AMERICAN SKANDIA LIFE ASSURANCE CORP UAR ACCT B CLASS 8
N-4, 1999-11-24
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     FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON NOVEMBER 24, 1999

REGISTRATION NO. 333-[         ]          INVESTMENT COMPANY ACT NO. 811-09707

================================================================================
                       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 8 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 (Class 8)




VIA II 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                                 Condensed Financial Information About
                                                                                                 Separate Account B

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

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

20.           Underwriters                                                       Principal Underwriter/Distribution

                                                            (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 8)


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

This Prospectus describes a single premium variable adjustable 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 32. 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?

X        One premium.
X        Monthly payments that may increase, decrease, or remain the same.
X        Adjustable benefits.
X        First payment within 60 days of the date of issue.
X        Monthly  payments  over  the  life of the  Annuitant  after  the  first
         payment.
X        Monthly  payments  are  cushioned  against  market  volatility  using a
         special stabilization procedure.
X        Several  variable  investment  options.  Each  investment  option  is a
         Sub-Account  of American  Skandia Life Assurance  Corporation  Variable
         Account  B  (Class  7) or  (Class  8) 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.
X        Death Benefit and Settlement  options.  After an Annuitant's death, the
         Annuity generally may provide Annuity Payments,  or,  alternatively,  a
         lump sum, to the Beneficiary(ies).
X        Optional  Guarantee  Feature.  Monthly payments will not be less than a
         guaranteed payment amount while the Annuitant(s) is alive.
X        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. Asset Allocation is
         required if you purchase the Guarantee Feature.

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
VIA-PROS- (XX/XXXX)                                                      VIAPROS


<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
   WHY IS THIS VARIABLE IMMEDIATE ANNUITY ADJUSTABLE?..............................................................................8
   HOW DOES THIS ANNUITY GENERALLY DIFFER FROM OTHER VARIABLE IMMEDIATE ANNUITIES?.................................................8

   HOW DOES THIS VARIABLE IMMEDIATE ANNUITY GENERALLY DIFFER FROM SYSTEMATIC WITHDRAWAL

   PROGRAMS?.......................................................................................................................9
   WHAT IS THE OPTIONAL GUARANTEE FEATURE?.........................................................................................9

INVESTMENT OPTIONS.................................................................................................................9

   WHAT ARE THE INVESTMENT OBJECTIVES AND POLICIES OF THE PORTFOLIOS?..............................................................9

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
   MAY I RETURN THE ANNUITY IF I CHANGE MY MIND?..................................................................................18
   WILL I RECEIVE CREDITS ON MY PREMIUM?..........................................................................................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
   AM I REQUIRED TO PARTICPATE IN THE ASSET ALLOCATION PROGRAM?...................................................................19
   DO YOU OFFER ANY OTHER AUTOMATIC REBALANCING PROGRAMS?.........................................................................20

ACCESS TO CASH VALUE..............................................................................................................20

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

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

   HOW DO WE CALCULATE YOUR ANNUITY PAYMENT?......................................................................................21
   WHEN ARE ANNUITY PAYMENTS MADE?................................................................................................23
   MAY I CONVERT ANNUITY PAYMENTS TO FIXED PAYMENTS?..............................................................................23
   WHO RECEIVES THE ANNUITY PAYMENT?..............................................................................................23
   WHAT HAPPENS WHEN THE ANUITANT DIES?...........................................................................................23
   WHEN DO ANNUITY PAYMENTS FOR A BENEFICIARY START?..............................................................................23

   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?..................................................23
   WHAT DOCUMENTATION IS REQUIRED TO RECEIVE ANNUITY PAYMENTS?....................................................................23
   PAYMENTS AND PAYEES............................................................................................................24

TAX CONSIDERATIONS................................................................................................................24

   WHAT ARE SOME OF THE FEDERAL TAX CONSIDERATIONS OF THIS ANNUITY?...............................................................24
   TAXATION OF AMERICAN SKANDIA AND THE SEPARATE ACCOUNT?.........................................................................24
   HOW ARE IMMEDIATE ANNUITIES TREATED UNDER THE TAX CODE?........................................................................25
   HOW ARE ANNUITY PAYMENTS TAXED?................................................................................................25
   HOW ARE DISTRIBUTIONS OTHER THAN ANNUITY PAYMENTS TAXED?.......................................................................25
   ARE THERE TAX CONSIDERATIONS FOR TAX-QUALIFIED RETIREMENT PLANS OR QUALIFIED CONTRACTS?........................................26
   HOW ARE DISTRIBUTIONS FROM QUALIFIED CONTRACTS TAXED?..........................................................................27
   GENERAL TAX CONSIDERATIONS.....................................................................................................27

GENERAL INFORMATION...............................................................................................................28

   HOW WILL I RECEIVE STATEMENTS AND REPORTS?.....................................................................................28
   WHO IS AMERICAN SKANDIA?.......................................................................................................28
   WHAT ARE SEPARATE ACCOUNTS?....................................................................................................28
   MODIFICATION...................................................................................................................29
   WHAT IS THE LEGAL STRUCTURE OF THE PORTFOLIOS?.................................................................................29
   VOTING RIGHTS..................................................................................................................29
   MATERIAL CONFLICTS.............................................................................................................30
   TRANSFERS, ASSIGNMENTS OR PLEDGES..............................................................................................30
   DEFERRAL OF TRANSACTIONS.......................................................................................................30
   WHO DISTRIBUTES ANNUITIES OFFERED BY AMERICAN SKANDIA?.........................................................................30
   ADVERTISING....................................................................................................................31
   AVAILABLE INFORMATION..........................................................................................................32
   HOW TO CONTACT US..............................................................................................................32
   INDEMNIFICATION................................................................................................................32
   CONTENTS OF THE STATEMENT OF ADDITIONAL INFORMATION............................................................................32

</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.

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

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 during the life of the Annuitant
and any payments due for the benefit of a Beneficiary(ies) after the Annuitant's
death.

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

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). Unless
otherwise  specified,  the Beneficiary  refers to all persons designated as such
for your Annuity.

CASH VALUE is the  present  value of the number of units  scheduled  to fund the
Annuity's benefits over the remaining  Inheritance Period multiplied by the then
current Unit Value. The discount rate used to determine the present value is the
Benchmark Rate.

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

CREDITS are an amount we add to your Contract  Value at the time the net Premium
is allocated to a Sub-Account.

GUARANTEED  ANNUITY PAYMENT AMOUNT is the guaranteed minimum amount payable each
Annuity  Payment  Date  before  the  Inheritance  Date.  This  amount is reduced
proportionately  by any  partial  surrender.  This  guaranteed  amount  is  only
available if the Optional Guarantee Feature is selected.

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 there are joint  Annuitants,  the
Inheritance Date refers to the death of the last surviving Annuitant.

INHERITANCE  PERIOD is a variable  period of time during which Annuity  Payments
are due whether or not the Annuitant is still alive.

ISSUE DATE is the effective date of your Annuity.

OPTIONAL  GUARANTEE  FEATURE is the option chosen by you to guarantee that while
the  Annuitant is alive,  the Annuity  Payment  Amount will not be less than the
Guaranteed Annuity Payment Amount.

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.

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.

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>       <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*
- ------------------------------- ----------------------------------------------------------------- ----------------------------------
* The  combination of the Mortality and Expense Risk Charges and  Administration
Charge is referred to as the "Insurance Charge" elsewhere in this prospectus.

- ------------------------------------------------------------------------------------------------------------------------------------
     ANNUAL EXPENSES OF THE SUB-ACCOUNTS WITH THE OPTIONAL GUARANTEE FEATURE
     (as a percentage of the average daily net assets of the Sub-Accounts)
- ------------------------------- ----------------------------------------------------------------- ----------------------------------
   Mortality & Expense Risk
            Charge                                           2.10%
                                                                                                                  Daily

    Administration Charge                                    0.15%

 Total Annual Expenses of the           2.25% per year of the value of each Sub-Account
        Sub-Accounts*
- ------------------------------- ----------------------------------------------------------------- ----------------------------------
* The  combination of the Mortality and Expense Risk Charges and  Administration
Charge is referred to as the "Insurance Charge" elsewhere in this prospectus.
</TABLE>

- --------------------------------------------------------------------------------
                            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 Janus Overseas Growth                          1.00%         0.27%             0%            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 JANUS SMALL-CAP GROWTH (4)                     0.90%         0.22%           0.05%           1.17%           N/A          1.17%
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(5)             0.90%         0.17%           0.08%           1.15%           N/A          1.15%
AST NEUBERGER BERMAN MID-CAP VALUE(6)              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(7)                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(8)                                  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 (9)           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(10)                     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(11)                 0.75%         0.59%            N/A            1.34%          0.09%         1.25%
INVESCO VIF TELECOMMUNICATIONS(11)                 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(12)                    1.45%         0.72%            N/A            2.17%          1.17%         1.00%

PROFUND VP EUROPE 30(13)                           0.75%         0.78%           0.25%           1.78%           N/A          1.78%
PROFUND VP SMALLCAP(13)                            0.75%         0.70%           0.25%           1.70%           N/A          1.70%
PROFUND VP ULTRAOTC(13)                            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 January 1, 1999, the Investment Manager had engaged Founders Asset
     Management,  LLC as  Sub-advisor  for the Portfolio  (formerly the Founders
     Capital Appreciation portfolio).
5    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.
6    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.
7    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.
8    These portfolios commenced operations on October 18, 1999. "Other Expenses"
     are based on  estimated  amounts for the fiscal year  ending  December  31,
     1999.
9    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).
10   This portfolio  commenced  operation on October 18, 1999.  "Other Expenses"
     are based on estimated amounts for the fiscal
     year ending December 31, 1999.
11   These portfolios  commenced operations on August 31, 1999. "Other Expenses"
     are estimated amounts for the fiscal year ended December 31, 1999.
12   This portfolio commenced operations on September 30, 1999. "Other Expenses"
     are estimated amounts for the fiscal year ended December 31, 1999.
13   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.

WHY IS THIS VARIABLE IMMEDIATE ANNUITY ADJUSTABLE?

This Annuity is adjustable  because (a) we adjust the Inheritance Period and (b)
there is an adjustment feature which can increase Annuity Payment Amounts if and
when its Cash Value exceeds specified targets.

HOW DOES THIS ANNUITY GENERALLY DIFFER FROM OTHER VARIABLE IMMEDIATE ANNUITIES?

Most  variable  immediate  annuities  offer  periodic  payments that increase or
decrease depending solely on the investment  performance of one or more pools of
underlying  mutual fund  portfolios.  Changes to the Annuity  Payment Amounts of
this variable  immediate  annuity are designed to initially depend on changes to
the  Inheritance  Period,  which depend on the investment  performance of one or
more Portfolios..

We  designed  this  Annuity  to provide a  "cushion"  from  volatile  investment
performance. As a result, negative investment performance does not automatically
result in a decrease in the Annuity  Payment  Amount  each month,  and  positive
investment  performance  does not  automatically  result in an  increase  in the
Annuity Payment Amount each month. Generally, other variable immediate annuities
do not contain such a "cushion."

Many  variable  immediate  annuities  offer the option to assure  payments for a
"certain" period regardless of whether the Annuitant is alive. If that option is
elected,  that number of payments are reduced on a constant  basis over time. In
comparison, this Annuity automatically includes an Inheritance Period that looks
like a "certain"  period but does not change  based  solely on time.  We set the
Inheritance Period initially when an Annuity is issued.  However,  as opposed to
most other variable immediate ANNUITIES,  THE INHERITANCE PERIOD IN THIS ANNUITY
SUBSEQUENTLY VARIES, based on the Net Investment Performance of the Annuity, the
Annuity Payment Amounts being paid out, and the increasing age of the Annuitant.
With each Annuity Payment, the remaining  Inheritance Period can decrease by one
month, more than one month, less than one month, or can even increase.

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

This variable  immediate annuity offers a guarantee of income payments for life.
This type of annuity  contract is designed to transfer to an  insurance  company
part of the risk at outliving one's assets.  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.

WHAT IS THE OPTIONAL GUARANTEE FEATURE?

This variable  immediate  annuity offers a Optional  Guarantee  Feature that, if
chosen,  guarantees  that the Annuity  Payment  Amount,  while the  Annuitant is
alive, will not be less than the Guaranteed Annuity Payment Amount. We charge an
additional  amount for this feature (please refer to this Annuity's  "Summary of
Fees and Charges").  If you select this optional benefit, the Guaranteed Annuity
Payment  Amount will be  available  as of the Issue Date.  Once  selected,  this
feature remains part of your Annuity.

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) or (Class 8) (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.  IF YOU SELECT THE  OPTIONAL  GUARANTEE
FEATURE NOT ALL OF THE PORTFOLIOS ARE AVAILABLE TO YOU.  INFORMATION ABOUT WHICH
PORTFOLIOS ARE AVAILABLE UNDER THE OPTIONAL  GUARANTEE  FEATURE IS FOUND ON PAGE
21.

<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  Janus  Small-Cap  Growth:  seeks  capital  growth.  The                                Janus Capital
                    Portfolio  pursues its  objective  by normally  investing at                                 Corporation
                    least  65% of its  total  assets  in the  common  stocks  of
                    small-sized   companies,   i.e.,   those  that  have  market
                    capitalizations  of less than $1.5  billion or annual  gross
                    revenues  of less than $500  million.  As a  Portfolio  that
                    invests primarily in smaller or newer issuers, the Portfolio
                    may be  subject  to  greater  risk of loss and  share  price
                    fluctuation than funds investing primarily in larger or more
                    established issuers.
  SMALL
 CAPITALIZATION
                    ---------------------------------------------------------------------------------------- -----------------------
                    AST  Kemper  Small-Cap  Growth:   seeks  maximum  growth  of                                Scudder Kemper
                    investors'  capital  from a  portfolio  primarily  of growth                               Investments, Inc.
                    stocks of smaller companies. At least 65% of the Portfolio's
                    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  Janus  Overseas  Growth:   seeks  long-term  growth  of                                     Janus Capital
                    capital.  The  Portfolio  pursues  its  objective  primarily                                      Corporation
                    through  investments  in common  stocks of  issuers  from at
                    least five different countries, excluding the United States.
                    Securities  are  generally  selected  without  regard to any
                    defined  allocation among countries,  geographic  regions or
                    industry sectors, or other similar selection procedure.
                    ---------------------------------------------------------------------------------------- -----------------------
                    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, or if the Optional  Guarantee  Feature is selected the charge is 2.25% on
an annual basis. This charge is for insurance  benefits provided by the Annuity,
including  the risk that  persons we  guarantee  Annuity  Payments  to 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.  The charge for
the  Optional  Guarantee  Feature  covers our risk that the  Guaranteed  Payment
Amount  may  be  higher  than  the  Annuity  Payment  Amount  at  any  time  the
Annuitant(s) is alive.  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 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  (and any
applicable  Credits) 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:  The Annuitant(s) may not be greater than age 85 on the Issue
Date.  If there is more  than one  Annuitant  named,  neither  Annuitant  may be
greater than age 85 on the Issue Date.

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

X      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.

X      ANNUITANT:  The Annuitant is the person we agree to make Annuity Payments
       to and during whose life we continue to make such payments.  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.  Because our
       assumptions about Annuity Payments are based on the age, life expectancy,
       and where permitted gender of the Annuitant(s), the Annuitant designation
       cannot be changed once your Annuity is issued.

X      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  Inheritance Period and if there is value due. 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 Inheritance 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.

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, less any Credits,  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. If you exercise your Free-Look right, we will not return any Credits we
applied to your Annuity based on your Premium (see below).

WILL I RECEIVE CREDITS ON MY PREMIUM?

Under certain  circumstances  we may credit  additional  amounts to your Annuity
based on the age of the  youngest  Annuitant  on the  Issue  Date.  Credits  are
applied as a  percentage  of the Premium as shown in the table  below.  Any such
Credit will increase the amount that is applied to your Annuity when determining
the value upon which we base your Annuity  Payments.  Credits are provided  from
our general  account.  Credits are not available when this Annuity is used as an
annuitization  or  settlement  option in  conjunction  with one of our  deferred
annuities or life insurance policies.

<TABLE>
<CAPTION>

                            ----------------------------------------------- -------------------------------
                            AGE                                             CREDIT AMOUNT*

                            ----------------------------------------------- ----------- -------------------
                            ----------------------------------------------- -------------------------------
<S>                         <C>                                             <C>
                            Age 59 and below                                3%
                            ----------------------------------------------- -------------------------------
                            ----------------------------------------------- -------------------------------
                            Age 60 through Age 65                           2%
                            ----------------------------------------------- -------------------------------
                            ----------------------------------------------- -------------------------------
                            Age 66 through Age 71                           1%
                            ----------------------------------------------- -------------------------------
                            ----------------------------------------------- -------------------------------
                            Age 72 and older                                0%
                            ----------------------------------------------- -------------------------------
                             *  as a percentage of the Premium.
</TABLE>

HOW ARE CREDITS APPLIED TO MY ANNUITY?

Any Credits are applied to your Annuity at the time the  qualifying  Net Premium
is applied to your  Contract  Value.  Credits are  allocated  to the  investment
options in the same ratio as the applicable Net Premium is applied.

X    Any Credits  applied to your Annuity can be recovered by us if you elect to
     "Free-Look"  your Annuity.  The amount returned to you will not include any
     Credits.

X    We do not consider  Credits to be  "investment  in the contract" for income
     tax purposes (see "Tax Considerations").

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 (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.

If you select the Optional Guarantee Feature, you may only make transfers within
the asset allocation model categories  included in the Asset Allocation Program,
described below.

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.

AM I REQUIRED TO PARTICPATE IN THE ASSET ALLOCATION PROGRAM?

IF YOU  CHOSE  THE  OPTIONAL  GUARANTEE  FEATURE,  YOUR NET  PREMIUM  (PLUS  ANY
APPLICABLE  CREDIT) IS ALLOCATED IN ACCORDANCE WITH AN ASSET ALLOCATION MODEL WE
SELECT,  AND YOUR  CONTRACT  VALUE MUST BE ALLOCATED IN  ACCORDANCE  WITH SUCH A
MODEL.  We may use a model developed and maintained by us or we may elect to use
a model provided by an independent  third party.  We reserve the right to change
the model at any time.

The  model we use will  identify  a number  of asset  categories  in which  your
Contract Value must be allocated  (e.g.,  equities,  debt,  and cash).  You must
allocate Contract Value to eligible  Sub-accounts for each separate category. We
reserve the right to require  that you use only one  eligible  Sub-account  at a
time to complete each category.

We determine which  Sub-accounts  are eligible for each category or we may elect
to follow the  recommendations of an independent third party. We may at any time
make new determinations as to which Sub-accounts are eligible for each category.
We may do so for a variety of reasons including, but not limited to, a change in
the investment  objectives or policies of a Portfolio,  or failure,  in our sole
determination,  of such  Portfolio  to  invest  in  accordance  with its  stated
investment  objective or  policies.  If we determine  that a  Sub-account  is no
longer  eligible for that  category,  we will notify you at least 30 days before
the Sub-account is unavailable.

You may transfer  Contract  Value  maintained in an asset  category to any other
eligible  Sub-account  within that category.  Such transfers are counted towards
the number of free transfers available under the Annuity.

At the beginning of each calendar quarter, we rebalance the Contract Value among
categories  according to the then current  percentages for the asset  allocation
model. We expect that the current  percentages for each category may change from
time to time.  Any change in the current  percentages  will become  effective no
later than the regularly scheduled rebalancing of Contract Value occurring on or
immediately after the date of the change.

Under the  Optional  Guarantee  Feature,  the  Sub-Accounts  that  invest in the
following Portfolios currently are not available:

    -------------------------------------------------------------
                             PORTFOLIO

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

    -------------------------------------------------------------
    -------------------------------------------------------------
                     [TO BE ADDED BY AMENDMENT]

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

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

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

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

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

All  other  Sub-Accounts  and  Portfolios   currently  are  available  for  your
investment

DO YOU OFFER ANY OTHER AUTOMATIC REBALANCING PROGRAMS?

Yes, if you do not elect the Optional Guarantee  Feature,  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?

Yes. As long as the 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 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  Inheritance  Period.  This  includes the
Guaranteed  Annuity  Payment  Amount  if you  selected  the  Optional  Guarantee
Feature. We may request evidence  satisfactory to us that the Annuitant is alive
and other  information to process the surrender  request (see  "Requirements for
Surrender").

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  INHERITANCE  PERIOD  IS  ZERO,  MAY I STILL  MAKE A FULL OR  PARTIAL
SURRENDER?

No. If your Annuity has no Inheritance 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?

The Annuity  provides:  Annuity  Payments for the life of the  Annuitant,  and a
guarantee that Annuity Payments will be payable during any remaining Inheritance
Period as of the Inheritance  Date,  even though no Annuitant is living.  If you
choose the  Optional  Guarantee  Feature,  the Annuity  provides  an  additional
benefit:  a guarantee  that,  while the Annuitant is alive,  the Annuity Payment
Amount will not be less than the Guaranteed Annuity Payment Amount.

THE FOLLOWING ARE KEY TERMS USED WITH ANNUITY BENEFITS:

ADJUSTMENT  is a change to the  Annuity's  benefits that occurs if, on a Annuity
Payment Date, the Cash Value Trigger is exceeded.

ANNUITY  FACTORS are factors we apply to determine  the Schedule of Units.  They
depend on the Benchmark Rate, the Inheritance  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 for the lives of
the Annuitants. We may use different factors for different classes of Annuities.

ANNUITY PAYMENT AMOUNT is the dollar amount of each Annuity Payment. The Annuity
Payment  Amount  can vary each  month.  It  cannot  decrease  while  there is an
Inheritance Period.

ANNUITY PAYMENT DATE is the date each month Annuity  Payments are payable.  This
date is the same day of the  month as the  Annuity  DATE  WHICH  MAY BE ANY DATE
CHOSEN BY YOU BETWEEN THE 1ST AND THE 28TH DAY OF THE MONTH  FOLLOWING  THE 30TH
day after issue of the Annuity.  The Annuity  Payment Date may not be changed on
or after the Issue Date.

BENCHMARK  RATE is an assumed  rate of return  used in  determining  the Annuity
Factors and the Schedule of Units. The Benchmark Rate is currently 4% but we may
use a different rate for different classes of purchasers. The Benchmark Rate for
the Optional  Guarantee  Feature is currently 3% but we may use a different rate
for different  classes of  purchasers.  The  Benchmark  Rate is set forth in the
schedule page of your Annuity.

CASH VALUE is the present value of the Units scheduled to fund Annuity  Payments
over the remaining  Inheritance  Period  multiplied by the current Unit Value of
each  Sub-Account to which your Contract  value is allocated.  The discount rate
used to determine  the present value is the  Benchmark  Rate.  The Cash Value is
always less than the Contract Value.

CASH  VALUE  TRIGGER is the  measure we use to  determine  if an  Adjustment  is
required.

CONTRACT  VALUE  is 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 Annuity.

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 there are joint  Annuitants,  the
Inheritance Date refers to the death of the last surviving Annuitant.

INHERITANCE  PERIOD,  as  discussed  in the  "Glossary  of Terms," is a variable
period  of  time  during  which  Annuity  Payments  are due  whether  or not the
Annuitant is still alive.

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

SCHEDULE  OF UNITS is a  schedule  for each  Sub-Account  of how many  Units are
expected to fund the Annuity's  benefits as of each Annuity  Payment  Date.  The
schedule  initially is assigned on the Issue Date and is based on the portion of
the Net Premium  allocated to a  Sub-Account,  the Benchmark  Rate,  and Annuity
Factors.  Subsequently,  the  Schedule  of  Units  is  adjusted  for  transfers,
Adjustments, or partial surrenders.

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,  or  the  portion  of  the  Contract  Value  you
transferred into that investment 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 charges
for taxes.

HOW DO WE CALCULATE YOUR ANNUITY PAYMENT?

This Annuity  attempts to cushion the Annuity  Payment Amount from the immediate
impact of Sub-Account  performance.  This means that positive market performance
will not necessarily  increase the Annuity  Payment Amount,  and negative market
performance  will not  necessarily  decrease  the  Annuity  Payment  Amount.  We
accomplish this cushion through a "stabilization" process.

We calculate the initial  Annuity Payment Amount based on the Benchmark Rate and
applicable  Annuity  Factors.  We calculate this value when we issue the Annuity
and this is the amount payable on the first Annuity Payment Date.

Subsequent  Annuity Payments before the Inheritance  Date are always  determined
one month in advance.

         1. We first determine  preliminary  values for the Inheritance  Period,
Cash Value,  and Annuity  Payment  Amount.  The  preliminary  values ("PCV") are
determined as follows:

         (A)      INHERITANCE PERIOD: The Inheritance Period is first reduced by
                  one month and then  increased  or  decreased  to  reflect  the
                  difference between the value of the Units redeemed to fund the
                  Annuity  Payment and the value of the Units in the Schedule of
                  Units.

         (B)      CASH  VALUE:  The Cash  Value is  determined  based on the new
                  Inheritance  Period (as shown in 1(a)  above) and the  current
                  Unit Values.

         (C)      ANNUITY  PAYMENT   AMOUNT:   The  Annuity  Payment  Amount  is
                  calculated  as of the  previous  calculation  of  the  Annuity
                  Payment Amount.

         2. We then  determine  if the  Cash  Value  Trigger  ("CVT")  has  been
exceeded and make any necessary adjustments to the preliminary values.

         (a)      If the CVT has not been exceeded and the Inheritance Period is
                  greater than zero, no Adjustment is required.  The preliminary
                  values become the current values.
<TABLE>
<CAPTION>

  ----------------------- ------------------ -------------------- ---------------------- -------------------------------------------
  Cash Value Trigger      Cash Value         Inheritance Period   Schedule of Units      Next Month's Payment Amount

  ------------------ -------------------- ---------------------- -------------------------------------------  ----------------------
<S>                      <C>                <C>                  <C>                    <C>
  PCV<= CVT               REMAINS AT PCV     NOT ADJUSTED         NOT ADJUSTED           UNCHANGED FROM PRIOR MONTH
  ----------------------- ------------------ -------------------- ---------------------- -------------------------------------------
</TABLE>

         (b)      If the CVT has not been exceeded and the Inheritance Period is
                  equal to zero, then the preliminary values for the Inheritance
                  Period and for the Cash Value become the current  values.  The
                  next  Annuity  Payment  Amount is set  equal to the  number of
                  Units  scheduled  to be  paid  under  the  Schedule  of  Units
                  multiplied by the current Unit Values.
<TABLE>
<CAPTION>

  ----------------------- ------------------ -------------------- ---------------------- -------------------------------------------
  Cash Value Trigger      Cash Value         Inheritance Period   Schedule of Units      Next Month's Payment Amount

  ------------------ -------------------- ---------------------- -------------------------------------------  ----------------------
<S>                      <C>                <C>                   <C>                    <C>
  PCV=0                   0                  0                    NOT ADJUSTED           DECREASES:  PAYMENT AMOUNT EQUALS THE THEN
                                                                                         SCHEDULE OF UNITS TIMES THE UNIT VALUE.*
  ----------------------- ------------------ -------------------- ---------------------- -------------------------------------------
</TABLE>

                  * HOWEVER, IF YOU HAVE SELECTED THE OPTIONAL GUARANTEE FEATURE
                  AND CVT HAS NOT BEEN  EXCEEDED AND THE  INHERITANCE  PERIOD IS
                  EQUAL TO ZERO, THE NEXT MONTH'S  PAYMENT WILL NOT BE LESS THAN
                  THE  GUARANTEED  ANNUITY  PAYMENT  AMOUNT.  THE  NEXT  ANNUITY
                  PAYMENT  AMOUNT  WILL BE THE  GREATER  OF THE  NUMBER OF UNITS
                  SCHEDULED TO BE PAID MULTIPLIED BY THE CURRENT UNIT VALUES AND
                  THE GUARANTEED ANNUITY PAYMENT AMOUNT.

         (c)      If the  CVT has  been  exceeded,  we  perform  an  Adjustment,
                  whereby we set the Cash Value equal to the Cash Value Trigger,
                  decrease  the  Inheritance  Period,  revise  each  Schedule of
                  Units,  and  increase  the next Annuity  Payment  Amount.  The
                  Adjustment does not change the Contract Value.
<TABLE>
<CAPTION>

  ----------------------- ------------------ -------------------- ---------------------- -------------------------------------------
  Cash Value Trigger      Cash Value         Inheritance Period   Schedule of Units      Next Month's Payment Amount

  ------------------ -------------------- ---------------------- -------------------------------------------  ----------------------
<S>                       <C>                <C>                  <C>                   <C>
  PCV>CVT                 REDUCES TO CVT     REDUCES              INCREASES              INCREASES

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


You have the  ability  on any  Annuity  Payment  Date to adjust  the Cash  Value
Trigger,  unless you have selected the Optional Guarantee Feature,  to 25%, 50%,
or 75% of the  original  Cash Value  Trigger.  Reducing  the Cash Value  Trigger
increases the  likelihood  of an increasing  Annuity  Payment  Amount.  However,
reducing  the Cash  Value  Trigger  also  could  result in using more Units thus
reducing  the  Inheritance  Period,  which may effect the  stability  of Annuity
Payments.

Any Adjustment to the Cash Value Trigger is permanent  although you may continue
to decrease the trigger in the future to 25% of THE ORIGINAL CASH VALUE TRIGGER.
IF YOU HAVE SELECTED THE OPTIONAL GUARANTEE  FEATURE,  THE CASH VALUE TRIGGER IS
SET AS OF THE ISSUE DATE, AND MAY NOT BE CHANGED.


<PAGE>


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. The Annuity Payment Date may not be changed 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 Inheritance  Period, the Annuitant's age, gender (where permitted),  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  Inheritance  Period  on  conversion  will  be  fixed  and
subsequently  reduced by one month each month.  However,  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 Inheritance  Period exists and was never zero
at any  time  between  the  death  of  the  last  surviving  Annuitant  and  the
Inheritance  Date,  we will make  Annuity  Payments to the  Beneficiary  for the
remainder of the Inheritance  Period. AS AN ALTERNATIVE,  A LUMP SUM CAN BE PAID
TO THE  BENEFICIARY.  THERE IS NO GUARANTEE  THAT THERE WILL BE ANY  INHERITANCE
PERIOD  AFTER THE DATE OF DEATH,  WHICH MEANS THERE MAY BE NO AMOUNT DUE FOR THE
BENEFICIARY.  If there is no Inheritance  Period as of the Inheritance Date, the
Annuity terminates.

If the Annuity is used in  connection  with a tax qualified  retirement  plan or
qualified contract (including individual retirement annuities),  the beneficiary
may only be  entitled  to a lump sum  distribution  after  the death of the last
surviving Annuitant or the period over which Annuity Payments can be paid may be
shortened.

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,  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.  Each month we pay the  current
number of Units scheduled to be paid  multiplied by the current Unit Value.  The
number of Units are determined as of the Inheritance Date and can only change as
a  result  of a  transfer.  As of  the  Inheritance  Date,  the  length  of  the
Inheritance Period no longer depends on investment performance. At that point it
is fixed and  subsequently  decreases  by one each month.  Once the  Inheritance
Period ends, the Annuity terminates.

If there is an  Inheritance  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
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 during the Inheritance  Period.  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 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?

The  portion of  distributions  considered  to be  "amounts  not  received as an
annuity,"  such as a partial or full surrender or a lump sum  alternative  after
the Annuitant's death, in excess of any remaining investment in the contract are
treated as "income on the contract" and  includible in gross income.  The amount
of the distribution  exceeding "income on the contract" is not included in gross
income. "Income on the contract" for an annuity would be computed by subtracting
from the  value of 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. For partial  surrenders,  amounts are generally deemed
to come first from any income on the contract.

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 because 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:

ss. First,  from the amount of "investment in the contract" made prior to August
14, 1982 and  exchanged  into the  annuity;  ss.  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);
ss.        Then, from any remaining "income on the contract"; and
ss.        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:  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.  Such  contributions  are not  taxable to the  employee  until
distributions are made from the TSA. We do not permit loans from a TSA.

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 PROGRAMS OR "IRA": Section 408 of the Code allows eligible
individuals  to  maintain  an  IRA.  The  Annuity  may be  used  to  "roll-over"
distributions  from certain  tax-qualified  retirement  plans and maintain their
tax-deferral.

ROTH IRAS: A form of IRA is also available called a "Roth 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?

Distributions 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 as noted above,  under
"Special  concerns  regarding  immediate  annuities."  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 a penalty equal to 10% plus interest,  unless an exception  applies.  We
believe  that the  exception  in  Section  72(t)(2)(A)(iv)  applies  to  Annuity
Payments and the  exception in Section  72(t)(2)(A)(ii)  applies to any lump sum
paid for Beneficiary under a qualified annuity.

If required by law or  regulation,  once each calendar  year, we will  determine
whether an additional  amount to your Annuity  Payment Amount is payable.  We do
this so that your Annuity may satisfy the required  minimum  distribution  rules
pursuant to Section  401(a)(9) of the Code.  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.

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:

X        direct transfers to the trustee of another retirement plan;
X        distributions  from an  individual  retirement  account  or  individual
         retirement annuity;
X        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
X        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 quarterly 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 quarterly  statement,  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
quarterly 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  either  Class 7 or  Class 8  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 and  Class  8  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.


<PAGE>


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:

X        calling our Concierge Desk at 1-800-752-6342; or
X        writing to us at American Skandia Life Assurance Corporation,  P.O. Box
         883, Shelton, Connecticut 06484-0883, Attention: Concierge Desk; or
X        sending   us   an   email   to   our   electronic   mail   address   at
         [email protected];  or ss. 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 VIA-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) OR (CLASS 8 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>
<CAPTION>
                                TABLE OF CONTENTS

ITEM                                                                                                                   PAGE
<S>                                                                                                                      <C>

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
</TABLE>

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 or Class 8 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.

VIA-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 [age] on the Issue Date;

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

         (3)  A single,  specified  investment  option  was used for the  entire
              period being measured;

         (4)  The end of the period is the Inheritance Date;

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

Both the effective  rate of return and the  cumulative  return  to-date might be
lower in certain  circumstances  if the Cash Value was used rather than the lump
sum 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.  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.



<TABLE>
<CAPTION>


CLASS 7 SUB-ACCOUNTS                                EFFECTIVE RATE OF RETURN              CUMULATIVE RETURN TO-DATE

                                                           [TO BE FILED BY AMENDMENT]

                                                    AFTER:                                          AFTER:
- ---------------------------------------- --------- ---------- --------- ----------- ---- ---------- ---------- --------- -----------
SUB-ACCOUNT:                             1 YEAR    3 YEARS    5 YEARS   INCEPTION       1 YEAR     3 YEARS    5 YEARS   INCEPTION
                                                                         TO  DATE                                          TO DATE

- ---------------------------------------- --------- ---------- --------- ----------- ---- ---------- ---------- --------- -----------
<S>                                      <C>       <C>        <C>       <C>         <C>  <C>        <C>        <C>       <C>
AST  Founders  Passport
AST  T. Rowe Price International Equity
AST  AIM International Equity
AST  Janus Overseas Growth
AST American Century International Growth
AST MFS Global Equity
AST Janus Small-Cap Growth
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>



<PAGE>
<TABLE>
<CAPTION>


CLASS 8 SUB-ACCOUNTS                                EFFECTIVE RATE OF RETURN              CUMULATIVE RETURN TO-DATE

                           [TO BE FILED BY AMENDMENT]

                                                       AFTER:                                            AFTER:
- ---------------------------------------- --------- ---------- --------- ----------- ---- ---------- ---------- --------- -----------
SUB-ACCOUNT:                             1 YEAR    3 YEARS    5 YEARS   INCEPTION         1 YEAR     3 YEARS    5 YEARS   INCEPTION
                                                                         TO  DATE                                         TO DATE

- ---------------------------------------- --------- ---------- --------- ----------- ---- ---------- ---------- --------- -----------
<S>                                      <C>       <C>        <C>       <C>         <C>  <C>        <C>         <C>      <C>
AST  Founders Passport
AST  T. Rowe Price International Equity
AST  AIM International Equity
AST  Janus Overseas Growth
AST  American Century International Growth
AST MFS Global Equity
AST Janus Small-Cap Growth
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>


<PAGE>



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 and Class
8 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 AND CLASS 8

(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 and Class 8 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.                        TO BE FILED BY AMENDMENT

                  (b)      Copy of Required Minimum Distribution Endorsement.           TO BE FILED BY AMENDMENT

         (5)      A copy of the application form used with the Annuity.                 TO BE FILED BY AMENDMENT

                  (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)                       Vice President,
48                                                                                                             Business Development:
                                                                                                         American Skandia Investment
                                                                                                                 Holding Corporation

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 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 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
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.




                                   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 24th day of
November, 1999.

         AMERICAN SKANDIA LIFE ASSURANCE CORPORATION VARIABLE ACCOUNT B
                             (CLASS 8 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,                 November 24, 1999
           Jan R. Carendi                   Chairman of the Board and Director

                                              (Principal Financial Officer)


       /s/ Thomas M. Mazzaferro                Executive Vice President and          November 24, 1999
             Thomas M. Mazzaferro              Chief Financial Officer

                                             (Principal Accounting Officer)

       /s/ David R. Monroe                Senior Vice President, Treasurer           November  24, 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>




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