premium after the exchange);
- -      Then, from any remaining "income on the contract"; and
- -      Lastly, from the remaining "investment in the contract."

Therefore,  to the extent a distribution is equal to or less than the investment
in the contract made prior to August 14, 1982,  such amounts are not included in
taxable  income.  Further,  distributions  received that are  considered to be a
return of investment on the contract from Premium made prior to August 14, 1982,
such  distributions  are  not  subject  to the  10% tax  penalty.  In all  other
respects,  the  general  provisions  of the  Code  apply to  distributions  from
annuities obtained as part of such an exchange.

ARE THERE TAX  CONSIDERATIONS  FOR  TAX-QUALIFIED  RETIREMENT PLANS OR QUALIFIED
CONTRACTS?

There  are  various  types of  qualified  plans for  which  the  Annuity  may be
suitable. Generally, this Annuity may be useful to meet income obligations under
such plans, or for taking distributions, because of the benefits provided by the
Annuity and because the Annuity is a single premium product.  Therefore, in many
cases,  using the Annuity in  conjunction  with a  qualified  plan may require a
transfer or "roll over" from an existing  qualified plan.  Before purchasing the
Annuity for use in a qualified  plan,  you should  OBTAIN  COMPETENT  TAX ADVICE
ABOUT THE TAX  TREATMENT AND THE  SUITABILITY  OF SUCH AN  INVESTMENT.  AMERICAN
SKANDIA  DOES NOT OFFER THE  ANNUITY  TO ALL TYPES OF  TAX-QUALIFIED  RETIREMENT
PLANS.

CORPORATE  PENSION  AND  PROFIT-SHARING  PLANS:  The Annuity may be used to fund
employee  benefits  of  various  corporate  pension  and  profit-sharing   plans
established by corporate employers under Sections 401(a) and 401(k) of the Code.
Contributions to such plans are not taxable to the employee until  distributions
are made from the retirement plan.

H.R. 10 PLANS: The Annuity may also be used to fund benefits of retirement plans
established by  self-employed  individuals  for themselves and their  employees.
These are commonly known as "H.R. 10 Plans" or "Keogh Plans".

TAX  SHELTERED  ANNUITIES:  Annuities  may  be  used  to pay  benefits  of a tax
sheltered  annuity.  Under Section  403(b) of the Code, a tax sheltered  annuity
("TSA") is a contract into which contributions may be made by certain qualifying
employers  such as  public  schools  and  certain  charitable,  educational  and
scientific organizations specified in Section 501(c)(3) for the benefit of their
employees.

SECTION 457 PLANS:  Under Section 457 of the Code,  deferred  compensation plans
established  by  governmental  and certain other tax exempt  employers for their
employees may invest in annuity  contracts.  The Code limits  contributions  and
distributions, and imposes eligibility requirements as well.

INDIVIDUAL  RETIREMENT PROGRAM OR "IRA": Section 408 of the Code allows eligible
individuals  to maintain an IRA. The Annuity may be used in  connection  with an
IRA including "roll-over"  distributions from certain  tax-qualified  retirement
plans.

ROTH IRAS: "Roth IRA" is a form of IRA.  Contributions to a Roth IRA are not tax
deductible.

SEP  IRAS:  Eligible  employers  that  meet  specified  criteria  may  establish
Simplified Employee Pensions or SEP IRAs.

HOW ARE DISTRIBUTIONS FROM QUALIFIED CONTRACTS TAXED?

Generally,  the entire  annuity  distribution  from a qualified  annuity will be
taxed as ordinary income unless the premium contained  after-tax  contributions.
Distributions  before a  participant's  age 59 1/2 from qualified  annuities are
subject to a penalty  equal to 10% of the  amount  includible  in gross  income,
unless an exception  applies.  We believe that the exception  for  substantially
equal periodic payments noted in Section  72(t)(2)(A)(iv) of the Code applies to
Annuity Payments if the Annuity is purchased:  (i) for life; (ii) for life and a
Certain  Period that does not exceed the life  expectancy of the  participant as
defined in the  regulations  under the Code; or (iii) for a Certain Period equal
to the participant's life expectancy as defined in the same regulations. We also
believe that the penalty does not apply to any lump sum paid to a Beneficiary if
the Annuitant is the employee participating in the applicable qualified plan.

Distributions,  other than  Annuity  Payments,  from a qualified  annuity may be
subject to a penalty equal to 10% plus interest, unless an exception applies.

GENERAL TAX CONSIDERATIONS

DIVERSIFICATION:  Section  817(h) of the Code provides  that a variable  annuity
contract,  in  order  to  qualify  as  an  annuity,  must  have  an  "adequately
diversified" segregated asset account (including investments in a mutual fund by
the segregated  asset account of insurance  companies).  If the  diversification
requirements  under the Code are not met and the  annuity  is not  treated as an
annuity,  the  taxpayer  will be subject to income tax on the annual gain in the
contract.  We  believe  the  Portfolios  should  comply  with the terms of these
regulations.

TRANSFERS BETWEEN  SUB-ACCOUNTS:  Transfers between Sub-Accounts are not subject
to taxation.  The Treasury  Department may promulgate  guidelines  under which a
variable  annuity  will not be treated as an annuity for tax purposes if persons
with ownership  rights have excessive  control over the  investments  underlying
such  variable  annuity.  It is  unclear  whether  such  guidelines,  if in fact
promulgated,  would have retroactive  effect. It is also unclear what effect, if
any, such  guidelines  may have on transfers  between the  Sub-Accounts  offered
pursuant to this Prospectus. We will take any action, including modifications to
your Annuity or the  Sub-Accounts,  required to comply with such  guidelines  if
promulgated.

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

Certain distributions,  including rollovers,  from most Qualified Contracts, may
be subject to automatic 20% withholding for Federal income taxes.  This will not
apply to:

- -      direct transfers to the trustee of another retirement plan;
- -      distributions  from  an  individual   retirement  account  or  individual
       retirement annuity;
- -      distributions  required to meet the Required Minimum  Distribution  rules
       under section 401(a)(9),
- -      distributions made as substantially  equal periodic payments for the life
       or life  expectancy of the participant in the retirement plan or the life
       or  life  expectancy  of  such  participant  and  his or  her  designated
       beneficiary  under such plan (all Annuity Payments before the Inheritance
       Date meet this exception); and
- -      certain  other  distributions  where  automatic 20%  withholding  may not
       apply.

ESTATE AND GIFT TAX CONSIDERATIONS:  You should obtain competent tax advice with
respect to possible Federal and state estate and gift tax  consequences  flowing
from the ownership and transfer of annuities.

GENERATION-SKIPPING  TRANSFERS: Under the Code certain taxes may be due when all
or part of an  annuity  is  transferred  to, or a death  benefit  is paid to, an
individual  two or more  generations  younger  than the contract  holder.  These
generation-skipping  transfers generally include those subject to federal estate
or gift tax rules. There is an aggregate $1 million exemption from taxes for all
such  transfers.  We may be required to  determine  whether a  transaction  is a
direct skip as defined in the Code and the amount of the resulting  tax. We will
deduct from your Annuity or from any applicable payment treated as a direct skip
any amount of tax we are required to pay.

GENERAL INFORMATION

HOW WILL I RECEIVE STATEMENTS AND REPORTS?

We send any statements  and reports  required by applicable law or regulation to
you at your last known address of record.  You should  therefore  give us prompt
notice of any address change.  We reserve the right, to the extent  permitted by
law and subject to your prior  consent,  to provide any  prospectus,  prospectus
supplements, confirmations, statements and reports required by applicable law or
regulation to you through our Internet Website at http://www.americanskandia.com
or any  other  electronic  means,  including  diskettes  or CD  ROMs.  We send a
confirmation statement to you each time a transaction is made affecting Contract
Value,  transfers,  or withdrawals.  We send monthly  statements  reflecting the
processing  done each Annuity  Payment Date except after any conversion to fixed
payments.  Before any conversion, we also send periodic statements detailing the
activity  affecting  your Annuity during the calendar  quarter.  You may request
additional  reports.  We  reserve  the  right to  charge up to $50 for each such
additional  report.  You  should  review  the  information  in these  statements
carefully.

All errors or  corrections  must be reported to us at our home office as soon as
possible to assure proper accounting to your Annuity.  For transactions that are
confirmed immediately, we assume all transactions are accurate unless you notify
us  otherwise  within 10 days from the date you  receive the  confirmation.  For
transactions that are only confirmed on the periodic  statements,  we assume all
transactions  are accurate unless you notify us within 10 days from the date you
receive the quarterly statement.  All transactions  confirmed  immediately or by
periodic  statement are deemed conclusive after the applicable 10-day period. We
may also send an annual report and a semi-annual  report  containing  applicable
financial statements, as of December 31 and June 30, respectively, to Owners or,
with your prior consent,  make such documents available  electronically  through
our Internet Website or other electronic means.

WHO IS AMERICAN SKANDIA?

American Skandia Life Assurance Corporation ("American Skandia") is a stock life
insurance  company  domiciled in Connecticut  with licenses in all 50 states and
the District of  Columbia.  American  Skandia is a  wholly-owned  subsidiary  of
American Skandia Investment Holding  Corporation (the "Parent"),  whose ultimate
parent is Skandia  Insurance  Company Ltd., a Swedish company.  American Skandia
markets  its  products  to  broker-dealers  and  financial  planners  through an
internal field marketing  staff. In addition,  American  Skandia markets through
and in conjunction with financial  institutions such as banks that are permitted
directly, or through affiliates, to sell annuities.

American  Skandia is in the  business of issuing  variable  annuity and variable
life  insurance  contracts.  American  Skandia  currently  offers the  following
products:  (a) flexible  premium  deferred  annuities  and single  premium fixed
deferred  annuities  that are  registered  with the SEC; (b) certain other fixed
deferred  annuities  that are not  registered  with the SEC;  (c) certain  group
variable  annuities that are exempt from registration with the SEC that serve as
funding  vehicles  for various  types of  qualified  pension and profit  sharing
plans;  (d) a single premium  variable life insurance  policy that is registered
with the SEC; (e) a flexible  premium life  insurance  policy that is registered
with the SEC; and (f) both fixed and variable immediate adjustable annuities.

WHAT ARE SEPARATE ACCOUNTS?

The assets  supporting our obligations  under the Annuities are held in separate
accounts  established  under  the laws of the State of  Connecticut.  We are the
legal owner of assets in the separate accounts.  Assets supporting fixed annuity
payments after a conversion are held in our general account.  Income,  gains and
losses from assets  allocated  to these  separate  accounts  are  credited to or
charged against each such separate account without regard to other income, gains
or losses of American  Skandia or of any other of our separate  accounts.  These
assets  may only be  charged  with  liabilities  which  arise  from the  annuity
contracts issued by American Skandia Life Assurance  Corporation.  The amount of
our obligation in relation to allocations  to the  Sub-Accounts  is based on the
investment performance of such Sub-Accounts. However, the obligations themselves
are our general corporate obligations.

SEPARATE ACCOUNT B

The  assets  supporting   obligations  based  on  allocations  to  the  variable
investment  options are held in Class 7  Sub-Accounts  of American  Skandia Life
Assurance  Corporation Variable Account B, also referred to as "Separate Account
B".  Separate  Account B consists  of  multiple  Sub-Accounts.  The name of each
Sub-Account generally  corresponds to the name of the underlying Portfolio.  The
names of each Sub-Account are shown in the Statement of Additional  Information.
Separate Account B was established by us pursuant to Connecticut  law.  Separate
Account B also  holds  assets of other  annuities  issued by us with  values and
benefits that vary according to the investment  performance of Separate  Account
B. The Sub-Accounts offered pursuant to this Prospectus are Class 7 Sub-Accounts
of Separate  Account B. Each class of  Sub-Account  in Separate  Account B has a
different level of charges  assessed  against such  Sub-Accounts.  You will find
additional  information  about these  Portfolios  in the  prospectuses  for such
funds.

Separate  Account B is registered with the SEC under the Investment  Company Act
of 1940 ("Investment  Company Act") as a unit investment trust,  which is a type
of investment  company.  This does not involve any supervision by the SEC of the
investment  policies,  management  or  practices  of  Separate  Account  B. Each
Sub-Account  invests  only  in  a  Portfolio.   We  reserve  the  right  to  add
Sub-Accounts,   to  eliminate  Sub-Accounts,  to  combine  Sub-Accounts,  or  to
substitute Portfolios.

VALUES AND BENEFITS BASED ON ALLOCATIONS TO THE SUB-ACCOUNTS  WILL VARY WITH THE
INVESTMENT PERFORMANCE OF THE PORTFOLIOS, AS APPLICABLE. WE DO NOT GUARANTEE THE
INVESTMENT  RESULTS OF ANY  SUB-ACCOUNT.  YOUR CONTRACT  VALUE  ALLOCATED TO THE
SUB-ACCOUNTS MAY INCREASE OR DECREASE. YOU BEAR THE ENTIRE INVESTMENT RISK.

MODIFICATION

We  reserve  the  right  to do  any  or all of  the  following:  (a)  combine  a
Sub-Account with other Sub-Accounts; (b) combine Separate Account B or a portion
thereof with other separate  accounts;  (c) deregister  Separate Account B under
the  Investment  Company  Act of  1940;  (d)  operate  Separate  Account  B as a
management investment company under the Investment Company Act of 1940 or in any
other form  permitted  by law;  (e) make  changes  required by any change in the
Securities Act of 1933,  the Exchange Act of 1934 or the Investment  Company Act
of 1940;  (f) make changes that are  necessary to maintain the tax status of the
Annuity under the Internal  Revenue Code;  and (g) make changes  required by any
change in other Federal or state laws relating to immediate  annuities;  and (h)
discontinue offering any variable investment option at any time.

Also,  from time to time, we may make additional  Sub-Accounts  available to new
Annuity  purchasers.  These Sub-Accounts will invest in Portfolios we believe to
be suitable for the Annuity. We may or may not make a new Sub-Account  available
to invest in any new  Portfolio  should such a Portfolio  be made  available  to
Separate Account B.

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

We  reserve  the right to  transfer  assets of the  Separate  Account,  which we
determine  to be  associated  with the class of  contracts to which your Annuity
belongs,  to  another  separate  account.  We  notify  you and any  payee of any
modification to the Annuity. We may endorse the Annuity to reflect the change.

WHAT IS THE LEGAL STRUCTURE OF THE PORTFOLIOS?

Each Portfolio is registered as an open-end management  investment company under
the  Investment  Company  Act.  Shares of the  Portfolios  are sold to  separate
accounts of life insurance companies offering variable annuity and variable life
insurance  products.  The shares may also be sold directly to qualified  pension
and retirement plans.

VOTING RIGHTS

We are the legal owner of the shares of the Portfolios in which the Sub-Accounts
invest. However, under SEC rules, you have voting rights in relation to Contract
Value  maintained  in the  Sub-Accounts.  If a  Portfolio  requests  a  vote  of
shareholders,  we will vote our shares in the  manner  directed  by Owners  with
Contract Value allocated to that  Sub-Account.  Owners have the right to vote an
amount equal to the number of shares  attributable to their contracts.  If we do
not receive  voting  instructions  in relation to certain  shares,  we will vote
those shares in the same manner and  proportion  as the shares for which we have
received  instructions.  We will furnish  those Owners who have  Contract  Value
allocated to a Sub-Account whose Portfolio has requested a "proxy" vote with the
necessary forms to provide us with their  instructions.  Generally,  you will be
asked to provide  instructions  for us to vote on  matters  such as changes in a
fundamental   investment  strategy,   adoption  of  a  new  investment  advisory
agreement,  or matters relating to the structure of the Portfolio that require a
vote of shareholders.

MATERIAL CONFLICTS

It is possible that differences may occur between companies that offer shares of
a Portfolio to their respective  separate  accounts  issuing variable  annuities
and/or variable life insurance products.  Differences may also occur surrounding
the offering of a Portfolio  to variable  life  insurance  policies and variable
annuity contracts that we offer. Under certain circumstances,  these differences
could be considered "material  conflicts," in which case we would take necessary
action  to  protect  persons  with  voting  rights  under our  variable  annuity
contracts  and variable  life  insurance  policies  against  persons with voting
rights  under other  insurance  companies'  variable  insurance  products.  If a
"material  conflict" were to arise between owners of variable annuity  contracts
and variable life insurance policies issued by us we would take necessary action
to treat such persons equitably in resolving the conflict.  "Material conflicts"
could arise due to differences in voting instructions between owners of variable
life  insurance  and  variable  annuity  contracts  of  the  same  or  different
companies. We monitor any potential conflicts that may exist.

TRANSFERS, ASSIGNMENTS OR PLEDGES

Generally,  vested rights in an Annuity may be transferred,  assigned or pledged
for loans at any time. However, these rights may be limited depending on the use
of the Annuity. Generally,  transfers,  assignments or pledges to another person
or  entity  may  occur at any  time  prior  to the  death of the last  surviving
Annuitant. We generally will not accept transfers,  assignments or pledges after
such death.  You must request a transfer or provide us a copy of the  assignment
in writing.  A transfer or  assignment  is subject to our  acceptance.  Prior to
receipt of this notice,  we will not be deemed to know of or be obligated  under
any  assignment  prior to our  receipt  and  acceptance  thereof.  We  assume no
responsibility for the validity or sufficiency of any assignment.

DEFERRAL OF TRANSACTIONS

We may defer payment of proceeds of any distribution  before the exercise of the
conversion  right for which we have received all our  requirements  for a period
not to exceed 7 calendar days from the date the transaction is effected.  We may
defer any payment from the general account of proceeds of any distribution after
the exercise of the conversion  right for a period not to exceed the lesser of 6
months or the period permitted by law.

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

WHO DISTRIBUTES ANNUITIES OFFERED BY AMERICAN SKANDIA?

American Skandia Marketing,  Incorporated ("ASM"), a wholly-owned  subsidiary of
American  Skandia  Investment  Holding  Corporation,   is  the  distributor  and
principal  underwriter of the securities  offered through this  prospectus.  ASM
acts as the  distributor of a number of annuity and life  insurance  products we
offer and both American Skandia Trust and American Skandia Advisor Funds,  Inc.,
a family of  retail  mutual  funds.  ASM's  principal  business  address  is One
Corporate Drive, Shelton,  Connecticut 06484. ASM is registered as broker-dealer
under the Securities  Exchange Act of 1934  ("Exchange  Act") and is a member of
the National Association of Securities Dealers, Inc. ("NASD").

The  Annuity is offered on a  continuous  basis.  ASM enters  into  distribution
agreements with independent broker-dealers who are registered under the Exchange
Act  and  with  entities  that  may  offer  the  Annuity  but  are  exempt  from
registration.   Applications   for  the  Annuity  are  solicited  by  registered
representatives of those firms. Such  representatives will also be our appointed
insurance  agents  under state  insurance  law. In  addition,  ASM may offer the
Annuity directly to potential purchasers.

Compensation  is paid to firms on sales of the Annuity  according to one or more
schedules.  The  individual   representative  will  receive  a  portion  of  the
compensation,  depending  on the  practice  of the firm.  Commissions  and other
compensation  paid in relation  to the  Annuity do not result in any  additional
charge to you or to the Separate Account.

In addition, firms may receive separate compensation or reimbursement for, among
other  things,  training of sales  personnel,  marketing or other  services they
provide  to us or  our  affiliates.  We  or  ASM  may  enter  into  compensation
arrangements with certain firms.  These  arrangements will not be offered to all
firms and the terms of such  arrangements  may differ  between  firms.  Any such
compensation  will be paid by us or ASM and will not  result  in any  additional
charge to you. To the extent  permitted by NASD rules and other  applicable laws
and regulations,  ASM may pay or allow other promotional  incentives or payments
in the form of cash or other compensation.

ADVERTISING

We  may  advertise  certain   information   regarding  the  performance  of  the
Sub-Accounts.  Details on how we calculate  performance for the Sub-Accounts are
found in the Statement of Additional Information.  This information may help you
review  the  performance  of the  investment  options  and  provide  a basis for
comparison  with other  annuities.  It may be less  useful  when  comparing  the
performance of the investment options with other savings or investment vehicles.
Such other investments may not provide some of the benefits of annuities, or may
not be designed for long-term investment purposes. Additionally other savings or
investment  vehicles may not be receive the  beneficial  tax treatment  given to
annuities under the Code.

UNLESS  OTHERWISE  PERMITTED BY LAW OR  REGULATION,  PERFORMANCE  INFORMATION IS
SHOWN BASED ON AN ASSUMED  PREMIUM,  AGE AND GENDER OF AN ANNUITANT,  AN ASSUMED
ISSUE DATE AND ANNUITY DATE,  ETC. UNLESS THE ANNUITY ISSUED EXACTLY MATCHES THE
ASSUMPTIONS USED,  PERFORMANCE  INFORMATION  CANNOT EXACTLY MATCH HOW AN ANNUITY
YOU OWNED OR MIGHT HAVE OWNED WOULD HAVE PERFORMED.

Information  regarding performance of the Portfolios may provide a partial basis
for comparison with other annuities. However, when making such a comparison, you
should note whether such other annuities provide guarantees and features similar
to or different from those provided pursuant to the Annuities.  Such information
may only be  partially  useful  in  comparing  Annuities  to other  products  or
investment  programs  designed to provide  periodic  income.  In making any such
comparisons,  you should not only compare features and benefits, but should also
compare risks, charges, tax treatment,  and treatment of such vehicles for other
purposes, such as eligibility for governmental assistance programs,  bankruptcy,
communal property, etc.

These  performance  measures  may  have  only  limited  use when  comparing  the
performance  of the  investment  options  with  savings or  investment  vehicles
designed for  accumulation  of wealth,  rather than for  immediate  and on-going
income.  Such  vehicles  may not  provide  some  of the  benefits  of  immediate
annuities,  or may not be  designed  for  income  purposes.  Additionally,  such
savings or investment vehicles may not be treated like immediate annuities under
the Internal Revenue Code.

Performance  information on the investment  options is based on past performance
only and is no indication of future performance.  Actual performance will depend
on the type, quality and, for some of the investment options,  the maturities of
the investments held by the Portfolios and upon prevailing market conditions and
the response of the Portfolios to such conditions.  Actual performance will also
depend on changes in the expenses of the Portfolios. Such changes are reflected,
in turn, in the investment options which invest in such Portfolios. In addition,
the amount of charges  assessed  against  each  investment  option  will  affect
performance.

Some of the  Portfolios  existed prior to the  inception of these  Sub-Accounts.
Performance  quoted in  advertising  regarding  such  Sub-Accounts  may indicate
periods  during which the  Sub-Accounts  have been in existence but prior to the
initial  offering of the Annuities,  or periods during which the Portfolios have
been in existence,  but the Sub-Accounts have not. Such hypothetical performance
is  calculated  using  the  same  assumptions  employed  in  calculating  actual
performance since inception of the Sub-Accounts.

Advertisements   we  distribute   may  also  compare  the   performance  of  our
Sub-Accounts  with:  (a) certain  unmanaged  market  indices,  including but not
limited to the Dow Jones  Industrial  Average,  the  Standard & Poor's 500,  the
Shearson  Lehman Bond Index,  the Frank Russell  non-U.S.  Universal  Mean,  the
Morgan Stanley Capital  International  Index of Europe, Asia and Far East Funds,
and the Morgan  Stanley  Capital  International  World  Index;  and/or (b) other
management investment companies with investment objectives similar to the mutual
fund or portfolio  underlying the Sub-Accounts being compared.  This may include
the  performance  ranking  assigned by various  publications,  including but not
limited to the Wall Street Journal,  Forbes, Fortune, Money, Barron's,  Business
Week, USA Today and  statistical  services,  including but not limited to Lipper
Analytical  Services Mutual Funds Survey,  Lipper Annuity and Closed End Survey,
the Variable  Annuity  Research Data Survey,  SEI, the  Morningstar  Mutual Fund
Sourcebook and the Morningstar Variable Annuity/Life Sourcebook.

American  Skandia Life Assurance  Corporation  may advertise its rankings and/or
ratings by independent financial ratings services. Such rankings may help you in
evaluating  our ability to meet our  obligations  in  relation  to paying  fixed
Annuity Payments,  guarantee a minimum level of Annuity Payments,  or administer
Annuities. Such rankings and ratings do not reflect or relate to the performance
of Separate Account B.

ILLUSTRATIONS: You may be provided a hypothetical illustration of how an Annuity
may  perform,  based on your age,  gender,  a proposed  PREMIUM,  ETC. WE DO NOT
GUARANTEE THAT ANY ANNUITY WILL PERFORM AS ILLUSTRATED. ANY SUCH ILLUSTRATION IS
NOT VALID UNLESS PRECEDED BY OR ACCOMPANIED BY THIS PROSPECTUS.  No illustration
is valid unless it includes  examples of how the Annuity would perform  assuming
Net Investment  Performance  both at a rate of zero and at the Benchmark Rate in
addition to any examples  assuming some other  interest  rate.  In addition,  no
illustration is valid if it projects hypothetical Net Investment  Performance in
the future in excess of 12% per year.

When applicable,  an illustration would indicate any joint Owner and the age and
gender of any joint  Annuitant.  Values may be expressed as a percentage  of the
Premium. In addition to the Annuity Payment Amounts, the following values may be
illustrated:  Cash Value; alternative taxable income, (the income needed from an
investment taxed at ordinary income rates to which the exclusionary rules of the
Code would not apply to achieve the same after tax income);  the effective  rate
of  return  (the  yield,  assuming  payment  of the  Cash  Value  as of the date
illustrated);  the cumulative  return  to-date (the total amount paid,  assuming
payment of the Lump Sum Alternative as of the date  illustrated).  Illustrations
may be provided on paper, and may be provided in color.

Illustrations  may be provided in a format other than on paper. For example,  we
may provide  illustrations  for  presentation on a computer screen or in a video
format.

AVAILABLE INFORMATION

A Statement of Additional  Information  is available from us without charge upon
your request.  This  Prospectus is part of the  registration  statement we filed
with the SEC regarding  this  offering.  Additional  information  on us and this
offering is available in those registration statements and the exhibits thereto.
You may obtain copies of these materials at the prescribed  rates from the SEC's
Public Reference Section,  450 Fifth Street N.W.,  Washington,  D.C., 20549. You
may inspect and copy those  registration  statements and exhibits thereto at the
SEC's public  reference  facilities at the above address,  Room 1024, and at the
SEC's  Regional  Offices,  7 World Trade Center,  New York,  NY, and the Everett
McKinley  Dirksen  Building,  219 South  Dearborn  Street,  Chicago,  IL.  These
documents, as well as documents incorporated by reference,  may also be obtained
through the SEC's Internet Website  (http://www.sec.gov)  for this  registration
statement as well as for other  registrants  that file  electronically  with the
SEC.

HOW TO CONTACT US

You can contact us by:

- -      calling our Concierge Desk at 1-800-752-6342; or
- -      writing to us at American  Skandia Life Assurance  Corporation,  P.O. Box
       883, Shelton, Connecticut 06484-0883, Attention: Concierge Desk; or
- -      sending   us   an   email   to   our    electronic    mail   address   at
       [email protected];  or
- -      accessing  information about your Annuity through our Internet Website at
       http://www.americanskandia.com.

We  may  require  that  you  present  proper  identification  before  performing
transactions over the telephone,  e-mail or through our Internet  website.  This
may include a Personal Identification Number or PIN that will be provided to you
on or about the time that your  Annuity is issued.  To the extent  permitted  by
law, we will not be responsible  for any claims,  loss,  liability or expense in
connection with a transaction  requested by telephone or other  electronic means
if  we  acted  on  such  transaction  instructions  after  following  reasonable
procedures to identify those persons authorized to perform  transactions on your
Annuity using  verification  methods which may include a request for your Social
Security  number,  PIN or other  form of  electronic  identification.  We may be
liable for losses due to unauthorized  or fraudulent  instructions if we did not
follow such procedures.

INDEMNIFICATION

Insofar as indemnification  for liabilities  arising under the Securities Act of
1933 (the "Securities  Act") may be permitted to directors,  officers or persons
controlling the registrant pursuant to the foregoing provisions,  the registrant
has been informed that in the opinion of the SEC such indemnification is against
public policy as expressed in the Securities Act and is therefore unenforceable.

CONTENTS OF THE STATEMENT OF ADDITIONAL INFORMATION

The following are the contents of the Statement of Additional Information:

General Information Regarding American Skandia Life Assurance Corporation
Principal Underwriter
Calculation of Performance Data
Unit Price Determinations
Independent Auditors
Legal Experts
Financial  Statements


<PAGE>



                   AMERICAN SKANDIA LIFE ASSURANCE CORPORATION
                            ATTENTION: CONCIERGE DESK

                              FOR WRITTEN REQUESTS:

                                  P.O. BOX 883
                           SHELTON, CONNECTICUT 06484

                            FOR ELECTRONIC REQUESTS:

                           [email protected]

                             FOR REQUESTS BY PHONE:

                                 1-800-752-6342

- --------------------------------------------------------------------------------
            PLEASE SEND ME A STATEMENT OF ADDITIONAL INFORMATION THAT
           CONTAINS FURTHER DETAILS ABOUT THE AMERICAN SKANDIA ANNUITY
                  DESCRIBED IN PROSPECTUS VIAT-PROS (XX/XXXX).
- --------------------------------------------------------------------------------




             -------------------------------------------------------
                                (print your name)

             -------------------------------------------------------
                                    (address)

             -------------------------------------------------------
                              (City/State/Zip Code)


<PAGE>


ADDITIONAL   INFORMATION:   Inquiries   will  be   answered   by  calling   your
representative or by writing to:

                   AMERICAN SKANDIA LIFE ASSURANCE CORPORATION

                                       at

                                  P.O. Box 883
                           Shelton, Connecticut 06484

                                       or

                           [email protected]

Issued by:                                                          Serviced at:

AMERICAN SKANDIA LIFE                                      AMERICAN SKANDIA LIFE
ASSURANCE CORPORATION                                      ASSURANCE CORPORATION
One Corporate Drive                                                 P.O. Box 883
Shelton, Connecticut 06484                            Shelton, Connecticut 06484
Telephone: 1-800-752-6342                             Telephone:  1-800-752-6342
http://www.AmericanSkandia.com                    http://www.AmericanSkandia.com

                                 Distributed by:

                    AMERICAN SKANDIA MARKETING, INCORPORATED
                               One Corporate Drive
                           Shelton, Connecticut 06484
                             Telephone: 203-926-1888
                         http://www.AmericanSkandia.com













                       STATEMENT OF ADDITIONAL INFORMATION

The Annuities are registered under the Securities Act of 1933 and the Investment
Company Act of 1940. The ANNUITIES ARE ISSUED BY AMERICAN SKANDIA LIFE ASSURANCE
CORPORATION  VARIABLE ACCOUNT B (CLASS 7 SUB-ACCOUNTS) and AMERICAN SKANDIA LIFE
ASSURANCE CORPORATION.

THIS STATEMENT OF ADDITIONAL  INFORMATlON IS NOT A PROSPECTUS.  THE  INFORMATION
CONTAINED  HEREIN  SHOULD BE READ IN  CONJUNCTION  WITH THE  PROSPECTUS  FOR THE
ANNUITIES WHICH ARE REFERRED TO HEREIN.

THE PROSPECTUS SETS FORTH INFORMATION THAT A PROSPECTIVE  INVESTOR OUGHT TO KNOW
BEFORE  lNVESTING.  FOR A COPY  OF THE  PROSPECTUS  SEND A  WRITTEN  REQUEST  TO
AMERICAN SKANDIA LIFE ASSURANCE CORPORATION, P.O. BOX 883, SHELTON,
CONNECTICUT 06484, OR TELEPHONE 1-800-752-6343.

Prospectus Dated: [DATE], XXXX
Statement of Additional Information Dated: [DATE], XXXX

                                TABLE OF CONTENTS

ITEM                                                                        PAGE

General Information Regarding American Skandia Life Assurance Corporation      1
Principal Underwriter                                                          1
Calculation of Performance Data                                                2
Unit Price Determinations                                                      5
Independent Auditors                                                           5
Legal Experts                                                                  6
Financial Statements                                                           6

GENERAL  INFORMATION  REGARDING  AMERICAN  SKANDIA LIFE  ASSURANCE  CORPORATION:
American  Skandia  Life   Assurance Corporation  ("we",  "our"  or  "us")  is  a
wholly-owned subsidiary of American Skandia Investment Holding Corporation whose
indirect parent is Skandia Insurance Company Ltd. Skandia Insurance Company Ltd.
is part of a group of companies whose predecessor  commenced operations in 1855.
Skandia Insurance Company Ltd. is a major worldwide  insurance company operating
from Stockholm,  Sweden which owns and controls,  directly or through subsidiary
companies,  numerous  insurance  and related  companies.  We are  organized as a
Connecticut  stock life insurance  company,  and are subject to Connecticut  law
governing  insurance  companies.  Our mailing address is P.O. Box 883,  Shelton,
Connecticut 06484.

PRINCIPAL  UNDERWRITER:  American Skandia Marketing,  Incorporated ("ASM, Inc.")
serves as principal  underwriter  for the Annuities.  We, ASM, Inc. and American
Skandia Investment Services,  Incorporated ("ASISI"),  the investment manager of
the American Skandia Trust,  are  wholly-owned  subsidiaries of American Skandia
Investment  Holding  Corporation.  Most of the Class 7 Sub-Accounts  of Separate
Account B invest in portfolios offered by American Skandia Trust.

Annuities may be sold by agents of ASM, Inc. or agents of securities  brokers or
insurance  brokers who enter into  agreements with ASM, Inc. and who are legally
qualified  under  federal and state law to sell the  Annuities  in those  states
where the Annuities are to be offered. The Annuities are offered on a continuous
basis. ASM, Inc. is registered with the Securities and Exchange Commission under
the  Securities  Exchange Act of 1934 as a broker  dealer and is a member of the
National Association of Securities Dealers, Inc. (`NASD"). ASM, Inc. receives no
underwriting commissions.

VIAT-SAI [XX/XXXX]

CALCULATION OF PERFORMANCE DATA:

We provide two types of  performance  information:  (a) the  "effective  rate of
return",  which  is the  yield of the  Annuity;  and (b) the  cumulative  return
to-date.

The  performance  of an  Annuity  over  time  depends  on:  (a)  Net  Investment
Performance; (b) the age of the Annuitant at the time the Annuity is issued; (c)
the gender of the Annuitant (unless  applicable law or regulation  requires that
we ignore  gender);  (d) the Annuity plan issued,  particularly,  the applicable
Benchmark Rate and Annuity Factors for such plan; and (e) what lump sum, if any,
is  available  at  the  end of the  period.  In  order  to  provide  performance
information,  we assume that a hypothetical  Annuity was issued at the beginning
of the period to be measured, and that:

         (1)  The Annuitant was [  ] on the Issue Date;

         (2) The  Annuitant  was male,  and that  gender  affected  the  Annuity
Factors; and

         (3) A lump sum is being paid to the Beneficiary as of that date in lieu
of Annuity Payments.


Most of the underlying  mutual fund portfolios  ("Portfolios")  existed prior to
the  inception of the  Sub-Accounts.  In order to give you a basis for analyzing
the  performance  of the  various  investment  options  over  as  long a time as
possible,  we assume the issuance of a hypothetical  Annuity investing solely in
the  applicable   investment  option  from  the  date  the  Portfolio  commenced
operations.   Therefore,   performance  quoted  in  advertising  regarding  such
Sub-Accounts  may  indicate  periods  prior  to  the  initial  offering  of  the
Annuities.

To the extent allowed by law or  regulation,  as well as the rules of applicable
self-regulatory organizations such as the NASD, we may also provide hypothetical
performance of an Annuity as if a hypothetical Portfolio performed exactly like:
(a) a common  market  index,  such as the Standard & Poor's 500; or (b) a stated
weighted  average  of such an index  with an index  of the  performance  of debt
instruments,  such as an index  measuring  the return of corporate  bonds.  This
latter method of using a stated weighted average may be particularly  helpful if
you are  considering  utilizing  an  investment  option that expects to maintain
significant portions of its assets in both equity and debt instruments.

Shown on the following page are effective  rate of return and cumulative  return
to-date  figures for the periods  shown for life and certain plan with a certain
period of [ ] years.  The  "inception-to-date"  figures shown below are based on
the inception date of a Portfolio.  Any performance of such Portfolios  prior to
inception of a Sub-Account is provided by the  Portfolios.  The total return for
any Sub-Account reflecting performance prior to such Sub-Account's  inception is
based on such information.


<PAGE>
<TABLE>


CLASS 7 SUB-ACCOUNTS                                EFFECTIVE RATE OF RETURN              CUMULATIVE RETURN TO-DATE
                                                  [TO BE FILED BY AMENDMENT]

AFTER:                                                                                 AFTER:
<CAPTION>

- ---------------------------------------- --------- ---------- --------- ----------- ---- ---------- ---------- --------- -----------
<S>                                      <C>       <C>        <C>       <C>               <C>        <C>        <C>      <C>
SUB-ACCOUNT:                             1 YEAR    3 YEARS    5 YEARS   INCEPTION TO      1 YEAR     3 YEARS    5 YEARS   INCEPTION
                                                                           DATE                                          TO DATE
- ---------------------------------------- --------- ---------- --------- ----------- ---- ---------- ---------- --------- -----------
AST  Founders  Passport
AST T. Rowe Price International Equity
AST  AIM International  Equity
AST American Century International Growth
AST MFS Global Equity
AST Kemper Small-Cap Growth
AST Lord Abbett Small Cap Value
AST T. Rowe Price Small Company Value
AST Neuberger  Berman  Mid-Cap  Growth
AST Neuberger Berman  Mid-Cap  Value
AST T.Rowe Price Natural Resources
AST  Oppenheimer Large-Cap Growth
AST Marsico Capital Growth
AST JanCap Growth
AST MFS Growth
AST Bankers Trust Managed Index 500
AST Cohen & Steers Realty
AST American Century Income & Growth
AST Lord Abbett Growth and Income
AST MFS Growth with Income
AST INVESCO Equity Income
AST AIM Balanced
AST American Century Strategic Balanced
AST T. Rowe Price Asset Allocation
AST T. Rowe Price International Bond
AST Federated High Yield
AST PIMCO Total Return Bond
AST PIMCO Limited Maturity Bond
AST Money Market

MV Emerging Markets

Rydex Nova
Rydex Ursa
Rydex OTC

INVESCO VIF Technology
INVESCO VIF Health Sciences
INVESCO VIF Financial Services
INVESCO VIF Telecommunications
INVESCO VIF Dynamics

Evergreen VA Global Leaders
Evergreen VA Special Equity

ProFund VP Europe 30
ProFund VP SmallCap
ProFund VP UltraOTC

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


The  performance   quoted  in  any  advertising   should  not  be  considered  a
representation  of the  performance  of these  Sub-Accounts  in the future since
performance is not fixed.

Net Investment Performance will depend on the type, quality and, for some of the
Sub-Accounts,  the maturities of the investments held by the Portfolios and upon
prevailing  market  conditions  and  the  response  of the  Portfolios  to  such
conditions.  Net  Investment  Performance  will also  depend on  changes  in the
expenses of the Portfolios.

The  information  provided  by these  measures  may be useful in  comparing  the
performance of the Sub-Accounts that you may utilize. It may have only a limited
usefulness in  comparison  with other  annuities,  given that, as of the date of
this  Statement,  we were  unaware  of any  annuities  structured  in a  similar
fashion.  (To our knowledge,  other variable immediate  annuities are structured
such that  investment  performance  always  directly  affects the amount of each
Annuity  Payment,  not any Inheritance  Period.) These measures may be even less
useful in providing a basis for comparison with other  investments  that neither
provide some of the benefits of the Annuities or the benefits of other  variable
immediate annuities.

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

(1)      is the net result of:

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

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

(2)      is the net result of:

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

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

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

We value the assets in each Sub-Account at their fair market value in accordance
with accepted accounting practices and applicable laws and regulations.  The net
investment factor may be greater than, equal to, or less than one.

INDEPENDENT  AUDITORS:  Ernst & Young LLP,  Goodwin  Square,  225 Asylum Street,
Hartford,  Connecticut 06103,  independent auditors,  have audited the financial
statements of American  Skandia Life Assurance  Corporation  with respect to the
year  ended  December  31,  1998 and  1997.  Deloitte  & Touche  LLP,  Two World
Financial  Center,  New York, New York 10281-1433,  independent  auditors,  have
audited the financial statements of American Skandia Life Assurance  Corporation
with respect to the years ended December 31, 1996, 1995, 1994 and 1993.. Audited
consolidated   statements  of  financial  condition  of  American  Skandia  Life
Assurance  Corporation  as of  December  31,  1997  and  1996,  and the  related
consolidated  statements of operations,  shareholder's equity and cash flows for
each of the three years in the period  ended  December  31, 1997 are included in
the Prospectus.  The financial  statements  included herein have been audited by
Ernst & Young LLP and Deloitte & Touche LLP, independent  auditors, as set forth
in their  respective  reports  herein,  and are  included in reliance  upon such
reports  given upon the  authority  of each firm as experts  in  accounting  and
auditing.

LEGAL EXPERTS:  T. Richard Kennedy,  Esq.,  General Counsel for American Skandia
Life Assurance Corporation, has reviewed the registration statement with respect
to  Federal  laws  and  regulations  applicable  to the  issue  and  sale of the
Annuities and with respect to Connecticut law.

FINANCIAL  STATEMENTS:  The financial  statements which follow in Appendix A are
those of American Skandia Life Assurance  Corporation.  Financial Statements for
American Skandia Life Assurance Corporation Separate Account B

Class 7 are not provided as the Accounts have not yet begun operations.

To  the  extent  and  only  to the  extent  that  any  statement  in a  document
incorporated  by reference  into this  Statement of  Additional  Information  is
modified  or  superseded  by  a  statement  in  this   Statement  of  Additional
Information  or in a later-filed  document,  such  statement is hereby deemed so
modified or superseded and not part of this Statement of Additional Information.

We furnish you without charge a copy of any or all the documents incorporated by
reference in this Statement of Additional Information, including any exhibits to
such documents which have been specifically  incorporated by reference. We do so
upon receipt of your  written or oral  request.  Please  address your request to
American Skandia Life Assurance Corporation, Attention: Concierge Desk, P.O. Box
883, Shelton, Connecticut, 06484. Our phone number is 1-(800) 752-6342.


<PAGE>











                                   APPENDIX A

    FINANCIAL STATEMENTS FOR AMERICAN SKANDIA LIFE ASSURANCE CORPORATION AND
     AMERICAN SKANDIA LIFE ASSURANCE CORPORATION SEPARATE ACCOUNT B CLASS 7

      (Financial Statement for American Skandia Life Assurance Corporation
                          will be filed by Amendment)

(Financial  statements for American Skandia Life Assurance  Corporation Separate
Account  F  Class  7 are  not  provided  as the  Accounts  have  not  yet  begun
operations.


<PAGE>








                                     PART C

                                OTHER INFORMATION


<PAGE>


<TABLE>
<CAPTION>
Item 24.  Financial Statements and Exhibits:

(a) All financial  statements  are included in Parts A & B of this  Registration
Statement.

(b)      Exhibits are attached as indicated.

         (1)      Copy of the  resolution of the board of directors of Depositor
                  authorizing the  establishment  of the Registrant for Separate
                  Account B filed via EDGAR with Post-Effective  Amendment No. 6
                  to Registration Statement No. 33-87010, filed March 2, 1998.

         (2)      Not applicable.  American  Skandia Life Assurance  Corporation
                  maintains custody of all assets.

         (3)      (a)      Form  of  revised  Principal  Underwriting  Agreement
                           between American  Skandia Life Assurance  Corporation
                           and   American   Skandia   Marketing,   Incorporated,
                           formerly   known  as  Skandia   Life   Equity   Sales
                           Corporation  filed  via  EDGAR  with   Post-Effective
                           Amendment  No.  6  to   Registration   Statement  No.
                           33-87010, filed March 2, 1998.

                  (b)      Form of Revised Dealer Agreement filed via EDGAR with
                           Post-Effective   Amendment  No.  7  to   Registration
                           Statement No. 33-87010, filed April 24, 1998.

         <S>      <C>                                                                   <C>
         (4)      (a)      Copy of the Form of Annuity Contract.                        FILED HEREWITH

                  (b)      Copy of Required Minimum Distribution Endorsement.           FILED HEREWITH

         (5)      A copy of the application form used with the Annuity.                 FILED HEREWITH

                  (6)      (a)  Copy  of the  certificate  of  incorporation  of
                           American Skandia Life Assurance Corporation filed via
                           EDGAR  with   Post-Effective   Amendment   No.  6  to
                           Registration  Statement No. 33-87010,  filed March 2,
                           1998.

                  (b)      Copy  of  the  By-Laws  of  American   Skandia   Life
                           Assurance    Corporation   filed   via   EDGAR   with
                           Post-Effective   Amendment  No.  6  to   Registration
                           Statement No. 33-87010, filed March 2, 1998.

         (7)      Annuity Reinsurance Agreements between Depositor and:

                  (a)      Transamerica   Occidental   Life  Assurance   Company
                           effective   May  1,   1995,   filed  via  EDGAR  with
                           Post-effective   Amendment  No.  3  to   Registration
                           Statement No. 33-87010, filed April 25, 1996.

                  (b)      PaineWebber Life Insurance  Company effective January
                           1,  1995,   filed  via  EDGAR   with   Post-effective
                           Amendment  No.  3  to   Registration   Statement  No.
                           33-87010, filed April 25, 1996.

                  (c)      Connecticut  General Life Insurance Company effective
                           January 1, 1995, filed via EDGAR with  Post-effective
                           Amendment  No.  3  to   Registration   Statement  No.
                           33-87010, filed April 25, 1996.

         (8) Agreements between Depositor and:

                  (a)      The  Alger   American   Fund  filed  via  EDGAR  with
                           Post-Effective   Amendment  No.  6  to   Registration
                           Statement No. 33-87010, filed March 2, 1998.

                  (b)      American   Skandia   Trust   filed  via  EDGAR   with
                           Post-Effective   Amendment  No.  4  to   Registration
                           Statement No.  33-87010,  filed February 25, 1997 (At
                           such time, what later became  American  Skandia Trust
                           was known as the Henderson Global Asset Trust).

                  (c)      The  Montgomery  Funds  III  filed  via  EDGAR in the
                           Initial   Registration   Statement  to   Registration
                           Statement No. 333-08853, filed July 25, 1996.

                  (d)      Rydex   Variable   Trust   filed   via   EDGAR   with
                           Post-Effective   Amendment  No.  8  to   Registration
                           Statement 33-87010, filed April 26, 1999.

         (9)      Opinion and Consent of Counsel.                                      TO BE FILED BY AMENDMENT

         (10)     (a)      Consent of Ernst & Young LLP                                TO BE FILED BY AMENDMENT
                  (b)      Consent of Deloitte & Touche LLP.                           TO BE FILED BY AMENDMENT
</TABLE>

         (11)     Not applicable.

         (12)     Not applicable.

         (13)     Calculation of Performance  Information for  Advertisement  of
                  Performance filed via EDGAR with Post-effective  Amendment No.
                  12 to  Registration  Statement No.  33-44436,  filed April 29,
                  1996.

(14)     Financial Data Schedule

Item 25. Directors and Officers of the Depositor:  The Directors and Officers of
the Depositor are as follows:

Our executive officers, directors and certain significant employees, their ages,
positions with us and principal occupations are indicated below. The immediately
preceding  work  experience is provided for officers that have not been employed
by us or an affiliate for at least five years as of the date of this Prospectus.
<TABLE>
<CAPTION>
<S>                                                           <C>                                    <C>        <C>
Name/                                                         Position with American Skandia
Age                                                           Life Assurance Corporation                        Principal Occupation

Robert M. Arena                                               Vice President,                                        Vice President,
30                                                            Director of Product                    Director of Product Management:
                                                              Management                                       American Skandia Life
                                                                                                               Assurance Corporation

Mr. Arena joined us in 1995. He previously held an internship position with KPMG
Peat  Marwick in 1994 and the position of Group Sales  Representative  with Paul
Revere Insurance from October, 1990 to August, 1993.

Gordon C. Boronow*                                            President and                                            President and
46                                                            Deputy Chief Executive Officer         Deputy Chief Executive Officer:
                                                              Director (since July, 1991)                      American Skandia Life
                                                                                                               Assurance Corporation

Nancy F. Brunetti                                             Executive Vice President                     Executive Vice President,
37                                                            Director (since February, 1996)               Chief Logistics Officer:
                                                                                                               American Skandia Life
                                                                                                               Assurance Corporation

Malcolm M. Campbell                                           Director (since July, 1991)                 Director of Operations and
43                                                                                                     Chief Actuary, Assurance and
                                                                                                        Financial Services Division:
                                                                                                      Skandia Insurance Company Ltd.

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

Y.K. Chan                                                     Senior Vice President and                    Senior Vice President and
41                                                            Chief Information Officer                   Chief Information Officer:
                                                                                                               American Skandia Life
                                                                                                               Assurance Corporation

Mr. Chan joined us in 1999. He previously held the position of Chief Information
Officer  with E.M.  Warburg  Pincus from  January  1995 until April 1999 and the
position of Vice President,  Client Server Application  Development from January
1991 until January 1995.

Lincoln R. Collins                                            Executive Vice President                     Executive Vice President,
38                                                            Director (since February, 1996)                Chief Operating Officer
                                                                                                               American Skandia Life
                                                                                                               Assurance Corporation

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

Harold Darak                                                  Vice President, Service Operations                     Vice President,
38                                                                                                                Service Operations
                                                                                                               American Skandia Life
                                                                                                               Assurance Corporation

Mr. Darak joined us in 1999.  He previously  held the  positions of Sr.  Manager
with Deloitte & Touche from  February  1998 until  November 1999 and Second Vice
President  with  Guardian Life  Insurance  Company of America from February 1996
until February 1998 and he was Second Vice  President at The Travelers  where he
was employed from 1982 until 1995.

Wade A. Dokken                                                Director (since July, 1991)                       President and Deputy
39                                                                                                          Chief Executive Officer:
                                                                                            American Skandia Marketing, Incorporated


Larisa Gromyko                                                Director of Compliance                         Director of Compliance:
53                                                                                                             American Skandia Life
                                                                                                               Assurance Corporation

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

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

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

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

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

David R. Monroe                                               Senior Vice President,                          Senior Vice President,
37                                                            Treasurer and                                            Treasurer and
                                                              Corporate Controller                             Corporate Controller:
                                                                                                               American Skandia Life
                                                                                                               Assurance Corporation

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

Polly Rae                                                     Vice President                                         Vice President,
36                                                            Key Account Operations                         Key Account Operations:
                                                                                                               American Skandia Life
                                                                                                               Assurance Corporation

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

Anders O. Soderstrom                                          Executive Vice President                     Executive Vice President:
39                                                            Director (since September, 1994)                 American Skandia Life
                                                                                                               Assurance Corporation

William H. Strong                                             Vice President,                                        Vice President,
55                                                            Product Innovation                                 Product Innovation:
                                                                                                               American Skandia Life
                                                                                                               Assurance Corporation

Mr. Strong joined us in 1997. He previously  held the position of Vice President
with American  Financial Systems from June 1994 to October 1997 and the position
of Actuary with Connecticut Mutual Life from June 1965 to June 1994.

Amanda C. Sutyak                                              Executive Vice President                               Vice President:
41                                                            Director (since July, 1991)                           American Skandia
                                                                                                             Marketing, Incorporated

C. Ake Svensson                                               Director (since December, 1994)                       Director of
48                                                                                                             Business Development:
                                                                                                              American Skandia, Inc.

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

Mary Toumpas                                                  Director of Advertising Compliance                  Vice President and
48                                                                                                              Compliance Director:
                                                                                                                    American Skandia
                                                                                                             Marketing, Incorporated

Ms. Toumpas  joined us in 1997.  She  previously  held the position of Assistant
Vice President with Chubb Life/Chubb Securities.

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

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

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

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


Item 26.  Persons  Controlled  by or Under Common  Control with the Depositor or
Registrant:  The Depositor  does not directly or indirectly  control any person.
The  following  persons are under common  control with the Depositor by American
Skandia, Inc. formerly known as American Skandia Investment Holding Corporation:

         (1)      American   Skandia   Information   Services   and   Technology
                  Corporation ("ASIST"):  The organization is a general business
                  corporation  organized in the State of  Delaware.  Its primary
                  purpose is to provide  various  types of business  services to
                  American  Skandia,  Inc.  formerly  known as American  Skandia
                  Investment  Holding  Corporation  and all of its  subsidiaries
                  including  computer  systems   acquisition,   development  and
                  maintenance,  human  resources  acquisition,  development  and
                  management,  accounting and financial  reporting  services and
                  general office services.

         (2)      American Skandia Marketing,  Incorporated  ("ASM,  Inc."): The
                  organization is a general  business  corporation  organized in
                  the State of Delaware. It was formed primarily for the purpose
                  of acting as a  broker-dealer  in  securities.  It acts as the
                  principal  "underwriter"  of  annuity  contracts  deemed to be
                  securities,   as  required  by  the  Securities  and  Exchange
                  Commission,  which  insurance  policies  are to be  issued  by
                  American  Skandia  Life  Assurance  Corporation.  It  provides
                  securities  law  supervisory   services  in  relation  to  the
                  marketing of those products of American Skandia Life Assurance
                  Corporation registered as securities. It also may provide such
                  services in relation to  marketing  of certain  public  mutual
                  funds. It also has the power to carry on a general  financial,
                  securities,  distribution,  advisory,  or investment  advisory
                  business;  to act as a general  agent or broker for  insurance
                  companies  and to render  advisory,  managerial,  research and
                  consulting  services for maintaining and improving  managerial
                  efficiency and operation.

         (3)      American Skandia Investment Services,  Incorporated ("ASISI"):
                  The organization is a general business  corporation  organized
                  in the state of Connecticut. The organization is authorized to
                  provide investment service and investment management advice in
                  connection with the purchasing, selling, holding or exchanging
                  of  securities   or  other  assets  to  insurance   companies,
                  insurance-related  companies, mutual funds or business trusts.
                  It's primary role is expected to be as investment  manager for
                  certain mutual funds [to be made available  primarily  through
                  the  variable  insurance  products  of American  Skandia  Life
                  Assurance Corporation.]

         (4)      Skandia  Vida:  This  subsidiary  of  American   Skandia  Life
                  Assurance  Corporation was organized in March, 1995, and began
                  operations in July, 1995. It offers  investment  oriented life
                  insurance  designed for  long-term  savings  products  through
                  independent banks and brokers in Mexico.

Item 27.  Number of Contract Owners:  Not applicable - new registrant.

Item 28.  Indemnification:  Under  Section  33-320a of the  Connecticut  General
Statutes,  the Depositor must indemnify a director or officer against judgments,
fines,  penalties,  amounts paid in settlement and reasonable expenses including
attorneys'  fees, for actions brought or threatened to be brought against him in
his  capacity  as a  director  or officer  when  certain  disinterested  parties
determine that he acted in good faith and in a manner he reasonably  believed to
be in the best interests of the Depositor. In any criminal action or proceeding,
it also must be determined that the director or officer had no reason to believe
his conduct was unlawful.  The director or officer must also be indemnified when
he  is  successful  on  the  merits  in  the  defense  of  a  proceeding  or  in
circumstances where a court determines that he is fairly and reasonable entitled
to be indemnified,  and the court approves the amount. In shareholder derivative
suits,  the  director or officer must be finally  adjudged not to have  breached
this duty to the  Depositor  or a court  must  determine  that he is fairly  and
reasonably  entitled to be indemnified  and must approve the amount.  In a claim
based upon the  director's  or  officer's  purchase or sale of the  Registrants'
securities,  the director or officer may obtain  indemnification only if a court
determines that, in view of all the  circumstances,  he is fairly and reasonably
entitled  to be  indemnified  and  then  for  such  amount  as the  court  shall
determine.  The By-Laws of American Skandia Life Assurance Corporation ("ASLAC")
also provide directors and officers with rights of  indemnification,  consistent
with Connecticut Law.

The foregoing statements are subject to the provisions of Section 33-320a.

Directors and officers of ASLAC and ASM, Inc. can also be  indemnified  pursuant
to indemnity  agreements between each director and officer and American Skandia,
Inc.  formerly  known as American  Skandia  Investment  Holding  Corporation,  a
corporation organized under the laws of the state of Delaware. The provisions of
the indemnity  agreement  are governed by Section 45 of the General  Corporation
Law of the State of Delaware.

The  directors and officers of ASLAC and ASM, Inc. are covered under a directors
and officers  liability  insurance  policy issued by an  unaffiliated  insurance
company to Skandia  Insurance  Company Ltd., their ultimate parent.  Such policy
will reimburse ASLAC or ASM, Inc., as applicable, for any payments that it shall
make  to  directors  and  officers  pursuant  to law  and,  subject  to  certain
exclusions  contained  in the  policy,  will pay any other  costs,  charges  and
expenses,  settlements and judgments  arising from any proceeding  involving any
director or officer of ASLAC or ASM, Inc., as applicable,  in his or her past or
present capacity as such.

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



<PAGE>


Item 29.  Principal Underwriters:

(a)      At present,  ASM, Inc. acts as principal underwriter only for annuities
         to be issued by ASLAC.

(b)      Directors and officers of ASM, Inc.

<TABLE>
<CAPTION>
<S>                                                                             <C>
Name and Principal Business Address                                             Position and Offices with Underwriter

Patricia J. Abram                                                               Senior Vice President and National
American Skandia Life Assurance Corporation                                     Sales Manager, Variable Life
One Corporate Drive, P.O. Box 883
Shelton, Connecticut  06484-0883

Gordon C. Boronow                                                               Deputy Chief Executive Officer
American Skandia Life Assurance Corporation                                     and Director
One Corporate Drive, P.O. Box 883
Shelton, Connecticut  06484-0883

Kimberly A. Bradshaw                                                            Vice President, National Sales
American Skandia Life Assurance Corporation                                     Manager/Qualified Plans
One Corporate Drive, P.O. Box 883
Shelton, Connecticut  06484-0883

Robert Brinkman                                                                 Senior Vice President,
American Skandia Life Assurance Corporation                                     National Sales Manager
One Corporate Drive, P.O. Box 883
Shelton, Connecticut  06484-0883

Jan R. Carendi                                                                  Chairman of the Board
American Skandia Life Assurance Corporation                                     of Directors and
One Corporate Drive, P.O. Box 883                                               Chief Executive Officer
Shelton, Connecticut  06484-0883

Y.K. Chan                                                                       Senior Vice President and
American Skandia Life Assurance Corporation                                     Chief Information Officer
One Corporate Drive, P.O. Box 883
Shelton, Connecticut  06484-0883

Kathleen A. Chapman                                                             Assistant Corporate Secretary
American Skandia Life Assurance Corporation
One Corporate Drive, P.O. Box 883
Shelton, Connecticut  06484-0883

Lucinda C. Ciccarello                                                           Vice President, Mutual Funds
American Skandia Life Assurance Corporation
One Corporate Drive, P.O. Box 883
Shelton, Connecticut  06484-0883

Wade A. Dokken                                                                  President and Deputy Chief
American Skandia Life Assurance Corporation                                     Executive Officer and
One Corporate Drive, P.O. Box 883                                               Director
Shelton, Connecticut  06484-0883

Ian Kennedy                                                                     Senior Vice President,
American Skandia Life Assurance Corporation                                     Customer Service
One Corporate Drive, P.O. Box 883
Shelton, Connecticut  06484-0883

T. Richard Kennedy                                                              General Counsel
American Skandia Life Assurance Corporation
One Corporate Drive, P.O. Box 883
Shelton, Connecticut  06484-0883

N. David Kuperstock                                                             Vice President, Product Development
American Skandia Life Assurance Corporation                                     and Director
One Corporate Drive, P.O. Box 883
Shelton, Connecticut  06484-0883

Thomas M. Mazzaferro                                                            Executive Vice President,
American Skandia Life Assurance Corporation                                     Chief Financial Officer
One Corporate Drive, P.O. Box 883                                               and Director
Shelton, Connecticut  06484-0883

Eileen S. McCann  Vice President,
American Skandia Life Assurance Corporation                                     Key Accounts Marketing
One Corporate Drive, P.O. Box 883
Shelton, Connecticut  06484-0883

David R. Monroe                                                                 Senior Vice President,
American Skandia Life Assurance Corporation                                     Treasurer and
One Corporate Drive, P.O. Box 883                                               Corporate Controller
Shelton, Connecticut  06484-0883

Michael A. Murray                                                               Vice President,
American Skandia Life Assurance Corporation                                     National Sales Manager/
One Corporate Drive, P.O. Box 883                                               American Skandia Advisor Funds
Shelton, Connecticut  06484-0883

Brian O'Connor                                                                  Vice President, National Sales
American Skandia Life Assurance Corporation                                     Manager, Internal Wholesaling
One Corporate Drive, P.O. Box 883
Shelton, Connecticut  06484-0883

M. Priscilla Pannell                                                            Corporate Secretary
American Skandia Life Assurance Corporation
One Corporate Drive, P.O. Box 883
Shelton, Connecticut  06484-0883

Kathleen A. Pritchard                                                           Vice President,
American Skandia Life Assurance Corporation                                     National Key Accounts/
One Corporate Drive, P.O. Box 883                                               Financial Institutions
Shelton, Connecticut  06484-0883

Hayward L. Sawyer                                                               Executive Vice President,
American Skandia Life Assurance Corporation                                     National Sales Manager
One Corporate Drive, P.O. Box 883                                               and Director
Shelton, Connecticut  06484-0883

Anders O. Soderstrom                                                            Executive Vice President
American Skandia Life Assurance Corporation
One Corporate Drive, P.O. Box 883
Shelton, Connecticut  06484-0883

Leslie S. Sutherland                                                            Vice President,
American Skandia Life Assurance Corporation                                     National Key Accounts Manager
One Corporate Drive, P.O. Box 883
Shelton, Connecticut  06484-0883

Amanda C. Sutyak                                                                Vice President
American Skandia Life Assurance Corporation
One Corporate Drive, P.O. Box 883
Shelton, Connecticut  06484-0883

Christian Thwaites                                                              Senior Vice President,
American Skandia Life Assurance Corporation                                     National Marketing Director
One Corporate Drive, P.O. Box 883
Shelton, Connecticut  06484-0883

Mary Toumpas                                                                    Vice President and
American Skandia Life Assurance Corporation                                     Compliance Director
One Corporate Drive, P.O. Box 883
Shelton, Connecticut  06484-0883

Bayard F. Tracy                                                                 Senior Vice President,
American Skandia Life Assurance Corporation                                     National Sales Manager and
One Corporate Drive, P.O. Box 883                                               Director
Shelton, Connecticut  06484-0883

Deborah G. Ullman                                                               Senior Vice President and
American Skandia Life Assurance Corporation                                     Chief Operating Officer,
One Corporate Drive, P.O. Box 883                                               Finance and Business Operations
Shelton, Connecticut  06484-0883
</TABLE>


Item 30.  Location of Accounts and Records:  Accounts and records are maintained
by ASLAC at its principal office in Shelton, Connecticut.

Item 31.  Management Services:  None

Item 32.  Undertakings:

(a)  Registrant  hereby  undertakes to file a  post-effective  amendment to this
Registration  Statement as frequently as is necessary to ensure that the audited
financial statements in the Registration Statement are never more than 16 months
old so  long as  payments  under  the  annuity  contracts  may be  accepted  and
allocated to the Sub-accounts of Separate Account B.

(b) Registrant hereby undertakes to include either (1) as part of any enrollment
form or application to purchase a contract  offered by the  prospectus,  a space
that an applicant  or enrollee  can check to request a Statement  of  Additional
Information,  or (2) a post card or similar written  communication affixed to or
included in the prospectus that the applicant can remove to send for a Statement
of Additional Information.

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

(d) American Skandia Life Assurance Corporation  ("Depositor") hereby represents
that the aggregate  fees and charges under the annuity  contracts are reasonable
in relation to the services rendered,  the expenses expected to be incurred, and
the risks assumed by the Depositor.

(e)  With  respect  to  the  restrictions  on  withdrawals  for  Texas  Optional
Retirement  Programs  and  Section  403(b)  plans,  we are  relying  upon:  1) a
no-action  letter dated  November 28, 1988 from the staff of the  Securities and
Exchange  Commission to the American  Council of Life  Insurance with respect to
annuities  issued under Section  403(b) of the code, the  requirements  of which
have been  complied with by us; and 2) Rule 6c-7 under the 1940 Act with respect
to annuities made available through the Texas Optional Retirement  Program,  the
requirements of which have been complied with by us.





                                    EXHIBITS

As noted in Item 24(b),  various  exhibits are  incorporated by reference or are
not applicable. The exhibits included are as follows:


No. 4 (a)   Copy of the Form of Annuity Contract

No. 4 (b)   Copy of Required Minimum Distribution Endorsement

No. 5       A copy of the application form used with the Annuity

















                                   SIGNATURES

As  required by the  Securities  Act of 1933 and the  Investment  Company Act of
1940, the Registrant has duly caused this registration statement to be signed on
its behalf, in the Town of Shelton and State of Connecticut, on this 29th day of
December, 1999.

         AMERICAN SKANDIA LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B
                             (CLASS 7 SUB-ACCOUNTS)
                                   Registrant

                 By: American Skandia Life Assurance Corporation

By:/s/ Kathleen A. Chapman                        Attest:/s/ Scott K. Richardson
Kathleen A. Chapman, Assistant Corporate Secretary           Scott K. Richardson

                   AMERICAN SKANDIA LIFE ASSURANCE CORPORATION
                                    Depositor

By:/s/ Kathleen A. Chapman                       Attest:/s/  Scott K. Richardson
Kathleen A. Chapman, Assistant Corporate Secretary           Scott K. Richardson


As required by the Securities Act of 1933, this Registration  Statement has been
signed by the following persons in the capacities and on the date indicated.

<TABLE>
 <CAPTION>
<S>    <C>                 <C>                                                         <C>
           Signature                            Title                                       Date
                                              (Principal Executive Officer)

           Jan R. Carendi*                  Chief Executive Officer,                 December 29, 1999
           Jan R. Carendi                   Chairman of the Board and Director

                                              (Principal Financial Officer)


       /s/ Thomas M. Mazzaferro                Executive Vice President and          December 29, 1999
             Thomas M. Mazzaferro              Chief Financial Officer

                                             (Principal Accounting Officer)

       /s/ David R. Monroe                Senior Vice President, Treasurer           December 29, 1999
            David R. Monroe                     and  Controller

                                                         (Board of Directors)


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

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

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

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

                                            Nancy F. Brunetti*
                                              Nancy F. Brunetti

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

<FN>
     *Pursuant to Powers of Attorney  filed with Initial Registration Statement No. 333-25733

</FN>
</TABLE>


VIA-T (8/99)-01

                   AMERICAN SKANDIA LIFE ASSURANCE CORPORATION
                        ONE CORPORATE DRIVE, P.O. BOX 883
                           SHELTON, CONNECTICUT 06484
                                (A STOCK COMPANY)

We pay the first  Annuity  Payment to the named Payee on the Annuity  Date.  The
frequency, period and dollar amount of any subsequent payments are determined in
accordance with the terms and conditions of this Annuity.

This contract (the "Annuity") is issued in consideration  of any application,  a
copy of which may be attached to and made a part of this Annuity, and payment of
the single  Premium.  This  Annuity  is subject to the laws of the  jurisdiction
where it is delivered.

                       PLEASE READ THIS CONTRACT CAREFULLY

This is a legal contract between you and us.

                                 RIGHT TO CANCEL

You may return this Annuity to our Office or to the representative who solicited
its  purchase  for a refund  within  twenty-one  days after you  receive it. The
amount of the refund will equal the then current  Contract  Value as of the date
we receive the cancellation  request in good order plus any tax charge deducted.
You bear the investment risk during this period.

Signed for American Skandia Life Assurance Corporation:


                       ----------------------------------
                                    President

                    SINGLE PREMIUM VARIABLE IMMEDIATE ANNUITY
                                NON-PARTICIPATING

ALL  INCOME AND  VALUES  PROVIDED  BY THIS  CONTRACT,  WHEN BASED ON  INVESTMENT
EXPERIENCE OF A SEPARATE  ACCOUNT,  ARE VARIABLE,  AND ARE NOT  GUARANTEED AS TO
DOLLAR AMOUNT.


<PAGE>


2
VIA-T (8/99)-02
<TABLE>
<CAPTION>

                                TABLE OF CONTENTS

<S>                                                                                                              <C>
DEFINITIONS.......................................................................................................5

PREMIUM...........................................................................................................7

NET PREMIUM.......................................................................................................7

OPERATIONS OF THE SEPARATE ACCOUNT................................................................................7

GENERAL ACCOUNT...................................................................................................7

CHARGES...........................................................................................................8

ANNUITY FACTORS...................................................................................................8

ANNUITY BENEFITS..................................................................................................8

BASIS OF ANNUITY BENEFITS.........................................................................................8

CONTRACT VALUE....................................................................................................9

VALUES ON THE ISSUE DATE.........................................................................................10

VALUES AFTER THE ISSUE DATE PRIOR TO THE INHERITANCE DATE........................................................10

VALUES ON AND AFTER THE INHERITANCE DATE.........................................................................11

ANNUITY PAYMENTS AND BENEFITS PRIOR TO THE ANNUITY DATE..........................................................11

ANNUITY PAYMENTS AND BENEFITS ON AND AFTER THE ANNUITY DATE......................................................11

PROOF OF SURVIVAL................................................................................................12

PAYMENTS AND RECIPIENTS..........................................................................................13

SURRENDER........................................................................................................13

TRANSFERS........................................................................................................14

YOUR RIGHTS......................................................................................................14

OWNERSHIP........................................................................................................14

DESIGNATIONS.....................................................................................................15

GENERAL PROVISIONS...............................................................................................16
</TABLE>

    Copies of any Application and any riders and endorsements are attached.


<PAGE>


3
VIA-T (8/99)-03

                                    SCHEDULE

ANNUITY NUMBER: [00000]

TYPE OF BUSINESS:  [NON-QUALIFIED]

ANNUITY PERIOD:  [LIFE WITH X YEARS CERTAIN PERIOD]

ISSUE DATE:                [July 1, 1999]

ANNUITY DATE:     [August 15, 1999]

OWNER[S]:                  [JOHN DOE]

                           [MARY DOE]

ANNUITANT[S]:     [JANE DOE]        [ANNUITANT'S SEX:  [FEMALE]
                           ANNUITANT'S DATE OF BIRTH:  [JANUARY 3, 1934]
                           ANNUITANT'S AGE AT ISSUE:   [65 YEARS 5 MONTHS]]

                           [PAUL DOE]       [ANNUITANT'S SEX:  [MALE]
                           ANNUITANT'S DATE OF BIRTH:  [JANUARY 1, 1934]
                           ANNUITANT'S AGE AT ISSUE:   [65 YEARS 6 MONTHS]]

TRANSFERABILITY: THIS CONTRACT [IS] TRANSFERABLE.

SINGLE PREMIUM:   $[100,000]                NET PREMIUM :     $[98,000]

TAX CHARGE:  [X.XX]% ON PREMIUM PAID.

BENCHMARK RATE:   [6.00]% PER YEAR COMPUNDED YEARLY.

DISCOUNT RATE:   [8.00]%

INSURANCE CHARGE:  1.25% OF ASSETS IN THE SEPARATE ACCOUNT PER YEAR, DEDUCTED
                                     EACH VALUATION DAY.

PARTIAL SURRENDER AVAILABILITY:  [YES]

MINIMUM PARTIAL SURRENDER AMOUNT:  $1,000

MINIMUM CASH VALUE AFTER PARTIAL SURRENDER:     $5,000

INTEREST RATE CREDITED FOR ANY DELAYED ANNUITY PAYMENTS:  3.00% PER YEAR.

MINIMUM ASSUMED INTEREST RATE FOR CONVERSION:  3.00%


<PAGE>



4
VIA-T (8/99)-04

TRANSFER FEE:  $10 FOR EACH TRANSFER AFTER THE TWELFTH TRANSFER IN ANY ANNUITY
               YEAR.

SEPARATE ACCOUNT:  AMERICAN SKANDIA LIFE ASSURANCE CORPORATION VARIABLE
                   ACCOUNT B - CLASS 3 SUB-ACCOUNTS.

OFFICE:             [AMERICAN SKANDIA LIFE ASSURANCE CORPORATION
                        ONE CORPORATE DRIVE, P.O. BOX 883
                           SHELTON, CONNECTICUT 06484
                            TELEPHONE: 1-800-752-6342
                            WWW.AMERICANSKANDIA.COM ]


<PAGE>



5
VIA-T (8/99)-05

                                   DEFINITIONS

ANNUITANT:  Unless otherwise specified, all persons so designated and if Annuity
Payments are payable for life, upon whose lives this Annuity is issued, as shown
in the Schedule.

ANNUITY DATE: The date Annuity Payments are to begin.

ANNUITY FACTORS:  Factors we apply to determine the Schedule of Units.

ANNUITY PAYMENT AMOUNT:  The dollar amount of each Annuity Payment.  The Annuity
Payment Amount can vary each month.

ANNUITY PAYMENTS:   The periodic payments due.

ANNUITY YEARS: Continuous 12-month periods commencing on the Issue Date and each
anniversary of the Issue Date.

APPLICATION:  A form we may  require  you to submit  when you are  seeking  this
Annuity.

BENCHMARK RATE: An assumed annual rate of return as shown in the Schedule. It is
one of the components used to determine Annuity Factors.

BENEFICIARY: The person(s) or entity(ies) you designate to receive benefits upon
the death of the last surviving Annuitant, if you elect a Certain Period.

CASH VALUE:  Any amount available for surrender or as a lump sum death benefit.

CERTAIN PERIOD:  A length of time for which Annuity Payments are due, whether or
not the  Annuitant is still alive.  The initial  Certain  Period is shown in the
Schedule.

CONTRACT VALUE: The value of each allocation to a Sub-account, plus any earnings
and any Longevity  Credits  and/or less any losses,  distributions,  and charges
thereon. Contract Value is determined separately for each Sub-account,  and then
totaled to determine the Contract Value for your entire Annuity.

INHERITANCE DATE: The date we receive,  at our Office, due proof satisfactory to
us of the Annuitant's  death and all other  requirements  that enable us to make
payments for the benefit of a  Beneficiary,  if  applicable.  If there are joint
Annuitants,  the  Inheritance  Date  refers to the  death of the last  surviving
Annuitant.

IN  WRITING:  In a  written  form  that is  satisfactory  to us and filed at our
Office. In lieu of such a written communication, we, at our sole discretion, may
agree in advance to communication regarding a specific matter by telephone or by
some other form of electronic transmission in a manner we accept.

ISSUE DATE:  The effective date of your Annuity.

LONGEVITY  CREDITS:  Amounts  we credit to the  Contract  Value on each  Monthly
Processing  Date while the Annuitant is alive, if Annuity Payment are to be paid
for life.


<PAGE>



6
VIA-T (8/99)-06

MONTHLY PROCESSING DATE: The date each month Annuity Payments are payable. It is
the same day of the month as the Annuity Date.

NET INVESTMENT PERFORMANCE:  The performance of the Units in each Sub-account.

NET PREMIUM: The single Premium less any applicable deduction for taxes.

OFFICE:  The office shown in the Schedule.

OWNER:  Any  person(s) or  entity(ies)  who may exercise  the  ownership  rights
provided pursuant to this Annuity.

PAYEE:  Any person(s) or  entity(ies)  designated to receive  Annuity  Payments.
Unless  otherwise  instructed,  we assume the  Annuitant  is the Payee while the
Annuitant  is  alive.  After  the  Inheritance  Date,  unless  you  instruct  us
otherwise, the Beneficiary is the Payee, if applicable.

PREMIUM: The cash consideration you give to us for the rights,  privileges,  and
benefits provided under this Annuity according to its
terms.

SCHEDULE OF UNITS: A schedule which specifies, for each Sub-account,  the number
of Units required to fund the Annuity's  benefits as of each Monthly  Processing
Date.  On the Issue  Date,  the  Schedule  of Units is based on the  portion  of
Premium allocated to the  Sub-accounts,  the Benchmark Rate and Annuity Factors.
After the Issue Date, the Schedule of Units is adjusted should you: (a) transfer
among the Sub-accounts; or (b) take a partial surrender, if applicable.

SEPARATE ACCOUNT:  The separate account shown in the Schedule.

SUB-ACCOUNT:  A division of the  Separate  Account.  The  Sub-accounts  are also
referred to as "investment options."

UNIT:  The measure used to determine benefits for a given Sub-account.

UNIT  VALUE:  A measure  used to  determine  the  performance  of an  underlying
Sub-account.  It is the value of each Unit as of each Valuation Day. It reflects
the Net Investment Performance.

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

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

"WE",  "US",  "OUR" OR "THE  COMPANY":  means  American  Skandia Life  Assurance
Corporation.

"YOU" OR "YOUR":   means the Owner.


<PAGE>



7
VIA-T (8/99)-07

                                     PREMIUM

You purchase  this Annuity with a single  Premium.  We do not accept  additional
Premiums.

                                   NET PREMIUM

The Net Premium is allocated to the  applicable  Sub-account(s)  of the Separate
Account as selected by you on the Issue Date.  We reserve the right to limit the
number of allocations that you can have at any time.

                       OPERATIONS OF THE SEPARATE ACCOUNT

Assets  supporting the various benefits of this Annuity are held in the Separate
Account. The Separate Account consists of multiple  Sub-accounts.  This Separate
Account was established by us pursuant to the laws of the State of Connecticut.

We are the legal owner of the assets in the Separate Account.  Income, gains and
losses,  whether or not realized,  from assets allocated to the Separate Account
are credited to or charged against such Separate  Account in accordance with the
terms of the  annuities  supported  by such assets  without  regard to our other
income,  gains or  losses or to the  income,  gain or losses in any other of our
separate accounts.  We will maintain assets in the Separate Account with a total
market  value at least  equal  to the  reserve  and  other  liabilities  we must
maintain in relation to the annuity obligations  supported by such assets. These
assets may only be charged with liabilities which arise from such annuities. The
investments  made by the  Separate  Account are subject to the  requirements  of
applicable state laws.

The amount of our obligations in relation to allocations to the Sub-accounts are
based  on  the  investment  performance  of  such  Sub-accounts.   However,  the
obligations themselves are our general corporate obligations.

The Separate  Account is registered with the Securities and Exchange  Commission
("SEC")  under the  Investment  Company  Act of 1940 (the "1940  Act") as a unit
investment  trust,  which is a type of  investment  company.  Although this does
involve  supervision  by the  SEC  of the  investment  policies,  management  or
practices  of the  Separate  Account  such  supervision  should  not  affect the
operation of the Separate Account.

Sub-accounts  are permitted to invest in  underlying  mutual funds or portfolios
that we consider  suitable.  Values and  benefits  based on  allocations  to the
Sub-accounts vary with the investment performance of the underlying mutual funds
or fund portfolios, as applicable. We do not guarantee the investment results of
any Sub-accounts. You bear the entire investment risk

                                 GENERAL ACCOUNT

We maintain assets in our general account to support  obligations we may have in
relation to this  Annuity for which  assets are not  maintained  in the Separate
Account.


<PAGE>



8
VIA-T (8/99)-08

                                     CHARGES

INSURANCE   CHARGE:   We  assess  a  charge  each  Valuation  Day  against  each
Sub-account. The charge is a percentage of the average daily total value of each
Sub-account, as indicated in the Schedule.

TAX CHARGES:  Any tax charge is deducted from your Premium.  The percentage rate
applicable  is shown in the  Schedule.  We also  reserve  the  right to assess a
charge against the Sub-accounts equal to any taxes which may be imposed upon the
Sub-accounts.

TRANSFER FEE: We charge a fee for transfers  among  Sub-accounts as shown in the
Schedule.

                                 ANNUITY FACTORS

Annuity  Factors are used in  calculating  the  Schedule  of Units.  The Annuity
Factors  depend on the Benchmark  Rate, the annuity period shown in the Schedule
and, if Annuity  Payments are due for life,  the  Annuitant's  attained age and,
where  permitted  by  law,  gender.  The  Annuity  Factors  reflect  assumptions
regarding the costs we expect to bear in  guaranteeing  payments for the annuity
period shown in the Schedule. We may use different Annuity Factors for different
classes of Annuities.

                                ANNUITY BENEFITS

This Annuity  provides that Annuity  Payments are payable for the annuity period
shown in the Schedule.  This Annuity terminates when the annuity period shown in
the Schedule  ends or upon the  Inheritance  Date if a lump sum death benefit is
payable.

The Premium and all distributions under this Annuity are paid in U.S. currency.

                            BASIS OF ANNUITY BENEFITS

The Net Premium is allocated to purchase  Units in the  investment  options.  We
calculate a Schedule of Units, which for each investment  option,  specifies the
number of Units required to fund benefits on each Monthly  Processing  Date. The
Units in the  Schedule  of Units  decrease  each  month at the  Benchmark  Rate.
Therefore,  if the Net Investment  Performance were equal to the Benchmark Rate,
the  product  of each  month's  Units  multiplied  by Unit  Value  would  remain
constant.

We deliver to you a Schedule of Units upon:  (a)  allocation of the Net Premium;
(b) any transfer among investment  options;  and (c) any partial surrender.  The
Schedule of Units  reflects the number of Units for the next Monthly  Processing
Date. On each Monthly  Processing  Date, the number of scheduled  Units from any
investment option can be determined using the following formula:

The number of Units then scheduled equals the number of Units on the immediately
preceding Monthly Processing Date divided by (1 + BENCHMARK RATE.)1/12

If  Annuity  Payments  are due for  life,  we add  Longevity  Credits,  while an
Annuitant is alive,  to your  Contract  Value on each Monthly  Processing  Date.
These are amounts we fund from our general  account.  Longevity  Credits reflect
expected mortality of annuitants.  The amount of Longevity Credits added on each
Monthly  Processing  Date  depends on the  difference  between the then  current
Contract  Value and the then current Cash Value,  if any, the attained  age, and
where permitted, gender of the Annuitants.

The  commitment to calculate  benefits in accordance  with the Schedule of Units
combined with the allocation of Longevity Credits  guarantees that there will be
adequate  Units  to fund  the  benefits  for the  annuity  period  shown  in the
Schedule.


<PAGE>



9
 VIA-T (8/99)-09

                                 CONTRACT VALUE

We determine your Contract Value separately for each  Sub-account.  To determine
the  Contract  Value in each  Sub-account  we multiply  the Unit Value as of the
Valuation  Period for which the calculation is being made by the number of Units
attributable to your Annuity in that Sub-account as of that Valuation Period.

UNITS: The number of Units attributable to the Contract Value of this Annuity in
a  Sub-account  is the number of Units you  purchased  plus the number  added as
Longevity Credits less the number transferred, redeemed to fund Annuity Payments
or  surrendered.  We determine the number of Units  involved in any  transaction
specified in dollars by dividing the dollar value of the transaction by the Unit
Price of the affected  Sub-account as of the Valuation Period applicable to such
transaction.

UNIT PRICE:  For each  Sub-account  the initial Unit Price was $10.00.  The Unit
Price for each subsequent  period is the net investment  factor for that period,
multiplied by the Unit Price for the immediately preceding Valuation Period. The
Unit Price for a Valuation Period applies to each day in the period.

NET  INVESTMENT   FACTOR:  A  net  investment  factor  is  determined  for  each
Sub-account  and each Valuation  Period.  The net investment  factor is an index
that  measures the  investment  performance  of and charges  assessed  against a
Sub-account from one Valuation Period to the next. The net investment factor for
a Valuation Period is (a) divided by (b), less (c); where:

         (a)      is the net result of :

                  (1)    the net asset value per share of the underlying  mutual
                         fund shares held in the  Sub-account  at the end of the
                         current  Valuation  Period plus the per share amount of
                         any dividend or capital gain distribution  declared and
                         unpaid (accrued) by the underlying mutual fund; plus or
                         minus

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

         (b)      is the net result of :

                  (1)    the net asset value per share of the underlying  mutual
                         fund shares held in the  Sub-account  at the end of the
                         preceding Valuation Period plus the per share amount of
                         any dividend or capital gain distribution  declared and
                         unpaid (accrued) by the underlying mutual fund; plus or
                         minus

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

(c)      is the insurance charge.

We value the assets in the Sub-accounts at their fair market value in accordance
with accepted accounting practices and applicable laws and regulations.  The net
investment factor may be greater than, equal to, or less than one.


<PAGE>



10
VIA-T (8/99)-10

                            VALUES ON THE ISSUE DATE

On the Issue  Date we  determine  the  initial  value for each of the  Annuity's
benefits and various measures, as follows:

1.       Units:  We  allocate  your Net  Premium  to the  investment  options to
         purchase  Units at the Unit  Value as of the close of  business  on the
         Issue Date for each applicable Sub-account.

2.       Contract Value:  The initial Contract Value equals the Net Premium.

3.       Annuity Period: The annuity period is shown in the Schedule.

4.       Certain Period:  Any Certain Period elected is shown in the Schedule as
         part of the annuity period.

5.       Schedule of Units:  We calculate an initial  Schedule of Units based on
         the number of Units purchased for each Sub-account,  the Benchmark Rate
         and the applicable Annuity Factor.

6.       Cash  Value:  Whether  there is a Cash  Value and how it is  calculated
         depends on the annuity period elected, as follows:

(a)               Payments  for life  and no  Certain  Period:  There is no Cash
                  Value.

(b)               Payments for life and a Certain Period or for a Certain Period
                  Only:  There is a Cash Value during the Certain Period.  It is
                  the present  value of the Schedule of Units over the remaining
                  Certain Period  multiplied by the then current Unit Value. The
                  discount  rate used in  determining  the  present  value is as
                  shown in the Schedule.

7.       Annuity Date: The date of the first Annuity Payment. You may not change
         the Annuity Date.

            VALUES AFTER THE ISSUE DATE PRIOR TO THE INHERITANCE DATE

After the Issue Date,  the value of certain  benefits  and  measures may change,
either every Valuation Period or on each Monthly Processing Date.

VALUES THAT MAY CHANGE EACH VALUATION  PERIOD:  Each Valuation Period the values
of the following measures may change.

1.       Units: The number of Units in each investment  option may change if you
         transfer between investment options.

2.       Unit Value:  The Unit Value may  increase or  decrease  each  Valuation
         Period to reflect Net Investment Performance.

3.       Contract  Value:  The  Contract  Value may  increase or  decrease  each
         Valuation Period as a result of the changes in Unit Value.

4.       Schedule of Units:  If you  transfer  between  investment  options,  we
         recalculate the Schedule of Units for the affected investment options.

5.       Cash Value:  Any Cash Value may  increase or  decrease  each  Valuation
         Period as a result of the changes in Unit Value.


<PAGE>



11
VIA-T (8/99)-11

VALUES THAT MAY CHANGE ON A MONTHLY  PROCESSING DATE: On each Monthly Processing
Date the values of the following measures may change.

1.       Contract Value: On each Monthly  Processing Date, the Contract Value is
         reduced by the Annuity Payment Amount and any pro-rata reduction due to
         a partial surrender based on the portion of Cash Value surrendered. The
         Contract Value is increased by the amount of any Longevity Credits due.

2.       Certain  Period:  The Certain Period,  if applicable,  decreases by the
         smaller of one month and the prior remaining Certain Period.

3.       Annuity Payment Amount:  The Annuity Payment Amount is equal to the sum
         over all Sub-accounts of the number of Units scheduled to be paid under
         the Schedule of Units multiplied by the corresponding Unit Values.

                    VALUES ON AND AFTER THE INHERITANCE DATE

If this Annuity is issued without a Certain Period, then this Annuity terminates
as of the Inheritance Date.

If this Annuity is issued with a Certain Period,  Annuity  Payments are due over
any  remaining  Certain  Period.  Once the Certain  Period  ends,  this  Annuity
terminates.

             ANNUITY PAYMENTS AND BENEFITS PRIOR TO THE ANNUITY DATE

No Annuity Payments are due prior to the Annuity Date.

IF THE OWNER  DIES  PRIOR TO THE  ANNUITY  DATE:  If the Owner dies prior to the
Annuity  Date,  the Annuity will end and the Cash Value is payable as settlement
to the  Beneficiary(ies)  upon  our  receipt  of all  our  requirements  to make
settlement. If the Owner's spouse is also an Owner or is the designated and sole
Beneficiary,  then he/she may elect to continue  the Annuity or he/she may elect
to terminate the Annuity and receive the Cash Value.

IF THE ANNUITANT  DIES PRIOR TO THE ANNUITY DATE: If an Annuitant  dies prior to
the  Annuity  Date,  the  Annuity  will end and the Cash  Value  is  payable  as
settlement to the  Beneficiary(ies)  upon our receipt of all our requirements to
make  settlement.  This  provision  will apply  upon the death of any  Annuitant
unless this Annuity  qualifies for one of the exceptions under Section 72 (s)(5)
of the Internal Revenue Code, as amended.

In  order to make  settlement  upon the  death  of an  Owner  or  Annuitant,  as
described  above,  we  must  receive  all  of  the  following:   (a)  due  proof
satisfactory  to us In  Writing  of the  death;  (b)  the  Annuity;  and (c) all
representations, In Writing, that we require or which are mandated by applicable
law or  regulation  in  relation to making  settlement  payment,  including  any
required representations in relation to tax withholding.

The Cash  Value is  payable  within  five  years of the date of the  Owner's  or
Annuitant's  death or as an  annuity  over the  life or life  expectancy  of the
Beneficiary,  if such annuity  payments  begin within one year of the Owner's or
Annuitant's death.

           ANNUITY PAYMENTS AND BENEFITS ON AND AFTER THE ANNUITY DATE

An Annuity  Payment is payable on the Annuity Date and each  subsequent  Monthly
Processing  Date while  Annuity  Payments  are due.  The  amount of any  Annuity
Payment  is  determined  as of the date such  payment  is due.  We redeem  Units
pro-rata from the investment  options to make Annuity  Payments in proportion to
the Units in the  Schedule  of Units as of the date an  Annuity  Payment is due.
Annuity Payments are due for the annuity period as shown in the Schedule.


<PAGE>



12
VIA-T (8/99)-12

CONVERSION TO FIXED ANNUITY  PAYMENTS:  After the second Annuity Year and before
the  Inheritance  Date,  you can  lock  in  level  Annuity  Payment  Amounts  by
converting to fixed Annuity Payments on a Monthly Processing Date. However,  the
level Annuity  Payment  Amounts could be more or less than your Annuity  Payment
Amount prior to this conversion.  The Certain Period,  if any, is not changed by
the  conversion.  The fixed Annuity  Payment Amount is calculated  based on your
then Contract Value,  the Certain  Period,  if any, and if the annuity period is
for life, the attained age, and where  permitted,  gender of the  Annuitant.  It
includes  interest  of not  less  than the  minimum  assumed  interest  rate for
conversion shown in the Schedule. There is no Cash Value after conversion.

REQUIREMENTS FOR ANNUITY  PAYMENTS  PAYABLE TO A PAYEE:  Annuity Payments before
the  Inheritance  Date are  payable  to the  Payee  each  month  on the  Monthly
Processing Date.

REQUIREMENTS  FOR  ANNUITY  PAYMENTS  PAYABLE TO A  BENEFICIARY:  No amounts are
payable to a  Beneficiary:  (a) if no Certain  Period  was  elected;  or (b) the
Certain  Period has expired as of the  Inheritance  Date. If the last  surviving
Annuitant  dies and there is a Certain  Period  remaining as of the  Inheritance
Date, the  Beneficiary  is eligible to receive the Annuity  Payments due for the
rest of the Certain Period.

In order to make Annuity Payments  payable to a Beneficiary,  we must receive at
our Office:  (a) election of Annuity  Payments prior to the Inheritance Date or,
if no election was made, election of Annuity Payments by a Beneficiary;  (b) due
proof  satisfactory  to us In  Writing of the death of all  Annuitants;  (c) the
Annuity; and (d) all representations,  In Writing,  that we require or which are
mandated by applicable law or regulation in relation to making  payments for the
Beneficiary, including any required in relation to tax withholding.

LUMP SUM IN LIEU OF ANNUITY PAYMENTS TO THE  BENEFICIARY:  If there is a Certain
Period  remaining as of the Inheritance  Date, the Annuity Payments payable to a
Beneficiary  may be commuted by the  Beneficiary to a lump sum payment if before
the Inheritance Date you did not elect, In Writing, to prohibit commutation. All
requirements  that would  otherwise apply for Annuity  Payments  payable for the
benefit  of  the  Beneficiary  will  apply  before  we  pay  a  lump  sum  as an
alternative.

The lump sum is the Cash Value as of the Inheritance Date.

                                PROOF OF SURVIVAL

The payment of any Annuity  Payment  while the  Annuitant is alive is subject to
evidence  satisfactory  to us that the  Annuitant  is alive.  The payment of any
Annuity Payment for a Beneficiary is subject to evidence satisfactory to us that
the Beneficiary is alive.

Starting  with the  Annuity  Payment due  immediately  after the date we require
submission of such evidence,  we may withhold  Annuity Payments until we receive
such evidence or until we receive In Writing due proof satisfactory to us of the
Annuitant's  or  Beneficiary's  death,  as  applicable.  Such  withheld  Annuity
Payments will be maintained in our general account.  We credit the interest rate
shown in the Schedule on any withheld Annuity Payment unless otherwise  required
by law. Should we subsequently receive the applicable  requirements,  we pay any
withheld  Annuity  Payments  plus any  interest  credited  in a lump sum for the
benefit of the applicable Payee.


<PAGE>



13
VIA-T (8/99)-13

                             PAYMENTS AND RECIPIENTS

The  recipient  of any  payment  must  provide  us with  either an  account at a
financial  institution  to which we may forward  such  payments or an address to
which a check may be sent. Subject to our rules, we may, as a convenience,  send
a payment for an Annuitant,  Owner or  Beneficiary to an account for the benefit
of an alternate  person or entity.  We must receive the request to send payments
to such alternate person or entity In Writing from the then current Owner.

Unless you instruct us otherwise, we pay Annuity Payments to the Annuitant first
designated  on the  Application.  We pay any Cash  Value upon  surrender  to the
Owner(s) unless you instruct us otherwise.

SPLIT  ANNUITY  PAYMENTS:  Before the  Inheritance  Date,  we will split Annuity
Payments  among all Payees if so  requested  In Writing.  Such splits of Annuity
Payments can be terminated  by the Owner by informing us In Writing.  We reserve
the right to limit the number of Payees.

Any amounts due on or after the  Inheritance  Date will be split among  accounts
for any named Beneficiaries in accordance with the Beneficiary  designation.  We
will pay in a lump sum and our liability  under the Annuity will terminate if no
other  election  is received by us at our Office  before the  Inheritance  Date.
Within 90 days after we receive  all other  requirements  for a claim and in our
sole discretion,  we will make a determination  that no agreement can be reached
as to payment election.

RECOVERY  OF EXCESS  ANNUITY  PAYMENTS:  We may  recover an amount  equal to any
Annuity Payments made after the death of the last surviving Annuitant when there
is no Certain Period remaining as of the date of death. We may seek payment from
the Owner or look to any other  assets of such Owner,  as  permitted  by law, to
recover such amounts if not recoverable from the Payee.

                                    SURRENDER

FULL  SURRENDER:  You may surrender your Annuity for an amount equal to its Cash
Value,  if any,  at any time  after the Right to Cancel  period,  as long as the
Annuitant is alive.  The Cash Value is  determined  as of the  Valuation  Day we
receive our requirements for a full surrender.  We require evidence satisfactory
to us that the Annuitant is alive.

In order to process a full  surrender,  we must receive at our Office all of the
following: (a) your request In Writing; (b) the Annuity; (c) proof the Annuitant
is  alive;  (d)  any  necessary   representations   In  Writing   regarding  tax
withholding; and (e) any other representations we require.

PARTIAL SURRENDER: If partial surrenders are available as shown in the Schedule,
then you may surrender part of your Annuity on a Monthly  Processing Date for an
amount  not  less  than  the  minimum  partial  surrender  amount,  shown in the
Schedule.  The Cash Value that must remain in the Annuity as of the date of this
transaction  is as shown in the Schedule.  You may do this at any time after the
Right to Cancel  period,  as long as the  Annuitant is alive.  The Cash Value is
determined  as of the Valuation  Day we receive our  requirements  for a partial
surrender.  We require evidence  satisfactory to us that the Annuitant is alive.
Payment of a partial  surrender  will reduce all Annuity  benefits and measures,
other than the Certain Period, on a pro-rata basis.

We must  receive  at our  Office:  (a) your  request In  Writing;  (b) proof the
Annuitant is alive; (c) any necessary  representations  In Writing regarding tax
withholding; and (d) any other representations we require.


<PAGE>


14
VIA-T (8/99)-14

                                    TRANSFERS

Persons or entities  with  ownership  rights may transfer  Contract  Value among
Sub-accounts,  subject  to our  allocation  rules.  The  number of Units and the
Schedule of Units may change. The number of Units redeemed and purchased will be
calculated based on the then current Unit Value for the Sub-account(s) selected.
The number of Units in any  Sub-account  not involved in a transfer  will not be
affected by such transfer.

We reserve  the right to require  that  transfer  requests  be In  Writing.  The
transfer is effective as of the date our transfer  requirements  are  satisfied.
All transfers on the same day are treated as a single transfer.

We may accept  your  authorization  of a third party to make  transfers  on your
behalf.  We may suspend or cancel this acceptance at any time. We give you prior
notification  of any  such  suspension  or  cancellation.  We may  restrict  the
investment  options that will be available to you during any period in which you
authorize  such third party to act on your  behalf.  We give the third party you
authorize prior  notification  of any such  restrictions.  However,  we will not
enforce such a restriction if we are provided evidence  satisfactory to us that:
(a) such third party has been appointed by a court of competent  jurisdiction to
act on your behalf;  or (b) such third party has been appointed by you to act on
your behalf for all your financial affairs.

We allow at least 12 transfers  each Annuity Year. We reserve the right to limit
the number of transfers in any Annuity Year or to refuse any transfer request if
we believe  that:  (a) excessive  trading may have a detrimental  effect on Unit
Values  or the  share  prices  of the  underlying  mutual  funds;  or (b) we are
informed  by one or more of the  underlying  mutual  funds that the  purchase or
redemption  of shares is to be  restricted  because  of  excessive  trading or a
specific  transfer or group of transfers is deemed to have a detrimental  effect
on share prices of affected underlying mutual funds.

                                   YOUR RIGHTS

You may exercise the rights,  options and privileges  granted in this Annuity or
permitted by us once this Annuity is issued,  which include, but are not limited
to, the following.  You may change revocable  designations.  You may transfer or
assign  this  Annuity.  Voting  rights  may  be  exercised  in  relation  to the
applicable  Sub-accounts  in which you have  chosen to invest.  Your  rights are
subject  to the rights of any  assignee  recorded  by us and of any  irrevocably
designated Beneficiary.

                                    OWNERSHIP

OWNER: We assume the Annuitant is the Owner, unless we are otherwise notified In
Writing before we issue the Annuity.  If there are joint  Annuitants,  we assume
each Annuitant is an Owner unless  otherwise  notified In Writing.  You may name
more than one  Owner.  If you do, all  rights  reserved  to Owners are then held
jointly. We require the consent In Writing of all Owners for any transaction for
which we require  the  written  consent of Owners.  If an Owner who is a natural
person dies,  all rights vest equally in the surviving  Owners.  If there are no
surviving Owners, all rights vest equally in the contingent Owners.

CONTINGENT  OWNER:  You may name a contingent  Owner. You may name more than one
contingent Owner. If you name more than one contingent  Owner,  ownership rights
pass  as  follows,  unless  you  have  requested  otherwise  In  Writing:  first
contingent Owners, then second contingent Owners. If all Owners of a given class
are not living,  ownership rights pass to those designated  contingent Owners of
the next class then living,  if any. Multiple Owners of a given class are deemed
to be Owners.


<PAGE>


15
VIA-T (8/99)-15

Any revocable contingent Owner may be changed by you. The change request must be
In Writing.  The change takes effect on the date you sign the request,  but does
not  apply to any  proceeds  we pay or any  transactions  we  process  before we
receive your request.

All ownership  rights pass to the Beneficiary as of the Inheritance  Date unless
you instruct us prior to that time that  ownership  should  remain with any then
surviving  Owner.  If ownership  rights vest in a Beneficiary and if there is no
prior irrevocable contingent Beneficiary designation,  such Beneficiary may name
a person or entity to receive  any  remaining  Annuity  Payments  yet to be paid
subsequent to such  Beneficiary's  death.  Similar rights and rules apply if any
person on whose  behalf  Annuity  Payments are payable  after the  Beneficiary's
death dies while there are remaining Annuity Payments due.

If  ownership  rights  do not  pass as  discussed  above  to  another  Owner,  a
contingent  Owner,  a Beneficiary,  contingent  Beneficiary or person named by a
Beneficiary to take over ownership  rights in case of the  Beneficiary's  death,
then ownership rights pass as provided by law upon the occurrence of: (a) death,
if the last  person  holding  ownership  rights  is a  natural  person;  (b) the
dissolution of any entity with ownership rights, if such entity is a corporation
or  partnership;  or (c) if  ownership  rights  are held by a  trust,  custodial
account or person acting as a court-appointed  legal  representative of another,
the resignation or death of such a trustee,  custodian or legal  representative,
or the  determination by a court of competent  jurisdiction that such a trustee,
custodian or legal representative no longer may fill such role.

                                  DESIGNATIONS

Any  designations  you make and any changes to such  designations are subject to
our rules and to applicable regulatory or statutory requirements. Where required
by law,  we require  the  consent In Writing of the spouse of any person  with a
vested interest in this Annuity before  processing a transaction  requiring such
person's written consent.

ANNUITANT:  Unless you  indicate  otherwise,  the  Annuitant  is the Payee.  The
Annuitant designation cannot be changed once an Annuity is issued.

BENEFICIARY AND CONTINGENT BENEFICIARY: If you elected a Certain Period, you may
name more than one primary and more than one contingent Beneficiary.  If you do,
the  proceeds  will  be  payable  in  equal  shares  for  the  survivors  in the
appropriate  beneficiary class,  unless you have requested  otherwise In Writing
and we have  accepted  such  designation.  Should  you  wish,  you  may  provide
instructions  that  cannot be  changed  by the  Beneficiary  as to  whether  any
payments for a Beneficiary must be payable as Annuity Payments or as a lump sum.
We must receive such instructions In Writing before the Inheritance Date.

Unless you notify us otherwise, if no Beneficiary is alive as of the Inheritance
Date or in the absence of any Beneficiary designation, amounts then payable will
vest in you or your estate.  If Annuity  Payments are payable for a  Beneficiary
and no contingent Beneficiary has been named, then such Annuity Payments vest in
the Beneficiary's estate.

CHANGING  REVOCABLE  DESIGNATIONS:  Unless you indicate  that a prior choice was
irrevocable or your Annuity has been endorsed to limit certain changes,  you may
request to change all designations  other than any Annuitant  designation  while
there is a Certain Period.

The request must be In Writing. Such changes will be subject to our acceptance.

COMMON DISASTER:  If the Annuitant and any Beneficiary die in a common disaster,
it must be proved to our  satisfaction  that the  Annuitant  died first.  Unless
information provided indicates  otherwise,  the Annuity is treated as though the
Beneficiary  died first and any proceeds are payable as if the Beneficiary  died
before the Annuitant.


<PAGE>


16
VIA-T (8/99)-16

                               GENERAL PROVISIONS

ENTIRE  CONTRACT:  This Annuity,  including any attached riders or endorsements,
the attached copy of any application form and any supplemental  applications and
endorsements  are the entire  contract.  All statements  made in any application
form are deemed to be representations  and not warranties.  No statement is used
to void the  Annuity or defend  against a claim  unless it is  contained  in any
application or any supplemental application.

Only our  President,  a Vice  President  or  Secretary  may  change or waive any
provisions of your Annuity.  Any change or waiver must be In Writing. We are not
bound by any promises or representations made by or to any other person.

MISSTATEMENT  OF AGE OR SEX: If there has been a misstatement  of the age and/or
sex of any Annuitant, we make adjustments to conform to the facts. As to Annuity
Payments: (a) any underpayments by us will be remedied following correction; and
(b) any  overpayments by us will be charged against future amounts payable by us
under your Annuity.

TRANSFERS, ASSIGNMENTS OR PLEDGES: Generally, your rights in this Annuity may be
transferred,  assigned or pledged for loans at any time.  However,  these rights
may be  limited  depending  on your  use of this  Annuity.  You must  request  a
transfer  or provide  us a copy of the  assignment  In  Writing.  A transfer  or
assignment  is subject to our  acceptance.  Prior to receipt of this notice,  we
will not be deemed to know of or be obligated under any assignment  prior to our
receipt and acceptance  thereof. We assume no responsibility for the validity or
sufficiency of any assignment.

NONPARTICIPATION:  This  Annuity  does  not  share  in our  profits  or  surplus
earnings.

DEFERRAL OF  TRANSACTIONS:  We may defer payment of proceeds of any distribution
funded by a redemption  of Units for a period not to exceed 7 calendar days from
the date the  transaction  is effected.  We may defer any payment of proceeds of
any  distribution  funded by our general  account for a period not to exceed the
lesser of 6 months or the period permitted by law.

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

ELECTIONS,  DESIGNATIONS,  CHANGES AND REQUESTS:  All  elections,  designations,
changes and requests must be In Writing and are  effective  only after they have
been approved by us,  subject to any  transactions  made by us before receipt of
such notices.  We inform you of any changes that materially  affect your rights.
We reserve the right to require  that this Annuity be returned to our Office for
endorsement of any change.

CLAIMS OF CREDITORS:  To the extent  permitted by law,  neither this Annuity nor
any payment  hereunder is subject to the claims of any creditors or those of any
Annuitant, Payee or Beneficiary.

FACILITY OF PAYMENT:  We reserve the right, in settlement of full liability,  to
make  payments  to a guardian,  relative  or other  person if a Payee is legally
incompetent, as permitted by law.


<PAGE>


17
VIA-T (8/99)-17

REPORTS TO YOU:  We will  provide  you with  reports at least once each  quarter
while this Annuity is in force. You may request additional  reports.  We reserve
the right to charge up to $50 for each such additional report.

RESERVED RIGHTS: In addition to rights  specifically  reserved elsewhere in this
Annuity,  we reserve  the right to any or all of the  following:  (a)  combine a
Sub-account with other  Sub-accounts;  (b) combine the Separate Account shown in
the Schedule with other separate  accounts;  (c) deregister the Separate Account
shown in the Schedule under the Investment  Company Act of 1940; (d) operate the
Separate Account shown in the Schedule as a management  investment company under
the  Investment  Company Act of 1940 or in any other form  permitted by law; (e)
make changes  required by any change in the Securities Act of 1933, the Exchange
Act of 1934 or the  Investment  Company Act of 1940;  (f) make  changes that are
necessary to maintain the tax status of your Annuity under the Internal  Revenue
Code; and (g) make changes required by any change in other federal or state laws
relating to retirement annuities or annuity contracts.

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


<PAGE>


18
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<PAGE>


19
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                     (THIS PAGE IS INTENTIONALLY LEFT BLANK)


<PAGE>


20
VIA-T (8/99)-20

                   AMERICAN SKANDIA LIFE ASSURANCE CORPORATION
                        ONE CORPORATE DRIVE, P.O. BOX 883
                           SHELTON, CONNECTICUT 06484
                                (A STOCK COMPANY)




                    SINGLE PREMIUM VARIABLE IMMEDIATE ANNUITY
                                NON-PARTICIPATING

ALL  INCOME AND  VALUES  PROVIDED  BY THIS  CONTRACT,  WHEN BASED ON  INVESTMENT
EXPERIENCE OF A SEPARATE  ACCOUNT,  ARE VARIABLE,  AND ARE NOT  GUARANTEED AS TO
DOLLAR AMOUNT.

                   AMERICAN SKANDIA LIFE ASSURANCE CORPORATION
                        ONE CORPORATE DRIVE, P.O. BOX 883
                         SHELTON, CONNECTICUT 06484-0883

                  ENDORSEMENT - REQUIRED MINIMUM DISTRIBUTIONS

This  Endorsement  is made a part of the Annuity to which it is attached.  It is
effective on the date such Annuity is effective.

The Annuity to which this  Endorsement  is attached is hereby  amended,  at your
request,  so that it may qualify as an  Individual  Retirement  Annuity  ("IRA")
under Section 408 of the Internal  Revenue Code, as amended (the "Code"),  a tax
sheltered annuity under Section 403(b) of the Code, a qualified  retirement plan
under Section  401(a) of the Code, or any other type of retirement  plan that is
subject to Required Distributions under Section 401(a)(9) of the Code ("Required
Minimum Distribution  Rules"). The purpose of this Endorsement is to ensure that
payments under the Annuity will satisfy the Required Minimum Distribution rules.
If the  terms  of the  Annuity  and  those  of this  Endorsement  conflict,  the
provisions of the Endorsement  shall control.  We may amend your Annuity or this
Endorsement  to comply with the tax  requirements  associated  with the Required
Minimum Distribution rules. Your consent to any such changes will be sought only
if required by the state in which your  Annuity  was  delivered.  Should you not
consent to such  changes,  your  payments may not satisfy the  Required  Minimum
Distribution Rules.

The  provision  of the Annuity  entitled  "Annuity  Payments and Benefits on and
after the Annuity Date" is amended by the addition of the following section:

PAYMENTS NEEDED TO MEET REQUIRED MINIMUM  DISTRIBUTION RULES: If required by law
or regulation,  once each calendar year, we will determine whether an additional
amount is payable.  We do this so that the  Annuity  may  satisfy  the  Required
Minimum  Distribution  Rules pursuant to Section  401(a)(9) of the Code, and the
regulations  pursuant  thereto.  We  will  make  any  elections  or  assumptions
necessary under the Required Minimum Distribution Rules, as we deem appropriate.
If we determine that an additional  amount is payable,  the  additional  payment
amount will be  calculated  based on the Contract  Value.  Units of the Contract
Value will be redeemed to fund the additional payment amount. The Cash Value and
the  Schedule  of Units  will  decrease  in  proportion  to the  number of Units
redeemed.

You may be able to satisfy the Required Minimum  Distribution Rules by receiving
a distribution  from one account or annuity that is equal to the amount required
to satisfy the Required Minimum  Distribution  Rules for two or more accounts or
annuities  including  this  Annuity.  However,  we  calculate  Required  Minimum
Distribution  amounts  based solely on the value of this  Annuity.  The Required
Minimum  Distribution amounts applicable to your particular situation may depend
on other annuities,  savings or investments of which we are unaware, so that the
required amount may be greater than the Required Minimum  Distribution amount we
calculate based on the value of your Annuity. If you instruct us in writing that
you will be satisfying  the Required  Minimum  Distribution  for this Annuity by
receiving a  distribution  from  another  available  source we will not make the
additional payment amount described in this Endorsement.


<PAGE>



The sections of the Annuity entitled  "Requirements for Annuity Payments Payable
to a Beneficiary"  and "Lump Sum in Lieu of Annuity Payments to the Beneficiary"
are hereby deleted and replaced by the following:

REQUIRED  END  OF  THE  INHERITANCE  PERIOD:  As of the  Inheritance  Date,  the
Inheritance  Period may not extend  beyond the "Required End Date," which is the
last day of the initial Inheritance Period.

AMOUNTS PAYABLE TO A BENEFICIARY:  No amounts are payable as Annuity Payments to
a Beneficiary if the last surviving  Annuitant dies on or after the Required End
Date. The Beneficiary may only be paid the Cash Value as of the Inheritance Date
in a lump sum.

If the last surviving Annuitant dies before the Required End Date and there is a
non-zero Inheritance Period as of every Monthly Processing Date between the date
of death and the  Inheritance  Date,  the  Beneficiary  is  eligible  to receive
Annuity Payments for the remainder of the Inheritance  Period or to the Required
End Date, if sooner. The Inheritance  Period, if any, as of the Inheritance Date
will be fixed and subsequently reduces by one each month.

In order to make Annuity Payments  payable to a Beneficiary,  we must receive at
our Office:  (a) your election of Annuity Payments prior to the Inheritance Date
or, if no election was made, election of Annuity Payments by a Beneficiary;  (b)
due proof satisfactory to us In Writing of the death of all Annuitants;  (c) the
Annuity; and (d) all representations,  In Writing,  that we require or which are
mandated by applicable  law or regulation in relation to making  payments to the
Beneficiary, including any required in relation to tax withholding.

If the Beneficiary is eligible to receive Annuity Payments,  the Beneficiary may
elect to receive the Cash Value as of the Inheritance Date as a lump sum in lieu
of those Annuity  Payments if before the Inheritance  Date you did not elect, In
Writing,  to  prohibit  such  lump sum  payment.  All  requirements  that  would
otherwise  apply for Annuity  Payments  payable for the benefit of a Beneficiary
will apply before we pay a lump sum as an alternative.

The provision of the Annuity  entitled "Your Rights" is replaced in its entirety
with the following section:

YOUR RIGHTS: You may exercise the rights, options and privileges granted in this
Annuity or  permitted by us once this  Annuity is issued.  Your  interest in the
Annuity is  nonforfeitable  at all times.  The  Annuity  is  maintained  for the
exclusive benefit of you and any Beneficiary. You may not transfer or assign, as
collateral or otherwise, the Annuity or any part thereof.

                   AMERICAN SKANDIA LIFE ASSURANCE CORPORATION

                    __________________________________
                                    President


END-VIA/RMD (8/99)                              Page 2 of 2


<TABLE>
<CAPTION>
<S>                                                                 <C>    <C>                          <C>
logo  American                                                                                          For Internal Use Only
      Skandia
      Where To Invest

American Skandia Life Assurance Corporation
One Corporate Drive
P.O. Box 883
Shelton, CT  06484-0883                                                                                 Annuity No.

1                                                                    4
     Guaranteed Annuity Payment Amount:                                    Name:
         _Yes      _No       _N/A                                              FIRST          M.        LAST

                                                                           Address:

 2                                                                         City:                    State:_ _

     _Non-qualified                                                        Zip:_ _ _ _ _

     _IRA      _SEP/IRA       _IRA Rollover                                Sex:      _Male          _Female

     _401      _403(b)        _Roth IRA                                    Date of Birth:      MM   -    DD   -    YYYY

     _Other:                                                               Social Security/Tax I.D. No:  _ _ _ - _ _ _ -_ _ _ _

3
     Name:                                                                 Name:
          FIRST          M.        LAST                                        FIRST          M.        LAST

     Address:                                                              Address:

     City:                    State:_ _                                    City:                    State:__ _

     Zip:_ _ _ _ _                                                         Zip:_ _ _ _ _

     Sex:      _Male          _Female                                      Sex:      _Male          _Female

     Date of Birth:      MM   -    DD   -    YYYY                          Date of Birth:      MM   -    DD   -    YYYY

     Social Security/Tax I.D. No:  _ _ _ - _ _ _ -_ _ _ _                  Social Security/Tax I.D. No:  _ _ _ - _ _ _ - _ _ _ _

                                                                      5
                                                                           If left blank, Annuitant(s) will be considered payee(s).

     Name:                                                                 Name:
     FIRST          M.        LAST                                             FIRST           M.        LAST

     Address:                                                              Address:

     City:                    State:_ _                                    City:                         State:_ _

     Zip:_ _ _ _ _                                                         Zip:_ _ _ _ _

     Sex:      _Male          _Female                                                                  Total:  100%

     Date of Birth:      MM   -    DD   -    YYYY

     Social Security/Tax I.D. No:  _ _ _ - _ _ _ -_ _ _ _             6

                                                                           Annuitant
                                                                           _Driver's License   _Birth Certificate  _Passport
                                                                           _Other:

                                                                           Joint Annuitant
                                                                           _Driver's License   _Birth Certificate  _Passport
                                                                           _Other:

VIA-App(8/99)

                                  Page 1 of 3
<PAGE>
logo  American                                                                                          For Internal Use Only
      Skandia
      Where To Invest

American Skandia Life Assurance Corporation
One Corporate Drive
P.O. Box 883
Shelton, CT  06484-0883                                                                                 Annuity No.


7                                                                     9
     (Unless otherwise indicated, beneficiary becomes owner upon          (Indicate your investment allocation below.  Please use
     death of last surviving annuitant with the submission of all        only whole number percentages.  They must total 100%.)
     necessary paperwork.)

     PRIMARY BENEFICIARY(IES)                                             Investment Options

     Name:                                                                                                                  _ _%
          FIRST          M.             LAST

     Social Security #:_ _ _ - _ _ _-_ _ _ _                                                                                _ _%

     Relationship to Annuitant:                                                                                             _ _%

     Name:                                                                                                                  _ _%
          FIRST          M.             LAST

     Social Security #:_ _ _ - _ _ _-_ _ _ _                                                                                _ _%

     Relationship to Annuitant:                                                                                             _ _%

     Name:                                                                                                                  _ _%
          FIRST          M.             LAST                                                                                _ _%

     Social Security #:_ _ _ - _ _ _-_ _ _ _                                                                                _ _%

     Relationship to Annuitant:                                                                                             _ _%

                                   TOTAL 100%                                                                         TOTAL 100%

     CONTINGENT BENEFICIARY(IES)                                     10

     Name:                                                                 Choice of the 1st through the 28th of the month. _ _
           FIRST               M.             LAST

     Social Security #:_ _ _ - _ _ _ - _ _ _ _   _ _%

     Name:
          FIRST               M.             LAST

     Social Security #:_ _ _ - _ _ _ - _ _ _ _   _ _%                      _ If this box is checked, please complete the following
                                                                             sections.  If this box is not checked, please proceed
     Name:                                                                        to Replacement Information section.
          FIRST               M.             LAST

     Social Security #:_ _ _ - _ _ _ - _ _ _ _   _ _%                11

                                           TOTAL 100%                      _ 3 Percent       _ 5 Percent         _ 6 Percent
                                                                           _ other

8

     PREMIUM:  $                                                     12

     Type of Payment:                                                      _ Life Only

     _Check                        _ Direct Rollover                       _ Life with Certain Period    __years

     _Wire                         _ Mutual Fund Transfer                  _ Certain Period Only         __years

     _Trustee-to-Trustee Transfer  _ CD Transfer

     _1035 Exchange

VIA-APP(8/99)


                                  Page 2 of 3
<PAGE>

logo  American                                                                                          For Internal Use Only
      Skandia
      Where To Invest

American Skandia Life Assurance Corporation
One Corporate Drive
P.O. Box 883
Shelton, CT  06484-0883                                                                                 Annuity No.


13                                                                   17
     Is this annuity intended to replace (in whole or in part)             BY SIGNING BELOW THE OWNER(S) UNDERSTAND THAT:
     an existing life insurance or annuity?   _Yes     _No                 1. The Annuity Payments, and if applicable, Inheritance
                                                                              Period or Cash Value may increase or decrease
     (If yes, please indicate carrier, contract number and                    depending on the contract's investment results;
     approximate premium amount in Special Instructions.)

14                                                                         2. The Variable Annuity applied for is suitable for
     ______________________________________________                           my/our financial situation and needs; and

     ______________________________________________                        3. I/We have received a current prospectus.

     ______________________________________________                           I/We represent to the best of my/our knowledge and
                                                                              belief the statements made in this application are
                                                                              true and complete including under penalty of perjury,
                                                                              the Social Security or Tax ID numbers provided. It is
                                                                              indicated and agreed that the only statements which
15                                                                            are to be constructed as the basis of the contract are
                                                                              those contained in this application or in any
     Federal/State income tax withholding applies only to the                 amendment to this application.
     portion of your payment that is subject to federal/state
     income tax.  You may elect not to have withholding apply.             SIGNATURES:
     If you elect no withholding, or if you do not have enough
     tax withheld from your payment, you may have to pay an estimated      Owner(s)
     tax.  If you elect withholding and you do not indicate a              X_________________________________
     percentage, American Skandia Life Assurance Corporation will          X_________________________________
     withhold at the maximum federal and state levels.  If your
     withholding and estimated tax payments are insufficient, you          Location where signed_____________
     may be penalized under the estimated tax rules.                       Date MM   -    DD   -    YYYY

     Federal Income Tax (select one)                                       Annuitant (If other than owner)

     _No, I/we do not want to have Federal income tax withheld.            X_________________________________
          OR
     _Yes. I/we want Federal income tax withheld at __%.                   X_________________________________

     State Income Tax (select one)

     _No, I/we do not want to have State income tax withheld.              Location where signed______________
          OR                                                               Date MM   -    DD   -    YYYY
     _Yes, I/we want State income tax withheld at __%
      for the state of ___________.                                        Signature of Agent

     I/we taxpayer hereby certify(ies), under penalty of perjury           X_________________________________
     that such taxpayer is not subject to backup withholding order
     under Section 3406(a)(1)(c) of the Internal Revenue Code.             Name:
                                                                                FIRST               M.             LAST

16                                                                         Name of Firm:
     _________________________________________
                                                                           Firm Address:
     _________________________________________

     _________________________________________                             City:                    State:_ _       Zip:_ _ _ _ _

                                                                           Do you have any reason to believe the contract applied
                                                                           for is to replace existing annuities or life insurance?
                                                                           _Yes      _No
VIA-APP(8/99)
                                  Page 3 of 3

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